Longwen (LWLW) 10-Q 14 Aug 23 2023 Q2 Quarterly report Financial data

Cover

Cover - shares	6 Months Ended
	Jun. 30, 2023	Aug. 14, 2023
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Jun. 30, 2023
Document Fiscal Period Focus	Q2
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		79,825,094

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($)	Jun. 30, 2023	Dec. 31, 2022
Current assets
Cash	$ 8,539	$ 68,121
Accounts receivable, net of allowance	454,102
Inventories	39,572
Prepaid expenses and other current assets	53,656	58,413
Total current assets	555,869	126,534
Property and equipment, net	255,081	274,370
Intangible assets, net	3,103	3,625
Goodwill	1,132	1,132
TOTAL ASSETS	815,185	405,661
Current Liabilities:
Accounts payable and accrued liabilities	436,511	31,962
Loans from third parties	114,462	12,250
Shareholder loans	100,802	90,494
Total current liabilities	651,775	134,706
TOTAL LIABILITIES	651,775	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, 79,825,094 and 74,108,926 shares issued and outstanding as of June 30, 2023 and December 31, 2022, respectively	7,983	7,411
Common stock issuable	37
Deferred share-based compensation	(74,000)
Additional paid-in capital	20,002,164	19,285,539
Accumulated deficit	(19,770,834)	(19,027,835)
Accumulated other comprehensive income (loss)	(1,940)	5,840
TOTAL STOCKHOLDERS’ EQUITY	163,410	270,955
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$ 815,185	$ 405,661

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Jun. 30, 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	79,825,094	74,108,926
Common Stock, Shares, Outstanding	79,825,094	74,108,926

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Revenues
Consulting service income	$ 1,978	$ 6,808	$ 15,004	$ 7,979
Online product sales			6,082
Offline product sales	1,201,675		1,423,276
Total revenues	1,203,653	6,808	1,444,362	7,979
Cost of revenues
Online product sales			2,199
Offline product sales	1,087,240		1,286,396
Total cost of revenues	1,087,240		1,288,595
Gross Profit	116,413	6,808	155,767	7,979
Operating Expenses
Professional expenses	33,040	46,555	106,195	81,335
Selling, general and administrative expenses	127,416	73,062	211,321	82,802
Share-based compensation	76,000		576,000
Total operating expenses	236,456	119,617	893,516	164,137
Loss from operations	(120,043)	(112,809)	(737,749)	(156,158)
Other income (expenses):
Interest expense	(101)	(203)	(156)	(328)
Other income, net	(1,351)	(8)	(1,836)	216
Total other expense, net	(1,452)	(211)	(1,992)	(112)
Net loss before income tax	(121,495)	(113,020)	(739,741)	(156,270)
Income tax expense	2,415		3,258
Net loss	(123,910)	(113,020)	(742,999)	(156,270)
Other comprehensive loss
Foreign currency translation loss	(9,393)	(2,580)	(7,780)	(2,098)
Total other comprehensive loss	(9,393)	(2,580)	(7,780)	(2,098)
Comprehensive loss	$ (133,303)	$ (115,600)	$ (750,779)	$ (158,368)
Weighted average shares outstanding: Basic and diluted	79,198,916	65,704,692	78,579,905	65,438,590
Earnings per share: Basic and diluted	$ 0	$ 0	$ (0.01)	$ 0

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS	6 Months Ended
	Jun. 30, 2023 USD ($)	Jun. 30, 2022 USD ($)
Cash flows from operating activities:
Net loss	$ (742,999)	$ (156,270)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation	6,527	730
Share-based compensation	576,000
Changes in operating assets and liabilities:
Accounts receivable	(475,249)
Inventories	(41,415)
Prepaid expenses and other current assets	2,167	(93,859)
Accounts payable and accrued liabilities	426,813	250
Net cash used in operating activities	(248,156)	(249,149)
Cash flows from investing activities:
Purchase of equipment		(7,957)
Cash obtained from business acquisition		7
Net cash used in investing activities		(7,950)
Cash flows from financing activities:
Proceeds from shareholder loans	30,378	82,107
Proceeds from loans due to third parties	134,481
Repayments to shareholder loans	(29,299)
Repayments of loans due to third parties	(12,990)
Proceeds from common stock issuance	67,234	190,725
Net cash provided by financing activities	189,804	272,832
Effect of exchange rate changes on cash and cash equivalents	(1,230)	(6,816)
Net increase (decrease) in cash and cash equivalents	(59,582)	8,917
Cash and cash equivalents, beginning balance	68,121
Cash and cash equivalents, ending balance	8,539	8,917
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 loans from third parties and interest by a related party on behalf of the Company	14,050
Common stocks issuable for deferred compensation	$ 74,000

