10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☒   QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2024

or

☐   TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number: 000-50559

SCIENTIFIC ENERGY, INC.

(Exact name of registrant as specified in its charter)

Utah                                                                   87-0680657

(State or other jurisdiction of incorporation or organization         (I.R.S. Employer Identification No.)

Room M, 21F, Tong Nam Ah Commercial Centre, 180 Alameda Dr., Carlos D’Assumpcao. Macau

(Address of principal executive offices including zip code)

(852) 2530-2089

(Registrant’s telephone number)

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.     Yes [X]     No [   ]

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).  Yes   [X ]    No [   ]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☒
Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).     Yes ☐     No    [X]

Securities registered pursuant to Section 12(b) of the Act:  None.

Applicable Only to Corporate Issuers

Indicate the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: 263,337,500 shares of common stock, par value $0.01, as of November 19, 2024.

1

Company Overview

Scientific Energy, Inc, (the "Company") was incorporated under the laws of the State of Utah on May 30, 2001. It is not a Chinese operating company, but a Utah holding company with business operations primarily conducted through its majority-owned direct operating subsidiary, Macao E-Media Development Company Limited, a company incorporated in Macau (“MEMD”). We also have several direct or indirect subsidiaries incorporated in Macau, Hong Kong and the mainland China that provide back-office and technical support to our main business operations in Macau. Substantially all of our assets are located in Macau and substantially all of our revenue are derived from Macau. We do not conduct any operations in, nor do we rely on counterparties that operate in, the Xinjiang Uyghur Autonomous Region.

Our principal executive offices are located in Macau. We do not have, nor do we intend to have, any contractual arrangement to establish a variable interest entity (“VIE”) structure with any entity in Macau, Hong Kong and mainland China.

As a holding company, we have no operation of our own. Our investors hold shares of common stock in Scientific Energy, Inc. the Utah holding company. Due to the significant influence of the Chinese government on Hong Kong and Macau, as a China-based company, our business operations are also affected by the Chinese government.  Below are some risk factors relating to doing business in China.

The Public Company Accounting Oversight Board (the “PCAOB”) had historically been unable to inspect our auditor in relation to their audit work performed for our financial statements and the inability of the PCAOB to conduct inspections over our auditor has deprived our investors of the benefits of such inspections.

Our auditor, the independent registered public accounting firm that issues the audit report in our SEC filings, as an auditor of companies that are traded publicly in the United States and a firm registered with the PCAOB, is subject to laws in the United States pursuant to which the PCAOB conducts regular inspections to assess its compliance with the applicable professional standards. Our auditor is located in Hong Kong Special Administrative Region of the PRC ("Hong Kong"), China, a jurisdiction where the PCAOB was unable to conduct inspections and investigations before 2022. As a result, we and investors in our securities were deprived of the benefits of such PCAOB inspections. On December 15, 2022, the PCAOB announced that it was able to secure complete access to inspect and investigate PCAOB-registered public accounting firms headquartered in China mainland and Hong Kong in 2022. However, the inability of the PCAOB to conduct inspections of auditors in Hong Kong in the past made it more difficult to evaluate the effectiveness of our independent registered public accounting firm’s audit procedures or quality control procedures as compared to auditors outside of China mainland and Hong Kong that have been subject to the PCAOB inspections, which could cause investors and potential investors in our securities to lose confidence in our audit procedures and reported financial information and the quality of our financial statements.

Our common stock may be delisted and prohibited from trading in the United States under the Holding Foreign Companies Accountable Act, or the HFCAA, as amended by Consolidated Appropriations Act 2023, and related regulations, if the PCAOB is unable to inspect or investigate completely auditors located in mainland China and Hong Kong. The delisting of our common stock or the threat of their being delisted could cause the value of our common stock to significantly decline or be worthless, and thus you could lose all or substantial portion of your investment.

Pursuant to the Holding Foreign Companies Accountable Act, as amended by the Consolidated Appropriations Act 2023, (the "HFCAA"), if the SEC determines that we have filed audit reports issued by a registered public accounting firm that has not been subject to inspections by the PCAOB for two consecutive years, the SEC will prohibit our shares from being traded on a national securities exchange or in the over-the-counter trading market in the United States. On December 16, 2021, the PCAOB issued a report to notify the SEC of its determination that the PCAOB was unable to inspect or investigate completely registered public accounting firms headquartered in mainland China and Hong Kong, including our auditor. On May 13, 2022, the SEC conclusively listed us as a Commission-Identified Issuer under the HFCAA following the filing of the annual report on Form 10-K for the fiscal year ended December 31, 2021. On December 15, 2022, the PCAOB issued a report that vacated its December 16, 2021 determination and removed mainland China and Hong Kong from the list of jurisdictions where it is unable to inspect or investigate completely registered public accounting firms. For this reason, we do not expect to be identified as a Commission-Identified Issuer under the HFCAA after we file the annual report on Form 10-K for the fiscal year ended December 31, 2022. Each year, the PCAOB will determine whether it can inspect and investigate completely audit firms in mainland China and Hong Kong, among other jurisdictions. If PCAOB determines in the future that it no longer has full access to inspect and investigate completely accounting firms in mainland China and Hong Kong and we continue to use an accounting firm headquartered in Hong Kong to issue an audit report on our financial statements filed with the Securities and Exchange Commission, we would be identified as a Commission-Identified Issuer following the filing of the annual report on Form 10-K for the relevant fiscal year. There can be no assurance that we would not be identified as a Commission-Identified Issuer for any future fiscal year, and if we were so identified for two consecutive years, we would become subject to the prohibition on trading under the HFCAA and our securities may be delisted from OTC Markets as a result. Delisting of our securities would force holders of our securities to sell their securities. Further, we may be prohibited from listing our securities on another U.S. securities exchange. The market price of our securities could be adversely affected as a result of anticipated negative impacts of such legislative or executive actions upon, as well as negative investor sentiment toward, companies with significant operations in mainland China and Macau/Hong Kong that are listed in the United States, regardless of whether such actions are implemented and regardless of our actual operating performance. See “Item 1A. Risk Factors - Risks Related To Doing Business In China- The PCAOB had historically been unable to inspect our auditor in relation to their audit work performed for our financial statements and the inability of the PCAOB to conduct inspections of our auditor in the past has deprived our investors of the benefits of such inspections" and “Item 1A. Risk Factors—Risks Related To Doing Business In China - Our common stock may be prohibited from trading in the United States under the HFCAA in the future if the PCAOB is unable to inspect or investigate completely auditors located in China. The delisting of our common stock, or the threat of their being delisted, may materially and adversely affect the value of your investment."

Corporate Structure

Our corporate organizational chart, as of September 30, 2024, is as follows:

 

Our holding company structure presents unique risks as our investors may never directly hold equity interests in our operating subsidiaries and will be dependent upon dividends and other distributions from our subsidiaries to finance our cash flow needs. Our ability to receive dividends and other contributions from our subsidiaries are significantly affected by regulations promulgated by Macau, Hong Kong and mainland China authorities. Any change in the interpretation of existing rules and regulations or the promulgation of new rules and regulations may materially affect our operations and/or the value of our securities, including causing the value of our securities to significantly decline or become worthless. For a detailed description of the risks facing the Company associated with our structure, please refer to Item 1A. Risk Factors disclosed in Form 10-K/A (Amendment No. 2) for the fiscal year ended December 31, 2023

There was no Chinese Communist Party official who sits on the board of the Company and that the Company's certificate of incorporation and bylaws do not contain any charter of the Chinese Communist Party.

2

TABLE OF CONTENTS

PART I – FINANCIAL INFORMATION
Item 1.	Financial Statements	6
	Condensed Consolidated Balance Sheets as of September 30, 2024 (unaudited) and December 31, 2023	7
	Condensed Consolidated Statements of Operations and Comprehensive Loss for the Three and Nine Months Ended September 30, 2024 and 2023 (unaudited)	8
	Condensed Consolidated Statement of Stockholders’ Deficit for the Nine Months Ended September 30, 2024 (unaudited)	9
	Condensed Consolidated Statement of Stockholders’ Deficit for the Nine Months Ended September 30, 2023 (unaudited)	10
	Condensed Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2024 and 2023 (unaudited)	11
	Notes to Condensed Consolidated Financial Statements (unaudited)	12
Item 2.	Management’s Discussion and Analysis of Financial Conditions and Results of Operations	26
Item 3.	Quantitative and Qualitative Disclosure about Market Risk	29
Item 4.	Controls and Procedures	29
PART II – OTHER INFORMATION
Item 6.	Exhibits	30
SIGNATURES		31

3

Item 1.    Financial Statements

4

SCIENTIFIC ENERGY, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
	September 30,	December 31,
	2024	2023
ASSETS	unaudited
Current assets:
Cash and cash equivalents	$   6,795,889	$   3,164,464
Loan receivables	1,190,029	958,534
Accounts receivable	5,785,224	1,338,318
Other receivables	1,210,471	593,415
Amount due from related companies	396,524	491,256
Amount due from joint venture	319	24,679
Inventories	112,155	67,569
Prepaid expense	2,419,790	645,667
Total current assets	17,910,401	7,283,902
Non-current assets:
Property, plant and equipment, net	168,423	192,336
Intangible assets	1,323,958	1,423,234
Goodwill	72,667,589	72,667,589
Operating lease right to use assets	443,357	236,478
Deposits	173,971	145,532
Total non-current assets	74,777,298	74,665,169
Total assets	$ 92,687,699	$ 81,949,071
LIABILITIES AND STOCKHOLDERS' SURPLUS
Current liabilities:
Accounts payable	$ 12,529,512	$   5,077,329
Accrued expenses	2,509,645	2,699,239
Deposit received	1,548,094	1,762,678
Other payables	2,302,643	1,308,957
Bank loans	2,358,738	2,239,534
Operating lease liabilities	245,725	188,214
Total current liabilities	21,494,357	13,275,951
Non-current liabilities:
Bank loans	-	18,647
Operating lease liability	197,632	48,264
Total non-current liabilities	197,632	66,911
Total liabilities	21,691,989	13,342,862
Commitments and contingencies	-	-
Stockholders' equity:
Preferred stock: par value $0.01 per share; 25,000,000 shares authorized, none issued and outstanding	-	-
Common stock: par value $0.01 per share, 500,000,000 shares authorized, 263,337,500 shares issued and outstanding as of September 30, 2024 and December 31, 2023, respectively	2,633,375	2,633,375
Additional paid in capital	78,460,638	78,460,638
Accumulated deficit	(8,980,282)	(11,946,908)
Accumulated other comprehensive income	25,114	40,217
Total stockholders' surplus	72,138,845	69,187,322
Non-controlling interests	(1,143,135)	(581,113)
Total liabilities and stockholders' equity	$ 92,687,699	$ 81,949,071
See the accompanying notes to the unaudited condensed consolidated financial statements

5

SCIENTIFIC ENERGY, INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

	Three Months ended September 30, 2024	Three Months ended September 30, 2023	Nine Months ended September 30, 2024	Nine Months ended September 30, 2023
REVENUE	$ 19,378,637	$   9,748,254	$ 50,560,247	$ 28,639,189
COST OF REVENUE	(12,871,058)	(5,124,456)	(34,011,793)	(15,813,835)
GROSS PROFIT	6,507,579	4,623,798	16,548,454	12,825,354
OPERATING EXPENSES:
Selling, general and administrative expenses	4,790,403	3,818,985	13,513,319	10,965,451
Loss on disposal of subsidiary	-	-	425,588	-
Depreciation	54,662	58,847	142,462	127,256
Total operating expenses	4,845,065	3,877,832	14,081,369	11,092,707
NET PROFIT/(LOSS) FROM OPERATIONS	1,662,514	745,966	2,467,085	1,732,647
Other income (expense):
Interest (expense) income	(15,060)	(13,670)	(61,715)	(31,912)
Net profit/(loss) before provision for income taxes	1,647,454	732,296	2,405,370	1,700,735
Income taxes	(766)	(8,741)	(766)	(8,741)
NET PROFIT/(LOSS)	$   1,646,688	$     723,555	$   2,404,604	$   1,691,994
Net profit/(loss) attributable to non-controlling interests	200,585	(7,987)	562,022	(15,653)
Net profit/(loss) attributable to Scientific Energy, Inc.	$   1,847,273	$     715,568	$   2,966,626	$   1,676,341
OTHER COMPREHENIVE GAIN/(LOSS):
Net income	$   1,646,688	$     723,555	$   2,404,604	$   1,691,994
Foreign translation gain	(14,223)	(25,834)	(15,103)	-
Total comprehensive income	$   1,632,465	$     697,721	$   2,389,501	$   1,691,994
Foreign translation gain (loss) attributable to non-controlling interest	-	41,093	8,680	41,093
Comprehensive income attributable to Scientific Energy, Inc.	$   1,847,273	$     756,661	$   2,975,306	$   1,717,434
Net profit/(loss) per common share, basic and diluted	$        0.007	$        0.003	$        0.011	$        0.006
Weighted average common shares outstanding, basic and diluted	263,337,500	263,337,500	263,337,500	263,337,500
See the accompanying notes to the unaudited condensed consolidated financial statements

6

SCIENTIFIC ENERGY, INC.
UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS' DEFICIT
NINE MONTHS ENDED SEPTEMBER 30, 2024
					Other
	Common stock		Additional	Accumulated	Comprehensive	Non-Controlling
	Shares	Amount	Paid-in Capital	Deficit	Income (loss)	Interests	Total
Balance, December 31, 2023	263,337,500	$   2,633,375	$ 78,460,638	$ (11,946,908)	$       40,217	$    (581,113)	$ 68,606,209
Foreign currency transaction gain	-	-	-	-	5,490	8,680	14,170
Disposal of subsidiary	-	-	-	-	-	(28,645)	(28,645)
Net profit	-	-	-	24,574	-	(37,136)	(12,562)
Balance, March 31, 2024 (unaudited)	263,337,500	$   2,633,375	$ 78,460,638	$ (11,922,334)	$       45,707	$    (638,214)	$ 68,579,172
Foreign currency transaction gain	-	-	-	-	(6,370)	-	(6,370)
Net profit	-	-	-	1,094,779	-	(295,656)	799,123
Balance, June 30, 2024 (unaudited)	263,337,500	$   2,633,375	$ 78,460,638	$ (10,827,555)	$       39,337	$    (933,870)	$ 69,371,925
Foreign currency transaction gain		-	-	-	(14,223)	-	(14,223)
Net profit	-	-	-	1,847,273	-	(209,265)	1,638,008
Balance, September 30, 2024 (unaudited)	263,337,500	$   2,633,375	$ 78,460,638	$  (8,980,282)	$       25,114	$  (1,143,135)	$ 70,995,710
See the accompanying notes to the unaudited condensed consolidated financial statements

7

	SCIENTIFIC ENERGY, INC.
	UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS' DEFICIT
	NINE MONTHS ENDED SEPTEMBER 30, 2023
		Common Stock
		Shares	Amount	Additional Paid- in Capital	Accumulated Deficit	Other Comprehensive Income (loss)	Non-Controlling Interests	Total
Balance, December 31, 2022		263,337,500	$   2,633,375	$ 78,460,638	$ (14,034,905)	$       32,629	$    (160,788)	$ 66,930,949
Foreign currency transaction loss		-	-	-	-	(11,923)	-	(11,923)
Net loss		-	-	-	649,059	-	6,510	655,569
Balance, March 31, 2023 (unaudited)		263,337,500	2,633,375	78,460,638	(13,385,846)	20,706	(154,278)	67,574,595
Foreign currency transaction gain		-	-	-	-	37,757	-	37,757
Net loss		-	-	-	311,714	-	1,156	312,870
Balance, June 30, 2023 (unaudited)		263,337,500	2,633,375	78,460,638	(13,074,132)	58,463	(153,122)	67,925,222
Foreign currency transaction gain		-	-	-	-	15,259	-	15,259
Net loss		-	-	-	715,568	-	7,987	723,555
Balance, September 30, 2023 (unaudited)		263,337,500	$   2,633,375	$ 78,460,638	$ (12,358,564)	$       73,722	$      (145,135)	$ 68,664,036
	See the accompanying notes to the unaudited condensed consolidated financial statements

8

SCIENTIFIC ENERGY, INC.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
	Nine months ended September 30, 2024	Nine months ended September 30, 2023
CASH FLOWS FROM OPERATING ACTIVITIES:
Net profit/(loss)	$ 2,404,604	$ 1,691,994
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation	35,993	23,290
Amortization	106,470	103,966
Loss on disposal of property and equipment	83,758	647
Loss on disposal of subsidiary	425,588	-
Over provision of amortization	-	(63,940)
Account receivables	(4,446,906)	1,061,700
Inventories	(44,585)	(5,504)
Deposits	(1,824,371)	4,145
Prepaid expenses	21,810	375,772
Other receivables	(638,948)	(166,990)
Accrued expenses	(189,595)	(661,155)
Deposits received	(214,585)	(495,748)
Other payable	(34,890)	(83,893)
Accounts payable	7,452,183	(1,810,643)
Net cash provided by / (used in) operating activities	3,136,526	(26,359)
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of property, plant and equipment	(112,044)	(27,892)
Purchase of intangible asset	-	(242,412)
Repayment from / (advance to) related company	137,936	(277,178)
Repayment from associate	24,359	-
Repayment from shareholder	687,497	354,720
Net cash outflow from disposal of subsidiary	(118,105)	-
Loan receivable (to) / from associate	(231,495)	63,010
Net cash provided by / (used in) investing activities	388,148	(129,752)
CASH FLOWS FROM FINANCING ACTIVITIES
Loan borrowings	2,321,359	899,947
Repayment of bank borrowings	(2,229,513)	(264,322)
Net cash provided by financing activities	91,846	635,625
Effect of currency rate changes on cash	14,905	(4,838)
Net decrease in cash and cash equivalents	3,631,425	474,676
Cash and cash equivalents, beginning of period	3,164,464	2,077,797
Cash and cash equivalents, end of period	$ 6,795,889	$ 2,552,473
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Interest paid	$     61,715	$     31,912
Income taxes paid	$              -	$              -
Non cash financing activities:
Record right to use assets upon adoption of ASC 842	$   443,357	$   254,200
Record lease liabilities upon adoption of ASC 842	$   443,357	$   254,200
See the accompanying notes to the unaudited condensed consolidated financial statements

9

SCIENTIFIC ENERGY, INC.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

SEPTEMBER 30, 2024

NOTE 1 – ORGANIZATION AND PRINCIPAL ACTIVITIES

Scientific Energy, Inc., (the "Company") was incorporated under the laws of the State of Utah on May 30, 2001.  Prior to August 2011, the Company was principally devoted to the buying and selling of various types and grades of graphite, such as medium and high-carbon graphite, high-purity graphite, micro-powder graphite and expandable graphite. In August 2011, the Company decided to engage in a business of e-commerce platform. Currently the Company is in the process of developing a website, which provides an e-commerce platform, where registered members can exchange goods and services.

On March 28, 2006, the Company set up a wholly owned subsidiary, PDI Global Limited (“PDI”), which was incorporated in the British Virgin Islands in order to engage in a business of e-commerce platform.

In January 2008, the Company entered into a joint venture agreement with China Resources Development Group Ltd., a Hong Kong company. Under the agreement, a joint venture company, Kabond Investments Ltd (the “JVC”), was established in Hong Kong, and the Company invested $39.6 million Hong Kong dollars (approximately $5.09 million) into the JVC for 72% of the JVC’s capital shares, and China Resources Development Group Ltd., jointly with its partner, invested $15.4 million Hong Kong dollars (approximately $1.98 million) into the JVC to receive 28% of the JVC’s capital shares.  In December 2008, all equity interest of the JVC owned by the Company was sold to a third party for $39.6 million Hong Kong dollars (approximately $5,109,743).

In January 2009, the Company through its wholly-owned subsidiary, PDI, entered into a joint venture agreement with China Resources Development Group Ltd.  Under the agreement, the Company agreed to invest $43,040,000 Hong Kong dollars (approximately $5.55 million) into a joint venture company Sinoforte Ltd. in Hong Kong (“Sinoforte”). The Company got 80% of Sinoforte's capital shares, and China Resources invested $10,222,000 Hong Kong dollars, approximately $1,318,967, and another investor invested $538,000 Hong Kong dollars, or approximately $69,419, into Sinoforte for 19% and 1% of Sinoforte's capital shares, respectively. The main business of Sinoforte was trading mineral products such as graphite produced in China. In June 2009 and September 2009, respectively, China Resources and the other minority investor cancelled their investments in Sinoforte, and the full amount of their original investments was returned. As a result, Sinoforte became a wholly-owned subsidiary of PDI. On December 8, 2020, PDI sold all the shares of Sinoforte to the Company at consideration of HK$10.

On February 28, 2012, the Company set up a wholly-owned subsidiary, Makeliving Ltd., which was incorporated in the Cayman Islands in order to engage in a business of e-commerce platform.

