Longwen (LWLW) 10-K 29 Mar 23 2022 FY Annual report Financial data

Cover

Cover - USD ($)	12 Months Ended
	Dec. 31, 2022	Mar. 28, 2023	Jun. 30, 2022
Cover [Abstract]
Document Type	10-K
Amendment Flag	false
Document Annual Report	true
Document Transition Report	false
Document Period End Date	Dec. 31, 2022
Document Fiscal Period Focus	FY
Document Fiscal Year Focus	2022
Current Fiscal Year End Date	--12-31
Entity File Number	000-11596
Entity Registrant Name	LONGWEN GROUP CORP.
Entity Central Index Key	0000723533
Entity Tax Identification Number	95-3506403
Entity Incorporation, State or Country Code	NV
Entity Address, Address Line One	No. 25
Entity Address, Address Line Two	Caihe Rd
Entity Address, Address Line Three	Shangcheng Dist.
Entity Address, City or Town	Hangzhou
Entity Address, Country	CN
Entity Address, Postal Zip Code	310000
City Area Code	+86 0571
Local Phone Number	85128985
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	false
Entity Shell Company	false
Entity Public Float			$ 5,523,091
Entity Common Stock, Shares Outstanding		79,108,925
Auditor Firm ID	2485
Auditor Name	Simon & Edward, LLP
Auditor Location	Rowland Heights, CA

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($)	Dec. 31, 2022	Dec. 31, 2021
Current assets
Cash and cash equivalents	$ 68,121
Prepaid expenses and other current assets	58,413
Total current assets	126,534
Property and equipment, net	274,370
Intangible assets	3,625
Goodwill	1,132
TOTAL ASSETS	405,661	0
Current liabilities:
Accounts payable and accrued liabilities	31,962	1,300
Shareholder loan	90,494
Commercial loans	12,250	12,250
Total current liabilities	134,706	13,550
TOTAL LIABILITIES	134,706	13,550
STOCKHOLDERS’ EQUITY (DEFICIT)
Preferred stock, $0.0001 par value, 50,000,000 authorized, nil shares issued and outstanding
Common stock, $0.0001 par value, 550,000,000 authorized, 74,108,926 and 65,127,061 shares issued and outstanding as of December 31, 2022 and 2021, respectively	7,411	6,513
Additional paid-in capital	19,285,539	18,261,346
Accumulated deficit	(19,027,835)	(18,281,409)
Accumulated other comprehensive income	5,840
TOTAL STOCKHOLDERS’ EQUITY (DEFICIT)	270,955	(13,550)
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)	$ 405,661	$ 0

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - $ / shares	Dec. 31, 2022	Dec. 31, 2021
Statement of Financial Position [Abstract]
Preferred Stock, Par or Stated Value Per Share	$ 0.0001	$ 0.0001
Preferred Stock, Shares Authorized	50,000,000	50,000,000
Common Stock, Par or Stated Value Per Share	$ 0.0001	$ 0.0001
Common Stock, Shares Authorized	550,000,000	550,000,000
Common Stock, Shares, Issued	74,108,926	65,127,061
Common Stock, Shares, Outstanding	74,108,926	65,127,061

Consolidated Statements of Oper

Consolidated Statements of Operations and Other Comprehensive Income - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Revenues
Consulting service income	$ 36,418
Online product sales	1,788
Aquaculture product sales, net	2,931
Total net revenues	41,137
Operating expenses:
Professional expenses	106,482
Share-based compensation	425,000
Selling, general and administrative expenses	255,691	6,500
Total operating expenses	787,173	6,500
Loss from operations	(746,036)	(6,500)
Other income (expenses):
Interest expenses	(500)	(500)
Loss on debt settlement		(15,593,500)
Other income, net	110
Total other expenses, net	(390)	(15,594,000)
Loss before income tax	(746,426)	(15,600,500)
Income tax expense
Net loss	(746,426)	(15,600,500)
Other comprehensive income
Foreign currency translation gain	5,840
Comprehensive loss	$ (740,586)	$ (15,600,500)
Weighted average shares outstanding: Basic and diluted	67,215,968	33,123,288
Loss per share: Basic and diluted	$ (0.01)	$ (0.47)

Consolidated Statments of Cash

Consolidated Statments of Cash Flows	12 Months Ended
	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)
Cash flows from operating activities:
Net loss	$ (746,426)	$ (15,600,500)
Adjustment to reconcile net loss used in operating activities:
Depreciation	4,434
Loss on debt settlement by issuance of common stock		15,593,500
Share-based compensation	425,000
Changes in operating assets and liabilities:
Prepaid expenses and other current assets	(56,242)
Accounts payable and accrued liabilities	31,048	7,000
Net cash used in operating activities	(342,186)
Cash flows from investing activities:
Purchase of property and equipment	(7,531)
Acquisition of intangible assets	(3,517)
Net cash used in investing activities	(11,048)
Cash flows from financing activities:
Proceeds from commercial loans	287,876
Repayments of commercial loans	(287,876)
Proceeds from a shareholder	91,783
Proceeds from issuance of common stock	334,913
Net cash provided by financing activities	426,696
Effect of exchange rate changes in cash and cash equivalents	(5,341)
Net increase in cash and cash equivalents	68,121
Cash and cash equivalents, beginning balance
Cash and cash equivalents, ending balance	68,121
Supplement Disclosures:
Interest paid
Income tax paid
Supplemental Disclosures of Non-Cash Investing and Financing Activities
Acquisition Hangzhou Longwen Management by obtaining shareholder loan	993
Acquisition of Yushu by other payable	141
Common stock issued for debt settlement		15,600,000
Common stock issued for property acquisition	$ 265,178

