NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
NOTE 1. NATURE OF OPERATIONS AND BASIS OF PRESENTATION
Longduoduo Company Limited (“Longduoduo”, together as a
group with Longduoduo’s subsidiaries referred to as the “Company” or “we”) was incorporated in the State
of Nevada on October 25, 2021. The Company provides comprehensive and high-quality preventive healthcare solutions including a wide range
of preventive healthcare services, including disease screening healthcare treatment, healthcare products and other services through a
network of third-party healthcare service providers.
Longduoduo’s subsidiaries include:
| ● | Longduoduo
Company Limited (Hong Kong) (“Longduoduo HK”), which was established on July 26, 2021 under the laws of Hong Kong.
On October 26, 2021, Longduoduo issued 300,000,000 shares of its common stock to the original shareholders of Longduoduo HK,
in exchange for 100% of the outstanding shares of Longduoduo HK (the “Share Exchange”). |
| ● | Longduoduo
Health Technology Company Limited (“Longduoduo Health Technology”), a privately held Limited Company registered
in Inner Mongolia, China on August 20, 2020. On August 16, 2021, Longduoduo HK acquired 100% of the ownership of Longduoduo Health
Technology from the original shareholders of Longduoduo Health Technology. |
| ● | Inner
Mongolia Qingguo Health Consulting Company Limited (“Qingguo”), a privately held Limited Company registered in Inner
Mongolia, China on June 18, 2020. On September 8, 2020, Longduoduo Health Technology acquired 90% of the ownership of Qingguo from
the original shareholders of Qingguo. |
| ● | Inner
Mongolia Rongbin Health Consulting Company Limited (“Rongbin”), a privately held Limited Company registered in Inner
Mongolia, China. On March 18, 2021. Longduoduo Health Technology controlled 80% of the ownership of Rongbin since established. |
| ● | Inner
Mongolia Chengheng Health Consulting Company Limited (“Chengheng”), a privately held Limited Company registered
in Inner Mongolia, China on April 9, 2021. Longduoduo Health Technology controlled 80% of the ownership of Chengheng since established. |
| ● | Inner
Mongolia Tianju Health Consulting Company Limited (“Tianju”), a privately held Limited Company registered in Inner
Mongolia, China on July 5, 2021. Longduoduo Health Technology has controlled 51% of Tianju since inception. |
The transactions summarized above are treated
in the Company’s financial statements as a corporate restructuring (reorganization) of entities under common control, as each of
the seven entities have at all times been under the control of Mr. Zhang Liang. Therefore, in accordance with ASC 805-50-45-5, the current
capital structure has been retroactively presented in prior periods as if such structure existed at that time, and the entities under
common control are presented on a combined basis for all periods. Since all of the subsidiaries were under common control for all periods
presented, the results of these subsidiaries are included in the Company’s financial statements for all periods presented.
LONGDUODUO COMPANY LIMITED AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
A. Going concern
Management has determined there is substantial
doubt about the Company’s ability to continue as a going concern as a result of lack of significant revenues and recurring losses.
If the Company is unable to generate significant revenue or secure additional financing, it may be required to cease or curtail its operations.
The accompanying consolidated financial statements do not include adjustments that might result from the outcome of this uncertainty.
The Company’s operations have been financed
primarily by advances and loans from related parties. Zhang Liang, the president, chairman of the board, director and a shareholder of
Longduoduo, will provide support in the future if needed.
Management intends to expand product offerings
and increase the Company’s customers, so as to have a stable base for competition. In this manner, Management hopes to generate
sufficient operating cash inflow to support its future operations and development of the Company in addition to capital raised from shareholders’
support.
B. Basis of presentation
The accompanying consolidated financial statements
are expressed in U.S. Dollars and have been prepared on the accrual basis of accounting in accordance with accounting principles generally
accepted in the United States of America (“U.S. GAAP”).
C. Principles of consolidation
The consolidated financial statements include
the accounts of Longduoduo and its subsidiaries. All significant inter-company accounts and transactions have been eliminated. The consolidated
financial statements include 100% of assets, liabilities, and net income or loss of these subsidiaries.
