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 |