On January 23, 2018, the Company entered into an agreement with Cityhill Limited, a wholly owned subsidiary of South Sea Petroleum Holdings Limited, a Hong Kong listed public company, pursuant to which parties agreed to establish a joint venture (the “Joint Venture”). Each party owns 50% equity interest in the Joint Venture respectively.

On February 8, 2021, the Company acquired an entire share of a Hong Kong company, Qwestro Limited, for HK$1,000 without any goodwill and bargaining purchase.

On March 24, 2021, the Company disposed of its wholly-owned dormant subsidiary, PDI Global Limited, with a positive net worth of $1 to an unaffiliated third-party purchaser for $1.  

In September 27, 2021, the Company completed the acquisition of 98.75% shares of Macao E-Media Development Company Limited (“MED”). As consideration for the MED shares, the Company agreed to issue the Sellers, or its assigns, in a total of 131,337,500 shares of the Company’s restricted common stock, par value $0.01 per share, at a consideration of $0.50 per share, in the aggregate consideration of $65,668,750 (the “Purchase Price”). As a result of this acquisition, MED becomes a 98.75% owned subsidiary of the Company. MED was founded at Macao in 2011. Its main area of business includes food and grocery order-pickup-delivery services from local restaurants, supermarkets and hotels.

MED has five subsidiaries, each of which is in charge of respective area such as Development & Maintenance, Marketing & Operation, Logistics & Delivery, Payment & Clearance, Emerging Market Business Development.

In January 2023, the Company acquired 90% shares of Fresh Life Technology Company Limited (“Fresh Life”) through its subsidiary, Zhuhai Migua Technology Company Limited. The main business of Fresh Life is provision of logistic services in Macao.

On October 9, 2023, the Company acquired 70% shares of Citysearch Technology (HK) Company Limited (“Citysearch”) in Hong Kong.  The main business of Citysearch is provision of group dining service platform, which mainly solves the lunch and dinner group dining needs for corporate employees in Hong Kong. As a startup, for the period ended December 31, 2023, Citysearch had a revenue of approximately $27,450, and net loss of approximately $969,632.

On December 22, 2023, the Company established a new wholly-owned subsidiary, Graphite Energy, Inc., which was incorporated in the State of Florida. The purpose of forming this new subsidiary is to enter the business of graphite production and sales, including establishing a production line for graphite refined powder products in Madagascar.

In January 2024, MED disposed all shares of Squirrel Logistic Company Limited ("Squirrel Logistic") to third party with cash consideration of $12,286.

In April 2024, MED set up Zhuhai Aomi E-commerce Company Limited, a 100% owned subsidiary of MED, in order to carry out in-store business in mainland China, predominantly and initially in Zhuhai city.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying audited consolidated financial statements of the Company are presented in U.S. dollars in conformity with accounting principles generally accepted in the United States of America (“US GAAP”) and pursuant to the accounting and disclosure rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”). In the opinion of management, all adjustments (consisting of normal recurring adjustments) have been made that are necessary to present fairly the financial position, and the results of its operations and its cash flows. Operating results as presented are not necessarily indicative of the results to be expected for a full year.

The Company's consolidated financial statements are prepared using the generally accepted accounting principles applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The continuation of the Company as a going concern is dependent upon the ability of the Company to obtain necessary equity financing to continue operations and the attainment of profitable operations. The management will seek to raise funds from shareholders.

The accompanying consolidated financial statements present the financial position and the results of operations of the Company and its 100% owned subsidiaries, Sinoforte Limited. Qwestro Limited, in turn, is the 100% owned subsidiary and consolidates with Sinoforte Limited. The Company has 100% owned subsidiary, Graphite Energy, Inc., established in USA.

The Company has a 98.75% owned subsidiary, MED. Zhuhai Chengmi Technology Company Limited, Guangzhou Chengmi Technology Company Limited, in turn, are the 100% owned subsidiaries with MED. Green Supply Chain Management Company Limited is the 99% owned subsidiary with MED. Zhuhai Migua Technology Company Limited is 100% owned subsidiary by Zhuhai Chengmi Technology Limited and has a 90% owned subsidiary, Fresh Life Technology Company Limited. MED acquired 70% shares of Citysearch, before MED set up a wholly-owned subsidiary Zhuhai Aomi E-commerce Company Limited. All of the above companies consolidate with MED.

10

Summaries of subsidiaries:

Name of subsidiary	Jurisdiction of organization
Sinoforte Limited	Hong Kong
Qwestro Limited (100% subsidiary of Sinoforte Limited)	Hong Kong
Macao E-Media Development Company Limited	Macao
Green Supply Chain Management Company Limited (99% subsidiary of Macao E-Media Development Company Limited)	Macao
Guangzhou Chengmi Technology Company Limited (100% subsidiary of Macao E-Media Development Company Limited)	China
Zhuhai Chengmi Technology Company Limited (100% subsidiary of Macao E-Media Development Company Limited)	China
Zhuhai Migua Technology Company Limited (100% subsidiary of Zhuhai Chengmi Technology Limited)	China
Fresh Life Technology Company Limited (90% subsidiary of Zhuhai Migua Technology Company Limited)	Macao
Citysearch Technology (HK) Company Limited (70% subsidiary of Macao E-Media Development Company Limited	Hong Kong
Graphite Energy, Inc.	USA
Zhuhai Aomi E-commerce Company Limited (100% subsidiary of Macao E-Media Development Company Limited	China

All significant intercompany transactions and balances have been eliminated in consolidation.

Business Combinations

The Company accounts for acquisition of entities that include inputs and processes and has the ability to create outputs as business combinations. The Company allocates the purchase price of the acquisition to the tangible assets, liabilities and identifiable intangible assets acquired based on their estimated fair values. The excess of the purchase price over those fair values is recorded as goodwill. Acquisition-related expenses and integration costs are expensed as incurred.

Interim Financial Statements

The following (a) condensed consolidated balance sheet as of December 31, 2023, which has been derived from audited financial statements, and (b) the unaudited condensed consolidated interim financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and the instructions to Form 10-Q and Rule 8-03 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the nine months ended September 30, 2024 are not necessarily indicative of results that may be expected for the year ending December 31, 2023. These condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto for the year ended December 31, 2023 included in the Company’s Annual Report on Form 10-K, filed with the Securities and Exchange Commission (“SEC”) on April 16, 2024.

The Company recognizes revenue when: (1) persuasive evidence of an arrangement exists; (2) delivery has occurred; (3) the selling price is fixed or determinable; and (4) collectability is reasonably assured. Determination of criteria (3) and (4) are based on management’s judgments regarding the fixed nature of the selling prices of the products delivered and the collectability of those amounts. Provisions for discounts and rebates to customers, estimated returns and allowances, and other adjustments are provided for in the same period the related revenue is recorded.

The Company defers any revenue for which the product has not been delivered or services have not been rendered or are subject to refund until such time that the Company and the customer jointly determine that the product has been delivered or services have been rendered or no refund will be required.

Revenues on the sale of products, net of estimated costs of returns and allowance, are recognized at the time products are shipped to customers, legal title has passed, and all significant contractual obligations of the Company have been satisfied. Products are generally sold on open accounts under credit terms customary to the geographic region of distribution. The Company performs ongoing credit evaluations of the customers and generally does not require collateral to secure the accounts receivable.

The Company is operating mobile platform of ordering and delivery services for restaurants and supermarkets in Macao, together recognizing revenue on closed transactions.

Segment information

ASC 280-10 establishes standards for reporting information regarding operating segments in annual financial statements and requires selected information for those segments to be presented in interim financial reports issued to stockholders. ASC 280-10 also establishes standards for related disclosures about products and services and geographic areas. Operating segments are identified as components of an enterprise about which separate discrete financial information is available for evaluation by the chief operating decision maker, or decision-making group, in making decisions how to allocate resources and assess performance. All sales and substantial assets of the Company are disclosed in note 17. The Company applies the management approach to the identification of our reportable operating segments as provided in accordance with ASC 280-10. The information disclosed herein materially represents all of the financial information related to the Company’s principal operating segment.

Use of Estimates

The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates.

Concentration of Credit Risk

The Company’s financial instruments that are exposed to a concentration of credit risk are cash and accounts receivable.  Generally, the Company’s cash and cash equivalents in interest-bearing accounts may exceed FDIC insurance limits. The financial stability of these institutions is periodically reviewed by senior management.

As of September 30, 2024, and December 31, 2023, the Company maintained $3,894,266 and $3,157,764 in foreign bank accounts not subject to FDIC coverage.

The Company has no significant off-balance-sheet concentrations of credit risk such as foreign exchange contracts, options contracts or other foreign hedging arrangements.

Cash and Cash Equivalents

For purposes of the statements of cash flows, cash and cash equivalents include cash on hand and demand deposits held by banks.

Comprehensive Income (Loss)

The Company adopted Accounting Standards Codification subtopic 220-10, Comprehensive Income (“ASC 220-10”) which establishes standards for the reporting and displaying of comprehensive income and its components. Comprehensive income is defined as the change in equity of a business during a period from transactions and other events and circumstances from non-owners sources. It includes all changes in equity during a period except those resulting from investments by owners and distributions to owners. ASC 220-10 requires other comprehensive income (loss) to include foreign currency translation adjustments.

Foreign Currency Translation

The Company translates the foreign currency consolidated financial statements into US Dollars (“USD”) using the year or reporting period-end or average exchange rates in accordance with the requirements of Accounting Standards Codification subtopic 830-10, Foreign Currency Matters (“ASC 830-10”). Assets and liabilities of these subsidiaries were translated at exchange rates as of the balance sheet date. Revenues and expenses are translated at average rates in effect for the periods presented.

The consolidated financial statements were presented in US Dollars except as other specified.

The cumulative translation adjustment is included in the accumulated other comprehensive gain (loss) within stockholders’ equity (deficit). Foreign currency transaction gains and losses arising from exchange rate fluctuations on transactions denominated in a currency other than the functional currency are included in the consolidated results of operations.

The exchange rates used to translate amounts in HKD and MOP into US Dollars for the purposes of preparing the consolidated financial statements were as follows:

	September 30,	December 31,
	2024	2023
Exchange rate on balance sheet dates
USD : HKD exchange rate	7.7911	7.8099
USD : MOP exchange rate	8.0248	8.0441
	For the nine months ended September 30,
	2024	2023
Average exchange rate for the period
USD : HKD exchange rate	7.7993	7.8246
USD : MOP exchange rate	8.0333	8.0593

Property, plant and equipment

The estimated useful lives of property, plant and equipment are as follows:
Office equipment	3-5 years
Furniture and fixtures	3-5 years

The Company evaluates the carrying value of items of property, plant and equipment to be held and used whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. The carrying value of an item of property, plant and equipment is considered impaired when the projected undiscounted future cash flows related to the asset are less than its carrying value. The Company measures impairment based on the amount by which the carrying value of the respective asset exceeds its fair value. Fair value is determined primarily using the projected future cash flows discounted at a rate commensurate with the risk involved.

Intangible assets

Purchased intangible assets are recognized and measured at fair value upon acquisition. Separately identifiable intangible assets that have determinable lives continue to be amortized over their estimated useful lives using the straight-line method based on their estimated useful lives as follows:

Software 1-10 years

The Company reviews intangible assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable.

Trade receivables

Trade receivables are recorded at the invoiced amount and do not bear interest. The Company extends unsecured credit to its customers in the ordinary course of business but mitigates the associated risks by performing credit checks and actively pursuing past due accounts. An allowance for doubtful accounts is established and recorded based on management’s assessment of potential losses based on the credit history and relationships with the customers. Management reviews its receivables on a regular basis to determine if bad debt allowance is adequate, and adjusts the allowance when necessary. Delinquent account balances are written-off against allowance for doubtful accounts after management has determined that the likelihood of collection is not probable.

The Company considered the amounts of receivables in dispute and believes an allowance for these receivables were not necessary as of September 30, 2024 and December 31, 2023.

Fair Value Measurements

ASC Topic 820 defines fair value, establishes a framework for measuring fair value and enhances disclosure requirements for fair value measurements. This topic does not require any new fair value measurements. ASC Topic 820 defines fair value as the price that would be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or a liability. As a basis for considering such assumptions, ASC Topic 820 establishes a three-tier value hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value:

Level 1 —	Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets.
Level 2 —	Other inputs that is directly or indirectly observable in the marketplace.
Level 3 —	Unobservable inputs which are supported by little or no market activity.

The fair value hierarchy also requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value.

Earnings (Loss) Per Share

Earnings Per Share (‘EPS”) is computed by dividing net income available to common stockholders by the weighted average number of common stock shares outstanding during the year. Diluted EPS is computed by dividing net income available to common stockholders by the weighted average number of common stock shares outstanding during the year plus potential dilutive instruments such as stock options and warrants.  

The effect of stock options on diluted EPS is determined through the application of the treasury stock method, whereby proceeds received by the Company based on assumed exercises are hypothetically used to repurchase the Company's common stock at the average market price during the period. The Company has no stock options, warrants or other potentially dilutive instruments outstanding at September 30, 2024 and December 31, 2023.

Investment in Unconsolidated Joint Ventures

The Company entered into a JV agreement with an independent third party, to form a JV company. The joint venture agreement provides the Company with only the rights to the assets and obligation for the liabilities of the joint arrangement resting primarily with the JV. In adopting ASC Topic 323, Investments - Equity Method and Joint Ventures (Topic 323), the Company’s investment in joint venture is accounted for using the equity method.

Inventories

Inventories are carried at the lower of cost and net realizable value, as determined using the weighted average cost method. Management compares the cost of inventories with the net realizable value and if applicable, an allowance is made for writing down the inventory to its net realizable value, if lower than cost. On an ongoing basis, inventories are reviewed for potential write-down for estimated obsolescence or unmarketable inventories which equals the difference between the costs of inventories and the estimated net realizable value based upon forecasts for future demand and market conditions. When inventories are written-down to the lower of cost or net realizable value, it is not marked up subsequently based on changes in underlying facts and circumstances.

The Company entered into a purchase agreement with JV company and through their platform to purchase of gold. In adopting ASC Topic 330, Inventory, it permits certain inventories such as precious metals, agricultural and mineral inventories to be stated above cost in exceptional cases. We believe that because our business model is to trade gold and held in short-term, market value is a more useful and relevant measurement than lower of cost or market value.

Goodwill

Goodwill is recorded as the difference between the aggregate consideration paid for in a business combination and the fair value of the acquired net tangible and intangible assets acquired. The Company evaluates goodwill for impairment on an annual basis in the fourth quarter or more frequently if indicators of impairment exist that would more likely than not reduce the fair value of a reporting unit below its carrying amount. The Company first assesses qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying value. Based on that qualitative assessment, if it is more likely than not that the fair value of a reporting unit is less than its carrying value, the Company conducts a quantitative goodwill impairment test, which involves comparing the estimated fair value of the reporting unit with its carrying value, including goodwill. The Company estimates the fair value of a reporting unit using a combination of the income and market approach. If the carrying value of the reporting unit exceeds its estimated fair value, an impairment loss is recorded for the difference.

11

Non-controlling interest

Non-controlling interests represent the equity interests in the subsidiaries that are not attributable, either directly or indirectly, to the Company.

Recent Accounting Pronouncements

The Company has considered all new accounting pronouncements and has concluded that there are no new pronouncements that may have a material impact on results of operations, financial condition, or cash flows, based on current information.

NOTE 3 – GOING CONCERN

As shown in the accompanying consolidated financial statements, the Company has an accumulated deficit of $8,980,282 as of September 30, 2024. The Company also experienced insufficient cash flows from operations and will be required continuous financial support from the shareholders. The Company will need to raise capital to fund its operations until it is able to generate sufficient revenue to support the future development. Moreover, the Company may be continuously raising capital through the sale of debt and equity securities.

The Company’s ability to achieve these objectives cannot be determined at this stage. If the Company is unsuccessful in its endeavors, it may be forced to cease operations. These consolidated financial statements do not include any adjustments that might result from this uncertainty which may include adjustments relating to the recoverability and classification of recorded asset amounts, or amounts and classifications of liabilities that might be necessary should the Company be unable to continue as a going concern.

These factors have raised substantial doubt about the Company’s ability to continue as a going concern. There can be no assurances that the Company will be able to obtain adequate financing or achieve profitability. These consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

NOTE 4 – PROPERTY, PLANT AND EQUIPMENT

Property, plant and equipment as of September 30, 2024 and December 31, 2023 is summarized as follows:

Schedule of Property and Equipment 

	September 30, 2024			December 31, 2023
		(unaudited)
Office furniture and fixtures	$	41,725		$	41,725
Office equipment		253,583			243,151
Vehicles		6,402			6,402
Less:  accumulated depreciation		(133,287	)		(98,942	)
Property, plant and equipment, net	$	168,423		$	192,336

Depreciation expense for the three months and nine months ended September 30, 2024 were $14,227 and $35,993 respectively; and for the three months and nine months ended September 30, 2023 were $5,047 and $23,290, respectively.

NOTE 5 – INTANGIBLE ASSETS

Software as of September 30, 2024 and December 31, 2023 is summarized as follows:

	September 30,			December 31,
	2024			2023
Software	$	2,359,481		$	2,345,637
Less:  accumulated amortization		(1,035,523	)		(922,403	)
Intangible assets, net	$	1,323,958		$	1,423,234

Amortization expense for the three months and nine months ended September 30, 2024 were $40,804 and $106,470, respectively; and for the three months and nine months ended September 30, 2023 were $(11,309) and $40,026, respectively.

NOTE 6 – ACQUISITION OF SUBSIDIARIES

The Company completed the valuations for Macao E-Media Development Company Limited necessary to assess the fair values of the tangible assets acquired and liabilities assumed, resulting from which the amount of goodwill was determined and recognized as of the respective acquisition date. The following table summarizes the estimated aggregate fair values of the assets acquired and liabilities assumed as of the closing date, September 27, 2021:

(a) Acquisition of Citysearch Technology (HK) Company Limited

On October 9, 2023, the Company acquired 70% shares of Citysearch Technology (HK) Company Limited (“Citysearch”) in Hong Kong with $1,149,346 consideration.  The main business of Citysearch is provision of group dining service platform, which mainly solves the lunch and dinner group dining needs for corporate employees in Hong Kong.

The Company completed the valuations necessary to assess the fair values of the tangible and intangible assets acquired and liabilities assumed, resulting from which the amount of goodwill was determined and recognized as of the respective acquisition date. The following table summarizes the estimated aggregate fair values of the assets acquired and liabilities assumed as of the closing date, October 9, 2023.

Property, plant and equipment	$	6,911
Other receivables and prepayment		94,803
Amount due from related parties		381,086
Cash and cash equivalents		747,332
Other payables and accruals		(323,742)
Goodwill		170,069
Non-controlling interest		72,887
Total consideration paid in cash	$	1,149,346
Less: Cash and cash equivalents		(747,332)
Net cash outflow arising from the acquisition of a subsidiary	$	402,014

The transaction resulted in allocation of $170,069 to goodwill, representing the financial, strategic and operational value of the transaction to the Company. Goodwill is attributed to the premium that the Company paid to obtain the value of the business of Citysearch and the synergies expected from the combined operations of Citysearch and the Company, the assembled workforce and their knowledge and experience in provision of dining services. The total amount of the goodwill acquired is not deductible for tax purposes.

(b) Acquisition of Fresh Life Technology Company Limited

On January 2023, the Company acquired 90% shares of Fresh Life Technology Company Limited (“Fresh Life”) in Macau with Nil consideration.  The main business of Fresh Life is provision of logistic services in order to support MED’s business.

The Company completed the valuations necessary to assess the fair values of the tangible and intangible assets acquired and liabilities assumed, resulting from which the amount of goodwill was determined and recognized as of the respective acquisition date. The following table summarizes the estimated aggregate fair values of the assets acquired and liabilities assumed as of the closing date, January 1, 2023.

Amount due to related parties	$	(925,423)
Goodwill		832,881
Non-controlling interest		92,542
Net cash outflow arising from the acquisition of a subsidiary	$	-

The transaction resulted in allocation of $832,881 to goodwill, representing the financial, strategic and operational value of the transaction to the Company. Goodwill is attributed to the premium that the Company paid to obtain the value of the business of Fresh Life and the synergies expected from the combined operations of Fresh Life and the Company, the assembled workforce and their knowledge and experience in provision of logistic services. The total amount of the goodwill acquired is not deductible for tax purposes.

NOTE 7 – DISPOSAL OF A SUBSIDIARY

In January 2024, the Company entered into a sale and purchase agreement to dispose of its entire equity interest in its subsidiary, Squirrel Logistic Company Limited which is incorporated in the Macau, (referred to as the “Disposal subsidiary”) to an independent third party at a consideration of $12,286. The principal activity of the Disposal subsidiary is provision of logistic services.  The disposal was completed on the same date of the agreement.