Longduoduo’s subsidiaries as of March 31,
2023 are listed as follows:
Name | |
Place of Incorporation | |
Attributable equity interest % | | |
Authorized
capital |
Longduoduo Company Limited | |
Hong Kong | |
| 100 | | |
HK$ | |
| 10,000 | |
Longduoduo Health Technology Company Limited | |
China | |
| 100 | | |
| |
| 0 | |
Inner Mongolia Qingguo Health Consulting Company Limited | |
China | |
| 90 | | |
| |
| 0 | |
Inner Mongolia Rongbin Health Consulting Company Limited | |
China | |
| 80 | | |
| |
| 0 | |
Inner Mongolia Chengheng Health Consulting Company Limited | |
China | |
| 80 | | |
| |
| 0 | |
Inner Mongolia Tianju Health Consulting Company Limited | |
China | |
| 51 | | |
| |
| 0 | |
D. Use of estimates
The preparation of consolidated financial statements
in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities,
disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses
during the reporting periods. Management makes these estimates using the best information available at the time the estimates are made;
however, actual results could differ from those estimates. Significant items subject to such estimates and assumptions include the inventory
valuation allowance and the treatment of the shares issued. These estimates are often based on complex judgments and assumptions that
management believes to be reasonable but are inherently uncertain and unpredictable. Actual results could differ from these estimates.
LONGDUODUO COMPANY LIMITED AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
E. Functional currency and foreign currency
translation
An entity’s functional currency is the currency
of the primary economic environment in which it operates, normally that is the currency of the environment in which the entity primarily
generates and expends cash. Management’s judgment is essential to determine the functional currency by assessing various indicators,
such as cash flows, sales price and market, expenses, financing and inter-company transactions and arrangements. The functional currency
of the Company is the Chinese Renminbi (“RMB’), except the functional currency of Longduoduo HK is the Hong Kong Dollar and
the functional currency of Longduoduo is the United States dollar (“US Dollars” or “$”). The reporting currency
of these consolidated financial statements is in US Dollars.
The financial statements of Longduoduo’s
subsidiaries, which are prepared using the RMB, are translated into the Company’s reporting currency, the US Dollar. Assets and
liabilities are translated using the exchange rate at each reporting period end date. Revenue and expenses are translated using weighted
average rates prevailing during each reporting period, and stockholders’ equity (deficit) is translated at historical exchange rates.
Adjustments resulting from the translation are recorded as a separate component of accumulated other comprehensive income or expense.
Transactions denominated in currencies other than
the functional currency are translated into the functional currency at the exchange rates prevailing at the dates of the transactions.
Foreign currency exchange gains and losses resulting from these transactions are included in operations.
The exchange rates used for foreign currency translation
are as follows:
|
|
|
|
For the Nine Months Ended
March 31, |
|
|
|
|
2023 |
|
2022 |
|
|
|
|
(USD to RMB/ USD to
HKD) |
|
(USD to RMB/ USD to
HKD) |
Assets and liabilities |
|
period end exchange rate |
|
|
6.8680/7.8498 |
|
|
6.3431/7.7744 |
Revenue and expenses |
|
period weighted average |
|
|
6.9339/7.8362 |
|
|
6.4046/7.7907 |
F. Concentration of credit risk
The Company maintains cash in state-owned banks
in China. In China, the insurance coverage of each bank is RMB500,000 (approximately USD$73,000). As of March 31, 2023 and June 30,
2022, the Company had $156,298 and $93,510 cash in excess of the insured amount, respectively.
During the nine months ended March 31, 2023 and
2022, no customer generated more than 10% of revenue.
During the nine months ended March 31, 2023 and
2022, the Company had four and three major suppliers that accounted for over 10% of its total cost of revenue, respectively.
| |
For the Nine Months Ended March 31, | |
| |
2023 | | |
2022 | |
| |
Cost of revenue | | |
Percentage of Cost of revenue | | |
Cost of revenue | | |
Percentage of Cost of revenue | |
A | |
$ | 110,993 | | |
| 37 | % | |
$ | 234,669 | | |
| 32 | % |
B | |
| 57,587 | | |
| 19 | % | |
| 98,505 | | |
| 13 | % |
C | |
| 53,500 | | |
| 18 | % | |
| 184,605 | | |
| 25 | % |
D | |
| 45,009 | | |
| 15 | % | |
| 65,784 | | |
| 9 | % |
G. Cash and cash equivalents
Cash consists of cash on hand and bank deposits,
which are unrestricted as to withdrawal and use. All highly liquid investments with original stated maturity of three months or less are
classified as cash and cash equivalents. Cash equivalents approximate or equal fair value due to their short-term nature. The Company’s
cash and cash equivalents consist of cash on hand and cash in bank as of March 31, 2023 and June 30, 2022.
