Longwen (LWLW) 10-K 1 Apr 24 2023 FY Annual report Financial data

Cover

Cover - USD ($)	12 Months Ended
	Dec. 31, 2023	Mar. 29, 2024	Jun. 30, 2023
Cover [Abstract]
Document Type	10-K
Amendment Flag	false
Document Annual Report	true
Document Transition Report	false
Document Period End Date	Dec. 31, 2023
Document Fiscal Period Focus	FY
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 Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	false
Entity Shell Company	false
Entity Public Float			$ 2,782,089
Entity Common Stock, Shares Outstanding		79,676,232
Document Financial Statement Error Correction [Flag]	false
Auditor Name	Simon & Edward, LLP
Auditor Firm ID	2485
Auditor Location	Rowland Heights, CA

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($)	Dec. 31, 2023	Dec. 31, 2022
Current assets
Cash and cash equivalents	$ 18,449	$ 68,121
Inventories	40,373
Other current assets	45,628	58,413
Current assets from discontinued operations	480,569
Total current assets	585,019	126,534
Property and equipment, net	254,578	274,370
Intangible assets, net	2,994	3,625
Goodwill	1,132	1,132
TOTAL ASSETS	843,723	405,661
Current liabilities:
Accounts payable and accrued liabilities	119,469	31,962
Shareholder loan	198,510	90,494
Loans from third parties	84,533	12,250
Advances from customers	33,171
Current liabilities from discontinued operations	484,475
Total current liabilities	920,158	134,706
TOTAL LIABILITIES	920,158	134,706
STOCKHOLDERS’ EQUITY (DEFICIT)
Preferred stock, $0.0001 par value, 50,000,000 authorized, nil shares issued and outstanding
Common stock, $0.0001 par value, 550,000,000 authorized, 78,775,094 and 74,108,926 shares issued and outstanding as of December 31, 2023 and 2022, respectively	7,878	7,411
Additional paid-in capital	19,970,306	19,285,539
Accumulated deficit	(20,054,293)	(19,027,835)
Accumulated other comprehensive (loss) income	(326)	5,840
TOTAL STOCKHOLDERS’ (DEFICIT) EQUITY	(76,435)	270,955
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$ 843,723	$ 405,661

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Dec. 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	78,775,094	74,108,926
Common Stock, Shares, Outstanding	78,775,094	74,108,926

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Revenues
Consulting service income	$ 15,004	$ 36,418
Online product sales	6,082	1,788
Offline product sales		2,931
Total revenues	21,086	41,137
Cost of revenues
Online product sales	2,199
Total cost of revenues	2,199
Gross profit	18,887	41,137
Operating expenses:
Professional expenses	169,255	106,482
Share-based compensation	576,000	425,000
Selling, general and administrative expenses	287,830	255,691
Total operating expenses	1,033,085	787,173
Loss from operations	(1,014,198)	(746,036)
Other income (expenses):
Interest expenses	(365)	(500)
Other income, net	(7,989)	110
Total other expenses, net	(8,354)	(390)
Net loss from continuing operations	(1,022,552)	(746,426)
Loss from discontinued operations	(3,906)
Net loss	(1,026,458)	(746,426)
Other comprehensive income (loss)
Foreign currency translation (loss) gain	(6,166)	5,840
Comprehensive loss	$ (1,032,624)	$ (740,586)
Weighted average shares outstanding: Basic and diluted	79,197,184	67,215,968
Loss per share: Continuing operations	$ (0.01)	$ (0.01)
Loss per share: Discontinued operations	0
Loss per share: Basic and diluted	$ (0.01)	$ (0.01)

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS	12 Months Ended
	Dec. 31, 2023 USD ($)	Dec. 31, 2022 USD ($)
Cash flows from operating activities:
Net loss	$ (1,026,458)	$ (746,426)
Adjustment to reconcile net loss used in operating activities:
Loss from discontinued operations	3,906
Depreciation and amortization	12,604	4,434
Bad debt expense	6,359
Share-based compensation	576,000	425,000
Changes in operating assets and liabilities:
Other current assets	12,130	(56,242)
Accounts receivable	(6,359)
Inventories	(40,495)
Accounts payable and accrued liabilities	90,430	31,048
Advances from customers	33,271
Net cash used in operating activities from continuing operations	(338,612)	(342,186)
Net cash used in operating activities from discontinued operations	3
Net cash used in operating activities	(338,609)	(342,186)
Cash flows from investing activities:
Purchase of property and equipment		(7,531)
Acquisition of intangible assets		(3,517)
Net cash used in investing activities		(11,048)
Cash flows from financing activities:
Proceeds from third parties	87,705	287,876
Repayments to third parties		(287,876)
Proceeds from a shareholder	142,008	91,783
Repayment to shareholder	(45,307)
Proceeds from issuance of common stock	109,234	334,913
Net cash provided by financing activities	293,640	426,696
Effect of exchange rate changes in cash and cash equivalents	(4,700)	(5,341)
Net (decrease) increase in cash and cash equivalents	(49,669)	68,121
Cash and cash equivalents, beginning balance	68,121
Less: cash and cash equivalents, ending balance from discontinued operations	(3)
Cash and cash equivalents, ending balance	18,449	68,121
Supplement Disclosures:
Interest paid
Income tax paid
Supplemental Disclosures of Non-Cash Investing and Financing Activities
Acquisition Hangzhou Wenyuan Management by obtaining shareholder loan		993
Acquisition of Yushu by other payable		141
Repayment of commercial loan by related party on behalf of the Company	14,050
Common stock issued for property acquisition		$ 265,178

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
Common shares issued for cash		$ 208	334,705			334,913
Common shares issued for cash, shares		2,080,085
Common shares issued for property acquisition		$ 265	264,913			$ 265,178
Common shares issued for property acquisition, shares		2,651,780				2,651,780
Common shares issued for services		$ 425	424,575			$ 425,000
Common shares issued for services, shares		4,250,000
Net loss				(746,426)		(746,426)
Foreign currency translation gain					5,840	5,840
Ending balance, value at Dec. 31, 2022		$ 7,411	19,285,539	(19,027,835)	5,840	270,955
Shares, Issued at Dec. 31, 2022		74,108,926
Share-based compensation		$ 538	575,462			576,000
Share-based compensation, shares		5,380,000
Common shares issued for cash		$ 49	109,185			109,234
Common shares issued for cash, shares		486,168
Common shares issued for property acquisition						263,070
Share cancellation		$ (120)	120
Share cancellation, shares		(1,200,000)
Net loss				(1,026,458)		(1,026,458)
Foreign currency translation gain					(6,166)	(6,166)
Ending balance, value at Dec. 31, 2023		$ 7,878	$ 19,970,306	$ (20,054,293)	$ (326)	$ (76,435)
Shares, Issued at Dec. 31, 2023		78,775,094

