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Organization and Business
12 Months Ended
Dec. 31, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Organization and Business

(1) Organization and Business

 

China Carbon Graphite Group, Inc. (the "Company"), through its subsidiaries, is engaged in the research and development, rework and sales of graphene and graphene oxide and graphite bipolar plates in the People's Republic of China ("China" or the "PRC"). The Company has developed its own graphene prototype and reworks the products by orders only. The Company outsource the production of large orders to third parties as it has not commercialized its product prototype. We also operate a business-to-business and business-to-consumers Internet portal (www.roycarbon.com) for graphite related products. Vendors can sell raw materials, industrial commodities and consumer (household) commodities to both business and consumers through the website by paying a fee for each transaction conducted through the website.

 

The Company was incorporated on February 13, 2003 in Nevada under the name Achievers Magazine Inc. In connection with the reverse merger transaction described below, the Company's corporate name was changed to China Carbon Graphite Group, Inc. on January 30, 2008.

 

On December 17, 2007, the Company completed a share exchange pursuant to a share exchange agreement with Sincere Investment (PTC), Ltd. ("Sincere"), a British Virgin Islands corporation. Sincere was the sole stockholder of Talent International Investment Limited ("Talent"), a British Virgin Islands corporation., which is the sole stockholder of XingheYongle Carbon Co., Ltd. ("Yongle"), a wholly foreign-owned enterprise company organized under the laws of the PRC. Pursuant to the share exchange agreement, the Company issued 9,388,172 shares of common stock to Sincere in exchange for all of the outstanding on stock of Talent, and Talent became a wholly-owned subsidiary of the Company. Upon completion of the reverse merger, the Company's business became the business of Talent, its subsidiaries and its affiliated variable interest entities.

 

Talent owns 100% of the stock of Yongle, which is a wholly foreign-owned enterprise organized under the laws of the PRC.

 

Acquisition in December 2013

 

On December 23, 2013, the Company acquired Golden Ivy Limited, a British Virgin Island company ("BVI Co.,"). Pursuant to the terms of the acquisition, we issued an aggregate of 5,000,000 shares of common stock, par value $0.001 per share, to the former shareholders of BVI Co. in exchange for 100% of the issued and outstanding equity of BVI Co. The shares were issued on January 16, 2014. BVI Co. then became a wholly owned subsidiary of the Company.

 

The Business and the facilities related thereto are all located in the People's Republic of China ("China"). The Business is conducted by Royal Elite New Energy Science and Technology (Shanghai) Co., Ltd. ("Royal Shanghai"), a wholly foreign owned enterprise under laws of China. Royal Shanghai is wholly owned by Royal Elite International Limited, a Hong Kong company, ("Royal HK"), which is wholly owned by BVI Co.

 

Royal Shanghai was set up in Shanghai on June 9, 2010. Royal HK was set up in Hong Kong on January 8, 2010.

 

The consolidated financial statements presented herein consolidate the financial statements of China Carbon Graphite, Inc. with the financial statements of its subsidiaries in the following structure chart.

 

Organizational Structure Chart

 

The following chart sets forth our organizational structure:

 

Liquidity and Working Capital Deficit

 

As of December 31, 2018 and as of December 31, 2017, the Company managed to operate its business with a negative working capital.

 

The Company Law of the PRC applicable to Chinese companies provides that net after tax income should be allocated by the following rules:

 

1.10% of after tax income to be allocated to a statutory surplus reserve until the reserve amounts to 50% of the company's registered capital.

 

2.If the cumulative balance of statutory surplus reserve is not enough to make up the Company's cumulative prior years' losses, the current year's after tax income should be first used to make up the losses before the statutory surplus reverse is drawn.

 

3.Allocation can be made to the discretionary surplus reserve, if such a reserve is approved at the meeting of the equity owners.

 

Therefore, the Company is required to maintain a statutory reserve in China that limits any equity distributions to its shareholders. The maximum amount of the shareholders has not been reached. The Company has never distributed earnings to shareholders and has no intentions to do so.