LONGDUODUO COMPANY LIMITED AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
H. Property and equipment
Property and equipment are stated at cost. Expenditures
for maintenance and repairs are charged to operations when incurred, while additions and betterments are capitalized. Depreciation is
recorded on a straight-line basis over the useful lives of the assets. When assets are retired or disposed, the asset’s original
cost and related accumulated depreciation are eliminated from those accounts and any gain or loss is reflected in income.
The Company capitalizes certain costs associated
with the acquisition of software. Once the software is ready for its intended use, these costs are amortized on a straight-line basis
over the software’s expected useful life.
The estimated useful lives for property and equipment
categories are as follows:
Office equipment and furniture | |
3 years |
Leasehold Improvements | |
1-5 years |
I. Intangible Assets
Intangible assets consist of software. Intangible
assets are initially recognized at their respective acquisition costs. All of the Company’s intangible assets have been determined
to have finite useful lives and are, therefore, amortized using the straight-line method over their estimated useful lives:
J. Fair value measurements
The Company applies the provisions of the Financial
Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Section 820, Fair Value
Measurements (“ASC 820”), for fair value measurements of financial assets and financial liabilities and for fair
value measurements of nonfinancial items that are recognized or disclosed at fair value in the financial statements. ASC 820 also establishes
a framework for measuring fair value and expands disclosures about fair value measurements.
Fair value is defined as the price that would
be received when selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement
date. In determining the fair value for the assets and liabilities required or permitted to be recorded, 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.
ASC 820 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. ASC
820 establishes three levels of inputs that may be used to measure fair value. The hierarchy gives the highest priority to unadjusted
quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to measurements involving
significant unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are as follows:
| Level 1: | Unadjusted quoted prices in active markets that are accessible
at the measurement date for identical, unrestricted assets or liabilities; |
| Level 2: | Quoted prices, other than those in Level 1, in markets
that are not active, or inputs that are observable, either directly or indirectly, for substantially the full term of the asset or liability, |
| Level 3: | Prices or valuation techniques that require inputs that
are both significant to the fair value measurement and unobservable (supported by little or no market activity). |
There were no transfers between level 1, level
2 or level 3 measurements for the three months ended March 31, 2023 and 2022.
Financial assets and liabilities of the Company
are primarily comprised of cash and cash equivalents, prepayments, other receivables, inventories, due from related parties, accounts
payable, deferred revenue, accrued expenses, due to related parties, loan from third party, security deposits, other current liabilities,
operating lease liabilities and other payables. As of March 31, 2023 and June 30, 2022, the carrying values of these financial instruments
approximated their fair values due to the short-term maturity of these instruments.
LONGDUODUO COMPANY LIMITED AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
K. Segment information and geographic data
The Company is operating in one segment in accordance
with the accounting guidance in FASB ASC Topic 280, Segment Reporting. The company’s revenues are from customers in
People’s Republic of China (“PRC”). All assets of the Company are located in the PRC.
L. Revenue recognition
The Company adopted FASB ASC Section 606 —
Revenue from Contracts with Customers. Under ASC 606, the Company recognizes revenue from the sales of products and services by applying
the following steps: (1) identify the contract with a customer; (2) identify the performance obligations in the contract; (3) determine
the transaction price; (4) allocate the transaction price to each performance obligation in the contract; and (5) recognize revenue when
each performance obligation is satisfied.
The Company recognizes revenue when the amount
of revenue can be reliably measured, it is probable that economic benefits will flow to the entity, and specific criteria have been met
for each of the Company’s activities as described below.
Service and Product Revenue
The Company sells healthcare package, including
healthcare consulting services and healthcare products. Customers may purchase healthcare services packages, or healthcare services combined
with nutritional products. Currently all sales of products are bundled with healthcare services. The combination of services and products
are generally capable of being distinct and accounted for as separate performance obligations. For the sale of healthcare package that
includes services and products, the Company allocates revenues based on their relative selling prices.
The Company sells a healthcare service package
to a customer which represents the rights to services purchased by the Company. The delivery of healthcare service package to a customer
represents a separate performance obligation. The Company’s policy is to recognize the service revenue when service is provided.
