Longwen (LWLW) 10-Q 12 May 23 2023 Q1 Quarterly report Financial data

Cover

Cover - shares	3 Months Ended
	Mar. 31, 2023	May 11, 2023
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Mar. 31, 2023
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2023
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 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 Common Stock, Shares Outstanding		79,108,925

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($)	Mar. 31, 2023	Dec. 31, 2022
Current assets
Cash	$ 20,798	$ 68,121
Accounts receivable, net of allowance	226,608
Inventories	41,783
Prepaid expenses and other current assets	23,874	58,413
Total current assets	313,063	126,534
Property and equipment, net	272,442	274,370
Intangible assets, net	3,458	3,625
Goodwill	1,132	1,132
TOTAL ASSETS	590,095	405,661
Current Liabilities:
Accounts payable and accrued liabilities	212,525	31,962
Loans from third parties	133,963	12,250
Shareholder loans	90,128	90,494
Total current liabilities	436,616	134,706
TOTAL LIABILITIES	436,616	134,706
STOCKHOLDERS’ EQUITY
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, 79,108,926 and 74,108,926 shares issued and outstanding as of March 31, 2023 and December 31, 2022, respectively	7,911	7,411
Additional paid-in capital	19,785,039	19,285,539
Accumulated deficit	(19,646,924)	(19,027,835)
Accumulated other comprehensive income	7,453	5,840
TOTAL STOCKHOLDERS’ EQUITY	153,479	270,955
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$ 590,095	$ 405,661

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Mar. 31, 2023	Dec. 31, 2022
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	79,108,926	74,108,926
Common Stock, Shares, Outstanding	79,108,926	74,108,926

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS AND OTHER COMPREHENSIVE INCOME - USD ($)	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Revenues:
Consulting service income	$ 13,026	$ 1,171
Online product sales	6,082
Aquaculture product sales	221,601
Total revenues	240,709	1,171
Cost of revenues:
Online product sales	2,199
Aquaculture product sales	199,156
Total cost of revenues	201,355
Gross profit	39,354	1,171
Operating Expenses
Professional expenses	73,155	34,780
Share-based compensation	500,000
Selling, general and administrative expenses	83,905	9,740
Total operating expenses	657,060	44,520
Loss from operations	(617,706)	(43,349)
Other income (expenses):
Interest expense, net	(55)	(125)
Other (expense) income, net	(485)	224
Total other (expense) income, net	(540)	99
Net loss before income tax	(618,246)	(43,250)
Income tax expense	843
Net loss	(619,089)	(43,250)
Other comprehensive income
Foreign currency translation gain	1,613	482
Total other comprehensive income	1,613	482
Comprehensive loss	$ (617,476)	$ (42,768)
Weighted average shares outstanding: Basic and diluted	78,010,025	65,173,317
Earnings per share: Basic and diluted	$ (0.01)	$ 0

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS	3 Months Ended
	Mar. 31, 2023 USD ($)	Mar. 31, 2022 USD ($)
Cash flows from operating activities:
Net loss	$ (619,089)	$ (43,250)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation	3,305	143
Share-based compensation	500,000
Changes in operating assets and liabilities:
Accounts receivable	(227,486)
Inventories	(41,945)
Prepaid expenses and other current assets	34,613	(34,750)
Accounts payable and accrued liabilities	182,937	125
Net cash used in operating activities	(167,665)	(77,732)
Cash flows from investing activities:
Purchase of equipment		(5,412)
Cash obtained from business acquisition		7
Net cash used in investing activities		(5,405)
Cash flows from financing activities:
Proceeds from shareholder loans		82,107
Net proceeds from third-party’s loans	134,481
Repayment to shareholder loans	(14,618)
Proceeds from common stock issuance		116,087
Net cash provided by financing activities	119,863	198,194
Effect of exchange rate changes on cash and cash equivalents	479	(518)
Net increase (decrease) in cash and cash equivalents	(47,323)	114,539
Cash, beginning balance	68,121
Cash, ending balance	20,798	114,539
Supplemental Disclosures:
Interest paid
Income tax paid
Supplemental Disclosures of Non-Cash Investing and Financing Activities:
Acquisition of Hangzhou Longwen Enterprise Management with shareholder loan		993
Repayment of commercial loan and interest by a related party on behalf of the Company	$ 14,050