NOTE 1 _ ORGANIZATION AND PRINC

NOTE 1 – ORGANIZATION AND PRINCIPAL ACTIVITIES	12 Months Ended
	Dec. 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 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 share reverse split of its issued and outstanding common stocks and reduced to 127,061 shares outstanding. Effective November 29, 2016, 66,667 shares of common stock of the Company were transferred to Longwen Group Corp., a Cayman Island company (“Longwen Cayman”). All of the shares held by Longwen Cayman are restricted securities. As a result of the transactions, Mr. Xizhen Ye, President of Longwen Cayman, was appointed as a sole Director of the Company, and President and Chief Executive Officer and Chief Financial Officer of the Company. On August 22, 2018, Mr. Lizhong Lu was appointed as a director of Board. 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 common stocks of the Company was transferred from Joseph to Mr. Ye on February 9, 2022. Further on February 17, 2022, the Eighth Judicial District Court officially terminated Lombardo’s custodianship over the Company. On February 23, 2022, the Company entered into an Acquisition Agreement with a third-party individual to acquire the 100% ownership of Hangzhou Wenyuan Enterprise Management Co., Ltd. (“Hangzhou Wenyuan”) (FKA: Hangzhou Longwen Enterprise Management Co., Ltd or “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. As a result of the acquisition, Hangzhou Wenyuan became the Company’s wholly owned subsidiary in the PRC. Hangzhou Wenyuan was originally registered on January 4, 2012 and has minimum operations since its inception. The Company recognize $993 goodwill upon consummated the acquisition. On February 27, 2024, Hangzhou Longwen Enterprise Management Co., Ltd changed its name to Hangzhou Wenyuan Enterprise Management Co., Ltd. through Hangzhou Market Supervision and Administration Bureau in China. On October 11, 2022, the Company and its subsidiary, Hangzhou Wenyuan entered into an Acquisition Agreement with a third-party individual to acquire 100% ownership of Hangzhou Yusu Trading Co., Ltd. (“Hangzhou Yushu”), a limited liability company in Hangzhou, the People’s Republic of China (the “PRC”), for a total cash consideration of RMB 1,000 or about USD $141. Upon consummated Hangzhou Yushu became Hangzhou Wenyuan’s wholly owned subsidiary in the PRC. Hangzhou Yushu was originally registered on April 20, 2020 and has minimum operations since its inception. The Company recognize goodwill of $139 upon consummated the acquisition. Hangzhou Yushu generated revenues from online product sales and aquaculture product sales during the year ended December 31, 2022. On March 3, 2023, Hangzhou Wenyuan established a new subsidiary, Huzhou Wohong Fishery Co., Ltd. (“HWF”), to operate the aquacultural breeding, wholesale and retail of aquaculture products and etc. Due to the change of the economic situation and the sales of aquacultural products is not as expected, the management intended to change the Company’s operations and subsequently on March 27, 2024, the Company entered into an agreement with a counterparty to sell certain assets and liabilities of HWF. HWF has been identified as discontinued operations with aquacultural products. Such assets and liabilities are classified as assets and liabilities held for sale, and its management’s intention to complete the sales on March 27, 2024.