At that time of the sale of healthcare service package, ownership and risk of loss have been transferred to the customer. Accordingly,
revenue is recognized at the point in time when the service is provided. Service revenue is recognized when the healthcare service package
has been delivered to the customer as no performance obligation remaining after the delivery of healthcare service package.
Management regularly reviews the sales return
and allowance based on historical experience. Any subsequent sales return and cancellations are recognized upon notification from the
customers. The amount of sales return allowance for the sale of healthcare service package amounted to $4,485 and $4,817 as of March
31, 2023 and June 30, 2022, respectively. Management’s estimated sales return were 1.3% and 0.87%, respectively, of the
total service revenue for the nine months ended March 31, 2023 and 2022.
Product revenue mainly resulted from the sale
of healthcare and nutritional products, including Collagen peptide, Calcium tablet and other products. The Company recognized revenue
when the product has been delivered, ownership and risk of loss have been transferred to the customer. The Company accepts returns if
the products are well packaged and can be resold. Management regularly reviews the sales return and allowance based on historical experience.
The amount of sales return allowance for the sale of healthcare products amounted to $865 and $997 as of March 31, 2023 and
June 30, 2022, respectively. Management’s estimated sales return were 1.77% and 0.96%, respectively, of the total product
revenue for the nine months ended March 31, 2023 and 2022.
The Company typically collects fees before delivery
of healthcare packages. Amounts received from a customer before the delivery of healthcare package are recorded as deferred revenue on
the Consolidated Balance Sheets.
LONGDUODUO COMPANY LIMITED AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
Cost of Revenues
Cost of service consists primarily of the cost
of healthcare service packages purchased from third party healthcare service providers to fulfil a contract with a customer. No asset
was recognized from the costs incurred to obtain or fulfil a contract with a customer.
Cost of products consists primarily of the cost
of healthcare products purchased from suppliers. Cost of products is recognized when the product has been delivered to the customer.
M. Income taxes
The Company follows FASB ASC Section 740, Income
Taxes, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that
have been included in the financial statements or tax returns. Under this method, deferred income taxes are recognized for the tax consequences
in future years of differences between the tax bases of assets and liabilities and their financial reporting amounts at each period end
based on enacted tax laws and statutory tax rates applicable to the periods in which the differences are expected to affect taxable income.
Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized.
ASC 740-10-30 requires income tax positions to
meet a more-likely-than-not recognition threshold to be recognized in the financial statements. Under ASC 740-10-30, tax positions that
previously failed to meet the more-likely-than-not threshold should be recognized in the first subsequent financial reporting period in
which that threshold is met.
The application of tax laws and regulations is
subject to legal and factual interpretation, judgment and uncertainty. Tax laws and regulations themselves are subject to change as a
result of changes in fiscal policy, changes in legislation, the evolution of regulations and court rulings. Therefore, the actual liability
may be materially different from our estimates, which could result in the need to record additional tax liabilities or potentially reverse
previously recorded tax liabilities or the deferred tax asset valuation allowance.
As a result of the implementation of ASC 740-10,
the Company made a comprehensive review of its portfolio of tax positions in accordance with recognition standards established by ASC
740-10. The Company recognized no material adjustments to liabilities or shareholder’s equity as a result of the implementation.
N. Earnings (loss) per share
The Company computes earnings (loss) per share
(“EPS”) in accordance with ASC 260, Earnings Per Share. ASC 260 requires companies with complex capital structures
to present basic and diluted EPS. Basic EPS is measured as net income (loss) divided by the weighted average common shares outstanding
during the period.
Diluted EPS is similar to basic EPS but presents
the dilutive effect on a per share basis of contracts to issue common shares (e.g., convertible securities, options and warrants) as if
they had been converted at the beginning of the periods presented, or issuance date, if later. The computation of diluted EPS includes
the estimated impact of the exercise of contracts to purchase common stock using the treasury stock method and the potential shares of
converted common stock associated with the convertible debt using the if-converted method. Potential common shares that have an anti-dilutive
effect (i.e., those that increase earnings per share or decrease loss per share) are excluded from the calculation of diluted EPS. As
of March 31, 2023 and June 30, 2022, the Company was not party to any contract to issue shares.