Analysis of assets and liabilities over which control was lost:
Other receivables	$	21,892
Cash and cash equivalents		118,105
Amount due from related parties		344,251
Amount due to immediate holding company		(1,704,251)
Other payables and accruals		(46,374)
	$	(1,266,377)
Loss on disposal of subsidiary:
Total consideration	$	12,286
Less: Waiver of amount due to immediate holding company		(1,704,251)
Add: Net liabilities disposed of		1,266,377
Loss on disposal	$	425,588
Total consideration satisfied by:
Cash consideration received	$	-
Net cash outflow arising on disposal:
Cash consideration received	$	-
Cash and cash equivalents disposed of		(118,105)
Net cash outflow	$	(118,105)

NOTE 8 – GOODWILL

		September 30, 2024	December 31, 2023
Goodwill	$	72,667,589	$	71,664,639
Acquisition of subsidiaries		-		1,002,950
Balance at end of period	$	72,667,589	$	72,667,589

Goodwill has been allocated for impairment testing purposes to the acquisition of the shares of Macao E-Media Development Company Limited including its subsidiaries Fresh Life Technology Company Limited and Citysearch Technology (HK) Company Limited by the Company.

The Company performed goodwill impairment test at the reporting unit level on an annual basis and between annual tests when an event occurs or circumstances change indicating the asset might be impaired. As of December 31, 2023, the Company performed testing on reporting unit.

The Company first assessed qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount. For those reporting units where it is determined that it is more likely than not that their fair values are less than the units’ carrying amounts, the Company will perform the first step of a two-step quantitative goodwill impairment test. After performing the assessment, if the carrying amounts of the reporting units are higher than their fair values, the Company will perform the second step of the two-step quantitative goodwill impairment test.

For the two-step goodwill impairment test, the Company estimated the fair value with income approach for specific reporting unit component. With the income approach, the Company estimates the fair value of the reporting units using discounted cash flows. Forecasts of future cash flows are based on the best estimate of future net sales and operating expenses, based primarily on expected expansion, pricing, market share, and general economic conditions. Certain estimates of discounted cash flows involve businesses with limited financial history and developing revenue models. Changes in these forecasts could significantly change the amount of impairment recorded, if any.

Nil impairment loss of Goodwill being recorded for the nine months ended September 30, 2024, and year ended December 31, 2023, respectively.

NOTE 9 – RIGHT TO USE ASSETS AND LEASE LIABILITY

In January 2024, the Company entered a two-year lease for office space of approximately 770 square feet in Hong Kong, expiring January 10, 2026, with monthly payments of approximately $4,404 per month.

In 2023, the Company entered into the renewal lease agreement for office with MED and its subsidiaries in Macao and Zhuhai, with monthly payments of approximately $20,527 per month.

In 2023, MED’s subsidiary, Citysearch Technology (HK) Company Limited, entered into a two-year lease for a cafe shop space of approximately 708 square feet in Hong Kong, expiring August 2025 with monthly payment of approximately $5,005 per month.

At lease commencement date, the Company estimated the lease liability and the right of use assets at present value using the Company’s estimated incremental borrowing rate of 8% and determined the initial present value, at inception, of $587,855.

Right to use assets is summarized below:

		September 30, 2024	December 31, 2023
Macao and Zhuhai	$	888,774	$	805,253
Hong Kong		213,701		213,701
Subtotal		1,102,475		1,018,954
Less: accumulated depreciation		(659,118)		(782,476)
Right to use assets, net	$	443,357	$	236,478

During the nine months ended September 30, 2024 and 2023, the Company recorded $329,095 and $261,357 as depreciation on ROU assets; and the Company recorded $26,341 and $23,874 as financial interest to current period operations.

Lease liability is summarized below:

		September 30, 2024	December 31, 2023
Macao and Zhuhai	$	318,559	$	134,375
Hong Kong		124,798		102,103
Total lease liability		443,357		236,478
Less: short term portion		(245,725)		(188,214)
Long term portion	$	197,632	$	48,264

Maturity analysis under these lease agreements are as follows:

		September 30, 2024	December 31, 2023
Period / year ended September 30, 2024 and December 31, 2023	$	481,232	$	248,389
Less: Present value discount		(37,875)		(11,911)
Lease liability	$	443,357	$	236,478

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Lease expense for the three months ended September 30, 2024 was comprised of the following:

Operating lease expense	$	71,421
Short-term lease expense		28,528
	$	99,949

Lease expense for the nine months ended September 30, 2024 was comprised of the following:

Operating lease expense	$	258,593
Short-term lease expense		102,393
	$	360,986

Lease expense for the three months ended September 30, 2023 was comprised of the following:

Operating lease expense	$	74,912
Short-term lease expense		3,427
	$	78,339

Lease expense for the nine months ended September 30, 2023 was comprised of the following:

Operating lease expense	$	220,487
Short-term lease expense		41,560
	$	262,047

NOTE 10 - LOAN RECEIVABLES

In September 10, 2021, the Company’s subsidiary, Sinoforte Limited entered into a business loan agreement, by and among the joint venture, Gold Gold Gold Limited (“3G”), whereby the Company provide the fund for $1,000,000 to 3G for its business operating use. The loan amount was unsecured, with interest rate 5% per annum and has no fixed terms of repayment.

NOTE 11 - INVENTORIES

The Company purchased gold from the platform under its joint venture, Gold Gold Gold Limited. Inventories for gold as of September 30, 2024 was $522. The Company’s subsidiary, MED was trading as mobile platform of ordering and delivery services for restaurants and had approximately $80,355 merchandise inventory. In October 2023, the Company’s subsidiary, Citysearch Technology (HK) Limited (“Citysearch”) established a new cafe restaurant in Hong Kong and had approximately $12,529 of inventory for food and beverage as of September 30, 2024. Fresh Life Technology Company Limited had approximately $18,749 of inventory for delivery box as of September 30, 2024.

NOTE 12 – BANK LOANS

The bank loans are borrowed by MED and Zhuhai Chengmi Technology Company Limited (“Chengmi”). The banking credit facility from MED dated March 3, 2020 for a maximum principal of $374,672 expiring July 31, 2024 at an interest rate of 4.25% per annum. This loan is secured against the directors of MED and for the use of MED operation due to the outbreak of COVID-19. On June 13, 2022, MED borrowed another loan from Ant Bank (Macao) Limited with principle of $623,239 (equivalent to MOP5,000,000), at an interest rate of 5.5% per annum. In 2023, the Company borrowed addition loan from Ant Bank with principle of $617,731 (equivalent to MOP5,000,000), at an interest rate of 5.5% per annum. Both loan from Ant Bank will be expired on June 18, 2024. In May and June 2023, Chengmi borrowed the loans with principle of $362,505 and $414,731, repaid within a year and at an interest rate of 4.5% per annum. In June 2023, Chengmi borrowed the loans with principle of $85,518 and $59,052, repaid within a year and at an interest rate of 4.4% per annum.

Bank loans are summarized below:

		September 30, 2024		December 31, 2023
Bank loans	$	2,358,738		$	2,258,181
Less: short term portion		(2,358,738	)		(2,239,534	)
Long term portion	$	-		$	18,647

NOTE 13 – CAPITAL STOCK

The Company is authorized to issue 500,000,000 shares of common stock, $0.01 par value, and 25,000,000 shares of preferred stock, $0.01 par value. As of September 30, 2024 and December 31, 2023, there were 263,337,500 shares of the Company’s common stock issued and outstanding, and none of the preferred shares were issued and outstanding.

As of September 30, 2024, Kelton Capital Group Ltd. owned 31,190,500 shares, or 11.84%, of the Company’s common stock, Jiang Haitao owned 46,588,236 shares, or 17.69%, of the Company’s common stock, and Elate Holdings Limited owned 26,000,000 shares, or 9.87%, of the Company’s common stock. Other than Kelton Capital Group Ltd, Jiang Haitao and Elate Holdings Limited, no person owns 5% or more of the Company’s issued and outstanding shares.

NOTE 14 – INCOME PER SHARE

The following table sets forth the computation of basic and diluted profit per common share for the three and nine months ended September 30, 2024 and 2023, respectively:

	Three Months Ended September 30, 2024		Three Months Ended September 30, 2023		Nine Months Ended September 30, 2024		Nine Months Ended September 30, 2023
Numerator-basic and diluted
Net income	$	1,847,273	$	715,568	$	2,966,626	$	1,676,341
Denominator
Weighted average number of common shares outstanding-basic and diluted	263,337,500		263,337,500		263,337,500		263,337,500
Profit/(loss) per common share - basic and diluted	$	0.007	$	0.003	$	0.011	$	0.006

NOTE 15 - JOINT VENTURE

Gold Gold Gold Limited (“JV”) was created in February 2018. The Company entered into a JV agreement with primary activity of trading of gold. The Company injected $12,839 (HK$100,000) to the JV during the year ended December 31, 2019. The Company shared the operating loss from JV of $12,839 during the year.

Summarized financial information for joint venture is as follows:

Balance Sheets:	September 30, 2024			December 31, 2023
	(unaudited)			(audited)
Property, plant and equipment, net	$	670		$	1,488
Other receivables and prepaid		144			9,213
Inventory		143,049			119,310
Cash and cash equivalents		63,675			49,422
Total assets		207,538			179,433
Accrued expense		-			(1,152	)
Other payable to shareholder		(4,516,233	)		(4,310,453	)
Customer deposit		(542,424	)		(404,659	)
Total liabilities		(5,058,657	)		(4,716,264	)
Net liabilities	$	(4,851,119	)	$	(4,536,831	)

13

Statement of Operations:	Nine months ended September 30, 2024
	(unaudited)
Revenue	$	-
Less: Cost of sales		(-	)
		-
Operating expense		(136,586	)
Depreciation		(820	)
Net loss from operations		(137,406	)
Other income (expense):
Interest (expense) income, net		(165,168	)
Net loss	$	(302,574	)

NOTE 16 - RELATED PARTY BALANCES

Due from related parties

The balance due from related parties was as following:

	September 30, 2024	December 31, 2023
	$	$
Citysearch Technology (Macao) Limited (1)	1,408	1,405
Kangaroo Technology Co., Limited (2)	(185,279)	-
Gloryful Company Limited (3)	2,118	2,113
Littlemi Technology Company Limited (4)	117,565	117,282
Nanjing Chengmi Technology Company Limited (5)	150,557	151,297
Watermelon Cultural Communication Company Limited (6)	219,687	219,159
Zhuhai Xiangguo Technology Co., Limited (7)	90,468	-
	396,524	491,256

Note:

(1)	Citysearch Technology (Macao) Limited is 90% controlled by Jiang Haitao, the shareholder of the Company. The balances represented the amount paid on behalf of the Company for its daily operation purpose.
(2)	Kangaroo Technology Co., Limited has common director with Jiang Haitao, the shareholder of the Company. The balances represented the amount paid on behalf of the Company for its daily operation purpose.
(3)	Gloryful Company Limited is 6% controlled by Jiang Haitao, the shareholder of the Company. The balances represented the amount paid on behalf of the Company for its daily operation purpose.
(4)	Littlemi Technology Company Limited is 50% controlled by Jiang Haitao, the shareholder of the Company. The balances represented the amount paid on behalf of the Company for its daily operation purpose.
(5)	Nanjing Chengmi Technology Company Limited is 100% controlled by Jiang Haitao, the shareholder of the Company. The balances represented the amount paid on behalf of the Company for its daily operation purpose.
(6)	Watermelon Cultural Communication Company Limited 51% controlled by Jiang Haitao, the shareholder of the Company. The balances represented the amount paid on behalf of the Company for its daily operation purpose.
(7)	Zhuhai Xiangguo Technology Co., Limited has common director with Jiang Haitao, the shareholder of the Company. The balances represented the amount paid on behalf of the Company for its daily operation purpose.

NOTE 17 – SEGMENT INFORMATION

The Company’s segments are business units that offer different products and services and are reviewed separately by the chief operating decision maker (the “CODM”), or the decision-making group, in deciding how to allocate resources and in assessing performance. The Company’s CODM is the Company’s Chief Executive Officer. During 2021, after the acquisition of MED, there are two segments, consisting of the provision of food & beverage and delivery services and IT supporting services. During 2024, after the incorporation of Graphite Energy, Inc., there is one additional segment, consisting of the trading of graphite products.

Nine Months Ended September 30, 2024	Food & Beverage and Delivery	IT Supporting Services	Graphite product	Corporate unallocated (note)	Consolidated
Revenue	$31,682,978	$519,652	$18,357,617	$-	$50,560,247
Cost of revenue	(18,003,209)	(461,269)	(15,547,315)	-	(34,011,793)
Gross profit	13,679,769	58,383	2,810,302	-	16,548,454
Operating expense
Selling, general and administrative expenses	8,178,085	4,328,235	656,212	350,787	13,513,319
Loss on disposal of subsidiary	425,588	-	-	-	425,588
Depreciation	18,964	122,946	-	552	142,462
Total operating expenses	8,622,637	4,451,181	656,212	351,339	14,081,369
Net profit / (loss) from operation	5,057,132	(4,392,798)	2,154,090	(351,339)	2,467,085
Interest (expense) income	(37,474)	(24,241)	-	-	(61,715)
Net profit / (loss) before provision for income taxes	$5,019,658	$(4,417,039)	$2,154,090	$(351,339)	$2,405,370

Nine Months Ended September 30, 2023	Food & Beverage and Delivery	IT Supporting Services	Corporate unallocated (note)	Consolidated
Revenue	$28,470,322	$35,451	$133,416	$28,639,189
Cost of revenue	(15,102,487)	(711,348)	-	(15,813,835)
Gross profit / (loss)	13,367,835	(675,897)	133,416	12,825,354
Operating expense
Selling, general and administrative expenses	10,468,821	267,686	228,944	10,965,451
Depreciation	84,048	42,656	552	127,256
Total operating expenses	10,552,869	310,342	229,496	11,092,707
Net profit / (loss) from operation	2,814,966	(986,239)	(96,080)	1,732,647
Interest (expense) income	(15,063)	(16,466)	(383)	(31,912)
Net profit / (loss) before provision for income taxes	$2,799,903	$(1,002,705)	$(96,463)	$1,700,735

Note: The Company does not allocate its expenses incurred to its reportable segments because these activities are managed at a corporate level.

NOTE 18 - COMMITMENTS AND CONTINGENCIES

Legal proceedings

As of September 30, 2024, the Company is not aware of any material outstanding claim and litigation against them.

NOTE 19 - SUBSEQUENT EVENTS

In accordance with ASC 855, “Subsequent Events,” the Company has evaluated subsequent events through the date of filing.  No material subsequent events were noted.

Item 2.    MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

This report contains certain forward-looking statements that involve risks and uncertainties.  We use words such as "anticipate," "believe," "expect," "future," "intend," "plan," and similar expressions to identify forward-looking statements. These statements are only predictions.  Although we believe that the expectations reflected in these forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements.  You should not place undue reliance on these forward-looking statements, which apply only as of the date of this report.  Our actual results could differ materially from those anticipated in these forward-looking statements.

Overview

We conduct our businesses primarily through our 98.75% owned subsidiary, Macao E-Media Development Company Limited, a Macao Company (“MED”), and 50% owned subsidiary, Gold Gold Gold Limited (“3G”), a Hong Kong company. MED has five subsidiaries, each of which is in charge of respective area such as Development & Maintenance, Marketing & Operation, Logistics & Delivery, Payment & Clearance, Emerging Market Business Development.

In this MD&A section, we will primarily discuss the business of MED, as 3G is a joint venture and its financial position and results of operations are not consolidated with our consolidated financial statements. The financial position and results of operations of 3G are summarized in the Notes to our consolidated financial statements.

As a leading mobile platform of ordering and delivery services for restaurants or other merchants, we operate in Macao, and our businesses are built on our platform, Aomi App (the “Platform”). The Platform connects restaurants/merchants (collectively referred to as “Merchants”) with consumers and delivery riders. The Platform is created to serve the needs of these three key constituencies and to become more intelligent and efficient with every customer order. As we grow, we enjoy the benefits of scale and enjoy our competitive advantages, and at the same time we deliver substantial benefits to everyone we serve.

On January 2023, the Company acquired 90% shares of Fresh Life Technology Company Limited (“Fresh Life”) through its subsidiary, Zhuhai Migua Technology Company Limited. The main business of Fresh Life is provision of logistic services in Macao.

On October 9, 2023, the Company acquired 70% shares of Citysearch Technology (HK) Company Limited (“Citysearch”) in Hong Kong. The main business of Citysearch is provision of group dining service platform, which mainly solves the lunch and dinner group dining needs for corporate employees in Hong Kong. As a startup, for the period ended December 31, 2023, Citysearch had a revenue of approximately $27,450, and net loss of approximately $969,632.

In April 2024, MED set up a wholly owned subsidiary Zhuhai Aomi E-commerce Company Limited, of which the purpose is to carry out in-store business in mainland China, predominantly and initially in Zhuhai city. In-store business offers Macao users various types of vouchers, coupons, discount tickets issued by mainland merchants.

On January 3, 2024, the Company established a new wholly-owned subsidiary, Graphite Energy, Inc., which was incorporated in the State of Florida. The purpose of forming this new subsidiary is to enter the business of graphite production and sales, including establishing a production line for graphite refined powder products in Madagascar. Consequently, the Company first needs to ensure the long-term, sufficient and stable supply of graphite ore, which is the most important raw material for the Company’s graphite production line. On January 18, 2024, the Company entered into a Base Agreement for Purchase of Graphite Ore with Madagascar Graphite Limited (the “Supplier”) to ensure the long-term, sufficient and stable supply of graphite ore, which is the most important raw material for the Company’s graphite production line. The Supplier owns approximately 280-square-kilometer graphite mining area in Tamatave region of Madagascar, with hundreds of millions of tons of the estimated graphite ore reserves and a history of graphite mining for more than a hundred years. On March 22, 2024, this agreement was amended and restated. Under the amended and restated agreement, the Company will not make advance payments to Supplier for the purchase of graphite ore; instead, payments will be made after manufacturing graphite products using the ore as raw material. The agreement term is one year, ending on March 30, 2025. During the term, Supplier agrees to sell and deliver to the Company, and the Company agrees to purchase and accept from Supplier sufficient amount of graphite ore so that the Company can produce up to 100,000 tons of graphite refined powder products with a carbon content of more than 95%. Parties agree to decide whether to renew or reach a new agreement 30 days before the expiration of this agreement.

Due to the uncontrollable variations among different grades of graphite ore, such as volume, weight, carbon content, as well as inaccuracies in testing, to protect each party’s interest and simplify the process of pricing, parties agree that the price for the graphite ore used for the production of refined graphite powder shall be calculated on an output based formula as follows: (i) for each metric ton of refined graphite powder output, the Company shall pay Supplier a fixed price of $200, regardless of how many metric tons of graphite ore used as input; and (ii) This fixed price shall cover all mining and transporting the graphite ore to the warehousing facility at the Company’s production line in Tamatave, Madagascar by Supplier.

Parties agree that purchase price shall be paid to Supplier by the Company’s issuance of its common stock shares, at a price of $0.50 per share. The Company’s share payment shall be made quarterly in accordance with the quantity of the refined graphite powder produced for the quarter. Parties agree the Company’s shares shall be issued to Supplier within 90 days of each quarterly settlement.

Results of Operations

For the Three Months Ended September 30, 2024 Compared to the Three Months Ended September 30, 2023

The following table shows operating results for the three months ended September 30, 2024 and 2023:

	Three Months Ended September 30,
	2024			2023			$ Change		% Change
Revenues	$	19,378,637		$	9,748,254			9,630,383		98.79	%
Cost of revenue		12,871,058			5,124,456			7,746,602		151.17	%
Gross Profit		6,507,579			4,623,798			1,883,781		40.74	%
Operating expense		4,845,065			3,877,832			967,233		24.94	%
Operating profit		1,662,514			745,966			916,548		122.87	%
Other income / (expense)		(15,060	)		(13,670	)		1,390		10.17	%
Net profit	$	1,647,454		$	732,296			915,158		124.97	%

Sales

For the three months ended September 30, 2024, the Company generated sales of $19,378,637 compared to $9,748,254 for the same period of 2023. The new generated sales were entirely from the newly incorporated subsidiary, Graphite Energy, Inc. trading with graphite products.  

Costs of Goods Sold

For the three months ended September 30, 2024, the Company generated cost of goods sold for $12,871,058 compared to $5,124,456 for the same period of 2023. Currently the Company is attributable to delivery rider costs and purchase of inventory.

Operating expenses

For the three months ended September 30, 2024 and 2023, the Company’s selling, general and administrative expenses were $4,845,065 compared to $3,877,832 for the same period of the previous year. The increase is primarily the result of increase of wages and promotion expenses from Macao’s and Zhuhai’s subsidiaries.

Other Income (Expense)

For the three months ended September 30, 2024, the Company had $15,060 of interest expense relating to bank loan interest payable, as compared to $13,670 of interest expense for the same period last year.

Net Profit/(Loss)

For the three months ended September 30, 2024, the Company had a net profit of $1,647,454, or $0.006 per share, as compared to a net profit of $732,296, or $0.003 per share, for the same period of 2023.