NOTE 2 _ SUMMARY OF SIGNIFICANT

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	12 Months Ended
	Dec. 31, 2023
Accounting Policies [Abstract]
NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Principles of Consolidation The accompanying consolidated financial statements include the accounts of the Company and its subsidiaries as described in Note 1. All significant intercompany transactions and balances have been eliminated in the consolidation. Basis of Presentation The accompanying consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and the rules and regulations of the Securities and Exchange Commission (the “SEC”). Use of Estimates The preparation of the Company’s consolidated financial statements in conformity with GAAP requires management to make estimates, judgments and assumptions that affect the amounts reported in the financial statements and footnotes thereto. Actual results may differ from those estimates and assumptions. Signiant estimates are used in the useful lives and impairment of property and equipment, the valuation of deferred tax assets, share-based compensation, accounting estimates used in the business combination, among others. Cash and Cash Equivalents Cash and cash equivalents include cash in banks, bank deposits, and highly liquid investments with maturities of three months or less at the date of origination. Property and equipment Depreciation on property and equipment is recognized on a straight-line basis over the estimated useful lives of the assets, for which the remaining term of the legal title for the office space and 3 years for office equipment. Goodwill and intangible Assets Goodwill is recorded when the consideration paid for an acquisition of a business exceeds the fair value of the identifiable net tangible and intangible assets acquired. Goodwill is tested for impairment, at a minimum, on an annual basis at the reporting unit level by first performing a qualitative assessment to determine whether it is more likely than not that the fair value of the reporting unit is less than its carrying value. If the reporting unit does not pass the qualitative assessment, then the reporting unit’s carrying value is compared to its fair value. Goodwill is considered impaired if the carrying value of the reporting unit exceeds its fair value. The Company’s policy is to perform its annual impairment test of goodwill as of December 31 of each fiscal year. Based on our most recent annual impairment assessment, we determined that no adjustment to the carrying value of goodwill of our reporting unit as required. Intangible assets with definite use life are amortized on a straight-line basis over the estimate useful lives of the assets. Impairment of Long-Lived Assets The Company evaluates property and equipment and finite-lived intangible assets for impairment whenever events or circumstances indicate that the carrying amounts of such assets may not be recoverable. Recoverability is measured by comparing the carrying amount of an asset or an asset group to estimated undiscounted future net cash flows expected to be generated. If the carrying amount of the long–lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment is recognized to the extent that the carrying amount exceeds its fair value. Fair value is determined through various valuation techniques including discounted cash flow models, quoted market values, and third–party independent appraisals, as considered necessary. The Company determined that the values of its long-lived assets as of December 31, 2023 and 2022, are supportable and recoverable. Foreign Currency Transactions The Company’s consolidated financial statements are presented in U.S. dollars ($), which is the Company’s reporting and functional currency. The functional currency of the Company’s subsidiaries is RMB. The resulting translation adjustments are reported under other comprehensive loss in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 220 (“ASC 220”), “Reporting Comprehensive Income”. Gains and losses resulting from the translation of foreign currency transactions are reflected in the consolidated statements of operations and other comprehensive income. Monetary assets and liabilities denominated in foreign currency are translated at the functional currency using the rate of exchange prevailing at the balance sheet date. Any differences are taken to profit or loss as a gain or loss on foreign currency translation in the consolidated statements of operations and other comprehensive income (loss). The Company translates the assets and liabilities into U.S. dollars using the rate of exchange prevailing at the balance sheet date and the statements of operations and cash flows are translated at an average rate during the reporting period. Adjustments resulting from the translation from RMB into U.S. dollars are recorded in shareholders’ equity as part of accumulated other comprehensive loss. The exchange rate used for financial statements are as follows: 　 　 Exchange rate at December 31, 　 　 2023 　 　 2022 Chinese Yuan (RMB) 　 RMB 7.0978 　 　 RMB 6.8972 United States Dollar ($) 　 1.000 　 　 $ 1.000 　 　 Average exchange rate 　 　 2023 　 　 2022 For the year ended December 31, 　 　 　 　 　 　 　 Chinese Yuan (RMB) 　 RMB 7.0764 　 　 RMB 6.7940 United States Dollar ($) 　 1.000 　 　 $ 1.000 　 　 　 　 　 　 　 　 Revenue Recognition The Company recognizes revenue when a customer obtains control of promised products or services, in an amount that reflects the consideration expected to be received in exchange for those products or services. The Company follows the five-step model prescribed under Topic 606: (i) identify the contract(s) with a customer; (ii) identify the performance obligation(s) in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligation(s) in the contract; and (v) recognize revenue when (or as) the Company satisfies each performance obligation. Revenues are presented net of any sales or value added taxes collected from customers and remitted to the government. The Company’s consulting service income consists of the delivery of focused insights and recommendations that assist customers with their challenges in developing and executing strategies around their trade business and financial reporting processes. The consulting services provided are fixed-fee arrangements that are generally in one-year term. The Company has concluded that each contract represents a single performance obligation as each is a single promise to deliver a customized engagement and deliverable. For the majority of these services, either practically or contractually, the work performed and delivered to the customer has no alternative use to the Company. Additionally, the Company maintains an enforceable right to payment at all times throughout the contract. The Company’s online product sales consists of selling products to end customers through online channel, such as apps embedded in Wechat. Revenue is recognized at a point in time when the product is delivered to and accepted by end customers. The Company’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. Due to the change of the economic situation and the sales of aquacultural products is not as expected, the management intended to change the Company’s operations and subsequently on March 27, 2024, the Company entered into an agreement with a counterparty to sell certain assets and liabilities of HWF. HWF has been identified as discontinued operations with aquacultural products. Income Taxes The Company accounts for income taxes under ASC 740, “ Income Taxes Business Combination We allocate the fair value of purchase consideration to the tangible assets acquired, liabilities assumed and intangible assets acquired based on their estimated fair values. The excess of the fair value of purchase consideration over the fair values of these identifiable assets and liabilities is recorded as goodwill to reporting units based on the expected benefit from the business combination. Share-based Compensation The Company accounts for stock options and other equity-based compensation issued in accordance with ASC 718 “Stock Compensation”, which requires the measurement and recognition of compensation expense related to the fair value of equity-based compensation awards that are ultimately expected to vest. Stock-based compensation expense recognized includes the compensation cost for all share-based compensation payments granted to employees and nonemployees, net of estimated forfeitures, over the employees’ requisite service period or the non-employee performance period based on the grant date fair value estimated in accordance with the provisions of ASC 718. ASC 718 is also applied to awards modified, repurchased, or cancelled during the periods reported. Earnings Per Share Basic earnings per common share (“EPS”) is computed by dividing net income attributable to the common shareholders of the Company by the weighted-average number of common shares outstanding. Diluted EPS is computed in the same manner as basic EPS, except the number of shares includes additional common shares that would have been outstanding if potential common shares with a dilutive effect had been issued. As of December 31, 2023 and 2022, the Company does not have any potentially dilutive instrument. Fair Value Measurements Fair value accounting establishes a framework for measuring fair value and expands disclosure about fair value measurements. Fair value, which is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. This framework provides a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three levels as follows: · Level 1 inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets. · Level 2 inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the assets or liabilities, either directly or indirectly, for substantially the full term of the financial instruments. · Level 3 inputs to the valuation methodology are unobservable and significant to the fair value. As of December 31, 2023 and 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 amounts of the Company’s cash, accounts receivable, prepaid expenses and other current assets, shareholder loan, commercial loans, accounts payable and accrued liabilities, and deferred revenue approximate fair value because of the short maturity of these items. Related Parties The Company follows ASC 850, Related Party Disclosures, Segment Reporting The Company reports segment information based on the “management” approach. The management approach designates the internal reporting used by management for making decisions and assessing performance as the source of the Company’s reportable segments. During the years ended December 31, 2023 and 2022, the Company had one single segment based on management structure located in Hangzhou, PRC. Accounting Standards Issued Recently Adopted Credit Losses In June 2016, the FASB issued ASU No. 2016-13, (Topic 326), Financial Instruments – Credit Losses: Measurement of Credit Losses on Financial Instruments which amends the current accounting guidance and requires the use of the new forward-looking “expected loss” model, which requires all expected losses to be determined based on historical experience, current conditions and reasonable and supportable forecasts, rather than the “incurred loss” model. This guidance amends the accounting for credit losses for most financial assets and certain other instruments including trade and other receivables, held-to-maturity debt securities, loans and other instruments. The effective date of ASU No. 2016-13 for smaller reporting companies is postponed to fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The Company believes the adoption of ASU No. 2016-13 will not have a material impact on its financial position and results of operations. Accounting Standards Issued but Not Yet Adopted In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280) Improvements to Reportable Segment Disclosures In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures There were also other updates recently issued and the management does not believe that other than disclosed above, accounting pronouncements the recently issued but not yet adopted will have a material impact on its financial position results of operations or cash flows.

NOTE 3 _ GOING CONCERN

NOTE 3 – GOING CONCERN	12 Months Ended
	Dec. 31, 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 year ended December 31, 2023, the Company incurred a net loss of $1,026,458 $20,054,293 The Company’s future success is dependent upon its ability to acquire or expand businesses with profitable operations, generate cash from operating activities and obtain additional financing. The Company intends to raise funds from the issuance of equity and/or debt securities, but there is no assurance that additional funds from the issuance of equity will be available for the Company to finance its operations on acceptable terms, or at all. These consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

NOTE 4 _ OTHER CURRENT ASSETS

NOTE 4 – OTHER CURRENT ASSETS	12 Months Ended
	Dec. 31, 2023
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
NOTE 4 – OTHER CURRENT ASSETS	NOTE 4 – OTHER CURRENT ASSETS As of December 31, 2023 and 2022, prepaid expenses and other current assets comprised as follows: December 31, December 31, 2022 Prepaid consulting fee $ — $ 38,000 Prepaid OTC fee 16,713 — Prepaid rent and parking lot 2,788 14,903 Prepayments to suppliers and other 26,127 5,510 Total $ 45,628 $ 58,413