Consolidated Statements of Chan

Consolidated Statements of Changes in Stockholders Equity (Deficit) - USD ($)	Preferred Stock [Member]	Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	AOCI Attributable to Parent [Member]	Total
Beginning balance, value at Dec. 31, 2020		$ 13	$ 2,667,846	$ (2,680,909)		$ (13,050)
Shares, Issued at Dec. 31, 2020		127,061
Common stock issued for debt settlement		$ 6,500	15,593,500			15,600,000
Issuance of common stock for debt settlemen, shares		65,000,000
Net loss				(15,600,500)		(15,600,500)
Ending balance, value at Dec. 31, 2021		$ 6,513	18,261,346	(18,281,409)		(13,550)
Shares, Issued at Dec. 31, 2021		65,127,061
Common shares issued for cash		$ 208	334,705			334,913
Common shares issued for cash, shares		2,080,085
Common shares issued for property acquisition		$ 265	264,913			265,178
Common shares issued for property acquisition, shares		2,651,780
Common shares issued for services		$ 425	424,575			425,000
Common shares issued for services, shares		4,250,000
Net loss				(746,426)		(746,426)
Foreign currency translation gain					5,840	5,840
Ending balance, value at Dec. 31, 2022		$ 7,411	$ 19,285,539	$ (19,027,835)	$ 5,840	$ 270,955
Shares, Issued at Dec. 31, 2022		74,108,926

NOTE 1 _ ORGANIZATION AND PRINC

NOTE 1 – ORGANIZATION AND PRINCIPAL ACTIVITIES	12 Months Ended
	Dec. 31, 2022
Accounting Policies [Abstract]
NOTE 1 – ORGANIZATION AND PRINCIPAL ACTIVITIES	NOTE 1 – ORGANIZATION AND PRINCIPAL ACTIVITIES Longwen Group Corp. (the “Company”) was originally incorporated as Expertelligence, Inc on March 31, 1980 and reincorporated in the State of Nevada on November 17, 2005. On January 23, 2017, after a series of various name changes, the Company amended its Articles of Incorporation (“Charter Amendment”) to affect the current name change of Longwen Group Corp. with trading symbol of “LWLW”. On or about April 5, 2016, the Company affected a 1 for 750 127,061 66,667 On June 9, 2021, Anthony Lombardo (“Lombardo”) filed an Application for Appointment of Custodian (“Application”) with the Eighth Judicial District Court in Nevada to request the custodianship of the Company due to the Company’s non-response and late filing with the State of Nevada. On June 24, 2021, a hearing was held on this Application, where Lombardo was named temporary custodian of the Company. Subsequently after Lombardo’s custodianship, Deanna Johnson was appointed as the CEO, CFO and Secretary of the Company. On September 1, 2021, Deanna Johnson appointed Joseph Passalaqua (“Joseph”) as CEO, CFO and Secretary and resigned from all positions in the Company. On October 25, 2021, Mr. Xizhen Ye (“Ye”), the ex-officer and director of the Company prior to Lombardo’s custodianship, and Longwen Cayman, filed a motion to dissolve custodianship (“Motion”) with the Eighth Judicial District Court of Nevada State. Pursuant to the Settlement Agreement entered on January 12, 2022, by Longwen Cayman, Mr. Ye, Lombardo, Joseph and Deanna Johnson regarding Lombardo’s custodianship, Mr. Ye and Mr. Lizhong Lu were reinstated as the officer and directors of the Company, and 65,000,000 On February 23, 2022, the Company entered into an Acquisition Agreement with a third-party individual to acquire the 100% ownership of Hangzhou Longwen Enterprise Management Co., Ltd. (“Hangzhou Longwen”), a wholly foreign-owned enterprise (“WOFE”) in Hangzhou, the People’s Republic of China (the “PRC”), for a total cash consideration of $ 1,000 $993 On October 11, 2022, the Company and its subsidiary, Hangzhou Longwen entered into an Acquisition Agreement with a third-party individual to acquire 100% ownership of Hangzhou Yusu Trading Co., Ltd. (“Hangzhou Yusu”), a limited liability company in Hangzhou, the People’s Republic of China (the “PRC”), for a total cash consideration of RMB 1,000 141 $139

