0001213900-22-044285.txt : 20220803 0001213900-22-044285.hdr.sgml : 20220803 20220803083231 ACCESSION NUMBER: 0001213900-22-044285 CONFORMED SUBMISSION TYPE: 10-K/A PUBLIC DOCUMENT COUNT: 139 CONFORMED PERIOD OF REPORT: 20211231 FILED AS OF DATE: 20220803 DATE AS OF CHANGE: 20220803 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Kandi Technologies Group, Inc. CENTRAL INDEX KEY: 0001316517 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLES & PASSENGER CAR BODIES [3711] IRS NUMBER: 870700927 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-K/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-33997 FILM NUMBER: 221131044 BUSINESS ADDRESS: STREET 1: JINHUA NEW ENERGY VEHICLE TOWN STREET 2: ZHEJIANG PROVINCE CITY: JINHUA STATE: F4 ZIP: 321016 BUSINESS PHONE: (86-0579) 82239851 MAIL ADDRESS: STREET 1: JINHUA NEW ENERGY VEHICLE TOWN STREET 2: ZHEJIANG PROVINCE CITY: JINHUA STATE: F4 ZIP: 321016 FORMER COMPANY: FORMER CONFORMED NAME: Kandi Technologies Corp DATE OF NAME CHANGE: 20070813 FORMER COMPANY: FORMER CONFORMED NAME: STONE MOUNTAIN RESOURCES INC DATE OF NAME CHANGE: 20050203 10-K/A 1 f10k2021a1_kanditech.htm AMENDMENT NO. 1 TO FORM 10-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-K/A

Amendment No. 1

 

(Mark One)

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

 

For the fiscal year ended December 31, 2021

 

or

 

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

 

For the transition period from ________ to ________

 

Commission file number 001-33997

 

KANDI TECHNOLOGIES GROUP, INC.
(Exact name of registrant as specified in charter)

 

Delaware   90-0363723
(State or other jurisdiction of   (I.R.S. Employer
incorporation or organization)   Identification No.)
     
Jinhua New Energy Vehicle Town
Jinhua, Zhejiang Province
People’s Republic of China		   321016
(Address of principal executive offices)   (Zip Code)

 

(86 - 579) 82239856
(Registrant’s telephone number, including area code)

 

Jinhua City Industrial Zone, Jinhua, Zhejiang Province, People’s Republic of China 321016

(Former name, former address and former fiscal year, if changed since last report)

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common Stock   KNDI   NASDAQ Global Select Market

 

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐  No ☒

 

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act. Yes ☐  No ☒

 

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 ☒   No ☐

 

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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 such files). Yes ☒   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 has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒

 

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

 

The aggregate market value of voting and non-voting common stock held by non-affiliates of the registrant as of June 30, 2021, the last business day of the registrant’s second fiscal quarter, was approximately $365,214,591.

 

The number of shares of common stock issued and outstanding as of March 10, 2022 was 77,395,130 and 76,256,345, respectively.

 

DOCUMENTS INCORPORATED BY REFERENCE:

 

None.

 

 

 

 

 

Explanatory Note

 

Kandi Technologies Group, Inc. is filing this Amendment No. 1 on Form 10-K/A (this “Amendment” or the “Annual Report”) to amend and supplement the Form 10-K for the year ended December 31, 2021, filed with the U.S. Securities and Exchange Commission (the “Commission”) on March 15, 2022 (the “Form 10-K”) to agree with the Company’s responses to the comments from the staff of the Commission dated April 7, 2022 and June 16, 2022.

 

This Amendment does not reflect events occurring after the filing of the Form 10-K, does not update disclosures contained in the Form 10-K. Accordingly, this Amendment should be read in conjunction with our other filings made with the Commission subsequent to the filing of the Form 10-K, including any amendments to those filings. Capitalized terms not otherwise defined have the meanings ascribed to them in the Form 10-K.

 

 

 

 

TABLE OF CONTENTS

 

PART I   1
       
Item 1. Business.   2
Item 1A. Risk Factors.   15
Item 1B. Unresolved Staff Comments.   30
Item 2. Properties.   31
Item 3. Legal Proceedings.   32
Item 4. Mine Safety Disclosures.   32
       
PART II   33
   
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchase Equity Securities.   33
Item 6. [Reserved]   34
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.   34
Item 7A. Quantitative and Qualitative Disclosures about Market Risk.   44
Item 8. Financial Statements and Supplementary Data.   F-1
Item 9. Changes In and Disagreements With Accountants on Accounting and Financial Disclosure.   45
Item 9A. Controls and Procedures.   45
Item 9B. Other Information.   45
Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.   45
       
PART III   46
     
Item 10. Directors, Executive Officers and Corporate Governance.   46
Item 11. Executive Compensation.   49
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.   52
Item 13. Certain Relationships and Related Transactions and Director Independence.   53
Item 14. Principal Accounting Fees and Services.   54
       
PART IV   55
       
Item 15. Exhibits, Financial Statement Schedules.   55
       
SIGNATURES   58

 

i

 

 

SPECIAL NOTE REGARDING FORWARD -LOOKING STATEMENTS

 

This Annual Report contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These include statements about our expectations, beliefs, intentions or strategies for the future, which we indicate by words or phrases such as “anticipate,” “expect,” intend,” “plan,” “will,” “we believe,” “our company believes,” management believes” and similar language. These forward-looking statements are based on our current expectations and are subject to certain risks, uncertainties and assumptions, including those set forth in the discussion under Item 1, “Business”, Item 1A, “Risk Factors” and Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” Our actual results may differ materially from results anticipated in these forward-looking statements. We base our forward -looking statements on information currently available to us, and we assume no obligation to update them. In addition, our historical financial performance is not necessarily indicative of the results that may be expected in the future and we believe such comparisons cannot be relied upon as indicators of future performance.

 

Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Except as required by applicable law, including the securities laws of the United States, we do not intend to update any of the forward-looking statements to conform these statements to actual results.

 

ii

 

 

PART I

 

Except as otherwise indicated in this Annual Report, references to

 

●“China”, or “PRC” refers to the People’s Republic of China.

 

●“China Battery Exchange” refers to China Battery Exchange (Zhejiang) Technology Co., Ltd.

 

●“Continental” refers to Continental Development Limited

 

●“Fengsheng” refers to Fengsheng Automotive Technology Group Co., Ltd., formerly known as Zhejiang Kandi Electric Vehicles Co., Ltd.

 

●“Hengrun” refers to Hunan Hengrun Automobile Co., Ltd.

 

●“Hainan Kandi Holding” refers to Hainan Kandi Holding New Energy Technology Co., Ltd.

 

●“Jiangxi Huiyi” refers to Jiangxi Province Huiyi New Energy Co., Ltd.

 

●“Kandi Hainan” refers to Kandi Electric Vehicles (Hainan) Co., Ltd.

 

●“Kandi Investment” refers to Kandi America Investment, LLC.

 

●“Kandi New Energy” refers to Jinhua Kandi New Energy Vehicles Co., Ltd.

 

●“Kandi Technologies” refers to Kandi Technologies Group, Inc.

 

  ● “Kandi Smart Battery Swap” refers to Zhejiang Kandi Smart Battery Swap Technology Co., Ltd., formerly known as Jinhua An Kao Power Technology Co., Ltd., or “Jinhua An Kao”.
     
  ● “PRC operating entities” refers to Kandi Technologies’ subsidiaries and pre-existed VIE in PRC, including Zhejiang Kandi Technologies, China Battery Exchange, Kandi New Energy (pre-existed VIE, became a wholly-owned subsidiary since March 2022), Kandi Smart Battery Swap, Yongkang Scrou, Kandi Hainan, Jiangxi Huiyi, and Hainan Kandi Holdings New Energy Technology, Co., Ltd.

 

●“RMB” and “Renminbi” both refer to the legal currency of China.

 

●“Ruiheng” refers to Zhejiang Ruiheng Technology Co., Ltd.

 

●“SC AutoSports” refers to SC AutoSports, LLC., formerly known as Sportsman Country, LLC

 

●“US$”, “U.S. dollars”, “$”, and dollars” all refer to the legal currency of the United States.

 

●“We,” “us,” “our,” “Kandi,” or the “Company” are to the combined businesses of Kandi Technologies Group, Inc. ..

 

●“Yongkang Scrou” refers to Yongkang Scrou Electric Co., Ltd.

 

●“Zhejiang Kandi Technologies” refers to Zhejiang Kandi Technologies Group, Co. Ltd., formerly known as Zhejiang Kandi Vehicles Co., Ltd., or “Kandi Vehicles”.

 

Kandi Technologies use U.S. dollars as reporting currency in our financial statements and in this Annual Report. Monetary assets and liabilities denominated in Renminbi are translated into U.S. dollars at the rates of exchange as of the balance sheet date, equity accounts are translated at historical exchange rates, and revenues, expenses, gains and losses are translated using the average rate for the period. In other parts of this Annual Report, any Renminbi denominated amounts are accompanied by translations. We make no representation that the Renminbi or U.S. dollar amounts referred to in this Annual Report could have been or could be converted into U.S. dollars or Renminbi, as the case may be, at any particular rate or at all. The PRC government restricts or prohibits the conversion of Renminbi into foreign currency and foreign currency into Renminbi for certain types of transactions.

 

1

 

 

Item 1. Business Introduction

 

Our Core Business

 

Kandi Technologies Group, Inc. (“Kandi Technologies”) is a Delaware holding company, with its common stock being traded on the NASDAQ Global Select Market. As a holding company with no material operations of its own, a substantial majority of the operations are conducted through our wholly-owned subsidiaries established in the People’s Republic of China, or the PRC, including Zhejiang Kandi Technologies Group, Co. Ltd. (“Zhejiang Kandi Technologies”) and U.S. wholly-owned subsidiaries SC Autosports, LLC (“SC Autosports”) and their subsidiaries.

 

Originally, the Company’s primary business operations consist of designing, developing, manufacturing and commercializing electric vehicle (“EV”) products and EV parts. However, in recent years, some EV enterprises in China are seizing market share at the cost of huge losses. The Company gradually realized that the EV market of China has not reached a healthy and orderly development stage. Therefore, with our financial condition, it is unwise to participate in this “loss competition” at this stage. The Company always firmly believes that only with the maturity of changing-battery-model can EV be truly popularized. Since the Company has advanced EV intelligent battery swap equipment, manufacturing capacity of EV with intelligent battery swap mode and dozens of patented technologies in battery swap, the Company will continue to improve and perfect in the field of online car hailing with battery swap mode, and will make full efforts when the EV market of China enters a healthy and orderly development stage. Now with the global trend of “fuel to electrification” of off-road vehicles becoming more and more obvious and huge market demand, in 2022, our PRC entities, including Zhejiang Kandi Technologies, Kandi Hainan and Hainan Kandi Holding will apply EV technology to off-road vehicle products and launch a variety of pure electric utility vehicles (“UTV”), Neighborhood EVs (“NEVs”), Golf carts and off-road crossover vehicles. We will fully enter the off-road vehicle market utilizing the high-end technology that accumulated by Kandi in the field of EVs over the past years, and strive to achieve a leading position in this field in China within three years.

 

The Company does not believe that our major business is within the targeted areas of concern by the Chinese government. However, Kandi Technologies is a holding company in Delaware and our majority of business is conducted through the Company’s subsidiaries and pre-existed VIE in the PRC and its operations there. Therefore, there is a risk that the Chinese government may in the future seek to affect operations of any company with any level of operations in the PRC, including its ability to offer securities to investors, list its securities on a U.S. or other foreign exchange, conduct its business or accept foreign investment. Additionally, we are subject to certain legal and operational risks associated with our operations in China. PRC laws and regulations governing our current business operations are uncertain, and therefore, these risks may result in a material change in the Company’s operations, significant depreciation of the value of our common stock, or a complete hindrance of our ability to offer or continue to offer our securities to investors. Due to the fact that PRC does not have treaties providing for the reciprocal recognition and enforcement of judgments of courts with the United States and many other countries and regions, direct recognition and enforcement in PRC of judgments of a court in any of these non-PRC jurisdictions in relation to any matter not subject to a binding arbitration provision may be difficult, time-consuming, costly or even impossible, the investors may even need to sue again in one of the courts under PRC jurisdiction. Therefore, our investors may experience difficulties in effecting service of legal process, enforcing judgements or bringing original actions based on United States or foreign laws against us or our management. Changes in currency conversion policies in China and fluctuation in exchange rates may also have a material adverse effect on our business and the value of our securities. During the previous few decades, the economy of China had experienced unprecedented growth. This growth has slowed in the recent years, and if the growth of the economy continues to slow or if the economy contracts, our financial condition may be materially and adversely affected. Recently, the PRC government initiated a series of regulatory actions and statements to regulate business operations in China with little advance notice, including cracking down on illegal activities in the securities market, adopting new measures to extend the scope of cybersecurity reviews, and expanding the efforts in anti-monopoly enforcement. Since these statements and regulatory actions are new, it is highly uncertain how soon legislative or administrative regulation making bodies will respond and what existing or new laws or regulations or detailed implementations and interpretations will be modified or promulgated, if any, and the potential impact of such modified or new laws and regulations will have on our daily business operation, the ability to accept foreign investments and list on an U.S. or other foreign exchange. For a more detailed description of the risks regarding our business structure, please see “Risks Related to Doing Business in China” in pages 22-28. It is still unclear about the scope and the impact of these new regulations, however, these risks could result in a material change in the value of our securities or cause the value of our securities to significantly decline or be worthless.

 

2

 

 

Our Organizational Structure

 

The Company’s organizational chart as of the date of this report is as follows:

 

 

Please refer to the discussion in NOTE 1 - ORGANIZATION AND PRINCIPAL ACTIVITIES of the Notes to the Consolidated Financial Statements under Item 8 of this Annual Report for a narrative of our organization structure and operating subsidiaries, including their dates of incorporation and history.

 

Industry Overview

 

Over the years, governments and the automobile manufacturing industry have reached a consensus on the importance of diversifying the automobile industry and utilizing various energy resources. China is one of the world’s largest automobile markets. China has relatively scarce fuel reserves but rich natural resources of electric power. As a result, the Chinese government has been implementing industrial policies of supporting new energy vehicles. The diversified market with the coexistence of traditional fuel vehicles, plug-in hybrid vehicles and pure electric vehicles has been initially formed. The Company believes China is a huge prospective market for pure electric vehicles. The Company also believes that in the global automobile industry, there is great development space for the Chinese electric vehicles and their core parts industry in the future. In addition, with the global trend of “fuel to electrification” of off-road vehicles becoming more and more obvious and huge market demand, management believes this industry still has huge development space.

 

3

 

 

Competitive Landscape

 

In general, the EV and electric off-road vehicles business faces competition from two groups of competitors: traditional vehicle manufacturers and new market entrants.

 

In terms of competition with conventional fuel vehicle and off-road vehicles manufacturers, many of the conventional fuel vehicle manufacturers are much larger in terms of size, manufacturing capabilities, customer bases, financial, marketing and human resources than the electric vehicle and electric off-road vehicles manufacturers. However, the conventional fuel vehicles and off-road vehicles face many challenges, including but not limited to environmental pollution and energy scarcity, which in turn provide great opportunities for the rapid development of the EV and electric off-road vehicles industry.

 

Our Opportunities and Growth Strategy

 

Due to worsening air pollution and concerns about petroleum resource dependence, the new energy industry is developing vigorously. Given its technology innovation with integrated solutions and operation experience, Kandi has benefited from the development of EV and electric off-road vehicles industry.

 

The Company’s business strategy includes efforts to provide customers with high-quality products, to expand the footprint in new and existing markets, and to advance our profile and the market demand through the further innovations. The Company also provides products to end users through our distributors.

 

Today, cities in China face four critical challenges in the traffic environment, including pollution, traffic congestion, insufficient parking availability and growing scarcity of energy supplies, which are mainly the result of ever growing volume of gas-powered private cars. The best solution to these problems is to increase more affordable public transportation for urban residents. Subway and bus used to be the most popular public transportation options in China. They form the main artery of urban public transportation but such system is lack of capillary. In this regard, we introduced the Car-Share Program by using pure electric vehicles. Urban public transportation system can be improved with the online ride-sharing program (“Online Ride-Sharing Program”).

 

In order to create an ecosphere of EV changing-battery-model, on October 22, 2020, the Company entered into a strategic agreement with Zhejiang State Grid Electric Vehicle Service Company. The two parties will cooperate extensively across the whole supply chain for electric vehicle-battery exchange. This in-depth collaboration will focus on the following areas: centralized constant temperature battery charging, distribution, maintenance, battery recycling, construction and operation of power exchange networks, power exchange services to meet energy demand, grid auxiliary services, flexible control of power load exchange, as well as other value-added services for power exchange stations. The two parties will first start their collaboration in the project of “300,000 government-accredited ride-sharing vehicles within 5 years” (the “Online Ride-Sharing Project”) initiated by Kandi, and then expand into new areas of cooperation based on the progress in this collaboration. Now the Online Ride-Sharing Project is operated by Ruiheng, the investee of Zhejiang Kandi Technologies. Currently, there are two modes of car-share programs in the market. One is that a car rental service provider offers its cars at certain locations, and customers can pick up cars at these locations by themselves. The other mode is that a service provider will deliver cars to the customers pursuant to their need and request made through the service provider’s network platform. A service provider will provide pick-up service with a driver, commonly known as the online ride-sharing service program. Now online ride-sharing service program is one of the most active sharing economy models in China. The innovative business model of the five-year 300,000 units online ride-sharing service program initiated by us provides an excellent solution to EV sharing. The character of this program is that all the cars casted to the online platform use the changing battery model, which solves problems including high price of EVs, short recharging mileage, long recharging time, shortage of charging facilities, battery attenuation and potential pollution problem. Furthermore this model allows the battery to be slowly recharged at a constant temperature, which prolongs the usage life of the battery and realize green energy efficiency We believe that this upgrade to Online Ride-Sharing Program from MPT (“Micro Public Transportation”) advocated and practiced by Kandi do have the opportunity to become the benchmark of urban car-share and play a significant role in the development of EV changing-battery-model ecosphere in the future.

 

SC Autosports is a Dallas-based sales company with nationwide sales channels in the U.S that is primarily engaged in the wholesale of off-road vehicle products, with a small percentage of its business derived from wholesale and retail of off-road vehicle parts. It has a seasoned management team and a distribution force averaging over ten years of sales experience. Kandi Technologies acquired 100% ownership of SC Autosports on July 1, 2018.

 

On July 13, 2021, Kandi, through Zhejiang Kandi Technologies, entered into (i) a Share Transfer Agreement (the “Share Transfer Agreement”) with Liao Zongjiang, Liao Chunsheng, and Liao Caijin, three individual shareholders of Jiangxi Huiyi, as defined below (the “Transferors”) and (ii) a Supplementary Agreement (the “Supplementary Agreement”) with the Transferors, pursuant to which Zhejiang Kandi Technologies acquired all the equity interests of Jiangxi Huiyi for a purchase price of RMB 50 million (approximately $7.7 million) in cash by installments to the Transferors. In addition, the Transferors may receive additional restricted stock upon Jiangxi Huiyi’s achievement of certain milestones.

 

4

 

 

Our Products

 

General

 

For the years ended December 31, 2021 and 2020, our products primarily consist of EV parts, EV products, and off-road vehicles including All-Terrain Vehicles (“ATVs”), UTVs, go-karts, and electric scooters, electric self-balancing Scooters and associated parts. Based on our market research on consumer demand trends, the Company has adjusted our production line strategically and continue to develop and manufacture new products in an effort to meet market demand and better serve our customers.

 

The following table shows the breakdown of our net revenues:

 

   Year Ended
December 31,		 
   2021   2020 
   Sales Revenue   Sales Revenue 
Primary geographical markets          
Overseas  $32,669,996   $29,394,148 
China   58,816,388    47,526,365 
Total  $91,486,384   $76,920,513 
           
Major products          
EV parts  $25,348,003   $40,645,696 
EV products   1,478,566    684,525 
Off-road vehicles   29,336,693    29,824,323 
Electric Scooters, Electric Self-Balancing Scooters and associated parts   30,018,290    5,765,969 
Battery exchange equipment and Battery exchange service   785,183    - 
Lithium-ion cells   4,519,649    - 
Total  $91,486,384   $76,920,513 
           
Timing of revenue recognition          
Products transferred at a point in time  $91,486,384   $76,920,513 
Total  $91,486,384   $76,920,513 

 

Sales and Distribution

 

Because our products are manufactured in China, there are two major sales modes of our products sold to the countries and regions other than China market: the first mode is indirect sales to Chinese import and export trading companies for sales to the countries and regions out of China, and the second is direct sales to foreign dealers to export the products manufactured in China to the countries and regions out of China. Our products sold in China are mainly through our sales department to sign sales contracts directly with customers.

 

Currently, K23 model is applying for manufacture license. If it goes smoothly, it is expected that the manufacture license will be granted at the end of the second quarter of 2022. After receiving the manufacture license, K23 model can be then delivered into the Chinese market. 

 

5

 

 

During 2020, SC Autosports received the required clearance from the United States Environmental Protection Agency (EPA) for its two electric vehicle (EV) models – the K23 and K27 – via Certificates of Conformity. However, until now, the airbags of the products have not met the technical requirements of the United States. Therefore, the launch time of the above-mentioned two products in the United States is still uncertain. Currently, the low-speed versions (NEV) of K23 and K27, which are specifically designed for the U.S. market have met the relevant requirements in the United States, and now have gradually begun to be delivered to customers. The prototypes of our UTV K32 were delivered to SC Autosports for dealers to review and provide feedback. The initial feedback was positive with some suggestions. Kandi Hainan has made improvement based on the suggestions and plan to deliver first batch of K32 in the late first quarter of 2022. Since the beginning of 2021, SC AutoSports has been signing up and delivering NEV to Kandi’s dealers. The potential buyers can reserve a NEV K23 or K27 by paying a fully unconditionally refundable $100 deposit on our website. Once SC AutoSports receives the reservation fee and request, it will pass the reservation to dealers, who will then contact the potential buyers to complete the purchase process, the completion of which is subject to which payment method the buyers may utilize and the approval of a bank if a loan is needed. Regarding the latest model off-road UTV K32, similar to NEV K23 and K27, SC AutoSports is taking reservations made through its website and plans to deliver first batch of K32 to dealers in the late first quarter of 2022. Please be advised that that SC AutoSports is using online reservations as a lead generator for our dealerships. The final sales will be completed by our dealers. The prototypes shown on our website on the website will be the final models for delivery. Currently SC Autosports sells through the authorized dealers covering more than thirty states, from western coast to eastern coast in the U.S. for its NEV and off-road vehicles. SC Autosports also sells parts and youth vehicles on its website www.partsBoss.com.

 

Customers

 

For the year ended December 31, 2021 and 2020, the major customers of our operating subsidiaries, in the aggregate, accounted for 29% and 38% of our sales. Our operating subsidiaries are working on developing new business partners and clients for our products to reduce our dependence on existing customers and is focusing our new business development efforts on pure electric off-road vehicle business.

 

For the year ended December 31, 2021 and 2020, the Company’s major customers, each of whom accounted for more than 10% of our consolidated revenue, were as follows:

 

   Sales   Trade Receivable 
Major Customers  Year Ended
December 31,
2021		   Year Ended
December 31,
2020		   December 31,
2021		   December 31,
2020		 
Customer A   15%   9%   13%   13%
Customer B   14%   14%   2%   7%
Customer C   3%   24%   1%   15%

 

Sources of Supply

 

All raw materials are purchased from suppliers. Our operating subsidiaries have developed close relationships with several key suppliers particularly in the procurement of certain key parts. While our operating subsidiaries obtain components from multiple third-party sources in some cases, the Company does not have, and do not anticipate to have, any difficulty in obtaining required materials from our suppliers. The Company believes that our operating subsidiaries have adequate supplies or sources of availability of the raw materials necessary to meet our manufacturing and supply requirements.

 

For the year ended December 31, 2021 and 2020, our operating subsidiaries’ material suppliers, each of whom accounted for more than 10% of our total purchases, were as follows:

 

   Purchases   Accounts Payable 
Major Suppliers  Year Ended
December 31,
2021		   Year Ended
December 31,
2020		   December 31,
2021		   December 31,
2020		 
Zhejiang Kandi Supply Chain Management Co., Ltd.   50%   49%   11%   9%
Massimo Motor Sports, LLC   6%   22%   -    5%

 

6

 

 

Intellectual Property and Licenses

 

The Company’s success partially depends on our ability to protect our core technology and intellectual property. We rely on a combination of patents, patent applications, trademarks, copyrights and trade secret protection laws in China and other jurisdictions, as well as confidentiality procedures and contractual provisions to protect our intellectual property and our brand. As of December 31, 2021, Zhejiang Kandi Technologies had a total of 73 valid patents and 2 software copyrights, including 1 invention patent, 41 utility model patents and 31 appearance design patents. As of December 31, 2021, Zhejiang Kandi Smart Battery Swap Technology Co., Ltd (“Kandi Smart Battery Swap”) had a total of 83 valid patents and 3 software copyrights, including 68 utility model patents, 12 appearance design patents and 3 invention patents. As of December 31, 2021, Kandi New Energy had a total of 6 valid patents, including 2 utility model patents and 4 appearance design patents. As of December 31, 2021, Yongkang Scrou Electric Co., Ltd. (“Yongkang Scrou”) had a total of 16 valid patents, including 6 utility model patents and 10 appearance design patents. As of December 31, 2021, Kandi Electric Vehicles (Hainan) Co., Ltd. (“Kandi Hainan”) had a total of 22 valid patents, including 21 utility model patents and 1 invention patent. As of December 31, 2021, Jiangxi Province Huiyi New Energy Co., Ltd. (“Jiangxi Huiyi”) had a total of 45 valid patents, including 7 invention patents, 28 utility model patents and 10 appearance design patents. Under Chinese patent law, the utility model patents and appearance design patents shall be valid until 10 years after the date of application. The invention patents shall be valid until 20 years after the date of application. Among the Company’s valid utility model patents, the earliest expiration date is March 2023 and the latest is August 2031. Among the Company’s valid appearance design patents, the earliest expiration date is July 2023 and the latest is May 2031. Among the Company’s valid invention patents, the earliest expiration date is November 2035 and the latest is July 2039. In addition, The Company is authorized to use the trademark “Kandi”. The Company intends to continue to file additional patent applications with respect to our technology.

 

Zhejiang Kandi Technologies was certified in intellectual property management systems in 2017 and is recognized as a national High and New Technology Enterprise by Zhejiang Provincial Science and Technology Bureau, Zhejiang Provincial Department of Finance, Zhejiang Provincial National Tax Bureau and Zhejiang Provincial Local Tax Bureau. The certification is renewed in December 2020. Kandi Smart Battery Swap was certified in intellectual property management systems in 2018 and is recognized as a national High and New Technology Enterprise by Zhejiang Provincial Science and Technology Bureau, Zhejiang Provincial Department of Finance, Zhejiang Provincial National Tax Bureau and Zhejiang Provincial Local Tax Bureau in November 2018. The certification is renewed in December 2021. Kandi Hainan was certified in intellectual property management systems in 2020 and is recognized as a national High and New Technology Enterprise in December 2020. Jiangxi Huiyi was certified in intellectual property management systems in 2018 and is recognized as a national High and New Technology Enterprise in August 2018. The certification is renewed in November 2021. The certification is valid for three years. The status of being a national High and New Technology Enterprise qualifies for a preferred 15% income tax rate, as opposed to a standard corporate income tax rate at 25%.

 

Employees

 

As of December 31, 2021, excluding contractors and employees with the Affiliate Company, Kandi had a total of 837 full-time employees, as compared to 638 full-time employees as of December 31, 2020, of which 485 employees are production personnel, 30 employees are sales personnel, 101 employees are research and development personnel, and 221 employees are administrative personnel. None of our employees are covered by collective bargaining agreements. We consider our relationships with our employees to be good. We also employ consultants on an as-needed basis.

 

7

 

 

Selected Condensed Consolidated Financial Schedule

 

The consolidated financial statements included in this Form 10-K/A reflect the results of operations, financial position and cash flows of the registrant, Delaware incorporated parent company together with those of its subsidiaries, on a consolidated basis. For accounting purpose, the tables below are condensed consolidating schedules summarizing separately the results of operations, financial position and cash flows of the parent company including non-VIE subsidiaries and Kandi New Energy, which was deemed as an VIE since the Company only owned 50% of the equity, and control Kandi New Energy through several contractual agreements prior to its conversion to a wholly-owned subsidiary of Zhejiang Kandi Technologies effective March 14, 2022, together with eliminating adjustments:

 

Consolidated Statements of Operations Information

 

   For the year ended December 31, 2021 
   Parent
including
non-VIE
subsidiaries		   VIE   Elimination   Consolidated 
Revenues  $87,210,780   $14,414,362   $(10,138,758)  $91,486,384 
Gross profit  $15,892,507   $355,355   $-   $16,247,862 
Income (loss) from operations  $2,576,730   $(1,240,525)  $-   $1,336,205 
Income (loss) before income taxes  $46,250,219   $3,115,420   $(20,155,351)  $29,210,288 
Net income  $40,739,432   $2,279,717   $(20,155,351)  $22,863,798 

 

   For the year ended December 31, 2020 
   Parent
including
non-VIE
subsidiaries		   VIE   Elimination   Consolidated 
Revenues  $68,235,630   $27,613,722   $(18,928,839)  $76,920,513 
Gross profit  $12,973,809   $514,124   $-   $13,487,933 
Income (loss) from operations  $2,061,373   $(1,306,977)  $-   $754,396 
loss before income taxes  $(14,410,035)  $(1,031,298)  $-   $(15,441,333)
Net loss  $(9,648,826)  $(745,338)  $-   $(10,394,164)

 

Consolidated Balance Sheets Information

 

   As of December 31, 2021 
   Parent
including
non-VIE
subsidiaries		   VIE   Elimination   Consolidated 
Cash and cash equivalents  $128,862,704   $360,739   $-   $129,223,443 
Total current assets  $352,068,155   $21,002,017   $(30,462,036)  $342,608,136 
Total non-current assets  $181,562,128   $32,700,203   $(36,710,195)  $177,552,136 
Total current liabilities  $58,240,678   $36,384,048   $(30,462,036)  $64,162,690 
Total non-current liabilities  $11,971,688   $825,567   $-   $12,797,255 
Total stockholders’ equity  $463,417,917   $16,492,605   $(36,710,195)  $443,200,327 

 

8

 

 

    As of December 31, 2020  
    Parent
including
non-VIE
subsidiaries		     VIE     Elimination     Consolidated  
Cash and cash equivalents   $ 142,062,013     $ 16,177     $ -     $ 142,078,190  
Total current assets   $ 285,542,114     $ 51,257,889     $ (29,684,427 )   $ 307,115,576  
Total non-current assets   $ 191,180,142     $ 10,128,747     $ (13,174,625 )   $ 188,134,264  
Total current liabilities   $ 85,980,986     $ 27,500,866     $ (29,684,427 )   $ 83,797,425  
Total non-current liabilities   $ 7,544,838     $  140,913     $ -     $ 7,685,751  
Total stockholders’ equity   $ 383,196,432     $ 33,744,857     $ (13,174,625 )   $ 403,766,664  

 

Consolidated Cash Flows Information

 

    For the year ended December 31, 2021  
    Parent including non-VIE subsidiaries     VIE     Elimination     Consolidated  
Net cash (used in) provided by operating activities   $ (9,412,899 )   $ 9,654,589     $ -     $ 241,690  
Net cash  provided by (used in) investing activities   $ 30,230,627     $ (22,811,949 )   $ 14,791,226     $ 22,209,904  
Net cash provided by (used in) financing activities   $ 2,042,523     $ 13,496,632     $ (14,791,226 )   $ 747,929  

 

   For the year ended December 31, 2020 
   Parent including non-VIE subsidiaries   VIE   Elimination   Consolidated 
Net cash provided by (used in) operating activities  $(47,026,465)  $(3,856,787)  $-   $(50,883,252)
Net cash provided by (used in) investing activities  $58,168,723   $(121,767)  $(6,895,506)  $51,151,450 
Net cash provided by (used in) financing activities  $126,446,358   $(6,895,506)  $6,895,506   $126,446,358 

 

Cash Flows between the Company’s Pre-Existed VIE and Other Non-VIE Entities

 

The tables below show the cash transferred between the non-VIE subsidiaries and the VIE

 

For the year ended December 31, 2021
No.   Transfer from   Transfer to   Approximate value ($)     Note
1   Other non-VIE subsidiaries in PRC*   VIE     750,787     Products purchased from VIE by the other non-VIE subsidiaries in PRC
2   Other non-VIE subsidiaries in PRC*   VIE     45,259,160     Cash (as working capital) borrowed by the VIE from other non-VIE subsidiaries in PRC
3   VIE   Other non-VIE subsidiaries in PRC*    

11,051,936

     Products purchased from the other non-VIE subsidiaries in PRC by the VIE
4   VIE   Other non-VIE subsidiaries in PRC*    

34,465,328

     Investment amount and working capital contribution, as well as repayment by the VIE to the other non-VIE subsidiaries in PRC
5   VIE   Zhejiang Kandi Technologies     20,155,351     Cash transferred as dividend from the VIE to its direct parent entity, Zhejiang Kandi Technologies.

 

9

 

 

For the year ended December 31, 2020
No.   Transfer from   Transfer to   Approximate value ($)     Note
1   Other non-VIE subsidiaries in PRC*   VIE     3,079,765     Products purchased from VIE by the other non-VIE subsidiaries in PRC
2   Other non-VIE subsidiaries in PRC*   VIE     19,630,712     Cash (as working capital) borrowed by the VIE from other non-VIE subsidiaries in PRC
3   VIE   Other non-VIE subsidiaries in PRC*    

35,725,229

     Products purchased from the other non-VIE subsidiaries in PRC by the VIE
4   VIE   Other non-VIE subsidiaries in PRC*     26,526,218     Cash (as working capital) repaid by the VIE to the other non-VIE subsidiaries in PRC

 

*Other non-VIE subsidiaries in PRC include the entities such as Zhejiang Kandi Technologies, Kandi Smart Battery Swap, Kandi Hainan and Yongkang Scrou.

 

Intercompany activities between non-VIE subsidiaries and VIE

 

The tables below present intercompany activities between non-VIE subsidiaries and VIE, balances for receivables and payables between non-VIE subsidiaries and VIE.

 

1) Intercompany activities between non-VIE subsidiaries and VIE

 

For the year ended December 31, 2021  
#     Purchaser   Seller   Approximate value ($)  
1     VIE   Other non-VIE subsidiaries in PRC*     10,022,236  
2     Other non-VIE subsidiaries in PRC*   VIE     116,522  

 

For the year ended December 31, 2020  
#     Purchaser   Seller   Approximate value ($)  
                 
1     VIE   Other non-VIE subsidiaries in PRC*     18,761,492  
2     Other non-VIE subsidiaries in PRC*   VIE     167,349  

 

2) Receivables and payables between non-VIE subsidiaries and VIE

 

As of December 31, 2021
#   Description   Approximate value ($)  
1   Receivables of other non-VIE subsidiaries in PRC* due from VIE     28,582,029  
2   Receivables of VIE due from other non-VIE subsidiaries in PRC*     1,880,007  

 

As of December 31, 2020
#   Description   Approximate value ($)  
1   Receivables of other non-VIE subsidiaries in PRC* due from VIE     10,877,303  
2   Receivables of VIE due from other non-VIE subsidiaries in PRC*     18,807,124  

 

10

 

 

As of the date of this report, we have completed the conversion of Kandi New Energy to a wholly-owned subsidiary of Zhejiang Kandi Technologies, effective March 14, 2022. Therefore, we have 100% control and ownership of our subsidiaries. There is no limitation or restriction imposed by the regulations regarding fund transfer within companies. Our cash management policy basically is to allocate the cash resources based on the needs and projection of each subsidiary within the Company group. Although the purpose of all transfers needs to be business operation-related, there is no strict limitation on how much cash can be transferred, because the Company treats all subsidiaries as a whole group under the Company’s policy of the fund transfer. The cash transfer is requested when needed and approved by authorized persons based on the amount of cash transfer.

  

Environmental and Safety Regulation

 

Emissions

 

Our products are all subject to international laws and emissions related standards and regulations, including regulations and related standards established by China Environmental Protection Agency, the United States Environmental Protection Agency, the California Air Resources Board, and European and Canadian legislative bodies.

 

According to the management’s knowledge, the Company’s products have been designed and developed according to the environmental regulations of the target market since the research and development period, and have passed the corresponding tests before the products are put into production and sales, and obtained the compulsory product certification of the corresponding countries and regions.

 

If the standards and rules are modified, or interpreted differently, or the product certification certificate expires, the Company will evaluate the product and restart the corresponding product design improvement and product testing/certification procedures to continuously ensure the target market environment regulatory compliance. The Company cannot estimate the extent to which these changes, if any, will affect our operating costs in the future.

 

Product Safety and Regulation

 

Safety Regulation

 

The U.S. federal government and individual states have adopted, or are considering the adoption of, laws and regulations relating to the use and safety of Kandi’s products. The federal government is the primary regulator of product safety. The Consumer Product Safety Commission (“CPSC”) has federal oversight over product safety issues related to ATVs and off-road vehicles. The National Highway Transportation Safety Administration (“NHTSA”) has federal oversight over product safety issues related to off-road vehicles and regulates the safety of electric vehicles for road vehicles.

 

11

 

 

In August 2008, the Consumer Product Safety Improvement Act (the “Product Safety Act”) was passed. The Product Safety Act requires all manufacturers and distributors who import into or distribute ATVs within the United States to comply with the American National Standards Institute/Specialty Vehicle Institute of America (“ANSI/SVIA”) safety standard, which previously had been voluntary. The Product Safety Act also requires the same manufacturers and distributors to have ATV action plans filed with the CPSC that are substantially similar to the voluntary action plans that were previously in effect. Both Kandi and SC Autosports currently comply with the ANSI/SVIA standard.

 

Kandi’s off-road vehicles are subject to federal vehicle safety standards administered by NHTSA. Kandi’s off-road vehicles are also subject to various state vehicle safety standards. Kandi believes that its off-road vehicles comply with safety standards applicable to off-road vehicles.

 

Kandi’s off-road vehicles are also subject to international safety standards in places where it sells its products outside the United States. Kandi believes that its off-road vehicle products comply with applicable safety standards in the United States and internationally.

 

SC Autosports has received the required clearance from the United States Environmental Protection Agency (EPA) for its two electric vehicle (EV) models, the K23 and K27 via Certificates of Conformity. We performed self-inspection comparing to the safety standards published by the United States Department of Transportation. However, until now, the airbags of the products have not met the technical requirements of the United States. Therefore, We are also in the process of modifying features, upgrading the software and technology to cater for our potential U.S. customers. Currently, the low-speed versions (NEV) of K23 and K27, which are specifically designed for the U.S. market have met the relevant requirements in the United States. 

 

Permission and Approvals

 

The following table lists all the material permission and approvals the Company and its subsidiaries hold as of December 31, 2021:

  

Company   License/Permission   Issuing Authority   Validity
Zhejiang Kandi Technologies Group, Co. Ltd.   Business License   Market Supervision and Administration Bureau of Jinhua City   Until March 12, 2052
Zhejiang Kandi Technologies Group, Co. Ltd.   Record Registration Form for Foreign Trade Business Operators   Eligible local foreign trade authorities appointed by the Ministry of Commerce   Long-term
Jinhua Kandi New Energy Vehicle Co., Ltd.   Business License   Market Supervision and Administration Bureau of Jinhua City   Until May 26, 2030
Jinhua Kandi New Energy Vehicle Co., Ltd.   Record Registration Form for Foreign Trade Business Operators   Eligible local foreign trade authorities appointed by the Ministry of Commerce   Long-term
Zhejiang Kandi Smart Battery Swap Technology Co., Ltd   Business License   Market Supervision and Administration Bureau of Jinhua City   Long-term
Zhejiang Kandi Smart Battery Swap Technology Co., Ltd   Record Registration Form for Foreign Trade Business Operators   Eligible local foreign trade authorities appointed by the Ministry of Commerce   Long-term
Yongkang Scrou Electric Co, Ltd.   Business License   Market Supervision and Administration Bureau of Yongkang City   Until November 17, 2031
Kandi Electric Vehicles (Hainan) Co., Ltd.   Business License   Market Supervision and Administration Bureau of Hainan Province   Long-term
Kandi Electric Vehicles (Hainan) Co., Ltd.   Record Registration Form for Foreign Trade Business Operators   Eligible local foreign trade authorities appointed by the Ministry of Commerce   Long-term
China Battery Exchange (Zhejiang) Technology Co., Ltd.   Business License   Market Supervision and Administration Bureau of Xihu District, Hangzhou City   Until September 13, 2050
China Battery Exchange (Hainan) Technology Co., Ltd.   Business License   Market Supervision and Administration Bureau of Hainan Province   Long-term
China Battery Exchange (Shaoxing) Technology Co., Ltd.   Business License   Market Supervision and Administration Bureau of Yuecheng District, Shaoxing City   Long-term
Jiangxi Province Huiyi New Energy Co., Ltd.   Business License   Market Supervision and Administration Bureau of Xinyu City High tech Zone   Long-term
Jiangxi Province Huiyi New Energy Co., Ltd.   Record Registration Form for Foreign Trade Business Operators   Eligible local foreign trade authorities appointed by the Ministry of Commerce   Long-term
Jiangxi Province Huiyi New Energy Co., Ltd.   Environmental impact assessment   Environmental Protection Bureau of Xinyu City   Long-term
Jiangxi Province Huiyi New Energy Co., Ltd.   Pollutant Discharge Permit    Xinyu High Tech Ecological Environment Bureau   Until July 18, 2022

 

 

12

 

 

Those listed above constitute all the requisite permissions or approvals the Company and its subsidiaries required to operate business. The Company and its subsidiaries have never been denied any applications concerning any permissions or approvals. If the Company or its subsidiaries does not receive or maintain such permissions or approvals, or mistakenly conclude that such permissions or approvals are not required, our business may be adversely affected. In the scenario when the Company does get denied such permissions, the Company would either avoid such field of business, or collaborate with parties that can obtain such permissions. Currently the PRC legal system is under constant development and applicable laws, regulations, or interpretations are subject to substantial uncertainties. If relevant rules suddenly change, we will have to obtain such permissions or approvals, which may be costly, and may temporarily halt our operation of business, negatively affecting our revenues and our securities’ value.