CONSOLIDATED STATEMENTS OF CHAN

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS EQUITY - 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, 2021		$ 6,513	$ 18,261,346	$ (18,281,409)		$ (13,550)
Shares, Issued at Dec. 31, 2021		65,127,061
Issuance of common stock		$ 39	116,048			116,087
Issuance of common stock, shares		386,955
Other comprehensive income					482	482
Net loss				(43,250)		(43,250)
Ending balance, value at Mar. 31, 2022		$ 6,552	18,377,394	(18,324,659)	482	59,769
Shares, Issued at Mar. 31, 2022		65,514,016
Beginning 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
Shares issued for compensation		$ 500	499,500			500,000
Shares issued for compensation, shares		5,000,000
Other comprehensive income					1,613	1,613
Net loss				(619,089)		(619,089)
Ending balance, value at Mar. 31, 2023		$ 7,911	$ 19,785,039	$ (19,646,924)	$ 7,453	$ 153,479
Shares, Issued at Mar. 31, 2023		79,108,926

NOTE 1 _ ORGANIZATION AND PRINC

NOTE 1 – ORGANIZATION AND PRINCIPAL ACTIVITIES	3 Months Ended
	Mar. 31, 2023
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 in the State of California 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.. (“HZYS”), 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 On March 3, 2023, Hangzhou Longwen established a new subsidiary, Huzhou Wohong Fishery Co., Ltd. (“HWF”), to operate aquacultural breeding, wholesale and retail of aquaculture products and etc.

NOTE 2 _ SUMMARY OF SIGNIFICANT

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	3 Months Ended
	Mar. 31, 2023
Accounting Policies [Abstract]
NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Principles of Consolidation The accompanying unaudited 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 unaudited consolidated financial statements presented herein have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and in accordance with the instructions to Regulation S-X. Accordingly, the financial statements do not include all of the information and notes required by GAAP for complete financial statements. In the opinion of management, all adjustments, including normal recurring adjustments, considered necessary for a fair statement of the financial statements have been included. Operating results for the three months ended March 31, 2023 are not necessarily indicative of the results that may be expected for the year ending December 31, 2023. 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. Foreign Currency Transactions The Company’s consolidated financial statements are presented in U.S. dollars ($), which is the Company’s reporting and functional currency. The functional currencies of the Company’s subsidiaries including Hangzhou Longwen, Hangzhou Yushu and Huzhou Wohong, are RMB. The resulting translation adjustments are reported under other comprehensive loss in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 220 (“ASC 220”), “Reporting Comprehensive Income” The Company translates the assets and liabilities into U.S. dollars using the rate of exchange prevailing at the balance sheet date and the statements of operations and cash flows are translated at an average rate during the reporting period. Adjustments resulting from the translation from RMB into U.S. dollars are recorded in shareholders’ equity as part of accumulated other comprehensive loss. The exchange rate used for financial statements are as follows: Average Rate for the three months ended March 31, 2023 2022 China yuan (RMB) RMB 6.8411 RMB 6.3464 United States dollar ($) $ 1.0000 $ 1.0000 Exchange Rate at March 31, 2022 December 31, 2022 China yuan (RMB) RMB 6.8676 RMB 6.8972 United States dollar ($) $ 1.0000 $ 1.0000 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 consist 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 products are delivered to and accepted by end customers. The Company’s aquaculture product sales consist of selling aquacultural products to customers through offline channel. Revenue is recognized at a point in time when the products are delivered to and accepted by end customers. The Company concludes the presentation of revenue generated from selling of aquaculture products is at a gross basis as the Company acts as a principal by controlling sales transactions provided to their customers. Concentration During the three months ended March 31, 2023, the Company generated 63% and 20% of revenues from the top 2 customers, respectively. The Company’s cost of revenues consisted of 65%, 21% and 13% purchases from top 3 vendors, respectively, for the three months ended March 31, 2023. The Company’s revenue and cost of revenues were not material during the three months ended March 31, 2022. 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. Income Taxes The Company accounts for income taxes under ASC 740, “ Income Taxes Related Parties The Company follows ASC 850, Related Party Disclosures, 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 March 31, 2023 and December 31, 2022, 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 value of the Company’s cash, accounts receivable, net, loans from third parties, shareholder loans and accounts payable and accrued liabilities approximates the fair value due to the short-term maturity. 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 three months ended March 31, 2023 and 2022, the Company determined that we have one reportable segment as we manage the business from the geography location. Accounting Standards Recently Adopted 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 Company adopted ASU No. 2016-13 on January 1, 2023, which had no impact on the beginning balance of the Company’s balance as there was no receivable balances as of January 1, 2023. Accounting Standards Issued but Not Yet Adopted There were updates recently issued. The management does not believe that accounting pronouncements 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	3 Months Ended
	Mar. 31, 2023
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 three months ended March 31, 2023, the Company incurred a net loss of $619,089 19,646,924 The Company’s future success is dependent upon its ability to acquire and achieve business 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 financial statements do not include any adjustments that might result from the outcome of this uncertainty.