NOTE 2 _ SUMMARY OF SIGNIFICANT

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	12 Months Ended
	Dec. 31, 2022
Accounting Policies [Abstract]
NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Principles of Consolidation The accompanying consolidated financial statements include the accounts of the Company and its subsidiaries as described in Note 1. All significant intercompany transactions and balances have been eliminated in the consolidation. Basis of Presentation The accompanying consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and the rules and regulations of the Securities and Exchange Commission (the “SEC”). Use of Estimates The preparation of the Company’s consolidated financial statements in conformity with GAAP requires management to make estimates, judgments and assumptions that affect the amounts reported in the financial statements and footnotes thereto. Actual results may differ from those estimates and assumptions. Significant estimates are used in the useful lives and impairment of property and equipment, the valuation of deferred tax assets, share-based compensation, accounting estimates used in the business combination, among others. Cash and Cash Equivalents Cash and cash equivalents include cash in banks, bank deposits, and highly liquid investments with maturities of three months or less at the date of origination. Property and equipment Depreciation on property and equipment is recognized on a straight-line basis over the estimated useful lives of the assets, for which the remaining term of the legal title for the office space and 3 years for office equipment. Intangible Assets Intangible assets with definite use life are amortized on a straight-line basis over the estimate useful lives of the assets. Foreign Currency Transactions The Company’s consolidated financial statements are presented in U.S. dollars ($), which is the Company’s reporting and functional currency. The functional currency of the Company’s subsidiaries is RMB. The resulting translation adjustments are reported under other comprehensive loss in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 220 (“ASC 220”), “Reporting Comprehensive Income”. Gains and losses resulting from the translation of foreign currency transactions are reflected in the consolidated statements of operations and other comprehensive income. Monetary assets and liabilities denominated in foreign currency are translated at the functional currency using the rate of exchange prevailing at the balance sheet date. Any differences are taken to profit or loss as a gain or loss on foreign currency translation in the consolidated statements of operations and other comprehensive income (loss). The Company translates the assets and liabilities into U.S. dollars using the rate of exchange prevailing at the balance sheet date and the statements of operations and cash flows are translated at an average rate during the reporting period. Adjustments resulting from the translation from RMB into U.S. dollars are recorded in shareholders’ equity as part of accumulated other comprehensive loss. The exchange rate used for financial statements are as follows: Exchange Rate at December 31, 2022 2021 China Yuan (RMB) RMB 6.8972 RMB — United States dollar ($) $ 1.0000 $ — 　 Average exchange rate 　 2022 2021 For the period from February 23 to December 31, 　 　 　 　 Chinese Yuan (RMB) RMB 6.7940 RMB — United States Dollar ($) $ 1.000 $ — 　 　 　 　 　 For the period from October 11 to December 31, 　 　 　 　 Chinese Yuan (RMB) RMB 7.1079 RMB — United States Dollar ($) $ 1.000 $ — Revenue Recognition The Company recognizes revenue when a customer obtains control of promised products or services, in an amount that reflects the consideration expected to be received in exchange for those products or services. The Company follows the five-step model prescribed under Topic 606: (i) identify the contract(s) with a customer; (ii) identify the performance obligation(s) in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligation(s) in the contract; and (v) recognize revenue when (or as) the Company satisfies each performance obligation. Revenues are presented net of any sales or value added taxes collected from customers and remitted to the government. The Company’s consulting service income consists of the delivery of focused insights and recommendations that assist customers with their challenges in developing and executing strategies around their trade business and financial reporting processes. The consulting services provided are fixed-fee arrangements that are generally in one-year term. The Company has concluded that each contract represents a single performance obligation as each is a single promise to deliver a customized engagement and deliverable. For the majority of these services, either practically or contractually, the work performed and delivered to the customer has no alternative use to the Company. Additionally, the Company maintains an enforceable right to payment at all times throughout the contract. The Company’s online product sales consists of selling products to end customers through online channel, such as apps embedded in Wechat. Revenue is recognized at a point in time when the product is delivered to and accepted by end customers. The Company also entered into aquacultural product sales contract with a customer during the year ended December 31, 2022, through Hangzhou Yusu. The Company has determined that the Company is an agent in the arrangement. Revenue from aquacultural product sales is recognized on a net basis as Hangzhou Yusu has no inventory risk and control over sales price negotiated. The purchase price collected from the customer less the portion of the purchase price paid to the third-party merchant, is typically recognized at a point in time when the product is delivered to the customer. LONGWEN GROUP CORP. AND SUBSIDIARY Income Taxes The Company accounts for income taxes under ASC 740, “ Income Taxes Business Combination We allocate the fair value of purchase consideration to the tangible assets acquired, liabilities assumed and intangible assets acquired based on their estimated fair values. The excess of the fair value of purchase consideration over the fair values of these identifiable assets and liabilities is recorded as goodwill to reporting units based on the expected benefit from the business combination. Share-based Compensation The Company accounts for stock options and other equity-based compensation issued in accordance with ASC 718 “Stock Compensation”, which requires the measurement and recognition of compensation expense related to the fair value of equity-based compensation awards that are ultimately expected to vest. Stock-based compensation expense recognized includes the compensation cost for all share-based compensation payments granted to employees and nonemployees, net of estimated forfeitures, over the employees’ requisite service period or the non-employee performance period based on the grant date fair value estimated in accordance with the provisions of ASC 718. ASC 718 is also applied to awards modified, repurchased, or cancelled during the periods reported. Earnings Per Share Basic earnings per common share (“EPS”) is computed by dividing net income attributable to the common shareholders of the Company by the weighted-average number of common shares outstanding. Diluted EPS is computed in the same manner as basic EPS, except the number of shares includes additional common shares that would have been outstanding if potential common shares with a dilutive effect had been issued. As of December 31, 2022 and 2021, the Company does not have any potentially dilutive instrument. Fair Value Measurements Fair value accounting establishes a framework for measuring fair value and expands disclosure about fair value measurements. Fair value, which is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. This framework provides a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three levels 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 liabilities, 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. As of December 31, 2022 and 2021, the Company did not have any assets or liabilities that were required to be measured at fair value on a recurring basis or on a non-recurring basis. The carrying amounts of the Company’s cash, prepaid expenses and other current assets, loans, and accounts payable and accrued liabilities approximate fair value because of the short maturity of these items. Related Parties The Company follows ASC 850, Related Party Disclosures, Segment Reporting Accounting Standards Codification (“ASC”) 280, “Segment Reporting,” requires public companies to report financial and descriptive information about their reportable operating segments. We identify our operating segments based on how our chief operating decision maker internally evaluates separate financial information, business activities and management responsibility. During the years ended December 31, 2022 and 2021, the Company determined that we have one reportable segment as we manage the business from the geography location. Accounting Standards Issued but Not Yet Adopted Credit Losses In June 2016, the FASB issued ASU No. 2016-13, (Topic 326), Financial Instruments – Credit Losses: Measurement of Credit Losses on Financial Instruments which amends the current accounting guidance and requires the use of the new forward-looking “expected loss” model, which requires all expected losses to be determined based on historical experience, current conditions and reasonable and supportable forecasts, rather than the “incurred loss” model. This guidance amends the accounting for credit losses for most financial assets and certain other instruments including trade and other receivables, held-to-maturity debt securities, loans and other instruments. The effective date of ASU No. 2016-13 for smaller reporting companies is postponed to fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The Company believes the adoption of ASU No. 2016-13 will not have a material impact on its financial position and results of operations. Business Combination In October 2021, the FASB issued ASU No. 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers (ASU 2021-08), which clarifies that an acquirer of a business should recognize and measure contract assets and contract liabilities in a business combination in accordance with Accounting Standards Codification (ASC) Topic 606, Revenue from Contracts with Customers (Topic 606). This guidance will be effective for us in the first quarter of 2023 on a prospective basis, with early adoption permitted. We are currently evaluating the impact of the new guidance on our consolidated financial statements. There were other updates recently issued. The management does not believe that other than disclosed above, accounting pronouncements the recently issued but not yet adopted will have a material impact on its financial position results of operations or cash flows.

