Cover
Cover - USD ($) | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2023 | Apr. 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 | 000-30264 | |||
Entity Registrant Name | NETWORK CN INC. | |||
Entity Central Index Key | 0000934796 | |||
Entity Tax Identification Number | 90-0370486 | |||
Entity Incorporation, State or Country Code | DE | |||
Entity Address, Address Line One | Unit 705B, 7th Floor | |||
Entity Address, Address Line Two | New East Ocean Centre | |||
Entity Address, Address Line Three | 9 Science Museum Road | |||
Entity Address, City or Town | TST | |||
Entity Address, Country | HK | |||
Entity Address, Postal Zip Code | 0000 | |||
City Area Code | 852 | |||
Local Phone Number | 9625-0097 | |||
Title of 12(b) Security | Common Stock | |||
Trading Symbol | NWCN | |||
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 | false | |||
Entity Shell Company | false | |||
Entity Public Float | $ 11,929,000 | |||
Entity Common Stock, Shares Outstanding | 25,088,592 | |||
ICFR Auditor Attestation Flag | false | |||
Document Financial Statement Error Correction [Flag] | false | |||
Rule 10b5-1 Arrangement Adopted [Flag] | false | |||
Non-Rule 10b5-1 Arrangement Adopted [Flag] | false | |||
Rule 10b5-1 Arrangement Terminated [Flag] | false | |||
Non-Rule 10b5-1 Arrangement Terminated [Flag] | false | |||
Auditor Name | Gries & Associates, LLC | |||
Auditor Firm ID | 6778 | |||
Auditor Location | Denver, CO |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Current Assets | ||
Cash | $ 5,334 | $ 20,351 |
Accounts receivables | 176,671 | 74,783 |
Prepaid expenses and other current assets, net | 2,101 | 8,081 |
Other Assets | 2,006 | |
Total Current Assets | 186,112 | 103,215 |
Equipment, Net | 1,055 | 2,427 |
Intangible Assets | 609,760 | 305,970 |
Right-of-use assets | 38,456 | 72,407 |
TOTAL ASSETS | 835,383 | 484,019 |
Current Liabilities | ||
Accounts payable, accrued expenses and other payables | 1,102,679 | 724,979 |
Accrued expenses and other payables - related parties | 2,504,223 | 2,046,366 |
Lease liabilities | 6,825 | 35,681 |
Short-term loans with a related party | 1,443,785 | 1,037,167 |
Short-term loans | 128,205 | |
Total Current Liabilities | 5,057,512 | 3,972,398 |
Non-Current Liabilities | ||
Non-current portion of lease liabilities | 31,890 | |
1% convertible promissory note due 2025, net | 645,000 | 645,000 |
1% convertible promissory note due 2027, net | 2,247,062 | 2,172,485 |
Total Non- Current Liabilities | 2,892,062 | 2,849,375 |
TOTAL LIABILITIES | 7,949,574 | 6,821,773 |
STOCKHOLDERS’ DEFICIT | ||
Preferred stock, $0.001 par value, 10,000,000 shares authorized None issued and outstanding | ||
Common stock, $0.001 par value, 100,000,000 shares authorized Shares issued and outstanding: 22,487,859 and 20,749,018 as of December 31, 2023 and 2022, respectively | 22,488 | 20,749 |
Additional paid-in capital | 132,451,674 | 131,317,155 |
Accumulated deficit | (141,287,445) | (139,381,092) |
Accumulated other comprehensive income | 1,699,092 | 1,705,434 |
TOTAL STOCKHOLDERS’ DEFICIT | (7,114,191) | (6,337,754) |
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT | $ 835,383 | $ 484,019 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Dec. 31, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 22,487,859 | 20,749,018 |
Common stock, shares outstanding | 22,487,859 | 20,749,018 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | ||
REVENUES | |||
Advertising services | $ 446,019 | $ 106,498 | |
COST OF REVENUES | |||
Cost of advertising services | (436,668) | (82,898) | |
GROSS PROFIT | 9,351 | 23,600 | |
OPERATING EXPENSES | |||
General and administrative | (728,292) | (604,123) | |
Amortization of intangible assets | (382,995) | (27,815) | |
Stock based compensation for services | (44,650) | (24,000) | |
Total Operating Expenses | (1,155,937) | (655,938) | |
LOSS FROM OPERATIONS | (1,146,586) | (632,338) | |
OTHER INCOME/(EXPENSES) | |||
Interest income | 133 | 4 | |
Government grant | 3,690 | 3,286 | |
Loss on written off of intangible assets | (449,473) | ||
Total Other Income/(Expenses) | (445,650) | 3,290 | |
INTEREST AND OTHER DEBT-RELATED EXPENSES | |||
Amortization of debt discount | (74,577) | (72,485) | |
Interest expense | (239,540) | (223,745) | |
Total Interest and Other Debt-Related Expenses | (314,117) | (296,230) | |
NET LOSS BEFORE INCOME TAXES | (1,906,353) | (925,278) | |
Income taxes | |||
NET LOSS | (1,906,353) | (925,278) | |
OTHER COMPREHENSIVE (LOSS)/GAIN | |||
Foreign currency translation (loss)/gain | (6,342) | 994 | |
Total other comprehensive (loss)/gain | (6,342) | 994 | |
COMPREHENSIVE LOSS | $ (1,912,695) | $ (924,284) | |
Earnings Per Share, Basic | $ (0.09) | $ (0.04) | |
Earnings Per Share, Diluted | $ (0.09) | $ (0.04) | |
Weighted Average Number of Shares Outstanding, Basic | [1] | 22,347,843 | 21,017,190 |
Weighted Average Number of Shares Outstanding, Diluted | 22,347,843 | 21,017,190 | |
[1]Including 268,172 shares that were granted and vested but not yet issued for the years ended December 31, 2023 and 2022, respectively. |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' DEFICIT - USD ($) | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | AOCI Attributable to Parent [Member] | Total |
Beginning balance, value at Dec. 31, 2021 | $ 20,749 | $ 130,559,370 | $ (138,455,814) | $ 1,704,440 | $ (6,171,255) |
Beginning balance, shares at Dec. 31, 2021 | 20,749,018 | ||||
Stock-based compensation for stock granted to directors for services | 24,000 | 24,000 | |||
Beneficial conversion feature associated with convertible notes | 400,000 | 400,000 | |||
Stock-based compensation for stock granted for intangible assets | 333,785 | 333,785 | |||
Translation adjustment | 994 | 994 | |||
Net loss for the year | (925,278) | (925,278) | |||
Ending balance, value at Dec. 31, 2022 | $ 20,749 | 131,317,155 | (139,381,092) | 1,705,434 | (6,337,754) |
Ending balance, shares at Dec. 31, 2022 | 20,749,018 | ||||
Shares issued for intangible assets | $ 2,673 | (2,673) | |||
Shares issued for intangible assets, shares | 2,672,805 | ||||
Shares cancelled for intangible assets | $ (934) | 934 | |||
Shares cancelled for intangible assets, shares | (933,964) | ||||
Stock-based compensation for stock granted for intangible assets | 1,136,258 | 1,136,258 | |||
Translation adjustment | (6,342) | (6,342) | |||
Net loss for the year | (1,906,353) | (1,906,353) | |||
Ending balance, value at Dec. 31, 2023 | $ 22,488 | $ 132,451,674 | $ (141,287,445) | $ 1,699,092 | $ (7,114,191) |
Ending balance, shares at Dec. 31, 2023 | 22,487,859 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (1,906,353) | $ (925,278) |
Adjustments to reconcile net loss to net cash used in operating activities | ||
Depreciation of equipment | 1,372 | 1,282 |
Amortization expense of right-of-use assets | 163,795 | 50,139 |
Amortization of intangible assets | 382,995 | 27,815 |
Amortization of debt account | 74,577 | 72,485 |
Interest expense | 239,540 | 223,745 |
Loss on write off of intangible assets | 449,473 | |
Stock-based compensation for services | 44,650 | 24,000 |
Changes in operating assets and liabilities: | ||
Accounts receivables | (101,888) | (74,783) |
Other assets | (2,006) | |
Prepaid expenses and other current assets, net | 5,980 | 11,747 |
Operating lease liabilities | (202,267) | (54,974) |
Accounts payable, accrued expenses and other payables | 551,367 | 445,419 |
Net cash used in operating activities | (298,765) | (198,403) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchase of equipment | (1,078) | |
Net cash used in investing activities | (1,078) | |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from short-term loans - related party | 406,618 | 197,161 |
Repayment of short-term loan | (128,205) | |
Net cash provided by financing activities | 278,413 | 197,161 |
EFFECT OF EXCHANGE RATE CHANGES ON CASH | 5,335 | 994 |
NET DECREASE IN CASH | (15,017) | (1,326) |
CASH, BEGINNING OF YEAR | 20,351 | 21,677 |
CASH, END OF YEAR | 5,334 | 20,351 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ||
Income taxes | ||
Interest | ||
SUPPLEMENTAL DISCLOSURE OF NON-CASH FINANCING ACTIVITIES: | ||
Settlement of short-term loans by conversion to convertible note (Note 1) | 2,005,000 | |
Settlement of short-term loans interest payable by conversion to convertible note (Note 1) | 495,000 | |
Stock-based compensation for stock granted for intangible assets (Note 2 & 3) | 1,136,258 | 333,785 |
Stock-based compensation for services (Note 4) | $ 44,650 | $ 24,000 |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Pay vs Performance Disclosure [Table] | ||
Net Income (Loss) Attributable to Parent | $ (1,906,353) | $ (925,278) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Dec. 31, 2023 | |
Trading Arrangements, by Individual [Table] | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
ORGANIZATION AND PRINCIPAL ACTI
ORGANIZATION AND PRINCIPAL ACTIVITIES | 12 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
ORGANIZATION AND PRINCIPAL ACTIVITIES | NOTE 1 ORGANIZATION AND PRINCIPAL ACTIVITIES Network CN Inc. was originally incorporated on September 10, 1993 in Delaware with headquarters in the Hong Kong Special Administrative Region of the People’s Republic of China (“PRC” or “China”). Since August 2006, Network CN Inc., has been principally engaged in the provision of out-of-home advertising in China through the operation of a network of roadside light emitting diode digital video panels, mega-size LED digital video billboards and light boxes in major cities. Details of the Company’s principal subsidiaries as of December 31, 2023 are described in Note 3 – Subsidiaries. Recent development Going Concern The Company has net cash used in operating activities of $ 298,765 198,403 7,114,191 6,337,754 In response to current financial conditions, the Company has actively explored new prominent media projects in order to provide a wider range of media and advertising services and improve our financial performance. If the project can start to operate, the Company expects that the project will improve the Company’s future financial performance. The Company expects that the new project can generate positive cashflow. The existing cash and cash equivalents together with highly liquid current assets are insufficient to fund the Company’s operations for the next twelve months. The Company will need to rely upon some combination of cash generated from the Company’s operations, or proceeds from the issuance of the Company’s equity and debt securities as well as the exercise of the conversion option by the Company’s note holders to convert the notes to the Company’s common stock, in order to maintain the Company’s operations. Based on the Company’s best estimates, the Company believes that there are sufficient financial resources to meet the cash requirements for the coming twelve months and the consolidated financial statements have been prepared on a going concern basis. However, there can be no assurance the Company will be able to continue as a going concern. These uncertainties may result in adverse effects on continuation of the Company as a going concern. The accompany consolidated financial statements do not reflect any adjustments that might result from the outcome of these uncertainties. Termination of commercial agreements In May 2023, the Board of Directors agreed and approved the termination of all commercial agreements with Beijing Huizhong Bona Media Advertising Co., Ltd (“Bona”) and Xingpin Shanghai Advertising Limited (“Xingpin”). The Company delivered termination notice to terminate all the commercial agreements with Bona and Xingpin and the Company will no longer able to exert control over Bona and Xingpin when the termination notices become effective. Our Business in Chengdu and Tianjin The Company actively developing its advertising network and explored new media project in Chengdu and Tianjin, China. The Company has established two newly subsidiaries, NCN (Chengdu) Culture Media Co., Ltd, (“NCN Chengdu”) and NCN (Tianjin) Culture Co., Ltd (“NCN Tianjin”), a wholly foreign-owned enterprise in Chengdu and Tianjin, China. The Company owns 100% of the established subsidiary companies. In January 2023, NCN Chengdu and Tianjin started its operation and acquired rights to operate advertising panels in Chengdu and Tianjin. On April 25, 2023, the Company agreed to issue 933,964 1,131,960 933,964 1,131,960 933,964 Our Business in Ningbo The Company explored new media project in Ningbo, China and decided to restart its business and expects that will improve the Company’s future financial performance. In April 2022, the Company has established a newly subsidiary, NCN (Ningbo) Culture Media Co., Ltd (“NCN Ningbo”), a wholly foreign-owned enterprise in Ningbo, China. The Company owns 100% of the established subsidiary company, NCN Ningbo. In August 2022, NCN Ningbo started its operation and acquired rights to operate advertising panels in Ningbo, China and sell advertising airtime to our customers directly. On February 1, 2023, the Company agreed to issue 606,881 restricted shares of the Company’s common stock to the employee, Chen Zhu. On October 1, 2022, NCN Ningbo entered into an employment contract with Chen Zhu (“the employee”) under which the employee agreed to bring in the advertising rights in Ningbo to the Company and the Company will reward him for 606,881 shares of the Company’s common stock. Pursuant to the terms of employment contract, if the employee can achieve the annual sales and profit before tax goal in 2023 and 2024, the Company will issue bonus shares of 303,441 and 303,441 restricted shares of the Company’s common stock to the employee, respectively. Issuance of Convertible Promissory Note On January 18, 2022, the Company entered into a Subscription Agreement under which the Subscriber agreed to purchase the 1% Senior Unsecured Convertible Note Agreement from the Company for an agreement purchase price of two million five hundred thousand US Dollars ($ 2,500,000 2,500,000 1.25 Authorized capital On April 28, 2020, the Board of Directors and Majority of stockholders of the Company approved to increase the total number of authorized shares of Common Stock from 26,666,667 100,000,000 On December 20, 2023, the Board of Directors and Majority of stockholders of the Company approved to amend the Company's Certificate of Incorporation, as amended, to increase the total number of authorized shares of Preferred Stock from 5,000,000 10,000,000 |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (A) Basis of Presentation and Preparation These consolidated financial statements of the Company have been prepared in conformity with generally accepted accounting principles in the United States of America (“GAAP”). (B) Principles of Consolidation The consolidated financial statements include the financial statements of Network CN Inc., its subsidiaries and variable interest entities for which it is the primary beneficiary. These variable interest entities are those in which the Company, through contractual arrangements, bears the risks and enjoys the rewards normally associated with ownership of the entities. Upon making this determination, the Company is deemed to be the primary beneficiary of these entities, which are then required to be consolidated for financial reporting purpose. All significant intercompany transactions and balances have been eliminated upon consolidation. (C) Use