 

CAC Review

 

As advised by our PRC Counsel, Zhejiang Lizhou (Jinhua) Law Firm, as of the date of this report, (i) the Company does not hold personal information of over one million users; (ii) the Company and its subsidiaries have not been informed by any PRC governmental authority of any requirement that it file for a cybersecurity review; and (iii) the Company and its subsidiaries have never disclosed any customer or supplier information within China (except when requested by related parties, the company and its subsidiaries tailor their customer or supplier information disclosures to the narrowest possible scope), therefore, the Company believes it is not required to pass cybersecurity review of CAC. We are also not aware that there are relevant laws or regulations in the PRC explicitly requiring us to seek approval from the China Securities Regulatory Commission for our overseas listing. Further, as of the date of this report, Kandi Technologies and its subsidiaries 1) did not collect any data that will or may negatively influence PRC’s national security; and 2) strictly follow the relevant PRC laws and regulations. Since these statements and regulatory actions are new, however, official guidance and related implementation rules have not been issued. It is highly uncertain what the potential impact such modified or new laws and regulations will have on the daily business operations of our subsidiaries, our ability to accept foreign investments, and our listing on a U.S. exchange. The PRC regulatory authorities may in the future promulgate laws, regulations, or implementing rules that require us, our subsidiaries to obtain regulatory approval from Chinese authorities for listing in the U.S. If we do not receive or maintain the approval, or inadvertently conclude that such approval is not required, or applicable laws, regulations, or interpretations change such that we are required to obtain approval in the future, we may be subject to an investigation by competent regulators, fines or penalties, or an order prohibiting us from conducting an offering, and these risks could result in a material adverse change in our operations and the value of our common stock, significantly limit or completely hinder our ability to offer or continue to offer securities to investors, or cause such securities to significantly decline in value or become worthless.

 

Auditors’ Regulations

 

As auditors of companies that are traded publicly in the United States and a firm registered with the PCAOB, our auditor is required by the laws of the United States to undergo regular inspections by the PCAOB. However, to the extent that our auditor’s work papers become located in China, such work papers will not be subject to inspection by the PCAOB because the PCAOB is currently unable to conduct inspections without the approval of the Chinese authorities. Inspections of certain other firms that the PCAOB has conducted outside of China have identified deficiencies in those firms’ audit procedures and quality control procedures, which may be addressed as part of the inspection process to improve future audit quality. We are required by the Holding Foreign Companies Accountable Act (“HFCAA”) to have an auditor that is subject to the inspection by the PCAOB. While our present auditor is located in the United States and the PCAOB is able to conduct inspections on such auditor, to the extent this status changes in the future and our auditor’s audit documentation related to their audit reports for our company becomes outside of the inspection by the PCAOB or if the PCAOB is unable to inspect or investigate completely our auditor because of a position taken by an authority in a foreign jurisdiction, trading in our common stock could be prohibited under the HFCAA, and as a result our common stock could be delisted from Nasdaq.

 

On May 13, 2021, the PCAOB proposed a new rule for implementing the HFCAA. Among other things, the proposed rule provides a framework for the PCAOB to use when determining, under the HFCAA, whether it is unable to inspect or investigate completely registered public accounting firms located in a foreign jurisdiction because of a position taken by one or more authorities in that jurisdiction. The proposed rule would also establish the manner of the PCAOB’s determinations; the factors the PCAOB will evaluate and the documents and information it will consider when assessing whether a determination is warranted; the form, public availability, effective date, and duration of such determinations; and the process by which the board of the PCAOB can modify or vacate its determinations. The proposed rule was adopted by the PCAOB on September 22, 2021 and approved by the SEC on November 5, 2021.

 

13

 

 

Furthermore, on June 22, 2021, the U.S. Senate passed the Accelerating Holding Foreign Companies Accountable Act (“AHFCAA”), which, if enacted, would amend the HFCAA and require the SEC to prohibit an issuer’s securities from trading on any U.S. stock exchanges if its auditor is not subject to PCAOB inspections for two consecutive years instead of three, thus reducing the time period for triggering the prohibition on trading.

 

While the HFCAA is not currently applicable to the Company because the Company’s current auditors are subject to PCAOB review, if this changes in the future for any reason, the Company may be subject to the HFCAA. The implications of this regulation if the Company were to become subject to it are uncertain. Such uncertainty could cause the market price of our common stock to be materially and adversely affected, and our securities could be delisted or prohibited from being traded on Nasdaq earlier than would be required by the HFCAA. If our common stock is unable to be listed on another securities exchange by then, such a delisting would substantially impair your ability to sell or purchase the common stock when you wish to do so, and the risk and uncertainty associated with a potential delisting would have a negative impact on the price of the common stock.

 

Principal Executive Offices

 

Our principal executive office is located in the Jinhua New Energy Vehicle Town in Jinhua, Zhejiang Province, PRC, 321016, and our telephone number is (86-579) 82239856.

 

Enforceability of civil liabilities against foreign persons

 

We have our principal executive office and substantially all of our operations in PRC. A majority of our directors and officers are nationals and/or residents of countries other than the United States. As a result, it may be difficult for our shareholders to effect service of process upon us or those persons inside PRC. The shareholders may have to rely on international treaties such as Hague Service Convention for service. In addition, PRC does not have treaties providing for the reciprocal recognition and enforcement of judgments of courts with the United States and many other countries and regions. Therefore, direct recognition and enforcement in PRC of judgments of a court in any such non-PRC jurisdictions in relation to any matter not subject to a binding arbitration provision may be difficult, time-consuming, costly or even impossible.

 

Recent Development Activities

 

On December 28, 2021, the Company announced that its wholly owned subsidiary Jiangxi Huiyi entered mass production of its lithium iron phosphate (“LFP”) battery IFR18650-2200mAh, one of the most advanced on the global market.

 

On January 10, 2022, the Company announced that Zhejiang Kandi Technologies signed a framework agreement with Hunan Hengrun Automobile Co., Ltd. (“Hengrun”) to jointly produce battery-swappable pure electric vehicles. According to the agreement, Kandi and Hengrun will use their respective capabilities to jointly produce battery-swappable pure electric vehicles. The specific division of labor and cooperation content will be clarified in a separate agreement. The vehicles will be sold under the “Henghe” brand name.

 

Under the condition that SC Autosports purchased electric golf crossover vehicles from Jiangsu Xingchi Electric Technology Co., Ltd. (“Jiangsu Xingchi”), but Jiangsu Xingchi’s existing production capacity is far from meeting the needs of the U.S. market, in order to expand production capacity as soon as possible to meet the needs of the U.S. market, on February 15, 2022, Kandi Hainan and Jiangsu Xingchi jointly invested RMB 30,000,000 (approximately $4.6 million) in Haikou, Hainan (of which Kandi Hainan owns 66.7% and Jiangsu Xingchi owns 33.3%) to establish Hainan Kandi Holding New Energy Technology Co., Ltd. (“Hainan Kandi Holding”). Hainan Kandi Holding will specialize in the production of electric golf crossover vehicles and other products in Kandi Hainan’s factory.

 

14

 

 

Item 1A. Risk Factors.

 

You should carefully consider the risks described below together with all of the other information included in this report before making an investment decision with regard to our securities. The statements contained in or incorporated into this Annual Report that are not historic facts are forward-looking statements that are subject to risks and uncertainties that could cause actual results to differ materially from those set forth in or implied by forward-looking statements. If any of the following risks actually occurs, our business, financial condition or results of operations could be harmed. In that case, the trading price of our common stock could decline, and you may lose all or part of your investment.

 

Risk Factor Summary

 

The following are some material risks, any of which could have an adverse effect on our business financial condition, operating results, or prospects.

 

●Risks Relating to Our Business

 

○

Our future growth is dependent upon market’s willingness to adopt our products and performance of our products in line with customers’ expectation;

 

○Developments in alternative technologies or improvements in the internal combustion engine may materially adversely affect the demand for our Products;

 

○If our PRC operating entities are unable to keep up with advances in electric vehicle and pure electric off-road vehicle technology, we may suffer a decline in our competitive position;

 

○Our business may be severely disrupted if we lose the services from our executive officers;

 

○Our PRC operating entities may be subject to product liability claims or recalls which could be expensive, damage our reputation or result in a diversion of management resources;

 

○We and our PRC operating entities retain certain personal information about our customers and may be subject to various privacy and consumer protection laws;

 

○If we are unable to protect our intellectual property rights from unauthorized use or infringement by third parties, defending and claiming our rights may be time-consuming and could cause us to incur substantial costs, our operating entities’ business may be adversely affected;

 

○Our PRC operating entities’ products make use of lithium-ion battery cells, which may catch fire or vent smoke and flame. This may lead to additional concerns about batteries used in automotive applications;

 

○Compliance with environmental regulations can be expensive, and noncompliance with these regulations may result in adverse publicity and potentially significant monetary damages and fines;

 

○Our high concentration of sales to relatively few customers and supplies from relatively few suppliers may result in significant impact on our liquidity, business, results of operations and financial condition;

 

○Our facilities or operations could be damaged or adversely affected as a result unpredictable events;

 

○If we fail to maintain an effective system of internal controls, we may not be able to accurately report our financial results or prevent fraud. As a result, current and potential shareholders could lose confidence in our financial reporting, which would harm our business and the trading price of our stock;

 

15

 

 

●Risks Related to Doing Business in China

 

  ○ Substantial uncertainties and restrictions on the political and economic policies of the PRC government, PRC laws and regulations which can change quickly with little advance notice, and Chinese government’s tendency  to intervene or influence the Company’s operations at any time, or may exert more control over offerings conducted overseas and/or foreign investment in China-based issuers could have a significant impact upon the business that we may be able to conduct in the PRC and accordingly on the results of our operations and financial condition; may restrict the level of legal protections to foreign investors and could significantly limit or completely hinder our ability to offer or continue to offer securities to investors and cause the value of such securities to significantly decline or be worthless. For more detailed description, please refer to the discussion on P22 under such title;

 

○Adverse regulatory developments in China may subject us to additional regulatory review, and additional disclosure requirements and regulatory scrutiny to be adopted by the SEC in response to risks related to recent regulatory developments in China may impose additional compliance requirements for companies like us with China-based operations, all of which could increase our compliance costs, subject us to additional disclosure requirements;

 

○Compliance with China’s new Data Security Law, Measures on Cybersecurity Review, Personal Information Protection Law (second draft for consultation), regulations and guidelines relating to the multi-level protection scheme and any other future laws and regulations may entail significant expenses and could materially affect our business; The approval of the China Securities Regulatory Commission (“CSRC”) may be required in connection with future offering under a PRC regulation adopted in August 2006, and, if required, we cannot assure you that we will be able to obtain such approval;

 

○It may be difficult for U.S. regulators, such as the Department of Justice, the SEC, and other authorities, to conduct investigation or collect evidence within China;

 

○The economy of China had experienced unprecedented growth. This growth has slowed in the recent years, and if the growth of the economy continues to slow or if the economy contracts, our financial condition may be materially and adversely affected;

 

○Changes in currency conversion policies in China and fluctuation in exchange rates may have a material adverse effect on our business and the value of our securities;

 

○Investors may experience difficulties in effecting service of legal process, enforcing judgements or bringing original actions based on United States or foreign laws against us or our management;

 

○Changes to the government’s subsidy support policies and further delays in subsidy payments may have negative impacts on our operations;

 

●Risks Associated With the Export of Kandi Electric Vehicles to and sale in the United States

 

  ○ Failures in our U.S. business may present a risk of significant losses to our business;

 

  ○ The United States has strict environmental laws and regulations which may cause us to expend significant sums to comply with such laws and regulations;

 

○Our short-term financial performance may suffer due to our investment in expanding our presence and sales in the United States;

 

○Lack of authorized dealers and absence of after-sales maintenance may adversely affect our business in the United States;

 

16

 

 

●Risks Relating to Ownership of Our Securities

 

○Our stock price may be volatile, which may result in losses for our shareholders;

 

○We do not anticipate paying cash dividends to our common shareholders;

 

○Limited monetary liability against our directors, officers and employees under Delaware Law and the existence of statutory indemnification rights of our directors, officers and employees may result in substantial expenditures by our company and may discourage lawsuits against our directors, officers and employees;

 

○We may require additional capital, and the sale of additional shares or other equity securities could result in additional dilution to our shareholders;

 

○Our business is subject to changing regulations related to corporate governance and public disclosure that may increase both our costs and the risk of noncompliance;

 

○Techniques employed by manipulative short sellers in Chinese small cap stocks may drive down the market price of our common stock.

 

Risks Relating to Our Business

 

Our future growth is dependent upon consumers’ willingness to adopt our products.

 

Our PRC operating entities’ growth is highly dependent upon the adoption by consumers of, and they are subject to a risk of any reduced demand for, alternative fuel vehicles in general and EVs and pure electric off-road vehicles in particular. The market for alternative fuel vehicles and pure electric off-road vehicles is relatively new and rapidly evolving, characterized by rapidly changing technologies, price competition, additional competitors, evolving government regulation and industry standards, frequent new vehicle announcements and changing consumer demands and behaviors. If the market for EVs and pure electric off-road vehicles in China does not develop as we expect or develops more slowly than we expect, our business, prospects, financial condition and operating results will be harmed.

 

Developments in alternative technologies or improvements in the internal combustion engine may materially adversely affect the demand for our Products.

 

Significant developments in alternative technologies, such as advanced diesel, ethanol, fuel cells or compressed natural gas, or improvements in the fuel economy of the internal combustion engine, may materially and adversely affect our business and prospects in ways we do not currently anticipate. Any failure by us to develop new or enhanced technologies or processes, or to react to changes in existing technologies, could materially delay our development and introduction of new and enhanced EV products and Pure Electric off-road vehicles, which could result in the loss of competitiveness of our vehicles, decreased revenue and a loss of market share to competitors.

 

If our PRC operating entities are unable to keep up with advances in electric vehicle and pure electric off-road vehicle technology, we may suffer a decline in our competitive position.

 

Our PRC operating entities may be unable to keep up with changes in EV and pure electric off-road vehicle technology, and they may suffer a resulting decline in the competitive position. Any failure to keep up with advances in EV and pure electric off-road vehicle technology would result in a decline in their competitive position which would materially and adversely affect our business, prospects, operating results and financial condition. Our research and development efforts may not be sufficient to adapt to changes in EV and pure electric off-road vehicle technology. As technologies change, our PRC operating entities plan to upgrade or adapt the vehicles and introduce new models in order to continue to provide vehicles with the latest technology, in particular battery cell technology. However, our PRC operating entities’ vehicles may not compete effectively with alternative vehicles and pure electric off-road vehicles if they are not able to source and integrate the latest technology into their vehicles. For example, our PRC operating entities do not manufacture battery cells, which makes them dependent upon other suppliers of battery cell technology for our battery packs. 

 

17

 

 

Our business depends substantially on the continuing efforts of our executive officers, and our business may be severely disrupted if we lose their services.

 

Our future success depends substantially on the continued services of our executive officers, especially our CEO and Chairman of the Board, Mr. Hu Xiaoming. We do not maintain key man life insurance on any of our executive officers. If any of our executive officers are unable or unwilling to continue in their present positions, we may not be able to replace them readily, if at all. Therefore, our business may be severely disrupted, and we may incur additional expenses to recruit and retain new officers. In addition, if any of our executive officers joins a competitor or forms a competing company, we may lose some of our customers.

 

Our PRC operating entities may be subject to product liability claims or recalls which could be expensive, damage our reputation or result in a diversion of management resources.

 

Our PRC operating entities may be subject to lawsuits resulting from injuries associated with the use of the vehicles that they sell or produce. We may incur losses relating to these claims or the defense of these claims. There is a risk that claims or liabilities will exceed our insurance coverage. In addition, we may be unable to retain adequate liability insurance in the future.

 

Our PRC operating entities may also be required to participate in recalls involving our vehicles, if any (including the products SC Autosports sell in the U.S.) proves to be defective, or our PRC operating entities may voluntarily initiate a recall or make payments related to such claims as a result of various industry or business practices or the need to maintain good customer relationships. Such a recall would result in a diversion of resources. While our PRC operating entities do maintain product liability insurance, we cannot assure investors that it will be sufficient to cover all product liability claims, that such claims will not exceed our insurance coverage limits or that such insurance will continue to be available on commercially reasonable terms, if at all. Any product liability claim brought against us could have a material adverse effect on the results of our operations.

 

We and our PRC operating entities retain certain personal information about our customers and may be subject to various privacy and consumer protection laws.

 

We and our operating companies use the electronic systems of our vehicles to log information about each vehicle’s condition, performance and use in order to aid us in providing customer service, including vehicle diagnostics, repair and maintenance, as well as to help us collect data regarding our customers’ charge time, battery usage, mileage and efficiency habits and to improve our vehicles. We also collect information about our customers through our website, at our stores and facilities, and via telephone.

 

Our customers may object to the processing of this data, which may negatively impact our ability to provide effective customer service and develop new vehicles and products. Collection and use of our customers’ personal information in conducting our business may be subject to national and local laws and regulations in China, and such laws and regulations may restrict our processing of such personal information and hinder our ability to attract new customers or market to existing customers. We may incur significant expenses to comply with privacy, consumer protection and security standards and protocols imposed by law, regulation, industry standards or contractual obligations. Although we take steps to protect the security of our customers’ personal information, we may be required to expend significant resources to comply with data breach requirements if third parties improperly obtain and use the personal information of our customers or we otherwise experience a data loss with respect to customers’ personal information. A major breach of our network security and systems could have serious negative consequences for our businesses and future prospects, including possible fines, penalties and damages, reduced customer demand for our vehicles, and harm to our reputation and brand.

 

Our PRC operating entities’ business will be adversely affected if we are unable to protect our intellectual property rights from unauthorized use or infringement by third parties.

 

Any failure to adequately protect our proprietary rights could result in the weakening or loss of such rights, which may allow our competitors to offer similar or identical products or use identical or confusingly similar branding, potentially resulting in the loss of some of our competitive advantage, a decrease in our revenue or an attribution of potentially lower quality products to us, which would adversely affect our business, prospects, financial condition and operating results. Our success depends, at least in part, on our ability to protect our core technology and intellectual property. To accomplish this, we rely on a combination of patents, patent applications, trade secrets (including know-how), employee and third-party nondisclosure agreements, copyright protection, trademarks, intellectual property licenses and other contractual rights to establish and protect our proprietary rights in our technology. We have also received from third parties patent licenses related to manufacturing our vehicles.

 

18

 

 

The protection provided by the patent laws is and will be important to our future opportunities. However, such patents and agreements and various other measures we take to protect our intellectual property from use by others may not be effective for various reasons, including the following:

 

  ● our pending patent applications may not result in the issuance of patents;

 

  ● our patents, if issued, may not be broad enough to protect our commercial endeavors;

 

  ● the patents we have been granted may be challenged, invalidated or circumvented because of the pre-existence of similar patented or unpatented technology or for other reasons;

 

  ● the costs associated with obtaining and enforcing patents, confidentiality and invention agreements or other intellectual property rights may make aggressive enforcement impracticable; or

 

  ● current and future competitors may independently develop similar technology, duplicate our vehicles or design new vehicles in a way that circumvents our intellectual property.

 

Existing trademark and trade secret laws and confidentiality agreements afford only limited protections. In addition, the laws of some foreign countries do not protect our proprietary rights to the same extent as do the laws of the United States, and policing the unauthorized use of our intellectual property is difficult.

 

We may need to defend ourselves against patent or trademark infringement claims, which may be time-consuming and could cause us to incur substantial costs.

 

Companies, organizations or individuals, including our competitors, may hold or obtain patents, trademarks or other proprietary rights that would prevent, limit or interfere with our ability to make, use, develop, sell or market our vehicles or components, which could make it more difficult for us to operate our business. From time to time, we may receive inquiries from holders of patents or trademarks regarding their proprietary rights. Companies holding patents or other intellectual property rights may bring suits alleging infringement of such rights or otherwise assert their rights and seek licenses. In addition, if we are determined to have infringed upon a third party’s intellectual property rights, we may be required to do one or more of the following:

 

  ● cease selling, incorporating or using vehicles or offering goods or services that incorporate or use the challenged intellectual property;

 

  ● pay substantial damages;

 

  ● obtain a license from the holder of the infringed intellectual property right, which license may not be available on reasonable terms or at all; or

 

  ● redesign our vehicles or other goods or services.

 

In the event of a successful claim of infringement against us and our failure or inability to obtain a license to the infringed technology or other intellectual property right, our business, prospects, operating results and financial condition could be materially adversely affected. In addition, any litigation or claims, whether or not valid, could result in substantial costs and diversion of resources and management attention.

 

We may also face claims that our use of technology licensed or otherwise obtained from a third party infringes the rights of others. In such cases, we may seek indemnification from our licensors/suppliers under our contracts with them. However, indemnification may be unavailable or insufficient to cover our costs and losses, depending on our use of the technology, whether we choose to retain control over conduct of the litigation, and other factors.

 

19

 

 

Our PRC operating entities’ vehicles make use of lithium-ion battery cells, which have the potential to catch fire or vent smoke and flame. This may lead to additional concerns about batteries used in automotive applications.

 

The battery packs in our EV products and pure electric off-road vehicles make use of lithium-ion cells. Our PRC operating entities also currently intend to make use of lithium-ion cells in battery packs on any future vehicles we may produce. On rare occasions, lithium-ion cells can rapidly release the energy they contain by venting smoke and flames in a manner that can ignite nearby materials as well as other lithium-ion cells. Extremely rare incidents of laptop computers, cell phones and EV battery packs catching fire have focused consumer attention on the safety of these cells.

 

These events have raised concerns about batteries used in EV products and pure electric off-road vehicles applications. To address these questions and concerns, a number of battery cell manufacturers are pursuing alternative lithium-ion battery cell chemistries to improve safety. Our PRC operating entities may have to recall their vehicles or participate in a recall of a vehicle that contains their battery packs, or redesign their battery packs, which would be time consuming and expensive. Also, negative public perceptions regarding the suitability of lithium-ion cells for automotive applications or any future incident involving lithium-ion cells such as a vehicle or other fire, even if such incident does not involve us, could seriously harm our business.

 

In addition, our PRC operating entities store a significant number of lithium-ion cells at our manufacturing facility. Any mishandling of battery cells may cause disruption to the operation of our facilities. While our PRC operating entities have implemented safety procedures related to the handling of the cells, there can be no assurance that a safety issue or fire related to the cells would not disrupt our operations. Such damage or injury would likely lead to adverse publicity and potentially a safety recall. Moreover, any failure of a competitor’s EVs and pure electric off-road vehicles, may cause indirect adverse publicity for us and our EV products. Such adverse publicity would negatively affect our brand and harm our business, prospects, financial condition and operating results.

 

Compliance with environmental regulations can be expensive, and noncompliance with these regulations may result in adverse publicity and potentially significant monetary damages and fines.

 

The business operations of our PRC operating entities generate noise, waste water, gaseous byproduct and other industrial waste. Our PRC operating entities are required to comply with all national and local regulations regarding the protection of the environment. Our PRC operating entities are in compliance with current environmental protection requirements and have all necessary environmental permits to conduct our business. However, if more stringent regulations are adopted in the future, the costs of compliance with these new regulations could be substantial. Additionally, if our PRC operating entities fail to comply with present or future environmental regulations, they may be required to pay substantial fines, suspend production or cease operations. Any failure by our PRC operating entities to control the use of, or to adequately restrict the unauthorized discharge of, hazardous substances could subject us to potentially significant monetary damages and fines or suspensions to our business operations. Certain laws, ordinances and regulations could limit our ability to develop, use, or sell our products.

 

Our high concentration of sales to relatively few customers may result in significant impact on our liquidity, business, results of operations and financial condition.

 

As of December 31, 2021 and 2020, our operating subsidiaries’ major customers (above 10% of the total revenue), in the aggregate, accounted for 29% and 38%, respectively, of their sales. Due to the concentration of sales to relatively few customers, loss of one or more of these customers will have relatively high impact on their operational results.

 

Our business is subject to the risk of supplier concentrations.

 

Our operating subsidiaries depend on a limited number of suppliers for the sourcing of major components and parts and principal raw materials. For the years ended December 31, 2021 and 2020, the major suppliers (above 10% of the total purchases) of our operating subsidiaries accounted for 50% and 71% of their purchases, respectively. As a result of this concentration in our supply chain, our operating subsidiaries’ business and operations would be negatively affected if any of their key suppliers were to experience significant disruption affecting the price, quality, availability or timely delivery of their products. The partial or complete loss of these suppliers, or a significant adverse change in our relationship with any of these suppliers, could result in lost revenue, added costs and distribution delays that could harm our business and customer relationships. In addition, concentration in our supply chain can exacerbate our exposure to risks associated with the termination by key suppliers of our distribution agreements or any adverse change in the terms of such agreements, which could have a negative impact on our revenues and profitability.

 

20

 

 

Our facilities or operations could be damaged or adversely affected as a result of disasters, epidemics or other unpredictable events.

 

The Company’s headquarters and facilities are located in several cities in China such as Jinhua, Yongkang and Haikou. If major disasters such as earthquakes, fires, floods, hurricanes, wars, terrorist attacks, computer viruses, pandemics or other events occur, or our information system or communications network breaks down or operates improperly, our headquarters and production facilities may be seriously damaged, or we may have to stop or delay production and shipment of our products. For example, our business could be adversely affected by the effects of a widespread outbreak of contagious disease, including the outbreak of COVID-19. Any outbreak of contagious diseases, and other adverse public health developments, particularly in China, could have a material and adverse effect on our business operations. These could include disruptions or restrictions on our ability to travel or to distribute our products, as well as temporary closures of our facilities or the facilities of our suppliers, manufacturers or customers. Any disruption or delay of our operation and those of our suppliers, manufacturers or customers would adversely impact our sales and operating results. In addition, a significant outbreak of contagious diseases in the human population could result in a widespread health crisis that could adversely affect the economies and financial markets of China and many other countries, resulting in an economic downturn that could affect demand for our products and we may incur expenses relating to such damages, which could have a material adverse impact on our business, operating results and financial condition.

 

Pandemic COVID-19 may adversely impact the transportation industry and our business.

 

Our PRC operating entities’ ability to manufacture and/or sell their products may be impaired by damage or disruption to our manufacturing, warehousing or distribution capabilities, or to the capabilities of their suppliers, logistics service providers or independent distributors. This damage or disruption could result from factors that are hard to predict or are beyond our control, such as natural disasters, fire, terrorism, pandemics, strikes, cybersecurity breaches, government shutdowns, disruptions in logistics, supplier capacity constraints or other events.

 

The spread of COVID-19 around China and other parts of the world has caused significant volatility in the markets of China, U.S., and the rest of the world. The pandemic has resulted in quarantines, travel restrictions, and the temporary closure of stores and facilities in China and elsewhere. However, the extent to which the COVID-19 impacts our PRC operating entities’ operations will depend on future developments, which are highly uncertain and cannot be predicted with confidence, including the duration of the outbreak, new information which may emerge concerning the severity of the coronavirus and the actions to contain the coronavirus or minimize its harm, among others.

 

Failure to take adequate steps to mitigate the likelihood or potential impact of such events, or to effectively manage such events if they occur, may adversely affect our business or financial results. Disputes with significant suppliers, logistics service providers or independent distributors, including disputes regarding pricing or performance, may also adversely affect our ability to manufacture and/or sell our products, as well as our business or financial results. Our PRC operating entities are actively monitoring the recent coronavirus outbreak and its potential impact on their supply chain and operations. Due to current and potential future port closures and other restrictions resulting from the outbreak, global supply may become constrained, which may cause the negative impact on our sale of off-road vehicles to the U.S. While we do not expect that the virus will have a material adverse effect on our business or financial results at this time, we are unable to accurately predict the impact that the coronavirus will have due to various uncertainties, including the ultimate geographic spread of the virus, the severity of the disease, the duration of the outbreak, and effectiveness of the actions that may be taken by governmental authorities.

 

Our EVs and pure electric off-road vehicles may not perform in line with customer expectations.

 

Our EVs and pure electric off-road vehicles may not perform in line with customers’ expectations. For example, our vehicles may not have the durability or longevity of other vehicles in the market, and may not be as easy and convenient to repair as other vehicles in the market. Any product defects or any other failure of our vehicles to perform as expected could harm our reputation and result in adverse publicity, lost revenue, delivery delays, product recalls, product liability claims, harm to our brand and reputation, and significant warranty and other expenses, and could have a material adverse impact on our business, financial condition, operating results and prospects.

 

In addition, the range of our vehicles on a single charge declines principally as a function of usage, time and charging patterns as well as other factors. For example, a customer’s use of his or her EVs and pure electric off-road vehicles as well as the frequency with which he or she charges the battery can result in additional deterioration of the battery’s ability to hold a charge.

 

Furthermore, our vehicles may contain defects in design and manufacture that may cause them not to perform as expected or that may require repair. While we have performed extensive internal testing on our vehicles’ software and hardware systems, we have a limited frame of reference by which to evaluate the long-term performance of our systems and vehicles. There can be no assurance that we will be able to detect and fix any defects in the vehicles prior to their sale to consumers. If any of our vehicles fail to perform as expected, we may need to delay deliveries, initiate product recalls and provide servicing or updates under warranty at our expense, which could adversely affect our brand in our target markets and could adversely affect our business, prospects and results of operations.

 

21

 

 

If we fail to maintain an effective system of internal controls, we may not be able to accurately report our financial results or prevent fraud. As a result, current and potential shareholders could lose confidence in our financial reporting, which would harm our business and the trading price of our stock.

 

Effective internal controls are necessary for us to provide reliable financial reports and effectively prevent fraud. As directed by Section 404 of the Sarbanes-Oxley Act of 2002, or SOX 404, the SEC adopted rules requiring public companies to include a report of management on our internal controls over financial reporting in their annual reports.

 

Although we continue to maintain and improve our internal control procedures, we cannot provide assurance that we will not fail to achieve and maintain an effective internal control environment on an ongoing basis, which may cause investors to lose confidence in our reported financial information and have a material adverse effect on the price of our common stock.

 

Risks Related to Doing Business in China

 

Substantial uncertainties and restrictions on the political and economic policies of the PRC government, PRC laws and regulations which can change quickly with little advance notice, and Chinese government’s tendency to intervene or influence your operations at any time, or may exert more control over offerings conducted overseas and/or foreign investment in China-based issuers could have a significant impact upon the business that we may be able to conduct in the PRC and accordingly on the results of our operations and financial condition; may restrict the level of legal protections to foreign investors and could significantly limit or completely hinder our ability to offer or continue to offer securities to investors and cause the value of such securities to significantly decline or be worthless;

 

Kandi Technologies’ business operations conducted through our PRC operating entities may be adversely affected by the current and future political environment in the PRC. Recently, the PRC government initiated a series of regulatory actions and statements to regulate business operations in China with little advance notice, including cracking down on illegal activities in the securities market, adopting new measures to extend the scope of cybersecurity reviews, and expanding the efforts in anti-monopoly enforcement. The Chinese government exerts substantial influence and control over the manner in which we must conduct our business activities. Our PRC operating entities’ ability to operate in China may be adversely affected by changes in Chinese laws and regulations. Under the current government leadership, the government of the PRC has been pursuing reform policies which have adversely affected China-based operating companies whose securities are listed in the United States, with significant policies changes being made from time to time without notice. There are substantial uncertainties regarding the interpretation and application of PRC laws and regulations, including, but not limited to, the laws and regulations governing our business, or the enforcement and performance of our contractual arrangements. Only after 1979 did the Chinese government begin to promulgate a comprehensive system of laws that regulate economic affairs in general, deal with economic matters such as foreign investment, corporate organization and governance, commerce, taxation and trade, as well as encourage foreign investment in China. Although the influence of the law has been increasing, China has not developed a fully integrated legal system and recently enacted laws and regulations may not sufficiently cover all aspects of economic activities in China. Also, because these laws and regulations are relatively new, and because of the limited volume of published cases and their lack of force as precedents, interpretation and enforcement of these laws and regulations involve significant uncertainties. New laws and regulations that affect existing and proposed future businesses may also be applied retroactively. In addition, there have been constant changes and amendments of laws and regulations over the past 30 years in order to keep up with the rapidly changing society and economy in China. Because government agencies and courts provide interpretations of laws and regulations and decide contractual disputes and issues, their inexperience in adjudicating new business and new polices or regulations in certain less developed areas causes uncertainty and may affect our operating entities’ business. Consequently, we cannot predict the future direction of Chinese legislative activities with respect to either businesses with foreign investment or the effectiveness on enforcement of laws and regulations in China. The uncertainties, including new laws and regulations and changes of existing laws, as well as judicial interpretation by inexperienced officials in the agencies and courts in certain areas, may cause possible problems to foreign investors. Although the PRC government has been pursuing economic reform policies for more than two decades, the PRC government continues to exercise significant control over economic growth in the PRC through the allocation of resources, controlling payments of foreign currency, setting monetary policy and imposing policies that impact particular industries in different ways. We cannot assure you that the PRC government will continue to pursue policies favoring a market oriented economy or that existing policies will not be significantly altered, especially in the event of a change in leadership, social or political disruption, or other circumstances affecting political, economic and social life in the PRC. The Chinese government may intervene or influence our operations at any time, or may exert more control over offerings conducted overseas and/or foreign investment in China-based issuers, which could result in a material change in our operations and/or the value of the securities being offered. Any adverse changes in Chinese laws and regulations and the Chinese government’s significant oversight and discretion over the conduct of our business could significantly limit or completely hinder our ability to offer or continue to offer securities to investors and cause the value of our securities to significantly decline or be worthless.

 

22

 

 

Adverse regulatory developments in China may subject us to additional regulatory review, and additional disclosure requirements and regulatory scrutiny to be adopted by the SEC in response to risks related to recent regulatory developments in China may impose additional compliance requirements for companies like us with China-based operations, all of which could increase our compliance costs, subject us to additional disclosure requirements.

 

The recent regulatory developments in China, in particular with respect to restrictions on China-based companies raising capital offshore, may lead to additional regulatory review in China over our financing and capital raising activities in the United States. In addition, we may be subject to industry-wide regulations that may be adopted by the relevant PRC authorities, which may have the effect of restricting the scope of our operations in China, or causing the suspension or termination of our business operations in China entirely, all of which will materially and adversely affect our business, financial condition and results of operations. We may have to adjust, modify, or completely change our business operations in response to adverse regulatory changes or policy developments, and we cannot assure you that any remedial action adopted by us can be completed in a timely, cost-efficient, or liability-free manner or at all.

 

On July 30, 2021, in response to the recent regulatory developments in China and actions adopted by the PRC government, the Chairman of the SEC issued a statement asking the SEC staff to seek additional disclosures from offshore issuers associated with China-based operating companies before their registration statements will be declared effective. On August 1, 2021, the China Securities Regulatory Commission stated in a statement that it had taken note of the new disclosure requirements announced by the SEC regarding the listings of Chinese companies and the recent regulatory development in China, and that both countries should strengthen communications on regulating China-related issuers. We cannot guarantee that we will not be subject to tightened regulatory review and we could be exposed to government interference in China. 

 

Compliance with China’s new Data Security Law, Measures on Cybersecurity Review, Personal Information Protection Law (second draft for consultation), regulations and guidelines relating to the multi-level protection scheme and any other future laws and regulations may entail significant expenses and could materially affect our business. 

 

China has implemented or will implement rules and is considering a number of additional proposals relating to data protection. China’s new Data Security Law took effect in September 2021. The Data Security Law provides that the data processing activities must be conducted based on “data classification and hierarchical protection system” for the purpose of data protection and prohibits entities in China from transferring data stored in China to foreign law enforcement agencies or judicial authorities without prior approval by the Chinese government.

 

Additionally, China’s Cyber Security Law requires companies to take certain organizational, technical and administrative measures and other necessary measures to ensure the security of their networks and data stored on their networks. Specifically, the Cyber Security Law provides that China adopt a multi-level protection scheme (MLPS), under which network operators are required to perform obligations of security protection to ensure that the network is free from interference, disruption or unauthorized access, and prevent network data from being disclosed, stolen or tampered. Under the MLPS, entities operating information systems must have a thorough assessment of the risks and the conditions of their information and network systems to determine the level to which the entity’s information and network systems belong-from the lowest Level 1 to the highest Level 5 pursuant to a series of national standards on the grading and implementation of the classified protection of cyber security. The grading result will determine the set of security protection obligations that entities must comply with. Entities classified as Level 2 or above should report the grade to the relevant government authority for examination and approval.

 

Recently, the Cyberspace Administration of China has taken action against several Chinese internet companies in connection with their initial public offerings on U.S. securities exchanges, for alleged national security risks and improper collection and use of the personal information of Chinese data subjects. According to the official announcement, the action was initiated based on the National Security Law, the Cyber Security Law and the Measures on Cybersecurity Review, which are aimed at “preventing national data security risks, maintaining national security and safeguarding public interests.” On July 10, 2021, the Cyberspace Administration of China published a revised draft of the Measures on Cybersecurity Review, expanding the cybersecurity review to data processing operators in possession of personal information of over 1 million users if the operators intend to list their securities in a foreign country.

 

It is unclear at the present time how widespread the cybersecurity review requirement and the enforcement action will be and what effect they will have on our business. China’s regulators may impose penalties for non-compliance ranging from fines or suspension of operations, and this could lead to us delisting from the U.S. stock market.

 

23

 

 

Also, recently, the National People’s Congress released the Personal Information Protection Law, which has become effective on November 1, 2021. The law creates a comprehensive set of data privacy and protection requirements that apply to the processing of personal information and expands data protection compliance obligations to cover the processing of personal information of persons by organizations and individuals in China, and the processing of personal information of persons in China outside of China if such processing is for purposes of providing products and services to, or analyzing and evaluating the behavior of, persons in China. The law also provides that critical information infrastructure operators and personal information processing entities who process personal information meeting a volume threshold to-be-set by Chinese cyberspace regulators are also required to store in China personal information generated or collected in China, and to pass a security assessment administered by Chinese cyberspace regulators for any export of such personal information. Lastly, the draft contains proposals for significant fines for serious violations of up to RMB 50 million or 5% of annual revenues from the prior year and may also be ordered to suspend any related activity by competent authorities.

 

Interpretation, application and enforcement of these laws, rules and regulations evolve from time to time and their scope may continually change, through new legislation, amendments to existing legislation and changes in enforcement. Compliance with the Cyber Security Law and the Data Security Law could significantly increase the cost to us of providing our service offerings, require significant changes to our operations or even prevent us from providing certain service offerings in jurisdictions in which we currently operate or in which we may operate in the future. Despite our efforts to comply with applicable laws, regulations and other obligations relating to privacy, data protection and information security, it is possible that our practices, offerings or platform could fail to meet all of the requirements imposed on us by the Cyber Security Law, the Data Security Law and/or related implementing regulations. Any failure on our part to comply with such law or regulations or any other obligations relating to privacy, data protection or information security, or any compromise of security that results in unauthorized access, use or release of personally identifiable information or other data, or the perception or allegation that any of the foregoing types of failure or compromise has occurred, could damage our reputation, discourage new and existing counterparties from contracting with us or result in investigations, fines, suspension or other penalties by Chinese government authorities and private claims or litigation, any of which could materially adversely affect our business, financial condition and results of operations. Even if our practices are not subject to legal challenge, the perception of privacy concerns, whether or not valid, may harm our reputation and brand and adversely affect our business, financial condition and results of operations. Moreover, the legal uncertainty created by the Data Security Law and the recent Chinese government actions could materially adversely affect our ability, on favorable terms, to raise capital, including engaging in follow-on offerings of our securities in the U.S. market.

 

Recent greater oversight by the CAC over data security, particularly for companies seeking to list on a foreign exchange, could adversely impact our business and our offering.

 

On December 28, 2021, the CAC and other relevant PRC governmental authorities jointly promulgated the Cybersecurity Review Measures, which will take effect on February 15, 2022. The Cybersecurity Review Measures provide that net platform operators engaging in data processing activities that affect or may affect national security must be subject to cybersecurity review by the Cybersecurity Review Office of the PRC. According to the Cybersecurity Review Measures, a cybersecurity review assesses potential national security risks that may be brought about by any procurement, data processing, or overseas listing. The Cybersecurity Review Measures require that an online platform operator which possesses the personal information of at least one million users must apply for a cybersecurity review by the CAC if it intends to be listed in foreign countries.

 

On November 14, 2021, the CAC published the Security Administration Draft, which provides that data processing operators engaging in data processing activities that affect or may affect national security must be subject to network data security review by the relevant Cyberspace Administration of the PRC. According to the Security Administration Draft, data processing operators who possess personal data of at least one million users or collect data that affects or may affect national security must be subject to network data security review by the relevant Cyberspace Administration of the PRC. The deadline for public comments on the Security Administration Draft was December 13, 2021. 

 

As advised by our PRC Counsel, Zhejiang Lizhou (Jinhua) Law Firm, as of the date of this report, (i) the Company does not hold personal information of over one million users; (ii) the Company and its subsidiaries have not been informed by any PRC governmental authority of any requirement that it file for a cybersecurity review; and (iii) the Company and its subsidiaries have never disclosed any customer or supplier information within China (except when requested by related parties, the company and its subsidiaries tailor their customer or supplier information disclosures to the narrowest possible scope), therefore, the Company believes it is not required to pass cybersecurity review of CAC. We are also not aware that there are relevant laws or regulations in the PRC explicitly requiring us to seek approval from the China Securities Regulatory Commission for our overseas listing. Further, as of the date of this report, Kandi Technologies and its subsidiaries 1) did not collect any data that will or may negatively influence PRC’s national security; and 2) strictly follow the relevant PRC laws and regulations. There remains uncertainty, however, as to how the Cybersecurity Review Measures and the Security Administration Draft will be interpreted or implemented and whether the PRC regulatory agencies, including the CAC, may adopt new laws, regulations, rules, or detailed implementation and interpretation related to the Cybersecurity Review Measures and the Security Administration Draft. If any such new laws, regulations, rules, or implementation and interpretation come into effect, we will take all reasonable measures and actions to comply and to minimize the adverse effect of such laws on us. We cannot guarantee, however, that we will not be subject to cybersecurity review and network data security review in the future. During such reviews, we may be required to suspend our operation or experience other disruptions to our operations. Cybersecurity review and network data security review could also result in negative publicity with respect to our Company and diversion of our managerial and financial resources, which could materially and adversely affect our business, financial conditions, and results of operations.

 

24

 

 

The approval of the China Securities Regulatory Commission (“CSRC”) may be required in connection with future offering under a PRC regulation adopted in August 2006, and, if required, we cannot assure you that we will be able to obtain such approval.