NOTE 5 _ PROPERTY AND EQUIPMENT

NOTE 5 – PROPERTY AND EQUIPMENT, NET	12 Months Ended
	Dec. 31, 2023
Property, Plant and Equipment [Abstract]
NOTE 5 – PROPERTY AND EQUIPMENT, NET	NOTE 5 – PROPERTY AND EQUIPMENT, NET As of December 31, 2023 and 2022, property and equipment consisted of the following: December 31, 2023 December 31, 2022 Equipment $ 7,209 $ 7,419 Property 263,651 271,319 Less: accumulated depreciation (16,282 ) (4,368 ) Total property and equipment, net $ 254,578 $ 274,370 On September 28, 2022, the Company consummated an office suite purchase agreement with a third party. Pursuant to the agreement, the Company issued 2,651,780 $265,178 $2,108 $8,249 $263,070 Depreciation expenses were $12,074 $4,434

NOTE 6 _ INTANGIBLE ASSETS, NET

NOTE 6 – INTANGIBLE ASSETS, NET	12 Months Ended
	Dec. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
NOTE 6 – INTANGIBLE ASSETS, NET	NOTE 6 – INTANGIBLE ASSETS, NET During the year ended December 31, 2022, Hanzhong Yushu paid developing fee of $3,517 2,994 $3,625

NOTE 7 _ LOANS FROM THIRD PARTI

NOTE 7 – LOANS FROM THIRD PARTIES	12 Months Ended
	Dec. 31, 2023
Debt Disclosure [Abstract]
NOTE 7 – LOANS FROM THIRD PARTIES	NOTE 7 – LOANS FROM THIRD PARTIES The Company’s loans from third parties consisted of the following as of December 31, 2023 and 2022: December 31, 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% 84,533 — Loan from two third-party lenders – discontinued operations; unsecure, non-interest-bearing, and due on December 30, 2023 — — Total loans 84,533 12,250 Less: current portion (84,533 ) (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 $500 In the first quarter of 2023, the Company borrowed $46,776 320,000 $76,934 550,000 $123,710 870,000 In the first quarter of 2023, the Company borrowed $87,705 600,000 $3,172 $398

NOTE 8 _ INCOME TAX

NOTE 8 – INCOME TAX	12 Months Ended
	Dec. 31, 2023
Income Tax Disclosure [Abstract]
NOTE 8 – INCOME TAX	NOTE 8 – INCOME TAX As of December 31, 2023 and 2022, the Company has incurred an accumulated net loss of approximately $ 20.0 million 19.0 million Significant components of the deferred tax assets and liabilities for income taxes as of December 31, 2023 and 2022 consisted of the following: December 31, 2023 December 31, 2022 Deferred tax assets Net operating loss carry-forward 　 $ 846,531 　 　 $ 630,975 　 Total 　 $ 846,531 　 　 $ 630,975 　 Valuation allowance 　 　 (846,531) 　 　 　 (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 years ended December 31, 2023 and 2022: For the year ended December 31, 2023 2022 Loss at 21% 　 $ (215,556) 　 　 $ (156,749) 　 Permanent differences 　 　 - 　 　 　 89,250 　 Increase (decrease) in income taxes resulting from: 　 　 　 - 　 　 　 　 - 　 Net operating loss carry forward 　 　 - 　 　 　 - 　 Change in valuation allowance 　 　 215,556 　 　 　 67,499 　 　 　 $ - 　 　 $ -

NOTE 9 _ STOCKHOLDERS_ EQUITY

NOTE 9 – STOCKHOLDERS’ EQUITY	12 Months Ended
	Dec. 31, 2023
Equity [Abstract]
NOTE 9 – STOCKHOLDERS’ EQUITY	NOTE 9 – STOCKHOLDERS’ EQUITY As of December 31, 2023 and 2022, the Company had 78,775,094 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 Wenyuan 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 $0.10 $265,178 In May and June 2023, the Company sold a total of 336,168 $0.20 In December 2023, the Company sold a total of 150,000 $0.28 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 1,200,000 On June 29, 2023, the Company granted a total of 200,000 $40,000 550,000 $0.20 180,000 $36,000 370,000 As of December 31, 2023 and 2022, the Company’s common shares issuable under the 2022 Equity Incentive Plan totaled 1,570,000 5,750,000 The following table represents the restricted stock award activities during the year ended December 31, 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 (370,000 ) 0.20 Non-vested at December 31, 2023 — —

NOTE 10 _ RELATED PARTY TRANSAC

NOTE 10 – RELATED PARTY TRANSACTIONS	12 Months Ended
	Dec. 31, 2023
Related Party Transactions [Abstract]
NOTE 10 – RELATED PARTY TRANSACTIONS	NOTE 10 – RELATED PARTY TRANSACTIONS During the three months ended March 31, 2022, the Company borrowed total $82,107 $9,676 $90,494 $16,977 123,000 $71,165 $2,350 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 $156,058 $28,330 $127,345 $383 During the year ended December 31, 2023, the Company recognized compensation expenses of $30,976 $16,166 $22,045 31,446 During the year ended December 31, 2023, the Company purchased inventory in the total amount of $40,373 from Hangzhou Longwen Culture Media Ltd. (“HZLWCM”), an entity under the control by the daughter of the President of the Company. As of December 31, 2023, the amount payable to HZLWCM totaled $40,373

NOTE 11 _ DISCONTINUED OPERATIO

NOTE 11 – DISCONTINUED OPERATIONS	12 Months Ended
	Dec. 31, 2023
Discontinued Operations and Disposal Groups [Abstract]
NOTE 11 – DISCONTINUED OPERATIONS	NOTE 11 – DISCONTINUED OPERATIONS Management intended to change its operation focus and entered into an agreement with a counterparty to sell certain assets and liabilities of HWF subsequently on March 27, 2024. By selling off these assets and liabilities, management is signaling a shift away from aquaculture trading, HWF has been identified as discontinued operations as a result. Such assets and liabilities are classified as assets and liabilities held for sale, and its management’s intention to complete the sales on March 27, 2024 Total assets and liabilities from discontinued operations as of December 31, 2023 and 2022, are as below: December 31, 2023 December 31, 2022 ASSETS Current assets Cash and cash equivalents $ 3 $ — Other receivable 176 Assets held for sales – accounts receivable and other 480,390 — Total current assets $ 480,569 — TOTAL ASSETS FROM DISCONTINUED OPERATIONS $ 480,569 $ — LIABILITIES Current liabilities: Liabilities held for sale - accounts payable and accrued liabilities $ 483,794 $ — Other accrued liabilities 681 — Total current liabilities 484,475 — TOTAL LIABILITIES FROM DISCONTINUED OPERATIONS $ 484,475 $ — For the year ended, results of operations from HWF are as below: Years Ended December 31, 2023 2022 Revenues Aquaculture product sales $ 2,050,313 $ — Total revenues 2,050,313 — Cost of revenues Cost of Aquaculture product 1,913,524 — Total cost of revenues 1,913,524 — Gross profit 136,789 — Operating expenses: Selling, general and administrative expenses 136,234 — Total operating expenses 136,234 — Income from operations of discontinued operations 555 — Other expenses: Other expenses, net 1,271 — Total other expenses, net 1,271 — Net loss before income tax from discontinued operations (716 ) — Income tax expense (3,190 ) — Net loss from discontinued operations, net of taxes before loss from sale of discontinued operations (3,906 ) — Loss from sale of discontinued operations, net of taxes — — Loss from discontinued operations $ (3,906 ) — For the years ended December 31, 2023 and 2022, net cash from discontinued operations, are as below: Years Ended December 31, 2023 2022 Cash flow of discontinued operations: Net cash provided by operating activities $ 3 $ — Net cash provided by discontinued operations $ 3 —