of Estimates The Company’s consolidated financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the consolidated financial statements and reported amounts of revenue and expense during the reporting period. Estimates are used when accounting for certain items such as accounting for income tax valuation allowances. Estimates are based on historical experience, where applicable, and assumptions that management believes are reasonable under the circumstances. Due to the inherent uncertainty involved with estimates, actual results may differ. (D) Cash Cash includes cash on hand, cash accounts, and interest-bearing savings accounts placed with banks and financial institutions. For the purposes of the statements of cash flow, the Company considers all highly liquid investments with original maturities of three months or less at the time of purchase to be cash equivalents. There were no (E) Equipment, Net Equipment is stated at cost less accumulated depreciation and impairment losses, if any. Depreciation is provided on a straight-line basis, less estimated residual values over the assets’ estimated useful lives. The estimated useful lives are as follows: Office equipment 3 5 When equipment is retired or otherwise disposed of, the related cost, accumulated depreciation and provision for impairment loss, if any, are removed from the respective accounts, and any gain or loss is reflected in the consolidated statements of operations and comprehensive loss. Repairs and maintenance costs on equipment are expensed as incurred. (F) Impairment of Long-Lived Assets Long-lived assets, such as equipment, are reviewed for impairment whenever events or changes in circumstance indicate that the carrying amount of the assets may not be recoverable. An impairment loss is recognized when the carrying amount of a long-lived asset exceeds the sum of the undiscounted cash flows expected to be generated from the asset’s use and eventual disposition. An impairment loss is measured as the amount by which the carrying amount exceeds the fair value of the asset calculated using a undiscounted cash flow analysis. There was no (G) Intangible Assets Intangible assets mainly acquired through purchased intangible assets. Purchased intangible assets are initially recognized and measured at cost. The useful lives of intangible assets are assessed to be either finite or indefinite. Intangible assets with finite lives are subsequently amortized over their useful economic life and assessed for impairment whenever there is an indication that the intangible asset may be impaired. Identifiable intangible assets that have determinable lives continue to be amortized over their estimated useful lives using the straight-line method as follows: Advertising rights fee contracts 3 (H) Accounts Receivable Net of Allowance for Expected Credit Losses Accounts receivable primarily represents revenue recognized that was not invoiced at the balance sheet date and is primarily billed and collected in the following month. Trade accounts receivable are carried at the original invoiced amount less an estimated allowance for expected credit losses based on the probability of future collection. Management determines the adequacy of the allowance based on historical loss patterns, the number of days that customer invoices are past due, reasonable and supportable forecasts of future economic conditions to inform adjustments over historical loss data, and an evaluation of the potential risk of loss associated with specific accounts. When management becomes aware of circumstances that may further decrease the likelihood of collection, it records a specific allowance against amounts due, which reduces the receivable to the amount that management reasonably believes will be collected. The Company records changes in the estimate to the allowance for expected credit losses through provision for expected credit losses and reverses the allowance after the potential for recovery is considered remote. (I) Leases The Company adopted Accounting Standards Codification (ASC) Topic 842, Leases (ASC 842) effective as of January 1, 2019. Under ASC 842, the Company determines if an arrangement is or contains a lease at contract inception. Operating lease right-of-use (ROU) assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized based on the present value of lease payments over the lease term at the commencement date of the lease. ROU assets also include any initial direct costs incurred and any lease payments made at or before the lease commencement date, less any lease incentive received. The Company uses its incremental borrowing rate in determining the present value of lease payments based on the information available at the date of lease commencement. The incremental borrowing rate reflects the rate of interest that a lessee would have to pay to borrow, on a collateralized basis over a similar term, an amount equal to the lease payments in a similar economic environment. Lease expense for an operating lease is recognized on a straight-line basis over the lease term. The Company elected to not separate non-lease components from the associated lease components and to not recognize right-of-use assets and lease liabilities for leases with a term of twelve months or less. (J) Convertible Promissory Notes and Warrants 1% Convertible Promissory Notes, due in 2025 On January 14, 2020, the Company issued 1% unsecured senior convertible promissory notes to an individual with the principal amount of $645,000. The 1% convertible promissory notes bore interest at 1% per annum, payable semi-annually January 13, 2025 1.00 The Company determined the 1% convertible promissory notes to be conventional convertible instruments under ASC Topic 815, Derivatives and Hedging. Its embedded conversion option qualified for equity classification. The 1% convertible promissory notes did not have any embedded conversion option which shall be bifurcated and separately accounted for as a derivative under ASC 815, nor did they contain a cash conversion feature. The Company accounted for the Notes in accordance with ASC 470, as a single debt instrument. No beneficial conversion feature (the “BCF”) was recognized as the set conversion price for the Notes was greater than the fair value of the Company’s share price at date of issuance. 1% Convertible Promissory Notes, due in 2027 On January 18, 2022, the Company entered into a Subscription Agreement under which the Subscriber agreed to purchase the 1% Senior Unsecured Convertible Note Agreement from the Company for an agreement purchase price of two million five hundred thousand US Dollars ($ 2,500,000 $2,500,000 1.25 The Company evaluates the conversion feature to determine whether it was beneficial as described in ASC 470-20. The intrinsic value of a beneficial conversion feature inherent to a convertible note payable, which is not bifurcated and accounted for separately from the convertible notes payable and may not be settled in cash upon conversion, is treated as a discount to the convertible notes payable. This discount is amortized over the period from the date of issuance to the date the notes is due using the effective interest method. If the notes payable are retired prior to the end of their contractual term, the unamortized discount is expensed in the period of retirement to interest expense. In general, the beneficial conversion feature is measured by comparing the effective conversion price, after considering the relative fair value of detachable instruments included in the financing transaction, if any, to the fair value of the shares of common stock at the commitment date to be received upon conversion. (K) Revenue Recognition In accordance with ASC 606, Revenue From Contracts with Customers The Company recognizes revenue when a customer obtains control of promised services. The amount of revenue recognized reflects the consideration we expect to be entitled to receive in exchange for such services. To achieve this core principle, we apply the following five steps: 1) Identify the contract(s) with a customer - A contract with a customer exists when (i) we enter into an enforceable contract with a customer that defines each party’s rights regarding the goods or services to be transferred and identifies the payment terms related to those goods or services, (ii) the contract has commercial substance and, (iii) we determine that collection of substantially all consideration for goods or services that are transferred is probable based on the customer’s intent and ability to pay the promised consideration. We apply judgment in determining the customer’s ability and intention to pay, which is based on a variety of factors including the customer’s historical payment experience or, in the case of a new customer, published credit and financial information pertaining to the customer. The contract term for contracts that provide a right to terminate a contract for convenience without significant penalty will reflect the term that each party has enforceable rights under the contract (the period through the earliest termination date). If the termination right is only provided to the customer, the unsatisfied performance obligations will be evaluated as customer options as discussed below. 2) Identify the performance obligations in the contract - Performance obligations promised in a contract are identified based on the goods or services that will be transferred to the customer that are both (i) capable of being distinct, whereby the customer can benefit from the good or service either on its own or together with other resources that are readily available from third parties or from us, and (ii) are distinct in the context of the contract, whereby the transfer of the goods or services is separately identifiable from other promises in the contract. If these criteria are not met the promised goods or services are accounted for as a combined performance obligation. Certain of our contracts (under which we deliver multiple promised services) require us to perform integration activities where we bear risk with respect to integration activities. Therefore, we must apply judgment to determine whether as a result of those integration activities and risks, the promised services are distinct on the context of the contract. We typically do not include options that would result in a material right. If options to purchase additional services or options to renew are included in customer contracts, we evaluate the option in order to determine if our arrangement include promises that may represent a material right and needs to be accounted for as a performance obligation in the contract with the customer. 3) Determine the transaction price - The transaction price is determined based on the consideration to which we will be entitled in exchange for transferring goods or services to the customer. Our contract prices may include fixed amounts, variable amounts or a combination of both fixed and variable amounts. To the extent the transaction price includes variable consideration, we estimate the amount of variable consideration that should be included in the transaction price utilizing either the expected value method or the most likely amount method depending on the nature of the variable consideration. When determining if variable consideration should be constrained, management considers whether there are factors outside our control that could result in a significant reversal of revenue. In making these assessments, we consider the likelihood and magnitude of a potential reversal of revenue. These estimates are re-assessed each reporting period as required. 4) Allocate the transaction price to the performance obligations in the contract - If the contract contains a single performance obligation, the entire transaction price is allocated to the single performance obligation. Contracts that contain multiple performance obligations require an allocation of the transaction price to each performance obligation based on a relative standalone selling price (SSP) basis unless the transaction price is variable and meets the criteria to be allocated entirely to a performance obligation or to a distinct good or service that forms part of a single performance obligation. For most performance obligations, we determine standalone selling price based on the price at which the performance obligation is sold separately. Although uncommon, if the standalone selling price is not observable through past transactions, we estimate the standalone selling price taking into account available information such as market conditions and internally approved pricing guidelines related to the performance obligations. 5) Recognize revenue when (or as) we satisfy a performance obligation: we satisfy performance obligations either over time or at a point-in-time as discussed in further detail below. Revenue is recognized when the related performance obligation is satisfied by transferring control of a promised good or service to a customer. The Company recognizes revenue when the performance obligation is satisfied over time as services are rendered. (L) Stock-based Compensation The Company complies with ASC Topic 718, Compensation – Stock Compensation, using a modified prospective application transition method, which establishes accounting for stock-based awards in exchange for employee services. Under this application, the Company is required to record stock-based compensation expense for all awards granted. It requires that stock-based compensation cost is measured at grant date, based on the fair value of the award, and recognized as expense over the requisite services period. The Company follows ASC topic 505-50, “Accounting for Equity Instruments that are Issued to Other than Employees for Acquiring, or in Conjunction with Selling Goods and Services,” for stock issued to consultants and other non-employees. In accordance with ACS Topic 505-50, the stock issued as compensation for services provided to the Company are accounted for based upon the fair value of the services provided or the estimated fair market value of the stock, whichever can be more clearly determined. The fair value of the equity instrument is charged directly to expense over the period during which services are rendered. (M) Income Taxes The Company recognizes deferred tax liabilities and assets for the expected future tax consequences of events that have been included in the consolidated financial statements or tax returns. Deferred tax liabilities and assets are determined based on the difference between the financial statement basis and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The Company estimates the degree to which tax assets and credit carryforwards will result in a benefit based on expected profitability by tax jurisdiction. A valuation allowance for such tax assets and loss carryforwards is provided when it is determined to be more likely than not that the benefit of such deferred tax asset will not be realized in future periods. Tax benefits of operating loss carryforwards are evaluated on an ongoing basis, including a review of historical and projected future operating results, the eligible carryforward period, and other circumstances. If it becomes more likely than not that a tax asset will be used, the related valuation allowance on such assets would be reduced. The Company recognizes tax benefits from uncertain tax positions