O. Risks and uncertainties
In March 2020, the World Health Organization (“WHO”)
declared the coronavirus (COVID 19), a global pandemic and public health emergency. The WHO has recommended containment and mitigation
measures worldwide and domestically, self-isolation and shelter-in-place requirements have been or are being put in place. At this point,
the Company cannot reasonably estimate the length or severity of this pandemic, or the extent to which this disruption may impact its
financial statements and future results of operations. Our future business outlook and expectations are very uncertain due to the impact
of the COVID-19 outbreak and are very difficult to quantify. It is difficult to assess or predict the impact of this unprecedented event
on our business, financial results or financial condition.
P. Recently adopted accounting pronouncements
We do not believe that any recently issued but
not yet effective accounting standards, if currently adopted, would have a material effect on the Company’s consolidated financial
position, statements of operations and cash flows.
LONGDUODUO COMPANY LIMITED AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
NOTE 3. PREPAYMENTS
Prepayments primarily include prepayments for
services, equipment, rent and property management fees. As of March 31, 2023 and June 30, 2022, prepayments were $114,691 and $33,837,
respectively.
NOTE 4. PROPERTY AND EQUIPMENT
At March 31, 2023 and June 30, 2022, property
and equipment, at cost, consisted of:
| |
March 31, | | |
June 30, | |
| |
2023 | | |
2022 | |
Office equipment and furniture | |
$ | 161,928 | | |
$ | 104,458 | |
Leasehold improvement | |
| 76,091 | | |
| 70,561 | |
Total | |
| 238,019 | | |
| 175,019 | |
Accumulated depreciation | |
| 115,715 | | |
| 65,786 | |
Total property and equipment, net | |
$ | 122,304 | | |
$ | 109,233 | |
The Company recorded depreciation expense of $16,898 for
the three months ended March 31, 2023, of which $14,743 was recorded as operating expense and $2,155 was recorded
as cost of revenue. The Company recorded depreciation expense of $51,071 for the nine months ended March 31, 2023, of which
$45,362 was recorded as operating expense and $5,709 was recorded as cost of revenue.
The Company recorded depreciation expense of $19,232 for
the three months ended March 31, 2022, which $17,260 was recorded as operating expense and $1,972 was recorded as cost of revenue.
The Company recorded depreciation expense of $46,973 for the nine months ended March 31, 2022, which $43,101 was recorded
as operating expense and $3,872 was recorded as cost of revenue.
NOTE 5. LOAN FROM THIRD PARTY
The Company had advances from a third party, Jinrong
Health Technology (Hainan) Co., Ltd. for working capital purpose. The loans are non-interest bearing and due on demand. As of June 30,
2022, the outstanding loan balance was $143,333. During the nine months ended March 31, 2023, the outstanding loan balance from Jinrong
Health Technology (Hainan) Co., Ltd. has been repaid in full.
NOTE 6. RELATED PARTY TRANSACTIONS
Due to related parties
Due to related parties consists of the following:
Name of related parties | |
March 31, 2023 | | |
June 30, 2022 | |
Zhang Liang | |
$ | 84,005 | | |
$ | 5,353 | |
Zhou Hongxiao | |
| 92,974 | | |
| 69,205 | |
Kang Liping | |
| 122,537 | | |
| - | |
Wu Zhaoyong | |
| 140,070 | | |
| - | |
| |
$ | 439,586 | | |
$ | 74,558 | |
Zhang
Liang is the President, Chairman of the Board, director and a shareholder of Longduoduo, Zhou Hongxiao is the CEO of Longduoduo, Kang
Liping is the CFO of Longduoduo and Wu Zhaoyon is a shareholder of Longduoduo. These due to related parties were unsecured, repayable
on demand, and bear no interest.
NOTE 7. INCOME TAXES
United States
Longduoduo is subject to the U.S. corporation
tax rate of 21%.
Hong Kong
Longduoduo HK was incorporated in Hong Kong
and is subject to Hong Kong profits tax. Longduoduo HK is subject to Hong Kong taxation on its activities conducted in Hong Kong and income
arising in or derived from Hong Kong. The applicable statutory tax rate is 16.5%. The Company did not have any income (loss)
subject to the Hong Kong profits tax.
LONGDUODUO COMPANY LIMITED AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
China
Longduoduo Health Technology and subsidiaries
are subject to a 25% standard enterprise income tax in the PRC. There was no provision for income taxes for the nine months ended
March 31, 2023 and 2022.