 

The Regulations on Mergers and Acquisitions of Domestic Companies by Foreign Investors, or the M&A Rules, adopted by six PRC regulatory agencies in 2006 and amended in 2009, require an overseas special purpose vehicle formed for listing purposes through acquisitions of PRC domestic companies and controlled by PRC companies or individuals to obtain the approval of the CSRC prior to the listing and trading of such special purpose vehicle’s securities on an overseas stock exchange. In September 2006, the CSRC published a notice on its official website specifying documents and materials required to be submitted to it by a special purpose vehicle seeking CSRC approval of its overseas listings. However, substantial uncertainty remains regarding the scope and applicability of the M&A Rules to offshore special purpose vehicles. Currently, there is no consensus among leading PRC law firms regarding the scope and applicability of the CSRC approval requirement.

 

Based on our understanding of the Chinese laws and regulations in effect at the time of this report, we will not be required to submit an application to the CSRC for its approval of an offering in a foreseeable future and the listing and trading of our common stock on Nasdaq. However, there remains some uncertainty as to how the M&A Rules will be interpreted or implemented in the context of an overseas offering and our belief is subject to any new laws, rules and regulations or detailed implementations and interpretations in any form relating to the M&A Rules or overseas offering approval. We cannot assure you that relevant PRC governmental agencies, including the CSRC, would reach the same conclusion as we do.

 

Recently, the General Office of the Central Committee of the Communist Party of China and the General Office of the State Council jointly issued the “Opinions on Severely Cracking Down on Illegal Securities Activities According to Law,” or the Opinions, which was made available to the public on July 6, 2021. The Opinions emphasized the need to strengthen the administration over illegal securities activities, and the need to strengthen the supervision over overseas listings by Chinese companies. Effective measures, such as promoting the construction of relevant regulatory systems will be taken to deal with the risks and incidents of China-concept overseas listed companies, and cybersecurity and data privacy protection requirements and similar matters. On July 10, 2021, the Cyberspace Administration of China issued a revised draft of the Measures for Cybersecurity Review for public comments, which required that, among others, in addition to “operator of critical information infrastructure”, any “data processor” controlling personal information of no less than one million users which seeks to list in a foreign stock exchange should also be subject to cybersecurity review, and further elaborated the factors to be considered when assessing the national security risks of the relevant activities. We do not believe we are among the “operator of critical information infrastructure” or “data processor” as mentioned above. Based on the above and our understanding of the Chinese laws and regulations currently in effect as of the date of this report, we will not be required to submit an application to the CSRC or the CAC for the approval of a future offering and the listing and trading of our securities on the Nasdaq. However, the revised draft of the Measures for Cybersecurity Review is in the process of being formulated and the Opinions remain unclear on how it will be interpreted, amended and implemented by the relevant PRC governmental authorities. Thus, it is still uncertain how PRC governmental authorities will regulate overseas listing in general and whether we are required to obtain any specific regulatory approvals. Furthermore, if the CSRC or other regulatory agencies later promulgate new rules or explanations requiring that we obtain their approvals for future offering and any follow-on offering, we may be unable to obtain such approvals which could significantly limit or completely hinder our ability to offer or continue to offer securities to our investors. For instance, in the event that the CSRC approval or any regulatory approval is required for a future offering, or if the CSRC or any other PRC government authorities promulgates any new laws, rules or regulations or any interpretation or implements rules before our listing that would require us to obtain the CSRC or any other governmental approval for a future offering, we may face sanctions by the CSRC or other PRC regulatory agencies if we fail to seek CSRC approval for such future offering. These sanctions may include fines and penalties on our operations in the PRC, limitations on our operating privileges in the PRC, delays in or restrictions on the repatriation of the proceeds from a future offering into the PRC, restrictions on or prohibition of the payments or remittance of dividends by our PRC subsidiary, or other actions that could have a material and adverse effect on our business, financial condition, results of operations, reputation and prospects, as well as the trading price of our common stock. The CSRC or other PRC regulatory agencies may also take actions requiring us, or making it advisable for us, to halt a future offering before the settlement and delivery of the securities that we offer. Consequently, if you engage in market trading or other activities in anticipation of and prior to the settlement and delivery of the securities we offer, you would be doing so at the risk that the settlement and delivery may not occur. Any uncertainties or negative publicity regarding such approval requirements could have a material adverse effect on our ability to complete any follow-on offering of our securities or the market for and market price of our common stock.

 

It may be difficult for U.S. regulators, such as the Department of Justice, the SEC, and other authorities, to conduct investigation or collect evidence within China.

 

Shareholder claims or regulatory investigation that are common in the United States generally are difficult to pursue as a matter of law or practicality in China. For example, in China, there are significant legal and other obstacles to providing information needed for regulatory investigations or litigations initiated outside China. Although the authorities in China may establish a regulatory cooperation mechanism with the securities regulatory authorities of another country or region to implement cross-border supervision and administration, such cooperation with regulatory authorities in the Unities States—including the SEC and the Department of Justice—may not be efficient in the absence of mutual and practical cooperation mechanism. Furthermore, according to Article 177 of the PRC Securities Law, which became effective in March 2020, no overseas securities regulator is allowed to directly conduct investigation or evidence collection activities within the PRC territory. While detailed interpretation of or implementation rules under Article 177 have yet to be promulgated, the inability for an overseas securities regulator to directly conduct investigation or evidence collection activities within China may further increase the difficulties you face in protecting your interests.

 

25

 

 

Our auditor, Paris, Kreit & Chiu CPA LLP is headquartered in New York, and is subject to inspection by the PCAOB on a regular basis. To the extent that our independent registered public accounting firm’s audit documentation related to their audit reports for our company become located in China, the PCAOB may not be able inspect such audit documentation and, as such, you may be deprived of the benefits of such inspection and our common stock could be delisted from the stock exchange pursuant to the Holding Foreign Companies Accountable Act.

 

The Holding Foreign Companies Accountable Act, or the HFCAA, was enacted on December 18, 2020. The HFCAA states if the SEC determines that we have filed audit reports issued by a registered public accounting firm that has not been subject to inspection by the PCAOB for three consecutive years beginning in 2021, the SEC shall prohibit our shares from being traded on a national securities exchange or in the over-the-counter trading market in the United States.

 

Pursuant to the Holding Foreign Companies Accountable Act, or the HFCAA, the Public Company Accounting Oversight Board (the “PCAOB”) issued a Determination Report on December 16, 2021 which found that the PCAOB is unable to inspect or investigate completely registered public accounting firms headquartered in parts of the PRC including: (i) Mainland China, and (ii) Hong Kong. In addition, the PCAOB’s report identified the specific registered public accounting firms which are subject to these determinations. Our auditor, Paris, Kreit & Chiu CPA LLP, is headquartered in New York and is subject to inspection by the PCAOB on a regular basis. Our auditor is not headquartered in the PRC and was not identified in this report as a firm subject to the PCAOB’s determination.

 

Our independent registered public accounting firm issued an audit opinion on the financial statements included in this report filed with the SEC and will issue audit reports related to us in the future. As auditors of companies that are traded publicly in the United States and a firm registered with the PCAOB, our auditor is required by the laws of the United States to undergo regular inspections by the PCAOB. However, to the extent that our auditor’s work papers become located in China, such work papers will not be subject to inspection by the PCAOB because the PCAOB is currently unable to conduct inspections without the approval of the Chinese authorities. Inspections of certain other firms that the PCAOB has conducted outside of China have identified deficiencies in those firms’ audit procedures and quality control procedures, which may be addressed as part of the inspection process to improve future audit quality. We are required by the HFCAA to have an auditor that is subject to the inspection by the PCAOB. While our present auditor is located in the United States and the PCAOB is able to conduct inspections on such auditor, to the extent this status changes in the future and our auditor’s audit documentation related to their audit reports for our company becomes outside of the inspection by the PCAOB or if the PCAOB is unable to inspect or investigate completely our auditor because of a position taken by an authority in a foreign jurisdiction, trading in our common stock could be prohibited under the HFCAA, and as a result our common stock could be delisted from Nasdaq.

 

On March 24, 2021, the SEC adopted interim final rules relating to the implementation of certain disclosure and documentation requirements of the HFCAA, which became effective on May 5, 2021. We will be required to comply with these rules if the SEC identifies our auditors as having a “non-inspection” year under a process to be subsequently established by the SEC.

 

On May 13, 2021, the PCAOB proposed a new rule for implementing the HFCAA. Among other things, the proposed rule provides a framework for the PCAOB to use when determining, under the HFCAA, whether it is unable to inspect or investigate completely registered public accounting firms located in a foreign jurisdiction because of a position taken by one or more authorities in that jurisdiction. The proposed rule would also establish the manner of the PCAOB’s determinations; the factors the PCAOB will evaluate and the documents and information it will consider when assessing whether a determination is warranted; the form, public availability, effective date, and duration of such determinations; and the process by which the board of the PCAOB can modify or vacate its determinations. The proposed rule was adopted by the PCAOB on September 22, 2021 and approved by the SEC on November 5, 2021.

 

On June 22, 2021, the U.S. Senate passed AHFCAA which, if passed by the U.S. House of Representatives and signed into law, would reduce the number of consecutive non-inspection years required for triggering the prohibitions under the HFCAA from three years to two, under this proposal, if the auditor is not subject to PCAOB inspections for two consecutive years, it will trigger the prohibition on trading, thus posing more risks on potential delisting as well as the price of Company’s common stock especially on foreign companies.

 

The SEC is assessing how to implement other requirements of the HFCAA, including the listing and trading prohibition requirements described above. The SEC may propose additional rules or guidance that could impact us if our auditor is not subject to the PCAOB inspection. For example, on August 6, 2020, the President’s Working Group on Financial Markets, or the PWG, issued the Report on Protecting United States Investors from Significant Risks from Chinese Companies to the then President of the United States. This report recommended the SEC implement five recommendations to address companies from jurisdictions that do not provide the PCAOB with sufficient access to fulfill its statutory mandate. Some of the concepts of these recommendations were implemented with the enactment of the HFCAA. However, some of the recommendations were more stringent than the HFCAA. For example, if a company was not subject to the PCAOB inspection, the report recommended that the transition period before a company would be delisted would end on January 1, 2022.

 

On December 2, 2021, the SEC issued amendments to finalize the interim final rules previously adopted in March 2021, and established procedures to identify issuers and prohibit the trading of the securities of certain registrants as required by the HFCAA.

 

While the HFCAA is not currently applicable to the Company because the Company’s current auditors are subject to PCAOB review, if this changes in the future for any reason, the Company may be subject to the HFCAA. The implications of this regulation if the Company were to become subject to it are uncertain. Such uncertainty could cause the market price of our common stock to be materially and adversely affected, and our securities could be delisted or prohibited from being traded on Nasdaq earlier than would be required by the HFCAA. If our common stock is unable to be listed on another securities exchange by then, such a delisting would substantially impair your ability to sell or purchase the common stock when you wish to do so, and the risk and uncertainty associated with a potential delisting would have a negative impact on the price of the common stock.

 

26

 

 

The economy of China had experienced unprecedented growth. This growth has slowed in the recent years, and if the growth of the economy continues to slow or if the economy contracts, our financial condition may be materially and adversely affected.

 

The rapid growth of the Chinese economy had historically resulted in widespread growth opportunities for industries across China. This growth has slowed in the recent years. As a result of the global financial crisis and the inability of enterprises to gain comparable access to the same amounts of capital available in past years, there may be an adverse effect on the business climate and growth of private enterprises in China. An economic slowdown could have an adverse effect on our sales and may increase our costs. Further, if economic growth continues to slow, and if, in conjunction, inflation continues unchecked, our costs would be likely to increase, and there can be no assurance that we would be able to increase our prices to an extent that would offset the increase in our expenses.

 

In addition, a tightened labor markets in our geographic region may result in fewer qualified applicants for job openings in our facilities. Further, higher wages, related labor costs and other increasing cost trends may negatively impact our results.

 

The coronavirus outbreak has significantly slowed down China’s extraordinary, nearly half-century-long run of growth. According to an article titled “China’s Economy Shrinks, Ending a Nearly Half-Century of Growth” published on the New York Times on April 18, 2020, Chinese officials said that China’s economy shrank 6.8 percent in the first three months of 2020 compared with a year ago. The data reflects China’s drastic efforts to stamp out the coronavirus, which included shutting down most factories and offices in January and February as the outbreak sickened tens of thousands of people. Although China has managed a turnaround during the fourth quarter of 2020, we cannot predict how China’s economy will develop amid the significant uncertainties caused by the COVID-19 pandemic.

 

Uncertainties with respect to the Chinese legal system could have a material adverse effect on us and may restrict the level of legal protections to foreign investors.

 

China’s legal system is based on statutory law. Unlike the common law system, statutory law is based primarily on written statutes. Previous court decisions may be cited as persuasive authority but do not have a binding effect. Since 1979, the Chinese government has been promulgating and amending laws and regulations regarding economic matters, such as corporate organization and governance, foreign investment, commerce, taxation and trade. However, since these laws and regulations are relatively new, and the Chinese legal system continues to rapidly evolve, the interpretation of many laws, regulations and rules is not always uniform and enforcement of these laws, regulations and rules involves uncertainties, which may limit legal protections available to us.

 

In addition, any litigation in China may be protracted and may result in substantial costs and diversion of resources and management’s attention. The legal system in China cannot provide investors with the same level of protection as in the U.S. The Company is governed by laws and regulations generally applicable to local enterprises in China. Many of these laws and regulations were recently introduced and remain experimental in nature and subject to changes and refinements. Interpretation, implementation and enforcement of the existing laws and regulations can be uncertain and unpredictable and therefore may restrict the legal protections available to foreign investors.

 

Changes in currency conversion policies in China may have a material adverse effect on us.

 

Renminbi (“RMB”) is still not a freely exchangeable currency. Since 1998, the State Administration of Foreign Exchange of China has promulgated a series of circulars and rules in order to enhance verification of foreign exchange payments under Chinese entity’s current account items, and has imposed strict requirements on borrowing and repayments of foreign exchange debts from and to foreign creditors under the capital account items and on the creation of foreign security in favor of foreign creditors.

 

This may complicate foreign exchange payments to foreign creditors under the current account items and thus may affect the ability to borrow under international commercial loans, the creation of foreign security, and the borrowing of RMB under guarantees in foreign currencies. Moreover, the value of RMB may become subject to supply and demand, which could be largely impacted by international economic and political environments. Any fluctuations in the exchange rate of RMB could have an adverse effect on the operational and financial condition of the Company and its subsidiaries in China.

 

Restrictions on currency exchange may limit our ability to receive and use our revenue effectively.

 

Some of our revenue is denominated in Renminbi. As a result, restrictions on currency exchange may limit our ability to use revenue generated in Renminbi to fund any business activities we may have outside China in the future or to make dividend payments to our shareholders in U.S. dollars. Under current PRC laws and regulations, Renminbi is freely convertible for current account items, such as trade and service-related foreign exchange transactions and dividend distributions. However, Renminbi is not freely convertible for direct investment or loans or investments in securities outside China, unless such use is approved by SAFE. For example, foreign exchange transactions under our subsidiary’s capital account, including principal payments in respect of foreign currency-denominated obligations, remain subject to significant foreign exchange controls and the approval requirement of SAFE. These limitations could affect our ability to convert Renminbi into foreign currency for capital expenditures. To the extent cash and/or assets in the business is in the PRC or a PRC entity, the funds and/or assets may not be available to fund operations or for other use outside of the PRC due to interventions in or the imposition of restrictions and limitations on the ability of us or our subsidiaries by the PRC government to transfer cash and/or assets. And the Chinese government is further strengthening the control of foreign exchange, we will not be able to change the Chinese government’s decision in our own power.

 

27

 

 

Fluctuations in exchange rates could adversely affect our business and the value of our securities.

 

The value of our common stock will be indirectly affected by the foreign exchange rate between U.S. dollars and RMB and between those currencies and other currencies in which our sales may be denominated. Because substantially all of our earnings and cash assets are denominated in RMB, fluctuations in the exchange rate between the U.S. dollar and the RMB will affect our balance sheet and our earnings per share in U.S. dollars. In addition, appreciation or depreciation in the value of the RMB relative to the U.S. dollar would affect our financial results reported in U.S. dollar terms without giving effect to any underlying change in our business or results of operations.

 

Investors may experience difficulties in effecting service of legal process, enforcing judgements or bringing original actions based on United States or foreign laws against us or our management.

 

We, through our PRC operating entities, conduct substantially all of our operations in China and almost all of our assets are located in China. In addition, almost all of our senior executive officers reside in China. As a result, it may not be possible to effect service of process on our senior executive officers within the United States or elsewhere outside China, including with respect to matters arising under U.S. federal securities laws or applicable state securities laws. Moreover, our Chinese counsel has advised us that China does not have treaties with the United States or many other countries providing for the reciprocal recognition and enforcement of court orders and final judgments.

 

Changes to the government’s subsidy support policies and further delays in subsidy payments may have negative impacts on our operations.

 

On March 31, 2020, in order to promote automobile consumption, the executive meeting of the State Council decided to extend two preferential policies of new energy vehicle purchase subsidy and vehicle purchase tax exemption for another two years, which were originally due at the end 2020. However, there is no assurance that such favorable policies will be further extended when they become due in two years. Any unfavorable changes of the policies, the unavailability, reduction or elimination of government and economic incentives could have a material adverse effect on our business, financial condition, operating results and prospects.

 

Risks Associated With the Export of Kandi Electric Vehicles to and sale in the United States

 

Our intellectual property rights may be harmed by competitors preemptively filing legitimate and illegitimate patents, which could create significant barriers for our business by preventing us from adequately protecting our intellectual property.

 

Multinational automobile companies usually obtain patent portfolios consisting of basic patents and peripheral patents on improvements and related technologies, thereby creating patent barriers in the industry. At the same time, certain multinational automobile companies also maliciously apply for patents, in order to obtain an unlawful competitive advantage or to directly receive invalid rights and use patents as weapons in litigation. New energy vehicles are emerging products in worldwide markets in recent years, while relevant and related patents in the industry are still in force. Kandi may be seriously adversely affected by intellectual property rights barriers through participation in the competitive international automobile market. Therefore, Kandi faces risks of patent barriers and intellectual property litigation in the future.

 

Failures in our U.S. business may present a risk of significant losses to our business.

 

Our automobile product export and overseas operations sections involve import and export currency exchange, insurance, ocean transportation, customs clearance and various other logistical procedures. A loss of trust in any part of the chain can lead to the failure of transactions, which in turn causes huge losses to our enterprise. In the future, the Company will expand its overseas market. An insufficient assessment of the capital strength and commercial credit of its partners, or any fraud in risk prevention and risk control systems may cause economic losses for the Company due to its business partners’ breach of contract or even fraud. In short, shipping Kandi electric vehicles and products to the United States may have risks in the U.S. operation, and import and export trade process.

 

The United States has strict environmental laws and regulations which may cause us to expend significant sums to comply with such laws and regulations.

 

The United States and other developed countries have strong awareness of environmental protection and product safety regulations. The penalties for violating environmental laws in such countries are extremely high. Developed countries have mature and highly saturated automobile markets. Costs associated with maintaining controls over atmospheric emissions, harmful toxic substances, and products safety are getting higher in an accelerated manner. The process for a company to obtain the applicable certifications is time-consuming, complicated and expensive. Kandi will also face the adverse impact of compliance with policy and regulatory standards in the United States. Thus, Kandi may face the risk of not being able to sustain its business in accordance with US and state environmental protection and product safety policies and regulations.

 

28

 

 

Our short-term financial performance may suffer due to our investment in expanding our presence and sales in the United States.

 

Chinese auto products have market competition disadvantages in terms of technology content, product structure, product quality and brand influence. It is difficult to reverse the sentiment of “low quality and low price” that has followed Chinese automobiles for a long time, resulting in weakened bargaining power for Chinese auto companies and generally low gross profit margins. Kandi is expanding into the US market and rely on overseas distributors to establish a marketing network and after-sales service guarantee system. All actions require the Company to invest a certain amount of resources. Additionally electric vehicle sales may face a slow growth period. In a certain period of time, the growth of operating income lags behind the increase in sales inputs. At the same time, the Company cannot predict the direct economic loss caused by an unsatisfactory market expansion caused by the adverse factors of market competition. Cash flows for Kandi and SC Autosports may be significantly adversely affected by large investments and small revenues in the short term. Therefore, there may be a risk that the short-term financial performance indicators will fall due to factors such as the expansion of resources in overseas markets.

 

Risks Associated With lack of authorized dealer and the absence of after-sales maintenance.

 

Our electric vehicles in China are mainly directly sold to the online car-hailing platform, not through dealers.

 

In U.S. market, without authorized dealers, the delivery of EVs and pure electric off-road vehicles may be delayed. Hence customers may delay, reduce or cancel the purchase orders of our EVs and pure electric off-road vehicles, and our business operations may be adversely affected. At the same time, in the absence of after-sales maintenance by the dealers, not only the cost and complexity of maintenance will be increased, it will also affect customers’ access to warranty and other after-sales service support, which may then weaken customers’ confidence in our brand, and we may even encounter potential lawsuits due to lack of support to the customers. This can affect our brand and business, and bring an adverse impact to the financial condition and operating performance of the Company.

 

Risks Relating to Ownership of Our Securities

 

Our stock price may be volatile, which may result in losses for our shareholders.

 

The stock markets have experienced significant price and trading volume fluctuations. Although our stock has been trading on the NASDAQ Global Select Market since January 2, 2014, the trading price of our common stock may be volatile and could fluctuate significantly in response to many factors, including the following, some of which are beyond our control:

 

  ● variations in our operating results;

 

  ● changes in expectations of our future financial performance, including financial estimates by securities analysts and investors;

 

  ● changes in operating and stock price performance of other companies in our industry;

 

  ● additions or departures of key personnel; or

 

  ● general sentiment on China-based companies’ securities.

 

Domestic and international stock markets often experience significant price and volume fluctuations. These fluctuations, as well as general economic and political conditions unrelated to our performance, may adversely affect the price of our common stock.

 

Mr. Hu, our CEO, President and Chairman of our Board, is the beneficial owner of a substantial portion of our outstanding common stock, which may enable Mr. Hu to exert significant influence on corporate actions.

 

Excelvantage Group Limited controls approximately 16.72% of our outstanding shares of common stock as of December 31, 2021. Hu Xiaoming, the Company’s Chief Executive Officer, President and Chairman of the Board of Directors, is the sole stockholder of Excelvantage Group Limited. Together with the shares held through Excelvantage Group Limited, Mr. Hu controls 18.7% of our outstanding shares of common stock, which could have a substantial impact on matters requiring the vote of our shareholders, including the election of our directors and other corporate actions. This control could delay, defer or prevent others from initiating a potential merger, takeover or other change in control, even if these actions would benefit our other shareholders and the Company. This control could adversely affect the voting and other rights of our other shareholders and could depress the market price of our common stock.

 

Our ability to distribute dividends is restricted by PRC Company Law and Foreign Investment Law

 

According to the PRC Company Law and Foreign Investment Law, our PRC subsidiary, as a foreign-invested enterprise, or FIE, we may only pay dividends out of their accumulated profit, if any, as determined in accordance with PRC accounting standards and regulations. In addition we are required to draw 10% of its after-tax profits each year, if any, to fund a common reserve, which may stop drawing its after-tax profits if the aggregate balance of the common reserve has already accounted for over 50% of its registered capital. The reserve funds are not distributable as cash dividends. A PRC company is not permitted to distribute any profits until any losses from prior fiscal years have been offset. Our ability to distribute dividends may be restricted because of the above-mentioned regulations. We may even cannot distribute dividends if we are suffering loss in certain fiscal year in the future.

 

29

 

 

We do not anticipate paying cash dividends to our common shareholders.

 

We presently do not anticipate that we will pay dividends on any of our common stock in the foreseeable future. If payment of dividends does occur at some point in the future, it would be contingent upon our revenues and earnings, if any, capital requirements, and general financial condition. The payment of any common stock dividends will be within the discretion of our Board. We presently intend to retain all earnings in order to implement our business plan; accordingly, we do not anticipate the declaration of any dividends for common stock in the foreseeable future.

 

The limitation of monetary liability against our directors, officers and employees under Delaware Law and the existence of statutory indemnification rights of our directors, officers and employees may result in substantial expenditures by our company and may discourage lawsuits against our directors, officers and employees.

 

Our certificate of incorporation does not contain any specific provisions that limit the liability of our directors for monetary damages to the Company or shareholders; however, we are prepared to indemnify our directors and officers to the extent provided for by Delaware law. We may also have included contractual indemnification obligations in our employment agreements with our officers. The foregoing indemnification obligations could result in the Company incurring substantial expenditures to cover the cost of settlement or damage awards against its directors and officers, which we may be unable to recoup. These provisions and resultant costs may also discourage the Company from bringing a lawsuit against directors and officers for breaches of their fiduciary duties, and may similarly discourage the filing of derivative litigation by our shareholders against our directors and officers even though such actions, if successful, might otherwise benefit the Company and shareholders.

 

We may require additional capital, and the sale of additional shares or other equity securities could result in additional dilution to our shareholders.

 

In the future, we may require additional cash resources due to changed business conditions or other future developments, including investments or acquisitions that we may decide to pursue. If our resources are insufficient to satisfy our cash requirements, we may seek to sell additional equity or debt securities or obtain a credit facility. The sale of additional equity securities could result in dilution to our shareholders. The incurrence of indebtedness would result in increased debt service obligations and could result in operating and financing covenants that would restrict our operations. We cannot assure investors that financing will be available, if at all, in amounts or on terms acceptable to us.

 

Our business is subject to changing regulations related to corporate governance and public disclosure that may increase both our costs and the risk of noncompliance.

 

Because our common stock is publicly traded, we are subject to certain rules and regulations of federal, state and financial market exchange entities charged with the protection of investors and the oversight of companies whose securities are publicly traded. These entities, including the Public Company Accounting Oversight Board, the SEC and NASDAQ, have issued requirements and regulations and continue to develop additional regulations and requirements in response to corporate scandals and laws enacted by Congress. Our efforts to comply with these regulations have resulted in, and are likely to continue resulting in, increased general and administrative expenses and diversion of management time and attention from revenue generating activities to compliance activities. Because new and modified laws, regulations and standards are subject to varying interpretations in many cases due to their lack of specificity, their application in practice may evolve over time as new guidance is provided by regulatory and governing bodies. This evolution may result in continuing uncertainty regarding compliance matters and additional costs necessitated by ongoing revisions to our disclosure and governance practices.

 

Techniques employed by manipulative short sellers in Chinese small cap stocks may drive down the market price of our common stock.

 

Short selling is the practice of selling securities that the seller does not own but rather has, supposedly, borrowed from a third party with the intention of buying identical securities back at a later date to return to the lender. The short seller hopes to profit from a decline in the value of the securities between the sale of the borrowed securities and the purchase of the replacement shares, as the short seller expects to pay less in that purchase than it received in the sale. As it is therefore in the short seller’s best interests for the price of the stock to decline, many short sellers (sometimes known as “disclosed shorts”) publish, or arrange for the publication of, negative opinions or reports regarding the relevant issuer and its business prospects in order to create negative market momentum and generate profits for themselves after selling a stock short. These short attacks have, in the past, led to selling of shares in the market, on occasion in large scale and broad base.

 

Short seller publications are not regulated by any governmental, self-regulatory organization or other official authority in the U.S. and are not subject to the certification requirements imposed by the Securities and Exchange Commission in Regulation AC (Regulation Analyst Certification) and, accordingly, the opinions they express may be based on distortions of actual facts or, in some cases, fabrications of facts. In light of the limited risks involved in publishing such information, and the enormous profit that can be made from running just one successful short attack, unless the short sellers become subject to significant penalties, it is more likely than not that disclosed short sellers will continue to issue such reports.

 

While we intend to strongly defend our public filings against any such short seller attack, often times we are constrained, either by principles of freedom of speech, applicable state law (often called “Anti-SLAPP statutes”), or issues of commercial confidentiality, in the manner in which we can proceed against the relevant short seller. You should be aware that in light of the relative freedom to operate that such persons enjoy – oftentimes blogging from outside the U.S. with little or no assets or identity requirements – should we be targeted for such an attack, our stock will likely suffer from a temporary, or possibly long term, decline in market price should the rumors created not be dismissed by market participants.

 

Item 1B. Unresolved Staff Comments.

 

This item is not applicable to us.

 

30

 

 

Item 2. Properties.

 

Kandi had the following granted land use rights as of December 31, 2021:

 

   Area        
Location  (square meters)   Term and Expiration  Certificate No. 
Jinhua New Energy Vehicle Town   58,587   Oct 22, 2020 - Oct 22, 2070  33201931343 
Zhejiang Qiaoxia Industrial Park   5,864   Apr 03, 2001 - Apr 03, 2051  574-26-36 
Zhejiang Qiaoxia Industrial Park   3,851   Jan 21, 2018 - Jan 20, 2068  3310-1414461 

 

All land in China is owned by the government and cannot be sold or transferred by or to any individual or private entity. Instead, the government grants or allocates landholders “land use rights.” There are four methods to acquire land use rights:

 

  ● grant of the right to use land;

 

  ● assignment of the right to use land;

 

  ● lease of the right to use land; or

 

  ● allocated land use rights.

 

In comparison with the western common law concepts, granted land use rights are similar to life estates and allocated land use rights are in some ways similar to leaseholds.

 

Granted land use rights are provided by the Chinese government in exchange for a grant fee and carry the rights to pledge, mortgage, lease, and transfer during the term of the grant. Land is granted for a fixed term, which is generally 70 years for residential use, 50 years for industrial use, and 40 years for commercial or other use. The term is renewable in theory. Granted land must be used for the specific purpose for which it was granted.

 

Allocated land use rights cannot be pledged, mortgaged, leased, or transferred. They are generally provided by the government for an indefinite period (usually to state-owned entities) and can be reclaimed by the government at any time. Allocated land use rights may be converted into granted land use rights upon the payment of a grant fee to the government.

 

Kandi has the following real estate properties:

 

Jinhua City, Zhejiang

 

Zhejiang Kandi Technologies owns the following facilities located in Jinhua New Energy Vehicle Town, Jinhua City, Zhejiang Province, China. The table below lists the primary facilities and the status of each facility as of December 31, 2021:

 

   Area      
Description  (square meters)   Status  
Factories   84,717   Fully operational  
Office   6,195   Fully operational  
Staff quarters   5,643   Fully operational  
Other   83   Fully operational  

 

Yongkang City, Zhejiang

 

Yongkang Scrou owns the following facilities located in Yongkang City, Zhejiang Province, China. The table below lists the primary facilities and the status of each facility:

 

   Area      
Description  (square meters)   Status  
Office   1,237   Fully operational  
Factories   11,054   Fully operational  
Warehouse   341   Fully operational  
Multi-purpose room   480   Fully operational  

 

Haikou City, Hainan

 

In December 2015, the Company signed an investment contract with Haikou State High Technology Industry Development Zone to build up the EV production facility in Haikou City to an annual production of 100,000 EV products. The Hainan facility’s main project including manufacturing plant and office, main manufacturing equipment and facilities has been completed and the project completion acceptance is being processed.

 

31

 

 

Project completion acceptance means the process that related construction unit, contractor and inspection and acceptance committee carry out their inspection and appraisal for the overall project after the project is completed and qualified for trial production. The inspection and appraisal are based on design documents, construction acceptance rules and quality inspection standards approved, in accordance with related procedures and formalities. Project completion acceptance is the last step in the whole process of a project construction, and is also necessary before formal production.

 

Acceptance process mainly includes 1) quality acceptance of buildings organized by government construction regulators; 2) acceptance of fire safety facilities; 3) acceptance of environmental protection technology; and 4) trial production acceptance of production facilities.

 

As of the date of this report, pre-acceptance of the main project of quality supervision, as part of the Project Quality Acceptance of buildings, was completed in March 2022. Pre-acceptance of fire protection has been carried out in March 2022, and right now is undergoing the process. Fire protection expert has provided some suggestion for improvement, and the Company is currently working on the remediation. Environmental Protection Acceptance report, as part of the acceptance of environmental protection technology process, was completed on June 3, 2022. The report is being reviewed by the related examiners from the pre-acceptance expert team. The processing equipment and assembly lines have passed the joint debugging and testing, and related acceptance has been completed.

 

According to the review opinions of the pre-acceptance expert team, the Company has started to take technical improvement measures and arrange necessary funds and prepared to apply formal acceptance to related government authorities once the implementation of various technical measures has completed. Therefore, the expected completion time cannot be determined at present.

 

At present, the relevant department of the government verbally allows small-scale production prior to the completion of acceptance process, so Hainan factory is producing its products in the form of trial production, waiting for the final completion acceptance of the project. However, during the period of completion acceptance, if the local government regulatory authorities no longer allow us to produce, or we are required to stop production, we may be subject to a fine less than RMB 1 million, and our revenue may be adversely affected. Other than that, the Company has no any other risks associated with the Hainan factory.

 

   Area      
Description  (square meters)   Status  
Factories   145,000*  In trial operation  

 

 
* Estimate number based on the planning map provided by Haikou State High Technology Industry Development Zone as the land certificate is in the process of application.

 

Xinyu City, Jiangxi

 

Jiangxi Huiyi owns the following facilities located in Xinyu City, Jiangxi Province, China. The table below lists the primary facilities and the status of each facility:

 

   Area      
Description  (square meters)   Status  
Office   3,482   Fully operational  
Factories   15,795   Fully operational  
Warehouse   6,411   Fully operational  
Staff quarters   6,351   Fully operational  
Canteen   3,197   Fully operational  

 

Item 3. Legal Proceedings.

 

From time to time, the Company is involved in legal matters arising in the ordinary course of business. Except as set forth in Note 25 - COMMITMENTS AND CONTINGENCIES under Item 8 Notes to Consolidated Financial Statements, our management is currently not aware of any legal matters or pending litigation that would have a significant effect on the Company’s results of operation of financial statements. For the detailed discussion of our legal proceedings, please refer to Note 25 - COMMITMENTS AND CONTINGENCIES under Item 8 Notes to Consolidated Financial Statements, which is incorporated by reference herein.

 

Other than the above described legal proceedings, the Company is not aware of any other legal matters in which any director, officer, or any owner of record or beneficial owner of more than five percent of any class of voting securities of the Company, or any affiliate of any such director, officer, affiliate of the Company, or security holder, is a party adverse to the Company or has a material adverse interest to the Company. No provision has been made in the consolidated financial statements for the above contingencies.

 

Item 4. Mine Safety Disclosures.

 

Not applicable.

 

32

 

 

PART II

 

Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.

 

Market Information

 

On January 2, 2014, our common stock began trading on the NASDAQ Global Select Market under the symbol “KNDI”.

 

Holders of Common Stock

 

As of March 10, 2022, there were 28 shareholders of record of our common stock. This does not include all beneficial holders who hold shares through their brokerage accounts.

 

Dividends

 

We have never paid cash dividends on our common stock. Our policy is to retain all earnings, if any, to provide funds for the operation and expansion of our business. We do not anticipate paying cash dividends in the foreseeable future. Any future determination to declare cash dividends will be made at the discretion of our Board, subject to applicable laws, and will depend on our financial condition, results of operations, capital requirements, general business conditions and other factors that our Board may deem relevant.

 

Sales of Unregistered Securities

 

None.

 

Purchases of Equity Securities by the Issuer and Affiliated Purchasers

 

On May 14, 2019, the board of directors had authorized the repurchase of up to $20 million worth of the Company’s common stock in open market transactions or in privately negotiated transactions. As previously disclosed, the Company had repurchased a total of 487,155 common shares at an average stock price of $5.09 per share under the repurchase plan. Such repurchase plan expired on December 31, 2019. On December 16, 2020, the board of directors of the Company approved to retire 487,155 shares of its common stock held in treasury, and the retirement was completed as of December 31, 2020.

 

On December 1, 2021, the board of directors had authorized the repurchase of up to $20 million worth of the Company’s common stock in open market transactions or in privately negotiated transactions. As of December 31, 2021, the Company had repurchased a total of 679,749 common shares at an average stock price of $3.52 per share under the repurchase plan.

 

Securities Authorized for Issuance under Equity Compensation Plans

 

   Equity Compensation Plan Information 
Plan category 

Number of

securities to be

issued upon

exercise of

outstanding

options, warrants

and rights

  

Weighted-average

exercise price of

outstanding

options, warrants

and rights

  

Number of securities

remaining available for

future issuance under

equity compensation

plans (excluding

securities reflected

in column (a))

 
   (a)   (b)   (c) 
Equity compensation plans not approved by security holders   N/A    N/A    N/A 
Equity compensation plans approved by security holders   900,000    9.72    13,029,531 
Totals   900,000    9.72    13,029,531 

 

33

 

 

Item 6. [Reserved]

 

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operation.

 

Overview

 

Kandi Technologies Group, Inc. (“Kandi Technologies) is a Delaware holding company, which is trading on the NASDAQ Global Select Market. As a holding company with no material operations of our own, we conduct a substantial majority of our operations through our wholly-owned subsidiaries established in the People’s Republic of China, or the PRC, including Zhejiang Kandi Technologies Group, Co. Ltd. (“Zhejiang Kandi Technologies”) and U.S. wholly-owned subsidiaries SC Autosports, LLC (“SC Autosports”) and their subsidiaries.

 

Originally, our primary business operations consist of designing, developing, manufacturing and commercializing electric vehicle (“EV”) products and EV parts. However, in recent years, some EV enterprises in China are seizing market share at the cost of huge losses. We gradually realized that the EV market of China has not reached a healthy and orderly development stage. Therefore, with our financial condition, it is unwise to participate in this “loss competition” at this stage. We always firmly believe that only with the maturity of changing-battery-model can EV be truly popularized. Since we have advanced EV intelligent battery swap equipment, manufacturing capacity of EV with intelligent battery swap mode and dozens of patented technologies in battery swap, we will continue to improve and perfect in the field of online car hailing with battery swap mode, and will make full efforts when the EV market of China enters a healthy and orderly development stage. Now with the global trend of “fuel to electrification” of off-road vehicles becoming more and more obvious and the market demand is huge, in 2022, we will apply EV technology to off-road vehicle products and launch a variety of pure electric UTV, NEV, Golf carts and off-road crossover vehicles. We will fully enter the off-road vehicle market utilizing the high-end technology that accumulated by Kandi in the field of EVs over the past years, and strive to achieve a leading position in this field in China within three years.

 

For the year ended December 31, 2021, we recognized total revenue of $91,486,384 as compared to $76,920,513 for the same period of 2020, an increase of $14,565,871 or 18.9%. For the year ended December 31, 2021, we recorded $16,247,862 of gross profit, an increase of 20.5% from the same period of 2020. Gross margin for the year ended December 31, 2021, was 17.8%, compared to 17.5% for the same period of 2020. We recorded a net income of $22,863,798 for the year ended December 31, 2020, compared to a net loss of $10,394,164 in the same period of 2020, an increase in income of $33,257,962 or 320.0%.

 

34

 

 

Despite the challenges posed by COVID-19 around the world overall, we were still productive during the year ended December 31, 2021. Most importantly, after a lengthy process of preparation, the “300,000 government-accredited pure EV within 5 years rideshare” program - of which Kandi was a co-founder - has begun its trial. Our commitment for this project is to provide EV products with battery swap mode (through Kandi Hainan) and battery swap system (through Kandi Smart Battery Swap) according to the project progress of Zhejiang Ruiheng Technology Co., Ltd (“Ruiheng”) (the operating company). Our first step is to plan gradual delivery of 1,000 EVs to the city of Haikou in Hainan province and 2,500 EVs to the city of Shaoxing in Zhejiang province. Currently, 73 EVs has been delivered in Haikou and 109 EVs has been delivered in Shaoxing. The smart battery swap system developed by Kandi Smart Battery Swap is composed of eight modules: (1) Battery swap system to search and swap battery automatically. (2) Vehicle positioning system to eliminate deviations and pinpoint location of vehicles, to adjust positioning parameter setting based on the vehicle models and to provide battery swap service for a variety of vehicles. (3) Electronic control management system to achieve automatic control through the sensor information collection. (4) Battery capacity management system to pinpoint the empty and fully charged batteries. (5) User interaction system for one-click operation and automatic billing. (6) Battery charging management system to regulate the whole charging process. (7) Data push system to facilitate user to swap battery through the data pushing technology. (8) Video monitoring system to ensure the safety of the battery swap process through the real-time monitoring system. The smart battery swap system has six advantages: (1) One-click battery swap. The battery swap process is completely automatic and requires no involvement of a professional. (2) High efficiency. Battery swap is completed in 90 seconds which is even faster than refueling. (3) Automatic billing. Battery swap can calculate the cost automatically based on the difference in battery capacity between the batteries swapped. (4) Real-time monitoring, through which the administrator can identify the current state and condition of the system. (5) Charging at constant temperature, which can effectively extend battery life and reduce fire risk. It can also be used as an energy storage device to balance the “peak cut” in the urban electric grid. (6) Land saving. Battery swap facilities merely occupy an area of around 50 square meters. Now as the Chinese government is strongly promoting the battery swap mode, we have strong confidence in this product. However, if a more advanced mode appears, our products also have the potential risk of being replaced. All the EVs delivered for the program include our battery swap feature. At present, Ruiheng, a company jointly established by Zhejiang Kandi Technologies, has negotiated with more than ten third-tier cities about the cooperation of launching the program of online car hailing based on the battery swap mode, which is originally expected to gradually start launching in these cities during second half of 2021. Based on the persisting COVID-19 situation and the fact that the EV market of China has not entered a healthy and orderly development stage, the entire plan may also have the potential risk to be delayed.

 

On February 18, 2021, Zhejiang Kandi Technologies signed an Equity Transfer Agreement with Geely to transfer all of its remaining 22% equity interests in Fengsheng Automotive Technology Group Co., Ltd. (“Fengsheng”, formerly known as Zhejiang Kandi Electric Vehicles Co., Ltd. and defined as the “JV Company”) to Geely for a total consideration of RMB 308 million (approximately $48 million). Zhejiang Provincial Administration for Market Regulation recorded the update of the ownership of Fengsheng on March 9, 2021. On March 16, 2021, the Company received the first half of the equity transfer payment of RMB 154,000,000 (approximately $24 million). On September 10, 2021, the Company received the second half of the equity transfer payment of RMB 154,000,000 (approximately $24 million). By exiting the Fengsheng partnership, Fengsheng is no longer our affiliate company and therefore Kandi is no longer bound by the associated non-compete provisions. Kandi is now free to pursue the development in electric vehicle territory based on its own needs and the market conditions. 