only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. Once this threshold has been met, the Company’s measurement of its expected tax benefits is recognized in its consolidated financial statements. The Company accrues interest on unrecognized tax benefits as a component of income tax expense. Penalties, if incurred, would be recognized as a component of income tax expense. (N) Comprehensive Income (Loss) The Company follows ASC Topic 220, Comprehensive Income, for the reporting and display of its comprehensive income (loss) and related components in the consolidated financial statements and thereby reports a measure of all changes in equity of an enterprise that results from transactions and economic events other than transactions with the shareholders. Items of comprehensive income (loss) are reported in both the consolidated statements of operations and comprehensive income and the consolidated statement of stockholders’ deficit. Accumulated other comprehensive income as presented on the consolidated balance sheets consisted of the accumulative foreign currency translation adjustment at period end. (O) Earnings (Loss) Per Common Share Basic earnings (loss) per common share are computed in accordance with ASC Topic 260, Earning per Share, by dividing the net income (loss) attributable to holders of common stock by the weighted average number of shares of common stock outstanding during the period. Diluted earnings (loss) per common share is computed by dividing net income (loss) by the weighted average number of common shares including the dilutive effect of common share equivalents then outstanding. The diluted net profit/(loss) per common share is the same as the basic net profit/(loss) per share for the years ended December 31, 2023 and 2022 as all potential common shares including stock options and warrants are anti-dilutive and are therefore excluded from the computation of diluted net profit/(loss) per share. (P) Foreign Currency Translation The assets and liabilities of the Company’s subsidiaries and variable interest entity denominated in currencies other than U.S. dollars are translated into U.S. dollars using the applicable exchange rates at the balance sheet date. For consolidated statements of operations and comprehensive loss’ items, amounts denominated in currencies other than U.S. dollars were translated into U.S. dollars using the average exchange rate during the period. Equity accounts were translated at their historical exchange rates. Net gains and losses resulting from translation of foreign currency on consolidated financial statements are included in the statements of stockholders’ equity as accumulated other comprehensive income (loss). Foreign currency transaction gains and losses are reflected in the unaudited consolidated statements of operations and comprehensive income. (Q) Fair Value of Financial Instruments ASC Topic 820, Fair Value Measurements and Disclosure, defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Company considers the principal or most advantageous market in which it would transact, and it considers assumptions that market participants would use when pricing the asset or liability. It establishes a fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. It establishes three levels of inputs that may be used to measure fair value: Level 1 Level 2 Level 3 The carrying value of the Company’s financial instruments, which consist of cash, prepaid expenses and other current assets, accounts payable, accrued expenses and other payables, and convertible promissory notes approximates fair value due to the short-term maturities. The carrying value of the Company’s financial instruments related to warrants associated with convertible promissory notes is stated at a value being equal to the allocated proceeds of convertible promissory notes based on the relative fair value of notes and warrants. In the measurement of the fair value of these instruments, the Black-Scholes option pricing model is utilized, which is consistent with the Company’s historical valuation techniques. These derived fair value estimates are significantly affected by the assumptions used. As the allocated value of the financial instruments related to warrants associated with convertible promissory notes is recorded in additional paid-in capital, the financial instruments related to warrants were not required to mark to market as of each subsequent reporting period. The carrying value of the Company’s financial instruments related to options is measuring its fair value using the Black-Scholes option pricing model, which is consistent with the Company’s historical valuation techniques. The fair value of option is recorded as dividend. (R) Recent Accounting Pronouncements In March 2022, the Financial Accounting Standards Board (“FASB”) issued ASU No 2022-02, “Financial Instruments—Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures” (“ASU 2022-02”). ASU 2022-02 eliminates the accounting guidance for troubled debt restructurings by creditors while enhancing disclosure requirements for certain loan refinancing and restructurings by creditors made to borrowers experiencing financial difficulty. In addition, the amendments require disclosure of current period gross write-offs for financing receivables and net investment in leases by year of origination in the vintage disclosures. ASU 2022-02 is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. Except for expanded disclosures to its vintage disclosures, ASU 2022-02 did not have a material effect on the Company’s current financial position, results of operations or financial statements. In October 2023, the FASB issued ASU No 2023-06, “ Disclosure Agreements – Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative” (“ASU 2023-06”). ASU 2023-06 will align the disclosure and presentation requirements in the FASB Accounting Standards Codification with the SEC’s regulations. The amendments in ASU 2023-06 will be applied prospectively and are effective when the SEC removes the related requirements from Regulations S-X or S-K. Any amendments the SEC does not remove by June 30, 2027 will not be effective. As the Company is currently subject to these SEC requirements, ASU 2023-06 is not expected to have a material effect on the Company’s current financial position, results of operations or financial statement disclosures. In November 2023, the FASB issued ASU No 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures” (“ASU 2023-07”). ASU 2023-07 expands disclosures about a public entity’s reportable segments and requires more enhanced information about a reportable segment’s expenses, interim segment profit or loss, and how a public entity’s chief operating decision maker uses reported segment profit or loss information in assessing segment performance and allocating resources. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years. Early adoption is permitted. ASU 2023-07 should be applied retrospectively to all prior periods presented in the financial statements. The Company does not expect ASU 2023-07 to have a material effect on the Company’s current financial position, results of operations or financial statement disclosures. In December 2023, the FASB issued ASU No 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures” (“ASU 2023-09”). ASU 2023-09 expands disclosures in the rate reconciliation and requires disclosure of income taxes paid by jurisdiction. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024. Early adoption is permitted. ASU 2023-09 should be applied prospectively; however, retrospective application is permitted. The Company does not expect ASU 2023-09 to have a material effect on the Company’s current financial position, results of operations or financial statement disclosures. (S) Reclassifications Certain reclassifications have been made to the prior year financial information to conform to the presentation used in the financial statements for the year ended December 31, 2023. |
SUBSIDIARIES
SUBSIDIARIES | 12 Months Ended |
Dec. 31, 2023 | |
Schedule of Investments [Abstract] | |
SUBSIDIARIES | NOTE 3 SUBSIDIARIES Details of the Company’s principal consolidated subsidiaries as of December 31, 2023 were as follows: Schedule of subsidiaries and variable interest entities Name Place of Incorporation Ownership/Control interest attributable to the Company Principal activities NCN Group Limited BVI 100% Investment holding NCN Media Services Limited BVI 100% Investment holding Cityhorizon Limited (2) Hong Kong 100% Not applicable NCN Group Management Limited Hong Kong 100% Provision of administrative and management services Crown Eagle Investment Limited Hong Kong 100% Investment holding NCN Group (Global) Limited Hong Kong 100% Investment holding ChenXing (Beijing) Advertising Co., Ltd PRC 100% Investment holding Ruibo (Shenzhen) Advertising Co., Ltd PRC 100% Investment holding NCN (Ningbo) Culture Media Co., Ltd PRC 100% Provision of advertising services NCN (Nanjing) Culture Co., Ltd PRC 100% Provision of advertising services NCN (Beijing) Advertising Co., Ltd. PRC 100% Provision of advertising services NCN (Tianjin) Culture Co., Ltd PRC 100% Provision of advertising services NCN Huamin Management Consultancy (Beijing) Company Limited (1) PRC 100% Not applicable Huizhong Lianhe Media Technology Co., Ltd. (1) PRC 100% Not applicable Remarks: 1) The subsidiaries’ business license has been revoked. 2) The Company has been deregistered on January 26, 2024. |
ACCOUNTS RECEIVABLES, NET
ACCOUNTS RECEIVABLES, NET | 12 Months Ended |
Dec. 31, 2023 | |
Accounts Receivables Net | |
ACCOUNTS RECEIVABLES, NET | NOTE 4 ACCOUNTS RECEIVABLES, NET Accounts receivables, net as of December 31, 2023 and December 31, 2022 were as follows: Accounts receivables, net 2023 2022 Accounts receivable $ 176,671 $ 74,783 Less: allowance for doubtful debts - - Total $ 176,671 $ 74,783 For the years ended December 31, 2023 and 2022, the Company recorded no |
PREPAID EXPENSES AND OTHER CURR
PREPAID EXPENSES AND OTHER CURRENT ASSETS, NET | 12 Months Ended |
Dec. 31, 2023 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
PREPAID EXPENSES AND OTHER CURRENT ASSETS, NET | NOTE 5 PREPAID EXPENSES AND OTHER CURRENT ASSETS, NET Prepaid expenses and other current assets, net as of December 31, 2023 and 2022 were as follows: Schedule of prepaid expenses and other current assets 2023 2022 Prepaid expenses $ 2,101 $ 8,081 Rental and other deposits - - Total $ 2,101 $ 8,081 |
OTHER ASSETS
OTHER ASSETS | 12 Months Ended |
Dec. 31, 2023 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
OTHER ASSETS | NOTE 6 OTHER ASSETS The Company has $ 2,006 For the years ended December 31, 2023 and 2022, no provision for slow moving other assets was charged to expenses. |
EQUIPMENT, NET
EQUIPMENT, NET | 12 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
EQUIPMENT, NET | NOTE 7 EQUIPMENT, NET Equipment, net as of December 31, 2023 and 2022 consisted of the following: Schedule of equipment, net 2023 2022 Office equipment $ 4,117 $ 4,117 Less: accumulated depreciation (3,062 ) (1,690 ) Total $ 1,055 $ 2,427 Depreciation for the years ended December 31, 2023 and 2022 amounted to $1,372 $1,690 Pledge of Equipment No equipment has been pledged by the Company. |
INTANGIBLE ASSETS, NET
INTANGIBLE ASSETS, NET | 12 Months Ended |
Dec. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
INTANGIBLE ASSETS, NET | NOTE 8 INTANGIBLE ASSETS, NET Intangible Assets, net as of December 31, 2023 and 2022 consisted of the following: Schedule of intangible assets As of December 31, 2023 As of December 31, 2022 Ningbo (Note 1) Tianjin (Note 2) Chengdu (Note 3) Total Total Cost $ 333,785 $ - $ 622,578 $ 956,363 $ 333,785 Less: accumulated amortization (139,077 ) - (207,526 ) (346,603 ) (27,815 ) Total $ 194,708 $ - $ 415,052 $ 609,760 $ 305,970 1) In 2022, intangible Assets of Ningbo are acquired advertising rights fee contracts and the Company measured the intangible assets acquired based on the fair value of the consideration given. The Company granted 606,881 $0.55 $333,785 2) Intangible Assets of Tianjin are acquired advertising rights fee contracts and the Company measured the intangible assets acquired based on the fair value of the consideration given. The Company granted 933,964 $0.55 $513,680 933,964 $449,473 3) Intangible Assets of Chengdu are acquired advertising rights fee contracts and the Company measured the intangible assets acquired based on the fair value of the consideration given. The Company granted 1,131,960 $0.55 $622,578 The Company recorded amortization expenses for the years ended December 31, 2023 and 2022, amounted to $ 382,995 $27,815 $449,473 Impairment test on other intangible assets As of December 31, 2023, the management measured impairment by comparing the carrying amount of the intangible assets to the undiscounted future cash flows that the intangible assets are expected to result from the use of the assets. The sum of the expected future undiscounted cash flows exceeded the carrying amount of the intangible assets. As a result, no impairment loss was recognized for these assets for the year ended December 31, 2023. The estimated amortization is as follows: Schedule of estimated amortization Estimated Twelve Months Ending December 31, 2024 $ 318,789 2025 290,971 2026 - 2027 - Thereafter - Total $ 609,760 |
RIGHT-OF-USE ASSETS, NET
RIGHT-OF-USE ASSETS, NET | 12 Months Ended |
Dec. 31, 2023 | |
Right-of-use Assets Net | |
RIGHT-OF-USE ASSETS, NET | NOTE 9 RIGHT-OF-USE ASSETS, NET Right-of-Use, net as of December 31, 2023 and 2022 consisted of the following: Schedule of estimated amortization 2023 2022 Cost $ 96,436 $ 80,870 Less: accumulated depreciation (57,980 ) (8,463 ) Total $ 38,456 $ 72,407 Depreciation for the years ended December 31, 2023 and 2022 amounted to $ 152,422 50,139 The Company has several operating advertising rights agreements with lease terms ranging from 2 3 $512,530 $79,213 $371,009 $34,348 |
ACCOUNTS PAYABLE, ACCRUED EXPEN
ACCOUNTS PAYABLE, ACCRUED EXPENSES AND OTHER PAYABLES | 12 Months Ended |
Dec. 31, 2023 | |
Payables and Accruals [Abstract] | |
ACCOUNTS PAYABLE, ACCRUED EXPENSES AND OTHER PAYABLES | NOTE 10 ACCOUNTS PAYABLE, ACCRUED EXPENSES AND OTHER PAYABLES Accounts payable, accrued expenses and other payables as of December 31, 2023 and 2022 consisted of the following: Schedule of accounts payable, accrued expenses and other payables 2023 2022 Accounts payable $ 279,910 $ 76,601 Payment in advance 1,447 - Accrued staff benefits and related fees 2,519,680 2,153,063 Accrued professional fees 128,929 93,171 Accrued interest expenses 448,662 214,094 Franchise tax payable - 92,300 Other accrued expenses 127,783 41,625 Other payables 100,491 100,491 Total $ 3,606,902 $ 2,771,345 |
SHORT-TERM LOANS
SHORT-TERM LOANS | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
SHORT-TERM LOANS | NOTE 11 SHORT-TERM LOANS As of December 31, 2023 and 2022, the Company recorded an aggregated amount of $ 1,443,785 bear a monthly interest of 1.5% and are repayable on demand. As of December 31, 2022, the Company recorded an aggregated amount of $1,165,372 $128,205 bearing yearly interest of 1% and are repayable on demand, the remaining loans are unsecured, bear a monthly interest of 1.5% and are repayable on demand. 2,500,000 128,205 The interest expenses of the short-term loans for the years ended December 31, 2023 and 2022 amounted to $ 208,090 $193,528 |
CONVERTIBLE PROMISSORY NOTES AN