For the Nine Months Ended September 30, 2024 Compared to the Nine Months Ended September 30, 2023

The following table shows operating results for the nine months ended September 30, 2024 and 2023:

	Nine Months Ended September 30,
	2024			2023			$ Change		% Change
Revenues	$	50,560,247		$	28,639,189			21,921,058		76.54	%
Cost of revenue		34,011,793			15,813,835			18,197,958		115.08	%
Gross Profit		16,548,454			12,825,354			3,723,100		29.03	%
Operating expense		14,081,369			11,092,707			2,988,662		26.94	%
Operating profit		2,467,085			1,732,647			734,438		42.39	%
Other income / (expense)		(61,715	)		(31,912	)		29,803		93.39	%
Net profit	$	2,405,370		$	1,700,735			704,635		41.43	%

Sales

For the nine months ended September 30, 2024, the Company generated sales of $50,560,247 compared to $28,639,189 for the same period of 2023. The new generated sales were entirely from the newly incorporated subsidiary, Graphite Energy, Inc. trading with graphite products.

Costs of Goods Sold

For the nine months ended September 30, 2024, the Company generated cost of goods sold for $34,011,793 compared to $15,813,835 for the same period of 2023. Currently the Company is attributable to delivery rider costs and purchase of inventory.

Operating expenses

For the nine months ended September 30, 2024 and 2023, the Company’s selling, general and administrative expenses were $14,081,369 compared to $11,092,707 for the same period of the previous year. The increase is primarily the result of increasing wages and promotion expenses from Macao’s and Zhuhai’s subsidiaries

Other Income (Expense)

For the nine months ended September 30, 2024, the Company had $61,715 of interest expense relating to bank loan interest payable, as compared to $31,912 of interest expense for the same period last year.

Net Profit/(Loss)

For the nine months ended September 30, 2024, the Company had a net profit of $2,405,370, or $0.009 per share, as compared to a net profit of $1,700,735, or $0.006 per share, for the same period of 2023.

Liquidity and Capital Resources

As of September 30, 2024, the Company had cash and cash equivalents of $6,795,889 and a working capital deficit of $3,583,956. For the nine months ended September 30, 2024, the Company provided net cash of $3,136,526 from its operating activities primarily from our net profit of $2,405,370, adjusted net with depreciation and amortization of $142,463, a loss of disposal of equipment of $83,758, a loss of disposal of subsidiary of $425,588, an increase in account receivables of $4,446,906, an increase in inventories of $44,585, a decrease in prepaid expenses of $21,810, an increase in deposits of $1,824,371, an increase in other receivables of $638,948, a decrease in accrued expense of $189,595, a decrease in deposit received of $214,585, a decrease in other payables of $35,656, an increase in account payable of $7,452,183. By comparison, net cash used in operating activities was $26,359 for the same period of 2023.

During the nine months ended September 30, 2024, the Company provided net cash of $388,148 from its investing activities which comprised with purchase of equipment of $112,044, repayment from related company of $137,936, repayment from shareholder of $687,497, repayment from associate company of $24,359, net cash outflow from acquisition of subsidiaries of $118,105 and loan to associate of $231,495. By comparison, net cash used in investing activities was $129,752 for the same period of 2023.

During the nine months ended September 30, 2024, the Company’s financing activities provided net cash of $91,846, which was comprised of repayment of bank loans of $2,229,513 and loan borrowings from banks of $2,321,359. By comparison, net cash provided by financing activities was $635,625 for the same period of 2023.  

Until we are able to generate sufficient liquidity from operations, we intend to continue to fund operations from cash on-hand, and through private debt or equity placements of our securities. Our continued operations will depend on whether we are able to generate sufficient liquidity from operations and/or raise additional capital through such sources as equity and debt financings, collaborative and licensing agreements and strategic alliances. There can be no assurance that additional capital will become available or, if it does, that it will become available on acceptable terms, or that any additional capital we may obtain will be sufficient to meet our long-term needs. We currently have no commitments for any additional capital, both internally and externally.

Off-Balance Sheet Arrangements

We do not have any off-balance sheet arrangements.

Contractual Obligations

We have an office in Hong Kong, which is leased on a term of two years ending in January 2026. The space is approximately 770 square feet, and the rent is approximately $4,404 per month. Besides, the acquisition of Macao and Zhuhai subsidiaries, it results on addition lease for office and warehouse approximately 39,800 square feet in Macao and Zhuhai, expiring within year 2023 and 2024 with monthly payment of approximately $20,527 per month. In 2023, MED’s subsidiary, Citysearch Technology (HK) Company Limited, entered into a two-year lease for a cafe shop space of approximately 708 square feet in Hong Kong, expiring August 2025 with monthly payment of approximately $5,005 per month.

Critical Accounting Policies

In preparing the consolidated financial statements, we follow accounting principles generally accepted in the United States (“GAAP”).  GAAP requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, sales and expenses, and related disclosure of contingent assets and liabilities. We re-evaluate our estimates on an on-going basis.  Our estimates are based on historical experience and on various other assumptions that are believed to be reasonable under the circumstances.  Actual results may differ from these estimates under different assumptions and conditions.  

We believe our use of estimates and underlying accounting assumptions adhere to GAAP and are consistently applied.  Our significant accounting policies are summarized in Note 1 to our consolidated financial statements.

Item 3.  Quantitative and Qualitative Disclosures about Market Risk

A smaller reporting company is not required to provide the information in this Item.

Item 4.  Controls and Procedures

Evaluation of Disclosure Controls and Procedures 

As of the end of the period covered by this report, the Company conducted an evaluation, under the supervision and with the participation of the Company’s management including its principal executive officer and principal financial officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as defined in Rule 13a-15(e) or 15d-15(e) under the Securities Exchange Act of 1934 (the "Exchange Act")).  Based on this evaluation, the principal executive officer and principal financial officer concluded that, as of September 30, 2024, the Company’s disclosure controls and procedures were effective to ensure that information required to be disclosed by us in the reports that the Company files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in applicable rules and forms and that such information is accumulated and communicated to the Company’s management, including its principal executive officer and principal financial officer, in a manner that allows timely decisions regarding required disclosure.

Changes in Internal Controls over Financial Reporting

There was no change in the Company’s internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act) during the Company’s most recently completed fiscal quarter that has materially affected, or is reasonably likely to materially affect, its internal control over financial reporting.

PART II - OTHER INFORMATION

Item 1.  Legal Proceedings

        None

Item 1A. Risk Factors

In evaluating us and our common stock, we urge you to carefully consider the risks and other information in this Report on Form 10-Q, as well as the risk factors disclosed in Form 10-K/A (Amendment No. 2) for the fiscal year ended December 31, 2023, and other reports that we have filed with the SEC. Any of these factors could result in a significant or material adverse effect on our results of operations or financial condition. Additional risk factors not presently known to us or that we currently deem immaterial may also impair our business or results of operations. We may disclose changes to such factors or disclose additional factors from time to time in our future filings with the SEC.

Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds

        None

Item 3.  Defaults Upon Senior Securities

        None

Item 4.  Mine Safety Disclosures

        None

Item 5.  Other Information

        None

Item 6.  Exhibits and Reports

(a)    Exhibits:

Exhibit No.                Title of Document 

31       Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32       Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101 INS       XBRL Instance Document

101SCH       XBRL Taxonomy Extension Schema Document

101 CAL      XBRL Taxonomy Extension Calculation Linkbase Document

101LAB       XBRL Taxonomy Extension Label Linkbase Document

101PRE        XBRL Taxonomy Extension Presentation Linkbase Document

101DEF        XBRL Taxonomy Extension Definition Linkbase Document.

14

SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

SCIENTIFIC ENERGY, INC.

By: /s/ Stanley Chan

Stanley Chan

President and Chief Executive Officer

November 19, 2024

15

EX-31.1

Exhibit 31.1

CERTIFICATION

Pursuant to Rule 13a–14(a)/15d–14(a)

of the Securities Exchange Act, as amended.

I, Stanley Chan, certify that:

1.I have reviewed this Quarterly Report on Form 10-Q of Scientific Energy, Inc.; 

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; 

4.The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a–15(e) and 15d–15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a–15(f) and 15d–15(f)) for the registrant and have: 

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; 

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; 

(c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and 

(d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and 

5.The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions): 

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and 

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. 

Date:  November 19, 2024

/s/ Stanley Chan

Stanley Chan

Chief Executive Officer and Chief Financial Officer

(Principal Executive Officer and Principal Financial Officer)

EX-32.1

Exhibit 32.1

CERTIFICATION

Pursuant to 18 U.S.C. 1350, as adopted

Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

In connection with the Quarterly Report on Form 10-Q of Scientific Energy, Inc. (the "Company") for the quarter ended September 30, 2024 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Stanley Chan, the Chief Executive Officer and Chief Financial Officer of the Company, hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to my knowledge: 

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and 

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. 

Date:  November 19, 2024

/s/ Stanley Chan

Stanley Chan

Chief Executive Officer and Chief Financial Officer

(Principal Executive Officer and Principal Financial Officer)

XML

Document and Entity Information - $ / shares	9 Months Ended
	Sep. 30, 2024	Nov. 19, 2024
Details
Registrant CIK	0001276531
Fiscal Year End	--12-31
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2024
Document Transition Report	false
Securities Act File Number	000-50559
Entity Registrant Name	SCIENTIFIC ENERGY, INC.
Entity Incorporation, State or Country Code	UT
Entity Tax Identification Number	87-0680657
Entity Address, Address Line One	Room M, 21F
Entity Address, Address Line Two	Tong Nam Ah Commercial Centre
Entity Address, Address Line Three	180 Alameda Dr.
Entity Address, City or Town	Carlos D’Assumpcao
Entity Address, Country	MK
Entity Address, Postal Zip Code	00000
Entity Address, Address Description	Address of principal executive offices including zip code
Country Region	852
City Area Code	25
Local Phone Number	30-2089
Phone Fax Number Description	Registrant’s telephone number
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 Common Stock, Shares Outstanding		263,337,500
Entity Listing, Par Value Per Share	$ 0.01
Amendment Flag	false
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q3

XML

Condensed Consolidated Balance Sheets (June 30, 2024 Unaudited) - USD ($)	Sep. 30, 2024	Dec. 31, 2023
Current assets
Cash and cash equivalents	$ 6,795,889	$ 3,164,464
Loan receivables	1,190,029	958,534
Accounts receivable	5,785,224	1,338,318
Other receivables	1,210,471	593,415
Amount due from related companies	396,524	491,256
Amount due from joint venture	319	24,679
Inventories	112,155	67,569
Prepaid expense	2,419,790	645,667
Total current assets	17,910,401	7,283,902
Non-current assets
Property, plant and equipment, net	168,423	192,336
Intangible assets	1,323,958	1,423,234
Goodwill	72,667,589	72,667,589
Operating lease right to use assets	443,357	236,478
Deposits	173,971	145,532
Total non-current assets	74,777,298	74,665,169
Total assets	92,687,699	81,949,071
Current liabilities
Accounts payable	12,529,512	5,077,329
Accrued expenses	2,509,645	2,699,239
Deposit received	1,548,094	1,762,678
Other payables	2,302,643	1,308,957
Bank loans	2,358,738	2,239,534
Operating lease liabilities	245,725	188,214
Total current liabilities	21,494,357	13,275,951
Non-current liabilities
Bank loans	0	18,647
Operating lease liability	197,632	48,264
Total non-current liabilities	197,632	66,911
Total liabilities	21,691,989	13,342,862
Commitments and contingencies	0	0
Stockholders' equity
Preferred Stock, Value	0	0
Common Stock, Value	2,633,375	2,633,375
Additional paid in capital	78,460,638	78,460,638
Accumulated deficit	(8,980,282)	(11,946,908)
Accumulated other comprehensive income	25,114	40,217
Total stockholders' surplus	72,138,845	69,187,322
Non-controlling interests	(1,143,135)	(581,113)
Total liabilities and stockholders' equity	$ 92,687,699	$ 81,949,071

XML

Condensed Consolidated Balance Sheets (June 30, 2024 Unaudited) - Parenthetical - $ / shares	Sep. 30, 2024	Dec. 31, 2023
Condensed Consolidated Balance Sheets (June 30, 2024 Unaudited)
Preferred Stock, Par or Stated Value Per Share	$ 0.01	$ 0.01
Preferred Stock, Shares Authorized	25,000,000	25,000,000
Preferred Stock, Shares Issued	0	0
Preferred Stock, Shares Outstanding	0	0
Common Stock, Par or Stated Value Per Share	$ 0.01	$ 0.01
Common Stock, Shares Authorized	500,000,000	500,000,000
Common Stock, Shares, Issued	263,337,500	263,337,500
Common Stock, Shares, Outstanding	263,337,500	263,337,500

XML

Unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss
REVENUE	$ 19,378,637	$ 9,748,254	$ 50,560,247	$ 28,639,189
COST OF REVENUE	(12,871,058)	(5,124,456)	(34,011,793)	(15,813,835)
GROSS PROFIT	6,507,579	4,623,798	16,548,454	12,825,354
OPERATING EXPENSES
Selling, general and administrative expenses	4,790,403	3,818,985	13,513,319	10,965,451
Loss on disposal of subsidiary	0	0	425,588	0
Depreciation	54,662	58,847	142,462	127,256
Total operating expenses	4,845,065	3,877,832	14,081,369	11,092,707
NET PROFIT/(LOSS) FROM OPERATIONS	1,662,514	745,966	2,467,085	1,732,647
Other income (expense)
Interest (expense) income	(15,060)	(13,670)	(61,715)	(31,912)
Net profit/(loss) before provision for income taxes	1,647,454	732,296	2,405,370	1,700,735
Income taxes	(766)	(8,741)	(766)	(8,741)
NET PROFIT/(LOSS)	1,646,688	723,555	2,404,604	1,691,994
Net profit/(loss) attributable to non-controlling interests	200,585	(7,987)	562,022	(15,653)
Net profit/(loss) attributable to Scientific Energy, Inc	1,847,273	715,568	2,966,626	1,676,341
OTHER COMPREHENIVE GAIN/(LOSS)
Foreign translation gain	(14,223)	(25,834)	(15,103)	0
Net income	1,646,688	723,555	2,404,604	1,691,994
Total comprehensive income	1,632,465	697,721	2,389,501	1,691,994
Foreign translation gain (loss) attributable to non-controlling interest	0	41,093	8,680	41,093
Comprehensive income attributable to Scientific Energy, Inc	$ 1,847,273	$ 756,661	$ 2,975,306	$ 1,717,434
Net loss per common share, basic and diluted	$ 0.007	$ 0.003	$ 0.011	$ 0.006
Weighted average common shares outstanding, basic and diluted	263,337,500	263,337,500	263,337,500	263,337,500

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Condensed Consolidated Statement of Stockholders' Equity - USD ($)	Common Stock	Additional Paid-in Capital	Retained Earnings	AOCI Including Portion Attributable to Noncontrolling Interest	Noncontrolling Interest	Total
Equity Balance, Starting at Dec. 31, 2022	$ 2,633,375	$ 78,460,638	$ (14,034,905)	$ 32,629	$ (160,788)	$ 66,930,949
Shares Outstanding, Starting at Dec. 31, 2022	263,337,500
Stockholders' Equity, Other	$ 0	0	0	(11,923)	0	(11,923)
Net Income (Loss)	0	0	649,059	0	6,510	655,569
Equity Balance, Ending at Mar. 31, 2023	$ 2,633,375	78,460,638	(13,385,846)	20,706	(154,278)	67,574,595
Shares Outstanding, Ending at Mar. 31, 2023	263,337,500
Stockholders' Equity, Other	$ 0	0	0	37,757	0	37,757
Net Income (Loss)	0	0	311,714	0	1,156	312,870
Equity Balance, Ending at Jun. 30, 2023	$ 2,633,375	78,460,638	(13,074,132)	58,463	(153,122)	67,925,222
Shares Outstanding, Ending at Jun. 30, 2023	263,337,500
Stockholders' Equity, Other	$ 0	0	0	15,259	0	15,259
Net Income (Loss)	0	0	715,568	0	7,987	723,555
Equity Balance, Ending at Sep. 30, 2023	$ 2,633,375	78,460,638	(12,358,564)	73,722	(145,135)	68,664,036
Shares Outstanding, Ending at Sep. 30, 2023	263,337,500
Equity Balance, Starting at Dec. 31, 2023	$ 2,633,375	78,460,638	(11,946,908)	40,217	(581,113)	68,606,209
Shares Outstanding, Starting at Dec. 31, 2023	263,337,500
Stockholders' Equity, Other	$ 0	0	0	5,490	8,680	14,170
Disposal of subsidiary	0	0	0	0	(28,645)	(28,645)
Net Income (Loss)	0	0	24,574	0	(37,136)	(12,562)
Equity Balance, Ending at Mar. 31, 2024	$ 2,633,375	78,460,638	(11,922,334)	45,707	(638,214)	68,579,172
Shares Outstanding, Ending at Mar. 31, 2024	263,337,500
Stockholders' Equity, Other	$ 0	0	0	(6,370)	0	(6,370)
Net Income (Loss)	0	0	1,094,779	0	(295,656)	799,123
Equity Balance, Ending at Jun. 30, 2024	$ 2,633,375	78,460,638	(10,827,555)	39,337	(933,870)	69,371,925
Shares Outstanding, Ending at Jun. 30, 2024	263,337,500
Stockholders' Equity, Other	$ 0	0	0	(14,223)	0	(14,223)
Net Income (Loss)	0	0	1,847,273	0	(209,265)	1,638,008
Equity Balance, Ending at Sep. 30, 2024	$ 2,633,375	$ 78,460,638	$ (8,980,282)	$ 25,114	$ (1,143,135)	$ 70,995,710
Shares Outstanding, Ending at Sep. 30, 2024	263,337,500

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Unaudited Condensed Consolidated Statements of Cash Flows - USD ($)	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
CASH FLOWS FROM OPERATING ACTIVITIES
Net profit/(loss)	$ 2,404,604	$ 1,691,994
Adjustments to reconcile net loss to net cash used in operating activities
Depreciation	35,993	23,290
Amortization	106,470	103,966
Loss on disposal of property and equipment	83,758	647
Loss on disposal of subsidiary	425,588	0
Over provision of amortization	0	(63,940)
Account receivables	(4,446,906)	1,061,700
Inventories	(44,585)	(5,504)
Deposits	(1,824,371)	4,145
Prepaid expenses	21,810	375,772
Other receivables	(638,948)	(166,990)
Accrued expenses	(189,595)	(661,155)
Deposits received	(214,585)	(495,748)
Other payable	(34,890)	(83,893)
Accounts payable	7,452,183	(1,810,643)
Net cash provided by / (used in) operating activities	3,136,526	(26,359)
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of property, plant and equipment	(112,044)	(27,892)
Purchase of intangible asset	0	(242,412)
Repayment from / (advance to) related company	137,936	(277,178)
Repayment from associate	24,359	0
Repayment from shareholder	687,497	354,720
Net cash outflow from disposal of subsidiary	(118,105)	0
Loan receivable (to) / from associate	(231,495)	63,010
Net cash provided by / (used in) investing activities	388,148	(129,752)
CASH FLOWS FROM FINANCING ACTIVITIES
Loan borrowings	2,321,359	899,947
Repayment of bank borrowings	(2,229,513)	(264,322)
Net cash provided by financing activities	91,846	635,625
Effect of currency rate changes on cash	14,905	(4,838)
Net decrease in cash and cash equivalents	3,631,425	474,676
Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents, Beginning Balance	3,164,464	2,077,797
Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents, Ending Balance	6,795,889	2,552,473
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Interest paid	61,715	31,912
Income taxes paid	0	0
Non cash financing activities
Record right to use assets upon adoption of ASC 842	443,357	254,200
Record lease liabilities upon adoption of ASC 842	$ 443,357	$ 254,200

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NOTE 1 - ORGANIZATION AND PRINCIPAL ACTIVITIES

9 Months Ended

Sep. 30, 2024

Notes

NOTE 1 - ORGANIZATION AND PRINCIPAL ACTIVITIES

NOTE 1 – ORGANIZATION AND PRINCIPAL ACTIVITIES

Scientific Energy, Inc., (the "Company") was incorporated under the laws of the State of Utah on May 30, 2001.  Prior to August 2011, the Company was principally devoted to the buying and selling of various types and grades of graphite, such as medium and high-carbon graphite, high-purity graphite, micro-powder graphite and expandable graphite. In August 2011, the Company decided to engage in a business of e-commerce platform. Currently the Company is in the process of developing a website, which provides an e-commerce platform, where registered members can exchange goods and services.

On March 28, 2006, the Company set up a wholly owned subsidiary, PDI Global Limited (“PDI”), which was incorporated in the British Virgin Islands in order to engage in a business of e-commerce platform.