A reconciliation of income before income taxes
for domestic and foreign locations for the three and nine months ended March 31, 2023, and 2022 is as follows:
| |
For
the Three Months Ended March 31, | |
| |
2023 | | |
2022 | |
United States | |
$ | 32,008 | | |
$ | 21,259 | |
Foreign | |
| 439,300 | | |
| 80,201 | |
Loss before income taxes | |
$ | 471,308 | | |
$ | 101,460 | |
| |
For
the Nine Months Ended March 31, | |
| |
2023 | | |
2022 | |
United States | |
$ | 124,397 | | |
$ | 83,966 | |
Foreign | |
| 838,503 | | |
| 7,281,923 | |
Loss before income taxes | |
$ | 962,900 | | |
$ | 7,365,889 | |
The difference between the U.S. federal statutory
income tax rate and the Company’s effective tax rate was as follows:
| |
For the Nine Months Ended March 31, | |
| |
2023 | | |
2022 | |
Income tax (benefit) at USA statutory rate | |
| (21 | )% | |
| (21 | )% |
U.S. valuation allowance | |
| 21 | % | |
| 21 | % |
Income tax (benefit) at PRC statutory rate | |
| (25 | )% | |
| (25 | )% |
PRC valuation allowance | |
| 25 | % | |
| 25 | % |
Effective combined tax rate | |
| (0 | )% | |
| (0 | )% |
LONGDUODUO COMPANY LIMITED AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
The Company did not recognize deferred tax assets
since it is not likely to realize such deferred taxes. The deferred tax would apply to Longduoduo in the U.S. and Longduoduo Health Technology
and subsidiaries in China.
As of March 31, 2023, Longduoduo Health Technology
and its subsidiaries has total net operating loss carry forwards of approximately $1,795,300 in the PRC that expire through 2027.
Due to the uncertainty of utilizing these carry forwards, the Company provided a 100% allowance on all deferred tax assets of approximately
$448,825 and $238,921 related to its operations in the PRC as of March 31, 2023 and June 30, 2022, respectively. The PRC valuation
allowance has increased by approximately $209,904 and $130,238 for the nine months ended March 31, 2023, and 2022, respectively.
The Company has incurred losses from its United
States operations during the nine months ended March 31, 2023 of approximately $124,397. The Company’s United States operations
consist solely of ownership of its foreign subsidiaries, and the losses arise from administration expenses. Accordingly, management provided
a 100% valuation allowance of approximately $74,246 and $48,123 against the deferred tax assets related to the Company’s
United States operations as of March 31, 2023 and June 30, 2022, respectively, because the deferred tax benefits of the net operating
loss carry forwards in the United States are not likely to be utilized. The US valuation allowance has increased by approximately $26,123 and
$17,633 for the nine months ended March 31, 2023, and 2022, respectively.
The Company is subject to examination by the Internal
Revenue Service (IRS) in the United States as well as by the taxing authorities in China, where the Company has significant
business operations. The tax years under examination vary by jurisdiction. The table below presents the earliest tax year that remain
subject to examination by major jurisdiction.
|
The year as of |
U.S. Federal |
June 30, 2021 |
China |
June 30, 2020 |
LONGDUODUO COMPANY LIMITED AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
NOTE 8. LEASE
Operating Lease Agreements – On March 31,
2021 the Company leased office space (approximately 1500 square meters) under non-cancellable operating lease agreement with
a third party Wudun Qiqige, in Ordos. Under the terms of the agreement, the Company is committed to make a one-time lease payment of $106,680,
or RMB 700,000, for the lease period from April 1, 2021 to March 31, 2023.
Operating Lease Agreements - On August 25, 2021
the Company leased a car under a non-cancellable operating lease agreement with a third party, Zhengzhou Zhengdong New District Yijiu
Rental Car. Under the terms of the agreement, the Company was committed to make total lease payments of $74,946, or RMB 480,000,
committed to make lease payments of $3,123 per month for the lease period from August 25, 2021 to August 25, 2023. On December 1,
2022, the agreement was terminated.
Operating Lease Agreements - On July 2, 2022 the
Company leased an office space under a non-cancellable operating lease agreement with a third party, Xi Ling. Under the terms of the agreement,
the Company is committed to make total lease payments of $21,912, or RMB 150,000, committed to make lease payments of $7,304 per
year for the lease period from July 2, 2022 to July 2, 2025.