CONSOLIDATED STATEMENTS OF CHAN

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS EQUITY - USD ($)	Preferred Stock [Member]	Common Stock [Member]	Common Stock Issuable [Member]	Additional Paid-in Capital [Member]	Deferred Share-based Compensation	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		$ 64		190,661				190,725
Shares issued for cash, shares		635,747
Other comprehensive loss							(2,098)	(2,098)
Net loss						(156,270)		(156,270)
Ending balance, value at Jun. 30, 2022		$ 6,577		18,452,007		(18,437,679)	(2,098)	18,807
Shares, Issued at Jun. 30, 2022		65,762,808
Beginning 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
Issuance of common stock		$ 25		74,613				74,638
Shares issued for cash, shares		248,792
Other comprehensive loss							(2,580)	(2,580)
Net loss						(113,020)		(113,020)
Ending balance, value at Jun. 30, 2022		$ 6,577		18,452,007		(18,437,679)	(2,098)	18,807
Shares, Issued at Jun. 30, 2022		65,762,808
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		$ 538		575,462				576,000
Shares issued for compensation, shares		5,380,000
Issuance of common stock		$ 34		67,200				67,234
Shares issued for cash, shares		336,168
Shares issuable for deferred compensation			37	73,963	(74,000)
Other comprehensive loss							(7,780)	(7,780)
Net loss						(742,999)		(742,999)
Ending balance, value at Jun. 30, 2023		$ 7,983	37	20,002,164	(74,000)	(19,770,834)	(1,940)	163,410
Shares, Issued at Jun. 30, 2023		79,825,094
Beginning 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
Shares issued for compensation		$ 38		75,962				76,000
Shares issued for compensation, shares		380,000
Issuance of common stock		$ 34		67,200				67,234
Shares issued for cash, shares		336,168
Shares issuable for deferred compensation			37	73,963	(74,000)
Other comprehensive loss							(19,393)	(9,393)
Net loss						(123,910)		(123,910)
Ending balance, value at Jun. 30, 2023		$ 7,983	$ 37	$ 20,002,164	$ (74,000)	$ (19,770,834)	$ (1,940)	$ 163,410
Shares, Issued at Jun. 30, 2023		79,825,094

NOTE 1 _ ORGANIZATION AND PRINC

NOTE 1 – ORGANIZATION AND PRINCIPAL ACTIVITIES	6 Months Ended
	Jun. 30, 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. (“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 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 SIGNIFICANT

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	6 Months Ended
	Jun. 30, 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 and six months ended June 30, 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 ($), which is the Company’s reporting and functional currency. The functional currencies of the Company’s subsidiaries including Hangzhou Longwen, Hangzhou Yushu and Huzhou Wohong, are RMB. The resulting translation adjustments are reported under other comprehensive loss in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 220 (“ASC 220”), “Reporting Comprehensive Income” The Company translates the assets and liabilities into U.S. dollars using the rate of exchange prevailing at the balance sheet date and the statements of operations and cash flows are translated at an average rate during the reporting period. Adjustments resulting from the translation from RMB into U.S. dollars are recorded in shareholders’ equity as part of accumulated other comprehensive loss. The exchange rate used for financial statements are as follows: Average Rate for the three months ended June 30, Average Rate for the six months ended June 30, 2023 2022 2023 2022 China yuan (RMB) RMB 7.0162 RMB 6.6102 RMB 6.9286 RMB 6.4748 United States dollar ($) $ 1.0000 $ 1.0000 $ 1.0000 $ 1.0000 Exchange Rate at June 30, 2023 December 31, 2022 China yuan (RMB) RMB 7.2513 RMB 6.8972 United States dollar ($) $ 1.0000 $ 1.0000 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. 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 June 30, 2023, the Company generated 61%, 19% and 15% of revenues from the top 3 customers, respectively. During the six months ended June 30, 2023, the Company generated 62%, 20% and 12% of revenues from the top 3 customers, respectively. The Company’s cost of revenues consisted of 97% and 92% purchases from one top vendor for the three and six months ended June 30, 2023, respectively. The Company’s revenue and cost of revenues were not material during the three and six months ended June 30, 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 June 30, 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 and six months ended June 30, 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	6 Months Ended
	Jun. 30, 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 six months ended June 30, 2023, the Company incurred a net loss of $742,999 $19,770,834 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 _ EQUIPMENT, NET