NOTE 3 _ GOING CONCERN

NOTE 3 – GOING CONCERN	12 Months Ended
	Dec. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
NOTE 3 – GOING CONCERN	NOTE 3 – GOING CONCERN The Company’s consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and settlement of liabilities and commitments in the normal course of business. During the year ended December 31, 2022, the Company incurred a net loss of $ 746,426 19,027,835 The Company’s future success is dependent upon its ability to acquire or expand businesses with profitable operations, generate cash from operating activities and obtain additional financing. The Company intends to raise funds from the issuance of equity and/or debt securities, but there is no assurance that additional funds from the issuance of equity will be available for the Company to finance its operations on acceptable terms, or at all. These consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

NOTE 4 _ PREPAID EXPENSES AND O

NOTE 4 – PREPAID EXPENSES AND OTHER CURRENT ASSETS	12 Months Ended
	Dec. 31, 2022
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
NOTE 4 – PREPAID EXPENSES AND OTHER CURRENT ASSETS	NOTE 4 – PREPAID EXPENSES AND OTHER CURRENT ASSETS As of December 31, 2022 and 2021, prepaid expenses and other current assets comprised as follows: December 31, 2022 December 31, 2021 Prepaid consulting fee $ 38,000 $ — Prepaid rent and parking lot 14,903 — Deposit and other 5,510 — Total $ 58,413 $ —

NOTE 5 _ PROPERTY AND EQUIPMENT

NOTE 5 – PROPERTY AND EQUIPMENT, NET	12 Months Ended
	Dec. 31, 2022
Property, Plant and Equipment [Abstract]
NOTE 5 – PROPERTY AND EQUIPMENT, NET	NOTE 5 – PROPERTY AND EQUIPMENT, NET As of December 31, 2022 and 2021, property and equipment consisted of the following: December 31, 2022 December 31, 2021 Equipment $ 7,419 $ — Property 271,319 — Less: accumulated depreciation (4,368 ) — Total property and equipment, net $ 274,370 $ — On September 28, 2022, the Company consummated an office suite purchase agreement with a third party. Pursuant to the agreement, the Company issued 2,651,780 265,178 2,108 $8,249 $263,070 Depreciation expenses were $ 4,434 66

NOTE 6 _ INTANGIBLE ASSETS

NOTE 6 – INTANGIBLE ASSETS	12 Months Ended
	Dec. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]
NOTE 6 – INTANGIBLE ASSETS	NOTE 6 – INTANGIBLE ASSETS During the year ended December 31, 2022, Hanzhong Yushu paid developing fee of $3,517 3,625 108

NOTE 7 - DEBT SETTLEMENT

NOTE 7 - DEBT SETTLEMENT	12 Months Ended
	Dec. 31, 2022
Debt Disclosure [Abstract]
NOTE 7 - DEBT SETTLEMENT	NOTE 7 - DEBT SETTLEMENT Between June 10 to July 1, 2021, the Company advanced $ 6,500 6,500 65,000,000 15,600,000 15,593,500

NOTE 8 _ COMMERCIAL LOAN

NOTE 8 – COMMERCIAL LOAN	12 Months Ended
	Dec. 31, 2022
Debt Disclosure [Abstract]
NOTE 8 – COMMERCIAL LOAN	NOTE 8 – COMMERCIAL LOAN On December 31, 2019, the Company entered into a loan agreement of $12,250 with a third-party individual with three-year term. The borrowing bears interest of $300 $500 $500 12,250 $1,800 1,500 On September 30, 2022, Hangzhou Longwen borrowed a total of $ 267,097 1,900,000 75,757 500,000 212,119 1,400,000

NOTE 9 _ INCOME TAX

NOTE 9 – INCOME TAX	12 Months Ended
	Dec. 31, 2022
Income Tax Disclosure [Abstract]
NOTE 9 – INCOME TAX	NOTE 9 – INCOME TAX As of December 31, 2022 and 2021, the Company has incurred an accumulated net loss of approximately $ 19.0 million 18.3 million Table of Contents Significant components of the deferred tax assets and liabilities for income taxes as of December 31, 2022 and 2021 consisted of the following: Deferred tax assets December 31, 2022 December 31, 2021 Net operating loss carry-forward 541,725 $ 474,226 Total 541,725 $ 474,226 Valuation allowance (541,725 ) (474,226 ) Net deferred tax assets - noncurrent — $ — Reconciliation of income tax provision and the accounting profit multiplied by U.S. federal income tax rate for the years ended December 31, 2022 and 2021: For the year ended December 31, 2022 2021 Loss at 21% (156,749 ) $ (3,276,105 ) Permanent differences 89,250 3,274,635 Increase (decrease) in income taxes resulting from: Net operating loss carry forward — — Change in valuation allowance 67,499 1,470 　 — $ —