NOTE 12 _ COMMITMENTS AND CONTI

NOTE 12 – COMMITMENTS AND CONTINGENCIES	12 Months Ended
	Dec. 31, 2023
Commitments and Contingencies Disclosure [Abstract]
NOTE 12 – COMMITMENTS AND CONTINGENCIES	NOTE 12 – COMMITMENTS AND CONTINGENCIES During the year ended December 31, 2022, the Company entered into leases with third parties for office spaces and a parking spot in Hangzhou, PRC, all with a lease term of 12 months. The remaining minimum lease payments under the three leases as of December 31, 2023 was approximately $nil.

NOTE 13 _ CREDIT RISKS

NOTE 13 – CREDIT RISKS	12 Months Ended
	Dec. 31, 2023
Risks and Uncertainties [Abstract]
NOTE 13 – CREDIT RISKS	NOTE 13 – CREDIT RISKS The Company is subject to credit risks on its cash and cash equivalents. The Company mitigates credit risks on cash and cash equivalents by placing cash and cash equivalents with financial institutions of high credit worthiness.

NOTE 14 _ SUBSEQUENT EVENT

NOTE 14 – SUBSEQUENT EVENT	12 Months Ended
	Dec. 31, 2023
Subsequent Events [Abstract]
NOTE 14 – SUBSEQUENT EVENT	NOTE 14 – SUBSEQUENT EVENT In January 2024, the Company sold a total of 143,486 $0.30 On January 19, 2023, the Company granted total 5,000,000 shares of common stock of the Company to six employees and one consultant pursuant to the Company’s 2022 Equity Incentive Plan. In January 2024, 1,200,000 shares of common stock were returned by one of the six employees to the Company for no consideration and cancelled upon receipt. In February 2024, the Company sold a total of 187,242 $0.30 $83,847 279,490 $0.30 On February 27, 2024, Hangzhou Longwen Enterprise Management Co., Ltd (“Hangzhou Longwen”) changed its name to Hangzhou Wenyuan Enterprise Management Co., Ltd. (“Hangzhou Wenyuan”) through Hangzhou Market Supervision and Administration Bureau in China. In March 2024, the Company sold a total of 290,921 shares of common stock to four (4) non-U.S. investors at $0.30 per share for cash consideration. The Company relied upon Regulation S of the Securities Act of 1933, as amended, for the sale of these securities. No commissions were paid regarding the share issuance and the share certificates were issued with a Rule 144 restrictive legend. Due to the change of the economic situation and the sales of aquacultural products is not as expected, the management intended to change its operations and subsequently on March 27, 2024, the Company entered into an agreement with a counterparty to sell certain assets and liabilities of HWF for consideration of $nil, which resulted in a disposal gain of $3,404 (RMB24,162). HWF has been identified as discontinued operations with aquacultural products.