NOTE 4 _ PROPERTY AND EQUIPMENT

NOTE 4 – PROPERTY AND EQUIPMENT, NET	3 Months Ended
	Mar. 31, 2023
Property, Plant and Equipment [Abstract]
NOTE 4 – PROPERTY AND EQUIPMENT, NET	NOTE 4 – PROPERTY AND EQUIPMENT, NET As of March 31, 2023 and December 31, 2022, equipment consisted of the following: March 31, 2023 December 31, 2022 Equipment $ 7,450 $ 7,419 Property 272,489 271,319 Less: accumulated depreciation (7,497 ) (4,368 ) Total property and equipment, net $ 272,442 $ 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 $9,419 263,070 Depreciation expenses were $3,122 143

NOTE 5 _ LOANS FROM THIRD PARTI

NOTE 5 – LOANS FROM THIRD PARTIES	3 Months Ended
	Mar. 31, 2023
Debt Disclosure [Abstract]
NOTE 5 – LOANS FROM THIRD PARTIES	NOTE 5 – LOANS FROM THIRD PARTIES The Company’s loans from third parties consisted of the following as of March 31, 2023 and December 31, 2022: March 31, 2023 December 31, 2022 Loan with a third-party lender; the loan bears a fixed interest at $ 500 $ — $ 12,250 Loan with a third-party lender; unsecure, bearing an interest rate of 0.5% 87,367 — Loan with two third-party lenders; unsecure, non-interest-bearing, and due on December 30, 2023 46,956 — Total loans 133,963 12,250 Less: current portion (133,963 ) (12,250 ) Total non-current portion $ — $ — 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 $1,800 14,050 125 During the three months ended March 31, 2023, the Company borrowed $46,776 320,000 180 During the three months ended March 31, 2023, the Company borrowed $ 87,705 600,000 378