NOTE 10 _ STOCKHOLDERS_ EQUITY

NOTE 10 – STOCKHOLDERS’ EQUITY	12 Months Ended
	Dec. 31, 2022
Equity [Abstract]
NOTE 10 – STOCKHOLDERS’ EQUITY	NOTE 10 – STOCKHOLDERS’ EQUITY As of December 31, 2022 and 2021, the Company had 74,108,926 65,127,061 On June 28, 2021, the Company issued 65,000,000 shares of common stock to Joseph to retire $6,500 loan borrowed. See Note 7 for details. During the year ended December 31, 2022, the Company issued 2,080,085 $334,913 $0.10 $0.30 On September 28, 2022, the Company and its subsidiary, Hangzhou Longwen closed an assets sale and purchase agreement with a third-party seller to acquire an office suite located in Hangzhou, China by issuing 2,651,780 shares of common stock of the Company, $0.10 per share with a total value of $265,178. Also see Note 5. 2022 Equity Incentive Plan On November 7, 2022, the Board adopted an equity incentive plan to increase stockholder value and to advance the interests of the Company by furnishing a variety of economic incentives (“Incentives”) designed to attract, retain and motivate employees, certain key consultants and directors of the Company (the “2022 Equity Incentive Plan”). Under the 2022 Equity Incentive Plan, the Company can issue up to 10,000,000 On November 10, 2022, the Company granted total 4,250,000 425,000 As of December 31, 2022, the Company’s common shares issuable under the 2022 Equity Incentive Plan totaled 5,750,000

NOTE 11 _ RELATED PARTY TRANSAC

NOTE 11 – RELATED PARTY TRANSACTIONS	12 Months Ended
	Dec. 31, 2022
Related Party Transactions [Abstract]
NOTE 11 – RELATED PARTY TRANSACTIONS	NOTE 11 – RELATED PARTY TRANSACTIONS During the year ended December 31, 2022, the Company borrowed total $ 91,783 1,289

NOTE 12 _ COMMITMENTS AND CONTI

NOTE 12 – COMMITMENTS AND CONTINGENCIES	12 Months Ended
	Dec. 31, 2022
Commitments and Contingencies Disclosure [Abstract]
NOTE 12 – COMMITMENTS AND CONTINGENCIES	NOTE 12 – COMMITMENTS AND CONTINGENCIES On June 9, 2021, Anthony Lombardo (“Lombardo”) filed an Application for Appointment of Custodian (“Application”) with the Eighth Judicial District Court in Nevada to request the custodianship of the Company due to the Company’s non-response and late filing with the State of Nevada. On June 24, 2021, a hearing was held on this Application, where Lombardo was named temporary custodian of the Company. Subsequently after Lombardo’s custodianship, Deanna Johnson and Joseph Passalaqua (“Joseph”) were designated as the CEO, CFO and Secretary of the Company in June and September 2021, respectively. On October 25, 2021, Mr. Xizhen Ye (“Ye”), the ex-officer and director of the Company prior to Lombardo’s custodianship, and Longwen Cayman, filed a motion to dissolve custodianship (“Motion”) with the Eighth Judicial District Court of Nevada State. Pursuant to the Settlement Agreement entered on January 12, 2022, by Longwen Cayman, Mr. Ye, Lombardo, Joseph and Deanna Johnson regarding Lombardo’s custodianship, Mr. Ye and Mr. Lizhong Lu were reinstated as the officer and directors of the Company, and 65,000,000 common stocks of the Company was transferred from Joseph to Mr. Ye on February 9, 2022. Further on February 17, 2022, the Eighth Judicial District Court officially terminated Lombardo’s custodianship over the Company. During the year ended December 31, 2022, the Company entered into leases with third parties for office spaces and a parking spot in Hangzhou, PRC, all with a lease term of 12 months. The remaining minimum lease payments under the three leases as of December 31, 2022 was approximately $ 41,781 NOTE 13 – CONCENTRATION AND CREDIT RISKS During the year ended December 31, 2022, 89% of the Company’s revenue was generated from three customers with nil accounts receivable outstanding. The Company did not generate any revenue for the year ended December 31, 2021. The Company is subject to credit risks on its cash and cash equivalents. The Company mitigates credit risks on cash and cash equivalents by placing cash and cash equivalents with financial institutions of high credit worthiness. The Company maintains cash with banks in the PRC. In China, a depositor has up to RMB 500,000

NOTE 14_ SUBSEQUENT EVENTS

NOTE 14– SUBSEQUENT EVENTS	12 Months Ended
	Dec. 31, 2022
Subsequent Events [Abstract]
NOTE 14– SUBSEQUENT EVENTS	NOTE 14– SUBSEQUENT EVENTS The Company evaluated all events or transactions that occurred after December 31, 2022 through the date of the consolidated financial statements were available to be issued. During the period, the Company did not have any material recognizable subsequent events required to be disclosed or adjusted as of and for the year ended December 31, 2022 except: In January 2023, the Company repaid the commercial loan of $12,250 along with the accrued interest of $1,800 in cash. See Note 8. On January 19, 2023, the Company granted total 5,000,000 500,000 On March 3, 2023, Hangzhou Longwen established a new subsidiary, Huzhou Wohong Fishery Co., Ltd. (“HWF”), to operate the aquacultural breeding, wholesale and retail of aquaculture products and etc.