NOTE 2 _ SUMMARY OF SIGNIFICA_2

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	12 Months Ended
	Dec. 31, 2023
Accounting Policies [Abstract]
Principles of Consolidation	Principles of Consolidation The accompanying consolidated financial statements include the accounts of the Company and its subsidiaries as described in Note 1. All significant intercompany transactions and balances have been eliminated in the consolidation.
Basis of Presentation	Basis of Presentation The accompanying consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and the rules and regulations of the Securities and Exchange Commission (the “SEC”).
Use of Estimates	Use of Estimates The preparation of the Company’s consolidated financial statements in conformity with GAAP requires management to make estimates, judgments and assumptions that affect the amounts reported in the financial statements and footnotes thereto. Actual results may differ from those estimates and assumptions. Signiant estimates are used in the useful lives and impairment of property and equipment, the valuation of deferred tax assets, share-based compensation, accounting estimates used in the business combination, among others.
Cash and Cash Equivalents	Cash and Cash Equivalents Cash and cash equivalents include cash in banks, bank deposits, and highly liquid investments with maturities of three months or less at the date of origination.
Property and equipment	Property and equipment Depreciation on property and equipment is recognized on a straight-line basis over the estimated useful lives of the assets, for which the remaining term of the legal title for the office space and 3 years for office equipment.
Intangible Assets, Finite-Lived, Policy [Policy Text Block]	Goodwill and intangible Assets Goodwill is recorded when the consideration paid for an acquisition of a business exceeds the fair value of the identifiable net tangible and intangible assets acquired. Goodwill is tested for impairment, at a minimum, on an annual basis at the reporting unit level by first performing a qualitative assessment to determine whether it is more likely than not that the fair value of the reporting unit is less than its carrying value. If the reporting unit does not pass the qualitative assessment, then the reporting unit’s carrying value is compared to its fair value. Goodwill is considered impaired if the carrying value of the reporting unit exceeds its fair value. The Company’s policy is to perform its annual impairment test of goodwill as of December 31 of each fiscal year. Based on our most recent annual impairment assessment, we determined that no adjustment to the carrying value of goodwill of our reporting unit as required. Intangible assets with definite use life are amortized on a straight-line basis over the estimate useful lives of the assets.
Impairment of Long-Lived Assets	Impairment of Long-Lived Assets The Company evaluates property and equipment and finite-lived intangible assets for impairment whenever events or circumstances indicate that the carrying amounts of such assets may not be recoverable. Recoverability is measured by comparing the carrying amount of an asset or an asset group to estimated undiscounted future net cash flows expected to be generated. If the carrying amount of the long–lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment is recognized to the extent that the carrying amount exceeds its fair value. Fair value is determined through various valuation techniques including discounted cash flow models, quoted market values, and third–party independent appraisals, as considered necessary. The Company determined that the values of its long-lived assets as of December 31, 2023 and 2022, are supportable and recoverable.
Foreign Currency Transactions	Foreign Currency Transactions The Company’s consolidated financial statements are presented in U.S. dollars ($), which is the Company’s reporting and functional currency. The functional currency of the Company’s subsidiaries is RMB. The resulting translation adjustments are reported under other comprehensive loss in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 220 (“ASC 220”), “Reporting Comprehensive Income”. Gains and losses resulting from the translation of foreign currency transactions are reflected in the consolidated statements of operations and other comprehensive income. Monetary assets and liabilities denominated in foreign currency are translated at the functional currency using the rate of exchange prevailing at the balance sheet date. Any differences are taken to profit or loss as a gain or loss on foreign currency translation in the consolidated statements of operations and other comprehensive income (loss). The Company translates the assets and liabilities into U.S. dollars using the rate of exchange prevailing at the balance sheet date and the statements of operations and cash flows are translated at an average rate during the reporting period. Adjustments resulting from the translation from RMB into U.S. dollars are recorded in shareholders’ equity as part of accumulated other comprehensive loss. The exchange rate used for financial statements are as follows: 　 　 Exchange rate at December 31, 　 　 2023 　 　 2022 Chinese Yuan (RMB) 　 RMB 7.0978 　 　 RMB 6.8972 United States Dollar ($) 　 1.000 　 　 $ 1.000 　 　 Average exchange rate 　 　 2023 　 　 2022 For the year ended December 31, 　 　 　 　 　 　 　 Chinese Yuan (RMB) 　 RMB 7.0764 　 　 RMB 6.7940 United States Dollar ($) 　 1.000 　 　 $ 1.000
Revenue Recognition	Revenue Recognition The Company recognizes revenue when a customer obtains control of promised products or services, in an amount that reflects the consideration expected to be received in exchange for those products or services. The Company follows the five-step model prescribed under Topic 606: (i) identify the contract(s) with a customer; (ii) identify the performance obligation(s) in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligation(s) in the contract; and (v) recognize revenue when (or as) the Company satisfies each performance obligation. Revenues are presented net of any sales or value added taxes collected from customers and remitted to the government. The Company’s consulting service income consists of the delivery of focused insights and recommendations that assist customers with their challenges in developing and executing strategies around their trade business and financial reporting processes. The consulting services provided are fixed-fee arrangements that are generally in one-year term. The Company has concluded that each contract represents a single performance obligation as each is a single promise to deliver a customized engagement and deliverable. For the majority of these services, either practically or contractually, the work performed and delivered to the customer has no alternative use to the Company. Additionally, the Company maintains an enforceable right to payment at all times throughout the contract. The Company’s online product sales consists of selling products to end customers through online channel, such as apps embedded in Wechat. Revenue is recognized at a point in time when the product is delivered to and accepted by end customers. The Company’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. Due to the change of the economic situation and the sales of aquacultural products is not as expected, the management intended to change the Company’s operations and subsequently on March 27, 2024, the Company entered into an agreement with a counterparty to sell certain assets and liabilities of HWF. HWF has been identified as discontinued operations with aquacultural products.
Income Taxes	Income Taxes The Company accounts for income taxes under ASC 740, “ Income Taxes
Business Combination	Business Combination We allocate the fair value of purchase consideration to the tangible assets acquired, liabilities assumed and intangible assets acquired based on their estimated fair values. The excess of the fair value of purchase consideration over the fair values of these identifiable assets and liabilities is recorded as goodwill to reporting units based on the expected benefit from the business combination.
Share-based Compensation	Share-based Compensation The Company accounts for stock options and other equity-based compensation issued in accordance with ASC 718 “Stock Compensation”, which requires the measurement and recognition of compensation expense related to the fair value of equity-based compensation awards that are ultimately expected to vest. Stock-based compensation expense recognized includes the compensation cost for all share-based compensation payments granted to employees and nonemployees, net of estimated forfeitures, over the employees’ requisite service period or the non-employee performance period based on the grant date fair value estimated in accordance with the provisions of ASC 718. ASC 718 is also applied to awards modified, repurchased, or cancelled during the periods reported.
Earnings Per Share	Earnings Per Share Basic earnings per common share (“EPS”) is computed by dividing net income attributable to the common shareholders of the Company by the weighted-average number of common shares outstanding. Diluted EPS is computed in the same manner as basic EPS, except the number of shares includes additional common shares that would have been outstanding if potential common shares with a dilutive effect had been issued. As of December 31, 2023 and 2022, the Company does not have any potentially dilutive instrument.
Fair Value Measurements	Fair Value Measurements Fair value accounting establishes a framework for measuring fair value and expands disclosure about fair value measurements. Fair value, which is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. This framework provides a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three levels as follows: · Level 1 inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets. · Level 2 inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the assets or liabilities, either directly or indirectly, for substantially the full term of the financial instruments. · Level 3 inputs to the valuation methodology are unobservable and significant to the fair value. As of December 31, 2023 and 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 amounts of the Company’s cash, accounts receivable, prepaid expenses and other current assets, shareholder loan, commercial loans, accounts payable and accrued liabilities, and deferred revenue approximate fair value because of the short maturity of these items.
Related Parties	Related Parties The Company follows ASC 850, Related Party Disclosures,
Segment Reporting	Segment Reporting The Company reports segment information based on the “management” approach. The management approach designates the internal reporting used by management for making decisions and assessing performance as the source of the Company’s reportable segments. During the years ended December 31, 2023 and 2022, the Company had one single segment based on management structure located in Hangzhou, PRC.
Accounting Standards Issued Recently Adopted	Accounting Standards Issued Recently Adopted Credit Losses In June 2016, the FASB issued ASU No. 2016-13, (Topic 326), Financial Instruments – Credit Losses: Measurement of Credit Losses on Financial Instruments which amends the current accounting guidance and requires the use of the new forward-looking “expected loss” model, which requires all expected losses to be determined based on historical experience, current conditions and reasonable and supportable forecasts, rather than the “incurred loss” model. This guidance amends the accounting for credit losses for most financial assets and certain other instruments including trade and other receivables, held-to-maturity debt securities, loans and other instruments. The effective date of ASU No. 2016-13 for smaller reporting companies is postponed to fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The Company believes the adoption of ASU No. 2016-13 will not have a material impact on its financial position and results of operations. Accounting Standards Issued but Not Yet Adopted In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280) Improvements to Reportable Segment Disclosures In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures There were also other updates recently issued and the management does not believe that other than disclosed above, accounting pronouncements the recently issued but not yet adopted will have a material impact on its financial position results of operations or cash flows.