NOTE 6 _ INCOME TAX

NOTE 6 – INCOME TAX	3 Months Ended
	Mar. 31, 2023
Income Tax Disclosure [Abstract]
NOTE 6 – INCOME TAX	NOTE 6 – INCOME TAX As of March 31, 2023 and December 31, 2022, the Company has incurred an accumulated net loss of approximately $ 19.1 million 19.0 million Significant components of the deferred tax assets and liabilities for income taxes as of March 31, 2023 and December 31, 2022 consisted of the following: March 31, 2023 December 31, 2022 Deferred tax assets Net operating loss carry-forward $ 760,807 $ 630,975 Total $ 760,807 $ 630,975 Valuation allowance (760,807 ) (630,975 ) Net deferred tax assets - noncurrent $ — $ — Reconciliation of income tax provision and the accounting profit multiplied by U.S. federal income tax rate for the three months ended March 31, 2023 and 2022: Three Months Ended March 31, 2023 2022 Income (loss) at 21% $ (129,832 ) $ (9,083 ) Permanent differences — — Increase (decrease) in income taxes resulting from: Net operating loss carry forward (630,975 ) (474,226 ) Change in valuation allowance 760,807 483,309 $ — $ —

NOTE 7 _ STOCKHOLDERS_ EQUITY

NOTE 7 – STOCKHOLDERS’ EQUITY	3 Months Ended
	Mar. 31, 2023
Equity [Abstract]
NOTE 7 – STOCKHOLDERS’ EQUITY	NOTE 7 – STOCKHOLDERS’ EQUITY Common Stock As of March 31, 2023 and December 31, 2022, the Company had 79,108,926 74,108,926 In March 2022, the Company sold 386,955 0.30 $116,087 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 shares of common stock of the Company. Incentives may be granted in any one or a combination of: (a) incentive stock options and non-statutory stock options; (b) stock appreciation rights; (c) stock awards; (d) restricted stock; and (e) performance shares. Such incentives may be subject to vesting conditions determined by the Board of Directors at grant. The maximum term of options or other stock-based award granted is ten years or such lesser time as determined by the Board of Directors at the time of grant. On November 10, 2022, the Company granted total 4,250,000 425,000 On January 19, 2023, the Company granted total 5,000,000 500,000 As of March 31, 2023, the Company’s common shares issuable under the 2022 Equity Incentive Plan totaled 750,000

NOTE 8 _ RELATED PARTY TRANSACT

NOTE 8 – RELATED PARTY TRANSACTIONS	3 Months Ended
	Mar. 31, 2023
Related Party Transactions [Abstract]
NOTE 8 – RELATED PARTY TRANSACTIONS	NOTE 8 – RELATED PARTY TRANSACTIONS During the three months ended March 31, 2022, the Company borrowed total $82,107 $14,618 100,000 $76,298 $90,494 During the three months ended March 31, 2023, the wife of President of the Company, repaid the commercial loan and the related accrued interest in the total amount of $ 14,050 13,830

NOTE 9 _ COMMITMENTS

NOTE 9 – COMMITMENTS	3 Months Ended
	Mar. 31, 2023
Commitments and Contingencies Disclosure [Abstract]
NOTE 9 – COMMITMENTS	NOTE 9 – COMMITMENTS 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 March 31, 2023 was approximately $ 33,737 HZWH entered an aquacultural products purchase contract with one major vendor on March 14, 2023 for a period from March 15, 2023 to March 14, 2024, with total annual purchases amount of RMB 50 million 7.3 million

NOTE 10 _ SUBSEQUENT EVENTS

NOTE 10 – SUBSEQUENT EVENTS	3 Months Ended
	Mar. 31, 2023
Subsequent Events [Abstract]
NOTE 10 – SUBSEQUENT EVENTS	NOTE 10 – SUBSEQUENT EVENTS The Company has evaluated all other subsequent events through the date these consolidated financial statements were issued and determine that there were no other subsequent events or transactions that require recognition or disclosures in the consolidated financial statements.