NOTE 2 _ SUMMARY OF SIGNIFICA_2

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	12 Months Ended
	Dec. 31, 2022
Accounting Policies [Abstract]
Principles of Consolidation	Principles of Consolidation The accompanying consolidated financial statements include the accounts of the Company and its subsidiaries as described in Note 1. All significant intercompany transactions and balances have been eliminated in the consolidation.
Basis of Presentation	Basis of Presentation The accompanying consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and the rules and regulations of the Securities and Exchange Commission (the “SEC”).
Use of Estimates	Use of Estimates The preparation of the Company’s consolidated financial statements in conformity with GAAP requires management to make estimates, judgments and assumptions that affect the amounts reported in the financial statements and footnotes thereto. Actual results may differ from those estimates and assumptions. Significant estimates are used in the useful lives and impairment of property and equipment, the valuation of deferred tax assets, share-based compensation, accounting estimates used in the business combination, among others.
Cash and Cash Equivalents	Cash and Cash Equivalents Cash and cash equivalents include cash in banks, bank deposits, and highly liquid investments with maturities of three months or less at the date of origination.
Property and equipment	Property and equipment Depreciation on property and equipment is recognized on a straight-line basis over the estimated useful lives of the assets, for which the remaining term of the legal title for the office space and 3 years for office equipment.
Intangible Assets	Intangible Assets Intangible assets with definite use life are amortized on a straight-line basis over the estimate useful lives of the assets.
Foreign Currency Transactions	Foreign Currency Transactions The Company’s consolidated financial statements are presented in U.S. dollars ($), which is the Company’s reporting and functional currency. The functional currency of the Company’s subsidiaries is RMB. The resulting translation adjustments are reported under other comprehensive loss in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 220 (“ASC 220”), “Reporting Comprehensive Income”. Gains and losses resulting from the translation of foreign currency transactions are reflected in the consolidated statements of operations and other comprehensive income. Monetary assets and liabilities denominated in foreign currency are translated at the functional currency using the rate of exchange prevailing at the balance sheet date. Any differences are taken to profit or loss as a gain or loss on foreign currency translation in the consolidated statements of operations and other comprehensive income (loss). The Company translates the assets and liabilities into U.S. dollars using the rate of exchange prevailing at the balance sheet date and the statements of operations and cash flows are translated at an average rate during the reporting period. Adjustments resulting from the translation from RMB into U.S. dollars are recorded in shareholders’ equity as part of accumulated other comprehensive loss. The exchange rate used for financial statements are as follows: Exchange Rate at December 31, 2022 2021 China Yuan (RMB) RMB 6.8972 RMB — United States dollar ($) $ 1.0000 $ — 　 Average exchange rate 　 2022 2021 For the period from February 23 to December 31, 　 　 　 　 Chinese Yuan (RMB) RMB 6.7940 RMB — United States Dollar ($) $ 1.000 $ — 　 　 　 　 　 For the period from October 11 to December 31, 　 　 　 　 Chinese Yuan (RMB) RMB 7.1079 RMB — United States Dollar ($) $ 1.000 $ —
Revenue Recognition	Revenue Recognition The Company recognizes revenue when a customer obtains control of promised products or services, in an amount that reflects the consideration expected to be received in exchange for those products or services. The Company follows the five-step model prescribed under Topic 606: (i) identify the contract(s) with a customer; (ii) identify the performance obligation(s) in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligation(s) in the contract; and (v) recognize revenue when (or as) the Company satisfies each performance obligation. Revenues are presented net of any sales or value added taxes collected from customers and remitted to the government. The Company’s consulting service income consists of the delivery of focused insights and recommendations that assist customers with their challenges in developing and executing strategies around their trade business and financial reporting processes. The consulting services provided are fixed-fee arrangements that are generally in one-year term. The Company has concluded that each contract represents a single performance obligation as each is a single promise to deliver a customized engagement and deliverable. For the majority of these services, either practically or contractually, the work performed and delivered to the customer has no alternative use to the Company. Additionally, the Company maintains an enforceable right to payment at all times throughout the contract. The Company’s online product sales consists of selling products to end customers through online channel, such as apps embedded in Wechat. Revenue is recognized at a point in time when the product is delivered to and accepted by end customers. The Company also entered into aquacultural product sales contract with a customer during the year ended December 31, 2022, through Hangzhou Yusu. The Company has determined that the Company is an agent in the arrangement. Revenue from aquacultural product sales is recognized on a net basis as Hangzhou Yusu has no inventory risk and control over sales price negotiated. The purchase price collected from the customer less the portion of the purchase price paid to the third-party merchant, is typically recognized at a point in time when the product is delivered to the customer. LONGWEN GROUP CORP. AND SUBSIDIARY
Income Taxes	Income Taxes The Company accounts for income taxes under ASC 740, “ Income Taxes
Business Combination	Business Combination We allocate the fair value of purchase consideration to the tangible assets acquired, liabilities assumed and intangible assets acquired based on their estimated fair values. The excess of the fair value of purchase consideration over the fair values of these identifiable assets and liabilities is recorded as goodwill to reporting units based on the expected benefit from the business combination.
Share-based Compensation	Share-based Compensation The Company accounts for stock options and other equity-based compensation issued in accordance with ASC 718 “Stock Compensation”, which requires the measurement and recognition of compensation expense related to the fair value of equity-based compensation awards that are ultimately expected to vest. Stock-based compensation expense recognized includes the compensation cost for all share-based compensation payments granted to employees and nonemployees, net of estimated forfeitures, over the employees’ requisite service period or the non-employee performance period based on the grant date fair value estimated in accordance with the provisions of ASC 718. ASC 718 is also applied to awards modified, repurchased, or cancelled during the periods reported.
Earnings Per Share	Earnings Per Share Basic earnings per common share (“EPS”) is computed by dividing net income attributable to the common shareholders of the Company by the weighted-average number of common shares outstanding. Diluted EPS is computed in the same manner as basic EPS, except the number of shares includes additional common shares that would have been outstanding if potential common shares with a dilutive effect had been issued. As of December 31, 2022 and 2021, the Company does not have any potentially dilutive instrument.
Fair Value Measurements	Fair Value Measurements Fair value accounting establishes a framework for measuring fair value and expands disclosure about fair value measurements. Fair value, which is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. This framework provides a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three levels 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 liabilities, 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. As of December 31, 2022 and 2021, the Company did not have any assets or liabilities that were required to be measured at fair value on a recurring basis or on a non-recurring basis. The carrying amounts of the Company’s cash, prepaid expenses and other current assets, loans, and accounts payable and accrued liabilities approximate fair value because of the short maturity of these items.
Related Parties	Related Parties The Company follows ASC 850, Related Party Disclosures,
Segment Reporting	Segment Reporting Accounting Standards Codification (“ASC”) 280, “Segment Reporting,” requires public companies to report financial and descriptive information about their reportable operating segments. We identify our operating segments based on how our chief operating decision maker internally evaluates separate financial information, business activities and management responsibility. During the years ended December 31, 2022 and 2021, the Company determined that we have one reportable segment as we manage the business from the geography location.
Accounting Standards Issued but Not Yet Adopted	Accounting Standards Issued but Not Yet Adopted Credit Losses In June 2016, the FASB issued ASU No. 2016-13, (Topic 326), Financial Instruments – Credit Losses: Measurement of Credit Losses on Financial Instruments which amends the current accounting guidance and requires the use of the new forward-looking “expected loss” model, which requires all expected losses to be determined based on historical experience, current conditions and reasonable and supportable forecasts, rather than the “incurred loss” model. This guidance amends the accounting for credit losses for most financial assets and certain other instruments including trade and other receivables, held-to-maturity debt securities, loans and other instruments. The effective date of ASU No. 2016-13 for smaller reporting companies is postponed to fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The Company believes the adoption of ASU No. 2016-13 will not have a material impact on its financial position and results of operations. Business Combination In October 2021, the FASB issued ASU No. 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers (ASU 2021-08), which clarifies that an acquirer of a business should recognize and measure contract assets and contract liabilities in a business combination in accordance with Accounting Standards Codification (ASC) Topic 606, Revenue from Contracts with Customers (Topic 606). This guidance will be effective for us in the first quarter of 2023 on a prospective basis, with early adoption permitted. We are currently evaluating the impact of the new guidance on our consolidated financial statements. There were other updates recently issued. The management does not believe that other than disclosed above, accounting pronouncements the recently issued but not yet adopted will have a material impact on its financial position results of operations or cash flows.