 

35

 

 

Results of Operations

 

Comparison of Years Ended December 31, 2021 and 2020

 

The following table sets forth the amounts and percentage to revenue of certain items in our condensed consolidated statements of operations and comprehensive income (loss) for the years ended December 31, 2021 and 2020:

 

   Years Ended 
   December 31,
2021		   % of
Revenue		   December 31,
2020		   % of
Revenue		   Change in
Amount		   Change in % 
REVENUES FROM UNRELATED PARTIES, NET  $91,484,792    100.0%  $76,176,609    99.0%  $15,308,183    20.1%
REVENUES FROM THE AFFILIATE COMPANY AND RELATED PARTIES, NET   1,592    0.0%   743,904    1.0%   (742,312)   (99.8%)
                               
REVENUES, NET   91,486,384    100.0%   76,920,513    100.0%   14,565,871    18.9%
                               
COST OF GOODS SOLD   (75,238,522)   (82.2%)   (63,432,580)   (82.5%)   (11,805,942)   18.6%
                               
GROSS PROFIT   16,247,862    17.8%   13,487,933    17.5%   2,759,929    20.5%
                               
OPERATING INCOME (EXPENSE):                              
Research and development   (38,971,986)   (42.6%)   (7,246,312)   (9.4%)   (31,725,674)   437.8%
Selling and marketing   (4,736,000)   (5.2%)   (6,619,355)   (8.6%)   1,883,355    (28.5%)
General and administrative   (19,605,468)   (21.4%)   (13,042,103)   (17.0%)   (6,563,365)   50.3%
Gain on disposal of long-lived assets   48,401,797    52.9%   14,174,233    18.4%   34,227,564    241.5%
TOTAL OPERATING EXPENSE   (14,911,657)   (16.3%)   (12,733,537)   (16.6%)   (2,178,120)   17.1%
                               
INCOME FROM OPERATIONS   1,336,205    1.5%   754,396    1.0%   581,809    77.1%
                               
OTHER INCOME (EXPENSE):                              
Interest income   4,208,751    4.6%   2,190,678    2.8%   2,018,073    92.1%
Interest expense   (407,620)   (0.4%)   (3,750,233)   (4.9%)   3,342,613    (89.1%)
Change in fair value of contingent consideration   2,834,000    3.1%   (565,000)   (0.7%)   3,399,000    (601.6%)
Government grants   1,233,192    1.3%   1,130,262    1.5%   102,930    9.1%
Gain from sale of equity in the Affiliate Company   17,788,351    19.4%   -    0.0%   17,788,351    - 
Share of loss after tax of the Affiliate Company   (2,592,334)   (2.8%)   (17,252,662)   (22.4%)   14,660,328    (85.0%)
Other income, net   4,809,743    5.3%   2,051,226    2.7%   2,758,517    134.5%
TOTAL OTHER INCOME (EXPENSE), NET   27,874,083    30.5%   (16,195,729)   (21.1%)   44,069,812    (272.1%)
                               
INCOME (LOSS) BEFORE INCOME TAXES   29,210,288    31.9%   (15,441,333)   (20.1%)   44,651,621    (289.2%)
                               
INCOME TAX (EXPENSE) BENEFIT   (6,346,490)   (6.9%)   5,047,169    6.6%   (11,393,659)   (225.7%)
                               
NET INCOME (LOSS)   22,863,798    25.0%   (10,394,164)   (13.5%)   33,257,962    (320.0%)

 

36

 

 

Revenues

 

For the year ended December 31, 2021, Zhejiang Kandi Technologies, its subsidiaries and SC Autosports’ had net revenues of $91,486,384 compared to net revenues of $76,920,513 for the year ended December 31, 2020, representing an increase of $14,565,871, or 18.9%, from 2020. The increase in revenue was mainly due to the increase in Electric Scooters, Electric Self-Balancing Scooters and associated parts sales.

 

The following table summarizes our net revenues by product types for the years ended December 31, 2021 and 2020:

 

   Year Ended
December 31,		 
   2021   2020 
   Sales   Sales 
EV parts  $25,348,003   $40,645,696 
EV products   1,478,566    684,525 
Off-road vehicles   29,336,693    29,824,323 
Electric Scooters, Electric Self-Balancing Scooters and associated parts   30,018,290    5,765,969 
Battery exchange equipment and Battery exchange service   785,183    - 
Lithium-ion cells   4,519,649    - 
Total  $91,486,384   $76,920,513 

 

EV Parts

 

During the year ended December 31, 2021, Zhejiang Kandi Technologies, its subsidiaries and SC Autosports’ revenue from the sale of EV parts was $25,348,003, representing a decrease of $15,297,693 or 37.6% from $40,645,696 for the year ended December 31, 2020.

 

Zhejiang Kandi Technologies, its subsidiaries and SC Autosports’ revenue for the year ended December 31, 2021 primarily consisted of revenue from the sales of battery packs, body parts, EV controllers, air conditioning units and other auto parts for use in the manufacturing of EV products. These sales accounted for 27.7% of total sales.

 

EV Products

 

During the year ended December 31, 2021, Zhejiang Kandi Technologies, its subsidiaries and SC Autosports’ revenue from the sale of EV Products was $1,478,566, representing an increase of $794,041 or 116.0% from $684,525 for the year ended December 31, 2020. The increase was largely due to we delivered EV Products to the Online Ride-Hailing Project.

 

Off-Road Vehicles

 

During the year ended December 31, 2021, Zhejiang Kandi Technologies, its subsidiaries and SC Autosports’ revenues from the sale of off-road vehicles including go-karts, ATVs, and others, were $29,336,693, representing a decrease of $487,630 or 1.6% from $29,824,323 for the year ended December 31, 2020.

 

Zhejiang Kandi Technologies, its subsidiaries and SC Autosports’ off-road vehicles business line accounted for approximately 32.1% of our total net revenue for the year ended December 31, 2021.

 

Electric Scooters, Electric Self-Balancing Scooters and associated parts

 

During the year ended December 31, 2021, Zhejiang Kandi Technologies and its subsidiaries’ revenue from the sale of Electric Scooters and Electric Self-Balancing Scooters was $30,018,290, representing an increase of $24,252,321 or 420.6% from $5,765,969 for the year ended December 31, 2020. The increase was mainly due to the company’s expansion in the intelligent transportation market.

 

37

 

 

Battery exchange equipment and Battery exchange service

 

During the year ended December 31, 2021, Zhejiang Kandi Technologies and its subsidiaries’ revenue from the sale of Battery exchange equipment and Battery exchange service was $785,183, there was no such sales for the same period of 2020.

 

Lithium-ion cells

 

During the year ended December 31, 2021, Zhejiang Kandi Technologies and its subsidiaries’ revenue from the sale of Lithium-ion cells was $ 4,519,649, there was no such sales for the same period of 2020.

 

The following table shows the breakdown of our net revenues:

 

   Year Ended
December 31,		 
   2021   2020 
    Sales Revenue    Sales Revenue 
Primary geographical markets          
Overseas  $32,669,996   $29,394,148 
China   58,816,388    47,526,365 
Total  $91,486,384   $76,920,513 
           
Major products          
EV parts  $25,348,003   $40,645,696 
EV products   1,478,566    684,525 
Off-road vehicles   29,336,693    29,824,323 
Electric Scooters, Electric Self-Balancing Scooters and associated parts   30,018,290    5,765,969 
Battery exchange equipment and Battery exchange service   785,183    - 
Lithium-ion cells   4,519,649    - 
Total  $91,486,384   $76,920,513 
           
Timing of revenue recognition          
Products transferred at a point in time  $91,486,384   $76,920,513 
Total  $91,486,384   $76,920,513 

 

Cost of Goods Sold

 

Cost of goods sold for the year ended December 31, 2021 was $75,238,522, representing an increase of $11,805,942, or 18.6%, from $63,432,580 for the year ended December 31, 2020. The increase of cost of goods sold compare to 2020 was primarily due to the corresponding increase in sales. Please refer to the Gross Profit section below for product margin analysis.

 

38

 

 

Gross Profit

 

Our operating entities’ margins by product for the past two years are as set forth below:

 

   Year Ended December 31, 
   2021   2020 
   Sales   Cost   Gross
Profit		   Margin
%		   Sales   Cost   Gross
Profit		   Margin
%		 
EV parts  $25,348,003    20,946,477    4,401,526    17.4%  $40,645,696    35,330,464    5,315,232    13.1%
EV products   1,478,566    1,304,281    174,285    11.8%   684,525    557,203    127,322    18.6%
Off-road vehicles   29,336,693    23,540,090    5,796,603    19.8%   29,824,323    22,357,413    7,466,910    25.0%
Electric Scooters, Electric Self-Balancing Scooters and associated parts   30,018,290    24,719,371    5,298,919    17.7%   5,765,969    5,187,500    578,469    10.0%
Battery exchange equipment and Battery exchange service   785,183    696,343    88,840    11.3%   -    -    -    - 
Lithium-ion cells   4,519,649    4,031,960    487,689    10.8%   -    -    -    - 
Total  $91,486,384    75,238,522    16,247,862    17.8%  $76,920,513    63,432,580    13,487,933    17.5%

 

Gross profit for the year ended December 31, 2021 was $16,247,862, as compared to $13,487,933 for the year ended December 31, 2020, representing an increase of $2,759,929 or 20.5% from 2020. The increases were primarily attributable to the increased sales in 2021 as compared to that in 2020. Our gross margin for the year ended December 31, 2021, was 17.8%, compared to 17.5% for the year ended December 31, 2020. The increase in our gross margin was mainly due to a higher concentration of sales generated from the product line of Electric Scooters, Electric Self-Balancing Scooters and associated parts which has a higher gross margin compared to other product lines. The sales generated from the product line of Electric Scooters, Electric Self-Balancing Scooters and associated parts was immaterial in the same period of 2020.

 

Research and Development

 

Research and development expenses, including materials, labor, equipment depreciation, design, testing, inspection, and other related expenses totaled $38,971,986 for the year ended December 31, 2021, compared to $7,246,312 for the year ended December 31, 2020, representing an increase of $31,725,674, or 437.8%, from 2020. The increase was mainly due to the Company’s R & D expenditure in fiscal year of 2021 for new products.

 

Sales and Marketing

 

Selling and distribution expenses were $4,736,000 for the year ended December 31, 2021, compared to $6,619,355 for the year ended December 31, 2020, representing a decrease of $1,883,355, or 28.5% from 2020. This decrease compared to 2020 was primarily attributable to the fact that there were more marketing campaign for promoting the launch of electric vehicles in the US market back in the year during fiscal year 2020.

 

General and Administrative Expenses

 

General and administrative expenses were $19,605,468 for the year ended December 31, 2021, compared to $13,042,103 for the year ended December 31, 2020, representing an increase of $6,563,365 or 50.3% from 2020. For the year ended December 31, 2021, general and administrative expenses included $1,484,576 as expenses for common stock awards and stock options to employees and Board members, compared to $902,666 for the years ended December 31 2020. Excluding stock compensation expenses, our net general and administrative expenses for the year ended December 31, 2021 were $18,120,892, an increase of $5,981,455, or 49.3%, compared to $12,139,437 for the year ended December 31, 2020. The increase compared to 2020 was largely due to the increase in need for professional services and other administrative activities

 

39

 

 

Gain on disposal of long-lived assets

 

Gain on disposal of long-lived assets was $48,401,797 for the year ended December 31, 2021, compared to $14,174,233 for the year ended December 31, 2020, which was related to the real estate repurchase agreement of our Jinhua Facility’s relocation. In June 2020, 73,333 square meters of land use right was transferred to the local government, and the related gain was recognized in the second quarter of 2020. The Company’s Jinhua facility moved out of the old location and completed the relocation process in April 2021. The relevant Economic Zone authorities inspected the vacated land and determined that it met all stipulated conditions. The remaining related gain on disposal of long-live asset was recognized in the second quarter of 2021.

 

Interest Income

 

Interest income was $4,208,751 for the year ended December 31, 2021, compared to $2,190,678 for the year ended December 31, 2020, representing an increase of $2,018,073, or 92.1% from 2020. The increase as compared to 2020 was primarily attributable to the increased interest earned on bank deposit.

 

Interest Expense

 

Interest expense was $407,620 for the year ended December 31, 2021, compared to $3,750,233 for the year ended December 31, 2020, representing a decrease of $3,342,613, or 89.1% from 2020. The decrease compared to 2020 was primarily due to the interest expenses related to short-term and long-term debt of the PRC subsidiaries in the same period of last year, which has been paid off as of the end of 2020.

 

Change in fair value of contingent consideration

 

For the year ended December 31, 2021, the gain related to changes in the fair value of contingent consideration was $2,834,000, representing an increase of $3,399,000 or 601.6% compared to the loss related to changes in the fair value of contingent consideration of $565,000 for the year ended December 31, 2020, which was mainly due to the adjustment of the fair value of the contingent consideration liability associated with remaining shares of restrictive common stock. (Please refer to NOTE 20 – CONTINGENT CONSIDERATION LIABILITY). The fair value of the contingent consideration liability was estimated at each reporting date by using the Monte Carlo simulation method, which took into account all possible scenarios.

 

Government Grants

 

Government grants totaled $1,233,192 for the year ended December 31, 2021, compared to $1,130,262 for the year ended December 31, 2020, representing an increase of $102,930, or 9.1% from 2020, which was comparable.

 

Gain from sale of equity in the Affiliate Company

 

Gain from equity sale was $17,788,351 for the year ended December 31, 2021, which was due to the Affiliate Equity Transfer. On February 18, 2021, Zhejiang Kandi Technologies signed an Equity Transfer Agreement with Geely to transfer all of its remaining 22% equity interests in the Affiliate Company to Geely for a total consideration of RMB 308 million (approximately $48 million). Zhejiang Provincial Administration for Market Regulation recorded the update of the ownership of Fengsheng on March 9, 2021. On March 16, 2021, the Company received the first half of the equity transfer payment of RMB 154,000,000 (approximately $24 million). As of March 9, 2021, the equity transfer had been completed. Therefore, in the first quarter of 2021, the Company has recognized the gain from equity sale. On September 10, 2021, the Company received the second half of the equity transfer payment of RMB 154,000,000 (approximately $24 million).

 

Share of Loss after Tax of the Affiliate Company

 

For the year ended December 31, 2021, our share of loss of the Affiliate Company was $2,592,334 as compared to share of loss of $17,252,662 for the same period of last year. On February 18, 2021, Zhejiang Kandi Technologies signed an Equity Transfer Agreement with Geely to transfer all of its remaining 22% equity interests in the Affiliate Company to Geely for a total consideration of RMB 308 million (approximately $48 million). Zhejiang Provincial Administration for Market Regulation recorded the update of the ownership of Fengsheng on March 9, 2021. On March 16, 2021, the Company received the first half of the equity transfer payment of RMB 154,000,000 (approximately $24 million). As of March 9, 2021, the equity transfer had been completed. On September 10, 2021, the Company received the second half of the equity transfer payment of RMB 154,000,000 (approximately $24 million).

 

40

 

 

Other Income, Net

 

Net other income was $4,809,743 for the year ended December 31, 2021, compared to net other income of $2,051,226 for the year ended December 31, 2020, representing an increase of $2,758,517 or 134.5% from 2020, which was largely due to the increased discount of accounts payable after negotiation with supplier compared with same period of last year.

 

Income Taxes

 

In accordance with the relevant Chinese tax laws and regulations, our applicable corporate income tax rate is 25%. However, Zhejiang Kandi Technologies, Kandi Smart Battery Swap, Kandi Hainan and Jiangxi Huiyi are qualified as high technology companies in China and are therefore entitled to a reduced corporate income tax rate of 15%.

 

Each of our wholly-owned subsidiaries, Kandi New Energy, Yongkang Scrou and China Battery Exchange and its subsidiaries has an applicable corporate income tax rate of 25%.

 

Our actual effective income tax rate for 2021 was a tax expense of 21.73% on a reported income before taxes of approximately $29.2 million, compared to a tax benefit of 32.69% on a reported loss before taxes of approximately $15.4 million for 2020.

 

Net Income (Loss)

 

We recorded net income of $22,863,798 for the year ended December 31, 2021, compared to net loss of $10,394,164 for the year ended December 31, 2020, an increase of income of $33,257,962 or 320.0% from the year ended December 31, 2020. The increase was primarily attributable to $48 million gain on disposal of long-live asset recognized in the second quarter of 2021, compared to $14 million gain on disposal of long-live asset in the same period of last year, which was related to the real estate repurchase agreement of our Jinhua Facility’s relocation.

 

LIQUIDITY AND CAPITAL RESOURCES

 

Cash Flow

 

   Years Ended 
   December 31,
2021		   December 31,
2020		 
CASH FLOWS FROM OPERATING ACTIVITIES:          
Net cash provided by (used in) operating activities  $241,689   $(50,883,252)
Net cash provided by investing activities  $22,209,904   $51,151,450 
Net cash provided by financing activities  $747,929   $126,446,358 
NET INCREASE IN CASH AND CASH EQUIVALENTS AND RESTRICTED CASH  $23,199,522   $126,714,556 
Effect of exchange rate changes  $2,955,850   $(706,556)
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH AT BEGINNING OF YEAR  $142,520,635   $16,512,635 
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH AT END OF PERIOD  $168,676,007   $142,520,635 

 

For the year ended December 31, 2021, cash provided by operating activities was $241,689, as compared to cash used in operating activities was $50,883,252 for the year ended December 31, 2020. Our operating cash inflows include cash received primarily from sales of our EV parts off-road vehicles and electric Scooters, electric self-balancing scooters and associated parts. These cash inflows are offset largely by cash paid primarily to our suppliers for production materials and parts used in our manufacturing process, operation expenses, employee compensation, and interest expenses of our financings. The major operating activities that provided cash for the year ended December 31, 2021 were a decrease of advances to supplier and prepayments and prepaid expenses of $27,786,143. The major operating activity that used cash for year ended December 31, 2021 was an increase of inventories of $7,522,761.

 

41

 

 

For the year ended December 31, 2021, cash provided by investing activities was $22,209,904, as compared to cash provided by investing activities of $51,151,450 for the year ended December 31, 2020. The major investing activities that provided cash for the year ended December 31, 2021 were an increase of cash received from equity sale in the Affiliate Company of $47,752,678 and an increase of repayments of loan to third party of $31,783,439. The major investing activities that used cash for the year ended December 31, 2021 were an increase of certificate of deposit of $54,264,407.

 

For the year ended December 31, 2021, cash provided by financing activities was $747,929, as compared to cash provided by financing activities of $126,446,358 for the year ended December 31, 2020. The major financing activities that provided cash for the year ended December 31, 2021 were proceeds from long-term bank loans of $2,210,589. The major financing activities that used cash for year ended December 31, 2021 were purchase of treasury stock of $2,412,660.

 

Working Capital

 

We had working capital of $278,445,446 as of December 31, 2021, which reflects an increase of $55,127,295 from a working capital of $223,318,151 as of December 31, 2020.

 

On March 10, 2020, a real estate repurchase agreement (the “Repurchase Agreement”) was entered into by and between Zhejiang Kandi Technologies and Jinhua Economic and Technological Development Zone pursuant to which the local government shall purchase the land use right over the land of 66 acres (400 mu, 265,029 square meters) that is owned by Zhejiang Kandi Technologies for RMB 525 million ($83 million). Payments to Zhejiang Kandi Technologies shall be made in three installments as the Company disclosed in a Current Report on Form 8-K filed with the SEC on March 9, 2020. In addition, if Zhejiang Kandi Technologies achieves certain milestones that contribute to local economic development, the Company will be eligible for tax rebates that could total up to RMB 500 million ($79 million) over the next eight years. On May 22, 2020, the Company received the first payment of RMB 244 million (approximately $38 million) under the Repurchase Agreement. On July 9, 2020, the Company received the second payment of RMB 119 million (approximately $19 million) under the Repurchase Agreement. By the end of March 2021, the Company finished relocating production and offices to the new industrial park and vacated the old factory property. In early April, the relevant Economic Zone authorities inspected the vacated land and determined that it met all stipulated conditions. On May 20, 2021, the Company received the final portion of repurchase payment of RMB 150 million (approximately $24 million) under the Repurchase Agreement. In addition, there was RMB 12 million (approximately $2 million) reward for moving out of the old location has been submitted to the government for approval and will be collected after the approval.

 

On February 18, 2021, Zhejiang Kandi Technologies signed an Equity Transfer Agreement with Geely to transfer all of its remaining 22% equity interests in the Affiliate Company to Geely for a total consideration of RMB 308 million (approximately $48 million). On March 16, 2021, the Company received the first half of the equity transfer payment of RMB 154,000,000 (approximately $24 million). On September 10, 2021, the Company received the second half of the equity transfer payment of RMB 154,000,000 (approximately $24 million).

 

Contractual Obligations and Off-balance Sheet Arrangements

 

Guarantees and pledged collateral for third party bank loans

 

For the discussion of guarantees for bank loans, please refer to Note 25 - COMMITMENTS AND CONTINGENCIES under Item 8 Notes to Consolidated Financial Statements.

 

Critical Accounting Policies and Related Estimates That Could Have a Material Effect on Our Consolidated Financial Statements

 

This section should be read together with the Summary of Significant Accounting Policies in the attached consolidated financial statements included in this Annual Report.

 

42

 

 

Estimates affecting accounts receivable and inventories

 

The preparation of our consolidated financial statements requires management to make estimates and assumptions that affect our reporting of assets and liabilities (and contingent assets and liabilities). These estimates are particularly significant where they affect the reported net realizable value of our accounts receivable and inventories.

 

Accounts receivable are recognized and carried at net realizable value. An allowance for doubtful accounts is recorded for periods in which the Company determines a loss is probable, based on its assessment of specific factors, such as troubled collections, historical experience, accounts aging, ongoing business relations and other factors. Accounts are written off after exhaustive collection efforts. If accounts receivable are to be provided for, or written off, they are recognized in the consolidated statement of operations within the operating expenses line item. If accounts receivable previously written off is recovered in a later period or when facts subsequently become available to indicate that the amount provided as an allowance for doubtful accounts was incorrect, an adjustment is made to restate allowance for doubtful accounts.

 

As of December 31, 2021 and December 31, 2020, credit terms with the Company’s customers were typically 60 to 180 days after delivery. Besides, the Company has a credit term with Fengsheng, a former affiliate of the Company which it disposed the ownership of Fengsheng in March 2021, that allows Fengsheng to repay the receivable amount when it receives the subsidy from the government. As of December 31, 2021 and 2020, the Company had a $3,053,277 and $110,269 allowance for doubtful accounts, as per the Company management’s judgment based on their best knowledge. The Company conducts quarterly assessments of the state of the Company’s outstanding receivables and reserves any allowance for doubtful accounts if it becomes necessary

 

Inventories are stated at the lower of cost or net realizable value (market value). The cost of raw materials is determined on the basis of weighted average. The cost of finished goods is determined on the basis of weighted average and comprises direct materials, direct labor and an appropriate proportion of overhead. Net realizable value is based on estimated selling prices less selling expenses and any further costs expected to be incurred for completion. Adjustments to reduce the cost of inventory to net realizable value are made, if required, for estimated excess, obsolescence, or impaired balances.

 

Although we believe that there is little likelihood that actual results will differ materially from our current estimates, if customer demands for our products decreases significantly in the near future, or if the financial condition of our customers deteriorates in the near future, we could realize significant write downs for slow-moving inventories or uncollectible accounts receivable.

 

Policy affecting recognition of revenue

 

Our revenue recognition policy plays a key role in our consolidated financial statements.

 

The Company adopted ASC Topic 606 Revenue from Contracts with Customers with a date of the initial application of January 1, 2018 using the modified retrospective method. The impact of the adoption of ASC Topic 606 on the Company’s consolidated financial statements is not material.

 

The Company recognizes revenue when goods or services are transferred to customers in an amount that reflects the consideration which it expects to receive in exchange for those goods or services. In determining when and how revenue is recognized from contracts with customers, the Company performs the following five-step analysis: (i) identification of contract with customer; (ii) determination of performance obligations; (iii) measurement of the transaction price; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation.

 

The Company generates revenue through EV parts and off-road vehicles. The revenue is recognized at a point in time once the Company has determined that the customer has obtained control over the product. Control is typically deemed to have been transferred to the customer when the performance obligation is fulfilled, usually at the time of delivery, at the net sales price (transaction price). Revenue is recognized net of any taxes collected from customers, which are subsequently remitted to governmental authorities. Shipping and handling costs for product shipments occur prior to the customer obtaining control of the goods are accounted for as fulfillment costs rather than separate performance obligations and recorded as sales and marketing expenses.

 

43

 

 

Estimate affecting impairment of long-lived assets

 

The Company periodically evaluates the carrying value of long-lived assets to be held and used, including intangible assets subject to amortization, when events and circumstances warrant such a review, pursuant to the guidelines established in Statement of Financial Accounting Standards (“SFAS”) No. 144 (now known as “ASC 360”). The carrying value of a long-lived asset is considered impaired when the anticipated undiscounted cash flow from such asset is separately identifiable and is less than its carrying value. In that event, a loss is recognized based on the amount by which the carrying value exceeds the fair market value of the long-lived asset. Fair market value is determined primarily using the anticipated cash flows discounted at a rate commensurate with the risk involved. Losses on long-lived assets to be disposed of are determined in a similar manner, except that fair market values are reduced for disposal costs.

 

The Company recognized no impairment loss for years ended December 31, 2021 and 2020.

 

Estimate affecting contingent consideration liability

 

The Company recorded contingent consideration liability of the estimated fair value of the contingent consideration the Company currently expects to pay to the Jiangxi Huiyi’ former members upon the achievement of certain milestones. The fair value of the contingent consideration liability associated with remaining shares of restrictive common stock was estimated by using the Monte Carlo simulation method, which took into account all possible scenarios. This fair value measurement is classified as Level 3 within the fair value hierarchy prescribed by ASC Topic 820, Fair Value Measurement and Disclosures. In accordance with ASC Topic 805, Business Combinations, the Company will re-measure this liability each reporting period and record changes in the fair value through a separate line item within the Company’s Consolidated Statements of Operations and Comprehensive Income (Loss).

 

As of December 31, 2021 and December 31, 2020, the Company’s contingent consideration liability was $ 7,812,000 and $3,743,000, respectively.

 

Policy affecting options, warrants and convertible notes

 

Our stock option cost is recorded in accordance with ASC 718 and ASC 505. The fair value of stock options is estimated using the Black-Scholes-Merton model. Our expected volatility assumption is based on the historical volatility of our stock. The expected life assumption is primarily based on the expiration date of the option. The risk-free interest rate for the expected term of the option is based on the U.S. Treasury yield curve in effect at the time of grant. Stock option expense recognition is based on awards expected to vest. There were no estimated forfeitures. ASC standards require forfeitures to be estimated at the time of grant and revised in subsequent periods, if necessary, if actual forfeitures differ from those estimates.

 

The stock-based option expenses for the years ended December 31, 2021 and 2020 were $0. There were no forfeitures estimated during the reporting period.

 

Our warrant costs are recorded in liabilities and equities, respectively, in accordance with ASC 480, ASC 505 and ASC 815. The fair value of a warrant, which is classified as a liability, is estimated using the Binomial Tree model and the lattice valuation model. Our expected volatility assumption is based on the historical volatility of our common stock. The expected life assumption is primarily based on the expiration date of the warrant. The risk-free interest rate for the expected term of the warrant is based on the U.S. Treasury yield curve in effect at the time of measurement. Our warrants, which are freestanding derivatives classified as liabilities on the balance sheet, are measured at fair value on each reporting date, with decreases in fair value recognized in earnings and increases in fair values recognized in expenses.

 

The fair value of equity-based warrants, which is not considered derivatives under ASC 815, is estimated using the Black-Scholes -Merton model. Our expected volatility assumption is based on the historical volatility of our common stock. The expected life assumption is primarily based on the expiration date of the warrant. The risk-free interest rate for the expected term of the option is based on the U.S. Treasury yield curve in effect at the time of grant.

 

In accordance with ASC 815, the conversion feature of the convertible notes is separated from the debt instrument and accounted for separately as a derivative instrument. On the date the convertible notes are issued, the conversion feature is recorded as a liability at its fair value, and future decreases in fair value are recognized in earnings while increases in fair values are recognized in expenses. We used the Black-Scholes -Merton option-pricing model to obtain the fair value of the conversion feature. The expected volatility assumption is based on the historical volatility of our common stock. The expected life assumption is primarily based on the expiration date of the conversion features. The risk-free interest rate for the expected term of the conversion features is based on the U.S. Treasury yield curve in effect at the time of measurement.

 

U.S. Corporate Income Tax

 

Based on Financial Accounting Standards Board (“FASB”) staff Q&A Topic 740, No. 5, Accounting for Global Intangible Low-Taxed Income (GILTI), the FASB staff noted that the Company must make an accounting policy election to either (1) recognize taxes due on future U.S. inclusions in taxable income related to GILTI as a current-period expense when incurred (the “period cost method”) or (2) factor such amount into the Company’s measure of its deferred taxes (the “deferred method”). The Company elected to treat GILTI as a current-period expense when incurred.

 

Item 7A. Quantitative and Qualitative Disclosures About Market Risk.

 

This item is not applicable to us.

 

44

 

 

Item 8. Financial Statements and Supplementary Data.

 

KANDI TECHNOLOGIES GROUP, INC.

 

AND SUBSIDIARIES

 

CONSOLIDATED FINANCIAL STATEMENTS

 

FOR THE YEARS ENDED

 

DECEMBER 31, 2021 AND 2020

 

KANDI TECHNOLOGIES GROUP, INC. AND SUBSIDIARIES

 

CONTENTS

 

REPORTS OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM - Marcum Bernstein & Pinchuk LLP and Paris, Kreit & Chiu CPA LLP   F-2
     
CONSOLIDATED BALANCE SHEETS AS OF DECEMBER 31, 2021 AND 2020   F-5
     
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020   F-6
     
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020   F-7
     
CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020   F-8
     
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020   F-9

 

F-1

 

 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

 

Board of Directors and Shareholders

Kandi Technologies Group, Inc.

 

Opinion on the Financial Statements and Internal Control Over Financial Reporting

 

We have audited the accompanying balance sheet of Kandi Technologies Group, Inc. (the “Company”) as of December 31, 2021, and the related consolidated statements of operations and comprehensive income, changes in stockholders’ equity, and cash flows for the year then ended, and the related notes (collectively referred to as the “financial statements”). We also have audited the Company’s internal control over financial reporting as of December 31, 2021, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

 

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2021, and the results of its operations and its cash flows for the year then ended in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2021, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

 

Basis for Opinion

 

The Company’s management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Annual Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the entity’s consolidated financial statements and an opinion on the entity’s internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.

 

Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that responds to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.

 

Definition and Limitations of Internal Control Over Financial Reporting

 

An entity’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the United States of America. An entity’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the entity; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with accounting principles generally accepted in the United States of America, and that receipts and expenditures of the entity are being made only in accordance with authorizations of management and directors of the entity; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the entity’s assets that could have a material effect on the financial statements.

 

F-2

 

 

Paris, Kreit & Chiu CPA LLP

 

 

 

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

 

Critical Audit Matters

 

The critical audit matters communicated below are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

 

Inventory Valuation

 

As stated in Note 6 to the consolidated financial statements, inventories are valued at lower of cost or net realizable value. Cost is computed using actual cost for electric vehicle parts and the weighted average basis for other products. Management periodically evaluates the carrying value of inventories in relation to the forecasts of product demand, which takes into consideration the age of inventories and product cycles. Management records inventory write-downs for excess or obsolete inventories based upon assumptions that their carrying value exceeds the net amount realizable upon the ultimate sale of the inventory.

 

Our procedures related to management’s estimates used to write-down obsolete inventories include the following: (1) We tested the effectiveness of internal controls over management’s inventory valuation method, including those over management’s development and approval of product cycles. (2) We evaluated management’s estimates of inventory obsolescence by comparing actual results to management’s historical estimates. (3) We selected a sample of inventories and verified that the cost of inventories was supported by current information. (4) We tested the mathematical accuracy of management’s estimates.

 

Valuation of Intangible Assets in the Jiangxi Huiyi Acquisition

 

As stated in Note 27 to the consolidated financial statements, the Company completed the acquisition of Jiangxi Huiyi for consideration of $18,452,767, including $7,806,767 of cash payment and 10,646,000 of contingent consideration, and the transaction was accounted for as a business combination. The acquired intangible assets included $10,773,338 for developed and developing technology and $5,682,051 for goodwill.

 

Intangible assets acquired are valued at appraised value and amortized over their estimated useful lives. Goodwill is measured as the excess of consideration transferred over the net of the acquisition date fair values of the assets acquired and the liabilities assumed.

 

While the Company used best estimates and assumptions to accurately value assets acquired and liabilities assumed at the business acquisition date, as well as any contingent consideration, the Company’s estimates are inherently uncertain and include significant judgment.

 

Our procedures related to the valuation of the intangible assets acquired in the Jiangxi Huiyi acquisition include the following: (1) We tested the effectiveness of internal controls over business combinations and the valuation of intangible assets including the internal controls over the development of assumptions used in the valuation of the intangible assets. (2) We tested management’s process of evaluating the appropriateness of the valuation models used to initially value the intangible assets acquired. (3) Used a valuation specialist to test certain valuation assumptions. (4) Tested the completeness, accuracy and relevance of the underlying data used, and the reasonableness of significant assumptions including the income projection and discount rates. (5) Assessed qualitative factors relevant to the Company in order to determine if impairment indicators exist for intangible assets or goodwill.

 

/s/ Paris, Kreit & Chiu CPA LLP

 

We have served as the Company’s auditor since 2021.

 

New York, New York

March 15, 2022

 

PCAOB Firm ID: 6651

 

F-3

 

 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To the Shareholders and Board of Directors of

Kandi Technologies Group, Inc

 

Opinion on the Financial Statements

 

We have audited the accompanying consolidated balance sheets of Kandi Technologies Group, Inc (the “Company”) as of December 31, 2020, the related consolidated statements of operations and comprehensive loss, consolidated statements of changes in stockholders’ equity and cash flows for the year ended December 31, 2020, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2020, and the results of its operations and its cash flows for the year ended December 31, 2020, in conformity with accounting principles generally accepted in the United States of America.

 

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”), the Company’s internal control over financial reporting as of December 31, 2020, based on the criteria established in Internal Control - Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in 2013 and our report dated March 30, 2021, expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.

 

Basis for Opinion

 

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

 

Critical Audit Matter

 

The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of the critical audit matter does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the account or disclosure to which it relates.

 

  Impairment assessment on long-lived assets
Description of the matter

As described in Note 14 to the consolidated financial statements, the Company’s consolidated property plant and equipment balance was $65.4 million as of December 31, 2020, which is allocated to the Company’s asset groups. A long-lived asset (asset group) should be tested for recoverability whenever events or changes in circumstances indicate that its carrying amount may not be recoverable. The Company’s subsidiary, Kandi Electric Vehicles (Hainan) Co., Ltd., failed to achieve the sales plan in year 2020, such event raised a potential impairment indicator. The Company performed a test of recoverability by engaging a valuation specialist to measure the undiscounted cash flow of long-lived asset (asset group) that was allocated to Kandi Electric Vehicles (Hainan) Co., Ltd. Per this analysis the carrying amount of a long-lived asset (asset group) is deemed to be recoverable.

 

How We Addressed the Matter in Our Audit

We evaluated the design and tested the operating effectiveness of internal controls over the impairment assessment on long-lived assets, including internal controls over management’s review of the valuation models and significant assumptions for future cash flow generated by the long-lived assets on assets group basis.

 

Our substantive audit procedures related to impairment assessment on long-lived assets included, among others, evaluating the methodology and significant assumptions and underlying data, and performing procedures to corroborate the assumptions such as revenue projections based on historical data and future pipeline evidence. Furthermore, we also involved our internal valuation specialists to evaluate the methodologies and assumptions used by the Company.

 

/s/ Marcum Bernstein & Pinchuk LLP

New York, New York

March 30, 2021

 

We have served as the Company’s auditor since 2019. In 2021, we became the predecessor auditor.

 

Marcum Bernstein & Pinchuk LLP

 

Name: Marcum Bernstein & Pinchuk LLP

Location: 7 Penn Plaza, Suite 830, New York, NY 10001

PCAOB Firm ID: 5395 

F-4

 

 

KANDI TECHNOLOGIES GROUP, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

 

   December 31,
2021		   December 31,
2020		 
Current assets          
Cash and cash equivalents  $129,223,443   $142,078,190 
Restricted cash   39,452,564    442,445 
Certificate of deposit   55,041,832    - 
Accounts receivable (net of allowance for doubtful accounts of $3,053,277 and $110,269 as of December 31, 2021 and December 31, 2020, respectively)   52,896,305    38,547,137 
Inventories   33,171,973    19,697,383 
Notes receivable   323,128    31,404,630 
Other receivables   8,901,109    1,875,245 
Prepayments and prepaid expense   17,657,326    13,708,149 
Advances to suppliers   5,940,456    36,733,182 
Amount due from the Affiliate Company   -    21,742,226 
Amount due from related party   -    886,989 
TOTAL CURRENT ASSETS   342,608,136    307,115,576 
           
NON-CURRENT ASSETS          
Property, plant and equipment, net   111,577,411    65,402,680 
Intangible assets, net   13,249,079    3,232,753 
Land use rights, net   3,250,336    3,257,760 
Construction in progress   79,317    16,317,662 
Deferred tax assets   2,219,297    8,964,946 
Long-term investment   157,262    45,958 
Investment in the Affiliate Company   -    28,892,638 
Goodwill   36,027,425    29,712,383 
Other long-term assets   10,992,009    32,307,484 
TOTAL NON-CURRENT ASSETS   177,552,136    188,134,264 
           
TOTAL ASSETS  $520,160,272   $495,249,840 
           
CURRENT LIABILITIES          
Accounts payable  $36,677,802   $34,257,935 
Other payables and accrued expenses   9,676,973    7,218,395 
Short-term loans   950,000    - 
Notes payable   8,198,193    92,445 
Income tax payable   1,620,827    1,313,754 
Advance receipts   -    38,229,242 
Amount due to related party   -    500,000 
Other current liabilities   7,038,895    2,185,654 
TOTAL CURRENT LIABILITIES   64,162,690    83,797,425 
           
NON-CURRENT LIABILITIES          
Long-term loans   2,210,589    - 
Deferred tax liability   2,460,141    3,483,171 
Contingent consideration liability   7,812,000    3,743,000 
Other long-term liabilities   314,525    459,580 
TOTAL NON-CURRENT LIABILITIES   12,797,255    7,685,751 
           
TOTAL LIABILITIES   76,959,945    91,483,176 
           
STOCKHOLDER’S EQUITY          
Common stock, $0.001 par value; 100,000,000 shares authorized; 77,385,130 and 77,298,499 shares issued and 76,705,381 and 75,377,555 outstanding at December 31,2021 and December 31,2020, respectively   77,385    75,377 
Less: Treasury stock (679,749 shares and 0 shares with average price of $3.52 at December 31,2021 and December 31,2020, respectively)   (2,392,203)   - 
Additional paid-in capital   449,479,461    439,549,338 
Accumulated deficit (the restricted portion is $4,422,033 and $4,422,033 at December 31,2021 and December 31,2020, respectively)   (4,216,102)   (27,079,900)
Accumulated other comprehensive income (loss)   251,786    (8,778,151)
TOTAL STOCKHOLDERS’ EQUITY   443,200,327    403,766,664 
           
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY  $520,160,272   $495,249,840 

 

See notes to consolidated financial statements.

F-5

 

 

KANDI TECHNOLOGIES GROUP, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS AND

COMPREHENSIVE INCOME (LOSS)

FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020

 

   Years Ended 
   December 31,
2021		   December 31,
2020		 
REVENUES FROM UNRELATED PARTIES, NET  $91,484,792   $76,176,609 
REVENUES FROM THE AFFILIATE COMPANY AND RELATED PARTIES, NET   1,592    743,904 
           
REVENUES, NET   91,486,384    76,920,513 
           
COST OF GOODS SOLD   (75,238,522)   (63,432,580)
           
GROSS PROFIT   16,247,862    13,487,933 
           
OPERATING INCOME (EXPENSE):          
Research and development   (38,971,986)   (7,246,312)
Selling and marketing   (4,736,000)   (6,619,355)
General and administrative   (19,605,468)   (13,042,103)
Gain on disposal of long-lived assets   48,401,797    14,174,233 
TOTAL OPERATING EXPENSE   (14,911,657)   (12,733,537)
           
INCOME FROM OPERATIONS   1,336,205    754,396 
           
OTHER INCOME (EXPENSE):          
Interest income   4,208,751    2,190,678 
Interest expense   (407,620)   (3,750,233)
Change in fair value of contingent consideration   2,834,000    (565,000)
Government grants   1,233,192    1,130,262 
Gain from sale of equity in the Affiliate Company   17,788,351    
-
 
Share of loss after tax of the Affiliate Company   (2,592,334)   (17,252,662)
Other income, net   4,809,743    2,051,226 
TOTAL OTHER INCOME (EXPENSE), NET   27,874,083    (16,195,729)
           
INCOME (LOSS) BEFORE INCOME TAXES   29,210,288    (15,441,333)
           
INCOME TAX (EXPENSE) BENEFIT   (6,346,490)   5,047,169 
           
NET INCOME (LOSS)   22,863,798    (10,394,164)
           
OTHER COMPREHENSIVE INCOME          
Foreign currency translation adjustment   9,029,937    13,945,430 
COMPREHENSIVE INCOME  $31,893,735   $3,551,266 
           
WEIGHTED AVERAGE SHARES OUTSTANDING BASIC AND DILUTED   76,148,688    55,960,010 
           
NET INCOME (LOSS) PER SHARE, BASIC AND DILUTED  $0.30   $(0.19)

 

See notes to consolidated financial statements.