NOTE 4 _ OTHER CURRENT ASSETS (

NOTE 4 – OTHER CURRENT ASSETS (Tables)	12 Months Ended
	Dec. 31, 2023
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Prepaid Expenses and Other Current Assets	December 31, December 31, 2022 Prepaid consulting fee $ — $ 38,000 Prepaid OTC fee 16,713 — Prepaid rent and parking lot 2,788 14,903 Prepayments to suppliers and other 26,127 5,510 Total $ 45,628 $ 58,413

NOTE 5 _ PROPERTY AND EQUIPME_2

NOTE 5 – PROPERTY AND EQUIPMENT, NET (Tables)	12 Months Ended
	Dec. 31, 2023
Property, Plant and Equipment [Abstract]
Property and Equipment	December 31, 2023 December 31, 2022 Equipment $ 7,209 $ 7,419 Property 263,651 271,319 Less: accumulated depreciation (16,282 ) (4,368 ) Total property and equipment, net $ 254,578 $ 274,370

NOTE 7 _ LOANS FROM THIRD PAR_2

NOTE 7 – LOANS FROM THIRD PARTIES (Tables)	12 Months Ended
	Dec. 31, 2023
Debt Disclosure [Abstract]
Commerical Loan	December 31, 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% 84,533 — Loan from two third-party lenders – discontinued operations; unsecure, non-interest-bearing, and due on December 30, 2023 — — Total loans 84,533 12,250 Less: current portion (84,533 ) (12,250 ) Total non-current portion $ — $ —

NOTE 8 _ INCOME TAX (Tables)

NOTE 8 – INCOME TAX (Tables)	12 Months Ended
	Dec. 31, 2023
Income Tax Disclosure [Abstract]
Deferred Income Taxes	December 31, 2023 December 31, 2022 Deferred tax assets Net operating loss carry-forward 　 $ 846,531 　 　 $ 630,975 　 Total 　 $ 846,531 　 　 $ 630,975 　 Valuation allowance 　 　 (846,531) 　 　 　 (630,975) 　 Net deferred tax assets - noncurrent 　 $ - 　 　 $ -
Income Tax Provision	For the year ended December 31, 2023 2022 Loss at 21% 　 $ (215,556) 　 　 $ (156,749) 　 Permanent differences 　 　 - 　 　 　 89,250 　 Increase (decrease) in income taxes resulting from: 　 　 　 - 　 　 　 　 - 　 Net operating loss carry forward 　 　 - 　 　 　 - 　 Change in valuation allowance 　 　 215,556 　 　 　 67,499 　 　 　 $ - 　 　 $ -

NOTE 11 _ DISCONTINUED OPERAT_2

NOTE 11 – DISCONTINUED OPERATIONS (Tables)	12 Months Ended
	Dec. 31, 2023
Discontinued Operations and Disposal Groups [Abstract]
Disposal Groups, Including Discontinued Operations [Table Text Block]	December 31, 2023 December 31, 2022 ASSETS Current assets Cash and cash equivalents $ 3 $ — Other receivable 176 Assets held for sales – accounts receivable and other 480,390 — Total current assets $ 480,569 — TOTAL ASSETS FROM DISCONTINUED OPERATIONS $ 480,569 $ — LIABILITIES Current liabilities: Liabilities held for sale - accounts payable and accrued liabilities $ 483,794 $ — Other accrued liabilities 681 — Total current liabilities 484,475 — TOTAL LIABILITIES FROM DISCONTINUED OPERATIONS $ 484,475 $ — For the year ended, results of operations from HWF are as below: Years Ended December 31, 2023 2022 Revenues Aquaculture product sales $ 2,050,313 $ — Total revenues 2,050,313 — Cost of revenues Cost of Aquaculture product 1,913,524 — Total cost of revenues 1,913,524 — Gross profit 136,789 — Operating expenses: Selling, general and administrative expenses 136,234 — Total operating expenses 136,234 — Income from operations of discontinued operations 555 — Other expenses: Other expenses, net 1,271 — Total other expenses, net 1,271 — Net loss before income tax from discontinued operations (716 ) — Income tax expense (3,190 ) — Net loss from discontinued operations, net of taxes before loss from sale of discontinued operations (3,906 ) — Loss from sale of discontinued operations, net of taxes — — Loss from discontinued operations $ (3,906 ) — For the years ended December 31, 2023 and 2022, net cash from discontinued operations, are as below: Years Ended December 31, 2023 2022 Cash flow of discontinued operations: Net cash provided by operating activities $ 3 $ — Net cash provided by discontinued operations $ 3 —

NOTE 3 _ GOING CONCERN (Details

NOTE 3 – GOING CONCERN (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Net Income (Loss) Attributable to Parent	$ 1,026,458	$ 746,426
Retained Earnings (Accumulated Deficit)	$ 20,054,293	$ 19,027,835

Prepaid Expenses and Other Curr

Prepaid Expenses and Other Current Assets (Details) - USD ($)	Dec. 31, 2023	Dec. 31, 2022
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Prepaid consulting fee		$ 38,000
Prepaid OTC fee	16,713
Prepaid rent and parking lot	2,788	14,903
Prepayments to suppliers and other	26,127	5,510
Total	$ 45,628	$ 58,413

Property and Equipment (Details

Property and Equipment (Details) - USD ($)	Dec. 31, 2023	Dec. 31, 2022
Property, Plant and Equipment [Abstract]
Equipment	$ 7,209	$ 7,419
Property	263,651	271,319
Less: accumulated depreciation	(16,282)	(4,368)
Total property and equipment, net	$ 254,578	$ 274,370

NOTE 5 _ PROPERTY AND EQUIPME_3

NOTE 5 – PROPERTY AND EQUIPMENT, NET (Details Narrative) - USD ($)	3 Months Ended		12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2023	Dec. 31, 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	$ 12,074	$ 4,434
Property, Plant and Equipment [Member]
Impairment Effects on Earnings Per Share [Line Items]
Fluctation of foreign exchange			$ 8,249

NOTE 6 _ INTANGIBLE ASSETS, N_2

NOTE 6 – INTANGIBLE ASSETS, NET (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Business Development	$ 3,517
Intangible assets	$ 3,625	$ 2,994

Commerical Loan (Details)

Commerical Loan (Details) - USD ($)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Short-Term Debt [Line Items]
Total loans	$ 84,533	$ 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	$ 84,533
Debt Instrument, Interest Rate, Effective Percentage	0.50%
Third Party Lender 3 [Member]
Short-Term Debt [Line Items]
Total loans