NOTE 4 – EQUIPMENT, NET	6 Months Ended
	Jun. 30, 2023
Property, Plant and Equipment [Abstract]
NOTE 4 – EQUIPMENT, NET	NOTE 4 – EQUIPMENT, NET As of June 30, 2023 and December 31, 2022, equipment consisted of the following: June 30, 2023 December 31, 2022 Equipment $ 7,057 $ 7,419 Property 258,070 271,319 Less: accumulated depreciation (10,046 ) (4,368 ) Total property and equipment, net $ 255,081 $ 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 $5,000 $263,070 Depreciation expenses were $3,222 $587 $6,527 $730

NOTE 5 _ LOANS FROM THIRD PARTI

NOTE 5 – LOANS FROM THIRD PARTIES	6 Months Ended
	Jun. 30, 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 June 30, 2023 and December 31, 2022: June 30, 2023 December 31, 2022 Loan from a third-party lender; the loan bears a fixed interest at $500 $ — $ 12,250 Loan from a third-party lender; unsecure, bearing an interest rate of 0.5% 82,744 — Loan from two third-party lenders; unsecure, non-interest-bearing, and due on December 30, 2023 31,718 — Total loans 114,462 12,250 Less: current portion (114,462 ) (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 $250 During the three months ended March 31, 2023, the Company borrowed $46,776 320,000 12,990 90,000 $2,068 During the three months ended March 31, 2023, the Company borrowed $87,705 600,000 $4,961 $107 $485

NOTE 6 _ INCOME TAX

NOTE 6 – INCOME TAX	6 Months Ended
	Jun. 30, 2023
Income Tax Disclosure [Abstract]
NOTE 6 – INCOME TAX	NOTE 6 – INCOME TAX As of June 30, 2023 and December 31, 2022, the Company has incurred an accumulated net loss of approximately $ 19.8 million 19.0 million Significant components of the deferred tax assets and liabilities for income taxes as of June 30, 2023 and December 31, 2022 consisted of the following: June 30, 2023 December 31, 2022 Deferred tax assets Net operating loss carry-forward $ 787,005 $ 630,975 Total $ 787,005 $ 630,975 Valuation allowance (787,005 ) (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 and six months ended June 30, 2023 and 2022: Three Months Ended June 30, Six Months ended June 30, 2023 2022 2023 2022 Income (loss) at 21 $ (26,021 ) $ (23,734 ) $ (156,030 ) $ (32,817 ) Increase (decrease) in income taxes resulting from: Net operating loss carry forward — — — — Change in valuation allowance 26,021 23,734 156,030 32,817 $ — $ — $ — $ —

NOTE 7 _ STOCKHOLDERS_ EQUITY

NOTE 7 – STOCKHOLDERS’ EQUITY	6 Months Ended
	Jun. 30, 2023
Equity [Abstract]
NOTE 7 – STOCKHOLDERS’ EQUITY	NOTE 7 – STOCKHOLDERS’ EQUITY Common Stock As of June 30, 2023 and December 31, 2022, the Company had 79,825,094 74,108,926 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 4. In May and June 2023, the Company sold a total of 336,168 $0.20 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 On January 19, 2023, the Company granted total 5,000,000 $500,000 On June 29, 2023, the Company granted a total of 750,000 200,000 $40,000 550,000 180,000 $74,000 As of June 30, 2023, the Company’s common shares issuable under the 2022 Equity Incentive Plan totaled 370,000 represents the restricted stock award activities during the six months ended June 30, 2023. Non-vested Restricted Stock Awards Weighted Average Grant Date Fair Value Non-vested at January 1, 2023 — $ — Granted 550,000 0.20 Vested (180,000 ) 0.20 Forfeited — — Non-vested at June 30, 2023 370,000 0.20 2023 Equity Incentive Plan On June 6, 2023, 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 “2023 Equity Incentive Plan”). Under the 2023 Equity Incentive Plan, the Company can issue up to 5,000,000 As of June 30, 2023, no share has been issued pursuant to our 2023 Equity Incentive Plan.