 

F-6

 

 

KANDI TECHNOLOGIES GROUP, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY

FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020

 

    Number of Outstanding
Shares		     Common Stock     Treasury Stock     Additional
Paid-in
Capital		    

Accumulated

Deficit

     Accumulated Other Comprehensive Income
(Loss)		     Total  
BALANCE AS OF DECEMBER 31, 2019     52,839,441     $ 52,839     $ (2,477,965 )   $ 259,691,370     $ (16,685,736 )   $ (22,723,581 )   $ 217,856,927  
                                                         
Stock issuance and award     1,771,317       1,771       -       4,058,052       -       -       4,059,823  
Cancellation of the Treasury Stock     (487,155 )     (487 )     2,477,965       (2,477,478 )     -       -       -  
Registered Direct Offering     18,253,952       18,254       -       151,904,993       -       -       151,923,247  
Warrants issuance     -       -       -               -       -      
-
  
Stock option exercise     3,000,000       3,000       -       29,157,000       -       -       29,160,000  
Net loss     -       -       -       -       (10,394,164 )     -       (10,394,164 )
Foreign currency translation     -       -       -       -               13,945,430       13,945,430  
Reduction in the Affiliate Company’s equity (net of tax effect of $491,400)     -       -       -       (2,784,599 )     -       -       (2,784,599 )
                                                         
BALANCE AS OF DECEMBER 31, 2020     75,377,555     $ 75,377     $
-
     $ 439,549,338     $ (27,079,900 )   $ (8,778,151 )   $ 403,766,664  
                                                         
Stock issuance and award     2,007,575       2,008       -       7,178,928       -       -       7,180,936  
Stock buyback                     (2,392,203 )             -       -       (2,392,203 )
Commission in stock buyback                             (20,457 )                     (20,457 )
Net income     -       -       -       -       22,863,798       -       22,863,798  
Foreign currency translation     -       -       -       -      
 
       9,029,937       9,029,937  
Reversal of reduction in the Affiliate Company’s equity (net of tax effect of $491,400)     -       -       -       2,771,652       -       -       2,771,652  
                                                         
BALANCE AS OF DECEMBER 31, 2021     77,385,130     $ 77,385     $ (2,392,203 )   $ 449,479,461     $ (4,216,102 )   $ 251,786     $ 443,200,327  

 

See notes to consolidated financial statements.

 

F-7

 

 

KANDI TECHNOLOGIES GROUP, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020

 

    Years Ended  
    December 31,
2021		     December 31,
2020		  
CASH FLOWS FROM OPERATING ACTIVITIES:                
Net income (loss)   $ 22,863,798     $ (10,394,164 )
Adjustments to reconcile net income to net cash provided by operating activities                
Depreciation and amortization     10,038,976       8,222,984  
Provision (reversal) of allowance for doubtful accounts     862,414       (152,809 )
Deferred taxes     4,073,315       (5,349,722 )
Share of loss after tax of the Affiliate Company     2,592,334       17,252,662  
Gain from equity sale in the Affiliate Company     (17,788,351 )     -  
Gain on disposal of long-lived assets     (48,401,797 )     (14,174,233 )
Change in fair value of contingent consideration     (2,834,000 )     565,000  
Stock based compensation expense     1,484,576       902,666  
                 
Changes in operating assets and liabilities:                
Accounts receivable     (2,542,692 )     19,247,519  
Inventories     (7,522,761 )     9,246,455  
Other receivables and other assets    

(291,235

 )     2,008,612  
Advances to supplier and prepayments and prepaid expenses     27,786,143       (36,330,634 )
Amount due from the Affiliate Company     -       4,237,103  
Due from related party     (500,000 )     (339,118 )
                 
Increase (Decrease) In:                
Accounts payable     2,176,638       (30,993,717 )
Other payables and accrued liabilities     10,513,511       (173,806 )
Notes payable     (2,423,514 )     (13,912,842 )
Income tax payable     154,334       (745,208 )
Net cash provided by (used in) operating activities   $ 241,689     $ (50,883,252 )
                 
CASH FLOWS FROM INVESTING ACTIVITIES:                
Purchases of property, plant and equipment, net     (11,574,706 )     (7,483,743 )
Purchases of land use rights and other intangible assets     (2,356,626 )     (3,281,115 )
Acquisition of Jiangxi Huiyi     (7,117,310 )     -  
Payment for construction in progress     (5,210,642 )     (7,419,644 )
Proceeds from disposal of long-lived assets     23,306,007       52,579,492  
Loan to third party     31,783,439       (26,097,991 )
Certificate of deposit     (54,264,407 )     -  
Cash received from sales of equity in the Affiliate Company     47,752,678       42,897,929  
Long-term investment     (108,529 )     (43,478 )
Net cash provided by investing activities   $ 22,209,904     $ 51,151,450  
                 
CASH FLOWS FROM FINANCING ACTIVITIES:                
Proceeds from short-term loans     950,000       24,642,399  
Repayments of short-term loans     -       (50,873,903 )
Repayments of long-term loans     -       (28,799,501 )
Proceeds from long-term loans     2,210,589       394,116  
Proceeds from issuance of common stock and warrants     -       151,923,247  
Purchase of treasury stock     (2,412,660 )     -  
Proceeds from exercises stock options, stock awards and other financing     -       29,160,000  
Net cash provided by financing activities   $ 747,929     $ 126,446,358  
                 
NET INCREASE IN CASH AND CASH EQUIVALENTS AND RESTRICTED CASH   $ 23,199,522     $ 126,714,556  
Effect of exchange rate changes   $ 2,955,850     $ (706,556 )
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH AT BEGINNING OF YEAR   $ 142,520,635     $ 16,512,635  
                 
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH AT END OF PERIOD   $ 168,676,007     $ 142,520,635  
-CASH AND CASH EQUIVALENTS AT END OF PERIOD     129,223,443       142,078,190  
-RESTRICTED CASH AT END OF PERIOD     39,452,564       442,445  
                 
SUPPLEMENTARY CASH FLOW INFORMATION                
Income taxes paid   $ 2,074,668       1,046,127  
Interest paid   $ 35,001       653,507  
                 
SUPPLEMENTAL NON-CASH DISCLOSURES:                
Decrease in investment in the Affiliate Company due to change in its equity     -       3,099,193  
Reversal of decrease in investment in the Affiliate Company due to change in its equity (net of tax effect of $491,400)     2,824,115       -  
Purchase of construction in progress in accounts payable and other payable     -       7,945,414  
Common stock issued from settlement of payables related to acquisitions     5,762,000       3,166,427  

 

See notes to consolidated financial statements.

 

F-8

 

 

KANDI TECHNOLOGIES GROUP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

NOTE 1 - ORGANIZATION AND PRINCIPAL ACTIVITIES

 

Kandi Technologies Group, Inc. (“Kandi Technologies”) was incorporated under the laws of the State of Delaware on March 31, 2004. As used herein, the terms “Company” or “Kandi” refer to Kandi Technologies and its operating subsidiaries, as described below.

 

Headquartered in Jinhua City, Zhejiang Province, People’s Republic of China (“China” or “PRC”), the Company is one of China’s leading producers and manufacturers of electric vehicle (“EV”) products, EV parts, and off-road vehicles for sale in the Chinese and the global markets. The Company conducts its primary business operations through its wholly-owned subsidiaries, Zhejiang Kandi Vehicles Co., Ltd. (“Kandi Vehicles”), Kandi Vehicles’ wholly and partially-owned subsidiaries, and SC Autosports, LLC (“SC Autosports”, d/b/a Kandi America) and its wholly-owned subsidiary, Kandi America Investment, LLC (“Kandi Investment”). In March 2021, Zhejiang Kandi Vehicles Co., Ltd. changed its name to Zhejiang Kandi Technologies Group Co., Ltd. (“Zhejiang Kandi Technologies”).

 

The Company’s organizational chart as of the date of this report is as follows:

 

 

F-9

 

 

Operating Subsidiaries

 

Pursuant to certain VIE agreements signed by Zhejiang Kandi Technologies and Mr. Hu Xiaoming, from January 2011 to March 13, 2022, Zhejiang Kandi Technologies is entitled to 100% of the economic benefits, voting rights and residual interests (100% of profits and losses) of Jinhua Kandi New Energy Vehicles Co., Ltd. (“Kandi New Energy”). Specifically, on May 18, 2010, Zhejiang Kandi Technologies signed the Agreement of Establishment of Kandi New Energy with Mr. Hu Xiaoming, pursuant to which both parties agreed to together contribute RMB 36 Million to establish Kandi New Energy, and each party will contribute 50% of the total investment. Zhejiang Kandi Technologies will make its contribution in kind equivalent to its portion and Mr. Hu will make his contribution in cash. On the same date, Zhejiang Kandi Technologies signed a Contractor’s Agreement with Mr. Hu Xiaoming pursuant to which both parties agreed that during the existence of Kandi New Energy, it is contracted to Zhejiang Kandi Technologies for operation and management and Mr. Hu Xiaoming will not participate in any management, dividend distribution or loss of Kandi New Energy. On the same day, Zhejiang Kandi Technologies also signed a Share Escrow and Trust Agreement with Mr. Hu Xiaoming, pursuant to which upon the existence of Kandi New Energy,  Mr. Hu Xiaoming agreed to entrust his entire 50% equity in the Kandi New Energy with Zhejiang Kandi Technologies, and Zhejiang Kandi Technologies agrees to accept such trust. All the above-mentioned agreements shall only be effective within 30 days upon the Kandi New Energy receives government’s approval and reaches to the practical operation stage. Therefore, all the three agreements became effective on January 2011. All these three agreements were previously attached as Exhibit 10.13, Exhibit 10.14, and Exhibit 10.15 to the Company’s Annual Report on Form 10-K filed on March 31, 2011 and are incorporated herein by reference. Effective March 14, 2022, Mr. Hu Xiaoming transferred his 50% equity interests of Kandi New Energy to Zhejiang Kandi Technologies. As a result, Kandi New Energy has become a wholly-owned subsidiary of Zhejiang Kandi Technologies.

 

In April 2012, pursuant to an agreement with the shareholders of YongkangScrou Electric Co, Ltd. (“Yongkang Scrou”), the Company acquired 100% of Yongkang Scrou, a manufacturer of automobile and EV parts. In September 2020, Zhejiang Kandi Technologies transferred all of its equity interest in Yongkang Scrou to its wholly owned subsidiary, Zhejiang Kandi Smart Battery Swap Technology Co., Ltd. (“Kandi Smart Battery Swap”).

 

On February 18, 2021, Zhejiang Kandi Technologies signed an Equity Transfer Agreement with Geely to transfer the remaining 22% equity interests of the Fengsheng Automotive Technology Group Co., Ltd. to Geely. As of September 10, 2021, the Company received all the equity transfer payment.

 

In April 2013, Zhejiang Kandi Technologies and Kandi New Energy formed Kandi Electric Vehicles (Wanning) Co., Ltd., which was renamed Kandi Electric Vehicles (Hainan) Co., Ltd. (“Kandi Hainan”), when it was relocated from Wanning City to Haikou City in January 2016. Zhejiang Kandi Technologies has 45% ownership interest in Kandi Hainan, and Kandi New Energy has the remaining 55% ownership interest.

 

In December 2017, Zhejiang Kandi Technologies and the sole shareholder of Jinhua An Kao Power Technology Co., Ltd. (“Jinhua An Kao”) entered into a Share Transfer Agreement and a Supplementary Agreement, pursuant to which Zhejiang Kandi Technologies acquired 100% equity of Jinhua An Kao. In June 2020, Jinhua An Kao changed its name to Kandi Smart Battery Swap.

 

On May 31, 2018, the Company entered into a Membership Interests Transfer Agreement (the “Transfer Agreement”) with the two members of SC Autosports LLC (“SC Autosports”) (formerly known as: Sportsman Country, LLC) pursuant to which the Company acquired 100% of the ownership of SC Autosports.

 

On March 4, 2019, in order to build a logistics network composed of suppliers, manufacturers, warehouses, distribution centers and channel providers, meeting the needs of improving production and operation efficiency, the Company participated in the formation of Zhejiang Kandi Supply Chain Management Co., Ltd. (“Supply Chain Company”). Zhejiang Kandi Technologies has 10% ownership interest in Supply Chain Company, the remaining 90% is owned by unrelated other parties. As of the date of this report, Zhejiang Kandi Technologies has not made any capital contribution to Supply Chain Company since the contribution is not yet due as the relevant per PRC regulations, and is not involved in its operations.

 

In September 2020, In order to make full use of its dozens of patents in the field of battery swap systems and attract strategic investors to participate across the whole sector value chain, including battery swapping services and used battery recycling, the Company formed China Battery Exchange (Zhejiang) Technology Co., Ltd. (“China Battery Exchange”) and its subsidiaries. Zhejiang Kandi Technologies has 100% ownership interest in China Battery Exchange and its subsidiaries.

 

In September 2020, intending to explore ridesharing service business, the Company participated in the formation of Zhejiang Ruiheng Technology Co., Ltd (“Ruiheng”). Zhejiang Kandi Technologies has 10% ownership interest in Ruiheng, the remaining 90% is owned by unrelated other parties.

 

During January 2021, SC Autosports established a wholly owned subsidiary, Kandi America Investment, LLC (“Kandi Investment”) in Dallas.

 

On July 13, 2021, Zhejiang Kandi Technologies entered into a Share Transfer Agreement and Supplementary Agreement with three individual shareholders of Jiangxi Province Huiyi New Energy Co., Ltd. (“Jiangxi Huiyi”) to acquire 100% equity of Jiangxi Huiyi. The acquisition was consummated at October 31, 2021.

 

On February 15, 2022, Kandi Hainan and Jiangsu Xingchi Signed a joint venture agreement, the two parties jointly invested RMB 30,000,000 (approximately $4.6 million) in Haikou, Hainan (of which Kandi Hainan owns 66.7% and Jiangsu Xingchi owns 33.3%) to establish Hainan Kandi Holding New Energy Technology Co., Ltd. (“Hainan Kandi Holding”).

 

F-10

 

 

NOTE 2 - LIQUIDITY

 

The Company had working capital of $278,445,446 as of December 31, 2021, an increase of $55,127,295 from the working capital of $ 223,318,151 as of December 31, 2020. As of December 31, 2021 and 2020, the Company’s cash and cash equivalents were $129,223,443 and $142,078,190, respectively. The Company’s restricted cash was $39,452,564 and $ 442,445, respectively. As of December 31, 2021, the Company had multiple certificates of deposit with a total amount of $55,041,832. These certificates of deposit have an annual interest rate from 3.7% to 3.99% which can be transferred when necessary without any penalty or any loss of interest and principal.

 

On March 10, 2020, a real estate repurchase agreement (the “Repurchase Agreement”) was entered into by and between Zhejiang Kandi Technologies and Jinhua Economic and Technological Development Zone pursuant to which the local government shall purchase the land use right over the land of 66 acres (400 mu, 265,029 square meters) that is owned by Zhejiang Kandi Technologies for RMB 525 million ($83 million). Payments to Zhejiang Kandi Technologies shall be made in three installments as the Company disclosed in a Current Report on Form 8-K filed with the SEC on March 9, 2020. In addition, if Zhejiang Kandi Technologies achieves certain milestones that contribute to local economic development, the Company will be eligible for tax rebates that could total up to RMB 500 million ($79 million) over the next eight years. On May 22, 2020, the Company received the first payment of RMB 244 million (approximately $38 million) under the Repurchase Agreement. On July 9, 2020, the Company received the second payment of RMB 119 million (approximately $19 million) under the Repurchase Agreement. By the end of March 2021, the Company finished relocating production and offices to the new industrial park and vacated the old factory property. In early April, the relevant Economic Zone authorities inspected the vacated land and determined that it met all stipulated conditions. On May 20, 2021, the Company received the final portion of repurchase payment of RMB 150 million (approximately $24 million) under the Repurchase Agreement. In addition, there was RMB 12 million (approximately $2 million) reward for moving out of the old location has been submitted to the government for approval and will be collected after the approval.

 

On February 18, 2021, Zhejiang Kandi Technologies signed an Equity Transfer Agreement with Geely to transfer all of its remaining 22% equity interests in the Affiliate Company to Geely for a total consideration of RMB 308 million (approximately $48 million). On March 16, 2021, the Company received the first half of the equity transfer payment of RMB 154,000,000 (approximately $24 million). On September 10, 2021, the Company received the second half of the equity transfer payment of RMB 154,000,000 (approximately $24 million).

 

Although the Company expects that most of its outstanding trade receivables from customers will be collected in the next twelve months, there are uncertainties with respect to the timing in collecting these receivables, especially the receivables due from the Affiliate Company, because most of them are indirectly impacted by the progress of the receipt of government subsidies.

 

The Company’s primary need for liquidity stems from its need to fund working capital requirements of the Company’s businesses, its capital expenditures and its general operations, including debt repayment. The Company has historically financed its operations through short-term commercial bank loans from Chinese banks, as well as its ongoing operating activities by using funds from operations, external credit or financing arrangements. Currently the Company has sufficient cash in hand to meet the existing operational needs, but the credit line is retained which can be utilized timely when the Company has special capital needs. The PRC subsidiaries do not have any short-term bank loans and the US subsidiaries has $3.2 million short-term and long-term bank loans as of December 31, 2021.

 

NOTE 3 - BASIS OF PRESENTATION

 

The Company’s financial statements and notes are the representations of the Company’s management. Accounting policies adopted by the Company conform to generally accepted accounting principles in the United States and have been consistently applied in the Company’s presentation of its financial statements.

 

F-11

 

 

NOTE 4 - PRINCIPLES OF CONSOLIDATION

 

The Company’s consolidated financial statements reflect the accounts of the Company and its ownership interests in the following subsidiaries:

 

(1)Continental Development Limited (“Continental”), a wholly-owned subsidiary of the Company, incorporated under the laws of Hong Kong;

 

(2)Zhejiang Kandi Technologies, a wholly-owned subsidiary of Continental, incorporated under the laws of the PRC;

 

  (3) Kandi New Energy Vehicle Co. Ltd. (“Kandi New Energy”), a 50%-owned subsidiary of Zhejiang Kandi Technologies (Mr. Hu Xiaoming owns the other 50%), incorporated under the laws of the PRC. Pursuant to agreements executed in January 2011, Mr. Hu Xiaoming contracted with Zhejiang Kandi Technologies for the operation and management of Kandi New Energy and put his shares of Kandi New Energy into escrow. As a result, Zhejiang Kandi Technologies is entitled to 100% of the economic benefits, voting rights and residual interests of Kandi New Energy.  Effective March 14, 2022, Mr. Hu Xiaoming transferred his 50% equity interests of Kandi New Energy to Zhejiang Kandi Technologies. As a result, Kandi New Energy has become a wholly-owned subsidiary of Zhejiang Kandi Technologies;

 

(4)Kandi Electric Vehicles (Hainan) Co., Ltd. (“Kandi Hainan”), a subsidiary, 55% owned by Kandi New Energy and 45% owned by Zhejiang Kandi Technologies, incorporated under the laws of the PRC;

 

(5)Zhejiang Kandi Smart Battery Swap Technology Co., Ltd (“Kandi Smart Battery Swap”), a wholly-owned subsidiary of Zhejiang Kandi Technologies, incorporated under the laws of the PRC;

 

(6)Yongkang Scrou Electric Co, Ltd. (“Yongkang Scrou”), a wholly-owned subsidiary of Kandi Smart Battery Swap, incorporated under the laws of the PRC; and

 

(7)SC Autosports (d/b/a Kandi America), a wholly-owned subsidiary of the Company formed under the laws of the State of Texas.

 

 

(8)

 China Battery Exchange (Zhejiang) Technology Co., Ltd. (“China Battery Exchange”) and its subsidiaries, a wholly-owned subsidiary of Zhejiang Kandi Technologies, incorporated under the laws of the PRC.

 

(9)Kandi America Investment, LLC (“Kandi Investment”), a wholly-owned subsidiary of SC Autosports formed under the laws of the State of Texas, USA.

 

(10)Jiangxi Province Huiyi New Energy Co., Ltd., (“Jiangxi Huiyi”) and its subsidiaries, a wholly-owned subsidiary of Zhejiang Kandi Technologies, incorporated under the laws of the PRC.

 

Equity Method Investees

 

The Company’s consolidated net income also includes the Company’s proportionate share of the net income or loss of its equity method investment in the Affiliate Company, in which the Company owned 22% equity interest until March 9, 2021.

 

On February 18, 2021, Zhejiang Kandi Technologies signed an Equity Transfer Agreement with Geely to transfer all of its remaining 22% equity interests in the Affiliate Company to Geely. As the equity transfer was completed on March 9, 2021, the Company recorded 22% of the Affiliate Company’s loss for the period from January 1, 2021 to March 9, 2021 and recognized the gain from equity sale of $17.7 million during the first quarter of 2021. As of December 31, 2021, the amount due from the Affiliate Company has been reclassed to accounts receivable of $18.0 million and other receivables of $2.3 million. If the transfer of the remaining 22% equity interests of the Affiliate Company took place on January 1, 2020, the net income for the year ended December 31, 2021 and 2020 would have been $7.7 million and $6.9 million, respectively.

 

All intra-entity profits and losses with regard to the Company’s equity method investees have been eliminated.

 

F-12

 

 

NOTE 5 - USE OF ESTIMATES

 

The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and related disclosures of contingent assets and liabilities at the balance sheet date, and the reported revenues and expenses during the reported period in the consolidated financial statements and accompanying notes. Significant accounting estimates reflected in the Company’s consolidated financial statements primarily include, but are not limited to, allowances for doubtful accounts, lower of cost and net realizable value of inventory, assessment for impairment of long-lived assets and intangible assets, valuation of deferred tax assets, change in fair value of contingent consideration, determination of share-based compensation expenses as well as fair value of stock warrants.

 

Management bases the estimates on historical experience and on various other assumptions that are believed to be reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities. Actual results could differ from these estimates.

 

NOTE 6 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

(a) Economic and Political Risks

 

The Company’s operations are conducted in China. As a result, the Company’s business, financial condition and results of operations may be influenced by the political, economic and legal environments in China, and by the general state of the Chinese economy. In addition, the Company’s earnings are subject to movements in foreign currency exchange rates when transactions are denominated in Renminbi (“RMB”), which is the Company’s functional currency. Accordingly, the Company’s operating results are affected by changes in the exchange rate between the U.S. dollar and the RMB.

 

The Company’s operations in China are subject to special considerations and significant risks not typically associated with companies in North America and Western Europe. These include risks associated with, among others, the political, economic and legal environment and foreign currency exchange restrictions. The Company’s performance may be adversely affected by changes in the political and social conditions in China, and by changes in governmental policies with respect to laws and regulations, anti-inflationary measures, currency conversion, remittances abroad, and rates and methods of taxation, among other things.

 

(b) Fair Value of Financial Instruments

 

ASC 820 establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market.

 

These tiers include:

 

Level 1 — defined as observable inputs such as quoted prices in active markets;

 

Level 2 — defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and

 

Level 3 — defined as unobservable inputs for which little or no market data exists, therefore requiring an entity to develop its own assumptions.

 

The Company’s financial instruments primarily consist of cash and cash equivalents, restricted cash, accounts receivable, notes receivable, other receivables, accounts payable, other payables and accrued liabilities, short-term bank loans, notes payable, and warrants.

 

The carrying value of cash and cash equivalents, restricted cash, accounts receivable, notes receivable, other receivables, accounts payable, other payables and accrued liabilities, and notes payable approximate fair value because of the short-term nature of these items. The estimated fair values of short-term bank loans were not materially different from their carrying value as presented due to the brief maturities and because the interest rates on these borrowings approximate those that would have been available for loans of similar remaining maturities and risk profiles. As the carrying amounts are reasonable estimates of fair value, these financial instruments are classified within Level 1 of the fair value hierarchy. The Company identified notes payable as Level 2 instruments due to the fact that the inputs to valuation are primarily based upon readily observable pricing information. The balance of notes payable, which were measured and disclosed at fair value, was $8,198,193 and $92,445 as of December 31, 2021 and December 31, 2020, respectively.

 

Contingent consideration related to the acquisitions of Kandi Smart Battery Swap, SC Autosports and Jiangxi Huiyi, which is accounted for as liabilities, are measured at each reporting date for their fair value using Level 3 inputs. The fair value of contingent consideration was $ 7,812,000 and $3,743,000 as of December 31, 2021 and December 31, 2020, respectively. Also see Note 20.

 

F-13

 

 

(c) Cash and Cash Equivalents

 

The Company considers highly-liquid investments purchased with original maturities of three months or less to be cash equivalents.

 

(d) Restricted cash

 

Restricted cash primarily represents bank deposits for letter of credit and bank acceptance bill.

 

As of December 31, 2021 and December 31, 2020, the Company’s restricted cash was $39,452,564 and $ 442,445, respectively.

 

(e) Inventories

 

Inventories are stated at the lower of cost or net realizable value (market value). The cost of raw materials is determined on the basis of weighted average. The cost of finished goods is determined on the basis of weighted average and comprises direct materials, direct labor and an appropriate proportion of overhead.

 

Net realizable value is based on estimated selling prices less selling expenses and any further costs expected to be incurred for completion. Adjustments to reduce the cost of inventory to net realizable value are made, if required, for estimated excess, obsolescence, or impaired balances.

 

(f) Accounts Receivable and Due from the Affiliate Company and Related Parties

 

Accounts receivable are recognized and carried at net realizable value. The Company establishes provision for doubtful accounts when there is objective evidence that the Company may not be able to collect amounts due. Management reviews the adequacy of the provision for doubtful accounts on an ongoing basis, using historical collection trends and individual account analysis. The provision is based on management’s best estimates of specific losses on individual customer exposures, as well as historical trends of collections. Account balances are charged off against the provision after all means of collection have been exhausted and the likelihood of collection is not probable. An allowance for doubtful accounts is recorded for periods in which the Company determines credit losses are probable. In order to measure expected credit losses of the accounts receivable, the Company’s policy is to adopt aging method by reviewing and analyzing the aging of each customer, especially those with aged balances without any movement, and then assessing their financial conditions and payment plans. On top of the aging analysis, the Company also analyzed the nature and background of the customers, and analyzed the probability of recovery of the receivables. Accounts are written off after exhaustive collection efforts. If accounts receivable are to be provided for, or written off, they are recognized in the consolidated statement of operations within the operating expenses line item. If accounts receivable previously written off is recovered in a later period or when facts subsequently become available to indicate that the amount provided as an allowance for doubtful accounts was incorrect, an adjustment is made to restate allowance for doubtful accounts.

 

Net amount due from the Affiliate Company represent net trade receivable from the Affiliate Company, loan lending to the Affiliate Company as well as interest related to such loan. As of December 31, 2020, the Company’s net amount due from the Affiliate Company includes $19.8 million net trade receivable and $2.2 million loan interest. As of December 31, 2021, the amount due from the Affiliate Company has been reclassed to accounts receivable of $18.0 million and other receivables of $2.3 million.

 

As of December 31, 2021 and December 31, 2020, amount due from related party was $0 and $886,989, respectively. As of December 31, 2021 and December 31, 2020, amount due to related party was $0 and $500,000, respectively.

 

As of December 31, 2021 and December 31, 2020, credit terms with the Company’s customers were typically 60 to 180 days after delivery. Besides, the Company has a credit term with Fengsheng, a former affiliate of the Company which it disposed the ownership of Fengsheng in March 2021, that allows Fengsheng to repay the receivable amount when it receives the subsidy from the government. The Company has agreements or purchase orders signed with the customers which state the payment term based on the scale of sales and background of the customers. The terms and agreements signed are legally enforceable. As of December 31, 2021 and 2020, the Company had $3,053,277 and $110,269 allowance for doubtful accounts, as per the Company management’s judgment based on their best knowledge. The Company conducts quarterly assessments of the state of the Company’s outstanding receivables and reserves any allowance for doubtful accounts if it becomes necessary.

 

F-14

 

 

The table below summarized the aging of the accounts receivable as of December 31, 2021 and 2020.

 

Aging of accountings receivable as of December 31, 2021   Outstanding balance     Subsequent collection(1)  
1 to 90 days   $ 19,978,931     $ 11,040,304  
91 to 180 days     8,317,622       3,868,362  
Over 180 days     1,815,817       646,224  
Over one year     13,960,230 *     50,881  
Over two years     11,876,982 *     -  
Total   $ 55,949,582     $ 15,605,771  

 

Aging of accountings receivable as of December 31, 2020   Outstanding balance     Subsequent collection(1)  
1 to 90 days   $ 28,298,032     $ 23,894,359  
91 to 180 days     7,084,537       6,567,082  
Over 180 days     3,164,568       2,847,605  
Over one year     -       -  
Over two years     110,269       -  
Total   $ 38,657,406     $ 33,309,046  

 

(1)the Company reviewed the subsequent collection until March 10, 2022.

 

*The increase of accounts receivable as of December 31, 2021 compared to the amount as of December 31, 2020 was due to the acquisition of Jiangxi Huiyi, and the disposal of ownership of Fengsheng which the amount due from Fengsheng was recorded under “Amount due from the Affiliate Company” prior to the disposal.

 

(g) Notes Receivable

 

Notes receivable represent short-term loans to third parties with maximum terms of six months. Interest income is recognized according to each agreement between a borrower and the Company on an accrual basis. For notes receivable with banks, the interest rates are determined by banks. For notes receivable with other parties, the interest rates are based on agreements between the parties. If notes receivable are paid back, that transaction will be recognized in the relevant year. If notes receivable are not paid back, or are written off, that transaction will be recognized in the relevant year if default is probable, reasonably assured, and the loss can be reasonably estimated. The Company will recognize income if the written-off loan is recovered at a future date. In case of any foreclosure proceedings or legal actions, the Company provides an accrual for the related foreclosure and litigation expenses. The Company also receives notes receivable from the Affiliate Company and other parties to settle accounts receivable. If the Company decides to discount notes receivable for the purpose of receiving immediate cash, the current discount rate is approximately in the range of 2.1% to 2.7% annually depends on different banks. As of December 31, 2021 and 2020, the Company had notes receivable from unrelated parties of $323,128 and $31,404,630, respectively, which notes receivable typically mature within six months.

 

(h) Property, Plants and Equipment, net

 

Property, Plants and equipment are carried at cost less accumulated depreciation. Depreciation is calculated over the asset’s estimated useful life, using the straight-line method. Leasehold improvements are amortized over the life of the asset or the term of the lease, whichever is shorter. Estimated useful lives are as follows:

 

Buildings  20-30 years 
Machinery and equipment  10 years 
Office equipment  5 years 
Motor vehicles  5 years 
Molds  5 years 

 

The costs and related accumulated depreciation of assets sold or otherwise retired are eliminated from the Company’s accounts and any gain or loss is included in the statements of income. The cost of maintenance and repairs is charged to expenses as incurred, whereas significant renewals and betterments are capitalized.

 

F-15

 

 

(i) Land Use Rights, net

 

Land in China is owned by the government and land ownership rights cannot be sold to an individual or to a private company. However, the Chinese government grants the user a “land use right” to use the land. The land use rights granted to the Company are amortized using the straight-line method over a term of fifty years.

 

The Company elected the practical expedient that permits the Company to carry forward the accounting treatment for land use rights in existing agreements as of the effective date of ASC 842.

 

Upon the adoption of ASC 842 on January 1, 2019, the new land use rights agreements signed beyond the effective date are identified as operating lease right-of-use assets, whereas the existing agreements as of the effective date are separately disclosed as “Land use rights” in the Company’s consolidated balance sheets.

 

(j) Accounting for the Impairment of Long-Lived Assets

 

The Company periodically evaluates the carrying value of long-lived assets to be held and used, including intangible assets subject to amortization, when events and circumstances warrant such a review, pursuant to the guidelines established in ASC Topic 360 Impairment or Disposal of Long-Lived Assets. The carrying value of a long-lived asset is considered impaired when the anticipated undiscounted cash flow from such asset is separately identifiable and is less than its carrying value. In that event, a loss is recognized based on the amount by which the carrying value exceeds the fair market value of the long-lived asset. Fair market value is determined primarily using the anticipated cash flows discounted at a rate commensurate with the risk involved. Losses on long-lived assets to be disposed of are determined in a similar manner, except that fair market values are reduced for disposal costs.

 

The Company recognized no impairment loss for years ended December 31, 2021 and 2020.

 

(k) Revenue Recognition

 

The Company adopted ASC Topic 606 Revenue from Contracts with Customers with a date of the initial application of January 1, 2018 using the modified retrospective method. As a result, the Company has changed its accounting policy for revenue recognition. The impact of the adoption of ASC Topic 606 on the Company’s consolidated financial statements is not material.

 

The Company recognizes revenue when goods or services are transferred to customers in an amount that reflects the consideration which it expects to receive in exchange for those goods or services. In determining when and how revenue is recognized from contracts with customers, the Company performs the following five-step analysis: (i) identification of contract with customer; (ii) determination of performance obligations; (iii) measurement of the transaction price; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation.

 

The Company generates revenue through EV parts and off-road vehicles. The revenue is recognized at a point in time once the Company has determined that the customer has obtained control over the product. Control is typically deemed to have been transferred to the customer when the performance obligation is fulfilled, usually at the time of delivery, at the net sales price (transaction price). Revenue is recognized net of any taxes collected from customers, which are subsequently remitted to governmental authorities. Shipping and handling costs for product shipments occur prior to the customer obtaining control of the goods are accounted for as fulfillment costs rather than separate performance obligations and recorded as sales and marketing expenses.

 

See Note 26 “Segment Reporting” for disaggregation of revenue by reporting segments. The Company believes this disaggregation best depicts how the nature, amount, timing and uncertainty of revenue and cash flows are affected by economic factors.

 

(l) Research and Development

 

Expenditures relating to the development of new products and processes, including improvements to existing products as well as research and development and consulting work performed by third parties, are expensed as incurred. Research and development expenses were $38,971,986 and $7,246,312 for the years ended December 31, 2021 and 2020, respectively.

 

F-16

 

 

(m) Government Grants

 

Government grants are recognized when there is reasonable assurance that: (1) the recipient will comply with the relevant conditions and (2) the grant will be received. After initial recognition, government grants are recognized in profit or loss on a systematic basis that mirrors the manner in which the Company recognizes the underlying costs for which the grant is intended to compensate. If some, or all, of a government grant becomes repayable (e.g. due to non-fulfillment of the grant conditions), then the repayment is accounted for prospectively as a change in accounting estimate. The effect of the change in estimate is recognized in the period in which management concludes that it is no longer reasonably assured that all of the grant conditions will be met. A corresponding financial liability is recognized for the amount of the repayment.

 

For the years ended December 31, 2021 and 2020, $1,233,192 and $1,130,262, respectively, were received by the Company’s subsidiaries from the Chinese government.

 

(n) Income Taxes

 

The Company accounts for income tax using an asset and liability approach, which allows for the recognition of deferred tax benefits in future years. Under the asset and liability approach, deferred income taxes are recognized for differences between the financial reporting and tax bases of assets and liabilities at enacted tax rates in effect for the years in which the differences are expected to reverse. The accounting for deferred tax calculation represents the Company management’s best estimate of the most likely future tax consequences of events that have been recognized in our financial statements or tax returns and related future anticipation. A valuation allowance is recorded to reduce the deferred tax assets to an amount that is more likely than not to be realized after considering all available evidence, both positive and negative.

 

(o) Foreign Currency Translation

 

The accompanying consolidated financial statements are presented in United States dollars. The functional currency of the Company is the Renminbi (RMB). Capital accounts of the consolidated financial statements are translated into United States dollars from RMB at their historical exchange rates when the capital transactions occurred.

 

Assets and liabilities are translated at the exchange rates as of balance sheet date. Income and expenditures are translated at the average exchange rate of the reporting period, which rates are obtained from the website: http://www.oanda.com

 

   December 31,   December 31, 
   2021   2020 
Period end RMB: USD exchange rate   6.3588    6.5277 
Average RMB: USD exchange rate   6.4499    6.9001 

 

(p) Comprehensive Income (Loss)

 

Comprehensive income (loss) is defined to include all changes in equity except those resulting from investments by owners and distributions to owners. Among other disclosures, all items that are required to be recognized under current accounting standards as components of comprehensive income (loss) are required to be reported in a financial statement that is presented with the same prominence as other financial statements. Comprehensive income (loss) includes net income (loss) and the foreign currency translation changes.

 

(q) Segments

 

In accordance with ASC 280-10, Segment Reporting, the Company’s chief operating decision maker (“CODM”), identified as the Company’s Chief Executive Officer, relies upon the consolidated results of operations as a whole when making decisions about allocating resources and assessing the performance of the Company. As a result of the assessment made by CODM, the Company has only one reportable segment. The Company does not distinguish between markets or segments for the purpose of internal reporting. As the Company’s long-lived assets are substantially located in the PRC, no geographical segments are presented.

 

F-17

 

 

(r) Stock Option Expenses

 

The Company’s stock option expenses are recorded in accordance with ASC 718 and ASC 505.

 

The fair value of stock options is estimated using the Black-Scholes-Merton model. The Company’s expected volatility assumption is based on the historical volatility of the Company’s common stock. The expected life assumption is primarily based on the expiration date of the option. The risk-free interest rate for the expected term of the option is based on the U.S. Treasury yield curve in effect at the time of grant.

 

The recognition of stock option expenses is based on awards expected to vest. ASC standards require forfeitures to be estimated at the time of grant and revised in subsequent periods, if necessary, if actual forfeitures differ from those estimates.

 

The stock-based option expenses for the years ended December 31, 2021 and 2020 were $0 and $0, respectively. There were no forfeitures estimated during the reporting period.

 

(s) Goodwill

 

The Company allocates goodwill from business combinations to reporting units based on the expectation that the reporting unit is to benefit from the business combination. The Company evaluates its reporting units on an annual basis and, if necessary, reassigns goodwill using a relative fair value allocation approach. Goodwill is tested for impairment at the reporting unit level on an annual basis and between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying value. These events or circumstances could include a significant change in the business climate, legal factors, operating performance indicators, competition, or sale or disposition of a significant portion of a reporting unit.

 

Application of the goodwill impairment test requires judgments, including the identification of reporting units, assignment of assets and liabilities to reporting units, assignment of goodwill to reporting units, and the determination of the fair value of each reporting unit. The Company first assesses qualitative factors to determine whether it is more likely than not that goodwill is impaired. If the more likely than not threshold is met, the Company performs a quantitative impairment test.

 

The Company applies the reporting unit criteria in ASC 350-20 to the components to determine if the reporting unit should be identified one level below the operating segment. Each component will be evaluated to determine if: (a) it is a business (as defined in ASC 805), (b) discrete financial information is available and (c) the operating results are regularly reviewed by the segment manager(s). If the components of a specific operating segment meet these criteria, they might be deemed to be separate reporting units. However, if they have similar economic characteristics (which is a matter of judgment based on individual facts and circumstances), these components must be aggregated into one reporting unit. There are three reporting units under the goodwill impairment analysis, namely 1) SC Autosports, 2) Jinhua An kao and Yongkang Scrou, and 3) Jiangxi Huiyi.

 

As of December 31, 2021 and 2020, the Company performed goodwill impairment testing at the reporting unit level and determined that no impairment was necessary.

 

(t) Intangible Assets

 

Intangible assets consist of patent, trade names and customer relations associated with the purchase price from the allocation of Yongkang Scrou, Kandi Smart Battery Swap and Jiangxi Huiyi. Such assets are being amortized over their estimated useful lives. Intangible assets were amortized as of December 31, 2021. The amortization expenses for intangible assets were $906,618 and $ 625,629 for the years ended December 31, 2021 and 2020, respectively.

 

(u) Accounting for Sale of Common Stock and Warrants

 

In connection of the issuance of common stocks, the Company may issue options or warrants to purchase common stock. Warrants classified as equity are initially recorded at fair value and subsequent changes in fair value are not recognized as long as the warrants continue to be classified as equity.

 

F-18

 

 

(v) Consolidation of variable interest entities

 

In accordance with accounting standards regarding consolidation of variable interest entities, or VIEs, VIEs are generally entities that lack sufficient equity to finance their activities without additional financial support from other parties or whose equity holders lack adequate decision making ability. All VIEs with which the Company is involved must be evaluated to determine the primary beneficiary of the risks and rewards of the VIE. The primary beneficiary is required to consolidate the VIE for financial reporting purposes.

 

The Company has concluded, based on the contractual arrangements, that as of December 31, 2021 and for the past two years that are covered by this report, Kandi New Energy had been a VIE and that the Company’s wholly-owned subsidiary, Zhejiang Kandi Technologies, absorbs all risk of loss from the activities of this VIE, thereby enabling the Company, through Zhejiang Kandi Technologies, to receive all of its expected residual returns. Therefore, although Kandi Technologies only owns 50% equity in Kandi New Energy, for accounting purpose, Kandi Technologies is the sole beneficiary and shall be wholly included in the consolidation.

 

Additionally, because Kandi New Energy is under common control with other entities, the consolidated financial statements have been prepared as if the transactions had occurred retroactively as to the beginning of the reporting period of these consolidated financial statements.

 

Control and common control are defined under the accounting standards as “an individual, enterprise, or immediate family members who hold more than 50 percent of the voting ownership interest of each entity.” Because the owners collectively owned 100% of Kandi New Energy, and had agreed to vote their interests in concert since the establishment of each of these three companies as memorialized in the Voting Rights Proxy Agreement, the Company believes that the owners collectively have control and common control of Kandi New Energy. Accordingly, the Company believes that Kandi New Energy was constructively held under common control by Zhejiang Kandi Technologies as of the time the contractual agreements were entered into, establishing Zhejiang Kandi Technologies as their primary beneficiary. Zhejiang Kandi Technologies, in turn, is owned by Continental, which is owned by the Company.