CONVERTIBLE PROMISSORY NOTES AND WARRANTS | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
CONVERTIBLE PROMISSORY NOTES AND WARRANTS | NOTE 12 CONVERTIBLE PROMISSORY NOTES AND WARRANTS Issuance of 1% Convertible Promissory Notes, due 2025 in 2020 On January 14, 2020, the Company entered into a Subscription Agreement with Tsang Wai Yee Terri (“the Subscriber”) under which the Subscriber agreed to purchase the 1% $645,000 1% $645,000 $1.00 Issuance of 1% Convertible Promissory Notes, due 2027 in 2022 On January 18, 2022, the Company entered into a Subscription Agreement under which the Subscriber agreed to purchase the 1% Senior Unsecured Convertible Note Agreement from the Company for an agreement purchase price of two million five hundred thousand US Dollars ( $2,500,000 1% $2,500,000 $1.25 The following table details the accounting treatment of the convertible promissory notes: Schedule of convertible promissory notes 1% Convertible Promissory Notes, due in 2025 1% Convertible Promissory Notes, due in 2027 Total Net carrying value of convertible promissory notes as of December 31, 2022 $ 645,000 $ - $ 645,000 Proceeds of new 1% convertible promissory notes - 2,500,000 2,500,000 Less: Allocated intrinsic value of beneficial conversion feature (Note a) - (400,000 ) (400,000 ) Add: Accumulated amortization of debt discount - 147,062 147,062 Net carrying value of convertible promissory notes as of December 31, 2023 $ 645,000 $ 2,247,062 $ 2,892,062 Note: (a) At the time of issuance, the Company evaluated the intrinsic value of the beneficial conversion feature (“BCF”) associated with the conversion feature of the convertible promissory note. The BCF was recorded into additional paid-in capital. Additionally, the convertible promissory note was considered to have an embedded BCF because the effective conversion price was less than the fair value of the Company’s common stock on notes issuance date. The value of the BCF was recorded as a discount on the convertible promissory note. Hence, in connection with the issuance of the convertible promissory note, the Company recorded a total debt discount of $400,000 that will be amortized over the term of the Note using effective interest rate method. Amortization of debt discount The amortization of debt discount for the years ended December 31, 2023 and 2022 were as follows: Schedule of amortization of debt discount 2023 2022 1% convertible promissory notes, due in 2025 $ - $ - 1% convertible promissory notes, due in 2027 74,577 72,485 Total $ 74,577 $ 72,485 Interest Expense The for the years ended December 31, 2023 and 2022 were as follows: Schedule of interest expenses 2023 2022 1% convertible promissory notes, due in 2025 $ 6,450 $ 6,450 1% convertible promissory notes, due in 2027 25,000 23,767 Total $ 31,450 $ 30,217 |
LEASE LIABILITIES
LEASE LIABILITIES | 12 Months Ended |
Dec. 31, 2023 | |
Lease Liabilities | |
LEASE LIABILITIES | NOTE 13 LEASE LIABILITIES In 2022 and 2023, the Company entered into agreements to acquire rights to operate the advertising panels with lease term from 15 to 36 months. As of December 31, 2023, future minimum commitments under the Company’s non-cancelable operating lease, in accordance with ASC 842, are as follows: Schedule of future minimum operating lease payments Fiscal years ending December 31, Operating leases 2024 $ 5,259 2025 1,736 2026 - 2027 - Thereafter - Total undiscounted cash flows 6,995 Less: imputed interest (170 ) Present value of lease liabilities $ 6,825 As of December 31, 2023 and 2022, the remaining weighted-average lease term were 1.39 1.71 3.66% 4.60% Supplementary cash flow information related to lease where the Company was the lessee for the years ended December 31, 2023 and 2022 was as follows: Schedule of supplementary cash flow information 2023 2022 Operating cash outflows from operating lease $ 202,267 $ 54,974 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 14 COMMITMENTS AND CONTINGENCIES Contingencies The Company accounts for loss contingencies in accordance with ASC Topic 450 and other related guidelines. As of December 31, 2023 and 2022, the Company’s management is of the opinion that there are no commitments and contingencies to account for. |
STOCKHOLDERS_ DEFICIT
STOCKHOLDERS’ DEFICIT | 12 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
STOCKHOLDERS’ DEFICIT | NOTE 15 STOCKHOLDERS’ DEFICIT (A) Stock, Options and Warrants Issued for Services On December 30, 2021, the Board of Director granted an aggregate of 132,172 52,172 15,000 50,000 15,000 0 24,000 On October 1, 2022, NCN (Ningbo) Culture Media Co., Ltd, a wholly foreign-owned enterprise in Ningbo, China of the Company entered into an employment contract with Chen Zhu (“the employee”) under which the employee agreed to bring in the advertising rights in Ningbo to the Company and the Company will reward him for 606,881 shares of the Company’s common stock. On February 1, 2023, the Company agreed to issue 606,881 restricted shares of the Company’s common stock to the employee, Chen Zhu. Pursuant to the terms of employment contract, if the employee can achieve the annual sales and profit before tax goal in 2023 and 2024, the Company will issue bonus shares of 303,441 and 303,441 restricted shares of the Company’s common stock to the employee, respectively. In January 2023, NCN Chengdu and Tianjin started its operation and acquired rights to operate advertising panels in Chengdu and Tianjin. On April 25, 2023, the Company agreed to issue 933,964 1,131,960 933,964 1,131,960 In August 2023, the Company cancelled 933,964 In October 2023, the Company granted 427,350 42,735 In December 2023, the Company granted 50,000 1,915 (B) Restriction on payment of dividends The Company has not declared any dividends since incorporation. For instance, the terms of the outstanding promissory notes issued contain restrictions on the payment of dividends. The dividend restrictions provide that the Company or any of its subsidiaries shall not declare or pay dividends or other distributions in respect of the equity securities of such entity other than dividends or distributions of cash which amounts during any 12-month period that exceed ten percent (10%) of the consolidated net income of the Company based on the Company’s most recent audited consolidated financial statements disclosed in the Company’s annual report on Form 10-K (or equivalent form) filed with the U.S. Securities and Exchange Commission. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2023 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 16 RELATED PARTY TRANSACTIONS Except as set forth below, during the years ended December 31, 2023 and 2022, the Company did not enter into any material transactions or series of transactions that would be considered material in which any officer, director or beneficial owner of 5% or more of any class of the Company’s capital stock, or any immediate family member of any of the preceding persons, had a direct or indirect material interest. As of December 31, 2023 and 2022, the Company recorded an aggregated amount of $1,443,785 $1,037,167 1.5% of $ 0 $167,468 $206,855 $192,247 2,500,000 The Company recorded rental expense of $7,692 The summary of amount due to related parties included in the accounts payable, accrued expenses and other payables as the following: Schedule of related party transactions 2023 2022 Salaries payables to Earnest Leung $ 1,720,296 $ 1,566,449 Salaries payables to Shirley Cheng 88,846 25,769 Total $ 1,809,142 $ 1,592,218 2023 2022 Director’s fee payables to Earnest Leung $ 182,000 $ 170,000 Director’s fee payables to Shirley Cheng 106,500 94,500 Director’s fee payables to Frederick Wong 32,257 22,180 Total $ 320,757 $ 286,680 In addition to the transactions and balances detailed elsewhere in these financial statements, the Company had the following salary transactions with related parties. Schedule of salary transactions 2023 2022 Salaries to Earnest Leung $ 153,846 $ 153,846 Salaries to Shirley Cheng $ 87,179 $ 53,846 |
NET LOSS PER COMMON SHARE
NET LOSS PER COMMON SHARE | 12 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
NET LOSS PER COMMON SHARE | NOTE 17 NET LOSS PER COMMON SHARE Net loss per share information for the years ended December 31, 2023 and 2022 was as follows: Schedule of net (loss) profit per common share 2023 2022 Numerator: Net loss attributable to NCN common stockholders $ (1,906,353 ) $ (925,278 ) Denominator: Weighted average number of shares outstanding, basic * 22,347,843 21,017,190 Effect of dilutive securities Options and warrants - - Weighted average number of shares outstanding, diluted 22,347,843 21,017,190 Net (loss) profit per common share – basic and diluted $ (0.09 ) $ (0.04 ) * Including 268,172 shares that were granted and vested but not yet issued for the years ended December 31, 2023 and 2022, respectively. The diluted net (loss) profit per common share is the same as the basic net (loss) profit per common share for the years ended December 31, 2023 and 2022 as the ordinary shares issuable under stock options and warrants outstanding are anti-dilutive and are therefore excluded from the computation of diluted net (loss) profit per common share. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | NOTE 18 INCOME TAXES Income is subject to taxation in various countries in which the Company and its subsidiaries operate or are incorporated. The (loss) profit before income taxes by geographical locations for the years ended December 31, 2023 and 2022 were summarized as follows: Schedule of (income) loss before income taxes by geographical locations 2023 2022 United States $ (1,017,029 ) $ (361,094 ) Foreign (889,324 ) (564,184 ) $ (1,906,353 ) $ (925,278 ) The provision for income taxes consisted for the years ended December 31, 2023 and 2022 was as follows: Schedule of provision for income taxes 2023 2022 (Loss) Profit before income taxes $ (1,906,353 ) $ (925,278 ) Statutory income tax rate 21 % 21 % Income tax credit computed at statutory income rate (400,334 ) (194,308 ) Reconciling items: Non-deductible expenses 184,840 117,723 Share-based payments 9,377 5,040 Tax effect of tax exempt entity 1,917 755 Valuation allowance on deferred tax assets 204,200 70,790 Income tax $ - $ - Other than the United States, the Company is subject to taxation in Hong Kong and PRC. Under Hong Kong tax laws, deferred tax assets are recognized for tax loss carried forward to the extent that the realization of the related tax benefit through future taxable profits is probable. These tax losses do not expire under current Hong Kong tax legislation. Under PRC tax laws, tax losses may be carried forward for 5 years and no carry-back is allowed. At December 31, 2023 the Company does not have available tax losses in the Hong Kong and PRC to utilize for future taxable profits. The Coronavirus Aid, Relief and Economic Security Act (the “CARES Act”) was enacted on March 27, 2020. There are several different provisions with the CARES Act that impact income taxes for corporations. The Company has evaluated the tax implications and believes these provisions did not have a material impact to the financial statements. At December 31, 2023, the Company had an unused net operating loss carryforward of approximately $17,959,386 $3,771,472 expire on various from 2024 through 2037 Schedule of operating loss carryforward 2024 to 2028 $ 2,279,147 2029 to 2033 892,375 2034 to 2037 217,937 Indefinitely 382,013 $ 3,771,472 At December 31, 2022, the Company had an unused net operating loss carryforward of approximately $17,011,007 3,567,272 expire on various from 2024 through 2037 2024 to 2028 $ 2,279,147 2029 to 2033 892,375 2034 to 2037 217,937 Indefinitely 177,813 $ 3,567,272 The realization of net operating loss carryforward is uncertain at this time, a valuation allowance in the same amount has been established. Deferred income taxes reflect the net effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company’s deferred tax liabilities and assets of December 31, 2023 and 2022 are as follows: Schedule of deferred tax liabilities and deferred tax assets 2023 2022 Deferred tax liabilities $ - $ - Deferred tax assets: Effect of net operating loss carried forward 3,771,472 3,567,272 Less: valuation allowance (3,771,472 ) (3,567,272 ) Net deferred tax assets $ - $ - Movement of valuation allowance: Schedule of movement of valuation allowance 2023 2022 At the beginning of the year $ 3,567,272 $ 3,496,482 Current year addition (reduction) 204,200 70,790 At the end of the year $ 3,771,472 $ 3,567,272 |
CONCENTRATION OF RISK
CONCENTRATION OF RISK | 12 Months Ended |
Dec. 31, 2023 | |
Risks and Uncertainties [Abstract] | |
CONCENTRATION OF RISK | NOTE 19 CONCENTRATION OF RISK Credit risk Financial instruments that potentially subject the Group to significant concentrations of credit risk consist primarily of cash. As of December 31, 2023 and 2022, cash balance of $1,050 $1,571 $4,284 $18,780 Customer risk Details of the customer accounting for 10% or more of total revenues are as follows: Schedule of concentration of risk 2023 2022 Customer A $ 27,513 6% $ 100,013 94% Customer B $ 146,236 33% $ - - Customer C $ 67,702 15% $ - - Customer D $ 57,398 13% $ - - Details of the customer which accounted for 10% or more of accounts receivable are as follows: 2023 2022 Customer A $ 12,391 36% $ 69,339 93% Customer B $ 156,309 88% $ - - Supplier risk Details of the suppliers accounting for 10% or more of cost of advertising are as follows: 2023 2022 Supplier A $ 188,844 36% $ 43,899 53% Supplier B $ 76,192 14% $ - Details of the suppliers accounting for 10% or more of account payable are as follows: 2023 2022 Supplier A $ 183,799 42% $ 42,242 53% Supplier B $ 42,873 16% $ - - |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2023 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 20 SUBSEQUENT EVENTS On March 21, 2024, the Company agreed to issue 2,123,383 NCN Beijing entered into an employment contract with Li Jie (“the employee”) under which the employee agreed to bring in the advertising rights in Beijing to the Company and the Company will reward him for 2,123,383 shares of the Company’s common stock. Pursuant to the terms of employment contract, if the employee can achieve the annual sales and profit before tax goal in 2024 and 2025, the Company will issue bonus shares of 1,061,691 and restricted shares of the Company’s common stock to the employee, respectively. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Preparation | (A) Basis of Presentation and Preparation These consolidated financial statements of the Company have been prepared in conformity with generally accepted accounting principles in the United States of America (“GAAP”). |
Principles of Consolidation | (B) Principles of Consolidation The consolidated financial statements include the financial statements of Network CN Inc., its subsidiaries and variable interest entities for which it is the primary beneficiary. These variable interest entities are those in which the Company, through contractual arrangements, bears the risks and enjoys the rewards normally associated with ownership of the entities. Upon making this determination, the Company is deemed to be the primary beneficiary of these entities, which are then required to be consolidated for financial reporting purpose. All significant intercompany transactions and balances have been eliminated upon consolidation. |