NOTE 8 _ RELATED PARTY TRANSACT

NOTE 8 – RELATED PARTY TRANSACTIONS	6 Months Ended
	Jun. 30, 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 $9,676 90,494 $14,618 100,000 $3,135 $69,777 $2,964 During the three months ended March 31, 2023, the wife of President of the Company, repaid commercial loan and accrued interest in the total amount of $ 14,050 30,378 $11,546 $31,025 $1,857

NOTE 9 _ COMMITMENTS

NOTE 9 – COMMITMENTS	6 Months Ended
	Jun. 30, 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 June 30, 2023 was approximately $7,789

NOTE 10 _ SUBSEQUENT EVENTS

NOTE 10 – SUBSEQUENT EVENTS	6 Months Ended
	Jun. 30, 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)	6 Months Ended
	Jun. 30, 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 and six months ended June 30, 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 ($), which is the Company’s reporting and functional currency. The functional currencies of the Company’s subsidiaries including Hangzhou Longwen, Hangzhou Yushu and Huzhou Wohong, are RMB. The resulting translation adjustments are reported under other comprehensive loss in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 220 (“ASC 220”), “Reporting Comprehensive Income” The Company translates the assets and liabilities into U.S. dollars using the rate of exchange prevailing at the balance sheet date and the statements of operations and cash flows are translated at an average rate during the reporting period. Adjustments resulting from the translation from RMB into U.S. dollars are recorded in shareholders’ equity as part of accumulated other comprehensive loss. The exchange rate used for financial statements are as follows: Average Rate for the three months ended June 30, Average Rate for the six months ended June 30, 2023 2022 2023 2022 China yuan (RMB) RMB 7.0162 RMB 6.6102 RMB 6.9286 RMB 6.4748 United States dollar ($) $ 1.0000 $ 1.0000 $ 1.0000 $ 1.0000 Exchange Rate at June 30, 2023 December 31, 2022 China yuan (RMB) RMB 7.2513 RMB 6.8972 United States dollar ($) $ 1.0000 $ 1.0000
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.
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 June 30, 2023, the Company generated 61%, 19% and 15% of revenues from the top 3 customers, respectively. During the six months ended June 30, 2023, the Company generated 62%, 20% and 12% of revenues from the top 3 customers, respectively. The Company’s cost of revenues consisted of 97% and 92% purchases from one top vendor for the three and six months ended June 30, 2023, respectively. The Company’s revenue and cost of revenues were not material during the three and six months ended June 30, 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 June 30, 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 and six months ended June 30, 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 _ EQUIPMENT, NET (Tables

NOTE 4 – EQUIPMENT, NET (Tables)	6 Months Ended
	Jun. 30, 2023
Property, Plant and Equipment [Abstract]
Property and Equipment	June 30, 2023 December 31, 2022 Equipment $ 7,057 $ 7,419 Property 258,070 271,319 Less: accumulated depreciation (10,046 ) (4,368 ) Total property and equipment, net $ 255,081 $ 274,370

NOTE 5 _ LOANS FROM THIRD PAR_2

NOTE 5 – LOANS FROM THIRD PARTIES (Tables)	6 Months Ended
	Jun. 30, 2023
Debt Disclosure [Abstract]
Commerical Loan	June 30, 2023 December 31, 2022 Loan from a third-party lender; the loan bears a fixed interest at $500 $ — $ 12,250 Loan from a third-party lender; unsecure, bearing an interest rate of 0.5% 82,744 — Loan from two third-party lenders; unsecure, non-interest-bearing, and due on December 30, 2023 31,718 — Total loans 114,462 12,250 Less: current portion (114,462 ) (12,250 ) Total non-current portion $ — $ —