 

F-19

 

 

For accounting purpose, the tables below are condensed consolidating schedules summarizing separately the results of operations, financial position and cash flows of the parent company including non-VIE subsidiaries and Kandi New Energy, which was deemed as an VIE since the Company only owned 50% of the equity, and control Kandi New Energy through several contractual agreements prior to its conversion to a wholly-owned subsidiary of Zhejiang Kandi Technologies effective March 14, 2022, together with eliminating adjustments:

 

Consolidated Statements of Operations Information

 

   For the year ended December 31, 2021 
   Parent
including
non-VIE
subsidiaries		   VIE   Elimination   Consolidated 
Revenues  $87,210,780   $14,414,362   $(10,138,758)  $91,486,384 
Gross profit  $15,892,507   $355,355   $
-
   $16,247,862 
Income (loss) from operations  $2,576,730   $(1,240,525)  $
-
   $1,336,205 
Income (loss) before income taxes  $46,250,219   $3,115,420   $(20,155,351)  $29,210,288 
Net income  $40,739,432   $2,279,717   $(20,155,351)  $22,863,798 

 

   For the year ended December 31, 2020 
   Parent
including
non-VIE
subsidiaries		   VIE   Elimination   Consolidated 
Revenues  $68,235,630   $27,613,722   $(18,928,839)  $76,920,513 
Gross profit  $12,973,809   $514,124   $
-
   $13,487,933 
Income (loss) from operations  $2,061,373   $(1,306,977)  $
-
   $754,396 
loss before income taxes  $(14,410,035)  $(1,031,298)  $
-
   $(15,441,333)
Net loss  $(9,648,826)  $(745,338)  $
-
   $(10,394,164)

 

Consolidated Balance Sheets Information

 

   As of December 31, 2021 
   Parent
including
non-VIE
subsidiaries		   VIE   Elimination   Consolidated 
Cash and cash equivalents  $128,862,704   $360,739   $
-
   $129,223,443 
Total current assets  $352,068,155   $21,002,017   $(30,462,036)  $342,608,136 
Total non-current assets  $181,562,128   $32,700,203   $(36,710,195)  $177,552,136 
Total current liabilities  $58,240,678   $36,384,048   $(30,462,036)  $64,162,690 
Total non-current liabilities  $11,971,688   $825,567   $
-
   $12,797,255 
Total stockholders’ equity  $463,417,917   $16,492,605   $(36,710,195)  $443,200,327 

 

    As of December 31, 2020  
    Parent
including
non-VIE
subsidiaries		     VIE     Elimination     Consolidated  
Cash and cash equivalents   $ 142,062,013     $ 16,177     $ -     $ 142,078,190  
Total current assets   $ 285,542,114     $ 51,257,889     $ (29,684,427 )   $ 307,115,576  
Total non-current assets   $ 191,180,142     $ 10,128,747     $ (13,174,625 )   $ 188,134,264  
Total current liabilities   $ 85,980,986     $ 27,500,866     $ (29,684,427 )   $ 83,797,425  
Total non-current liabilities   $ 7,544,838     $ 140,913     $ -     $ 7,685,751  
Total stockholders’ equity   $ 383,196,432     $ 33,744,857     $ (13,174,625 )   $ 403,766,664  

 

F-20

 

 

Percentage of VIE’s assets and liabilities compared to consolidated assets and liabilities

 

   As of December 31, 2021 
   VIE   Consolidated   % of VIE’s assets and liabilities in consolidated assets and liabilities 
Cash and cash equivalents  $360,739   $129,223,443    0.3%
Total current assets  $21,002,017   $342,608,136    6.1%
Total non-current assets  $32,700,203   $177,552,136    18.4%
Total current liabilities  $36,384,048   $64,162,690    56.7%
Total non-current liabilities  $825,567   $12,797,255    6.5%

 

    As of December 31, 2020  
      VIE       Consolidated       % of VIE’s assets and liabilities in consolidated assets and liabilities  
Cash and cash equivalents   $ 16,177     $ 142,078,190       0.0 %
Total current assets   $ 51,257,889     $ 307,115,576       16.7 %
Total non-current assets   $ 10,128,747     $ 188,134,264       5.4 %
Total current liabilities   $ 27,500,866     $ 83,797,425       32.8 %
Total non-current liabilities   $ 140,913     $ 7,685,751       1.8 %

 

Consolidated Cash Flows Information

 

    For the year ended December 31, 2021  
    Parent including non-VIE subsidiaries     VIE     Elimination     Consolidated  
Net cash (used in) provided by operating activities   $ (9,412,899 )   $ 9,654,589     $ -     $ 241,690  
Net cash provided by (used in) investing activities   $ 30,230,627     $ (22,811,949 )   $ 14,791,226     $ 22,209,904  
Net cash provided by (used in) financing activities   $ 2,042,523     $ 13,496,632     $ (14,791,226 )   $ 747,929  

 

 

   For the year ended December 31, 2020 
   Parent including non-VIE subsidiaries   VIE   Elimination   Consolidated 
Net cash provided by (used in) operating activities  $(47,026,465)  $(3,856,787)  $
-
   $(50,883,252)
Net cash provided by (used in) investing activities  $58,168,723   $(121,767)  $(6,895,506)  $51,151,450 
Net cash provided by (used in) financing activities  $126,446,358   $(6,895,506)  $6,895,506   $126,446,358 

 

Effective March 14, 2022, Mr. Hu Xiaoming transferred his 50% equity interests of Kandi New Energy to Zhejiang Kandi Technologies. As a result, Kandi New Energy has become a wholly-owned subsidiary of Zhejiang Kandi Technologies. The Company no longer has any VIE as of the date of this report.

 

F-21

 

 

NOTE 7 - NEW ACCOUNTING PRONOUNCEMENTS

 

Accounting Pronouncements Not Yet Adopted

 

In June 2016, the FASB issued Accounting Standards Update No. 2016-13, “Financial Instruments - Credit Losses (Topic 326)” (“ASU 2016-13”). ASU 2016-13 revises the methodology for measuring credit losses on financial instruments and the timing of when such losses are recorded. Originally, ASU 2016-13 was effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2019, with early adoption permitted. In November 2019, FASB issued ASU 2019-10, “Financial Instruments – Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842).” This ASU defers the effective date of ASU 2016-13 for public companies that are considered smaller reporting companies as defined by the SEC to fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The Company is planning to adopt this standard in the first quarter of fiscal 2023.The Company is currently evaluating the potential effects of adopting the provisions of ASU No. 2016-13 on its consolidated financial statements, particularly its recognition of allowances for accounts receivable. 

 

In October 2021, the FASB issued ASU 2021-08, “Business Combinations (Topic 805) – Accounting for Contract Assets and Contract Liabilities from Contracts with Customers”, which requires that an acquirer recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Topic 606, as if it had originated the contracts. Prior to this ASU, an acquirer generally recognizes contract assets acquired and contract liabilities assumed that arose from contracts with customers at fair value on the acquisition date. The ASU is effective for fiscal years beginning after December 15, 2022, with early adoption permitted. The ASU is to be applied prospectively to business combinations occurring on or after the effective date of the amendment (or if adopted early as of an interim period, as of the beginning of the fiscal year that includes the interim period of early application). The Company is currently assessing this standard’s impact on its consolidated financial statements.

 

NOTE 8 - CONCENTRATIONS

 

(a) Customers

 

For the years ended December 31, 2021 and 2020, the Company’s major customers, who accounted for more than 10% of the Company’s consolidated revenue, were as follows:

 

   Sales  Trade Receivable  
Major Customers  Year Ended
December 31,
2021		  Year Ended
December 31,
2020		  December 31,
2021		  December 31,
2020		  
Customer A  15%  9%  13%  13%  
Customer B  14%  14%  2%  7%  
Customer C  3%  24%  1%  15%  

 

(b) Suppliers

 

For the years ended December 31, 2021 and 2020, the Company’s material suppliers, each of whom accounted for more than 10% of the Company’s total purchases, were as follows:

 

   Purchases  Accounts Payable  
Major Suppliers  Year Ended
December 31,
2021		  Year Ended
December 31,
2020		  December 31,
2021		  December 31,
2020		  
Zhejiang Kandi Supply Chain Management Co., Ltd.  50%  49%  11%  9%  
Massimo Motor Sports, LLC  6%  22% 
-
  5%  

 

NOTE 9 - EARNINGS (LOSS) PER SHARE

 

The Company calculates earnings (loss) per share in accordance with ASC 260, Earnings Per Share, which requires a dual presentation of basic and diluted earnings (loss) per share. Basic earnings (loss) per share are computed using the weighted average number of shares outstanding during the reporting period. Diluted earnings (loss) per share represents basic earnings (loss) per share adjusted to include the potentially dilutive effect of outstanding stock options and warrants (using treasury stock method). Due to the average market price of the common stock during the period below the exercise price of the options, approximately 900,000 options and 8,131,332 warrants were excluded from the calculation of diluted earnings per share, for the year ended December 31, 2021.

 

F-22

 

 

NOTE 10 - ACCOUNTS RECEIVABLE, NET

 

Accounts receivable are summarized as follows:

 

   December 31,
2021		   December 31,
2020		 
Accounts receivable  $55,949,582   $38,657,406 
Less: allowance for doubtful accounts   (3,053,277)   (110,269)
Accounts receivable, net  $52,896,305   $38,547,137 

 

The following table sets forth the movement of provision for doubtful accounts:

 

   Allowance for Doubtful Accounts 
BALANCE AT DECEMBER 31, 2019  $254,665 
Provision   
-
 
Reverse   (152,809)
Exchange rate difference   8,413 
BALANCE AT DECEMBER 31, 2020  $110,269 
Provision   1,147,679 
Reverse   
-
 
Addition of allowance resulted from acquisition of Jiangxi Huiyi   1,763,231 
Exchange rate difference   32,098 
BALANCE AT DECEMBER 31, 2021  $3,053,277 

 

The addition of allowance for doubtful accounts during the year ended December 31, 2021 was primarily due to newly acquired entity, Jiangxi Huiyi, which it adopted the Company’s accounting policy for provision for doubtful accounts after being consolidated to the Company’s financial statements.

 

NOTE 11 - INVENTORIES

 

Inventories are summarized as follows:

 

   December 31,
2021		   December 31,
2020		 
Raw material  $9,291,441   $7,512,259 
Work-in-progress   9,116,194    5,488,532 
Finished goods*   14,764,338    6,696,592 
Inventories  $33,171,973   $19,697,383 

 

 
* As of December 31, 2021, approximately $3.8 million of inventory of off-roads and EVs held by SC Autosports were pledged as collateral for the $950,000 short-term loan, which was initiated during year 2021.

 

NOTE 12 - NOTES RECEIVABLE

 

As of December 31, 2021, there was $323,128 notes receivable from unrelated parties. As of December 31, 2020, there was $31,404,630 notes receivable from unrelated parties with a 6% annual interest rate, among which $6.1 million was collected on January 15, 2021, $6.9 million was collected on January 27, 2021, $9.2 million was collected on April 20, 2021 and $9.2 million was collected on June 22, 2021.

 

F-23

 

 

NOTE 13 - ADVANCES TO SUPPLIERS

 

Advances to suppliers are summarized as follows:

 

   2021   2020 
Advance payment for inventory purchase (1)  $4,110,835   $13,107,630 
Advance payment for R & D (2)   
-
    19,365,947 
Others   1,829,621    4,259,605 
Total  $5,940,456   $36,733,182 

 

 
① This amount represents the advance payment in order to lock up the purchase price of the inventory.
② This amount presents the advance payment to a third party for designing a new EV model, as well as related research and development and consulting works. The Company entered into a research and development contract with a third party on December 1, 2020 with total contract amount of $38.3 million, and advance payment of $23.0 million as per the contract. This advance payment will be expensed progressively according to the progress of the R & D project. In the year 2021, $18.2 million expense was incurred accordingly.

 

NOTE 14 - PROPERTY, PLANT AND EQUIPMENT

 

Property, plants and equipment as of December 31, 2021 and 2020 consisted of the following:

 

   December 31,   December 31, 
   2021   2020 
At cost:        
Buildings  $52,481,460   $18,924,734 
Machinery and equipment   81,994,596    67,893,378 
Office equipment   1,497,461    1,138,870 
Motor vehicles and other transport equipment   1,068,616    587,785 
Molds and others   11,852,568    12,752,789 
    148,894,701    101,297,556 
Less: Accumulated depreciation   (37,317,290)   (35,894,876)
Property, plant and equipment, net  $111,577,411   $65,402,680 

 

The Company’s Jinhua factory completed the relocation to new industrial park in April 2021. The new location covers an area of more than 57,000 square meters and a construction area of more than 98,000 square meters. The Company’s off-road vehicles, EV battery packs, electric scooters battery packs, smart battery swap system and some EV parts are manufactured in the Jinhua factory. Jinhua factory owns the above production facilities. The  Company’s  EV products, EV parts and electrical off-road vehicles, including Neighborhood EVs (“NEVs”), pure electric utility vehicles (“UTV”), pure electric golf cart and EV parts of K23 are manufactured in the Hainan factory. Currently, the Company’s Hainan factory has production capacity with an annual output (three shifts) of 100,000 units of various models of EV products, EV parts and electrical off-road vehicles and owns the above facilities. Currently, the project completion acceptance of Hainan factory is being processed. Before the completion acceptance is finished, the Hainan factory is manufacturing the above products in the form of trial production.

 

Project completion acceptance means the process that related construction unit, contractor and inspection and acceptance committee carry out their inspection and appraisal for the overall project after the project is completed and qualified for trial production. The inspection and appraisal are based on design documents, construction acceptance rules and quality inspection standards approved, in accordance with related procedures and formalities. Project completion acceptance is the last step in the whole process of a project construction, and is also necessary before formal production. 

 

Acceptance process mainly includes 1) quality acceptance of buildings organized by government construction regulators; 2) acceptance of fire safety facilities; 3) acceptance of environmental protection technology; and 4) trial production acceptance of production facilities.

 

F-24

 

 

As of the date of this report, pre-acceptance of the main project of quality supervision, as part of the Project Quality Acceptance of buildings, was completed in March 2022. Pre-acceptance of fire protection has been carried out in March 2022, and right now is undergoing the process. Fire protection expert has provided some suggestion for improvement, and the Company is currently working on the remediation. Environmental Protection Acceptance report, as part of the acceptance of environmental protection technology process, was completed on June 3, 2022. The report is being reviewed by the related examiners from the pre-acceptance expert team. The processing equipment and assembly lines have passed the joint debugging and testing, and related acceptance has been completed.

 

According to the review opinions of the pre-acceptance expert team, the Company has started to take technical improvement measures and arrange necessary funds and prepared to apply formal acceptance to related government authorities once the implementation of various technical measures has completed. Therefore, the expected completion time cannot be determined at present.

 

At present, the relevant department of the government verbally allows small-scale production prior to the completion of acceptance process, so Hainan factory is producing its products in the form of trial production, waiting for the final completion acceptance of the project. However, during the period of completion acceptance, if the local government regulatory authorities no longer allow us to produce, or we are required to stop production, we may be subject to a fine less than RMB1 million, and our revenue may be adversely affected. Other than that, the Company has no any other risks associated with the Hainan factory.

 

Depreciation expenses for the years ended December 31, 2021 and 2020 were $8,650,755 and $6,976,651, respectively.

 

NOTE 15 - INTANGIBLE ASSETS

 

Intangible assets include acquired other intangibles of trade name, customer relations, patent and technology recorded at estimated fair values in accordance with purchase accounting guidelines for acquisitions.

 

The following table provides the gross carrying value and accumulated amortization for each major class of our intangible assets, other than goodwill:

 

   Remaining    December 31,   December 31, 
   useful life    2021   2020 
Gross carrying amount:             
Trade name  0 years    $492,235   $492,235 
Customer relations  0 years     304,086    304,086 
Patent  3.5-5.17 years     5,000,944    4,871,547 
Technology  6.83-9.83 years     10,851,104    - 
         16,648,369    5,667,868 
Less: Accumulated amortization               
Trade name       $(492,235)  $(439,798)
Customer relations        (304,086)   (271,691)
Patent        (2,359,212)   (1,723,626)
Technology        (243,757)   - 
         (3,399,290)   (2,435,115)
Intangible assets, net       $13,249,079   $3,232,753 

 

The aggregate amortization expenses for those intangible assets that continue to be amortized is reflected in amortization of intangible assets in the Consolidated Statements of Income and Comprehensive Income and were $906,618 and $ 625,629 for the year ended December 31, 2021 and 2020, respectively.

 

Amortization expenses for the next five years and thereafter are as follows:

 

Years ended December 31,    
2022  $2,023,355 
2023   2,023,355 
2024   2,023,355 
2025   1,956,729 
2026   1,733,803 
Thereafter   3,488,482 
Total  $13,249,079 

 

F-25

 

 

NOTE 16 - LAND USE RIGHTS

 

The Company’s land use rights consist of the following:

 

   December 31,   December 31, 
   2021   2020 
Cost of land use rights  $4,131,797   $4,024,889 
Less: Accumulated amortization   (881,461)   (767,129)
Land use rights, net  $3,250,336   $3,257,760 

 

The amortization expense for the years ended December 31, 2021 and 2020 were $92,628 and $201,061, respectively.

 

Amortization expense for the next five years and thereafter is as follows:

 

Years ended December 31,  $92,628 
2022   92,628 
2023   92,628 
2024   92,628 
2025   92,628 
2026   92,628 
Thereafter   2,694,568 
Total  $3,250,336 

 

NOTE 17 - OTHER LONG-TERM ASSETS

 

Other long-term assets as of December 31, 2021 and 2020 consisted of the following:

 

    December 31,     December 31,  
    2021     2020  
Long-term deferred assets   $ -     $ 3,706,560  
Prepayments for land use right (i)     4,341,496       4,319,305  
Land and properties with certificates cancelled (ii)     -       13,728,557  
Prepayments for new product molds     -       6,663,909  
Right - of - use asset (iii)     6,308,374       3,496,993  
Others     342,139       392,160  
Total other long-term asset   $ 10,992,009     $ 32,307,484  

 

 
(i)As of December 31, 2021 and December 31, 2020, the Company’s other long term asset included net value of prepayments for land use right of Hainan facility of $4,341,496 and $4,319,305, respectively. As of December 31, 2021, the land use right of Hainan was not recognized since the land certificate is still in process. The amortization expense for the year ended December 31, 2021 and 2020 were $91,229 and $85,277, respectively.
(ii) As of December 31, 2020, the Company’s other long-term asset included net value of land of Jinhua facility’s old location with certificates cancelled of $6,095,310 and net value of properties (or buildings/housing) of Jinhua facility’s old location with certificates cancelled of $7,633,247, respectively. In the second quarter of 2021, the land and property of Jinhua facility’s old location has been written off. The land amortization expense of Jinhua facility’s old location for the year ended December 31, 2021 were $68,106. The property depreciation expense of Jinhua facility’s old location for the year ended December 31, 2021 were $151,694. The Company’s Jinhua facility moved out of the old location and completed the relocation process in April 2021. The relevant Economic Zone authorities inspected the vacated land and determined that the relocation was formally completed by meeting all stipulated conditions. In the second quarter of 2021, the property of Jinhua facility’s old location has been fully disposed, and the related $48 million gain on disposal of long-live asset was recognized.
(iii) As of December 31, 2021 and December 31, 2020, the Company’s operating lease right-of-use assets in other long term asset included net value of newly acquired land use right of Jinhua facility and Jiangxi facility of $6,308,374 and $3,436,310, respectively. The amortization expense for the year ended December 31, 2021 were $79,557.

 

F-26

 

 

NOTE 18 - TAXES

 

(a)Corporation Income Tax

 

Pursuant to the tax laws and regulations of the PRC, the Company’s applicable corporate income tax (“CIT”) rate is 25%. However, Zhejiang Kandi Technologies, Kandi Smart Battery Swap, Jiangxi Huiyi and Kandi Hainan qualify as High and New Technology Enterprise (“HNTE”) companies in the PRC, and are entitled to pay a reduced income tax rate of 15% for the years presented. A HNTE Certificate is valid for three years. An entity may re-apply for an HNTE certificate when the prior certificate expires. Historically, Zhejiang Kandi Technologies Kandi Smart Battery Swap, Jiangxi Huiyi has successfully re-applied for such certificates when the its prior certificates expired. Kandi Hainan has been qualified as HNTE since 2020. Therefore no records for renewal are available. The applicable CIT rate of each of the Company’s other subsidiaries, Kandi New Energy and Yongkang Scrou is 25%.

 

The Company’s tax provision or benefit from income taxes for interim periods is determined using an estimate of our annual effective tax rate, adjusted for discrete items, if any, that are taken into account in the relevant period. Each quarter the Company updates its estimate of the annual effective tax rate, and if its estimated tax rate changes, the management makes a cumulative adjustment. For 2021, the Company’s effective tax rate is favorably affected by preferential tax rate for qualified Chinese entities, a super-deduction for qualified research and development costs, intercompany dividend deductions and adversely affected by non-deductible expenses such as stock rewards for non-US employees, part of entertainment expenses, and valuation allowances. The Company records valuation allowances against the deferred tax assets associated with losses and other timing differences for which we may not realize a related tax benefit. After combining research and development tax credits of 25% on certain qualified research and development expenses, the Company’s effective tax rate for December 31, 2021 and 2020 was a tax expense of 21.73% on a reported income before taxes of approximately $29.2 million, a tax benefit of 32.69% on a reported loss before taxes of approximately $15.4 million, respectively. The effective tax rates for each of the periods mentioned above are disclosed in the summary table of income tax expenses for December 31, 2021 and 2020.

 

Under ASC 740 guidance relating to uncertain tax positions, which addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements, the Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. ASC 740 also provides guidance on de-recognition, classification, interest and penalties on income taxes, accounting in interim periods and requires increased disclosures. As of December 31, 2021, the Company did not have any liability for unrecognized tax benefits. The Company files income tax returns with the U.S. Internal Revenue Services (“IRS”) and those states where the Company has operations. The Company is subject to U.S. federal or state income tax examinations by the IRS and relevant state tax authorities. During the periods open to examination, the Company has net operating loss carry forwards (“NOLs”) for U.S. federal and state tax purposes that have attributes from closed periods. Since these NOLs may be utilized in future periods, they remain subject to examination. The Company also files certain tax returns in the PRC. As of December 31, the Company was not aware of any pending income tax examinations by U.S. or PRC tax authorities. The Company records interest and penalties on uncertain tax provisions as income tax expense. As of December 31, 2021, the Company has no accrued interest or penalties related to uncertain tax positions.

 

Income tax expenses for the year ended December 31, 2021 and 2020 are summarized as follows:

 

   For Year Ended 
   December 31, 
   2021   2020 
Current:        
Provision for CIT  $2,273,175   $302,553 
Deferred:          
Provision for CIT   4,073,315    (5,349,722)
Income tax expense (benefit)  $6,346,490   $(5,047,169)

 

F-27

 

 

The reconciliation of taxes at the PRC statutory rate (25% in 2021 and 2020) to our provision for income taxes for the years ended December 31, 2021 and 2020 was as follows:

 

   For Year Ended 
   December 31, 
   2021   2020 
Expected taxation at PRC statutory tax rate  $7,302,572   $(3,860,333)
Gain or loss difference due to outside basis in equity investments   106,289    (4,347,061)
Effect of differing tax rates in different jurisdictions   66,108    93,806 
Effect of PRC preferential tax rates   (704,361)   1,145,631 
Non-taxable income   (1,976,661)   (7,889)
Non-deductible expenses   1,352,085    615,659 
Research and development super-deduction   (2,006,682)   (458,723)
(Over) Under-accrued EIT for previous years   323,427    (24,583)
Addition to valuation allowance   8,499,993    1,629,952 
Divided received deduction   (3,023,303)   - 
Local tax adjustment   1,734,997    - 
Other (including inter-company transaction)   (5,327,974)   166,372 
Income tax (benefit) expense  $6,346,490   $(5,047,169)

 

The tax effects of temporary differences that give rise to the Company’s net deferred tax assets and liabilities as of December 31, 2021 and December 31, 2020 are summarized as follows:

 

   December 31,   December 31, 
   2021   2020 
Deferred tax assets:      
Accruals and reserves  $7,471,881   $1,160,830 
Depreciation   
-
    
-
 
Outside basis difference of investment in the Affiliate Company   
-
    7,821,994 
Loss carried forward   7,195,729    3,415,400 
Total deferred tax assets   14,667,610    12,398,224 
Deferred tax liabilities:          
Expense   (411,195)   (588,889)
Intangible   (1,981,862)   (473,024)
Revenue   (462,623)   (2,421,259)
Total deferred tax liability   (2,855,680)   (3,483,172)
Net deferred tax assets (liabilities)  $11,811,930   $8,915,052 
less: valuation allowance   (12,052,774)   (3,433,277)
Net deferred tax assets(liabilities),net of valuation allowance  $(240,844)  $5,481,775 

 

The tax effected aggregate Net Operating Loss (“NOL”) was $7.2 million and $3.4 million in tax year 2021 and 2020, which were deriving from entities in the PRC, Hong Kong and U.S. Some of the NOLs will start to expire from 2026 if they are not used. The cumulative NOL in the PRC can be carried forward for five years in general, and ten years for entities qualify High and New Technology Enterprise (“HNTE”) treatment, which is $0.8 million and $6.4 million respectfully, to offset future net profits for income tax purposes. The Company also has $0.5 million tax effected NOL in U.S. to carry forward with indefinite carryforward period, and $0.1 million tax effected NOL in Hong Kong can be carried forward without an expiration date as well.

 

The Company recorded valuation allowances of 12.0 million as of December 31, 2021, against the deferred tax assets associated with losses and other timing differences for which we may not realize a related tax benefit. Tax benefit of operating loss is evaluated on an ongoing basis including a review of historical and projected future operating results, the eligible carry forward period, and available tax planning strategies.

 

F-28

 

 

We reversed a deferred tax asset for the Affiliate Company’s outside basis difference due to the accumulated losses as of December 31, 2020 between book and tax purpose. This is due to the sale of the Affiliate Company in March 2021.

 

Income (loss) before income taxes from PRC and non-PRC sources for the year ended December 31,2021 and 2020 are summarized as follows:

 

   For Year Ended 
   December 31, 
   2021   2020 
Income(loss) before income taxes consists of:        
PRC  $30,719,006   $(12,734,584)
Non-PRC   (1,508,718)   (2,706,749)
Total  $29,210,288   $(15,441,333)

 

Net change in the valuation allowance of deferred tax assets are summarized as follows:

 

Net change of valuation allowance of Deferred tax assets    
Balance at December 31,2020  $3,433,277 
Additions-change to tax expense   8,499,993 
Prior year true up   131,364 
Exchange rate difference   (11,860)
Balance at December 31,2021  $12,052,774 

 

(b)Tax Holiday Effect

 

For the year ended December 31, 2021 and 2020, the PRC CIT rate was 25%. Certain subsidiaries of the Company are entitled to tax exemptions (tax holidays) for the year ended December 31, 2021 and 2020.

 

The combined effects of income tax expense exemptions and reductions available to the Company for the year ended December 31, 2021 and 2020 are as follows:

 

   Year Ended 
   December 31, 
   2021   2020 
Tax benefit (holiday) credit  $2,226,944   $690,905 
Basic net income per share effect  $0.03   $0.01 

 

(c)CARES Act

 

On March 27, 2020, the “Coronavirus Aid, Relief and Economic Security (CARES) Act” was signed into law. The CARES Act authorized the Small Business Administration (“SBA”) to temporarily guarantee loans under a loan program called the PPP. On May 4, 2020, SC Autosports obtained the PPP loan in the amount of $244,166 with an interest rate of 1.0% and a two-year term to maturity. The entire principal amount of the borrower’s PPP loan, including any accrued interest, is eligible to be reduced by the loan forgiveness amount under the PPP so long as employee and compensation levels of the business are maintained and 60% of the loan proceeds are used for payroll expenses, with the remaining 40% of the loan proceeds used for other qualifying expenses. In January 2021, SC Autosports obtained the PPP loan in the amount of $207,867 with an interest rate of 1.0% and a five-year term to maturity. As of December 31, 2021, the Company received $451,983 under the SBA PPP loan program and the entire amount has qualified for forgiveness.

 

The CARES Act, among other things, includes provisions relating to refundable payroll tax credits, deferment of employer side social security payments, net operating loss carryback periods, alternative minimum tax credit refunds, modifications to the net interest deduction limitations and technical corrections to tax depreciation methods for qualified improvement property. The Company does not anticipate significant income tax impact on its financial and continue to examine the impacts this CARES Act may have on its business.

 

F-29

 

 

NOTE 19 – LEASES AND RIGHT-OF-USE-ASSETS

 

The Company has renewed its corporate office leases for SC Autosports, with a term of 15 months from January 31, 2020 to April 30, 2021. The monthly lease payment is $11,000 from February 2020 to April 2020 and $12,000 from May 2020 to April 2021. The Company recorded operating lease assets and operating lease liabilities on January 31, 2020, with a remaining lease term of 15 months and discount rate of 4.25%.

 

During October 2020, land use right of gross value of $3.5 million was acquired from the government as the new site of Jinhua Facility’s relocation as per the Repurchase Agreement. On October 31, 2021, the Company acquired $2.8 million of land use rights through the acquisition of Jiangxi Huiyi. Above lease was wholly prepaid. See NOTE 17 for more details.

 

As of December 31, 2021, the Company’s operating lease right-of-use assets (grouped in other long-term assets on the balance sheet) was $6,308,374. For the year ended December 31, 2021, the Company’s operating lease expense was $79,557.

 

Supplemental information related to operating leases was as follows:

 

   Year ended
December 31,
2021		 
Cash payments for operating leases  $79,557 

 

NOTE 20 - CONTINGENT CONSIDERATION LIABILITY

 

On January 3, 2018, the Company completed the acquisition of 100% of the equity of Jinhua An Kao, currently known as Kandi Smart Battery Swap Co., Ltd. (“Kandi Smart Battery Swap”). The Company paid approximately RMB 25.93 million (approximately $4 million) at the closing of the transaction using cash on hand and issued a total of 2,959,837 shares of restrictive stock or 6.2% of the Company’s total outstanding shares of the common stock immediately prior to the closing of the acquisition valued at approximately $20.7 million to the former shareholders of Kandi Smart Battery Swap and his designees (the “KSBS Shareholders”), and may be required to pay future consideration of up to an additional 2,959,837 shares of common stock, which are being held in escrow and to be released contingent upon the achievement of certain net income-based milestones in the next three years. Any escrowed shares that are not released from escrow to the KSBS Shareholders as a result of the failure to achieve the milestones will be forfeited and returned to the Company for cancellation. While the escrowed shares are held in escrow, the Company will retain all voting rights with respect to such shares. For the year ended December 31, 2018, Kandi Smart Battery Swap achieved its first year net profit target. Accordingly, the KSBS Shareholders received 739,959 shares of Kandi’s restrictive common stock or 12.5% of the total equity consideration (i.e., 5,919,674 total shares) as part of the purchase price. For the year ended December 31, 2019, Kandi Smart Battery Swap achieved its second year net profit target. Accordingly, the KSBS Shareholders received 986,810 shares of Kandi’s restrictive common stock or 16.67% of the total equity consideration (i.e., 5,919,674 total shares) as part of the purchase price. All the escrowed shares have been included in the Company’s registration statement on Form S-3 declared effective by the SEC on April 5, 2019.

 

As the outbreak of COVID-19 in 2020 affected Kandi Smart Battery Swap’s operation and business, on July 7, 2020, the Company and the KSBS Shareholders made the following supplements to Condition III of the original Supplementary Agreement: The KSBS Shareholders have the right to receive an aggregate of 20.83% of the total equity consideration (i.e., 5,919,674 total shares), provided that Kandi Smart Battery Swap realizes a net profit of RMB50 million (approximately $8 million) or more for the period from January 1, 2020 to June 30, 2021 (as opposed to be the originally stated “December 31, 2020”), and such profit is audited or reviewed and Kandi Smart Battery Swap gets annual or quarterly financial report issued under US GAAP. For the period from January 1, 2020 to June 30, 2021, Kandi Smart Battery Swap achieved its net profit target. Accordingly, the KSBS Shareholders received 1,233,068 shares of Kandi’s restrictive common stock or 20.83% of the total equity consideration (i.e., 5,919,674 total shares) as part of the purchase price. All the escrowed shares have been included in the Company’s registration statement on Form S-3 declared effective by the SEC on April 5, 2019.

 

F-30

 

 

On July 1, 2018, the Company completed the acquisition of 100% of the equity of SC Autosports (d/b/a Kandi America). The Company issued a total of 171,969 shares of restrictive stock or approximately 0.3% of the Company’s total outstanding shares of the common stock immediately prior to the closing of the acquisition valued at approximately $0.8 million at the closing of transaction to the former members of SC Autosports within 30 days from the signing date of the Transfer Agreement, and may be required to pay future consideration of up to an additional 1,547,721 shares of common stock of the Company, which are being held in escrow and to be released contingent upon the achievement of certain pre-tax profit based milestones in the next three years. Any escrowed shares that are not released from escrow to the SC Autosports former members due to the failure to achieve the milestones will be forfeited and returned to the Company for cancellation. While the escrowed shares are held in escrow, the Company will retain all voting rights with respect to the shares. For the year ended December 31, 2018, SC Autosports achieved its first year pre-tax profit target. Accordingly, the former members of SC Autosports received 343,938 shares of Kandi’s restrictive common stock or 20% of the total equity consideration in the purchase price. For the year ended December 31, 2019, SC Autosports achieved its second year pre-tax profit target. Accordingly, the former members of SC Autosports received 515,907 shares of Kandi’s restrictive common stock or 30% of the total equity consideration in the purchase price. For the year ended December 31, 2020, SC Autosports partially achieved its third year pre-tax profit target. As the gap between third year’s pretax profit and pre-tax profit target is less than 20%, the former members of SC Autosports received 515,907 shares of Kandi’s restrictive common stock or 30% of the total equity consideration in the purchase price. All the escrowed shares have been included in the Company’s registration statement on Form S-3 declared effective by the SEC on April 5, 2019.

 

The Company recorded contingent consideration liability of the estimated fair value of the contingent consideration the Company currently expects to pay to the KSBS Shareholders and SC Autosports’ former members upon the achievement of certain milestones. The fair value of the contingent consideration liability associated with remaining shares of restrictive common stock was estimated by using the Monte Carlo simulation method, which took into account all possible scenarios. This fair value measurement is classified as Level 3 within the fair value hierarchy prescribed by ASC Topic 820, Fair Value Measurement and Disclosures. In accordance with ASC Topic 805, Business Combinations, the Company will re-measure this liability each reporting period and record changes in the fair value through a separate line item within the Company’s consolidated statements of income.

 

On October 31, 2021, the Company completed the acquisition of 100% of the equity of Jiangxi Huiyi. The Company paid approximately RMB 50 million (approximately $7.9 million) at the closing of the transaction using cash on hand and may be required to pay future consideration of up to an additional 2,576,310 shares of common stock, upon the achievement of certain net income-based milestones in the next three years.

 

As of December 31, 2021 and 2020, the Company’s contingent consideration liability was $7,812,000 and $3,743,000, respectively.

 

Details of the contingent consideration liability as of December 31, 2021 and December 31, 2020 were as follow:

 

   December 31,   December 31, 
   2021   2020 
Contingent consideration liability to KSBS Shareholders  $
-
    3,743,000 
Contingent consideration liability to former members of Jiangxi Huiyi   7,812,000    
-
 
Total contingent consideration liability  $7,812,000   $3,743,000 

 

F-31

 

 

NOTE 21 - COMMON SHARES

 

On November 12, 2020, Kandi entered into a Securities Purchase Agreement (the “Purchase Agreement”) with certain purchasers (the “Buyers”) pursuant to which the Company sold to the Buyers, in a registered direct offering, an aggregate of 9,404,392 units (the “Units”), each consisting of one share (the “Shares”) of our common stock, par value $0.001 per share (“Common Stock”) and 0.4 warrant to purchase a share of our Common Stock (the “Warrants”), at a purchase price of $6.38 per share, for aggregate gross proceeds to the Company of $60,000,021, before deducting fees to the placement agent and other estimated offering expenses payable, approximately $3.1 million, by the Company. At the closing, the Company issued Units consisting of an aggregate of 9,404,392 shares of our Common Stock and Warrants initially exercisable into an aggregate of up to 3,761,757 shares of our Common Stock. The Warrants have a term of 30 months and are exercisable by the holders at any time after six months of the date of issuance at an exercise price of $8.18 per share.

 

The Company issued to FT Global Capital, Inc. (the “Placement Agent”) warrants to purchase an aggregate of up to six percent (6%) of the aggregate number of shares of our common stock sold in the offering, or 564,264 shares of the common stock (the “Placement Agent Warrants”). The Placement Agent Warrants shall generally be on the same terms and conditions as the Warrants, exercisable at a price of $8.18 per share, provided that Placement Agent Warrants will not provide for certain anti-dilution protections included in the Warrants.

 

On November 24, 2020, Kandi entered into a Securities Purchase Agreement  (the “Second RD Purchase Agreement”) with certain purchasers (the “Second RD Buyers”) pursuant to which the Company sold to the Second RD Buyers, in a registered direct offering, an aggregate of 8,849,560 units (the “Units”), each consisting of one share (the “Shares”) of our Common Stock and a warrant to purchase 0.4 share of our Common Stock (the “Second RD Warrants”), at a purchase price of $11.30 per share, for aggregate gross proceeds to the Company of $100,000,028, before deducting fees to the placement agent and other estimated offering expenses payable, approximately $5.0 million, by the Company. At the closing, the Company issued Units consisting of an aggregate of 8,849,560 shares of our Common Stock and the Second RD Warrants initially exercisable into an aggregate of up to 3,539,825 shares of our Common Stock. The Second RD Warrants have a term of 30 months and are exercisable by the holders at any time after the date of issuance at an exercise price of $14.50 per share.

 

The Company issued to the Placement Agent warrants to purchase an aggregate of up to three percent (3%) of the aggregate number of shares of our common stock sold in the offering, or 265,487 shares of the common stock (the “Second RD Placement Agent Warrants”). The Second RD Placement Agent Warrants shall generally be on the same terms and conditions as the Second RD Warrants, exercisable at a price of $14.50 per share, provided that the Second RD Placement Agent Warrants will not provide for certain anti-dilution protections included in the Second RD Warrants.

 

Retirement of Treasury Shares

 

On December 16, 2020, the Board of Directors of the Company approved to retire 487,155 shares of its common stock held in treasury, and the retirement was completed as of December 31, 2020. The shares were returned to the status of authorized but unissued shares. As a result, the treasury stock balance decreased by approximately $1.2 billion. As a part of the retirement, the Company reduced its Common Stock and Additional Paid-in Capital by $24,77,965.

 

Purchases of Equity Securities by the Issuer and Affiliated Purchasers

 

On December 1, 2021, the board of directors had authorized the repurchase of up to $20 million worth of the Company’s common stock in open market transactions or in privately negotiated transactions. As of December 31, 2021, the Company had repurchased a total of 679,749 common shares at an average stock price of $3.52 per share under the repurchase plan.

 

F-32

 

 

NOTE 22 - STOCK OPTIONS

 

On May 29, 2015, the Compensation Committee of the Board of Directors of the Company approved the grant of stock options to purchase 4,900,000 shares of the Company’s common stock, at an exercise price of $9.72 per share, to the Company’s directors, officers and senior employees. The stock options will vest ratably over three years and expire on the tenth anniversary of the grant date. The Company valued the stock options at $39,990,540 and had amortized the stock compensation expense using the straight-line method over the service period from May 29, 2015, through May 29, 2018. The value of the stock options was estimated using the Black Scholes Model with an expected volatility of 90%, an expected life of 10 years, a risk-free interest rate of 2.23% and an expected dividend yield of 0.00%. All expenses had been amortized as of May 29, 2018.

 

The following is a summary of the stock option activities of the Company:

 

   Number of
Shares		   Weighted Average
Exercise Price		 
Outstanding as of December 31, 2019   3,900,000   $9.72 
Granted   
-
    
-
 
Exercised   3,000,000    9.72 
Cancelled   
-
    
-
 
Forfeited   
-
    
-
 
Outstanding as of December 31, 2020   900,000   $9.72 
Granted   
-
    
-
 
Exercised   
-
    
-
 
Cancelled   
-
    
-
 
Forfeited   
-
    
-
 
Outstanding as of December 31, 2021   900,000   $9.72 

 

The fair value of each of the 4,900,000 options issued to the employees and directors on May 29, 2015 is $8.16 per share.

 

F-33

 

 

NOTE 23 - STOCK AWARD

 

In connection with the appointment of Mr. Henry Yu as a member of the Board of Directors (the “Board”), the Board authorized the Company to compensate Mr. Henry Yu with 5,000 shares of Company’s restricted common stock every six months as compensation, beginning in July 2011.

 

As compensation for Mr. Jerry Lewin’s services as a member of the Board, the Board authorized the Company to compensate Mr. Jerry Lewin with 5,000 shares of Company’s restricted common stock every six months, beginning in August 2011.

 

As compensation for Ms. Kewa Luo’s services as the Company’s investor relation officer, the Board authorized the Company to compensate Ms. Kewa Luo with 5,000 shares of the Company’s common stock every six months, beginning in September 2013.

 

On January 29, 2019, the Board appointed Ms. Zhu Xiaoying as interim Chief Financial Officer. Ms. Zhu was entitled to receive 10,000 shares of the common stock annually under the Company’s 2008 Omnibus Long-Term Incentive Plan (the “2008 Plan”) as a year-end equity bonus. Effective May 15, 2020, Ms. Zhu resigned from her position as interim Chief Financial Officer of the Company.

 

On May 15, 2020, the Board appointed Mr. Jehn Ming Lim as the Chief Financial Officer. Mr. Lim was entitled to receive 6,000 shares of the common stock annually, which shall be issuable evenly on each six-month anniversary hereof.

 

The fair value of stock awards with service condition is determined based on the closing price of the common stock on the date the shares are granted. The compensation costs for awards of common stock are recognized over the requisite service period.

 

On December 30, 2013, the Board approved a proposal (as submitted by the Compensation Committee) of an award (the “Board’s Pre-Approved Award Grant Sub-Plan under the 2008 Plan”) for certain executives and other key employees. The fair value of each award granted under the 2008 Plan is determined based on the closing price of the Company’s stock on the date of grant of such award. On September 26, 2016, the Board approved to terminate the previous Board’s Pre-Approved Award Grant Sub-Plan under the 2008 Plan and adopted a new plan to grant the total number of shares of common stock of the stock award for selected executives and key employees 250,000 shares of common stock for each fiscal year. On April 18, 2018, the Company granted 238,600 shares of common stock to certain management members and employees as compensation for their past services under the 2008 Plan. On April 30, 2019, the Company granted 238,600 shares of common stock to certain management members and employees as compensation for their past services under the 2008 Plan. On May 9, 2020, the Company granted 238,600 shares of common stock to certain management members and employees as compensation for their past services under the 2008 Plan. On April 30, 2021, the Company granted 238,600 shares of common stock to certain management members and employees as compensation for their past services under the 2008 Plan.

 

For the year ended December 31, 2021 and 2020, the Company recognized $1,484,576 and $902,666 of employee stock award expenses for stock compensation and annual incentive award under the 2008 Plan paid to Board members, management and consultants under General and Administrative Expenses, respectively.

 

F-34

 

 

NOTE 24 - EQUITY METHOD INVESTMENT IN THE AFFILIATE COMPANY

 

The Company’s consolidated net income (loss) includes the Company’s proportionate share of the net income or loss of the Company’s equity method investees. When the Company records its proportionate share of net income in such investees, it increases equity income (loss) – net in the Company’s consolidated statements of income (loss) and the Company’s carrying value in that investment. Conversely, when the Company records its proportionate share of net loss in such investees, it decreases equity income (loss) – net in the Company’s consolidated statements of income (loss) and the Company’s carrying value in that investment. All intra-entity profits and losses with the Company’s equity method investees have been eliminated.

 

On February 18, 2021, Zhejiang Kandi Technologies signed an Equity Transfer Agreement with Geely to transfer all of its remaining 22% equity interests in the Affiliate Company to Geely for a total consideration of RMB 308 million (approximately $48 million). Zhejiang Provincial Administration for Market Regulation recorded the update of the ownership of Fengsheng on March 9, 2021. On March 16, 2021, the Company received the first half of the equity transfer payment of RMB 154,000,000 (approximately $24 million). On September 10, 2021, the Company received the second half of the equity transfer payment of RMB 154,000,000 (approximately $24 million).