In April 2021, Qingguo entered into an operating
cooperation agreement with Hohhot Aihua Traditional Chinese Medicine Hospital. Under the terms Qingguo is able to use its office space
(approximately 700 square meters) free of charge during the period between April 1, 2021 to March 31, 2026. On May 27, 2022,
both sides re-sign the agreement leased this office space under non-cancellable operating lease agreements. Under terms of the lease agreement,
from May 27, 2022, Qingguo is committed to make lease payments of approximately $9,295 per year for 1 year.
Leases with an initial term of 12 months or less
are not recorded on the balance sheet. Operating lease cost is recognized as a single lease cost on a straight-line basis over the lease
term and is recorded in selling, general and administrative expenses. For lease agreements entered into or reassessed after the adoption
of Topic 842, the Company did not combine lease and non-lease components.
Most leases do not include options to renew. The
exercise of lease renewal options has to be agreed by the lessors. The depreciable life of assets and leasehold improvements are limited
by the term of leases, unless there is a transfer of title or purchase option reasonably certain of exercise. Lease expense is recognized
on a straight-line basis over the term of the lease. Lease expense related to these noncancelable operating leases was $57,687 and
$65,968 for the nine months ended March 31, 2023 and 2022, respectively.
LONGDUODUO COMPANY LIMITED AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
Balance sheet information related to the Company’s
leases is presented below:
| |
March 31, 2023 | | |
June 30, 2022 | |
Assets | |
| | |
| |
Operating lease right of use assets | |
$ | 15,889 | | |
$ | 77,106 | |
Liabilities | |
| | | |
| | |
Operating lease liabilities – current | |
$ | 6,789 | | |
$ | 34,928 | |
Operating lease liabilities – non-current | |
| 7,280 | | |
| 2,986 | |
Total Operating lease liabilities | |
$ | 14,069 | | |
$ | 37,914 | |
The following provides details of the Company’s
lease expenses:
| |
For
the Three Months Ended March 31, | |
| |
2023 | | |
2022 | |
Operating lease expenses | |
$ | 14,698 | | |
$ | 23,214 | |
| |
For
the Nine Months Ended March 31, | |
| |
2023 | | |
2022 | |
Operating lease expenses | |
$ | 57,687 | | |
$ | 65,968 | |
Other information related to leases is presented
below:
| |
For the Nine Months Ended March 31, | |
| |
2023 | | |
2022 | |
Cash Paid for Amounts Included in Measurement of Liabilities: | |
| | |
| |
Operating cash flows used in operating leases | |
$ | 21,633 | | |
$ | 24,982 | |
Weighted Average Remaining Lease Term: | |
| | | |
| | |
Operating leases | |
| 2.25 years | | |
| 1.4 years | |
Weighted Average Discount Rate | |
| | | |
| | |
Operating leases | |
| 4.75 | % | |
| 4.75 | % |
As most of the Company’s leases do not provide
an implicit rate, the Company uses 1-5 years borrowing rate from bank of 4.75% based on the information available at commencement
date in determining the present value of lease payments.
Maturities of lease liabilities were as follows:
For the year ending June 30: |
|
|
|
Remainder of 2023 |
|
$ |
- |
|
2024 |
|
|
7,280 |
|
2025 |
|
|
7,280 |
|
Total lease payments |
|
|
14,560 |
|
Less: imputed interest |
|
|
491 |
|
Total lease liabilities |
|
$ |
14,069 |
|
Under the terms of the agreement, the Company
was required to satisfy the lease payment obligation of $106,680, or RMB 700,000, by issuing the common stock of Longduoduo to the
lessor. These shares have been issued during the year ended June 30, 2022 (see Note 10).
LONGDUODUO COMPANY LIMITED AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
NOTE 9. CONTINGENCIES
Contingencies
Certain conditions may exist as of the date the
consolidated financial statements are issued, which may result in a loss to the Company, but which will only be resolved when one or more
future events occur or fail to occur. The Company’s management and legal counsel assess such contingent liabilities, and such assessment
inherently involves an exercise of judgment. In assessing loss contingencies related to legal proceedings that are pending against the
Company or unasserted claims that may result in such proceedings, the Company’s legal counsel evaluates the perceived merits of
any legal proceedings or unasserted claims as well as the perceived merits of the amount of relief sought or expected to be sought.
If the assessment of a contingency indicates that
it is probable that a material loss has been incurred and the amount of the liability can be estimated, then the estimated liability would
be accrued in the Company’s financial statements. If the assessment indicates that a potential material loss contingency is not
probable but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, together with
an estimate of the range of possible loss if determinable and material would be disclosed.