Use of Estimates | (C) Use of Estimates The Company’s consolidated financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the consolidated financial statements and reported amounts of revenue and expense during the reporting period. Estimates are used when accounting for certain items such as accounting for income tax valuation allowances. Estimates are based on historical experience, where applicable, and assumptions that management believes are reasonable under the circumstances. Due to the inherent uncertainty involved with estimates, actual results may differ. |
Cash | (D) Cash Cash includes cash on hand, cash accounts, and interest-bearing savings accounts placed with banks and financial institutions. For the purposes of the statements of cash flow, the Company considers all highly liquid investments with original maturities of three months or less at the time of purchase to be cash equivalents. There were no |
Equipment, Net | (E) Equipment, Net Equipment is stated at cost less accumulated depreciation and impairment losses, if any. Depreciation is provided on a straight-line basis, less estimated residual values over the assets’ estimated useful lives. The estimated useful lives are as follows: Office equipment 3 5 When equipment is retired or otherwise disposed of, the related cost, accumulated depreciation and provision for impairment loss, if any, are removed from the respective accounts, and any gain or loss is reflected in the consolidated statements of operations and comprehensive loss. Repairs and maintenance costs on equipment are expensed as incurred. |
Impairment of Long-Lived Assets | (F) Impairment of Long-Lived Assets Long-lived assets, such as equipment, are reviewed for impairment whenever events or changes in circumstance indicate that the carrying amount of the assets may not be recoverable. An impairment loss is recognized when the carrying amount of a long-lived asset exceeds the sum of the undiscounted cash flows expected to be generated from the asset’s use and eventual disposition. An impairment loss is measured as the amount by which the carrying amount exceeds the fair value of the asset calculated using a undiscounted cash flow analysis. There was no |
Intangible Assets | (G) Intangible Assets Intangible assets mainly acquired through purchased intangible assets. Purchased intangible assets are initially recognized and measured at cost. The useful lives of intangible assets are assessed to be either finite or indefinite. Intangible assets with finite lives are subsequently amortized over their useful economic life and assessed for impairment whenever there is an indication that the intangible asset may be impaired. Identifiable intangible assets that have determinable lives continue to be amortized over their estimated useful lives using the straight-line method as follows: Advertising rights fee contracts 3 |
Accounts Receivable Net of Allowance for Expected Credit Losses | (H) Accounts Receivable Net of Allowance for Expected Credit Losses Accounts receivable primarily represents revenue recognized that was not invoiced at the balance sheet date and is primarily billed and collected in the following month. Trade accounts receivable are carried at the original invoiced amount less an estimated allowance for expected credit losses based on the probability of future collection. Management determines the adequacy of the allowance based on historical loss patterns, the number of days that customer invoices are past due, reasonable and supportable forecasts of future economic conditions to inform adjustments over historical loss data, and an evaluation of the potential risk of loss associated with specific accounts. When management becomes aware of circumstances that may further decrease the likelihood of collection, it records a specific allowance against amounts due, which reduces the receivable to the amount that management reasonably believes will be collected. The Company records changes in the estimate to the allowance for expected credit losses through provision for expected credit losses and reverses the allowance after the potential for recovery is considered remote. |
Leases | (I) Leases The Company adopted Accounting Standards Codification (ASC) Topic 842, Leases (ASC 842) effective as of January 1, 2019. Under ASC 842, the Company determines if an arrangement is or contains a lease at contract inception. Operating lease right-of-use (ROU) assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized based on the present value of lease payments over the lease term at the commencement date of the lease. ROU assets also include any initial direct costs incurred and any lease payments made at or before the lease commencement date, less any lease incentive received. The Company uses its incremental borrowing rate in determining the present value of lease payments based on the information available at the date of lease commencement. The incremental borrowing rate reflects the rate of interest that a lessee would have to pay to borrow, on a collateralized basis over a similar term, an amount equal to the lease payments in a similar economic environment. Lease expense for an operating lease is recognized on a straight-line basis over the lease term. The Company elected to not separate non-lease components from the associated lease components and to not recognize right-of-use assets and lease liabilities for leases with a term of twelve months or less. |
Convertible Promissory Notes and Warrants | (J) Convertible Promissory Notes and Warrants 1% Convertible Promissory Notes, due in 2025 On January 14, 2020, the Company issued 1% unsecured senior convertible promissory notes to an individual with the principal amount of $645,000. The 1% convertible promissory notes bore interest at 1% per annum, payable semi-annually January 13, 2025 1.00 The Company determined the 1% convertible promissory notes to be conventional convertible instruments under ASC Topic 815, Derivatives and Hedging. Its embedded conversion option qualified for equity classification. The 1% convertible promissory notes did not have any embedded conversion option which shall be bifurcated and separately accounted for as a derivative under ASC 815, nor did they contain a cash conversion feature. The Company accounted for the Notes in accordance with ASC 470, as a single debt instrument. No beneficial conversion feature (the “BCF”) was recognized as the set conversion price for the Notes was greater than the fair value of the Company’s share price at date of issuance. 1% Convertible Promissory Notes, due in 2027 On January 18, 2022, the Company entered into a Subscription Agreement under which the Subscriber agreed to purchase the 1% Senior Unsecured Convertible Note Agreement from the Company for an agreement purchase price of two million five hundred thousand US Dollars ($ 2,500,000 $2,500,000 1.25 The Company evaluates the conversion feature to determine whether it was beneficial as described in ASC 470-20. The intrinsic value of a beneficial conversion feature inherent to a convertible note payable, which is not bifurcated and accounted for separately from the convertible notes payable and may not be settled in cash upon conversion, is treated as a discount to the convertible notes payable. This discount is amortized over the period from the date of issuance to the date the notes is due using the effective interest method. If the notes payable are retired prior to the end of their contractual term, the unamortized discount is expensed in the period of retirement to interest expense. In general, the beneficial conversion feature is measured by comparing the effective conversion price, after considering the relative fair value of detachable instruments included in the financing transaction, if any, to the fair value of the shares of common stock at the commitment date to be received upon conversion. |
Revenue Recognition | (K) Revenue Recognition In accordance with ASC 606, Revenue From Contracts with Customers The Company recognizes revenue when a customer obtains control of promised services. The amount of revenue recognized reflects the consideration we expect to be entitled to receive in exchange for such services. To achieve this core principle, we apply the following five steps: 1) Identify the contract(s) with a customer - A contract with a customer exists when (i) we enter into an enforceable contract with a customer that defines each party’s rights regarding the goods or services to be transferred and identifies the payment terms related to those goods or services, (ii) the contract has commercial substance and, (iii) we determine that collection of substantially all consideration for goods or services that are transferred is probable based on the customer’s intent and ability to pay the promised consideration. We apply judgment in determining the customer’s ability and intention to pay, which is based on a variety of factors including the customer’s historical payment experience or, in the case of a new customer, published credit and financial information pertaining to the customer. The contract term for contracts that provide a right to terminate a contract for convenience without significant penalty will reflect the term that each party has enforceable rights under the contract (the period through the earliest termination date). If the termination right is only provided to the customer, the unsatisfied performance obligations will be evaluated as customer options as discussed below. 2) Identify the performance obligations in the contract - Performance obligations promised in a contract are identified based on the goods or services that will be transferred to the customer that are both (i) capable of being distinct, whereby the customer can benefit from the good or service either on its own or together with other resources that are readily available from third parties or from us, and (ii) are distinct in the context of the contract, whereby the transfer of the goods or services is separately identifiable from other promises in the contract. If these criteria are not met the promised goods or services are accounted for as a combined performance obligation. Certain of our contracts (under which we deliver multiple promised services) require us to perform integration activities where we bear risk with respect to integration activities. Therefore, we must apply judgment to determine whether as a result of those integration activities and risks, the promised services are distinct on the context of the contract. We typically do not include options that would result in a material right. If options to purchase additional services or options to renew are included in customer contracts, we evaluate the option in order to determine if our arrangement include promises that may represent a material right and needs to be accounted for as a performance obligation in the contract with the customer. 3) Determine the transaction price - The transaction price is determined based on the consideration to which we will be entitled in exchange for transferring goods or services to the customer. Our contract prices may include fixed amounts, variable amounts or a combination of both fixed and variable amounts. To the extent the transaction price includes variable consideration, we estimate the amount of variable consideration that should be included in the transaction price utilizing either the expected value method or the most likely amount method depending on the nature of the variable consideration. When determining if variable consideration should be constrained, management considers whether there are factors outside our control that could result in a significant reversal of revenue. In making these assessments, we consider the likelihood and magnitude of a potential reversal of revenue. These estimates are re-assessed each reporting period as required. 4) Allocate the transaction price to the performance obligations in the contract - If the contract contains a single performance obligation, the entire transaction price is allocated to the single performance obligation. Contracts that contain multiple performance obligations require an allocation of the transaction price to each performance obligation based on a relative standalone selling price (SSP) basis unless the transaction price is variable and meets the criteria to be allocated entirely to a performance obligation or to a distinct good or service that forms part of a single performance obligation. For most performance obligations, we determine standalone selling price based on the price at which the performance obligation is sold separately. Although uncommon, if the standalone selling price is not observable through past transactions, we estimate the standalone selling price taking into account available information such as market conditions and internally approved pricing guidelines related to the performance obligations. 5) Recognize revenue when (or as) we satisfy a performance obligation: we satisfy performance obligations either over time or at a point-in-time as discussed in further detail below. Revenue is recognized when the related performance obligation is satisfied by transferring control of a promised good or service to a customer. The Company recognizes revenue when the performance obligation is satisfied over time as services are rendered. |
Stock-based Compensation | (L) Stock-based Compensation The Company complies with ASC Topic 718, Compensation – Stock Compensation, using a modified prospective application transition method, which establishes accounting for stock-based awards in exchange for employee services. Under this application, the Company is required to record stock-based compensation expense for all awards granted. It requires that stock-based compensation cost is measured at grant date, based on the fair value of the award, and recognized as expense over the requisite services period. The Company follows ASC topic 505-50, “Accounting for Equity Instruments that are Issued to Other than Employees for Acquiring, or in Conjunction with Selling Goods and Services,” for stock issued to consultants and other non-employees. In accordance with ACS Topic 505-50, the stock issued as compensation for services provided to the Company are accounted for based upon the fair value of the services provided or the estimated fair market value of the stock, whichever can be more clearly determined. The fair value of the equity instrument is charged directly to expense over the period during which services are rendered. |
Income Taxes | (M) Income Taxes The Company recognizes deferred tax liabilities and assets for the expected future tax consequences of events that have been included in the consolidated financial statements or tax returns. Deferred tax liabilities and assets are determined based on the difference between the financial statement basis and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The Company estimates the degree to which tax assets and credit carryforwards will result in a benefit based on expected profitability by tax jurisdiction. A valuation allowance for such tax assets and loss carryforwards is provided when it is determined to be more likely than not that the benefit of such deferred tax asset will not be realized in future periods. Tax benefits of operating loss carryforwards are evaluated on an ongoing basis, including a review of historical and projected future operating results, the eligible carryforward period, and other circumstances. If it becomes more likely than not that a tax asset will be used, the related valuation allowance on such assets would be reduced. The Company recognizes tax benefits from uncertain tax positions only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. Once this threshold has been met, the Company’s measurement of its expected tax benefits is recognized in its consolidated financial statements. The Company accrues interest on unrecognized tax benefits as a component of income tax expense. Penalties, if incurred, would be recognized as a component of income tax expense. |