 

The Company accounted for its investments in the Affiliate Company under the equity method of accounting. As the equity transfer was completed on March 9, 2021, the Company recorded 22% of the Affiliate Company’s loss for the period until completion of equity transfer during the first quarter of 2021.

 

The Company’s equity method investments in the Affiliate Company for the years ended December 31, 2021 and 2020 are as follows:

 

   Year Ended 
   December 31, 
   2021   2020 
Investment in the Affiliate Company, beginning of the period,  $28,892,638   $47,228,614 
Investment decreased in 2021   (48,436,812)   
-
 
Gain from equity sale   17,788,351    
-
 
Reversal of prior year reduction in the equity of the Affiliate Company*   3,363,015    (3,275,999)
Company’s share in net loss of Affiliate based on 22% ownership for period from January 1, 2021 to March 9, 2021 and year ended December 31, 2020   (2,692,225)   (16,812,341)
Non-controlling interest   99,891    (445,977)
Prior year unrealized profit realized   
-
    5,656 
Subtotal   (2,592,334)   (17,252,662)
Exchange difference   985,142    2,192,685 
Investment in Affiliate Company, end of the period  $
-
   $28,892,638 
- Non-controlling interest carrying amount        2,611,821 

 

NOTE 25 - COMMITMENTS AND CONTINGENCIES

 

Guarantees and pledged collateral for bank loans to other parties:

 

(1) Guarantees for bank loans

 

On March 15, 2013, the Company entered into a guarantee contract to serve as the guarantor of Nanlong Group Co., Ltd. (“NGCL”) for NGCL’s $3,145,248 (RMB 20 million) loan from Shanghai Pudong Development Bank Jinhua Branch, with a related loan period from March 15, 2013 to March 15, 2016. NGCL is not related to the Company. Under this guarantee contract, the Company agreed to assume joint liability as the loan guarantor. In April 2017, Shanghai Pudong Development Bank filed a lawsuit against NGCL, the Company and ten other parties in Zhejiang Province People’s Court in Yongkang City, alleging NGCL defaulted on a bank loan borrowed from Shanghai Pudong Development Bank for a principal amount of approximately $2.9 million and demanded that the guarantor bear the liability for compensation. On May 27, 2017, a judicial mediation took place in Yongkang City and parties reached a settlement in mediation, in which the plaintiff agreed NGCL would repay the loan principal and interest in installments. If there were an event of default that NGCL could not repay the loan, the Company may be obligated to bear the liability of defaulted amount. The Company expects the likelihood of incurring losses in connection with this matter to be remote.

 

F-35

 

 

(2)Pledged collateral for bank loans to other parties.

 

As of December 31, 2021 and December 31, 2020, none of the Company’s land use rights or plants and equipment were pledged as collateral securing bank loans to other parties.

 

Litigation

 

Beginning in March 2017, putative shareholder class actions were filed against Kandi Technologies Group, Inc. (“Kandi”) and certain of its current and former directors and officers in the United States District Court for the Central District of California and the United States District Court for the Southern District of New York. The complaints generally alleged violations of the federal securities laws based on Kandi’s disclosure in March 2017 that its financial statements for the years 2014, 2015 and the first three quarters of 2016 would need to be restated, and sought damages on behalf of putative classes of shareholders who purchased or acquired Kandi’s securities prior to March 13, 2017. Kandi moved to dismiss the remaining cases, all of which were pending in the New York federal court, that motion was granted in September 2019, and the time to appeal has run. In June 2020, a similar but separate putative securities class action was filed against Kandi and certain of its current and former directors and officers in California federal court. This action was transferred to the New York federal court in September 2020, Kandi moved to dismiss in March 2021, and that motion was granted in October 2021. The plaintiff in this case subsequently filed an amended complaint, Kandi moved to dismiss that complaint in January 2022, and the motion remains pending.

 

Beginning in May 2017, purported shareholder derivative actions based on the same underlying events described above were filed against certain current and former directors of Kandi in the United States District Court for the Southern District of New York. The New York federal court confirmed the voluntary dismissal of these actions in April 2019.

 

In October 2017, a shareholder filed a books and records action against the Company in the Delaware Court of Chancery pursuant to 8 Del. C. Section 220 seeking the production of certain documents generally relating to the same underlying items described above as well as attorney’s fees (the “Section 220 Litigation”). On September 28, 2018, the parties, through their respective counsel, agreed to dismiss the Section 220 Litigation with prejudice and with each party bearing its own attorney’s fees, costs, and expenses, thereby concluding the action. In February 2019, this same shareholder commenced a derivative action against certain current and former directors of Kandi in the Delaware Court of Chancery. A motion to dismiss this derivative action was filed in May 2019 and that motion was denied on April 27, 2020.

 

Separately, in connection with allegations of misconduct identified in pre-suit demands made by putative shareholders of Kandi, Kandi formed a Special Litigation Committee (“SLC”) and retained a Delaware law firm as independent counsel to the SLC to aid in the SLC’s investigation of, and to ultimately report on, the allegations of misconduct set forth in the pre-suit demands. The SLC recommended to Kandi’s board of directors in June 2020 that the SLC be dissolved in light of the ongoing derivative action pending in the Delaware Court of Chancery, and this recommendation was adopted by the board in August 2020.

 

In December 2020, a putative securities class action was filed against Kandi and certain of its current officers in the United States District Court for the Eastern District of New York. The complaint generally alleges violations of the federal securities laws based on claims made in a report issued by Hindenburg Research in November 2020, and seeks damages on behalf of a putative class of shareholders who purchased or acquired Kandi’s securities prior to March 15, 2019. This action remains pending.

 

While the Company believes that the claims in these litigations are without merit and will defend itself vigorously, the Company is unable to estimate the possible loss, if any, associated with these litigations. The ultimate outcome of any litigation is uncertain and the outcome of these matters, whether favorable or unfavorable, could have a negative impact on the Company’s financial condition or results of operations due to defense costs, diversion of management resources and other factors. Defending litigation can be costly, and adverse results in the litigations could result in substantial monetary judgments. No assurance can be made that litigation will not have a material adverse effect on the Company’s future financial position.

 

F-36

 

 

NOTE 26 - SEGMENT REPORTING

 

The Company has one operating segment. The Company’s revenue and long-lived assets are primarily derived from and located in China and US. The Company does not have manufacturing operations outside of China.

 

The following table sets forth disaggregation of revenue:

 

   Year Ended
December 31,		 
   2021   2020 
   Sales Revenue   Sales Revenue 
Primary geographical markets          
Overseas  $32,669,996   $29,394,148 
China   58,816,388    47,526,365 
Total  $91,486,384   $76,920,513 
           
Major products          
EV parts  $25,348,003   $40,645,696 
EV products   1,478,566    684,525 
Off-road vehicles   29,336,693    29,824,323 
Electric Scooters, Electric Self-Balancing Scooters and associated parts   30,018,290    5,765,969 
Battery exchange equipment and Battery exchange service   785,183    
-
 
Lithium-ion cells   4,519,649    
-
 
Total  $91,486,384   $76,920,513 
           
Timing of revenue recognition          
Products transferred at a point in time  $91,486,384   $76,920,513 
Total  $91,486,384   $76,920,513 

 

F-37

 

 

NOTE 27 - ACQUISITIONS

 

Jiangxi Huiyi

 

Jiangxi Huiyi, located in Gaoxin Development Zone, Xinyu City, Jiangxi Province, was formed on November 16, 2016. Jiangxi Huiyi owns an intelligent production line with a daily output of 250,000 units of 18650 lithium batteries. Besides, as of December 31, 2021, it has 7 invention patents, 28 utility model patents, and 10 appearance patents approved by the PRC State Intellectual Property Offices.

 

On October 31, 2021, the Company, through Zhejiang Kandi Technologies, completed the acquisition of Jingxi Huiyi. The Company acquired all the equity interests of Jiangxi Huiyi for a purchase price of RMB 50 million (approximately $7.7 million) in cash to the Transferors. The first 50% of the purchase price or RMB 25 million (approximately $3.9 million) was paid on July 19, 2021. The remaining 50% of the purchase price or RMB 25 million (approximately $3.9 million) was paid on October 20, 2021. In addition, pursuant to the Supplementary Agreement by and between the two parties, the Company may issue 858,770 shares of registered stock (the “Shares”) to the Transferors each year for the next three years, conditioned on the fulfillment of the undertaking by the Transferors of Jiangxi Huiyi to achieve no less than RMB 15 million (approximately $2.3 million) net income (the “Annual Profit Target”) over the course of each of the following three years without additional investment by Zhejiang Kandi Technologies. The Shares will be registered on proper registration statement.

 

The Supplementary Agreement sets forth the terms and conditions of the issuance of the Shares for the three year period subsequent to the consummation of acquisition from July 1, 2021 to June 30, 2022, 2023 and 2024 as below: If Jiangxi Huiyi achieves the Annual Profit Target, 858,770 shares will be issued to the Transferors. However, a reduced number of shares may be issued to Transferors if Jiangxi Huiyi fails to achieve its Annual Profit Target: If the annual net profits of Jiangxi Huiyi fall below the Annual Profit Target by 20% or less, 687,016 shares will be issued to the Transferors; if net profits of Jiangxi Huiyi fall below the Annual Profit Target by a percentage between 20% and 40%, 515,262 shares will be issued to the Transferors; and if net profits of Jiangxi Huiyi fall below the Annual Profit Target by 40% or more, no shares will be issued to the Transferors. All the profit targets referenced above shall follow the United States Generally Accepted Accounting Principles.

 

As of the acquisition date, the Company recorded a contingent liability of approximately $10.6 million, representing the estimated fair value of the contingent consideration the Company currently expects to pay to the Jiangxi Huiyi Transferors upon the achievement of certain net income-based milestones. The Supplementary Agreement sets forth the terms and conditions of the issuance of these shares. The fair value of the contingent consideration liability associated with additional 2,576,310 shares of restrictive common stock was estimated by using Monte Carlo simulation method, which took into account all possible scenarios. This fair value measurement is classified as Level 3 within the fair value hierarchy prescribed by ASC Topic 820, Fair Value Measurement and Disclosures. In accordance with ASC Topic 805, Business Combinations, the Company will re-measure this liability each reporting period and record changes in the fair value through a separate line item within the Company’s Consolidated Statements of Operations and Comprehensive Income (Loss).

 

The components of the preliminary purchase price as of the acquisition date for Jiangxi Huiyi are as follows:

 

   Jiangxi Huiyi 
Cash  $7,806,767 
Fair value of contingent consideration   10,646,000 
Total  $18,452,767 

 

The Company accounted for the acquisition as business combinations, in accordance with ASC Topic 805. The Company has recorded the assets acquired and liabilities assumed at their respective fair values as of the acquisition date. The following summarizes the preliminary purchase price allocations:

 

   Jiangxi Huiyi 
Goodwill  $5,682,051 
Amortizable intangible assets   10,773,338 
Other net assets   3,094,810 
Deferred tax liability   (1,097,432)
Total  $18,452,767 

 

Transaction costs of $60,347 associated with the acquisition were expensed as incurred through general and administrative expenses in the statement of income in 2021.

 

The Company allocated the preliminary purchase price to specific intangible asset categories as of the acquisition date for Jiangxi Huiyi as follows:

 

   Amount
Assigned		   Estimated
useful life
(in years)		 
Amortizable intangible assets:       
Technology  $10,773,338   7-10 

 

F-38

 

 

The Company allocated the preliminary purchase price to specific intangible assets for patents that the Company acquired. The Company believes that the estimated intangible asset value so determined represents the fair value on the date of acquisition and do not exceed the amount a third party would pay for the assets. The Company used the asset based approach to derive the fair value of the amortizable intangible assets. These fair value measurements are based on significant unobservable inputs, including estimates and assumptions and, accordingly, are classified as Level 3 within the fair value hierarchy prescribed by the ASC Topic 820.

 

The Company recorded the excess of the purchase price over the estimated fair values of the identified assets as goodwill, which is non-deductible for tax purposes. Goodwill was established due to primarily to revenue and earnings projections associated with Jiangxi Huiyi’s future operations, as well as synergies expected to be gained from the integration of the business into the Company’s existed operations.

 

The Company’s condensed consolidated financial statements included approximately $4.6 million of revenue and approximately $0.2 million of operating loss related to the operating results for Jiangxi Huiyi from its date of acquisition.

 

The following unaudited pro forma financial information presents the combined results of operations of Kandi and the Acquired Business as if the acquisition had occurred as of October 31, 2020. The pro forma information is not necessarily indicative of what the financial position or results of operations actually would have been had the acquisition been completed as of October 31, 2020. In addition, the unaudited pro forma financial information is not indicative of, nor does it purport to project, the future financial position or operation results of Kandi. The unaudited pro forma financial information excludes acquisition and integration costs and does not give effect to any estimated and potential cost savings or other operating efficiencies that could result from acquisition.

 

Unaudited Pro Forma Combined Statements of Operations Information

 

   Year Ended
December 31,		 
   2021   2020 
Revenue  $116,847,257   $79,931,122 
LOSS FROM OPERATIONS  $755,314   $606,360 
NET LOSS  $23,696,197   $(10,586,299)

 

NOTE 28 - PRE-EXISTED VIE

 

The consolidated financial statements included in this Form 10-K/A reflect the results of operations, financial position and cash flows of the registrant, Delaware incorporated parent company together with those of its subsidiaries, on a consolidated basis.

 

The tables below summarized the cash flows between the Company’s pre-existed VIE and other non-VIE entities for the year ended December 31, 2021 and 2020:

 

For the year ended December 31, 2021
No.   Transfer from   Transfer to   Approximate
value ($)		     Note
1   Other non-VIE subsidiaries in PRC*   VIE     750,787     Products purchased from VIE by the other non-VIE subsidiaries in PRC
2   Other non-VIE subsidiaries in PRC*   VIE     45,259,160     Cash (as working capital) borrowed by the VIE from other non-VIE subsidiaries in PRC
3   VIE   Other non-VIE subsidiaries in PRC*     11,051,936     Products purchased from the other non-VIE subsidiaries in PRC by the VIE
4   VIE   Other non-VIE subsidiaries in PRC*     34,465,328    

Investment amount and working capital contribution, as well as repayment by the VIE to the other non-VIE subsidiaries in PRC

5   VIE   Zhejiang Kandi Technologies     20,155,351     Cash transferred as dividend from the VIE to its direct parent entity, Zhejiang Kandi Technologies.

 

For the year ended December 31, 2020
No.   Transfer from   Transfer to   Approximate
value ($)		     Note
1   Other non-VIE subsidiaries in PRC*   VIE     3,079,765     Products purchased from VIE by the other non-VIE subsidiaries in PRC
2   Other non-VIE subsidiaries in PRC*   VIE     19,630,712     Cash (as working capital) borrowed by the VIE from other non-VIE subsidiaries in PRC
3   VIE   Other non-VIE subsidiaries in PRC*     35,725,229     Products purchased from the other non-VIE subsidiaries in PRC by the VIE
4   VIE   Other non-VIE subsidiaries in PRC*     26,526,218     Cash (as working capital) repaid by the VIE to the other non-VIE subsidiaries in PRC

 

* Other non-VIE subsidiaries in PRC include the entities such as Zhejiang Kandi Technologies, Kandi Smart Battery Swap, Kandi Hainan and Yongkang Scrou.

 

F-39

 

 

Intercompany activities between non-VIE subsidiaries and VIE

 

The tables below present intercompany activities between non-VIE subsidiaries and VIE, balances for receivables and payables between non-VIE subsidiaries and VIE for the year ended December 31, 2021 and 2020.

 

1) intercompany activities between non-VIE subsidiaries and VIE

 

For the year ended December 31, 2021
#  Purchaser  Seller  Approximate
value ($)		 
1  VIE  Other non-VIE subsidiaries in PRC*   10,022,236 
2  Other non-VIE subsidiaries in PRC*  VIE   116,522 

 

For the year ended December 31, 2020
#   Purchaser   Seller   Approximate
value ($)		  
1   VIE   Other non-VIE subsidiaries in PRC*     18,761,492  
2   Other non-VIE subsidiaries in PRC*   VIE     167,349  

  

2) Receivables and payables between non-VIE subsidiaries and VIE

 

As of December 31, 2021
#  Description  Approximate value ($) 
1  Receivables of other non-VIE subsidiaries in PRC* due from VIE   28,582,029 
2  Receivables of VIE due from other non-VIE subsidiaries in PRC*   1,880,007 

 

As of December 31, 2020
#  Description  Approximate value ($) 
1  Receivables of other non-VIE subsidiaries in PRC* due from VIE   10,877,303 
2  Receivables of VIE due from other non-VIE subsidiaries in PRC*   18,807,124 

 

The Company’s subsidiaries and its pre-existed PRC VIE are restricted in their ability to transfer a portion of their net assets to the Company. The payment of dividends by entities organized in China is subject to limitations, procedures and formalities. Regulations in the PRC currently permit payment of dividends only out of accumulated profits as determined in accordance with accounting standards and regulations in China. The Company’s subsidiaries and its pre-existed VIE are also required to set aside at least 10% of its after-tax profit based on PRC accounting standards each year to its statutory reserves account until the accumulative amount of such reserves reaches 50% of its respective registered capital. The aforementioned reserves can only be used for specific purposes and are not distributable as cash dividends.

 

In addition, the Company’s operations and revenues that are conducted and generated in China with currency received being denominated in RMB. RMB is subject to the foreign exchange control regulation in China, and, as a result, the Company may be unable to distribute any dividends outside of China due to PRC foreign exchange control regulations that restrict the Company’s ability to convert RMB into U.S. dollars.

 

Otherwise, there is no other impact from the Company’s involvement with the pre-exisited VIE that would affect the reporting entity’s financial position, financial performance or cash flows.

  

NOTE 29 - SUBSEQUENT EVENT

 

In January 2022, the Company had repurchased a total of 459,036 common shares at an average stock price of $3.42 per share under the repurchase plan.

 

Since SC Autosports is purchasing electric golf crossover vehicles from Jiangsu Xingchi Electric Technology Co., Ltd. (“Jiangsu Xingchi”), and Jiangsu Xingchi’s existing production capacity is far from meeting the needs of the U.S. market, in order to expand production capacity to meet the needs of the U.S. market, on February 15, 2022, Kandi Hainan and Jiangsu Xingchi jointly invested RMB 30,000,000 (approximately $4.6 million) in Haikou, Hainan (of which Kandi Hainan owns 66.7% and Jiangsu Xingchi owns 33.3%) to establish Hainan Kandi Holding New Energy Technology Co., Ltd. (“Hainan Kandi Holding”). Hainan Kandi Holding will specialize in the production of electric golf crossover vehicles and other products in Kandi Hainan’s factory.

 

Effective March 14, 2022, Mr. Hu Xiaoming transferred his 50% equity interests of Kandi New Energy to Zhejiang Kandi Technologies for $2.83 million (RMB 18 million, equal to the subscribed capital contributed by Mr. Hu Xiaoming to Kandi New Energy). As a result, Kandi New Energy has become a wholly-owned subsidiary of Zhejiang Kandi Technologies. As of the date of this report, the Company does not have any VIE.

 

F-40

 

 

Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.

 

None.

 

Item 9A. Controls and Procedures.

 

(a) Evaluation of Disclosure Controls and Procedures

 

The Company is required to disclose in reports that are filed or submitted under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) is: (i) recorded, processed, summarized and reported within the time periods specified in SEC rules and forms and (ii) accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding disclosure.

 

The Company has evaluated, under the participation of the Company’s Chief Executive Officer and the Chief Financial Officer, the effectiveness of disclosure controls and procedures as of December 31, 2021. Based on our evaluation, we concluded that the Company’s disclosure controls were effective as of December 31, 2021. In designing and evaluating the disclosure controls and procedures, the Company’s management recognized that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and the Company’s management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures.

 

(b) Management’s Annual Report on Internal Control Over Financial Reporting

 

Our management is responsible for establishing and maintaining adequate internal control over financial reporting (“ICFR”) as defined in Rules 13a-15(f) and 15d-15(f) under Exchange Act. The Company’s ICFR is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with U.S. GAAP.

 

The Company’s ICFR includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with U.S. GAAP, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Company’s assets that could have a material effect on the consolidated financial statements.

 

All internal control systems, no matter how well designed, have inherent limitations, so that no evaluation of controls can provide absolute assurance that all control issues are detected. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. Therefore, any current evaluation of controls cannot and should not be projected to future periods.

 

Management conducted an assessment of the effectiveness of our system of ICFR as of December 31, 2021, the last day of our fiscal year of 2021. This assessment was based on criteria established in Internal Control—Integrated Framework, issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”) in 2013 (the “2013 COSO Framework”) and included an evaluation of elements such as the design and operating effectiveness of key financial reporting controls, process documentation, accounting policies, and our overall control environment. Based on management’s evaluation under the 2013 COSO Framework, management concluded that the Company’s internal controls over financial reporting were effective as of December 31, 2021 based on those criteria.

 

We reviewed the results of management’s assessment with the Audit Committee of our Board of Directors.

 

Our independent registered public accounting firm, Paris, Kreit & Chiu CPA LLP, has audited the effectiveness of our ICFR as of December 31, 2021 as stated in their report which is attached to the auditors’ reports included under item 8 of this report.

 

(c) Changes in Internal Control Over Financial Reporting

 

There was no change to our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that occurred during the period covered by this report that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

 

Item 9B. Other Information.

 

None.

 

Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.

 

None.

 

45

 

 

PART III

 

Item 10. Directors, Executive Officers and Corporate Governance

 

The following table sets forth certain information regarding our executive officers and members of the Company’s board of directors (the “Board of Directors”) as of March 9, 2022:

 

Name   Age   Position   Served From
Hu Xiaoming   65   Chairman of the Board, President and Chief Executive Officer   June 2007
Lim Jehn Ming   39   Chief Financial Officer   May 2020
Chen Liming (1),(2),(3)   85   Director (Independent)   May 2012
Lin Yi (2),(3)   69   Director (Independent)   May 2017
Jerry Lewin (1)   67   Director (Independent)   November 2010
Henry Yu (1),(2),(3)   68   Director (Independent)   July 2011
Dong Xueqin   40   Director   December 2021
Wang Lin   33   Director   December 2019

 

 
(1) Member of Audit Committee
(2) Member of Compensation Committee
(3) Member of Nominating and Corporate Governance Committee

 

Business Experience of Directors and Executive Officers

 

Biographical Information

 

Hu Xiaoming was appointed as our Chief Executive Officer, President and Chairman of the Board in June 2007. Prior to joining the Company, from October 2003 to April 2005, Mr. Hu served as the Project Manager (Chief Scientist) in the WX Pure Electric Vehicle Development Important Project of Electro-vehicle in the State 863 Plan. From October 1984 to March 2003, Mr. Hu served as: (i) Factory Director of the Yongkang Instrument Factory, (ii) Factory Director of the Yongkang Mini Car Factory, (iii) Chairman and General Manager of the Yongkang Vehicle Company, (iv) General Manager of the Wan Xiang Electric Vehicle Developing Center and (v) the General Manager of the Wan Xiang Battery Company. Mr. Hu personally owned four invention patents and seven utility model patents, which he transferred to the Company in fiscal year 2012.

 

Jehn Ming Lim has extensive experience in providing financial accounting and advisory services to public and private companies and has been engaging in this profession for more than 15 years. He was the Chief Financial Officer of Takung Art Co., Ltd. (NYSE American: TKAT) from February 2019 to May 2020. Prior to that, he had been the managing director of Albeck Financial Services, a financial consulting firm from January 2013 to February 2019, mainly responsible for overseeing SEC reporting, GAAP technical consultation, financial statement audit preparation, due diligence and internal controls compliance services. He also has extensive experience in auditing private and public companies in his stints as audit manager and senior auditor of two regional accounting firms in the United States, i.e., Kabani & Company, Inc. from October 2008 through December 2012 and Stonefield Josephson, Inc. from September 2006 through October 2008, respectively and as an auditor at Ernst & Young in the United States from September 2004 through to July 2006. Mr. Lim graduated with High Honors from the University of California, Santa Barbara, with a Bachelor of Arts degree in Business Economics.

 

Wang Lin was appointed as a director of the Company in December 2019. Ms. Wang has been serving as Chief Financial Officer Assistant of the Company since June 2015. Before joining the Company, Ms. Wang served as Fund Accountant of State Street Technology (Zhejiang) Co., Ltd. from December 2014 to June 2015. At the Company, Ms. Wang is responsible for the preparation of consolidated financial statements in accordance with the U.S. GAAP standards, and the preparation of SEC reports, including the Annual Reports on Form 10-K and the Quarterly Reports on Form 10-Q. Ms. Wang has knowledge of the basic U.S. GAAP standards and SEC regulations. She is also familiar with the culture and business process of the Company. Mastering good communication and coordination skills, Ms. Wang also has financial management experience of U.S. listed companies. Ms. Wang received her Bachelor degree in Finance from Zhejiang Gongshang University in 2011 and received her Master degree in Accounting from Hofstra University in 2014.

 

46

 

 

Lin Yi was appointed as a director of Kandi on May 4, 2017. He has extensive experience in automotive engineering and multi-body system dynamics research. Throughout his career, he has been awarded numerous high-ranking national science and technology rewards. He served several key senior roles in academic and industrial organizations and was given Special Government Allowances from the State Council in 1992. Additionally, he was named an “Expert of China’s Machinery Industry” in 1995 and elected to the “Outstanding Young Science Talents in China’s Automobile Industry” in 1998. From 2007 to 2015, he served as a deputy chief engineer at Beijing Automotive Group Co., Ltd., as an executive director of Beijing Automotive New Energy Vehicle Co., Ltd., and as the executive vice president of Beijing Automotive Research Institute. Prior to that, he was a part-time professor at Beijing University of Technology, Beijing University of Aeronautics and Astronautics, Institute of Electrical Engineering at China Academy of Sciences, Shanghai Jiaotong University, and Hunan University. He was appointed as the dean of Automotive Engineering at Jilin University of Technology in 1996 and remained in that position until 2000.

 

Jerry Lewin was appointed as a director of the Company in November 2010. Jerry Lewin became Senior Vice President of Field Profitability Globally of Hyatt Hotels Corporation in January of 2015. In his new responsibilities he and his team are to move the company forward with new initiatives to be the best operator in the Hospitality Industry. Prior to this promotion, he served as Senior Vice President of Field Operations for Hyatt Hotels Corporation and is responsible for managing the hotels in North American continent. Mr. Lewin has been with Hyatt since 1987. In his past capacity as Senior Vice President of Operation Lewin supervised a number of areas, including finance, sales and marketing, public relations, customer service, engineering, and human resources. Lewin serves as a member of the Hyatt Hotels Corporation’s Managing Committee and sits on the board of directors of the New York City Hotel Association. Since July 2009, Mr. Lewin has served as a director of several companies in the past. Lewin currently serves as the President of the New York Law Enforcement Foundation and as the President of the NY State Troopers PBA Signal 30 Fund. Mr. Lewin has served in various management capacities for several hotel companies in San Francisco, Oakland, Los Angeles, San Diego and Las Vegas. Mr. Lewin received his Bachelor of Science degree from Cornell University and completed the Executive Development Program at J.L. Kellogg Graduate School of Management at Northwestern University.

 

Henry Yu was appointed as a director of the Company on July 1, 2011. In October of 2015, Henry joined Asian Investors Consortium as an Executive Director. Asian Investors Consortium of Asia invests in projects in Greater China and in Asia Pacific. Henry is also a Senior Advisor to ChinaPlus Capital Ltd of Shanghai, a company that focuses on bridging US/China business. Yu, a seasoned banker of about 34 years, has had an excellent banking career covering domestic banking and global business. He was Managing Director of the Global Financial Institutions of Fifth Third Bank from 2012-September of 2015. Previous affiliation included Bank of America in HK, Comerica Bank, National City Bank, SunTrust Bank, Standard Chartered Bank China, and East West Bank. Henry is a well-rounded banker having been involved in Investment Banking, Commercial and International Multinational Lending, Treasury Management, Credit Administration, Compliance, Foreign bank relationship management, Trade Finance, and Global Supply Chain. From 2003 through 2007, Yu held Series 7 and 62 Certification from the Financial Industry Regulatory Authority. Henry Yu is also an avid volunteer promoting U.S./China and U.S./Emerging Markets business relationships and transactions. Through Henry’s 25 plus years of coverage on Emerging Markets, Asia, and in particular Greater China, he is a frequent speaker and lecturer on Asian/U.S./China business to universities in Georgia (Emory University, Georgia Tech, Georgia State University, Kennesaw State University, Georgia Perimeter College), and universities in China, namely Sichuan University, Suzhou Institute, Jiliang University, and Jinan University. Henry chairs the Advisory Board of the National Association of Chinese-Americans, and is a member of the Global Commerce Council of the Metro Atlanta Chamber. A believer in education and mentorship, Henry sits on the Asian Studies Board of Kennesaw State University, a member of Georgia State University’s China Task Force, and Trustee of Georgia Perimeter College’s Foundation Board. Henry is also President of the Hong Kong Association of Atlanta, and works closely with the NYC Office of the HK Economic & Trade Office in NYC. Henry received his BA degree in Economics in 1978 from the University of Michigan and MBA in Finance from the University of Detroit in 1980.

 

Dong Xueqin, received a Doctor Engineering degree in Vehicle Engineering from Shanghai Tongji University. Mr. Dong has rich practical experience and extensive knowledge and expertise in the fields of automotive engineering, automotive safety and others. He has successively served as the General Manager of Jiangsu Xingchi Electric Power Technology Co., Ltd, the Deputy General Manager of Jiangsu Yixing Vehicles Co., Ltd, the General Manager of Yijue Automobile (Shanghai) Co., Ltd, the Deputy General Manager of business department of Automobile Design and Research Institute Co., Ltd. of Shanghai Tongji University, and the R & D Engineer of Jiangling Automobile Co., Ltd. In addition, Mr. Dong has also participated in multiple technology R & D projects, including the research and development of Class AO small urban pure electric vehicle, and test, evaluation and standard technology related to whole electric vehicle and its parts as well as infrastructures in the “863” Project of China Ministry of Science and Technology; safety technology of electric vehicles in typical crash mode in the Project of Shanghai Bureau of Quality and Technical Supervision; and so on. Furthermore, he has published 11 papers on automobile and electric vehicle engineering technology. Mr. Dong also owns 18 utility model patents, 2 invention patents and 1 appearance design patent.

 

47

 

 

Chen Liming was appointed as a director of the Company on May 1, 2012. Mr. Chen serves as an advisor to AA Wind & Solar Energy Development Group, LLC. Prior to his current position, from February 2009 to October 2010, Mr. Chen participated in a joint venture with Mr. Qiu Youmin, the former designer of Geely Automobile Co., Ltd., and assisted in the development of super mini three seat pure electric vehicles. From June 2008 to July 2009, he participated in the development of Lithium Iron Phosphate Battery with Shanghai Yuankai Group. Mr. Chen served as a Professor of Electrical Engineering at Zhejiang University from 1983 to 1997. In addition, Mr. Chen served as a visiting scholar in the Electrical Engineering Department at Columbia University in New York City from 1981 to 1983 and as a professor in Electrical Engineering at Zhejiang University from 1960 to 1981. Mr. Chen received his bachelor degree from Southeast University in Jiangsu, China in 1960.

 

Family Relationships

 

No family relationships existed among any of our directors or executive officers.

 

Board Diversity

 

The Nominating and Corporate Governance Committee does not have a formal policy with respect to diversity. However, the Board of Directors and the Nominating and Corporate Governance Committee believe that it is essential that the members of the Board of Directors represent diverse viewpoints. In considering candidates for the Board of Directors, the Board of Directors and the Nominating and Corporate Governance Committee consider the entirety of each candidate’s credentials in the context of the factors mentioned above. The Company is currently in compliance with the diversity requirements of Nasdaq Rule 5605(f) and 5606, with one female Asian directors, five male Asian director and one male White director.

 

Board Diversity Matrix (As of July 22, 2022)
Total Number of Directors  7 
   Female   Male   Non-Binary   Did Not
Disclose
Gender		 
Part I: Gender Identity
Directors   1    6    0    0 
Part II: Demographic Background
African American or Black   0    0    0    0 
Alaskan Native or Native American   0    0    0    0 
Asian   1    5    0    0 
Hispanic or Latinx   0    0    0    0 
Native Hawaiian or Pacific Islander   0    0    0    0 
White   0    1    0    0 
Two or More Races or Ethnicities   0    0    0    0 
LGBTQ+            0      
Did Not Disclose Demographic Background            0      

 

Audit Committee Financial Expert

 

Our Audit Committee currently consists of Henry Yu (Chairman), Jerry Lewin and Chen Liming, each of whom is independent under NASDAQ listing standards. Our Board of Directors determined that each of Mr. Yu and Mr. Lewin qualifies as an “audit committee financial expert,” as defined by Item 407 of Regulation S-K and NASDAQ Rule 5605(a)(2). In reaching this determination, the Board of Directors made a qualitative assessment of Mr. Yu’s and Mr. Lewin’s level of knowledge and experience based on a number of factors, including formal education and business experience.

 

Code of Ethics

 

We have adopted a “Code of Ethics” as defined by regulations promulgated under the Securities Act of 1933, as amended, and the Exchange Act that applies to all of our directors and employees, including our principal executive officer, principal financial officer and principal accounting officer. A current copy of our “Code of Business Conduct and Ethics” is included as exhibit 14.1 to our annual report on Form 10-K filed on March 16, 2015. A copy of our “Code of Business Conduct and Ethics” will be provided to you without charge upon written request to Hu Xiaoming, Chief Executive Officer, Kandi Technologies Group, Inc., Jinhua City Industrial Zone, Jinhua, Zhejiang Province, People’s Republic of China, 321016. You may also access these filings at our web site under the investor relations link at http://en.kandivehicle.com

 

Section 16(A) Beneficial Ownership Reporting Compliance

 

Section 16(a) of the Securities Exchange Act of 1934 requires that the Company’s directors and executive officers and persons who beneficially own more than ten percent (10%) of a registered class of its equity securities, file with the SEC reports of ownership and changes in ownership of its common stock and other equity securities. Executive officers, directors, and beneficial owners of greater than ten percent (10%) of a registered class of the Company’s equity securities are required by SEC regulation to furnish the Company with copies of all Section 16(a) reports that they file. Based solely upon a review of the copies of such reports furnished to us or written representations that no other reports were required, the Company believes that, during fiscal year 2021, all filing requirements applicable to its executive officers, directors, and greater than ten percent (10%) beneficial owners were met, except for the following: (i) Henry Yu did not timely file Form 4s after being granted 5,000 shares and 5,000 shares on February 3, 2021 and August 5, 2021 respectively and after he sold 4,000 shares and 4,010 shares on November 24, 2021 and November 26, 2021 respectively. However, the Form 4 corresponding to these transactions was subsequently filed on December 2, 2021. (ii) Jerry Lewin did not timely file a Form 4 after being issued being granted 5,000 shares and 5,000 shares on February 3, 2021 and August 5, 2021.

 

48

 

 

Item 11. Executive Compensation

 

Summary Compensation Table

 

The following table summarizes the compensation earned during the years ended December 31, 2021 and 2020, by the individuals who served as our Chief Executive Officer and Chief Financial Officer during any part of fiscal year 2021 or any other executive officer with total compensation in excess of $100,000 during fiscal year 2021. The individuals listed in the table below are referred to as the “named executive officers”.

 

Name and Principal Position         Salary     Bonus     Stock
Awards		     Option
Awards		     Non-Equity
Incentive Plan
Compensation		     Nonqualified
Deferred
Compensation
Earnings		     All Other
Compensation		     Total  
  Year     ($)     ($)     ($)(4)     ($)(5)     ($)     ($)     ($)     ($)  
Hu Xiaoming (1)   2021     $ 55,815            -     $ 288,000            -            -            -            -     $ 343,815  
CEO, President and   2020     $ 52,173       -     $ 168,000       -       -       -       -     $ 220,173  
Chairman of the Board                                                                      
                                                                       
Lim Jehn Ming (2)   2021     $ 120,000       -     $ 18,540       -       -       -       -     $ 138,540  
CFO   2020     $ 75,000       7,605     $ 9,270       -       -       -       -     $ 91,875  

 

 
(1) Mr. Hu was appointed as CEO and President of the Company on June 29, 2007.
(2) Mr. Lim was appointed as the Company’s CFO, effective May 15, 2020.
(3) The amounts in this column reflect the aggregate grant date fair value under FASB ASC Topic 718 of awards made during the respective year.

 

Salary and Incentive Compensation

 

In fiscal 2021, the primary components of our executive compensation programs were base salary and equity compensation.

 

Salary

 

We use base salary to fairly and competitively compensate our executives, including the named executive officers, for the jobs we ask them to perform. We view base salary as the most stable component of our executive compensation program, as this amount is not at risk. We believe that the base salaries of our executives should be targeted at or above the median of base salaries for executives in similar positions with similar responsibilities at comparable companies, consistent with our compensation philosophy. At the end of the year, each executive’s performance is evaluated by our Compensation Committee, which takes into account the individual’s performance, responsibilities of the position, adherence to our core values, experience, and external market conditions and practices.

 

Incentive Compensation

 

We believe it is a customary and competitive practice to include an equity-based element of compensation to the overall compensation package for our named executive officers. We believe that a significant portion of the compensation paid to our named executive officers should be performance -based and therefore at risk. Awards made are granted under the Kandi Technologies Group, Inc. Omnibus Long-Term Incentive Plan (the “Plan”).

 

At our 2008 annual shareholders meeting, our stockholders approved the adoption of the Plan. As of December 31, 2020, 2,600,000 options have been granted under the Plan to the Company’s employees and directors, of which 2,593,332 have been exercised, and 6,668 have been forfeited.

 

Pursuant to Pre-Approved Award Grant Sub-Plan approved by the Board of Directors on December 30, 2013 and modified on July 25, 2014, if the Non-GAAP net income in one year increases by 10% compared with the previous year, the total of 335,000 shares of the common stock from the Plan (as disclosed in details in the next paragraph below) to be granted to certain employees (management of the Company is authorized to determine list of employees and stock amount rewarded based on position adjustment of employees, performance and tenure of each employee in that year) will be granted for that year; if the Non-GAAP net income in one year is less than the Non-GAAP net income in the previous year, then no stock will be granted in that year; if the Non-GAAP net income in one year is 10% less than or 10% more than the Non-GAAP net income in the previous year, then the stock grant amount will decrease or increase according to the Non-GAAP net income decrease or increase percentage, but the total amount rewarded may not be over 200%.

 

49

 

 

On May 20, 2015, the shareholders of the Company approved an increase of 9,000,000 shares under the Plan at its annual meeting. The fair value of each award granted under the Plan is determined based upon the closing price of the Company’s stock on the date of the grant. To the extent that the performance goal is not met and so no shares become due, no compensation cost is recognized and any recognized compensation cost during the applicable year is reversed. The number of shares of common stock granted under the Plan with respect to fiscal 2014 was 670,000 shares based on the Non-GAAP Net Income of 2014. Compensation expense is recognized in General and Administrative Expenses. On April 23, 2015 and June 7, 2015, the Company granted 550,000 shares and 120,000 shares, respectively, to the senior management and key employee as year 2014 performance awards. On April 13, 2016, the Company granted 670,000 shares to the senior management and key employee as year 2015 performance awards. In February 2017, the Board of Directors authorized the Company to grant 246,900 shares to a list of management members as compensation for their past services pursuant to Section 11 of the Company’s 2008 plan. On September 26, 2016, the Board approved the termination of the previous Board’s Pre-Approved Award Grant Sub-Plan under the 2008 Plan and adopted a new plan to reduce the total number of shares of common stock of the stock award for select executives and key employees from 335,000 shares of common stock to 250,000 shares of common stock for each fiscal year and the other terms were as same as before. There was no grant under the Board’s Pre-Approved Award Grant Sub-Plan in the years of 2017 to 2021.

 

On May 29, 2015, the Compensation Committee of the Board of Directors of the Company approved the grant of stock options to purchase 4,900,000 shares of common stock at an exercise price of $9.72 per share to the Company’s senior executives. The stock options will vest ratably over three years and expire on the tenth anniversary of the grant date. As of December 31, 2021, 3,000,000 shares have been exercised, and 1,000,000 shares have been forfeited. The granted stock option to the directors and officers are as below:

 

Name  stock options 
Hu Xiaoming   900,000 

 

Outstanding Equity Awards at 2020 Fiscal Year End

 

The following table sets forth information regarding all unexercised, outstanding equity awards held, as of December 31, 2021, by those individuals who served as our named executive officers during any part of fiscal year 2021.

 

Name  Number of
Securities
underlying
Unexercised
Exercisable		   Number of
Securities
underlying
Unexercised
Options(#)
Unexercisable		   Equity
Incentive
Plan
Awards:
Number of
Securities
Underlying
Unexercised
Unearned
Options
(#)		   Option
Exercise
Price
($)(1)		   Option
Expiration
Date		    Number of
Shares
or Units
of Stock
That Have
Not Vested
(#)		   Market
Value of
Shares
or Units
of Stock
That Have
Not
Vested
($)		   Awards:
Number of
Unearned
Shares,
Units or
Other
Rights
That Have
Not
Vested
(#)		   Market
or Payout
Value of
Unearned
Shares,
Units or
Other
Rights
That Have
Not
Vested
($)		 
Hu Xiaoming   900,000    -    -   $9.72   5/28/2025   -    -    -    - 

 

 
(1) The grant date fair value of each share of common stock option is $9.72, calculated in accordance with FASB Topic 718.

 

Employment Agreements

 

Zhejiang Kandi Technologies has a three-year-term employment agreement with Mr. Hu, expiring June 9, 2022. The agreement provides an annual salary for Mr. Hu with bonuses to be decided at the discretion of our Board at the year end.

 

On May 15, 2020, the Company and Mr. Lim entered into a three-year-term employment agreement, pursuant to which Mr. Lim shall receive an annual salary in the amount of $120,000. He will also receive 6,000 shares of the common stock under the Company’s 2008 Omnibus Long-Term Incentive Plan, which shall be issuable evenly on each six-month anniversary hereof or as otherwise determined by the Board of Directors.

 

The form of the Mr. Hu’s agreement was previously filed and incorporated herein by reference from Exhibit 10.2 to the Company’s Annual Report on Form 10-K filed on March 16, 2015. Mr. Lim’s employment agreement was previously attached as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on May 21, 2020 and is incorporated herein by reference.