NOTE 2 _ SUMMARY OF SIGNIFICA_2

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	3 Months Ended
	Mar. 31, 2023
Accounting Policies [Abstract]
Principles of Consolidation	Principles of Consolidation The accompanying unaudited 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 unaudited consolidated financial statements presented herein have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and in accordance with the instructions to Regulation S-X. Accordingly, the financial statements do not include all of the information and notes required by GAAP for complete financial statements. In the opinion of management, all adjustments, including normal recurring adjustments, considered necessary for a fair statement of the financial statements have been included. Operating results for the three months ended March 31, 2023 are not necessarily indicative of the results that may be expected for the year ending December 31, 2023.
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.
Foreign Currency Transactions	Foreign Currency Transactions The Company’s consolidated financial statements are presented in U.S. dollars ($), which is the Company’s reporting and functional currency. The functional currencies of the Company’s subsidiaries including Hangzhou Longwen, Hangzhou Yushu and Huzhou Wohong, are RMB. The resulting translation adjustments are reported under other comprehensive loss in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 220 (“ASC 220”), “Reporting Comprehensive Income” The Company translates the assets and liabilities into U.S. dollars using the rate of exchange prevailing at the balance sheet date and the statements of operations and cash flows are translated at an average rate during the reporting period. Adjustments resulting from the translation from RMB into U.S. dollars are recorded in shareholders’ equity as part of accumulated other comprehensive loss. The exchange rate used for financial statements are as follows: Average Rate for the three months ended March 31, 2023 2022 China yuan (RMB) RMB 6.8411 RMB 6.3464 United States dollar ($) $ 1.0000 $ 1.0000 Exchange Rate at March 31, 2022 December 31, 2022 China yuan (RMB) RMB 6.8676 RMB 6.8972 United States dollar ($) $ 1.0000 $ 1.0000
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 consist 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 products are delivered to and accepted by end customers. The Company’s aquaculture product sales consist of selling aquacultural products to customers through offline channel. Revenue is recognized at a point in time when the products are delivered to and accepted by end customers. The Company concludes the presentation of revenue generated from selling of aquaculture products is at a gross basis as the Company acts as a principal by controlling sales transactions provided to their customers.
Concentration	Concentration During the three months ended March 31, 2023, the Company generated 63% and 20% of revenues from the top 2 customers, respectively. The Company’s cost of revenues consisted of 65%, 21% and 13% purchases from top 3 vendors, respectively, for the three months ended March 31, 2023. The Company’s revenue and cost of revenues were not material during the three months ended March 31, 2022.
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.
Income Taxes	Income Taxes The Company accounts for income taxes under ASC 740, “ Income Taxes
Related Parties	Related Parties The Company follows ASC 850, Related Party Disclosures,
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 March 31, 2023 and December 31, 2022, 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 value of the Company’s cash, accounts receivable, net, loans from third parties, shareholder loans and accounts payable and accrued liabilities approximates the fair value due to the short-term maturity.
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 three months ended March 31, 2023 and 2022, the Company determined that we have one reportable segment as we manage the business from the geography location.
Accounting Standards Recently Adopted	Accounting Standards Recently Adopted 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 Company adopted ASU No. 2016-13 on January 1, 2023, which had no impact on the beginning balance of the Company’s balance as there was no receivable balances as of January 1, 2023.
Accounting Standards Issued but Not Yet Adopted	Accounting Standards Issued but Not Yet Adopted There were updates recently issued. The management does not believe that accounting pronouncements recently issued but not yet adopted will have a material impact on its financial position results of operations or cash flows.

NOTE 4 _ PROPERTY AND EQUIPME_2

NOTE 4 – PROPERTY AND EQUIPMENT, NET (Tables)	3 Months Ended
	Mar. 31, 2023
Property, Plant and Equipment [Abstract]
Property and Equipment	March 31, 2023 December 31, 2022 Equipment $ 7,450 $ 7,419 Property 272,489 271,319 Less: accumulated depreciation (7,497 ) (4,368 ) Total property and equipment, net $ 272,442 $ 274,370

NOTE 5 _ LOANS FROM THIRD PAR_2

NOTE 5 – LOANS FROM THIRD PARTIES (Tables)	3 Months Ended
	Mar. 31, 2023
Debt Disclosure [Abstract]
Commerical Loan	March 31, 2023 December 31, 2022 Loan with a third-party lender; the loan bears a fixed interest at $ 500 $ — $ 12,250 Loan with a third-party lender; unsecure, bearing an interest rate of 0.5% 87,367 — Loan with two third-party lenders; unsecure, non-interest-bearing, and due on December 30, 2023 46,956 — Total loans 133,963 12,250 Less: current portion (133,963 ) (12,250 ) Total non-current portion $ — $ —