In January 2008, the Company entered into a joint venture agreement with China Resources Development Group Ltd., a Hong Kong company. Under the agreement, a joint venture company, Kabond Investments Ltd (the “JVC”), was established in Hong Kong, and the Company invested $39.6 million Hong Kong dollars (approximately $5.09 million) into the JVC for 72% of the JVC’s capital shares, and China Resources Development Group Ltd., jointly with its partner, invested $15.4 million Hong Kong dollars (approximately $1.98 million) into the JVC to receive 28% of the JVC’s capital shares.  In December 2008, all equity interest of the JVC owned by the Company was sold to a third party for $39.6 million Hong Kong dollars (approximately $5,109,743).

In January 2009, the Company through its wholly-owned subsidiary, PDI, entered into a joint venture agreement with China Resources Development Group Ltd.  Under the agreement, the Company agreed to invest $43,040,000 Hong Kong dollars (approximately $5.55 million) into a joint venture company Sinoforte Ltd. in Hong Kong (“Sinoforte”). The Company got 80% of Sinoforte's capital shares, and China Resources invested $10,222,000 Hong Kong dollars, approximately $1,318,967, and another investor invested $538,000 Hong Kong dollars, or approximately $69,419, into Sinoforte for 19% and 1% of Sinoforte's capital shares, respectively. The main business of Sinoforte was trading mineral products such as graphite produced in China. In June 2009 and September 2009, respectively, China Resources and the other minority investor cancelled their investments in Sinoforte, and the full amount of their original investments was returned. As a result, Sinoforte became a wholly-owned subsidiary of PDI. On December 8, 2020, PDI sold all the shares of Sinoforte to the Company at consideration of HK$10.

On February 28, 2012, the Company set up a wholly-owned subsidiary, Makeliving Ltd., which was incorporated in the Cayman Islands in order to engage in a business of e-commerce platform.

On January 23, 2018, the Company entered into an agreement with Cityhill Limited, a wholly owned subsidiary of South Sea Petroleum Holdings Limited, a Hong Kong listed public company, pursuant to which parties agreed to establish a joint venture (the “Joint Venture”). Each party owns 50% equity interest in the Joint Venture respectively.

On February 8, 2021, the Company acquired an entire share of a Hong Kong company, Qwestro Limited, for HK$1,000 without any goodwill and bargaining purchase.

On March 24, 2021, the Company disposed of its wholly-owned dormant subsidiary, PDI Global Limited, with a positive net worth of $1 to an unaffiliated third-party purchaser for $1.  

In September 27, 2021, the Company completed the acquisition of 98.75% shares of Macao E-Media Development Company Limited (“MED”). As consideration for the MED shares, the Company agreed to issue the Sellers, or its assigns, in a total of 131,337,500 shares of the Company’s restricted common stock, par value $0.01 per share, at a consideration of $0.50 per share, in the aggregate consideration of $65,668,750 (the “Purchase Price”). As a result of this acquisition, MED becomes a 98.75% owned subsidiary of the Company. MED was founded at Macao in 2011. Its main area of business includes food and grocery order-pickup-delivery services from local restaurants, supermarkets and hotels.

MED has five subsidiaries, each of which is in charge of respective area such as Development & Maintenance, Marketing & Operation, Logistics & Delivery, Payment & Clearance, Emerging Market Business Development.

In January 2023, the Company acquired 90% shares of Fresh Life Technology Company Limited (“Fresh Life”) through its subsidiary, Zhuhai Migua Technology Company Limited. The main business of Fresh Life is provision of logistic services in Macao.

On October 9, 2023, the Company acquired 70% shares of Citysearch Technology (HK) Company Limited (“Citysearch”) in Hong Kong.  The main business of Citysearch is provision of group dining service platform, which mainly solves the lunch and dinner group dining needs for corporate employees in Hong Kong. As a startup, for the period ended December 31, 2023, Citysearch had a revenue of approximately $27,450, and net loss of approximately $969,632.

On December 22, 2023, the Company established a new wholly-owned subsidiary, Graphite Energy, Inc., which was incorporated in the State of Florida. The purpose of forming this new subsidiary is to enter the business of graphite production and sales, including establishing a production line for graphite refined powder products in Madagascar.

In January 2024, MED disposed all shares of Squirrel Logistic Company Limited ("Squirrel Logistic") to third party with cash consideration of $12,286.

In April 2024, MED set up Zhuhai Aomi E-commerce Company Limited, a 100% owned subsidiary of MED, in order to carry out in-store business in mainland China, predominantly and initially in Zhuhai city.

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NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

9 Months Ended

Sep. 30, 2024

Notes

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying audited consolidated financial statements of the Company are presented in U.S. dollars in conformity with accounting principles generally accepted in the United States of America (“US GAAP”) and pursuant to the accounting and disclosure rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”). In the opinion of management, all adjustments (consisting of normal recurring adjustments) have been made that are necessary to present fairly the financial position, and the results of its operations and its cash flows. Operating results as presented are not necessarily indicative of the results to be expected for a full year.

The Company's consolidated financial statements are prepared using the generally accepted accounting principles applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The continuation of the Company as a going concern is dependent upon the ability of the Company to obtain necessary equity financing to continue operations and the attainment of profitable operations. The management will seek to raise funds from shareholders.

The accompanying consolidated financial statements present the financial position and the results of operations of the Company and its 100% owned subsidiaries, Sinoforte Limited. Qwestro Limited, in turn, is the 100% owned subsidiary and consolidates with Sinoforte Limited. The Company has 100% owned subsidiary, Graphite Energy, Inc., established in USA.

The Company has a 98.75% owned subsidiary, MED. Zhuhai Chengmi Technology Company Limited, Guangzhou Chengmi Technology Company Limited, in turn, are the 100% owned subsidiaries with MED. Green Supply Chain Management Company Limited is the 99% owned subsidiary with MED. Zhuhai Migua Technology Company Limited is 100% owned subsidiary by Zhuhai Chengmi Technology Limited and has a 90% owned subsidiary, Fresh Life Technology Company Limited. MED acquired 70% shares of Citysearch, before MED set up a wholly-owned subsidiary Zhuhai Aomi E-commerce Company Limited. All of the above companies consolidate with MED.

Summaries of subsidiaries:

Name of subsidiary	Jurisdiction of organization
Sinoforte Limited	Hong Kong
Qwestro Limited (100% subsidiary of Sinoforte Limited)	Hong Kong
Macao E-Media Development Company Limited	Macao
Green Supply Chain Management Company Limited (99% subsidiary of Macao E-Media Development Company Limited)	Macao
Guangzhou Chengmi Technology Company Limited (100% subsidiary of Macao E-Media Development Company Limited)	China
Zhuhai Chengmi Technology Company Limited (100% subsidiary of Macao E-Media Development Company Limited)	China
Zhuhai Migua Technology Company Limited (100% subsidiary of Zhuhai Chengmi Technology Limited)	China
Fresh Life Technology Company Limited (90% subsidiary of Zhuhai Migua Technology Company Limited)	Macao
Citysearch Technology (HK) Company Limited (70% subsidiary of Macao E-Media Development Company Limited	Hong Kong
Graphite Energy, Inc.	USA
Zhuhai Aomi E-commerce Company Limited (100% subsidiary of Macao E-Media Development Company Limited	China

All significant intercompany transactions and balances have been eliminated in consolidation.

Business Combinations

The Company accounts for acquisition of entities that include inputs and processes and has the ability to create outputs as business combinations. The Company allocates the purchase price of the acquisition to the tangible assets, liabilities and identifiable intangible assets acquired based on their estimated fair values. The excess of the purchase price over those fair values is recorded as goodwill. Acquisition-related expenses and integration costs are expensed as incurred.

Interim Financial Statements

The following (a) condensed consolidated balance sheet as of December 31, 2023, which has been derived from audited financial statements, and (b) the unaudited condensed consolidated interim financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and the instructions to Form 10-Q and Rule 8-03 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the nine months ended September 30, 2024 are not necessarily indicative of results that may be expected for the year ending December 31, 2023. These condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto for the year ended December 31, 2023 included in the Company’s Annual Report on Form 10-K, filed with the Securities and Exchange Commission (“SEC”) on April 16, 2024.

The Company recognizes revenue when: (1) persuasive evidence of an arrangement exists; (2) delivery has occurred; (3) the selling price is fixed or determinable; and (4) collectability is reasonably assured. Determination of criteria (3) and (4) are based on management’s judgments regarding the fixed nature of the selling prices of the products delivered and the collectability of those amounts. Provisions for discounts and rebates to customers, estimated returns and allowances, and other adjustments are provided for in the same period the related revenue is recorded.

The Company defers any revenue for which the product has not been delivered or services have not been rendered or are subject to refund until such time that the Company and the customer jointly determine that the product has been delivered or services have been rendered or no refund will be required.

Revenues on the sale of products, net of estimated costs of returns and allowance, are recognized at the time products are shipped to customers, legal title has passed, and all significant contractual obligations of the Company have been satisfied. Products are generally sold on open accounts under credit terms customary to the geographic region of distribution. The Company performs ongoing credit evaluations of the customers and generally does not require collateral to secure the accounts receivable.

The Company is operating mobile platform of ordering and delivery services for restaurants and supermarkets in Macao, together recognizing revenue on closed transactions.

Segment information

ASC 280-10 establishes standards for reporting information regarding operating segments in annual financial statements and requires selected information for those segments to be presented in interim financial reports issued to stockholders. ASC 280-10 also establishes standards for related disclosures about products and services and geographic areas. Operating segments are identified as components of an enterprise about which separate discrete financial information is available for evaluation by the chief operating decision maker, or decision-making group, in making decisions how to allocate resources and assess performance. All sales and substantial assets of the Company are disclosed in note 17. The Company applies the management approach to the identification of our reportable operating segments as provided in accordance with ASC 280-10. The information disclosed herein materially represents all of the financial information related to the Company’s principal operating segment.

Use of Estimates

The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates.

Concentration of Credit Risk

The Company’s financial instruments that are exposed to a concentration of credit risk are cash and accounts receivable.  Generally, the Company’s cash and cash equivalents in interest-bearing accounts may exceed FDIC insurance limits. The financial stability of these institutions is periodically reviewed by senior management.

As of September 30, 2024, and December 31, 2023, the Company maintained $3,894,266 and $3,157,764 in foreign bank accounts not subject to FDIC coverage.

The Company has no significant off-balance-sheet concentrations of credit risk such as foreign exchange contracts, options contracts or other foreign hedging arrangements.

Cash and Cash Equivalents

For purposes of the statements of cash flows, cash and cash equivalents include cash on hand and demand deposits held by banks.

Comprehensive Income (Loss)

The Company adopted Accounting Standards Codification subtopic 220-10, Comprehensive Income (“ASC 220-10”) which establishes standards for the reporting and displaying of comprehensive income and its components. Comprehensive income is defined as the change in equity of a business during a period from transactions and other events and circumstances from non-owners sources. It includes all changes in equity during a period except those resulting from investments by owners and distributions to owners. ASC 220-10 requires other comprehensive income (loss) to include foreign currency translation adjustments.

Foreign Currency Translation

The Company translates the foreign currency consolidated financial statements into US Dollars (“USD”) using the year or reporting period-end or average exchange rates in accordance with the requirements of Accounting Standards Codification subtopic 830-10, Foreign Currency Matters (“ASC 830-10”). Assets and liabilities of these subsidiaries were translated at exchange rates as of the balance sheet date. Revenues and expenses are translated at average rates in effect for the periods presented.

The consolidated financial statements were presented in US Dollars except as other specified.

The cumulative translation adjustment is included in the accumulated other comprehensive gain (loss) within stockholders’ equity (deficit). Foreign currency transaction gains and losses arising from exchange rate fluctuations on transactions denominated in a currency other than the functional currency are included in the consolidated results of operations.

The exchange rates used to translate amounts in HKD and MOP into US Dollars for the purposes of preparing the consolidated financial statements were as follows:

	September 30,	December 31,
	2024	2023
Exchange rate on balance sheet dates
USD : HKD exchange rate	7.7911	7.8099
USD : MOP exchange rate	8.0248	8.0441
	For the nine months ended September 30,
	2024	2023
Average exchange rate for the period
USD : HKD exchange rate	7.7993	7.8246
USD : MOP exchange rate	8.0333	8.0593

Property, plant and equipment

The estimated useful lives of property, plant and equipment are as follows:
Office equipment	3-5 years
Furniture and fixtures	3-5 years

The Company evaluates the carrying value of items of property, plant and equipment to be held and used whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. The carrying value of an item of property, plant and equipment is considered impaired when the projected undiscounted future cash flows related to the asset are less than its carrying value. The Company measures impairment based on the amount by which the carrying value of the respective asset exceeds its fair value. Fair value is determined primarily using the projected future cash flows discounted at a rate commensurate with the risk involved.

Intangible assets

Purchased intangible assets are recognized and measured at fair value upon acquisition. Separately identifiable intangible assets that have determinable lives continue to be amortized over their estimated useful lives using the straight-line method based on their estimated useful lives as follows:

Software 1-10 years

The Company reviews intangible assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable.

Trade receivables

Trade receivables are recorded at the invoiced amount and do not bear interest. The Company extends unsecured credit to its customers in the ordinary course of business but mitigates the associated risks by performing credit checks and actively pursuing past due accounts. An allowance for doubtful accounts is established and recorded based on management’s assessment of potential losses based on the credit history and relationships with the customers. Management reviews its receivables on a regular basis to determine if bad debt allowance is adequate, and adjusts the allowance when necessary. Delinquent account balances are written-off against allowance for doubtful accounts after management has determined that the likelihood of collection is not probable.

The Company considered the amounts of receivables in dispute and believes an allowance for these receivables were not necessary as of September 30, 2024 and December 31, 2023.

Fair Value Measurements

ASC Topic 820 defines fair value, establishes a framework for measuring fair value and enhances disclosure requirements for fair value measurements. This topic does not require any new fair value measurements. ASC Topic 820 defines fair value as the price that would be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or a liability. As a basis for considering such assumptions, ASC Topic 820 establishes a three-tier value hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value:

Level 1 —	Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets.
Level 2 —	Other inputs that is directly or indirectly observable in the marketplace.
Level 3 —	Unobservable inputs which are supported by little or no market activity.

The fair value hierarchy also requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value.

Earnings (Loss) Per Share

Earnings Per Share (‘EPS”) is computed by dividing net income available to common stockholders by the weighted average number of common stock shares outstanding during the year. Diluted EPS is computed by dividing net income available to common stockholders by the weighted average number of common stock shares outstanding during the year plus potential dilutive instruments such as stock options and warrants.  

The effect of stock options on diluted EPS is determined through the application of the treasury stock method, whereby proceeds received by the Company based on assumed exercises are hypothetically used to repurchase the Company's common stock at the average market price during the period. The Company has no stock options, warrants or other potentially dilutive instruments outstanding at September 30, 2024 and December 31, 2023.

Investment in Unconsolidated Joint Ventures

The Company entered into a JV agreement with an independent third party, to form a JV company. The joint venture agreement provides the Company with only the rights to the assets and obligation for the liabilities of the joint arrangement resting primarily with the JV. In adopting ASC Topic 323, Investments - Equity Method and Joint Ventures (Topic 323), the Company’s investment in joint venture is accounted for using the equity method.

Inventories

Inventories are carried at the lower of cost and net realizable value, as determined using the weighted average cost method. Management compares the cost of inventories with the net realizable value and if applicable, an allowance is made for writing down the inventory to its net realizable value, if lower than cost. On an ongoing basis, inventories are reviewed for potential write-down for estimated obsolescence or unmarketable inventories which equals the difference between the costs of inventories and the estimated net realizable value based upon forecasts for future demand and market conditions. When inventories are written-down to the lower of cost or net realizable value, it is not marked up subsequently based on changes in underlying facts and circumstances.

The Company entered into a purchase agreement with JV company and through their platform to purchase of gold. In adopting ASC Topic 330, Inventory, it permits certain inventories such as precious metals, agricultural and mineral inventories to be stated above cost in exceptional cases. We believe that because our business model is to trade gold and held in short-term, market value is a more useful and relevant measurement than lower of cost or market value.

Goodwill

Goodwill is recorded as the difference between the aggregate consideration paid for in a business combination and the fair value of the acquired net tangible and intangible assets acquired. The Company evaluates goodwill for impairment on an annual basis in the fourth quarter or more frequently if indicators of impairment exist that would more likely than not reduce the fair value of a reporting unit below its carrying amount. The Company first assesses qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying value. Based on that qualitative assessment, if it is more likely than not that the fair value of a reporting unit is less than its carrying value, the Company conducts a quantitative goodwill impairment test, which involves comparing the estimated fair value of the reporting unit with its carrying value, including goodwill. The Company estimates the fair value of a reporting unit using a combination of the income and market approach. If the carrying value of the reporting unit exceeds its estimated fair value, an impairment loss is recorded for the difference.

Non-controlling interest

Non-controlling interests represent the equity interests in the subsidiaries that are not attributable, either directly or indirectly, to the Company.

Recent Accounting Pronouncements

The Company has considered all new accounting pronouncements and has concluded that there are no new pronouncements that may have a material impact on results of operations, financial condition, or cash flows, based on current information.

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NOTE 3 - GOING CONCERN

9 Months Ended

Sep. 30, 2024

Notes

NOTE 3 - GOING CONCERN

NOTE 3 – GOING CONCERN

As shown in the accompanying consolidated financial statements, the Company has an accumulated deficit of $8,980,282 as of September 30, 2024. The Company also experienced insufficient cash flows from operations and will be required continuous financial support from the shareholders. The Company will need to raise capital to fund its operations until it is able to generate sufficient revenue to support the future development. Moreover, the Company may be continuously raising capital through the sale of debt and equity securities.

The Company’s ability to achieve these objectives cannot be determined at this stage. If the Company is unsuccessful in its endeavors, it may be forced to cease operations. These consolidated financial statements do not include any adjustments that might result from this uncertainty which may include adjustments relating to the recoverability and classification of recorded asset amounts, or amounts and classifications of liabilities that might be necessary should the Company be unable to continue as a going concern.

These factors have raised substantial doubt about the Company’s ability to continue as a going concern. There can be no assurances that the Company will be able to obtain adequate financing or achieve profitability. These consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

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NOTE 4 - PROPERTY, PLANT AND EQUIPMENT

9 Months Ended

Sep. 30, 2024

Notes

NOTE 4 - PROPERTY, PLANT AND EQUIPMENT

NOTE 4 – PROPERTY, PLANT AND EQUIPMENT

Property, plant and equipment as of September 30, 2024 and December 31, 2023 is summarized as follows:

Schedule of Property and Equipment 

	September 30, 2024			December 31, 2023
		(unaudited)
Office furniture and fixtures	$	41,725		$	41,725
Office equipment		253,583			243,151
Vehicles		6,402			6,402
Less:  accumulated depreciation		(133,287	)		(98,942	)
Property, plant and equipment, net	$	168,423		$	192,336

Depreciation expense for the three months and nine months ended September 30, 2024 were $14,227 and $35,993 respectively; and for the three months and nine months ended September 30, 2023 were $5,047 and $23,290, respectively.

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NOTE 5 - INTANGIBLE ASSETS

9 Months Ended

Sep. 30, 2024

Notes

NOTE 5 - INTANGIBLE ASSETS

NOTE 5 – INTANGIBLE ASSETS

Software as of September 30, 2024 and December 31, 2023 is summarized as follows:

	September 30,			December 31,
	2024			2023
Software	$	2,359,481		$	2,345,637
Less:  accumulated amortization		(1,035,523	)		(922,403	)
Intangible assets, net	$	1,323,958		$	1,423,234

Amortization expense for the three months and nine months ended September 30, 2024 were $40,804 and $106,470, respectively; and for the three months and nine months ended September 30, 2023 were $(11,309) and $40,026, respectively.

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NOTE 6 - ACQUISITION OF SUBSIDIARIES

9 Months Ended

Sep. 30, 2024

Notes

NOTE 6 - ACQUISITION OF SUBSIDIARIES

NOTE 6 – ACQUISITION OF SUBSIDIARIES

The Company completed the valuations for Macao E-Media Development Company Limited necessary to assess the fair values of the tangible assets acquired and liabilities assumed, resulting from which the amount of goodwill was determined and recognized as of the respective acquisition date. The following table summarizes the estimated aggregate fair values of the assets acquired and liabilities assumed as of the closing date, September 27, 2021:

(a) Acquisition of Citysearch Technology (HK) Company Limited

On October 9, 2023, the Company acquired 70% shares of Citysearch Technology (HK) Company Limited (“Citysearch”) in Hong Kong with $1,149,346 consideration.  The main business of Citysearch is provision of group dining service platform, which mainly solves the lunch and dinner group dining needs for corporate employees in Hong Kong.

The Company completed the valuations necessary to assess the fair values of the tangible and intangible assets acquired and liabilities assumed, resulting from which the amount of goodwill was determined and recognized as of the respective acquisition date. The following table summarizes the estimated aggregate fair values of the assets acquired and liabilities assumed as of the closing date, October 9, 2023.