NOTE 7 _ LOANS FROM THIRD PAR_3

NOTE 7 – LOANS FROM THIRD PARTIES (Details Narrative)	1 Months Ended	3 Months Ended		12 Months Ended
	Dec. 31, 2019 USD ($)	Mar. 31, 2023 USD ($)	Mar. 31, 2023 CNY (¥)	Dec. 31, 2023 USD ($)	Dec. 31, 2023 CNY (¥)	Dec. 31, 2022 USD ($)
Short-Term Debt [Line Items]
Interest Expense, Short-Term Borrowings	$ 300
Notes Reduction		$ 14,050		$ 14,050
Interest Expense						500
Repayments of loans due to third parties					¥ 870,000	287,876
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	76,934	550,000
Third Party Lender 2 [Member]
Short-Term Debt [Line Items]
Proceeds from Issuance of Debt				87,705	¥ 600,000
Repayments of loans due to third parties		$ 123,710
Fluctation of foreign exchange				3,172
Interest Expense, Debt				$ 398

Deferred Income Taxes (Details)

Deferred Income Taxes (Details) - USD ($)	Dec. 31, 2023	Dec. 31, 2022
Income Tax Disclosure [Abstract]
Net operating loss carry-forward	$ 846,531	$ 630,975
Valuation allowance	(846,531)	(630,975)
Net deferred tax assets - noncurrent

Income Tax Provision (Details)

Income Tax Provision (Details) - USD ($)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Income Tax Disclosure [Abstract]
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent	21%
Change in valuation allowance	$ 215,556	$ 67,499

NOTE 8 _ INCOME TAX (Details Na

NOTE 8 – INCOME TAX (Details Narrative) - USD ($)	Dec. 31, 2023	Dec. 31, 2022
Income Tax Disclosure [Abstract]
Operating Loss Carryforwards	$ 20,000,000	$ 19,000,000

NOTE 9 _ STOCKHOLDERS_ EQUITY (

NOTE 9 – STOCKHOLDERS’ EQUITY (Details Narrative) - USD ($)	1 Months Ended			2 Months Ended	6 Months Ended	12 Months Ended
	Feb. 29, 2024	Jan. 31, 2024	Jan. 19, 2023	Jun. 30, 2023	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022	Sep. 30, 2023
Accumulated Other Comprehensive Income (Loss) [Line Items]
Common Stock, Shares, Outstanding						78,775,094	74,108,926
Common stock shares sold						$ 109,234	$ 334,913
Asset Acquisition, Price of Acquisition, Expected							$ 265,178
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Authorized							10,000,000
Common stock issuable					550,000		4,250,000
Employee Benefits and Share-Based Compensation						$ 576,000	$ 425,000
Shares, granted			5,000,000			1,570,000	5,750,000
Stock Issued During Period, Value, Stock Options Exercised			$ 500,000		$ 40,000
Cancelled common stock, shares						1,200,000
Common stock issuable					200,000
Fair value, per share								$ 0.20
Issued					180,000
Share based compensation						$ 36,000
Unvested common stock, forfeited						370,000
Common Stock [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Common stock shares sold	187,242	143,486		336,168		150,000	2,080,085
Common stock shares sold							$ 334,913
Sale of Stock, Price Per Share	$ 0.30	$ 0.30					$ 0.10
Stock Issued During Period, Shares, Acquisitions							2,651,780
Common Stock 1 [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Sale of Stock, Price Per Share							$ 0.30
Common Stock 2 [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Business Acquisition, Share Price				$ 0.20	$ 0.20	$ 0.28	$ 0.10

NOTE 10 _ RELATED PARTY TRANS_2

NOTE 10 – RELATED PARTY TRANSACTIONS (Details Narrative)	3 Months Ended				6 Months Ended	12 Months Ended
	Dec. 31, 2023 USD ($)	Mar. 31, 2023 USD ($)	Mar. 31, 2023 CNY (¥)	Mar. 31, 2022 USD ($)	Dec. 31, 2022 USD ($)	Dec. 31, 2023 USD ($)	Dec. 31, 2022 USD ($)
Related Party Transaction [Line Items]
Loans Payable, Current	$ 198,510				$ 90,494	$ 198,510	$ 90,494
Repayment on Loan		$ 14,050				14,050
Repayment on Loan						142,008	91,783
Compensation payable	31,446					31,446
Accounts Payable, related party	40,373					40,373
President [Member]
Related Party Transaction [Line Items]
Compensation payable	30,976					30,976
Wife [Member]
Related Party Transaction [Line Items]
Compensation payable	16,166					16,166
Daughter [Member]
Related Party Transaction [Line Items]
Compensation payable	22,045					22,045
Affiliated Entity [Member]
Related Party Transaction [Line Items]
Proceeds from Related Party Debt				$ 82,107	9,676
Loans Payable, Current					$ 90,494		$ 90,494
Payments for Loans		16,977	¥ 123,000
Loans Payable	71,165					71,165
Foreign Exchange fluctuation						2,350
Other Affiliates [Member]
Related Party Transaction [Line Items]
Loans Payable	127,345					127,345
Foreign Exchange fluctuation						$ 383
Repayment on Loan		$ 14,050
Repayment on Loan	156,058
Repayment on Loan	$ 28,330

Discontinued Operations- Assets

Discontinued Operations- Assets and Liablities (Details) - USD ($)	Dec. 31, 2023	Dec. 31, 2022
ASSETS
Cash and cash equivalents	$ 3
Other receivable	176
Assets held for sales – accounts receivable and other	480,390
Total current assets	480,569
TOTAL ASSETS FROM DISCONTINUED OPERATIONS	480,569
LIABILITIES
Liabilities held for sale - accounts payable and accrued liabilities	483,794
Other accrued liabilities	681
Total current liabilities	484,475
TOTAL LIABILITIES FROM DISCONTINUED OPERATIONS	$ 484,475

Discontinued Operations (Detail

Discontinued Operations (Details) - USD ($)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Discontinued Operations and Disposal Groups [Abstract]
Aquaculture product sales	$ 2,050,313
Total revenues	2,050,313
Cost of Aquaculture product	1,913,524
Total cost of revenues	1,913,524
Gross profit	136,789
Selling, general and administrative expenses	136,234
Total operating expenses	136,234
Income from operations of discontinued operations	555
Other expenses, net	1,271
Total other expenses, net	1,271
Net loss before income tax from discontinued operations	(716)
Income tax expense	(3,190)
Net loss from discontinued operations, net of taxes before loss from sale of discontinued operations	(3,906)
Net cash provided by discontinued operations	$ 3

NOTE 14 _ SUBSEQUENT EVENT (Det

NOTE 14 – SUBSEQUENT EVENT (Details Narrative) - USD ($)	1 Months Ended			2 Months Ended	12 Months Ended
	Feb. 29, 2024	Feb. 18, 2024	Jan. 31, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Loan conversion		$ 83,847
Loan conversion, shares		279,490
Loan coversion share price		$ 0.30
Common Stock [Member]
Common stock shares sold	187,242		143,486	336,168	150,000	2,080,085
Share price	$ 0.30		$ 0.30			$ 0.10