NOTE 6 _ INCOME TAX (Tables)

NOTE 6 – INCOME TAX (Tables)	3 Months Ended
	Mar. 31, 2023
Income Tax Disclosure [Abstract]
Deferred Income Taxes	March 31, 2023 December 31, 2022 Deferred tax assets Net operating loss carry-forward $ 760,807 $ 630,975 Total $ 760,807 $ 630,975 Valuation allowance (760,807 ) (630,975 ) Net deferred tax assets - noncurrent $ — $ —
Income Tax Provision	Three Months Ended March 31, 2023 2022 Income (loss) at 21% $ (129,832 ) $ (9,083 ) Permanent differences — — Increase (decrease) in income taxes resulting from: Net operating loss carry forward (630,975 ) (474,226 ) Change in valuation allowance 760,807 483,309 $ — $ —

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
	Oct. 11, 2022 USD ($)	Oct. 11, 2022 CNY (¥)	Feb. 09, 2022 shares	Feb. 23, 2022 USD ($)	Mar. 31, 2023 USD ($)	Mar. 31, 2022 USD ($)	Apr. 05, 2016 shares	Nov. 29, 2016 shares
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 ($)	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Net Income (Loss) Attributable to Parent	$ 619,089	$ 43,250
Retained Earnings (Accumulated Deficit)	$ 19,646,924		$ 19,027,835

Property and Equipment (Details

Property and Equipment (Details) - USD ($)	Mar. 31, 2023	Dec. 31, 2022
Property, Plant and Equipment [Abstract]
Equipment	$ 7,450	$ 7,419
Property	272,489	271,319
Less: accumulated depreciation	(7,497)	(4,368)
Total property and equipment, net	$ 272,442	$ 274,370

NOTE 4 _ PROPERTY AND EQUIPME_3

NOTE 4 – PROPERTY AND EQUIPMENT, NET (Details Narrative) - USD ($)	3 Months Ended		9 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Sep. 30, 2022
Impairment Effects on Earnings Per Share [Line Items]
Issuance of common stock for property. shares			2,651,780
Issuance of common stock for property	$ 263,070		$ 265,178
Value-added tax	2,108
Depreciation	3,122	$ 143
Property, Plant and Equipment [Member]
Impairment Effects on Earnings Per Share [Line Items]
Realized Gain (Loss), Foreign Currency Transaction, before Tax	$ 9,419

Commerical Loan (Details)

Commerical Loan (Details) - USD ($)	3 Months Ended
	Mar. 31, 2023	Dec. 31, 2022
Short-Term Debt [Line Items]
Total loans	$ 133,963	$ 12,250
Third Party Lender 1 [Member]
Short-Term Debt [Line Items]
Total loans		12,250
Debt Instrument, Periodic Payment, Interest	500
Third Party Lender 2 [Member]
Short-Term Debt [Line Items]
Total loans	$ 87,367
Debt Instrument, Interest Rate, Effective Percentage	0.50%
Third Party Lender 3 [Member]
Short-Term Debt [Line Items]
Total loans	$ 46,956