Property, plant and equipment	$	6,911
Other receivables and prepayment		94,803
Amount due from related parties		381,086
Cash and cash equivalents		747,332
Other payables and accruals		(323,742)
Goodwill		170,069
Non-controlling interest		72,887
Total consideration paid in cash	$	1,149,346
Less: Cash and cash equivalents		(747,332)
Net cash outflow arising from the acquisition of a subsidiary	$	402,014

The transaction resulted in allocation of $170,069 to goodwill, representing the financial, strategic and operational value of the transaction to the Company. Goodwill is attributed to the premium that the Company paid to obtain the value of the business of Citysearch and the synergies expected from the combined operations of Citysearch and the Company, the assembled workforce and their knowledge and experience in provision of dining services. The total amount of the goodwill acquired is not deductible for tax purposes.

(b) Acquisition of Fresh Life Technology Company Limited

On January 2023, the Company acquired 90% shares of Fresh Life Technology Company Limited (“Fresh Life”) in Macau with Nil consideration.  The main business of Fresh Life is provision of logistic services in order to support MED’s business.

The Company completed the valuations necessary to assess the fair values of the tangible and intangible assets acquired and liabilities assumed, resulting from which the amount of goodwill was determined and recognized as of the respective acquisition date. The following table summarizes the estimated aggregate fair values of the assets acquired and liabilities assumed as of the closing date, January 1, 2023.

Amount due to related parties	$	(925,423)
Goodwill		832,881
Non-controlling interest		92,542
Net cash outflow arising from the acquisition of a subsidiary	$	-

The transaction resulted in allocation of $832,881 to goodwill, representing the financial, strategic and operational value of the transaction to the Company. Goodwill is attributed to the premium that the Company paid to obtain the value of the business of Fresh Life and the synergies expected from the combined operations of Fresh Life and the Company, the assembled workforce and their knowledge and experience in provision of logistic services. The total amount of the goodwill acquired is not deductible for tax purposes.

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NOTE 7 - DISPOSAL OF A SUBSIDIARY

9 Months Ended

Sep. 30, 2024

Notes

NOTE 7 - DISPOSAL OF A SUBSIDIARY

NOTE 7 – DISPOSAL OF A SUBSIDIARY

In January 2024, the Company entered into a sale and purchase agreement to dispose of its entire equity interest in its subsidiary, Squirrel Logistic Company Limited which is incorporated in the Macau, (referred to as the “Disposal subsidiary”) to an independent third party at a consideration of $12,286. The principal activity of the Disposal subsidiary is provision of logistic services.  The disposal was completed on the same date of the agreement.

Analysis of assets and liabilities over which control was lost:
Other receivables	$	21,892
Cash and cash equivalents		118,105
Amount due from related parties		344,251
Amount due to immediate holding company		(1,704,251)
Other payables and accruals		(46,374)
	$	(1,266,377)
Loss on disposal of subsidiary:
Total consideration	$	12,286
Less: Waiver of amount due to immediate holding company		(1,704,251)
Add: Net liabilities disposed of		1,266,377
Loss on disposal	$	425,588
Total consideration satisfied by:
Cash consideration received	$	-
Net cash outflow arising on disposal:
Cash consideration received	$	-
Cash and cash equivalents disposed of		(118,105)
Net cash outflow	$	(118,105)

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NOTE 8 - GOODWILL

9 Months Ended

Sep. 30, 2024

Notes

NOTE 8 - GOODWILL

NOTE 8 – GOODWILL

		September 30, 2024	December 31, 2023
Goodwill	$	72,667,589	$	71,664,639
Acquisition of subsidiaries		-		1,002,950
Balance at end of period	$	72,667,589	$	72,667,589

Goodwill has been allocated for impairment testing purposes to the acquisition of the shares of Macao E-Media Development Company Limited including its subsidiaries Fresh Life Technology Company Limited and Citysearch Technology (HK) Company Limited by the Company.

The Company performed goodwill impairment test at the reporting unit level on an annual basis and between annual tests when an event occurs or circumstances change indicating the asset might be impaired. As of December 31, 2023, the Company performed testing on reporting unit.

The Company first assessed qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount. For those reporting units where it is determined that it is more likely than not that their fair values are less than the units’ carrying amounts, the Company will perform the first step of a two-step quantitative goodwill impairment test. After performing the assessment, if the carrying amounts of the reporting units are higher than their fair values, the Company will perform the second step of the two-step quantitative goodwill impairment test.

For the two-step goodwill impairment test, the Company estimated the fair value with income approach for specific reporting unit component. With the income approach, the Company estimates the fair value of the reporting units using discounted cash flows. Forecasts of future cash flows are based on the best estimate of future net sales and operating expenses, based primarily on expected expansion, pricing, market share, and general economic conditions. Certain estimates of discounted cash flows involve businesses with limited financial history and developing revenue models. Changes in these forecasts could significantly change the amount of impairment recorded, if any.

Nil impairment loss of Goodwill being recorded for the nine months ended September 30, 2024, and year ended December 31, 2023, respectively.

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NOTE 9 - RIGHT TO USE ASSETS AND LEASE LIABILITY

9 Months Ended

Sep. 30, 2024

Notes

NOTE 9 - RIGHT TO USE ASSETS AND LEASE LIABILITY

NOTE 9 – RIGHT TO USE ASSETS AND LEASE LIABILITY

In January 2024, the Company entered a two-year lease for office space of approximately 770 square feet in Hong Kong, expiring January 10, 2026, with monthly payments of approximately $4,404 per month.

In 2023, the Company entered into the renewal lease agreement for office with MED and its subsidiaries in Macao and Zhuhai, with monthly payments of approximately $20,527 per month.

In 2023, MED’s subsidiary, Citysearch Technology (HK) Company Limited, entered into a two-year lease for a cafe shop space of approximately 708 square feet in Hong Kong, expiring August 2025 with monthly payment of approximately $5,005 per month.

At lease commencement date, the Company estimated the lease liability and the right of use assets at present value using the Company’s estimated incremental borrowing rate of 8% and determined the initial present value, at inception, of $587,855.

Right to use assets is summarized below:

		September 30, 2024	December 31, 2023
Macao and Zhuhai	$	888,774	$	805,253
Hong Kong		213,701		213,701
Subtotal		1,102,475		1,018,954
Less: accumulated depreciation		(659,118)		(782,476)
Right to use assets, net	$	443,357	$	236,478

During the nine months ended September 30, 2024 and 2023, the Company recorded $329,095 and $261,357 as depreciation on ROU assets; and the Company recorded $26,341 and $23,874 as financial interest to current period operations.

Lease liability is summarized below:

		September 30, 2024	December 31, 2023
Macao and Zhuhai	$	318,559	$	134,375
Hong Kong		124,798		102,103
Total lease liability		443,357		236,478
Less: short term portion		(245,725)		(188,214)
Long term portion	$	197,632	$	48,264

Maturity analysis under these lease agreements are as follows:

		September 30, 2024	December 31, 2023
Period / year ended September 30, 2024 and December 31, 2023	$	481,232	$	248,389
Less: Present value discount		(37,875)		(11,911)
Lease liability	$	443,357	$	236,478

Lease expense for the three months ended September 30, 2024 was comprised of the following:

Operating lease expense	$	71,421
Short-term lease expense		28,528
	$	99,949

Lease expense for the nine months ended September 30, 2024 was comprised of the following:

Operating lease expense	$	258,593
Short-term lease expense		102,393
	$	360,986

Lease expense for the three months ended September 30, 2023 was comprised of the following:

Operating lease expense	$	74,912
Short-term lease expense		3,427
	$	78,339

Lease expense for the nine months ended September 30, 2023 was comprised of the following:

Operating lease expense	$	220,487
Short-term lease expense		41,560
	$	262,047

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NOTE 10 - LOAN RECEIVABLES

9 Months Ended

Sep. 30, 2024

Notes

NOTE 10 - LOAN RECEIVABLES

NOTE 10 - LOAN RECEIVABLES

In September 10, 2021, the Company’s subsidiary, Sinoforte Limited entered into a business loan agreement, by and among the joint venture, Gold Gold Gold Limited (“3G”), whereby the Company provide the fund for $1,000,000 to 3G for its business operating use. The loan amount was unsecured, with interest rate 5% per annum and has no fixed terms of repayment.

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NOTE 11 - INVENTORIES

9 Months Ended

Sep. 30, 2024

Notes

NOTE 11 - INVENTORIES

NOTE 11 - INVENTORIES

The Company purchased gold from the platform under its joint venture, Gold Gold Gold Limited. Inventories for gold as of September 30, 2024 was $522. The Company’s subsidiary, MED was trading as mobile platform of ordering and delivery services for restaurants and had approximately $80,355 merchandise inventory. In October 2023, the Company’s subsidiary, Citysearch Technology (HK) Limited (“Citysearch”) established a new cafe restaurant in Hong Kong and had approximately $12,529 of inventory for food and beverage as of September 30, 2024. Fresh Life Technology Company Limited had approximately $18,749 of inventory for delivery box as of September 30, 2024.

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NOTE 12 - BANK LOANS

9 Months Ended

Sep. 30, 2024

Notes

NOTE 12 - BANK LOANS

NOTE 12 – BANK LOANS

The bank loans are borrowed by MED and Zhuhai Chengmi Technology Company Limited (“Chengmi”). The banking credit facility from MED dated March 3, 2020 for a maximum principal of $374,672 expiring July 31, 2024 at an interest rate of 4.25% per annum. This loan is secured against the directors of MED and for the use of MED operation due to the outbreak of COVID-19. On June 13, 2022, MED borrowed another loan from Ant Bank (Macao) Limited with principle of $623,239 (equivalent to MOP5,000,000), at an interest rate of 5.5% per annum. In 2023, the Company borrowed addition loan from Ant Bank with principle of $617,731 (equivalent to MOP5,000,000), at an interest rate of 5.5% per annum. Both loan from Ant Bank will be expired on June 18, 2024. In May and June 2023, Chengmi borrowed the loans with principle of $362,505 and $414,731, repaid within a year and at an interest rate of 4.5% per annum. In June 2023, Chengmi borrowed the loans with principle of $85,518 and $59,052, repaid within a year and at an interest rate of 4.4% per annum.

Bank loans are summarized below:

		September 30, 2024		December 31, 2023
Bank loans	$	2,358,738		$	2,258,181
Less: short term portion		(2,358,738	)		(2,239,534	)
Long term portion	$	-		$	18,647

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NOTE 13 - CAPITAL STOCK

9 Months Ended

Sep. 30, 2024

Notes

NOTE 13 - CAPITAL STOCK

NOTE 13 – CAPITAL STOCK

The Company is authorized to issue 500,000,000 shares of common stock, $0.01 par value, and 25,000,000 shares of preferred stock, $0.01 par value. As of September 30, 2024 and December 31, 2023, there were 263,337,500 shares of the Company’s common stock issued and outstanding, and none of the preferred shares were issued and outstanding.

As of September 30, 2024, Kelton Capital Group Ltd. owned 31,190,500 shares, or 11.84%, of the Company’s common stock, Jiang Haitao owned 46,588,236 shares, or 17.69%, of the Company’s common stock, and Elate Holdings Limited owned 26,000,000 shares, or 9.87%, of the Company’s common stock. Other than Kelton Capital Group Ltd, Jiang Haitao and Elate Holdings Limited, no person owns 5% or more of the Company’s issued and outstanding shares.

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NOTE 14 - INCOME PER SHARE

9 Months Ended

Sep. 30, 2024

Notes

NOTE 14 - INCOME PER SHARE

NOTE 14 – INCOME PER SHARE

The following table sets forth the computation of basic and diluted profit per common share for the three and nine months ended September 30, 2024 and 2023, respectively:

	Three Months Ended September 30, 2024		Three Months Ended September 30, 2023		Nine Months Ended September 30, 2024		Nine Months Ended September 30, 2023
Numerator-basic and diluted
Net income	$	1,847,273	$	715,568	$	2,966,626	$	1,676,341
Denominator
Weighted average number of common shares outstanding-basic and diluted	263,337,500		263,337,500		263,337,500		263,337,500
Profit/(loss) per common share - basic and diluted	$	0.007	$	0.003	$	0.011	$	0.006

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NOTE 15 - JOINT VENTURE

9 Months Ended

Sep. 30, 2024

Notes

NOTE 15 - JOINT VENTURE

NOTE 15 - JOINT VENTURE

Gold Gold Gold Limited (“JV”) was created in February 2018. The Company entered into a JV agreement with primary activity of trading of gold. The Company injected $12,839 (HK$100,000) to the JV during the year ended December 31, 2019. The Company shared the operating loss from JV of $12,839 during the year.

Summarized financial information for joint venture is as follows:

Balance Sheets:	September 30, 2024			December 31, 2023
	(unaudited)			(audited)
Property, plant and equipment, net	$	670		$	1,488
Other receivables and prepaid		144			9,213
Inventory		143,049			119,310
Cash and cash equivalents		63,675			49,422
Total assets		207,538			179,433
Accrued expense		-			(1,152	)
Other payable to shareholder		(4,516,233	)		(4,310,453	)
Customer deposit		(542,424	)		(404,659	)
Total liabilities		(5,058,657	)		(4,716,264	)
Net liabilities	$	(4,851,119	)	$	(4,536,831	)

Statement of Operations:	Nine months ended September 30, 2024
	(unaudited)
Revenue	$	-
Less: Cost of sales		(-	)
		-
Operating expense		(136,586	)
Depreciation		(820	)
Net loss from operations		(137,406	)
Other income (expense):
Interest (expense) income, net		(165,168	)
Net loss	$	(302,574	)

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NOTE 16 - RELATED PARTY BALANCES

9 Months Ended

Sep. 30, 2024

Notes

NOTE 16 - RELATED PARTY BALANCES

NOTE 16 - RELATED PARTY BALANCES

Due from related parties

The balance due from related parties was as following:

	September 30, 2024	December 31, 2023
	$	$
Citysearch Technology (Macao) Limited (1)	1,408	1,405
Kangaroo Technology Co., Limited (2)	(185,279)	-
Gloryful Company Limited (3)	2,118	2,113
Littlemi Technology Company Limited (4)	117,565	117,282
Nanjing Chengmi Technology Company Limited (5)	150,557	151,297
Watermelon Cultural Communication Company Limited (6)	219,687	219,159
Zhuhai Xiangguo Technology Co., Limited (7)	90,468	-
	396,524	491,256

Note:

(1)	Citysearch Technology (Macao) Limited is 90% controlled by Jiang Haitao, the shareholder of the Company. The balances represented the amount paid on behalf of the Company for its daily operation purpose.
(2)	Kangaroo Technology Co., Limited has common director with Jiang Haitao, the shareholder of the Company. The balances represented the amount paid on behalf of the Company for its daily operation purpose.
(3)	Gloryful Company Limited is 6% controlled by Jiang Haitao, the shareholder of the Company. The balances represented the amount paid on behalf of the Company for its daily operation purpose.
(4)	Littlemi Technology Company Limited is 50% controlled by Jiang Haitao, the shareholder of the Company. The balances represented the amount paid on behalf of the Company for its daily operation purpose.
(5)	Nanjing Chengmi Technology Company Limited is 100% controlled by Jiang Haitao, the shareholder of the Company. The balances represented the amount paid on behalf of the Company for its daily operation purpose.
(6)	Watermelon Cultural Communication Company Limited 51% controlled by Jiang Haitao, the shareholder of the Company. The balances represented the amount paid on behalf of the Company for its daily operation purpose.
(7)	Zhuhai Xiangguo Technology Co., Limited has common director with Jiang Haitao, the shareholder of the Company. The balances represented the amount paid on behalf of the Company for its daily operation purpose.

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NOTE 17 - SEGMENT INFORMATION

9 Months Ended

Sep. 30, 2024

Notes

NOTE 17 - SEGMENT INFORMATION

NOTE 17 – SEGMENT INFORMATION

The Company’s segments are business units that offer different products and services and are reviewed separately by the chief operating decision maker (the “CODM”), or the decision-making group, in deciding how to allocate resources and in assessing performance. The Company’s CODM is the Company’s Chief Executive Officer. During 2021, after the acquisition of MED, there are two segments, consisting of the provision of food & beverage and delivery services and IT supporting services. During 2024, after the incorporation of Graphite Energy, Inc., there is one additional segment, consisting of the trading of graphite products.

Nine Months Ended September 30, 2024	Food & Beverage and Delivery	IT Supporting Services	Graphite product	Corporate unallocated (note)	Consolidated
Revenue	$31,682,978	$519,652	$18,357,617	$-	$50,560,247
Cost of revenue	(18,003,209)	(461,269)	(15,547,315)	-	(34,011,793)
Gross profit	13,679,769	58,383	2,810,302	-	16,548,454
Operating expense
Selling, general and administrative expenses	8,178,085	4,328,235	656,212	350,787	13,513,319
Loss on disposal of subsidiary	425,588	-	-	-	425,588
Depreciation	18,964	122,946	-	552	142,462
Total operating expenses	8,622,637	4,451,181	656,212	351,339	14,081,369
Net profit / (loss) from operation	5,057,132	(4,392,798)	2,154,090	(351,339)	2,467,085
Interest (expense) income	(37,474)	(24,241)	-	-	(61,715)
Net profit / (loss) before provision for income taxes	$5,019,658	$(4,417,039)	$2,154,090	$(351,339)	$2,405,370

Nine Months Ended September 30, 2023	Food & Beverage and Delivery	IT Supporting Services	Corporate unallocated (note)	Consolidated
Revenue	$28,470,322	$35,451	$133,416	$28,639,189
Cost of revenue	(15,102,487)	(711,348)	-	(15,813,835)
Gross profit / (loss)	13,367,835	(675,897)	133,416	12,825,354
Operating expense
Selling, general and administrative expenses	10,468,821	267,686	228,944	10,965,451
Depreciation	84,048	42,656	552	127,256
Total operating expenses	10,552,869	310,342	229,496	11,092,707
Net profit / (loss) from operation	2,814,966	(986,239)	(96,080)	1,732,647
Interest (expense) income	(15,063)	(16,466)	(383)	(31,912)
Net profit / (loss) before provision for income taxes	$2,799,903	$(1,002,705)	$(96,463)	$1,700,735

Note: The Company does not allocate its expenses incurred to its reportable segments because these activities are managed at a corporate level.

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NOTE 18 - COMMITMENTS AND CONTINGENCIES

9 Months Ended

Sep. 30, 2024

Notes

NOTE 18 - COMMITMENTS AND CONTINGENCIES

NOTE 18 - COMMITMENTS AND CONTINGENCIES

Legal proceedings

As of September 30, 2024, the Company is not aware of any material outstanding claim and litigation against them.

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NOTE 19 - SUBSEQUENT EVENTS

9 Months Ended

Sep. 30, 2024

Notes

NOTE 19 - SUBSEQUENT EVENTS

NOTE 19 - SUBSEQUENT EVENTS

In accordance with ASC 855, “Subsequent Events,” the Company has evaluated subsequent events through the date of filing.  No material subsequent events were noted.

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NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Basis of Presentation (Policies)

9 Months Ended

Sep. 30, 2024

Policies

Basis of Presentation

Basis of Presentation

The accompanying audited consolidated financial statements of the Company are presented in U.S. dollars in conformity with accounting principles generally accepted in the United States of America (“US GAAP”) and pursuant to the accounting and disclosure rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”). In the opinion of management, all adjustments (consisting of normal recurring adjustments) have been made that are necessary to present fairly the financial position, and the results of its operations and its cash flows. Operating results as presented are not necessarily indicative of the results to be expected for a full year.

The Company's consolidated financial statements are prepared using the generally accepted accounting principles applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The continuation of the Company as a going concern is dependent upon the ability of the Company to obtain necessary equity financing to continue operations and the attainment of profitable operations. The management will seek to raise funds from shareholders.

The accompanying consolidated financial statements present the financial position and the results of operations of the Company and its 100% owned subsidiaries, Sinoforte Limited. Qwestro Limited, in turn, is the 100% owned subsidiary and consolidates with Sinoforte Limited. The Company has 100% owned subsidiary, Graphite Energy, Inc., established in USA.

The Company has a 98.75% owned subsidiary, MED. Zhuhai Chengmi Technology Company Limited, Guangzhou Chengmi Technology Company Limited, in turn, are the 100% owned subsidiaries with MED. Green Supply Chain Management Company Limited is the 99% owned subsidiary with MED. Zhuhai Migua Technology Company Limited is 100% owned subsidiary by Zhuhai Chengmi Technology Limited and has a 90% owned subsidiary, Fresh Life Technology Company Limited. MED acquired 70% shares of Citysearch, before MED set up a wholly-owned subsidiary Zhuhai Aomi E-commerce Company Limited. All of the above companies consolidate with MED.