NOTE 6 _ INCOME TAX (Tables)

NOTE 6 – INCOME TAX (Tables)	6 Months Ended
	Jun. 30, 2023
Income Tax Disclosure [Abstract]
Deferred Income Taxes	June 30, 2023 December 31, 2022 Deferred tax assets Net operating loss carry-forward $ 787,005 $ 630,975 Total $ 787,005 $ 630,975 Valuation allowance (787,005 ) (630,975 ) Net deferred tax assets - noncurrent $ — $ —
Income Tax Provision	Three Months Ended June 30, Six Months ended June 30, 2023 2022 2023 2022 Income (loss) at 21 $ (26,021 ) $ (23,734 ) $ (156,030 ) $ (32,817 ) Increase (decrease) in income taxes resulting from: Net operating loss carry forward — — — — Change in valuation allowance 26,021 23,734 156,030 32,817 $ — $ — $ — $ —

NOTE 1 _ ORGANIZATION AND PRI_2

NOTE 1 – ORGANIZATION AND PRINCIPAL ACTIVITIES (Details Narrative)			1 Months Ended	2 Months Ended	3 Months Ended	6 Months Ended		11 Months Ended
	Oct. 11, 2022 USD ($)	Oct. 11, 2022 CNY (¥)	Feb. 09, 2022 shares	Feb. 23, 2022 USD ($)	Apr. 05, 2016 shares	Jun. 30, 2023 USD ($)	Jun. 30, 2022 USD ($)	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		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Net Income (Loss) Attributable to Parent	$ 123,910	$ 113,020	$ 742,999	$ 156,270
Retained Earnings (Accumulated Deficit)	$ 19,770,834		$ 19,770,834		$ 19,027,835

Property and Equipment (Details

Property and Equipment (Details) - USD ($)	Jun. 30, 2023	Dec. 31, 2022
Property, Plant and Equipment [Abstract]
Equipment	$ 7,057	$ 7,419
Property	258,070	271,319
Less: accumulated depreciation	(10,046)	(4,368)
Total property and equipment, net	$ 255,081	$ 274,370

NOTE 4 _ EQUIPMENT, NET (Detail

NOTE 4 – EQUIPMENT, NET (Details Narrative) - USD ($)	3 Months Ended		6 Months Ended		9 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 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		2,108
Depreciation	$ 3,222	$ 587	6,527	$ 730
Property, Plant and Equipment [Member]
Impairment Effects on Earnings Per Share [Line Items]
Realized Gain (Loss), Foreign Currency Transaction, before Tax			$ 5,000

Commerical Loan (Details)

Commerical Loan (Details) - USD ($)	6 Months Ended
	Jun. 30, 2023	Dec. 31, 2022
Short-Term Debt [Line Items]
Total loans	$ 114,462	$ 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	$ 82,744
Debt Instrument, Interest Rate, Effective Percentage	0.50%
Third Party Lender 3 [Member]
Short-Term Debt [Line Items]
Total loans	$ 31,718

NOTE 5 _ LOANS FROM THIRD PAR_3

NOTE 5 – LOANS FROM THIRD PARTIES (Details Narrative)	1 Months Ended	3 Months Ended			6 Months Ended
	Dec. 31, 2019 USD ($)	Mar. 31, 2023 USD ($)	Mar. 31, 2023 CNY (¥)	Jun. 30, 2022 USD ($)	Jun. 30, 2023 USD ($)	Jun. 30, 2023 CNY (¥)	Jun. 30, 2022 USD ($)	Dec. 31, 2022 USD ($)
Short-Term Debt [Line Items]
Interest Expense, Short-Term Borrowings	$ 300
Notes Reduction		$ 14,050			$ 14,050
Interest Expense				$ 125			250
[custom:RepaymentsOfLoansFromThirdParties]					12,990	¥ (90,000)
[custom:RepaymentsOfLoansFromThirdParties]					(12,990)	90,000
Third Party Lender 1 [Member]
Short-Term Debt [Line Items]
Interest Payable, Current								$ 1,800
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					2,068
Third Party Lender 2 [Member]
Short-Term Debt [Line Items]
Proceeds from Issuance of Debt					87,705	¥ 600,000
Realized Gain (Loss), Foreign Currency Transaction, before Tax					4,961
Interest Expense, Debt		$ 107			$ 485