NOTE 5 _ LOANS FROM THIRD PAR_3

NOTE 5 – LOANS FROM THIRD PARTIES (Details Narrative)	1 Months Ended	3 Months Ended
	Dec. 31, 2019 USD ($)	Mar. 31, 2023 USD ($)	Mar. 31, 2023 CNY (¥)	Mar. 31, 2022 USD ($)	Dec. 31, 2022 USD ($)
Short-Term Debt [Line Items]
Interest Expense, Short-Term Borrowings	$ 300
Payments for Loans		$ 14,618	¥ 100,000
Interest Expense				$ 125
Third Party Lender 1 [Member]
Short-Term Debt [Line Items]
Interest Payable, Current					$ 1,800
Third Party Lender 2 [Member]
Short-Term Debt [Line Items]
Interest Payable, Current		378
Payments for Loans		14,050
Proceeds from Issuance of Debt		87,705	600,000
Third Party Lender 3 [Member]
Short-Term Debt [Line Items]
Proceeds from Issuance of Debt		46,776	¥ 320,000
Realized Gain (Loss), Foreign Currency Transaction, before Tax		$ 180

Deferred Income Taxes (Details)

Deferred Income Taxes (Details) - USD ($)	Mar. 31, 2023	Dec. 31, 2022
Income Tax Disclosure [Abstract]
Net operating loss carry-forward	$ 760,807	$ 630,975
Valuation allowance	(760,807)	(630,975)
Net deferred tax assets - noncurrent

Income Tax Provision (Details)

Income Tax Provision (Details) - USD ($)	3 Months Ended		15 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Mar. 31, 2023	Dec. 31, 2022
Income Tax Disclosure [Abstract]
Income (loss) at 21% statutory tax rate	$ (129,832)	$ (9,083)
U.S. statutory rate			21%
Permanent differences
Deferred Tax Assets, Tax Credit Carryforwards	(630,975)		$ (630,975)	$ (474,226)
Change in valuation allowance	760,807	483,309

NOTE 6 _ INCOME TAX (Details Na

NOTE 6 – INCOME TAX (Details Narrative) - USD ($)	Mar. 31, 2023	Dec. 31, 2022
Income Tax Disclosure [Abstract]
Operating Loss Carryforwards	$ 19,100,000	$ 19,000,000

NOTE 7 _ STOCKHOLDERS_ EQUITY (

NOTE 7 – STOCKHOLDERS’ EQUITY (Details Narrative) - USD ($)	1 Months Ended	3 Months Ended		10 Months Ended	15 Months Ended
	Jan. 19, 2023	Mar. 31, 2023	Mar. 31, 2022	Nov. 10, 2022	Mar. 31, 2023	Dec. 31, 2022
Accumulated Other Comprehensive Income (Loss) [Line Items]
Common Stock, Shares, Issued		79,108,926			79,108,926	74,108,926
Common Stock, Shares, Outstanding		79,108,926			79,108,926	74,108,926
Sale of Stock, Price Per Share		$ 0.30			$ 0.30
Common stock shares sold			$ 116,087
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercises in Period	5,000,000			4,250,000
Stock Issued During Period, Value, Stock Options Exercised	$ 500,000			$ 425,000
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Net of Forfeitures					750,000
Common Stock [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Common stock shares sold			386,955
Common stock shares sold			$ 116,087

NOTE 8 _ RELATED PARTY TRANSA_2

NOTE 8 – RELATED PARTY TRANSACTIONS (Details Narrative)	3 Months Ended		15 Months Ended
	Mar. 31, 2023 USD ($)	Mar. 31, 2023 CNY (¥)	Mar. 31, 2023 USD ($)	Dec. 31, 2022 USD ($)
Related Party Transaction [Line Items]
Proceeds from Related Party Debt			$ 82,107
Payments for Loans	$ 14,618	¥ 100,000
Commerical Loan	14,050		14,050
Affiliated Entity [Member]
Related Party Transaction [Line Items]
Loans Payable	76,298		76,298	$ 90,494
Other Affiliates [Member]
Related Party Transaction [Line Items]
Loans Payable	$ 13,830		$ 13,830

NOTE 9 _ COMMITMENTS (Details N

NOTE 9 – COMMITMENTS (Details Narrative) - Mar. 31, 2023	USD ($)	CNY (¥)
Commitments and Contingencies Disclosure [Abstract]
Capital Lease Obligations	$ 33,737
Purchase Contract	$ 7,300,000	¥ 50,000,000