Summaries of subsidiaries:

Name of subsidiary	Jurisdiction of organization
Sinoforte Limited	Hong Kong
Qwestro Limited (100% subsidiary of Sinoforte Limited)	Hong Kong
Macao E-Media Development Company Limited	Macao
Green Supply Chain Management Company Limited (99% subsidiary of Macao E-Media Development Company Limited)	Macao
Guangzhou Chengmi Technology Company Limited (100% subsidiary of Macao E-Media Development Company Limited)	China
Zhuhai Chengmi Technology Company Limited (100% subsidiary of Macao E-Media Development Company Limited)	China
Zhuhai Migua Technology Company Limited (100% subsidiary of Zhuhai Chengmi Technology Limited)	China
Fresh Life Technology Company Limited (90% subsidiary of Zhuhai Migua Technology Company Limited)	Macao
Citysearch Technology (HK) Company Limited (70% subsidiary of Macao E-Media Development Company Limited	Hong Kong
Graphite Energy, Inc.	USA
Zhuhai Aomi E-commerce Company Limited (100% subsidiary of Macao E-Media Development Company Limited	China

All significant intercompany transactions and balances have been eliminated in consolidation.

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NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Business Combinations (Policies)

9 Months Ended

Sep. 30, 2024

Policies

Business Combinations

Business Combinations

The Company accounts for acquisition of entities that include inputs and processes and has the ability to create outputs as business combinations. The Company allocates the purchase price of the acquisition to the tangible assets, liabilities and identifiable intangible assets acquired based on their estimated fair values. The excess of the purchase price over those fair values is recorded as goodwill. Acquisition-related expenses and integration costs are expensed as incurred.

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NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Interim Financial Statements (Policies)

9 Months Ended

Sep. 30, 2024

Policies

Interim Financial Statements

Interim Financial Statements

The following (a) condensed consolidated balance sheet as of December 31, 2023, which has been derived from audited financial statements, and (b) the unaudited condensed consolidated interim financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and the instructions to Form 10-Q and Rule 8-03 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the nine months ended September 30, 2024 are not necessarily indicative of results that may be expected for the year ending December 31, 2023. These condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto for the year ended December 31, 2023 included in the Company’s Annual Report on Form 10-K, filed with the Securities and Exchange Commission (“SEC”) on April 16, 2024.

The Company recognizes revenue when: (1) persuasive evidence of an arrangement exists; (2) delivery has occurred; (3) the selling price is fixed or determinable; and (4) collectability is reasonably assured. Determination of criteria (3) and (4) are based on management’s judgments regarding the fixed nature of the selling prices of the products delivered and the collectability of those amounts. Provisions for discounts and rebates to customers, estimated returns and allowances, and other adjustments are provided for in the same period the related revenue is recorded.

The Company defers any revenue for which the product has not been delivered or services have not been rendered or are subject to refund until such time that the Company and the customer jointly determine that the product has been delivered or services have been rendered or no refund will be required.

Revenues on the sale of products, net of estimated costs of returns and allowance, are recognized at the time products are shipped to customers, legal title has passed, and all significant contractual obligations of the Company have been satisfied. Products are generally sold on open accounts under credit terms customary to the geographic region of distribution. The Company performs ongoing credit evaluations of the customers and generally does not require collateral to secure the accounts receivable.

The Company is operating mobile platform of ordering and delivery services for restaurants and supermarkets in Macao, together recognizing revenue on closed transactions.

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NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Segment information (Policies)

9 Months Ended

Sep. 30, 2024

Policies

Segment information

Segment information

ASC 280-10 establishes standards for reporting information regarding operating segments in annual financial statements and requires selected information for those segments to be presented in interim financial reports issued to stockholders. ASC 280-10 also establishes standards for related disclosures about products and services and geographic areas. Operating segments are identified as components of an enterprise about which separate discrete financial information is available for evaluation by the chief operating decision maker, or decision-making group, in making decisions how to allocate resources and assess performance. All sales and substantial assets of the Company are disclosed in note 17. The Company applies the management approach to the identification of our reportable operating segments as provided in accordance with ASC 280-10. The information disclosed herein materially represents all of the financial information related to the Company’s principal operating segment.

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NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Use of Estimates (Policies)

9 Months Ended

Sep. 30, 2024

Policies

Use of Estimates

Use of Estimates

The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates.

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NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Concentration of Credit Risk (Policies)

9 Months Ended

Sep. 30, 2024

Policies

Concentration of Credit Risk

Concentration of Credit Risk

The Company’s financial instruments that are exposed to a concentration of credit risk are cash and accounts receivable.  Generally, the Company’s cash and cash equivalents in interest-bearing accounts may exceed FDIC insurance limits. The financial stability of these institutions is periodically reviewed by senior management.

As of September 30, 2024, and December 31, 2023, the Company maintained $3,894,266 and $3,157,764 in foreign bank accounts not subject to FDIC coverage.

The Company has no significant off-balance-sheet concentrations of credit risk such as foreign exchange contracts, options contracts or other foreign hedging arrangements.

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NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Cash and Cash Equivalents (Policies)

9 Months Ended

Sep. 30, 2024

Policies

Cash and Cash Equivalents

Cash and Cash Equivalents

For purposes of the statements of cash flows, cash and cash equivalents include cash on hand and demand deposits held by banks.

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NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Comprehensive Income (Loss) (Policies)

9 Months Ended

Sep. 30, 2024

Policies

Comprehensive Income (Loss)

Comprehensive Income (Loss)

The Company adopted Accounting Standards Codification subtopic 220-10, Comprehensive Income (“ASC 220-10”) which establishes standards for the reporting and displaying of comprehensive income and its components. Comprehensive income is defined as the change in equity of a business during a period from transactions and other events and circumstances from non-owners sources. It includes all changes in equity during a period except those resulting from investments by owners and distributions to owners. ASC 220-10 requires other comprehensive income (loss) to include foreign currency translation adjustments.

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NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Foreign Currency Translation (Policies)

9 Months Ended

Sep. 30, 2024

Policies

Foreign Currency Translation

Foreign Currency Translation

The Company translates the foreign currency consolidated financial statements into US Dollars (“USD”) using the year or reporting period-end or average exchange rates in accordance with the requirements of Accounting Standards Codification subtopic 830-10, Foreign Currency Matters (“ASC 830-10”). Assets and liabilities of these subsidiaries were translated at exchange rates as of the balance sheet date. Revenues and expenses are translated at average rates in effect for the periods presented.

The consolidated financial statements were presented in US Dollars except as other specified.

The cumulative translation adjustment is included in the accumulated other comprehensive gain (loss) within stockholders’ equity (deficit). Foreign currency transaction gains and losses arising from exchange rate fluctuations on transactions denominated in a currency other than the functional currency are included in the consolidated results of operations.

The exchange rates used to translate amounts in HKD and MOP into US Dollars for the purposes of preparing the consolidated financial statements were as follows:

	September 30,	December 31,
	2024	2023
Exchange rate on balance sheet dates
USD : HKD exchange rate	7.7911	7.8099
USD : MOP exchange rate	8.0248	8.0441
	For the nine months ended September 30,
	2024	2023
Average exchange rate for the period
USD : HKD exchange rate	7.7993	7.8246
USD : MOP exchange rate	8.0333	8.0593

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NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Property, plant and equipment (Policies)

9 Months Ended

Sep. 30, 2024

Policies

Property, plant and equipment

Property, plant and equipment

The estimated useful lives of property, plant and equipment are as follows:
Office equipment	3-5 years
Furniture and fixtures	3-5 years

The Company evaluates the carrying value of items of property, plant and equipment to be held and used whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. The carrying value of an item of property, plant and equipment is considered impaired when the projected undiscounted future cash flows related to the asset are less than its carrying value. The Company measures impairment based on the amount by which the carrying value of the respective asset exceeds its fair value. Fair value is determined primarily using the projected future cash flows discounted at a rate commensurate with the risk involved.

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NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Intangible assets (Policies)

9 Months Ended

Sep. 30, 2024

Policies

Intangible assets

Intangible assets

Purchased intangible assets are recognized and measured at fair value upon acquisition. Separately identifiable intangible assets that have determinable lives continue to be amortized over their estimated useful lives using the straight-line method based on their estimated useful lives as follows:

Software 1-10 years

The Company reviews intangible assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable.

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NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Trade receivables (Policies)

9 Months Ended

Sep. 30, 2024

Policies

Trade receivables

Trade receivables

Trade receivables are recorded at the invoiced amount and do not bear interest. The Company extends unsecured credit to its customers in the ordinary course of business but mitigates the associated risks by performing credit checks and actively pursuing past due accounts. An allowance for doubtful accounts is established and recorded based on management’s assessment of potential losses based on the credit history and relationships with the customers. Management reviews its receivables on a regular basis to determine if bad debt allowance is adequate, and adjusts the allowance when necessary. Delinquent account balances are written-off against allowance for doubtful accounts after management has determined that the likelihood of collection is not probable.

The Company considered the amounts of receivables in dispute and believes an allowance for these receivables were not necessary as of September 30, 2024 and December 31, 2023.

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NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Fair Value Measurements (Policies)

9 Months Ended

Sep. 30, 2024

Policies

Fair Value Measurements

Fair Value Measurements

ASC Topic 820 defines fair value, establishes a framework for measuring fair value and enhances disclosure requirements for fair value measurements. This topic does not require any new fair value measurements. ASC Topic 820 defines fair value as the price that would be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or a liability. As a basis for considering such assumptions, ASC Topic 820 establishes a three-tier value hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value:

Level 1 —	Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets.
Level 2 —	Other inputs that is directly or indirectly observable in the marketplace.
Level 3 —	Unobservable inputs which are supported by little or no market activity.

The fair value hierarchy also requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value.

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NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Earnings (Loss) Per Share (Policies)

9 Months Ended

Sep. 30, 2024

Policies

Earnings (Loss) Per Share

Earnings (Loss) Per Share

Earnings Per Share (‘EPS”) is computed by dividing net income available to common stockholders by the weighted average number of common stock shares outstanding during the year. Diluted EPS is computed by dividing net income available to common stockholders by the weighted average number of common stock shares outstanding during the year plus potential dilutive instruments such as stock options and warrants.  

The effect of stock options on diluted EPS is determined through the application of the treasury stock method, whereby proceeds received by the Company based on assumed exercises are hypothetically used to repurchase the Company's common stock at the average market price during the period. The Company has no stock options, warrants or other potentially dilutive instruments outstanding at September 30, 2024 and December 31, 2023.

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NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Investment in Unconsolidated Joint Ventures (Policies)

9 Months Ended

Sep. 30, 2024

Policies

Investment in Unconsolidated Joint Ventures

Investment in Unconsolidated Joint Ventures

The Company entered into a JV agreement with an independent third party, to form a JV company. The joint venture agreement provides the Company with only the rights to the assets and obligation for the liabilities of the joint arrangement resting primarily with the JV. In adopting ASC Topic 323, Investments - Equity Method and Joint Ventures (Topic 323), the Company’s investment in joint venture is accounted for using the equity method.

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NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Inventories (Policies)

9 Months Ended

Sep. 30, 2024

Policies

Inventories

Inventories

Inventories are carried at the lower of cost and net realizable value, as determined using the weighted average cost method. Management compares the cost of inventories with the net realizable value and if applicable, an allowance is made for writing down the inventory to its net realizable value, if lower than cost. On an ongoing basis, inventories are reviewed for potential write-down for estimated obsolescence or unmarketable inventories which equals the difference between the costs of inventories and the estimated net realizable value based upon forecasts for future demand and market conditions. When inventories are written-down to the lower of cost or net realizable value, it is not marked up subsequently based on changes in underlying facts and circumstances.

The Company entered into a purchase agreement with JV company and through their platform to purchase of gold. In adopting ASC Topic 330, Inventory, it permits certain inventories such as precious metals, agricultural and mineral inventories to be stated above cost in exceptional cases. We believe that because our business model is to trade gold and held in short-term, market value is a more useful and relevant measurement than lower of cost or market value.

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NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Goodwill (Policies)

9 Months Ended

Sep. 30, 2024

Policies

Goodwill

Goodwill

Goodwill is recorded as the difference between the aggregate consideration paid for in a business combination and the fair value of the acquired net tangible and intangible assets acquired. The Company evaluates goodwill for impairment on an annual basis in the fourth quarter or more frequently if indicators of impairment exist that would more likely than not reduce the fair value of a reporting unit below its carrying amount. The Company first assesses qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying value. Based on that qualitative assessment, if it is more likely than not that the fair value of a reporting unit is less than its carrying value, the Company conducts a quantitative goodwill impairment test, which involves comparing the estimated fair value of the reporting unit with its carrying value, including goodwill. The Company estimates the fair value of a reporting unit using a combination of the income and market approach. If the carrying value of the reporting unit exceeds its estimated fair value, an impairment loss is recorded for the difference.

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NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Non-controlling interest (Policies)

9 Months Ended

Sep. 30, 2024

Policies

Non-controlling interest

Non-controlling interest

Non-controlling interests represent the equity interests in the subsidiaries that are not attributable, either directly or indirectly, to the Company.

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NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Recent Accounting Pronouncements (Policies)

9 Months Ended

Sep. 30, 2024

Policies

Recent Accounting Pronouncements

Recent Accounting Pronouncements

The Company has considered all new accounting pronouncements and has concluded that there are no new pronouncements that may have a material impact on results of operations, financial condition, or cash flows, based on current information.

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NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Foreign Currency Translation: Schedule of Exchange Rates used for preparing the consolidated financial statements (Tables)

9 Months Ended

Sep. 30, 2024

Tables/Schedules

Schedule of Exchange Rates used for preparing the consolidated financial statements

	September 30,	December 31,
	2024	2023
Exchange rate on balance sheet dates
USD : HKD exchange rate	7.7911	7.8099
USD : MOP exchange rate	8.0248	8.0441
	For the nine months ended September 30,
	2024	2023
Average exchange rate for the period
USD : HKD exchange rate	7.7993	7.8246
USD : MOP exchange rate	8.0333	8.0593

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NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Property, plant and equipment: Schedule of Useful Life of Property, Plant and Equipment (Tables)

9 Months Ended

Sep. 30, 2024

Tables/Schedules

Schedule of Useful Life of Property, Plant and Equipment

The estimated useful lives of property, plant and equipment are as follows:
Office equipment	3-5 years
Furniture and fixtures	3-5 years

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NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Intangible assets: Schedule of Useful Life of Intangible Assets (Tables)

9 Months Ended

Sep. 30, 2024

Tables/Schedules

Schedule of Useful Life of Intangible Assets

Software 1-10 years

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NOTE 4 - PROPERTY, PLANT AND EQUIPMENT: Schedule of Property and Equipment (September 30, 2022 Unaudited) (Tables)

9 Months Ended

Sep. 30, 2024

Tables/Schedules

Schedule of Property and Equipment (September 30, 2022 Unaudited)

Schedule of Property and Equipment 

	September 30, 2024			December 31, 2023
		(unaudited)
Office furniture and fixtures	$	41,725		$	41,725
Office equipment		253,583			243,151
Vehicles		6,402			6,402
Less:  accumulated depreciation		(133,287	)		(98,942	)
Property, plant and equipment, net	$	168,423		$	192,336

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NOTE 5 - INTANGIBLE ASSETS: Software as of September 30, 2024 and December 31, 2023 is summarized as follows (Tables)

9 Months Ended

Sep. 30, 2024

Tables/Schedules

Software as of September 30, 2024 and December 31, 2023 is summarized as follows:

Software as of September 30, 2024 and December 31, 2023 is summarized as follows:

	September 30,			December 31,
	2024			2023
Software	$	2,359,481		$	2,345,637
Less:  accumulated amortization		(1,035,523	)		(922,403	)
Intangible assets, net	$	1,323,958		$	1,423,234

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NOTE 6 - ACQUISITION OF SUBSIDIARIES: Schedule of Acquisition of Subsidiaries (Tables)

9 Months Ended

Sep. 30, 2024

Citysearch Technology (HK) Company Limited

Schedule of Acquisition of Subsidiaries

Property, plant and equipment	$	6,911
Other receivables and prepayment		94,803
Amount due from related parties		381,086
Cash and cash equivalents		747,332
Other payables and accruals		(323,742)
Goodwill		170,069
Non-controlling interest		72,887
Total consideration paid in cash	$	1,149,346
Less: Cash and cash equivalents		(747,332)
Net cash outflow arising from the acquisition of a subsidiary	$	402,014

Fresh Life Technology Company Limited

Schedule of Acquisition of Subsidiaries

Amount due to related parties	$	(925,423)
Goodwill		832,881
Non-controlling interest		92,542
Net cash outflow arising from the acquisition of a subsidiary	$	-

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NOTE 7 - DISPOSAL OF A SUBSIDIARY: Disposal Groups, Including Discontinued Operations (Tables)

9 Months Ended

Sep. 30, 2024

Tables/Schedules

Disposal Groups, Including Discontinued Operations

Analysis of assets and liabilities over which control was lost:
Other receivables	$	21,892
Cash and cash equivalents		118,105
Amount due from related parties		344,251
Amount due to immediate holding company		(1,704,251)
Other payables and accruals		(46,374)
	$	(1,266,377)
Loss on disposal of subsidiary:
Total consideration	$	12,286
Less: Waiver of amount due to immediate holding company		(1,704,251)
Add: Net liabilities disposed of		1,266,377
Loss on disposal	$	425,588
Total consideration satisfied by:
Cash consideration received	$	-
Net cash outflow arising on disposal:
Cash consideration received	$	-
Cash and cash equivalents disposed of		(118,105)
Net cash outflow	$	(118,105)

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NOTE 8 - GOODWILL: Schedule of Goodwill (Tables)

9 Months Ended

Sep. 30, 2024

Tables/Schedules

Schedule of Goodwill

		September 30, 2024	December 31, 2023
Goodwill	$	72,667,589	$	71,664,639
Acquisition of subsidiaries		-		1,002,950
Balance at end of period	$	72,667,589	$	72,667,589

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NOTE 9 - RIGHT TO USE ASSETS AND LEASE LIABILITY: Schedule of Right to Use Assets (Tables)

9 Months Ended

Sep. 30, 2024

Tables/Schedules

Schedule of Right to Use Assets

		September 30, 2024	December 31, 2023
Macao and Zhuhai	$	888,774	$	805,253
Hong Kong		213,701		213,701
Subtotal		1,102,475		1,018,954
Less: accumulated depreciation		(659,118)		(782,476)
Right to use assets, net	$	443,357	$	236,478

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NOTE 9 - RIGHT TO USE ASSETS AND LEASE LIABILITY: Schedule of Lease Liability (Tables)

9 Months Ended

Sep. 30, 2024

Tables/Schedules

Schedule of Lease Liability

		September 30, 2024	December 31, 2023
Macao and Zhuhai	$	318,559	$	134,375
Hong Kong		124,798		102,103
Total lease liability		443,357		236,478
Less: short term portion		(245,725)		(188,214)
Long term portion	$	197,632	$	48,264

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NOTE 9 - RIGHT TO USE ASSETS AND LEASE LIABILITY: Schedule of Maturity Analysis under the Lease Agreements (Tables)

9 Months Ended

Sep. 30, 2024

Tables/Schedules

Schedule of Maturity Analysis under the Lease Agreements

		September 30, 2024	December 31, 2023
Period / year ended September 30, 2024 and December 31, 2023	$	481,232	$	248,389
Less: Present value discount		(37,875)		(11,911)
Lease liability	$	443,357	$	236,478

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NOTE 9 - RIGHT TO USE ASSETS AND LEASE LIABILITY: Schedule of Lease Expenses (Tables)

9 Months Ended

Sep. 30, 2024

Tables/Schedules

Schedule of Lease Expenses

Lease expense for the three months ended September 30, 2024 was comprised of the following:

Operating lease expense	$	71,421
Short-term lease expense		28,528
	$	99,949

Lease expense for the nine months ended September 30, 2024 was comprised of the following:

Operating lease expense	$	258,593
Short-term lease expense		102,393
	$	360,986

Lease expense for the three months ended September 30, 2023 was comprised of the following:

Operating lease expense	$	74,912
Short-term lease expense		3,427
	$	78,339

Lease expense for the nine months ended September 30, 2023 was comprised of the following:

Operating lease expense	$	220,487
Short-term lease expense		41,560
	$	262,047

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NOTE 12 - BANK LOANS: Schedule of Bank Loans and Overdrafts (Tables)

9 Months Ended

Sep. 30, 2024

Tables/Schedules

Schedule of Bank Loans and Overdrafts

		September 30, 2024		December 31, 2023
Bank loans	$	2,358,738		$	2,258,181
Less: short term portion		(2,358,738	)		(2,239,534	)
Long term portion	$	-		$	18,647

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NOTE 14 - INCOME PER SHARE: Schedule of Computation of basic and diluted loss per common share (Tables)

9 Months Ended

Sep. 30, 2024

Tables/Schedules

Schedule of Computation of basic and diluted loss per common share

	Three Months Ended September 30, 2024		Three Months Ended September 30, 2023		Nine Months Ended September 30, 2024		Nine Months Ended September 30, 2023
Numerator-basic and diluted
Net income	$	1,847,273	$	715,568	$	2,966,626	$	1,676,341
Denominator
Weighted average number of common shares outstanding-basic and diluted	263,337,500		263,337,500		263,337,500		263,337,500
Profit/(loss) per common share - basic and diluted	$	0.007	$	0.003	$	0.011	$	0.006