Deferred Income Taxes (Details)

Deferred Income Taxes (Details) - USD ($)	Jun. 30, 2023	Dec. 31, 2022
Income Tax Disclosure [Abstract]
Net operating loss carry-forward	$ 787,005	$ 630,975
Valuation allowance	(787,005)	(630,975)
Net deferred tax assets - noncurrent

Income Tax Provision (Details)

Income Tax Provision (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Income Tax Disclosure [Abstract]
Income (loss) at 21% statutory tax rate	$ (26,021)	$ (23,734)	$ (156,030)	$ (32,817)
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent			21%
Deferred Tax Assets, Tax Credit Carryforwards
Change in valuation allowance	26,021	23,734	156,030	32,817

NOTE 6 _ INCOME TAX (Details Na

NOTE 6 – INCOME TAX (Details Narrative) - USD ($)	Jun. 30, 2023	Dec. 31, 2022
Income Tax Disclosure [Abstract]
Operating Loss Carryforwards	$ 19,800,000	$ 19,000,000

NOTE 7 _ STOCKHOLDERS_ EQUITY (

NOTE 7 – STOCKHOLDERS’ EQUITY (Details Narrative) - USD ($)	1 Months Ended	2 Months Ended	5 Months Ended	6 Months Ended		10 Months Ended	12 Months Ended	18 Months Ended
	Jan. 19, 2023	Jun. 30, 2023	Jun. 06, 2023	Jun. 30, 2023	Jun. 29, 2023	Nov. 10, 2022	Dec. 31, 2022	Jun. 30, 2023	Nov. 07, 2022
Accumulated Other Comprehensive Income (Loss) [Line Items]
Common Stock, Shares, Outstanding		79,825,094		79,825,094			74,108,926	79,825,094
Sale of Stock, Price Per Share		$ 0.20		$ 0.20				$ 0.20
Equity Incentive, shares									10,000,000
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercises in Period						4,250,000
Stock Issued During Period, Value, Stock Options Exercised	$ 500,000				$ 40,000	$ 425,000
Shares, granted	5,000,000		5,000,000					370,000
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested and Expected to Vest, Outstanding, Number					750,000
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period					200,000
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Nonvested, Number					550,000
Issued				180,000
Deferred Compensation Arrangement with Individual, Compensation Expense				$ 74,000
Minimum [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Sale of Stock, Price Per Share							$ 0.10
Maximum [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Sale of Stock, Price Per Share							$ 0.30
Common Stock [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Common stock shares sold		336,168					2,080,085
Common stock shares sold							$ 334,913

NOTE 8 _ RELATED PARTY TRANSA_2

NOTE 8 – RELATED PARTY TRANSACTIONS (Details Narrative)	3 Months Ended				6 Months Ended
	Jun. 30, 2023 USD ($)	Mar. 31, 2023 USD ($)	Mar. 31, 2023 CNY (¥)	Mar. 31, 2022 USD ($)	Jun. 30, 2023 USD ($)	Dec. 31, 2022 USD ($)	Jun. 30, 2022 USD ($)
Related Party Transaction [Line Items]
Loans Payable, Current	$ 100,802				$ 100,802	$ 90,494
Repayment on Loan		$ 14,050			14,050
Repayment on Loan					30,378		$ 82,107
Affiliated Entity [Member]
Related Party Transaction [Line Items]
Proceeds from Related Party Debt				$ 82,107		9,676
Loans Payable, Current						$ 90,494
Payments for Loans		14,618	¥ 100,000		3,135
Loans Payable	69,777				69,777
Foreign Exchange fluctuation					2,964
Other Affiliates [Member]
Related Party Transaction [Line Items]
Loans Payable	31,025				31,025
Foreign Exchange fluctuation					$ 1,857
Repayment on Loan		$ 14,050
Repayment on Loan	30,378
Repayment on Loan	$ 11,546

NOTE 9 _ COMMITMENTS (Details N

NOTE 9 – COMMITMENTS (Details Narrative)	Jun. 30, 2023 USD ($)
Commitments and Contingencies Disclosure [Abstract]
Capital Lease Obligations	$ 7,789