Comprehensive Income (Loss) | (N) Comprehensive Income (Loss) The Company follows ASC Topic 220, Comprehensive Income, for the reporting and display of its comprehensive income (loss) and related components in the consolidated financial statements and thereby reports a measure of all changes in equity of an enterprise that results from transactions and economic events other than transactions with the shareholders. Items of comprehensive income (loss) are reported in both the consolidated statements of operations and comprehensive income and the consolidated statement of stockholders’ deficit. Accumulated other comprehensive income as presented on the consolidated balance sheets consisted of the accumulative foreign currency translation adjustment at period end. |
Earnings (Loss) Per Common Share | (O) Earnings (Loss) Per Common Share Basic earnings (loss) per common share are computed in accordance with ASC Topic 260, Earning per Share, by dividing the net income (loss) attributable to holders of common stock by the weighted average number of shares of common stock outstanding during the period. Diluted earnings (loss) per common share is computed by dividing net income (loss) by the weighted average number of common shares including the dilutive effect of common share equivalents then outstanding. The diluted net profit/(loss) per common share is the same as the basic net profit/(loss) per share for the years ended December 31, 2023 and 2022 as all potential common shares including stock options and warrants are anti-dilutive and are therefore excluded from the computation of diluted net profit/(loss) per share. |
Foreign Currency Translation | (P) Foreign Currency Translation The assets and liabilities of the Company’s subsidiaries and variable interest entity denominated in currencies other than U.S. dollars are translated into U.S. dollars using the applicable exchange rates at the balance sheet date. For consolidated statements of operations and comprehensive loss’ items, amounts denominated in currencies other than U.S. dollars were translated into U.S. dollars using the average exchange rate during the period. Equity accounts were translated at their historical exchange rates. Net gains and losses resulting from translation of foreign currency on consolidated financial statements are included in the statements of stockholders’ equity as accumulated other comprehensive income (loss). Foreign currency transaction gains and losses are reflected in the unaudited consolidated statements of operations and comprehensive income. |
Fair Value of Financial Instruments | (Q) Fair Value of Financial Instruments ASC Topic 820, Fair Value Measurements and Disclosure, defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Company considers the principal or most advantageous market in which it would transact, and it considers assumptions that market participants would use when pricing the asset or liability. It establishes a fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. It establishes three levels of inputs that may be used to measure fair value: Level 1 Level 2 Level 3 The carrying value of the Company’s financial instruments, which consist of cash, prepaid expenses and other current assets, accounts payable, accrued expenses and other payables, and convertible promissory notes approximates fair value due to the short-term maturities. The carrying value of the Company’s financial instruments related to warrants associated with convertible promissory notes is stated at a value being equal to the allocated proceeds of convertible promissory notes based on the relative fair value of notes and warrants. In the measurement of the fair value of these instruments, the Black-Scholes option pricing model is utilized, which is consistent with the Company’s historical valuation techniques. These derived fair value estimates are significantly affected by the assumptions used. As the allocated value of the financial instruments related to warrants associated with convertible promissory notes is recorded in additional paid-in capital, the financial instruments related to warrants were not required to mark to market as of each subsequent reporting period. The carrying value of the Company’s financial instruments related to options is measuring its fair value using the Black-Scholes option pricing model, which is consistent with the Company’s historical valuation techniques. The fair value of option is recorded as dividend. |
Recent Accounting Pronouncements | (R) Recent Accounting Pronouncements In March 2022, the Financial Accounting Standards Board (“FASB”) issued ASU No 2022-02, “Financial Instruments—Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures” (“ASU 2022-02”). ASU 2022-02 eliminates the accounting guidance for troubled debt restructurings by creditors while enhancing disclosure requirements for certain loan refinancing and restructurings by creditors made to borrowers experiencing financial difficulty. In addition, the amendments require disclosure of current period gross write-offs for financing receivables and net investment in leases by year of origination in the vintage disclosures. ASU 2022-02 is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. Except for expanded disclosures to its vintage disclosures, ASU 2022-02 did not have a material effect on the Company’s current financial position, results of operations or financial statements. In October 2023, the FASB issued ASU No 2023-06, “ Disclosure Agreements – Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative” (“ASU 2023-06”). ASU 2023-06 will align the disclosure and presentation requirements in the FASB Accounting Standards Codification with the SEC’s regulations. The amendments in ASU 2023-06 will be applied prospectively and are effective when the SEC removes the related requirements from Regulations S-X or S-K. Any amendments the SEC does not remove by June 30, 2027 will not be effective. As the Company is currently subject to these SEC requirements, ASU 2023-06 is not expected to have a material effect on the Company’s current financial position, results of operations or financial statement disclosures. In November 2023, the FASB issued ASU No 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures” (“ASU 2023-07”). ASU 2023-07 expands disclosures about a public entity’s reportable segments and requires more enhanced information about a reportable segment’s expenses, interim segment profit or loss, and how a public entity’s chief operating decision maker uses reported segment profit or loss information in assessing segment performance and allocating resources. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years. Early adoption is permitted. ASU 2023-07 should be applied retrospectively to all prior periods presented in the financial statements. The Company does not expect ASU 2023-07 to have a material effect on the Company’s current financial position, results of operations or financial statement disclosures. In December 2023, the FASB issued ASU No 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures” (“ASU 2023-09”). ASU 2023-09 expands disclosures in the rate reconciliation and requires disclosure of income taxes paid by jurisdiction. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024. Early adoption is permitted. ASU 2023-09 should be applied prospectively; however, retrospective application is permitted. The Company does not expect ASU 2023-09 to have a material effect on the Company’s current financial position, results of operations or financial statement disclosures. |
Reclassifications | (S) Reclassifications Certain reclassifications have been made to the prior year financial information to conform to the presentation used in the financial statements for the year ended December 31, 2023. |
SUBSIDIARIES (Tables)
SUBSIDIARIES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Schedule of Investments [Abstract] | |
Schedule of subsidiaries and variable interest entities | Schedule of subsidiaries and variable interest entities Name Place of Incorporation Ownership/Control interest attributable to the Company Principal activities NCN Group Limited BVI 100% Investment holding NCN Media Services Limited BVI 100% Investment holding Cityhorizon Limited (2) Hong Kong 100% Not applicable NCN Group Management Limited Hong Kong 100% Provision of administrative and management services Crown Eagle Investment Limited Hong Kong 100% Investment holding NCN Group (Global) Limited Hong Kong 100% Investment holding ChenXing (Beijing) Advertising Co., Ltd PRC 100% Investment holding Ruibo (Shenzhen) Advertising Co., Ltd PRC 100% Investment holding NCN (Ningbo) Culture Media Co., Ltd PRC 100% Provision of advertising services NCN (Nanjing) Culture Co., Ltd PRC 100% Provision of advertising services NCN (Beijing) Advertising Co., Ltd. PRC 100% Provision of advertising services NCN (Tianjin) Culture Co., Ltd PRC 100% Provision of advertising services NCN Huamin Management Consultancy (Beijing) Company Limited (1) PRC 100% Not applicable Huizhong Lianhe Media Technology Co., Ltd. (1) PRC 100% Not applicable Remarks: 1) The subsidiaries’ business license has been revoked. 2) The Company has been deregistered on January 26, 2024. |
ACCOUNTS RECEIVABLES, NET (Tabl
ACCOUNTS RECEIVABLES, NET (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Accounts Receivables Net | |
Accounts receivables, net | Accounts receivables, net 2023 2022 Accounts receivable $ 176,671 $ 74,783 Less: allowance for doubtful debts - - Total $ 176,671 $ 74,783 |
PREPAID EXPENSES AND OTHER CU_2
PREPAID EXPENSES AND OTHER CURRENT ASSETS, NET (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of prepaid expenses and other current assets | Schedule of prepaid expenses and other current assets 2023 2022 Prepaid expenses $ 2,101 $ 8,081 Rental and other deposits - - Total $ 2,101 $ 8,081 |
EQUIPMENT, NET (Tables)
EQUIPMENT, NET (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Schedule of equipment, net | Schedule of equipment, net 2023 2022 Office equipment $ 4,117 $ 4,117 Less: accumulated depreciation (3,062 ) (1,690 ) Total $ 1,055 $ 2,427 |
INTANGIBLE ASSETS, NET (Tables)
INTANGIBLE ASSETS, NET (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of intangible assets | Schedule of intangible assets As of December 31, 2023 As of December 31, 2022 Ningbo (Note 1) Tianjin (Note 2) Chengdu (Note 3) Total Total Cost $ 333,785 $ - $ 622,578 $ 956,363 $ 333,785 Less: accumulated amortization (139,077 ) - (207,526 ) (346,603 ) (27,815 ) Total $ 194,708 $ - $ 415,052 $ 609,760 $ 305,970 1) In 2022, intangible Assets of Ningbo are acquired advertising rights fee contracts and the Company measured the intangible assets acquired based on the fair value of the consideration given. The Company granted 606,881 $0.55 $333,785 2) Intangible Assets of Tianjin are acquired advertising rights fee contracts and the Company measured the intangible assets acquired based on the fair value of the consideration given. The Company granted 933,964 $0.55 $513,680 933,964 $449,473 3) Intangible Assets of Chengdu are acquired advertising rights fee contracts and the Company measured the intangible assets acquired based on the fair value of the consideration given. The Company granted 1,131,960 $0.55 $622,578 |
Schedule of estimated amortization | Schedule of estimated amortization Estimated Twelve Months Ending December 31, 2024 $ 318,789 2025 290,971 2026 - 2027 - Thereafter - Total $ 609,760 |
RIGHT-OF-USE ASSETS, NET (Table
RIGHT-OF-USE ASSETS, NET (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Right-of-use Assets Net | |
Schedule of estimated amortization | Schedule of estimated amortization 2023 2022 Cost $ 96,436 $ 80,870 Less: accumulated depreciation (57,980 ) (8,463 ) Total $ 38,456 $ 72,407 |
ACCOUNTS PAYABLE, ACCRUED EXP_2
ACCOUNTS PAYABLE, ACCRUED EXPENSES AND OTHER PAYABLES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Payables and Accruals [Abstract] | |
Schedule of accounts payable, accrued expenses and other payables | Schedule of accounts payable, accrued expenses and other payables 2023 2022 Accounts payable $ 279,910 $ 76,601 Payment in advance 1,447 - Accrued staff benefits and related fees 2,519,680 2,153,063 Accrued professional fees 128,929 93,171 Accrued interest expenses 448,662 214,094 Franchise tax payable - 92,300 Other accrued expenses 127,783 41,625 Other payables 100,491 100,491 Total $ 3,606,902 $ 2,771,345 |
CONVERTIBLE PROMISSORY NOTES _2
CONVERTIBLE PROMISSORY NOTES AND WARRANTS (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of convertible promissory notes | Schedule of convertible promissory notes 1% Convertible Promissory Notes, due in 2025 1% Convertible Promissory Notes, due in 2027 Total Net carrying value of convertible promissory notes as of December 31, 2022 $ 645,000 $ - $ 645,000 Proceeds of new 1% convertible promissory notes - 2,500,000 2,500,000 Less: Allocated intrinsic value of beneficial conversion feature (Note a) - (400,000 ) (400,000 ) Add: Accumulated amortization of debt discount - 147,062 147,062 Net carrying value of convertible promissory notes as of December 31, 2023 $ 645,000 $ 2,247,062 $ 2,892,062 Note: (a) At the time of issuance, the Company evaluated the intrinsic value of the beneficial conversion feature (“BCF”) associated with the conversion feature of the convertible promissory note. The BCF was recorded into additional paid-in capital. Additionally, the convertible promissory note was considered to have an embedded BCF because the effective conversion price was less than the fair value of the Company’s common stock on notes issuance date. The value of the BCF was recorded as a discount on the convertible promissory note. Hence, in connection with the issuance of the convertible promissory note, the Company recorded a total debt discount of $400,000 that will be amortized over the term of the Note using effective interest rate method. |
Schedule of amortization of debt discount | Schedule of amortization of debt discount 2023 2022 1% convertible promissory notes, due in 2025 $ - $ - 1% convertible promissory notes, due in 2027 74,577 72,485 Total $ 74,577 $ 72,485 |
Schedule of interest expenses | Schedule of interest expenses 2023 2022 1% convertible promissory notes, due in 2025 $ 6,450 $ 6,450 1% convertible promissory notes, due in 2027 25,000 23,767 Total $ 31,450 $ 30,217 |
LEASE LIABILITIES (Tables)
LEASE LIABILITIES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Lease Liabilities | |
Schedule of future minimum operating lease payments | Schedule of future minimum operating lease payments Fiscal years ending December 31, Operating leases 2024 $ 5,259 2025 1,736 2026 - 2027 - Thereafter - Total undiscounted cash flows 6,995 Less: imputed interest (170 ) Present value of lease liabilities $ 6,825 |