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NOTE 15 - JOINT VENTURE: Summarized financial information for joint venture - Balance Sheets (Tables)

9 Months Ended

Sep. 30, 2024

Tables/Schedules

Summarized financial information for joint venture - Balance Sheets

Summarized financial information for joint venture is as follows:

Balance Sheets:	September 30, 2024			December 31, 2023
	(unaudited)			(audited)
Property, plant and equipment, net	$	670		$	1,488
Other receivables and prepaid		144			9,213
Inventory		143,049			119,310
Cash and cash equivalents		63,675			49,422
Total assets		207,538			179,433
Accrued expense		-			(1,152	)
Other payable to shareholder		(4,516,233	)		(4,310,453	)
Customer deposit		(542,424	)		(404,659	)
Total liabilities		(5,058,657	)		(4,716,264	)
Net liabilities	$	(4,851,119	)	$	(4,536,831	)

Statement of Operations:	Nine months ended September 30, 2024
	(unaudited)
Revenue	$	-
Less: Cost of sales		(-	)
		-
Operating expense		(136,586	)
Depreciation		(820	)
Net loss from operations		(137,406	)
Other income (expense):
Interest (expense) income, net		(165,168	)
Net loss	$	(302,574	)

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NOTE 17 - SEGMENT INFORMATION: Business Combination, Segment Allocation (Tables)

9 Months Ended

Sep. 30, 2024

Tables/Schedules

Business Combination, Segment Allocation

Nine Months Ended September 30, 2024	Food & Beverage and Delivery	IT Supporting Services	Graphite product	Corporate unallocated (note)	Consolidated
Revenue	$31,682,978	$519,652	$18,357,617	$-	$50,560,247
Cost of revenue	(18,003,209)	(461,269)	(15,547,315)	-	(34,011,793)
Gross profit	13,679,769	58,383	2,810,302	-	16,548,454
Operating expense
Selling, general and administrative expenses	8,178,085	4,328,235	656,212	350,787	13,513,319
Loss on disposal of subsidiary	425,588	-	-	-	425,588
Depreciation	18,964	122,946	-	552	142,462
Total operating expenses	8,622,637	4,451,181	656,212	351,339	14,081,369
Net profit / (loss) from operation	5,057,132	(4,392,798)	2,154,090	(351,339)	2,467,085
Interest (expense) income	(37,474)	(24,241)	-	-	(61,715)
Net profit / (loss) before provision for income taxes	$5,019,658	$(4,417,039)	$2,154,090	$(351,339)	$2,405,370

Nine Months Ended September 30, 2023	Food & Beverage and Delivery	IT Supporting Services	Corporate unallocated (note)	Consolidated
Revenue	$28,470,322	$35,451	$133,416	$28,639,189
Cost of revenue	(15,102,487)	(711,348)	-	(15,813,835)
Gross profit / (loss)	13,367,835	(675,897)	133,416	12,825,354
Operating expense
Selling, general and administrative expenses	10,468,821	267,686	228,944	10,965,451
Depreciation	84,048	42,656	552	127,256
Total operating expenses	10,552,869	310,342	229,496	11,092,707
Net profit / (loss) from operation	2,814,966	(986,239)	(96,080)	1,732,647
Interest (expense) income	(15,063)	(16,466)	(383)	(31,912)
Net profit / (loss) before provision for income taxes	$2,799,903	$(1,002,705)	$(96,463)	$1,700,735

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NOTE 1 - ORGANIZATION AND PRINCIPAL ACTIVITIES (Details)	9 Months Ended
	Sep. 30, 2024
Details
Entity Incorporation, State or Country Code	UT
Entity Incorporation, Date of Incorporation	May 30, 2001

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NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Concentration of Credit Risk (Details) - USD ($)	Sep. 30, 2024	Dec. 31, 2023
Details
Deposits in foreign bank accounts not subject to FDIC coverage	$ 3,894,266	$ 3,157,764

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NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Property, plant and equipment: Schedule of Useful Life of Property, Plant and Equipment (Details)	Sep. 30, 2024
Minimum | Office Equipment
The estimated useful lives of property, plant and equipment are as follows	3 years
Minimum | Furniture and Fixtures
The estimated useful lives of property, plant and equipment are as follows	3 years
Maximum | Office Equipment
The estimated useful lives of property, plant and equipment are as follows	5 years
Maximum | Furniture and Fixtures
The estimated useful lives of property, plant and equipment are as follows	5 years

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NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Intangible assets: Schedule of Useful Life of Intangible Assets (Details)	9 Months Ended
	Sep. 30, 2024
Minimum
Software, useful life	1 year
Maximum
Software, useful life	10 years

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NOTE 3 - GOING CONCERN (Details) - USD ($)	Sep. 30, 2024	Dec. 31, 2023
Details
Accumulated deficit	$ (8,980,282)	$ (11,946,908)

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NOTE 4 - PROPERTY, PLANT AND EQUIPMENT: Schedule of Property and Equipment (September 30, 2022 Unaudited) (Details) - USD ($)	Sep. 30, 2024	Dec. 31, 2023
Details
Office furniture and fixtures	$ 41,725	$ 41,725
Office equipment	253,583	243,151
Vehicles	6,402	6,402
Less: accumulated depreciation	(133,287)	(98,942)
Property, plant and equipment, net	$ 168,423	$ 192,336

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NOTE 5 - INTANGIBLE ASSETS: Software as of September 30, 2024 and December 31, 2023 is summarized as follows (Details) - USD ($)	Sep. 30, 2024	Dec. 31, 2023
Details
Software	$ 2,359,481	$ 2,345,637
Less: accumulated amortization	(1,035,523)	(922,403)
Intangible assets, net	$ 1,323,958	$ 1,423,234

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NOTE 6 - ACQUISITION OF SUBSIDIARIES: Schedule of Acquisition of Subsidiaries (Details) - USD ($)	Oct. 09, 2023	Dec. 31, 2022
Citysearch Technology (HK) Company Limited
Acquisition of Subsidiary - Property, plant and equipment	$ 6,911
Acquisition of Subsidiary - Other receivables and prepayment	94,803
Acquisition of Subsidiary - Amount due from related parties	381,086
Acquisition of Subsidiary - Cash and cash equivalents	747,332
Acquisition of Subsidiary - Other payables and accruals	(323,742)
Acquisition of Subsidiary - Goodwill	170,069
Acquisition of Subsidiary - Non-controlling interest	72,887
Acquisition of Subsidiary - Total consideration paid in cash	1,149,346
Acquisition of Subsidiary - Less: Cash and cash equivalents	(747,332)
Acquisition of Subsidiary - Net cash outflow arising from the acquisition of a subsidiary	$ 402,014
Fresh Life Technology Company Limited
Acquisition of Subsidiary - Amount due to related parties		$ (925,423)
Acquisition of Subsidiary - Goodwill		832,881
Acquisition of Subsidiary - Non-controlling interest		92,542
Acquisition of Subsidiary - Net cash outflow arising from the acquisition of a subsidiary		$ 0

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NOTE 7 - DISPOSAL OF A SUBSIDIARY: Disposal Groups, Including Discontinued Operations (Details)	9 Months Ended
	Sep. 30, 2024 USD ($)
Details
Disposal of Subsidiary - Other receivables	$ 21,892
Disposal of Subsidiary - Cash and cash equivalents	118,105
Disposal of Subsidiary - Amount due from related parties	344,251
Disposal of Subsidiary - Amount due to immediate holding company	(1,704,251)
Disposal of Subsidiary - Other payables and accruals	(46,374)
Disposal of Subsidiary - Assets and Liabilities	(1,266,377)
Disposal of Subsidiary - Total consideration	12,286
Disposal of Subsidiary - Less: Waiver of amount due to immediate holding company	(1,704,251)
Disposal of Subsidiary - Add: Net liabilities disposed of	1,266,377
Disposal of Subsidiary - Loss on disposal	425,588
Disposal of Subsidiary - Cash consideration received	0
Disposal of Subsidiary - Cash consideration received	0
Disposal of Subsidiary - Cash and cash equivalents disposed of	(118,105)
Disposal of Subsidiary - Net cash outflow	$ (118,105)

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NOTE 8 - GOODWILL: Schedule of Goodwill (Details) - USD ($)	Sep. 30, 2024	Dec. 31, 2023
Details
Goodwill	$ 72,667,589	$ 71,664,639
Acquisition of subsidiaries	0	1,002,950
Goodwill	$ 72,667,589	$ 72,667,589

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NOTE 8 - GOODWILL (Details) - USD ($)	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Details
Goodwill, Impairment Loss	$ 0	$ 0

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NOTE 9 - RIGHT TO USE ASSETS AND LEASE LIABILITY: Schedule of Right to Use Assets (Details) - USD ($)	Sep. 30, 2024	Dec. 31, 2023
Details
Right to use assets - Macao and Zhuhai	$ 888,774	$ 805,253
Right to use assets - Hong Kong	213,701	213,701
Right to use assets - Subtotal	1,102,475	1,018,954
Right to use assets - Less accumulated depreciation	(659,118)	(782,476)
Right to use assets, net	$ 443,357	$ 236,478

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NOTE 9 - RIGHT TO USE ASSETS AND LEASE LIABILITY (Details) - USD ($)	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Details
Recorded lease expense	$ 329,095	$ 261,357
Recorded Financial Interest	$ 26,341	$ 23,874

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NOTE 9 - RIGHT TO USE ASSETS AND LEASE LIABILITY: Schedule of Lease Liability (Details) - USD ($)	Sep. 30, 2024	Dec. 31, 2023
Details
Lease Liability - Macao and Zhuhai	$ 318,559	$ 134,375
Lease Liability - Hong Kong	124,798	102,103
Total lease liability	443,357	236,478
Lease Liability - Less: short term portion	(245,725)	(188,214)
Lease Liability - Long term portion	$ 197,632	$ 48,264

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NOTE 9 - RIGHT TO USE ASSETS AND LEASE LIABILITY: Schedule of Maturity Analysis under the Lease Agreements (Details) - USD ($)	Sep. 30, 2024	Dec. 31, 2023
Details
Lease Liability - Year ended December 31, 2020	$ 481,232	$ 248,389
Lease Liability - Less: Present value discount	(37,875)	(11,911)
Lease liability	$ 443,357	$ 236,478

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NOTE 9 - RIGHT TO USE ASSETS AND LEASE LIABILITY: Schedule of Lease Expenses (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Details
Operating lease expense	$ 71,421	$ 74,912	$ 258,593	$ 220,487
Short-term lease expense	28,528	3,427	102,393	41,560
Operating Leases, Rent Expense	$ 99,949	$ 78,339	$ 360,986	$ 262,047

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NOTE 10 - LOAN RECEIVABLES (Details) - Sinoforte Limited	9 Months Ended
	Sep. 30, 2024 USD ($)
Debt Instrument, Issuance Date	Sep. 10, 2021
Debt Instrument, Description	business loan agreement
Debt Instrument, Face Amount	$ 1,000,000
Debt Instrument, Collateral	unsecured
Debt Instrument, Interest Rate, Stated Percentage	5.00%
Debt Instrument, Payment Terms	no fixed terms of repayment

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NOTE 12 - BANK LOANS (Details)	Sep. 30, 2024 USD ($)
Bank Loan #1
Debt Instrument, Face Amount	$ 374,672
Debt Instrument, Interest Rate, Stated Percentage	4.25%
Bank Loan #2
Debt Instrument, Face Amount	$ 623,239
Debt Instrument, Interest Rate, Stated Percentage	5.50%
Bank Loan #3
Debt Instrument, Face Amount	$ 617,731
Debt Instrument, Interest Rate, Stated Percentage	5.50%
Bank Loan #4
Debt Instrument, Face Amount	$ 362,505
Debt Instrument, Interest Rate, Stated Percentage	4.50%
Bank Loan #5
Debt Instrument, Face Amount	$ 414,731
Debt Instrument, Interest Rate, Stated Percentage	4.50%
Bank Loan #6
Debt Instrument, Face Amount	$ 85,518
Debt Instrument, Interest Rate, Stated Percentage	4.40%
Bank Loan #7
Debt Instrument, Face Amount	$ 59,052
Debt Instrument, Interest Rate, Stated Percentage	4.40%

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NOTE 12 - BANK LOANS: Schedule of Bank Loans and Overdrafts (Details) - USD ($)	Sep. 30, 2024	Dec. 31, 2023
Details
Bank loans	$ 2,358,738	$ 2,258,181
Less: short term portion	(2,358,738)	(2,239,534)
Long term portion	$ 0	$ 18,647

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NOTE 13 - CAPITAL STOCK - Parenthetical (Details) - $ / shares	Sep. 30, 2024	Dec. 31, 2023
Details
Common Stock, Shares Authorized	500,000,000	500,000,000
Common Stock, Par or Stated Value Per Share	$ 0.01	$ 0.01
Preferred Stock, Shares Authorized	25,000,000	25,000,000
Preferred Stock, Par or Stated Value Per Share	$ 0.01	$ 0.01
Common Stock, Shares, Issued	263,337,500	263,337,500
Common Stock, Shares, Outstanding	263,337,500	263,337,500
Preferred Stock, Shares Issued	0	0
Preferred Stock, Shares Outstanding	0	0

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NOTE 14 - INCOME PER SHARE: Schedule of Computation of basic and diluted loss per common share (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Details
NET LOSS	$ 1,847,273	$ 715,568	$ 2,966,626	$ 1,676,341
Weighted average common shares outstanding, basic and diluted	263,337,500	263,337,500	263,337,500	263,337,500
Net loss per common share, basic and diluted	$ 0.007	$ 0.003	$ 0.011	$ 0.006

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NOTE 15 - JOINT VENTURE: Summarized financial information for joint venture - Balance Sheets (Details) - USD ($)	9 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Details
Joint Venture - Property, plant and equipment, net	$ 670	$ 1,488
Joint Venture - Other receivables and prepaid	144	9,213
Joint Venture - Inventory	143,049	119,310
Joint Venture - Cash and cash equivalents	63,675	49,422
Joint Venture - Total assets	207,538	179,433
Joint Venture, Accrual Expense	0	(1,152)
Joint Venture - Other payable	(4,516,233)	(4,310,453)
Joint Venture - Customer deposit	(542,424)	(404,659)
Joint Venture - Total liabilities	(5,058,657)	(4,716,264)
Joint Venture - Net liabilities	(4,851,119)	$ (4,536,831)
Joint Venture - Revenue	0
Joint Venture - Cost of sale	0
Joint Venture - Gross profit	0
Joint Venture - Operating expense	(136,586)
Joint Venture, Depreciation	(820)
Joint Venture - Net loss from operations	(137,406)
Joint Venture - Interest (expense) income, net	(165,168)
Joint Venture - Net loss	$ (302,574)

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NOTE 16 - RELATED PARTY BALANCES (Details) - USD ($)		Sep. 30, 2024	Dec. 31, 2023
Amount due from related companies		$ 396,524	$ 491,256
Citysearch Technology (Macao) Limited (1)
Amount due from related companies	[1]	1,408	1,405
Kangaroo Technology Co., Limited (2)
Amount due from related companies	[2]	(185,279)	0
Gloryful Company Limited (3)
Amount due from related companies	[3]	2,118	2,113
Littlemi Technology Company Limited (4)
Amount due from related companies	[4]	117,565	117,282
Nanjing Chengmi Technology Company Limited (5)
Amount due from related companies	[5]	150,557	151,297
Watermelon Cultural Communication Company Limited (6)
Amount due from related companies	[6]	219,687	219,159
Zhuhai Xiangguo Technology Co., Limited (7)
Amount due from related companies	[7]	$ 90,468	$ 0

[1] Citysearch Technology (Macao) Limited is 90% controlled by Jiang Haitao, the shareholder of the Company. The balances represented the amount paid on behalf of the Company for its daily operation purpose.

[2] Kangaroo Technology Co., Limited has common director with Jiang Haitao, the shareholder of the Company. The balances represented the amount paid on behalf of the Company for its daily operation purpose.

[3] Gloryful Company Limited is 6% controlled by Jiang Haitao, the shareholder of the Company. The balances represented the amount paid on behalf of the Company for its daily operation purpose.

[4] Littlemi Technology Company Limited is 50% controlled by Jiang Haitao, the shareholder of the Company. The balances represented the amount paid on behalf of the Company for its daily operation purpose.

[5] Nanjing Chengmi Technology Company Limited is 100% controlled by Jiang Haitao, the shareholder of the Company. The balances represented the amount paid on behalf of the Company for its daily operation purpose.

[6] Watermelon Cultural Communication Company Limited 51% controlled by Jiang Haitao, the shareholder of the Company. The balances represented the amount paid on behalf of the Company for its daily operation purpose.

[7] Zhuhai Xiangguo Technology Co., Limited has common director with Jiang Haitao, the shareholder of the Company. The balances represented the amount paid on behalf of the Company for its daily operation purpose.

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NOTE 17 - SEGMENT INFORMATION: Business Combination, Segment Allocation (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
REVENUE	$ 19,378,637	$ 9,748,254	$ 50,560,247	$ 28,639,189
COST OF REVENUE	(12,871,058)	(5,124,456)	(34,011,793)	(15,813,835)
GROSS PROFIT	6,507,579	4,623,798	16,548,454	12,825,354
OPERATING EXPENSES
Selling, general and administrative expenses	4,790,403	3,818,985	13,513,319	10,965,451
Loss on disposal of subsidiary	0	0	425,588	0
Depreciation	54,662	58,847	142,462	127,256
Total operating expenses	4,845,065	3,877,832	14,081,369	11,092,707
NET PROFIT/(LOSS) FROM OPERATIONS	1,662,514	745,966	2,467,085	1,732,647
Interest (expense) income	(15,060)	(13,670)	(61,715)	(31,912)
Net profit/(loss) before provision for income taxes	$ 1,647,454	$ 732,296	2,405,370	1,700,735
Food & Beverage and Delivery
REVENUE			31,682,978	28,470,322
COST OF REVENUE			(18,003,209)	(15,102,487)
GROSS PROFIT			13,679,769	13,367,835
OPERATING EXPENSES
Selling, general and administrative expenses			8,178,085	10,468,821
Loss on disposal of subsidiary			425,588
Depreciation			18,964	84,048
Total operating expenses			8,622,637	10,552,869
NET PROFIT/(LOSS) FROM OPERATIONS			5,057,132	2,814,966
Interest (expense) income			(37,474)	(15,063)
Net profit/(loss) before provision for income taxes			5,019,658	2,799,903
IT Supporting Services
REVENUE			519,652	35,451
COST OF REVENUE			(461,269)	(711,348)
GROSS PROFIT			58,383	(675,897)
OPERATING EXPENSES
Selling, general and administrative expenses			4,328,235	267,686
Loss on disposal of subsidiary			0
Depreciation			122,946	42,656
Total operating expenses			4,451,181	310,342
NET PROFIT/(LOSS) FROM OPERATIONS			(4,392,798)	(986,239)
Interest (expense) income			(24,241)	(16,466)
Net profit/(loss) before provision for income taxes			(4,417,039)	(1,002,705)
Graphite product
REVENUE			18,357,617
COST OF REVENUE			(15,547,315)
GROSS PROFIT			2,810,302
OPERATING EXPENSES
Selling, general and administrative expenses			656,212
Loss on disposal of subsidiary			0
Depreciation			0
Total operating expenses			656,212
NET PROFIT/(LOSS) FROM OPERATIONS			2,154,090
Interest (expense) income			0
Net profit/(loss) before provision for income taxes			2,154,090
Corporate unallocated (note)
REVENUE			0	133,416
COST OF REVENUE			0	0
GROSS PROFIT			0	133,416
OPERATING EXPENSES
Selling, general and administrative expenses			350,787	228,944
Loss on disposal of subsidiary			0
Depreciation			552	552
Total operating expenses			351,339	229,496
NET PROFIT/(LOSS) FROM OPERATIONS			(351,339)	(96,080)
Interest (expense) income			0	(383)
Net profit/(loss) before provision for income taxes			(351,339)	(96,463)
Consolidated
REVENUE			50,560,247	28,639,189
COST OF REVENUE			(34,011,793)	(15,813,835)
GROSS PROFIT			16,548,454	12,825,354
OPERATING EXPENSES
Selling, general and administrative expenses			13,513,319	10,965,451
Loss on disposal of subsidiary			425,588
Depreciation			142,462	127,256
Total operating expenses			14,081,369	11,092,707
NET PROFIT/(LOSS) FROM OPERATIONS			2,467,085	1,732,647
Interest (expense) income			(61,715)	(31,912)
Net profit/(loss) before provision for income taxes			$ 2,405,370	$ 1,700,735

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NOTE 18 - COMMITMENTS AND CONTINGENCIES (Details)	Sep. 30, 2024 USD ($)
Details
Outstanding claim and litigation	$ 0