NOTE 4 _ PREPAID EXPENSES AND_2

NOTE 4 – PREPAID EXPENSES AND OTHER CURRENT ASSETS (Tables)	12 Months Ended
	Dec. 31, 2022
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Prepaid Expenses and Other Current Assets	December 31, 2022 December 31, 2021 Prepaid consulting fee $ 38,000 $ — Prepaid rent and parking lot 14,903 — Deposit and other 5,510 — Total $ 58,413 $ —

NOTE 5 _ PROPERTY AND EQUIPME_2

NOTE 5 – PROPERTY AND EQUIPMENT, NET (Tables)	12 Months Ended
	Dec. 31, 2022
Property, Plant and Equipment [Abstract]
Property and Equipment	December 31, 2022 December 31, 2021 Equipment $ 7,419 $ — Property 271,319 — Less: accumulated depreciation (4,368 ) — Total property and equipment, net $ 274,370 $ —

NOTE 9 _ INCOME TAX (Tables)

NOTE 9 – INCOME TAX (Tables)	12 Months Ended
	Dec. 31, 2022
Income Tax Disclosure [Abstract]
Deferred Income Taxes	Deferred tax assets December 31, 2022 December 31, 2021 Net operating loss carry-forward 541,725 $ 474,226 Total 541,725 $ 474,226 Valuation allowance (541,725 ) (474,226 ) Net deferred tax assets - noncurrent — $ —
Income Tax Provision	For the year ended December 31, 2022 2021 Loss at 21% (156,749 ) $ (3,276,105 ) Permanent differences 89,250 3,274,635 Increase (decrease) in income taxes resulting from: Net operating loss carry forward — — Change in valuation allowance 67,499 1,470 　 — $ —

NOTE 1 _ ORGANIZATION AND PRI_2

NOTE 1 – ORGANIZATION AND PRINCIPAL ACTIVITIES (Details Narrative)			1 Months Ended	2 Months Ended	3 Months Ended	11 Months Ended	12 Months Ended
	Oct. 11, 2022 USD ($)	Oct. 11, 2022 CNY (¥)	Feb. 09, 2022 shares	Feb. 23, 2022 USD ($)	Apr. 05, 2016 shares	Nov. 29, 2016 shares	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)
Accounting Policies [Abstract]
Stockholders' Equity, Reverse Stock Split					1 for 750
Shares reduced | shares					127,061
Common stock trasferred | shares			65,000,000			66,667
Cash Consideration | $				$ 1,000
Goodwill | $	$ 139			$ 993
Acquisition Costs, Period Cost	$ 141	¥ 1,000					$ 993

NOTE 3 _ GOING CONCERN (Details

NOTE 3 – GOING CONCERN (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Net Income (Loss) Attributable to Parent	$ 746,426	$ 15,600,500
Retained Earnings (Accumulated Deficit)	$ 19,027,835	$ 18,281,409

Prepaid Expenses and Other Curr

Prepaid Expenses and Other Current Assets (Details) - USD ($)	Dec. 31, 2022	Dec. 31, 2021
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Prepaid consulting fee	$ 38,000
Prepaid rent and parking lot	14,903
Deposit and other	5,510
Total	$ 58,413