Schedule of supplementary cash flow information | Schedule of supplementary cash flow information 2023 2022 Operating cash outflows from operating lease $ 202,267 $ 54,974 |
RELATED PARTY TRANSACTIONS (Tab
RELATED PARTY TRANSACTIONS (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Related Party Transactions [Abstract] | |
Schedule of related party transactions | Schedule of related party transactions 2023 2022 Salaries payables to Earnest Leung $ 1,720,296 $ 1,566,449 Salaries payables to Shirley Cheng 88,846 25,769 Total $ 1,809,142 $ 1,592,218 2023 2022 Director’s fee payables to Earnest Leung $ 182,000 $ 170,000 Director’s fee payables to Shirley Cheng 106,500 94,500 Director’s fee payables to Frederick Wong 32,257 22,180 Total $ 320,757 $ 286,680 |
Schedule of salary transactions | Schedule of salary transactions 2023 2022 Salaries to Earnest Leung $ 153,846 $ 153,846 Salaries to Shirley Cheng $ 87,179 $ 53,846 |
NET LOSS PER COMMON SHARE (Tabl
NET LOSS PER COMMON SHARE (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of net (loss) profit per common share | Schedule of net (loss) profit per common share 2023 2022 Numerator: Net loss attributable to NCN common stockholders $ (1,906,353 ) $ (925,278 ) Denominator: Weighted average number of shares outstanding, basic * 22,347,843 21,017,190 Effect of dilutive securities Options and warrants - - Weighted average number of shares outstanding, diluted 22,347,843 21,017,190 Net (loss) profit per common share – basic and diluted $ (0.09 ) $ (0.04 ) * Including 268,172 shares that were granted and vested but not yet issued for the years ended December 31, 2023 and 2022, respectively. |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Schedule of (income) loss before income taxes by geographical locations | Schedule of (income) loss before income taxes by geographical locations 2023 2022 United States $ (1,017,029 ) $ (361,094 ) Foreign (889,324 ) (564,184 ) $ (1,906,353 ) $ (925,278 ) |
Schedule of provision for income taxes | Schedule of provision for income taxes 2023 2022 (Loss) Profit before income taxes $ (1,906,353 ) $ (925,278 ) Statutory income tax rate 21 % 21 % Income tax credit computed at statutory income rate (400,334 ) (194,308 ) Reconciling items: Non-deductible expenses 184,840 117,723 Share-based payments 9,377 5,040 Tax effect of tax exempt entity 1,917 755 Valuation allowance on deferred tax assets 204,200 70,790 Income tax $ - $ - |
Schedule of operating loss carryforward | Schedule of operating loss carryforward 2024 to 2028 $ 2,279,147 2029 to 2033 892,375 2034 to 2037 217,937 Indefinitely 382,013 $ 3,771,472 At December 31, 2022, the Company had an unused net operating loss carryforward of approximately $17,011,007 3,567,272 expire on various from 2024 through 2037 2024 to 2028 $ 2,279,147 2029 to 2033 892,375 2034 to 2037 217,937 Indefinitely 177,813 $ 3,567,272 |
Schedule of deferred tax liabilities and deferred tax assets | Schedule of deferred tax liabilities and deferred tax assets 2023 2022 Deferred tax liabilities $ - $ - Deferred tax assets: Effect of net operating loss carried forward 3,771,472 3,567,272 Less: valuation allowance (3,771,472 ) (3,567,272 ) Net deferred tax assets $ - $ - |
Schedule of movement of valuation allowance | Schedule of movement of valuation allowance 2023 2022 At the beginning of the year $ 3,567,272 $ 3,496,482 Current year addition (reduction) 204,200 70,790 At the end of the year $ 3,771,472 $ 3,567,272 |
CONCENTRATION OF RISK (Tables)
CONCENTRATION OF RISK (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Risks and Uncertainties [Abstract] | |
Schedule of concentration of risk | Schedule of concentration of risk 2023 2022 Customer A $ 27,513 6% $ 100,013 94% Customer B $ 146,236 33% $ - - Customer C $ 67,702 15% $ - - Customer D $ 57,398 13% $ - - Details of the customer which accounted for 10% or more of accounts receivable are as follows: 2023 2022 Customer A $ 12,391 36% $ 69,339 93% Customer B $ 156,309 88% $ - - Supplier risk Details of the suppliers accounting for 10% or more of cost of advertising are as follows: 2023 2022 Supplier A $ 188,844 36% $ 43,899 53% Supplier B $ 76,192 14% $ - Details of the suppliers accounting for 10% or more of account payable are as follows: 2023 2022 Supplier A $ 183,799 42% $ 42,242 53% Supplier B $ 42,873 16% $ - - |
ORGANIZATION AND PRINCIPAL AC_2
ORGANIZATION AND PRINCIPAL ACTIVITIES (Details Narrative) - USD ($) | 1 Months Ended | 12 Months Ended | |||||||
May 16, 2023 | Apr. 25, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 20, 2023 | Jan. 02, 2023 | Jan. 18, 2022 | Dec. 31, 2021 | Apr. 28, 2020 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||
Net cash used in operating activities | $ 298,765 | $ 198,403 | |||||||
Stockholders' deficits | $ 7,114,191 | $ 6,337,754 | $ 6,171,255 | ||||||
Common stock description | Company will reward him for 606,881 shares of the Company’s common stock. Pursuant to the terms of employment contract, if the employee can achieve the annual sales and profit before tax goal in 2023 and 2024, the Company will issue bonus shares of 303,441 and 303,441 restricted shares of the Company’s common stock to the employee, respectively. | ||||||||
Common stock, shares authorized | 100,000,000 | 100,000,000 | 26,666,667 | ||||||
Preferred Stock, Shares Authorized | 10,000,000 | 10,000,000 | 5,000,000 | ||||||
Subscription Agreement [Member] | |||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||
Agreement purchase price | $ 2,500,000 | ||||||||
Principal amount | $ 2,500,000 | ||||||||
Shares issued price per share | $ 1.25 | ||||||||
Tianjin [Member] | |||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||
Number of shares cancelled | 933,964 | ||||||||
Qi Hao [Member] | |||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||
Agreed to issued shsares | 933,964 | ||||||||
Yang Wu Qiang [Member] | |||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||
Agreed to issued shsares | 1,131,960 | ||||||||
Chengdu [Member] | |||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||
Reward of shares | 933,964 | ||||||||
Tianjin [Member] | |||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||
Reward of shares | 1,131,960 |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | 12 Months Ended | |||
Jan. 14, 2020 | Dec. 31, 2022 | Dec. 31, 2023 | Jan. 18, 2022 | |
Property, Plant and Equipment [Line Items] | ||||
Cash equivalents | $ 0 | |||
Impairment of long-lived assets | $ 0 | |||
Advertising rights fee contracts | 3 years | |||
Note Exchange Agreement [Member] | Unsecured Debt [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Frequency of payment | semi-annually | |||
Maturity date | Jan. 13, 2025 | |||
Conversion price (in dollars per share) | $ 1 | |||
Aggregate principal amount | $ 645,000 | |||
Subscription Agreement [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Aggregate principal amount | $ 2,500,000 | |||
Agreement purchase price | $ 2,500,000 | |||
Shares issued price per share | $ 1.25 | |||
Office Equipment [Member] | Minimum [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Estimated useful lives of equipment | 3 years | |||
Office Equipment [Member] | Maximum [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Estimated useful lives of equipment | 5 years |
SUBSIDIARIES AND VARIABLE INTER
SUBSIDIARIES AND VARIABLE INTEREST ENTITIES (Details) | 12 Months Ended | |
Dec. 31, 2023 | ||
NCN Group Limited [Member] | ||
Place of Incorporation | BVI | |
Ownership/Control interest attributable to the Company | 100% | |
Principal activities | Investment holding | |
NCN Media Services Limited [Member] | ||
Place of Incorporation | BVI | |
Ownership/Control interest attributable to the Company | 100% | |
Principal activities | Investment holding | |
Cityhorizon Limited [Member] | ||
Place of Incorporation | Hong Kong | [1] |
Ownership/Control interest attributable to the Company | 100% | [1] |
Principal activities | Not applicable | [1] |
NCN Group Management Limited [Member] | ||
Place of Incorporation | Hong Kong | |
Ownership/Control interest attributable to the Company | 100% | |
Principal activities | Provision of administrative and management services | |
Crown Eagle Investment Limited [Member] | ||
Place of Incorporation | Hong Kong | |
Ownership/Control interest attributable to the Company | 100% | |
Principal activities | Investment holding | |
NCN Group (Global) Limited [Member] | ||
Place of Incorporation | Hong Kong | |
Ownership/Control interest attributable to the Company | 100% | |
Principal activities | Investment holding | |
Chen Xing Beijing Advertising Co Ltd [Member] | ||
Place of Incorporation | PRC | |
Ownership/Control interest attributable to the Company | 100% | |
Principal activities | Investment holding | |
Ruibo (Shenzhen) Advertising Co., Ltd [Member] | ||
Place of Incorporation | PRC | |
Ownership/Control interest attributable to the Company | 100% | |
Principal activities | Investment holding | |
NCN (Ningbo) Culture Media Co., Ltd [Member] | ||
Place of Incorporation | PRC | |
Ownership/Control interest attributable to the Company | 100% | |
Principal activities | Provision of advertising services | |
NCN (Nanjing) Culture Co., Ltd [Member] | ||
Place of Incorporation | PRC | |
Ownership/Control interest attributable to the Company | 100% | |
Principal activities | Provision of advertising services | |
NCN (Beijing) Advertising Co., Ltd. [Member] | ||
Place of Incorporation | PRC | |
Ownership/Control interest attributable to the Company | 100% | |
Principal activities | Provision of advertising services | |
NCN (Tianjin) Culture Co., Ltd [Member] | ||
Place of Incorporation | PRC | |
Ownership/Control interest attributable to the Company | 100% | |
Principal activities | Provision of advertising services | |
NCN Huamin Management Consultancy (Beijing) Company Limited [Member] | ||
Place of Incorporation | PRC | [2] |
Ownership/Control interest attributable to the Company | 100% | [2] |
Principal activities | Not applicable | [2] |
Huizhong Lianhe Media Technology Co., Ltd. [Member] | ||
Place of Incorporation | PRC | [2] |
Ownership/Control interest attributable to the Company | 100% | [2] |
Principal activities | Not applicable | [2] |
[1]The Company has been deregistered on January 26, 2024.[2]The subsidiaries’ business license has been revoked. |
ACCOUNTS RECEIVABLES, NET (Deta
ACCOUNTS RECEIVABLES, NET (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Accounts Receivables Net | ||
Accounts receivable | $ 176,671 | $ 74,783 |
Less: allowance for doubtful debts | 0 | 0 |
Total | $ 176,671 | $ 74,783 |
ACCOUNTS RECEIVABLES, NET (De_2
ACCOUNTS RECEIVABLES, NET (Details Narrative) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Accounts Receivables Net | ||
Allowance for doubtful debts | $ 0 | $ 0 |
PREPAID EXPENSES AND OTHER CU_3
PREPAID EXPENSES AND OTHER CURRENT ASSETS, NET (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Prepaid expenses | $ 2,101 | $ 8,081 |
Rental and other deposits | ||
Total | $ 2,101 | $ 8,081 |
OTHER ASSETS (Details Narrative
OTHER ASSETS (Details Narrative) | Dec. 31, 2023 USD ($) |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Other assets held for sales | $ 2,006 |
EQUIPMENT, NET (Details)
EQUIPMENT, NET (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Property, Plant and Equipment [Line Items] | ||
Less: accumulated depreciation | $ (3,062) | $ (1,690) |
Total | 1,055 | 2,427 |
Office Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Equipment, gross | $ 4,117 | $ 4,117 |
EQUIPMENT, NET (Details Narrati
EQUIPMENT, NET (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation expense | $ 1,372 | $ 1,690 |
INTANGIBLE ASSETS, NET (Details
INTANGIBLE ASSETS, NET (Details) - USD ($) | 1 Months Ended | 12 Months Ended | ||
May 16, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | ||
Restructuring Cost and Reserve [Line Items] | ||||
Cost | $ 956,363 | $ 333,785 | ||
Less: accumulated amortization | (346,603) | (27,815) | ||
Total | 609,760 | $ 305,970 | ||
Loss on written off of intangible assets | 449,473 | |||
Ningbo [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Cost | [1] | 333,785 | ||
Less: accumulated amortization | [1] | (139,077) | ||
Total | [1] | $ 194,708 | ||
Stock issued for acquisition of intangible assets | 606,881 | |||
Share Price | $ 0.55 | |||
Cost of intangible assets | $ 333,785 | |||
Tianjin [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Cost | [2] | |||
Less: accumulated amortization | [2] | |||
Total | [2] | |||
Stock issued for acquisition of intangible assets | 933,964 | |||
Share Price | $ 0.55 | |||
Cost of intangible assets | $ 513,680 | |||
Number of shares cancelled | 933,964 | |||
Loss on written off of intangible assets | $ 449,473 | |||
Chengdu [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Cost | [3] | 622,578 | ||
Less: accumulated amortization | [3] | (207,526) | ||
Total | [3] | $ 415,052 | ||
Stock issued for acquisition of intangible assets | 1,131,960 | |||
Share Price | $ 0.55 | |||
Cost of intangible assets | $ 622,578 | |||
[1]In 2022, intangible Assets of Ningbo are acquired advertising rights fee contracts and the Company measured the intangible assets acquired based on the fair value of the consideration given. The Company granted 606,881 $0.55 $333,785 933,964 $0.55 $513,680 933,964 $449,473 1,131,960 $0.55 $622,578 |
INTANGIBLE ASSETS, NET (Detai_2
INTANGIBLE ASSETS, NET (Details 1) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2024 | $ 318,789 | |
2025 | 290,971 | |
2026 | ||
2027 | ||
Thereafter | ||
Total | $ 609,760 | $ 305,970 |
INTANGIBLE ASSETS, NET (Detai_3
INTANGIBLE ASSETS, NET (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Amortization expenses | $ 382,995 | $ 27,815 |
Loss on written off of intangible assets | $ 449,473 |
RIGHT-OF-USE ASSETS, NET (Detai
RIGHT-OF-USE ASSETS, NET (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Right-of-use Assets Net | ||
Cost | $ 96,436 | $ 80,870 |
Less: accumulated depreciation | (57,980) | (8,463) |
Total | $ 38,456 | $ 72,407 |
RIGHT-OF-USE ASSETS, NET (Det_2
RIGHT-OF-USE ASSETS, NET (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Depreciation on Right-of-Use, net | $ 152,422 | $ 50,139 |
Right-of-use assets | 512,530 | 79,213 |
Derecognition of right-of-use assets | $ 371,009 | $ 34,348 |
Minimum [Member] | ||
Lease term | 2 years | |
Maximum [Member] | ||
Lease term | 3 years |
ACCOUNTS PAYABLE, ACCRUED EXP_3
ACCOUNTS PAYABLE, ACCRUED EXPENSES AND OTHER PAYABLES (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Payables and Accruals [Abstract] | ||
Accounts payable | $ 279,910 | $ 76,601 |
Payment in advance | 1,447 | |
Accrued staff benefits and related fees | 2,519,680 | 2,153,063 |
Accrued professional fees | 128,929 | 93,171 |
Accrued interest expenses | 448,662 | 214,094 |
Franchise tax payable | 92,300 | |
Other accrued expenses | 127,783 | 41,625 |
Other payables | 100,491 | 100,491 |
Total | $ 3,606,902 | $ 2,771,345 |
SHORT-TERM LOANS (Details Narra
SHORT-TERM LOANS (Details Narrative) - USD ($) | 1 Months Ended | 12 Months Ended | |
Jan. 18, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | |
Debt Instrument [Line Items] | |||
Short-term loan | $ 1,443,785 | $ 1,165,372 | |
Short-term loan | 128,205 | ||
Interest expense on short term debt | $ 208,090 | $ 193,528 | |
Convertible Notes [Member] | |||
Debt Instrument [Line Items] | |||