Loss contingencies considered to be remote by
management are generally not disclosed unless they involve guarantees, in which case the guarantee would be disclosed.
The Company was not subject to any material loss
contingency as of March 31, 2023 and June 30, 2022.
NOTE 10. STOCKHOLDERS’ DEFICIT
On July 26, 2021, Longduoduo HK issued a total
of 600 shares, or equivalent to 18,000,000 common shares of Longduoduo upon the Share Exchange, to Eden Hall Global
Capital Co., Ltd. for service compensation expense of $914,400.
On July 26, 2021, Longduoduo HK issued a total
of 3,822 shares, or equivalent to 114,579,853 common shares of Longduoduo upon the Share Exchange, to 32 sales agents
for service compensation expense of $5,824,728.
On July 26, 2021, Longduoduo HK issued a total
of 100 shares, or equivalent to 3,000,000 common shares of Longduoduo upon the Share Exchange, to Wudun Qiqige (see
Note 8) for the lease payment of approximately $106,680, or RMB 700,000, for the payment of purchasing furniture of approximately
$15,240, or RMB 100,000, and for cash of approximately $30,480, or RMB 200,000.
LONGDUODUO COMPANY LIMITED AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
NOTE 11. BASIC AND DILUTED EARNINGS PER SHARE
Basic net income (loss) per share is computed
using the weighted average number of common shares outstanding during the period. Diluted net income (loss) per share is computed using
the weighted average number of common shares and, if dilutive, potential common shares outstanding during the period. Potential common
shares comprise shares issuable upon the exercise of share-based awards, using the treasury stock method. The reconciliation of the numerators
and denominators of the basic and diluted earnings per share computations for income from continuing operations is shown as follows:
| |
For the Three Months Ended March 31, | |
| |
2023 | | |
2022 | |
Numerator: | |
| | |
| |
Net loss attributable to common stockholders | |
$ | (430,807 | ) | |
$ | (105,005 | ) |
Denominator: | |
| | | |
| | |
Basic and diluted weighted-average number of shares outstanding | |
| 300,000,000 | | |
| 300,000,000 | |
Net loss per share: | |
| | | |
| | |
Basic and diluted | |
$ | (0.001 | ) | |
$ | (0.0004 | ) |
| |
For the Nine Months Ended March 31, | |
| |
2023 | | |
2022 | |
Numerator: | |
| | |
| |
Net loss attributable to common stockholders | |
$ | (868,378 | ) | |
$ | (7,327,879 | ) |
Denominator: | |
| | | |
| | |
Basic and diluted weighted-average number of shares outstanding | |
| 300,000,000 | | |
| 241,894,622 | |
Net loss per share: | |
| | | |
| | |
Basic and diluted | |
$ | (0.003 | ) | |
$ | (0.0303 | ) |
NOTE 12.
NON-CONTROLLING INTERESTS
Qingguo, Chengheng, Rongbin and Tianju are the
Company’s majority-owned subsidiaries which are consolidated in the Company’s financial statements with non-controlling interests
recognized. The Company holds 90%, 80%, 80% and 51% interest of Qingguo, Chengheng, Rongbin and Tianju as of March
31, 2023, respectively.
As of March 31, 2023 and June 30, 2022, the non-controlling
interests in the consolidated balance sheet was ($186,662) and ($93,553), respectively.
For the three months ended March 31, 2023, the
comprehensive loss attributable to common stockholders and non-controlling interests were $437,521 and $41,181, respectively. For
the nine months ended March 31, 2023, the comprehensive loss attributable to common stockholders and non-controlling interests were $854,828 and
$93,109, respectively.
For three months ended March 31, 2022, the comprehensive
income (loss) attributable to common stockholders and non-controlling interests were $(105,870) and $3,487, respectively. For nine months
ended March 31, 2022, the comprehensive loss attributable to common stockholders and non-controlling interests were $7,337,124 and $39,530,
respectively.
NOTE 13. SUBSEQUENT EVENTS
Management has evaluated subsequent events through
the date which the consolidated financial statements were available to be issued. All subsequent events requiring recognition as of March 31,
2023 have been incorporated into these consolidated financial statements and there are no subsequent events that require disclosure in
accordance with FASB ASC Topic 855, “Subsequent Events.”