Property and Equipment (Details

Property and Equipment (Details) - USD ($)	Dec. 31, 2022	Dec. 31, 2021
Property, Plant and Equipment [Abstract]
Equipment	$ 7,419
Property	271,319
Less: accumulated depreciation	(4,368)
Total property and equipment, net	$ 274,370

NOTE 5 _ PROPERTY AND EQUIPME_3

NOTE 5 – PROPERTY AND EQUIPMENT, NET (Details Narrative) - USD ($)	9 Months Ended	12 Months Ended
	Sep. 28, 2022	Dec. 31, 2022
Property, Plant and Equipment [Abstract]
Issuance of common stock for property. shares	2,651,780
Issuance of common stock for property	$ 265,178	$ 265,178
Tax	$ 2,108
Foreign Exchange rate fluctuation		8,249
Office Suite		263,070
Depreciation		4,434
Difference in Accumlated Depreciation		$ 66

NOTE 6 _ INTANGIBLE ASSETS (Det

NOTE 6 – INTANGIBLE ASSETS (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Goodwill and Intangible Assets Disclosure [Abstract]
Business Development	$ 3,517
Intangible Assets, Net (Excluding Goodwill)	3,625
Exchange rate difference in intangilbe asset	$ 108

NOTE 7 - DEBT SETTLEMENT (Detai

NOTE 7 - DEBT SETTLEMENT (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Administrative Fees Expense		$ 6,500
Issuance of common stock for debt settlement		15,600,000
Loss on debt settlement		15,593,500
Common Stock [Member]
Issuance of common stock for debt settlement		$ 6,500
Issuance of common stock for debt settlement, shares		65,000,000

NOTE 8 _ COMMERCIAL LOAN (Detai

NOTE 8 – COMMERCIAL LOAN (Details Narrative)			1 Months Ended	12 Months Ended
	Oct. 03, 2022 USD ($)	Oct. 03, 2022 CNY (¥)	Dec. 31, 2019 USD ($)	Dec. 31, 2022 USD ($)	Dec. 31, 2022 CNY (¥)	Dec. 31, 2021 USD ($)
Short-Term Debt [Line Items]
Interest Expense, Short-Term Borrowings			$ 300
Interest Expense				$ 500		$ 500
Commerical Loan				12,250		12,250
Proceeds from Issuance of Debt				267,097	¥ 1,900,000
Proceeds from (Repayments of) Debt	$ 212,119	¥ 1,400,000		75,757	¥ 500,000
Third Party Lender 1 [Member]
Short-Term Debt [Line Items]
Interest Payable, Current				$ 1,800		$ 1,500

Deferred Income Taxes (Details)

Deferred Income Taxes (Details) - USD ($)	Dec. 31, 2022	Dec. 31, 2021
Income Tax Disclosure [Abstract]
Net operating loss carry-forward	$ 541,725	$ 474,226
Valuation allowance	(541,725)	(474,226)
Net deferred tax assets - noncurrent

Income Tax Provision (Details)

Income Tax Provision (Details) - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Income Tax Disclosure [Abstract]
Loss at 21% statutory tax rate	$ (156,749)	$ (3,276,105)
U.S. statutory rate	21%
Permanent differences	$ (89,250)	(3,274,635)
Change in valuation allowance	67,499	1,470

NOTE 9 _ INCOME TAX (Details Na

NOTE 9 – INCOME TAX (Details Narrative) - USD ($)	Dec. 31, 2022	Dec. 31, 2021
Income Tax Disclosure [Abstract]
Operating Loss Carryforwards	$ 19,000,000	$ 18,300,000

NOTE 10 _ STOCKHOLDERS_ EQUITY

NOTE 10 – STOCKHOLDERS’ EQUITY (Details Narrative) - USD ($)	1 Months Ended	12 Months Ended
	Jan. 19, 2023	Dec. 31, 2022	Dec. 31, 2021
Accumulated Other Comprehensive Income (Loss) [Line Items]
Common Stock, Shares, Issued		74,108,926	65,127,061
Common Stock, Shares, Outstanding		74,108,926	65,127,061
Common stock shares sold		$ 334,913
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Authorized		10,000,000
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercises in Period	5,000,000	4,250,000
Employee Benefits and Share-Based Compensation	$ 500,000	$ 425,000
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Net of Forfeitures		5,750,000
Common Stock [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Common stock shares sold		2,080,085
Common stock shares sold		$ 334,913
Sale of Stock, Price Per Share		$ 0.10
Common Stock 1 [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Sale of Stock, Price Per Share		$ 0.30

NOTE 11 _ RELATED PARTY TRANS_2

NOTE 11 – RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Related Party Transactions [Abstract]
Proceeds from Contributed Capital	$ 91,783
Fluctation in debt for foreign exchange rate	$ 1,289

NOTE 12 _ COMMITMENTS AND CON_2

NOTE 12 – COMMITMENTS AND CONTINGENCIES (Details Narrative) - Dec. 31, 2022	USD ($)	CNY (¥)
Commitments and Contingencies Disclosure [Abstract]
Capital Lease Obligations | $	$ 41,781
Cash, Uninsured Amount | ¥		¥ 500,000

NOTE 14_ SUBSEQUENT EVENTS (Det

NOTE 14– SUBSEQUENT EVENTS (Details Narrative) - USD ($)	1 Months Ended	12 Months Ended
	Jan. 19, 2023	Dec. 31, 2022	Dec. 31, 2021
Subsequent Events [Abstract]
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercises in Period	5,000,000	4,250,000
Employee Benefits and Share-Based Compensation	$ 500,000	$ 425,000