Proceeds from issuance of convertible notes | $ 2,500,000 | ||
Unsecured Debt [Member] | |||
Debt Instrument [Line Items] | |||
Interest rate term | bear a monthly interest of 1.5% and are repayable on demand. | bearing yearly interest of 1% and are repayable on demand, the remaining loans are unsecured, bear a monthly interest of 1.5% and are repayable on demand. | |
Short-term loan | $ 128,205 | $ 128,205 |
CONVERTIBLE PROMISSORY NOTES (D
CONVERTIBLE PROMISSORY NOTES (Details) | 12 Months Ended | |
Dec. 31, 2023 USD ($) | ||
Short-Term Debt [Line Items] | ||
Net carrying value of convertible promissory notes, beginning balance | $ 645,000 | |
Proceeds of new 1% convertible promissory notes | 2,500,000 | |
Allocated intrinsic value of beneficial conversion feature | (400,000) | [1] |
Add: Accumulated amortization of debt discount | 147,062 | |
Net carrying value of convertible promissory notes, ending balance | 2,892,062 | |
New 1% Convertible Promissory Notes Due In 2025 [Member] | ||
Short-Term Debt [Line Items] | ||
Net carrying value of convertible promissory notes, beginning balance | 645,000 | |
Proceeds of new 1% convertible promissory notes | ||
Allocated intrinsic value of beneficial conversion feature | [1] | |
Add: Accumulated amortization of debt discount | ||
Net carrying value of convertible promissory notes, ending balance | 645,000 | |
New 1% Convertible Promissory Notes Due In 2027 [Member] | ||
Short-Term Debt [Line Items] | ||
Net carrying value of convertible promissory notes, beginning balance | ||
Proceeds of new 1% convertible promissory notes | 2,500,000 | |
Allocated intrinsic value of beneficial conversion feature | (400,000) | [1] |
Add: Accumulated amortization of debt discount | 147,062 | |
Net carrying value of convertible promissory notes, ending balance | $ 2,247,062 | |
[1]At the time of issuance, the Company evaluated the intrinsic value of the beneficial conversion feature (“BCF”) associated with the conversion feature of the convertible promissory note. The BCF was recorded into additional paid-in capital. Additionally, the convertible promissory note was considered to have an embedded BCF because the effective conversion price was less than the fair value of the Company’s common stock on notes issuance date. The value of the BCF was recorded as a discount on the convertible promissory note. Hence, in connection with the issuance of the convertible promissory note, the Company recorded a total debt discount of $400,000 that will be amortized over the term of the Note using effective interest rate method. |
CONVERTIBLE PROMISSORY NOTES _3
CONVERTIBLE PROMISSORY NOTES (Details 1) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Short-Term Debt [Line Items] | ||
Amortization of debt discount | $ 74,577 | $ 72,485 |
New 1% Convertible Promissory Notes Due In 2025 [Member] | ||
Short-Term Debt [Line Items] | ||
Amortization of debt discount | ||
New 1% Convertible Promissory Notes Due In 2027 [Member] | ||
Short-Term Debt [Line Items] | ||
Amortization of debt discount | $ 74,577 | $ 72,485 |
CONVERTIBLE PROMISSORY NOTES _4
CONVERTIBLE PROMISSORY NOTES (Details 2) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Short-Term Debt [Line Items] | ||
Interest expenses of the notes | $ 31,450 | $ 30,217 |
New 1% Convertible Promissory Notes Due In 2025 [Member] | ||
Short-Term Debt [Line Items] | ||
Interest expenses of the notes | 6,450 | 6,450 |
New 1% Convertible Promissory Notes Due In 2027 [Member] | ||
Short-Term Debt [Line Items] | ||
Interest expenses of the notes | $ 25,000 | $ 23,767 |
CONVERTIBLE PROMISSORY NOTES _5
CONVERTIBLE PROMISSORY NOTES AND WARRANTS (Details Narrative) - USD ($) | Jan. 18, 2022 | Jan. 14, 2020 |
Note Exchange Agreement [Member] | 1% Convertible Promissory Notes Due on April 1, 2014 [Member] | ||
Debt Instrument [Line Items] | ||
Interest rate | 1% | |
Aggregate principal amount | $ 645,000 | |
Note Exchange Agreement [Member] | Unsecured Debt [Member] | ||
Debt Instrument [Line Items] | ||
Interest rate | 1% | |
Aggregate principal amount | $ 645,000 | |
Conversion price (in dollars per share) | $ 1 | |
Subscription Agreement [Member] | ||
Debt Instrument [Line Items] | ||
Aggregate principal amount | $ 2,500,000 | |
Agreement purchase price | $ 2,500,000 | |
Shares issued price per share | $ 1.25 |
LEASE LIABILITIES (Details)
LEASE LIABILITIES (Details) | Dec. 31, 2023 USD ($) |
Lease Liabilities | |
2024 | $ 5,259 |
2025 | 1,736 |
2026 | |
2027 | |
Thereafter | |
Total undiscounted cash flows | 6,995 |
Less: imputed interest | (170) |
Present value of lease liabilities | $ 6,825 |
LEASE LIABILITIES (Details 1)
LEASE LIABILITIES (Details 1) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Lease Liabilities | ||
Operating cash outflows from operating lease | $ 202,267 | $ 54,974 |
LEASE LIABILITIES (Details Narr
LEASE LIABILITIES (Details Narrative) | Dec. 31, 2023 | Dec. 31, 2022 |
Lease Liabilities | ||
Remaining weighted-average lease term | 1 year 4 months 20 days | 1 year 8 months 15 days |
Weighted-average incremental borrowing rate | 3.66% | 4.60% |
STOCKHOLDERS_ DEFICIT (Details
STOCKHOLDERS’ DEFICIT (Details Narrative) - USD ($) | 1 Months Ended | 12 Months Ended | ||||||
Oct. 31, 2023 | Aug. 31, 2023 | Apr. 25, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Jan. 02, 2023 | Dec. 30, 2021 | |
Defined Benefit Plan Disclosure [Line Items] | ||||||||
Shares granted of common stock | 132,172 | |||||||
Noncash stock based compensation | $ 0 | $ 24,000 | ||||||
Common stock description | Company will reward him for 606,881 shares of the Company’s common stock. On February 1, 2023, the Company agreed to issue 606,881 restricted shares of the Company’s common stock to the employee, Chen Zhu. Pursuant to the terms of employment contract, if the employee can achieve the annual sales and profit before tax goal in 2023 and 2024, the Company will issue bonus shares of 303,441 and 303,441 restricted shares of the Company’s common stock to the employee, respectively. | |||||||
Stock grant recognized | $ 44,650 | $ 24,000 | ||||||
Consultant [Member] | ||||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||||
Shares issued for services | 427,350 | 50,000 | ||||||
Stock grant recognized | $ 42,735 | $ 1,915 | ||||||
Qi Hao [Member] | ||||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||||
Agreed to issued shsares | 933,964 | |||||||
Yang Wu Qiang [Member] | ||||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||||
Agreed to issued shsares | 1,131,960 | |||||||
Chengdu [Member] | ||||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||||
Reward of shares | 933,964 | |||||||
Tianjin [Member] | ||||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||||
Reward of shares | 1,131,960 | |||||||
Share canelled | 933,964 | |||||||
Earnest Leung [Member] | ||||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||||
Number of vested shares | 52,172 | |||||||
Wong Wing Kong [Member] | ||||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||||
Number of vested shares | 15,000 | |||||||
Shirley Cheng [Member] | ||||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||||
Number of vested shares | 50,000 | |||||||
Frederick Wong [Member] | ||||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||||
Number of vested shares | 15,000 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Related Party Transaction [Line Items] | ||
Salaries payables | $ 1,809,142 | $ 1,592,218 |
Fee payables | 320,757 | 286,680 |
Earnest Leung [Member] | ||
Related Party Transaction [Line Items] | ||
Salaries payables | 1,720,296 | 1,566,449 |
Fee payables | 182,000 | 170,000 |
Shirley Cheng [Member] | ||
Related Party Transaction [Line Items] | ||
Salaries payables | 88,846 | 25,769 |
Fee payables | 106,500 | 94,500 |
Frederick Wong [Member] | ||
Related Party Transaction [Line Items] | ||
Fee payables | $ 32,257 | $ 22,180 |
RELATED PARTY TRANSACTIONS (D_2
RELATED PARTY TRANSACTIONS (Details 1) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Earnest Leung [Member] | ||
Related Party Transaction [Line Items] | ||
Salaries | $ 153,846 | $ 153,846 |
Shirley Cheng [Member] | ||
Related Party Transaction [Line Items] | ||
Salaries | $ 87,179 | $ 53,846 |
RELATED PARTY TRANSACTIONS (D_3
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Jan. 18, 2022 | |
Related Party Transaction [Line Items] | |||
Short-term loans | $ 128,205 | ||
Interest expenses | 206,855 | 192,247 | |
Subscription Agreement [Member] | |||
Related Party Transaction [Line Items] | |||
Agreement purchase price | $ 2,500,000 | ||
Accounts Payable And Accrued Liabilities And Other Payables [Member] | |||
Related Party Transaction [Line Items] | |||
Interest payable | 0 | 167,468 | |
Shareholder [Member] | |||
Related Party Transaction [Line Items] | |||
Short-term loans | $ 1,443,785 | $ 1,037,167 | |
Interest rate | 1.50% | ||
Habitat Investment Holdings Limited [Member] | |||
Related Party Transaction [Line Items] | |||
Rental expense | $ 7,692 |
NET LOSS PER COMMON SHARE (Deta
NET LOSS PER COMMON SHARE (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | ||
Numerator: | |||
Net loss attributable to NCN common stockholders | $ (1,906,353) | $ (925,278) | |
Denominator: | |||
Weighted average number of shares outstanding, basic | [1] | 22,347,843 | 21,017,190 |
Options and warrants | |||
Weighted average number of shares outstanding, diluted | 22,347,843 | 21,017,190 | |
Net loss per common share, basic | $ (0.09) | $ (0.04) | |
Net loss per common share, diluted | $ (0.09) | $ (0.04) | |
[1]Including 268,172 shares that were granted and vested but not yet issued for the years ended December 31, 2023 and 2022, respectively. |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Income tax expense | $ (1,906,353) | $ (925,278) |
UNITED STATES | ||
Income tax expense | (1,017,029) | (361,094) |
Foreign [Member] | ||
Income tax expense | $ (889,324) | $ (564,184) |
INCOME TAXES (Details 1)
INCOME TAXES (Details 1) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | ||
(Loss) Profit before income taxes | $ (1,906,353) | $ (925,278) |
Statutory income tax rate | 21% | 21% |
Income tax credit computed at statutory income rate | $ (400,334) | $ (194,308) |
Reconciling items: | ||
Non-deductible expenses | 184,840 | 117,723 |
Share-based payments | 9,377 | 5,040 |
Tax effect of tax exempt entity | 1,917 | 755 |
Valuation allowance on deferred tax assets | 204,200 | 70,790 |
Income tax |
INCOME TAXES (Details 2)
INCOME TAXES (Details 2) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Income Tax Disclosure [Abstract] | ||
2024 to 2028 | $ 2,279,147 | $ 2,279,147 |
2029 to 2033 | 892,375 | 892,375 |
2034 to 2037 | 217,937 | 217,937 |
Indefinitely | 382,013 | 177,813 |
Effect of net operating loss carried forward | $ 3,771,472 | $ 3,567,272 |
INCOME TAXES (Details 3)
INCOME TAXES (Details 3) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Income Tax Disclosure [Abstract] | |||
Deferred tax liabilities | |||
Deferred tax assets: | |||
Effect of net operating loss carried forward | 3,771,472 | 3,567,272 | |
Less: valuation allowance | (3,771,472) | (3,567,272) | $ (3,496,482) |
Net deferred tax assets |
INCOME TAXES (Details 4)
INCOME TAXES (Details 4) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | ||
At the beginning of the year | $ 3,567,272 | $ 3,496,482 |
Current year addition (reduction) | 204,200 | 70,790 |
At the end of the year | $ 3,771,472 | $ 3,567,272 |
INCOME TAXES (Details Narrative
INCOME TAXES (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | ||
Tax credit carryforward, description | Under Hong Kong tax laws, deferred tax assets are recognized for tax loss carried forward to the extent that the realization of the related tax benefit through future taxable profits is probable. These tax losses do not expire under current Hong Kong tax legislation. Under PRC tax laws, tax losses may be carried forward for 5 years and no carry-back is allowed. At December 31, 2023 the Company does not have available tax losses in the Hong Kong and PRC to utilize for future taxable profits. | |
Net operating loss carryforward | $ 17,959,386 | $ 17,011,007 |
Valuation allowance of net operating loss carryforwards | $ 3,771,472 | $ 3,567,272 |
Operating loss carryforwards, expire year | expire on various from 2024 through 2037 | expire on various from 2024 through 2037 |
CONCENTRATION OF RISK (Details)
CONCENTRATION OF RISK (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Concentration Risk [Line Items] | ||
Revenues | $ 446,019 | $ 106,498 |
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Customer A [Member] | ||
Concentration Risk [Line Items] | ||
Revenues | $ 27,513 | $ 100,013 |
Concentration risk, percentage | 6% | 94% |
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Customer B [Member] | ||
Concentration Risk [Line Items] | ||
Revenues | $ 146,236 | |
Concentration risk, percentage | 33% | |
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Customer C [Member] | ||
Concentration Risk [Line Items] | ||
Revenues | $ 67,702 | |
Concentration risk, percentage | 15% | |
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Customer D [Member] | ||
Concentration Risk [Line Items] | ||
Revenues | $ 57,398 | |
Concentration risk, percentage | 13% | |
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Customer A [Member] | ||
Concentration Risk [Line Items] | ||
Revenues | $ 12,391 | $ 69,339 |
Concentration risk, percentage | 36% | 93% |
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Customer B [Member] | ||
Concentration Risk [Line Items] | ||
Revenues | $ 156,309 | |
Concentration risk, percentage | 88% | |
Cost Of Advertising [Member] | Customer Concentration Risk [Member] | Supplier A [Member] | ||
Concentration Risk [Line Items] | ||
Revenues | $ 188,844 | $ 43,899 |
Concentration risk, percentage | 36% | 53% |
Cost Of Advertising [Member] | Customer Concentration Risk [Member] | Supplier B [Member] | ||
Concentration Risk [Line Items] | ||
Revenues | $ 76,192 | |
Concentration risk, percentage | 14% | |
Accounts Payable [Member] | Customer Concentration Risk [Member] | Supplier A [Member] | ||
Concentration Risk [Line Items] | ||
Revenues | $ 183,799 | $ 42,242 |
Concentration risk, percentage | 42% | 53% |
Accounts Payable [Member] | Customer Concentration Risk [Member] | Supplier B [Member] | ||
Concentration Risk [Line Items] | ||
Revenues | $ 42,873 | |
Concentration risk, percentage | 16% |
CONCENTRATION OF RISK (Details
CONCENTRATION OF RISK (Details Narrative) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Risks and Uncertainties [Abstract] | ||
Cash | $ 1,050 | $ 1,571 |
Deposit | $ 4,284 | $ 18,780 |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) - Subsequent Event [Member] - Chen Zhu [Member] - shares | 1 Months Ended | |
Jan. 02, 2024 | Mar. 21, 2024 | |
Subsequent Event [Line Items] | ||
Number of restricted common shares issued | 2,123,383 | |
Restricted share description | NCN Beijing entered into an employment contract with Li Jie (“the employee”) under which the employee agreed to bring in the advertising rights in Beijing to the Company and the Company will reward him for 2,123,383 shares of the Company’s common stock. Pursuant to the terms of employment contract, if the employee can achieve the annual sales and profit before tax goal in 2024 and 2025, the Company will issue bonus shares of 1,061,691 and restricted shares of the Company’s common stock to the employee, respectively. |