 

50

 

 

Potential Payments Upon Termination or Change of Control

 

Under Chinese law, we may only terminate employment agreements without cause and without penalty by providing notice of non-renewal one month prior to the date on which the employment agreement is scheduled to expire. If we fail to provide this notice or if we wish to terminate an employment agreement in the absence of cause, as defined in the agreement, then we are obligated to pay the employee one month’s salary for each year we have employed the employee. We are, however, permitted to terminate an employee for cause without penalty pursuant to the employee’s employment agreement. If the named executive officer is not terminated for cause, the Company will pay the remaining portion of the executive officer’s salary.

 

Director Compensation (excluding Named Executive Officers)

 

The following table sets forth certain information regarding the compensation earned by or awarded during the 2021 fiscal year to each of our non-executive directors:

 

Name  Fees
Earned or
Paid in
Cash
($)(2)		   Stock
Awards
($) (1)(2)		   Option
Awards
($)		   Non-Equity
Incentive Plan
Compensation
($)		   Nonqualified
Deferred
Compensation
Earnings		   All Other
Compensation
($)		   Total
($)		 
Lin Yi  $9,302    -    -    -    -    -   $9,302 
                                    
Henry Yu  $24,000    18,100    -    -    -    -   $42,100 
                                    
Jerry Lewin  $24,000    26,500    -    -    -    -   $50,500 
                                    
Chen Liming  $9,302    -    -    -    -    -   $9,302 
                                    
Wang Lin  $31,938    11,520    -    -    -    -   $43,458 
                                    
Sun Chenming  $35,659    28,800    -    -    -    -   $64,459 
                                    
Dong Xueqin (3)                                   

 

 

(1) The amounts in these columns represent the aggregate grant date fair value of stock awards granted to our non-named executive officer directors during the fiscal year ended December 31, 2021, in accordance with ASC Topic 718. In connection with his appointment to the Board of Directors in July 2011, the Board of Directors authorized the Company to issue to Mr. Yu 5,000 shares of Company’s restricted common stock every six months, par value $0.001. The closing stock price at the grant date is $2.65 per share. Similarly, in August 2011, the Board of Directors authorized the Company to issue to Mr. Lewin 5,000 shares of Company’s restricted common stock every six months, par value $0.001. The closing stock price at the grant date is $1.81 per share. As of December 31, 2021, 100,000 shares of restricted common stock had been issued to Mr. Lewin and Mr. Yu, respectively.
(2) In setting director compensation, we consider the significant amount of time that directors spend fulfilling their duties to the Company, as well as the skill level required to serve as a director and manage the affairs of the Company. Certain directors receive a monthly fee as follows: (i) Lin Yi receives a monthly fee of RMB5,000 (approximately $740) starting May 2017; (ii) Jerry Lewin receives a monthly fee of $2,000; (iii) Henry Yu receives a monthly fee of $2,000; and (iv) Chen Liming receives a monthly fee of RMB 5,000 (approximately $740) starting 2014.
(3) The shareholders voted for the appointment of Mr. Dong Xueqin as a director in the shareholder meeting on December 28, 2021.  However, Mr. Dong’s compensation does not accrue until the beginning of 2022.

 

The aggregate number of stock options and restricted shares outstanding, as of December 31, 2021, for each of the non-named executive officer directors were as follows:

 

Name  Options   Restricted
stock		 
Henry Yu   0    100,000(1)
Chen Liming   0    0 
Lin Yi   0    0 
Jerry Lewin   0    100,000 
Zhu Feng   0    0 
Wang Lin   0    0 
Sun Chenming   0    0 
Dong Xueqin (2)   0    0 

 

 
(1) Besides the 100,000 shares of restricted common stock, Mr. Yu owns additional 15,500 shares of the Company’s common stock that he purchased from the open market.
(2) The shareholders voted for the appointment of Mr. Dong Xueqin as a director in the shareholder meeting on December 28, 2021.  However, Mr. Dong’s compensation does not accrue until the beginning of 2022.

 

51

 

 

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

 

The following table sets forth information known to us, as of March 10, 2022, relating to the beneficial ownership of shares of common stock by each person who is known by us to be the beneficial owner of more than five percent (5%) of the outstanding shares of common stock; each director; each executive officer; and all executive officers and directors as a group. We believe that all persons named in the table have sole voting and investment power with respect to all shares of common stock shown as being owned by them. The applicable percentages of ownership are based on an aggregate of 76,256,345 shares of our Common Stock outstanding on March 10, 2022. Unless indicated otherwise, the mailing address of each beneficial owner is Jinhua New Energy Vehicle Town, Jinhua City, Zhejiang Province, China 321016.

 

Title of Class  Name of Beneficial Owner    Amount and
Nature of
Beneficial
Ownership		   Percent
of Class		 
Named Executive Officers and Directors             
Common Stock  Hu Xiaoming     14,326,481(1)   18.8%
Common Stock  Jehn Ming Lim     1,500    * 
Common Stock  Henry Yu     120,500    * 
Common Stock  Jerry Lewin     105,000    * 
Common Stock  Chen Liming     -    - 
Common Stock  Lin Yi     -    - 
Common Stock  Dong Xunqin     -    - 
Common Stock  Sun chenming     5,000    - 
Common Stock  Wang Lin     7,000    * 
All officers and directors        14,565,481    19.1%
Other 5% Stockholders:               
Common Stock  Excelvantage Group Limited     12,821,404(2)   16.8%
Common Stock®   Invesco WilderHill Clean Energy ETF       5,953,498 (3)     7.8 %

 

 
* Less than 1%

 

(1) Includes (i) 1,505,077 shares owned directly by Mr. Hu, (ii) 12,821,404 shares owned by Excelvantage Group Limited. As reflected in footnote 2, Mr. Hu may be deemed to be the beneficial owner of these shares.
(2) On March 29, 2010, Hu Xiaoming, our Chief Executive Officer, President and Chairman of the Board of Directors, became the sole stockholder of Excelvantage Group Limited. Through his position as the sole stockholder in Excelvantage Group Limited, Mr. Hu has the power to dispose of or direct the disposition of the shares of the common stock in Excelvantage Limited Group. As a result, Mr. Hu may, under the rules of the Securities and Exchange Commission, be deemed to be the beneficial owner of the shares of common stock.
(3) Based solely on the Schedule 13G filed by Invesco Ltd filed with the SEC on February 10, 2022.

 

52

 

 

Item 13. Certain Relationships and Related Transactions, and Director Independence.

 

Transactions with Related Parties

 

On February 18, 2021, Zhejiang Kandi Technologies signed an Equity Transfer Agreement with Geely to transfer all of its remaining 22% equity interests in the Affiliate Company to Geely. The equity transfer was completed on March 9, 2021. For detailed discussion of Transactions with Related Parties, please refer to NOTE 24 – EQUITY METHOD INVESTMENT IN THE AFFILIATE COMPANY.

 

Effective March 14, 2022, Mr. Hu Xiaoming transferred his 50% equity interests of Kandi New Energy to Zhejiang Kandi Technologies for $2.83 million (RMB 18 million, equal to the subscribed capital contributed by Mr. Hu Xiaoming to Kandi New Energy) according to the Share Transfer Agreement signed on March 7, 2022 between Zhejiang Kandi Technologies and Mr. Hu Xiaoming. As a result, Kandi New Energy has become a wholly-owned subsidiary of Zhejiang Kandi Technologies. Upon the closing of the transfer, all the pre-existing agreements between the Company and Mr. Hu Xiaoming regarding the entitlement of 100% of the economic benefits, voting rights and residual interests are all terminated.

 

Procedures For Approval of Related Party Transactions

 

According to the Company policy on Related-Party Transactions (the “Policy”), a “Related Transaction” is “any transaction, includes, but not limited to, any financial transaction, arrangement, relationship (including any indebtedness or guarantee of indebtedness) or any series of similar transactions, arrangements or relationships, since the beginning of the Company’s last fiscal year, or any currently proposed transaction, and the amount involved exceeds $120,000, and in which any related party had or will have a direct or indirect material interest”. The Policy’s definition of a “Related Party” is in line with the definition set forth in the instructions to Item 404(a) of Regulation S-K promulgated by the SEC.

 

Under the Policy, the Company’s proposed material related transaction with related persons shall be submitted to the Board for consideration and discussion after an independent director presents his/her approval opinion beforehand. The Audit Committee shall conduct an audit on the related-party transaction and prepare a written opinion, and can engage independent financial advisers to issue a report as a basis for its judgment, then submit it to the Board. The Policy states that the Board meeting can be held as long as non-affiliated directors making up a majority of the Board attend, and any resolution made by the Board must be approved by a majority of non-affiliated directors.

 

Director Independence

 

Messrs. Henry Yu, Chen Liming, Lin Yi and Jerry Lewin are all non-employee directors, all of whom our Board has determined to be independent pursuant to NASDAQ rules. All of the members of our Audit Committee, Nominating/Corporate Governance Committee and Compensation Committee are independent pursuant to NASDAQ rules.

 

53

 

 

Item 14. Principal Accounting Fees and Services.

 

The following table represents the aggregate fees from our current principal accounting firm, Paris Kreit & Chiu CPA LLP and former principal accounting firm, Marcum Bernstein & Pinchuk LLP for the years ended December 31, 2021 and 2020, respectively.

 

   2021   2020 
Audit Fees  $350,000   $460,000 
Audit Related Fees  $-   $93,800 
Tax Fees  $-   $- 
All other fees  $-   $715 
TOTAL FEES  $350,000   $554,515 

 

Audit Fees — This category includes the audit of our annual financial statements and services that are normally provided by the independent auditors in connection with engagements for those fiscal years.

 

Audit-Related Fees — This category consists of assurance and related services by the independent auditors that are reasonably related to the performance of the audit or review of our financial statements and are not reported above under “Audit Fees”.

 

Tax Fees — This category consists of professional services rendered by the Company’s independent registered public accounting firm for tax compliance and tax advice. The services for the fees disclosed under this category include tax return preparation and technical tax advice.

 

All Other Fees — This category consists of fees for other miscellaneous items.

 

Pre-Approval Policies and Procedures

 

All of the services rendered to us by our independent registered public accountants were pre-approved by the Audit Committee.

 

54

 

 

PART IV

 

Item 15. Exhibits, Financial Statement Schedules.

 

Exhibit Number   Description
2.1   Share Exchange Agreement, dated June 29, 2007, by and among Stone Mountain Resources, Inc., Continental Development Limited and Excelvantage Group Limited. [Incorporated by reference from Exhibit 2.1 to the Company’s Current Report on Form 8-K filed on July 6, 2007]
     
3.1   Certificate of Incorporation. [Incorporated by reference from Exhibit 3.1 to Form SB-2 filed by the Company on April 1, 2005]
     
3.2   Certificate For Renewal and Revival of Charter dated May 27, 2007. [Incorporated by reference from Exhibit 3.1 to the Company’s Registration Statement on Form S-3 dated June 20, 2014]
     
3.3   Certificate of Amendment of Certificate of Incorporation. [Incorporated by reference from Exhibit 4.2 to the Company’s Form S-3, dated November 19, 2009; File No. 333-163222]
     
3.4   Certificate of Amendment of Certificate of Incorporation. [Incorporated by reference from Exhibit 3.1 to the Company’s Form 8-K, dated December 21, 2012]
     
3.5   Bylaws. [Incorporated by reference from Exhibit 3.2 to Form SB-2 filed by the Company on April 1, 2005]
     
4.1   Form of the Investor Warrant in connection with the Registered Direct offering closed on November 12, 2020 [Incorporated by reference from Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on November 10, 2020]
     
4.2   Form of the Placement Agent Warrant in connection with the Registered Direct offering closed on November 12, 2020 [Incorporated by reference from Exhibit 4.2 to the Company’s Current Report on Form 8-K filed on November 10, 2020]
     
4.3   Form of the Investor Warrant in connection with the Registered Direct offering closed on November 23, 2020 [Incorporated by reference from Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on November 20, 2020]
     
4.4   Form of the Placement Agent Warrant in connection with the Registered Direct offering closed on November 23, 2020 [Incorporated by reference from Exhibit 4.2 to the Company’s Current Report on Form 8-K filed on November 20, 2020]
     
4.5   Description of Securities Registered Pursuant to Section 12 of the Exchange Act. [Incorporated by reference from Exhibit 4.5 to the Company’s Annual Report on Form 10-K filed on March 15, 2022].
     
10.1   Form of the Director Agreement. [Incorporated by reference from Exhibit 10.1 to the Company’s Annual Report on Form 10-K filed on March 16, 2015]
     
10.2   Form of the Employment Contract by and between Zhejiang Kandi Technologies Group Co., Ltd. and the executive officer. [Incorporated by reference from Exhibit 10.2 to the Company’s Annual Report on Form 10-K filed on March 16, 2015]
     
10.3   Kandi Technologies, Corp. 2008 Omnibus Long-Term Incentive Plan [Incorporated by reference from Appendix A to the Company’s Definitive Schedule 14A filed on November 24, 2008]
     
10.4   Voting Agreement, dated January 21, 2010, by and between the Company and Excelvantage Group Limited. [Incorporated by reference from Exhibit 10.6 to the Company’s Current Report on Form 8-K filed on January 21, 2010]
     
10.5   The Agreement of Establishment Kandi New Energy Vehicles Co., Ltd., dated May 18, 2010, by and between Zhejiang Kandi Technologies Group Co., Ltd. and Mr. Hu Xiaoming, and its supplement, dated January 31, 2011. [Incorporated by reference from Exhibit 10.13 to the Company’s Annual Report on Form 10-K filed on March 31, 2011]

 

55

 

 

10.6   The Share Escrow and Trust Agreement, dated May 18, 2010, by and between Zhejiang Kandi Technologies Group Co., Ltd. and Mr. Hu Xiaoming. [Incorporated by reference from Exhibit 10.14 to the Company’s Annual Report on Form 10-K filed on March 31, 2011]
     
10.7   The Contractor Agreement, dated May 18, 2010, by and between Zhejiang Kandi Technologies Group Co., Ltd. and Mr. Hu Xiaoming. [Incorporated by reference from Exhibit 10.15 to the Company’s Annual Report on Form 10-K filed on March 31, 2011]
     
10.8   Loan Agreement, dated January 31, 2011, by and between Zhejiang Kandi Technologies Group Co., Ltd. and Mr. Hu Xiaoming. [Incorporated by reference from Exhibit 10.1 to the Company’s Form 10-Q filed on May 16, 2011]
     
10.9   Joint Venture Agreement of Establishment of Zhejiang Kandi Electric Vehicles Co., Ltd., by and between Zhejiang Kandi Technologies Group Co., Ltd. and Shanghai Maple Guorun Automobile Co., Ltd., dated March 22, 2013. [Incorporated by reference from Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q filed on May 14, 2013]
     
10.10   Zhejiang Wanxiang Ener1 Power System Co., Ltd. Sales Contract, between JinhuaKandi New Energy Vehicles Co., Ltd. and Zhejiang Wanxiang Ener1 Power System Co., Ltd., dated October 23, 2013. [Incorporated by reference from Exhibit 10.26 to the Company’s Annual Report on Form 10-K filed on March 17, 2014]
     
10.11   Form of Non-Qualified Stock Option Agreement pursuant to the 2008 Omnibus Long-Term Incentive Plan of Kandi Technologies Group, Inc. [Incorporated by reference from Exhibit 10.15 to the Company’s Annual Report on Form 10-K filed on March 14, 2016]
     
10.12   English Translation of the Share Transfer Agreement by and between Zhejiang Kandi Technologies Group Co., Ltd. and Mr. Wang Xinhuo dated December 12, 2017 [Incorporated by reference from Exhibit 10.18 to the Company’s Annual Report on Form 10-K filed on March 16, 2018]
     
10.13   English Translation of the Supplementary Agreement by and between Zhejiang Kandi Technologies Group Co., Ltd. and Mr. Wang Xinhuo dated December 12, 2017 [Incorporated by reference from Exhibit 10.19 to the Company’s Annual Report on Form 10-K filed on March 16, 2018]
     
10.14   Membership Interest Transfer Agreement of Sportsman Country, LLC by and between David Shan, Johnny Tai and Kandi Technologies Group, Inc. dated May 31, 2017 (Bilingual) [Incorporated by reference from Exhibit 10.15 to the Company’s Annual Report on Form 10-K filed on March 15, 2019]
     
10.15   Equity Transfer Agreement by and between Zhejiang Kandi Technologies Group Co., Ltd. and Geely Technology Group Co., Ltd., dated March 21, 2019 [Incorporated by reference from Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q filed on May 10, 2019]
     
10.16   English translation of the land repurchase agreement for the Jinhua premise, dated as of March 10, 2020, by and between Zhejiang Kandi Technologies Group Co., Ltd. and Administrative Committee of Jinhua Economic and Technological Development Zone.* [Incorporated by reference from Exhibit 10.16 to the Company’s Annual Report on Form 10-K filed on April 28, 2020]
     
10.17   Employment Agreement by and between the Company and Jehn Ming Lim dated as of May 15, 2020 [Incorporated by reference from Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on May 21, 2020]
     
10.18   Form of Securities Purchase Agreement in connection with the Registered Direct offering closed on November 12, 2020 [Incorporated by reference from Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on November 10, 2020]
     
10.19   Placement Agent Agreement in connection with the Registered Direct offering closed on November 12, 2020 [Incorporated by reference from Exhibit 10.2 to the Company’s Current Report on Form 8-K filed on November 10, 2020]

 

56

 

 

10.20   Form of Securities Purchase Agreement in connection with the Registered Direct offering closed on November 23, 2020 [Incorporated by reference from Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on November 20, 2020]
     
10.21   Placement Agent Agreement in connection with the Registered Direct offering closed on November 23, 2020 [Incorporated by reference from Exhibit 10.2 to the Company’s Current Report on Form 8-K filed on November 20, 2020]
     
10.22   Equity Transfer Agreement by and between Zhejiang Kandi Technologies Group Co., Ltd. and Geely Technology Group Co., Ltd., dated February 18, 2021. [Incorporated by reference from Exhibit 10.22 to the Company’s Annual Report on Form 10-K filed on March 30, 2021]
     
10.23   English Translated Version of the Transfer Agreement Between Mr. Hu and Zhejiang Kandi Technologies Group Co., Ltd. Regarding the 50% Equity Interests Transfer in the VIE Dated March 7, 2022. [Incorporated by reference from Exhibit 10.23 to the Company’s Annual Report on Form 10-K filed on March 15, 2022]
     
10.24    English Translation of the Share Transfer Agreement by and between Zhejiang Kandi Technologies Group Co., Ltd. and Shareholders of Jiangxi Province Huiyi New Energy Co., Ltd. dated July 13, 2021. [Incorporated by reference from Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on July 19, 2021]
     
10.25   English Translation of the Supplementary Agreement by and between Zhejiang Kandi Technologies Group Co., Ltd. and Shareholders of Jiangxi Province Huiyi New Energy Co., Ltd. dated July 13, 2021. [Incorporated by reference from Exhibit 10.2 to the Company’s Current Report on Form 8-K filed on July 19, 2021]
     
14.1   Code of Business Conduct and Ethics. [Incorporated by reference from Exhibit 14.1 to the Company’s Annual Report on Form 10-K filed on March 16, 2015]
     
21.1   List of Subsidiaries [Incorporated by reference from Exhibit 21.1 to the Company’s Annual Report on Form 10-K filed on March 15, 2022]
     
23.1   Consent of Marcum Bernstein & Pinchuk LLP †
     
23.2   Consent of Paris Kreit & Chiu CPA LLP †
     
31.1   Certification of CEO pursuant to Rule 13a-14 under the Securities Exchange Act of 1934. †
     
31.2   Certification of CFO pursuant to Rule 13a-14 under the Securities Exchange Act of 1934. †
     
32.1   Certifications of CEO and CFO pursuant to 18 U.S.C. § 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. †
     
99.1   Legal Opinion of Zhejiang Lizhou (Jinhua) Law Firm Regarding CAC Review. †
     
101.INS   Inline XBRL Instance Document.
     
101.SCH   Inline XBRL Taxonomy Extension Schema Document.
     
101.CAL   Inline XBRL Taxonomy Extension Calculation Linkbase Document.
     
101.DEF   Inline XBRL Taxonomy Extension Definition Linkbase Document.
     
101.LAB   Inline XBRL Taxonomy Extension Label Linkbase Document.
     
101.PRE   Inline XBRL Taxonomy Extension Presentation Linkbase Document.
     
104   Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

 

 
†Exhibits filed herewith.
*Certain portion of the exhibit has been omitted in accordance with the provisions of Item 601(b)(2)(ii) of Regulation S-K.

 

57

 

 

SIGNATURES

 

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934 (the “Exchange Act”), the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

  KANDI TECHNOLOGIES GROUP, INC.
     
August 3, 2022 By: /s/ Hu Xiaoming
    Hu Xiaoming
    President and Chief Executive Officer

 

Pursuant to the requirements of the Exchange Act, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

 

/s/ Hu Xiaoming   President, Chief Executive Officer and Chairman of the Board   August 3, 2022
Hu Xiaoming   (Principal Executive Officer)    
         
/s/ Jehn Ming Lim   Chief Financial Officer   August 3, 2022
Jehn Ming Lim   (Principal Financial Officer and Principal Accounting Officer)    
         
/s/ Chen Liming   Director   August 3, 2022
Chen Liming        
         
/s/ Lin Yi   Director   August 3, 2022
Lin Yi        
         
/s/ Jerry Lewin   Director   August 3, 2022
Jerry Lewin        
         
/s/ Henry Yu   Director   August 3, 2022
Henry Yu        
         
/s/ Wang Lin   Director   August 3, 2022
Wang Lin        
         
/s/ Dong Xueqin   Director   August 3, 2022
Dong Xueqin        

 

58

This amount represents the advance payment in order to lock up the purchase price of the inventory. This amount presents the advance payment to a third party for designing a new EV model, as well as related research and development and consulting works. The Company entered into a research and development contract with a third party on December 1, 2020 with total contract amount of $38.3 million, and advance payment of $23.0 million as per the contract. This advance payment will be expensed progressively according to the progress of the R & D project. In the year 2021, $18.2 million expense was incurred accordingly. 2477965 Other non-VIE subsidiaries in PRC include the entities such as Zhejiang Kandi Technologies, Kandi Smart Battery Swap, Kandi Hainan and Yongkang Scrou. true FY 0001316517 0001316517 2021-01-01 2021-12-31 0001316517 2021-06-30 0001316517 2022-03-10 0001316517 kndi:ParisKreitChiuCPALLPMember 2021-01-01 2021-12-31 0001316517 2021-12-31 0001316517 2020-12-31 0001316517 2020-01-01 2020-12-31 0001316517 us-gaap:CommonStockMember 2019-12-31 0001316517 us-gaap:TreasuryStockMember 2019-12-31 0001316517 us-gaap:AdditionalPaidInCapitalMember 2019-12-31 0001316517 us-gaap:RetainedEarningsMember 2019-12-31 0001316517 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2019-12-31 0001316517 2019-12-31 0001316517 us-gaap:CommonStockMember 2020-01-01 2020-12-31 0001316517 us-gaap:TreasuryStockMember 2020-01-01 2020-12-31 0001316517 us-gaap:AdditionalPaidInCapitalMember 2020-01-01 2020-12-31 0001316517 us-gaap:RetainedEarningsMember 2020-01-01 2020-12-31 0001316517 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2020-01-01 2020-12-31 0001316517 us-gaap:CommonStockMember 2020-12-31 0001316517 us-gaap:TreasuryStockMember 2020-12-31 0001316517 us-gaap:AdditionalPaidInCapitalMember 2020-12-31 0001316517 us-gaap:RetainedEarningsMember 2020-12-31 0001316517 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2020-12-31 0001316517 us-gaap:CommonStockMember 2021-01-01 2021-12-31 0001316517 us-gaap:TreasuryStockMember 2021-01-01 2021-12-31 0001316517 us-gaap:AdditionalPaidInCapitalMember 2021-01-01 2021-12-31 0001316517 us-gaap:RetainedEarningsMember 2021-01-01 2021-12-31 0001316517 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2021-01-01 2021-12-31 0001316517 us-gaap:CommonStockMember 2021-12-31 0001316517 us-gaap:TreasuryStockMember 2021-12-31 0001316517 us-gaap:AdditionalPaidInCapitalMember 2021-12-31 0001316517 us-gaap:RetainedEarningsMember 2021-12-31 0001316517 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2021-12-31 0001316517 kndi:ZhejiangKandiTechnologiesMember 2011-01-01 2021-12-01 0001316517 kndi:JinhuaKandiNewEnergyVehiclesCoLtdMember 2011-01-01 2021-12-01 0001316517 kndi:MrHuXiaomingMember 2010-05-18 0001316517 2010-05-01 2010-05-18 0001316517 kndi:MrHuXiaomingMember 2010-05-01 2010-05-18 0001316517 2011-01-01 2021-12-01 0001316517 kndi:YongkangScrouMember 2012-04-30 0001316517 kndi:FengshengAutomotiveTechnologyGroupCoLtdMember 2021-02-18 0001316517 kndi:KandiHainanMember 2013-04-01 2013-04-30 0001316517 kndi:KandiNewEnergyMember 2013-04-01 2013-04-30 0001316517 kndi:ZhejiangKandiTechnologiesMember 2017-12-31 0001316517 kndi:SCAutosportsMember 2018-05-31 0001316517 kndi:SupplyChainMember 2019-03-01 2019-03-04 0001316517 kndi:ZhejiangKandiTechnologiesMember 2019-03-04 0001316517 kndi:ZhejiangKandiTechnologiesMember 2020-09-01 2020-09-30 0001316517 kndi:ZhejiangKandiTechnologiesMember kndi:RuihengMember 2020-09-01 2020-09-30 0001316517 2020-09-30 0001316517 kndi:JiangxiHuiyiMember 2021-07-13 0001316517 kndi:KandiHainanAndJiangsuXingchiMember us-gaap:SubsequentEventMember 2022-02-15 0001316517 kndi:KandiHainanMember us-gaap:SubsequentEventMember 2022-02-01 2022-02-15 0001316517 kndi:JiangsuXingchiMember us-gaap:SubsequentEventMember 2022-02-01 2022-02-15 0001316517 pf0:MinimumMember 2021-12-31 0001316517 pf0:MaximumMember 2021-12-31 0001316517 2020-03-01 2020-03-10 0001316517 2020-05-01 2020-05-22 0001316517 2020-07-01 2020-07-09 0001316517 2021-05-01 2021-05-20 0001316517 kndi:GeelyMember 2021-02-18 0001316517 kndi:GeelyMember 2021-02-01 2021-02-18 0001316517 kndi:FirstHalfMember 2021-03-16 0001316517 kndi:SecondHalfMember 2021-09-10 0001316517 kndi:KandiNewEnergyMember kndi:ZhejiangKandiTechnologiesMember 2021-12-31 0001316517 kndi:KandiNewEnergyMember kndi:MrHuXiaomingMember 2021-12-31 0001316517 kndi:KandiNewEnergyMember kndi:ZhejiangKandiTechnologiesMember 2021-01-01 2021-12-31 0001316517 kndi:MrHuXiaomingMember 2021-11-29 0001316517 kndi:KandiHainanMember kndi:KandiNewEnergyMember 2021-12-31 0001316517 kndi:KandiHainanMember kndi:ZhejiangKandiTechnologiesMember 2021-12-31 0001316517 kndi:EquityMethodInvesteesMember 2021-03-09 0001316517 kndi:GeelyMember 2021-03-09 0001316517 2021-03-01 2021-03-09 0001316517 kndi:AffiliateMember 2021-12-31 0001316517 us-gaap:FairValueInputsLevel3Member 2021-12-31 0001316517 us-gaap:FairValueInputsLevel3Member 2020-12-31 0001316517 pf0:MinimumMember 2021-01-01 2021-12-31 0001316517 pf0:MaximumMember 2021-01-01 2021-12-31 0001316517 kndi:KandiNewEnergyMember 2021-01-01 2021-12-31 0001316517 kndi:KandiNewEnergyMember pf0:ScenarioForecastMember 2022-03-14 0001316517 kndi:ZhejiangKandiTechnologiesMember us-gaap:SubsequentEventMember 2022-03-02 2022-03-14 0001316517 kndi:OneToNinetyDaysMember 2021-01-01 2021-12-31 0001316517 kndi:NineOneToOneEightZeroDaysMember 2021-01-01 2021-12-31 0001316517 kndi:OverOneEightZeroDaysMember 2021-01-01 2021-12-31 0001316517 us-gaap:AgingOfCapitalizedExploratoryWellCostsPeriodOneMember 2021-01-01 2021-12-31 0001316517 us-gaap:AgingOfCapitalizedExploratoryWellCostsPeriodTwoMember 2021-01-01 2021-12-31 0001316517 kndi:OneToNinetyDaysMember 2020-01-01 2020-12-31 0001316517 kndi:NineOneToOneEightZeroDaysMember 2020-01-01 2020-12-31 0001316517 kndi:OverOneEightZeroDaysMember 2020-01-01 2020-12-31 0001316517 us-gaap:AgingOfCapitalizedExploratoryWellCostsPeriodOneMember 2020-01-01 2020-12-31 0001316517 us-gaap:AgingOfCapitalizedExploratoryWellCostsPeriodTwoMember 2020-01-01 2020-12-31 0001316517 pf0:MinimumMember us-gaap:BuildingMember 2021-01-01 2021-12-31 0001316517 pf0:MaximumMember us-gaap:BuildingMember 2021-01-01 2021-12-31 0001316517 us-gaap:MachineryAndEquipmentMember 2021-01-01 2021-12-31 0001316517 us-gaap:OfficeEquipmentMember 2021-01-01 2021-12-31 0001316517 us-gaap:VehiclesMember 2021-01-01 2021-12-31 0001316517 us-gaap:ToolsDiesAndMoldsMember 2021-01-01 2021-12-31 0001316517 kndi:PeriodEndRMBUSDExchangeRateMember 2021-12-31 0001316517 kndi:PeriodEndRMBUSDExchangeRateMember 2020-12-31 0001316517 kndi:AverageRMBUSDExchangeRateMember 2021-12-31 0001316517 kndi:AverageRMBUSDExchangeRateMember 2020-12-31 0001316517 kndi:ParentIncludingNonVIESubsidiariesMember 2021-01-01 2021-12-31 0001316517 pf0:ConsolidatedEntityExcludingVariableInterestEntitiesVIEMember 2021-01-01 2021-12-31 0001316517 pf0:ConsolidationEliminationObligorGroupMember 2021-01-01 2021-12-31 0001316517 us-gaap:ConsolidatedEntitiesMember 2021-01-01 2021-12-31 0001316517 kndi:ParentIncludingNonVIESubsidiariesMember 2020-01-01 2020-12-31 0001316517 pf0:ConsolidatedEntityExcludingVariableInterestEntitiesVIEMember 2020-01-01 2020-12-31 0001316517 pf0:ConsolidationEliminationObligorGroupMember 2020-01-01 2020-12-31 0001316517 us-gaap:ConsolidatedEntitiesMember 2020-01-01 2020-12-31 0001316517 kndi:ParentIncludingNonVIESubsidiariesMember 2021-12-31 0001316517 us-gaap:ConsolidatedEntityExcludingVieMember 2021-12-31 0001316517 pf0:ConsolidationEliminationObligorGroupMember 2021-12-31 0001316517 us-gaap:ConsolidatedEntitiesMember 2021-12-31 0001316517 kndi:ParentIncludingNonVIESubsidiariesMember 2020-12-31 0001316517 us-gaap:ConsolidatedEntityExcludingVieMember 2020-12-31 0001316517 pf0:ConsolidationEliminationObligorGroupMember 2020-12-31 0001316517 us-gaap:ConsolidatedEntitiesMember 2020-12-31 0001316517 kndi:PercentageOfVIEsAssetsAndLiabilitiesInConsolidatedAssetsAndLiabilitiesMember 2021-12-31 0001316517 kndi:PercentageOfVIEsAssetsAndLiabilitiesInConsolidatedAssetsAndLiabilitiesMember 2020-12-31 0001316517 us-gaap:ConsolidatedEntityExcludingVieMember 2021-01-01 2021-12-31 0001316517 us-gaap:ConsolidatedEntityExcludingVieMember 2020-01-01 2020-12-31 0001316517 us-gaap:CustomerConcentrationRiskMember 2021-01-01 2021-12-31 0001316517 us-gaap:CustomerConcentrationRiskMember 2020-01-01 2020-12-31 0001316517 us-gaap:SupplierConcentrationRiskMember 2021-01-01 2021-12-31 0001316517 us-gaap:SupplierConcentrationRiskMember 2020-01-01 2020-12-31 0001316517 kndi:CustomerAMember us-gaap:SalesMember 2021-01-01 2021-12-31 0001316517 kndi:CustomerAMember us-gaap:SalesMember 2020-01-01 2020-12-31 0001316517 kndi:CustomerAMember us-gaap:TradeAccountsReceivableMember 2021-01-01 2021-12-31 0001316517 kndi:CustomerAMember us-gaap:TradeAccountsReceivableMember 2020-01-01 2020-12-31 0001316517 kndi:CustomerBMember us-gaap:SalesMember 2021-01-01 2021-12-31 0001316517 kndi:CustomerBMember us-gaap:SalesMember 2020-01-01 2020-12-31 0001316517 kndi:CustomerBMember us-gaap:TradeAccountsReceivableMember 2021-01-01 2021-12-31 0001316517 kndi:CustomerBMember us-gaap:TradeAccountsReceivableMember 2020-01-01 2020-12-31 0001316517 kndi:CustomerCMember us-gaap:SalesMember 2021-01-01 2021-12-31 0001316517 kndi:CustomerCMember us-gaap:SalesMember 2020-01-01 2020-12-31 0001316517 kndi:CustomerCMember us-gaap:TradeAccountsReceivableMember 2021-01-01 2021-12-31 0001316517 kndi:CustomerCMember us-gaap:TradeAccountsReceivableMember 2020-01-01 2020-12-31 0001316517 kndi:PurchasesMember kndi:ZhejiangKandiSupplyChainManagementCoLtdMember 2021-01-01 2021-12-31 0001316517 kndi:PurchasesMember kndi:ZhejiangKandiSupplyChainManagementCoLtdMember 2020-01-01 2020-12-31 0001316517 us-gaap:AccountsPayableMember kndi:ZhejiangKandiSupplyChainManagementCoLtdMember 2021-01-01 2021-12-31 0001316517 us-gaap:AccountsPayableMember kndi:ZhejiangKandiSupplyChainManagementCoLtdMember 2020-01-01 2020-12-31 0001316517 kndi:PurchasesMember kndi:MassimoMotorSportsLLCMember 2021-01-01 2021-12-31 0001316517 kndi:PurchasesMember kndi:MassimoMotorSportsLLCMember 2020-01-01 2020-12-31 0001316517 us-gaap:AccountsPayableMember kndi:MassimoMotorSportsLLCMember 2021-01-01 2021-12-31 0001316517 us-gaap:AccountsPayableMember kndi:MassimoMotorSportsLLCMember 2020-01-01 2020-12-31 0001316517 us-gaap:OptionOnSecuritiesMember 2021-01-01 2021-12-31 0001316517 us-gaap:WarrantMember 2021-01-01 2021-12-31 0001316517 kndi:offroadsMember 2021-12-31 0001316517 kndi:SCAutosportsMember 2021-12-31 0001316517 kndi:NotesReceivableOneMember 2021-12-31 0001316517 us-gaap:NotesReceivableMember 2020-12-31 0001316517 kndi:NotesReceivableTwoMember 2021-01-15 0001316517 kndi:NotesReceivableTwoMember 2021-01-27 0001316517 kndi:NotesReceivableTwoMember 2021-04-20 0001316517 kndi:NotesReceivableTwoMember 2021-06-22 0001316517 2020-12-01 0001316517 kndi:NewLocationMember 2021-12-31 0001316517 us-gaap:ConstructionMember 2021-12-31 0001316517 us-gaap:BuildingMember 2021-12-31 0001316517 us-gaap:BuildingMember 2020-12-31 0001316517 us-gaap:MaritimeEquipmentMember 2021-12-31 0001316517 us-gaap:MaritimeEquipmentMember 2020-12-31 0001316517 us-gaap:OfficeEquipmentMember 2021-12-31 0001316517 us-gaap:OfficeEquipmentMember 2020-12-31 0001316517 us-gaap:OtherTransportationEquipmentMember 2021-12-31 0001316517 us-gaap:OtherTransportationEquipmentMember 2020-12-31 0001316517 kndi:MouldsMember 2021-12-31 0001316517 kndi:MouldsMember 2020-12-31 0001316517 us-gaap:TradeNamesMember 2021-01-01 2021-12-31 0001316517 us-gaap:TradeNamesMember 2021-12-31 0001316517 us-gaap:TradeNamesMember 2020-12-31 0001316517 us-gaap:CustomerRelationshipsMember 2021-01-01 2021-12-31 0001316517 us-gaap:CustomerRelationshipsMember 2021-12-31 0001316517 us-gaap:CustomerRelationshipsMember 2020-12-31 0001316517 pf0:MinimumMember us-gaap:PatentsMember 2021-01-01 2021-12-31 0001316517 pf0:MaximumMember us-gaap:PatentsMember 2021-01-01 2021-12-31 0001316517 us-gaap:PatentsMember 2021-12-31 0001316517 us-gaap:PatentsMember 2020-12-31 0001316517 pf0:MinimumMember us-gaap:TechnologyEquipmentMember 2021-01-01 2021-12-31 0001316517 pf0:MaximumMember us-gaap:TechnologyEquipmentMember 2021-01-01 2021-12-31 0001316517 us-gaap:TechnologyEquipmentMember 2021-12-31 0001316517 kndi:HainanMember 2021-01-01 2021-12-31 0001316517 kndi:HainanMember 2020-01-01 2020-12-31 0001316517 kndi:JinhuaFacilityMember 2021-01-01 2021-12-31 0001316517 kndi:JinhuaFacilityMember 2021-12-31 0001316517 pf0:SubsidiariesMember 2021-01-01 2021-12-31 0001316517 kndi:PRCHongKongAndUSMember 2021-01-01 2021-12-31 0001316517 kndi:PRCHongKongAndUSMember 2020-01-01 2020-12-31 0001316517 kndi:PrcMember 2021-01-01 2021-12-31 0001316517 kndi:PrcMember kndi:HNTETreatmentMember 2021-01-01 2021-12-31 0001316517 kndi:HighAndNewTechnologyEnterpriseMember 2021-01-01 2021-12-31 0001316517 kndi:HighAndNewTechnologyEnterpriseMember 2020-01-01 2020-12-31 0001316517 kndi:PPPLoanMember 2020-05-04 0001316517 2020-03-27 0001316517 us-gaap:StateAdministrationOfTaxationChinaMember 2021-01-01 2021-12-31 0001316517 us-gaap:StateAdministrationOfTaxationChinaMember 2020-01-01 2020-12-31 0001316517 kndi:NonPRCMember 2021-01-01 2021-12-31 0001316517 kndi:NonPRCMember 2020-01-01 2020-12-31 0001316517 naics:ZZ551114 kndi:SCAutosportsMember 2021-04-30 0001316517 naics:ZZ551114 kndi:SCAutosportsMember 2021-01-01 2021-12-31 0001316517 2020-01-31 0001316517 kndi:OperatingLeaseMember 2020-10-01 2020-10-31 0001316517 2021-10-01 2021-10-31 0001316517 kndi:Subsidiaries2Member 2018-01-01 2018-01-03 0001316517 kndi:Subsidiaries2Member 2018-01-01 2018-12-31 0001316517 kndi:KSBSShareholdersMember 2021-01-01 2021-12-31 0001316517 kndi:SCAutosportsMember 2018-07-01 0001316517 us-gaap:RestrictedStockMember kndi:SCAutosportsMember 2018-06-25 2018-07-01 0001316517 kndi:SCAutosportsMember 2018-07-01 0001316517 us-gaap:RestrictedStockMember kndi:SCAutosportsMember kndi:TransferAgreementMember 2018-06-25 2018-07-01 0001316517 kndi:SCAutosportsMember kndi:TransferAgreementMember 2018-06-25 2018-07-01 0001316517 kndi:SCAutosportsMember 2018-01-01 2018-12-31 0001316517 2018-01-01 2018-12-31 0001316517 kndi:SCAutosportsMember 2019-01-01 2019-12-31 0001316517 kndi:KSBSShareholdersMember 2021-12-31 0001316517 kndi:KSBSShareholdersMember 2020-12-31 0001316517 kndi:JiangxiHuiyiMember 2021-12-31 0001316517 kndi:JiangxiHuiyiMember 2020-12-31 0001316517 kndi:SecuritiesPurchaseAgreementMember 2020-11-01 2020-11-12 0001316517 kndi:SecuritiesPurchaseAgreementMember 2020-11-12 0001316517 kndi:SecuritiesPurchaseAgreementMember us-gaap:CommonStockMember 2020-11-01 2020-11-12 0001316517 kndi:SecuritiesPurchaseAgreementMember us-gaap:CommonStockMember 2020-11-12 0001316517 kndi:SecuritiesPurchaseAgreementMember 2020-11-01 2020-11-24 0001316517 kndi:SecuritiesPurchaseAgreementMember 2020-11-24 0001316517 2020-11-01 2020-11-24 0001316517 kndi:SecuritiesPurchaseAgreementMember us-gaap:CommonStockMember 2020-11-01 2020-11-24 0001316517 kndi:SecuritiesPurchaseAgreementMember us-gaap:CommonStockMember 2020-11-24 0001316517 kndi:SecuritiesPurchaseAgreementMember us-gaap:WarrantMember 2020-11-24 0001316517 kndi:PlacementAgentWarrantsMember 2021-01-01 2021-12-31 0001316517 kndi:PlacementAgentWarrantsMember 2021-12-31 0001316517 2020-12-01 2020-12-16 0001316517 pf0:DirectorMember 2021-11-01 2021-12-01 0001316517 pf0:DirectorMember 2021-01-01 2021-12-31 0001316517 pf0:DirectorMember 2021-12-31 0001316517 pf0:BoardOfDirectorsChairmanMember 2015-05-29 0001316517 kndi:DirectorsOfficersAndSeniorEmployeesMember 2015-05-29 0001316517 2015-05-01 2015-05-29 0001316517 kndi:EmployeesAndDirectorsMember 2015-05-01 2015-05-29 0001316517 kndi:EmployeesAndDirectorsMember 2015-05-29 0001316517 kndi:MrHenryYuMember 2021-01-01 2021-12-31 0001316517 kndi:MrJerryLewinsMember 2021-01-01 2021-12-31 0001316517 kndi:MsKewaLuosMember 2021-01-01 2021-12-31 0001316517 kndi:MsZhuXiaoyingMember kndi:TwoZeroEightPlanLongTermIncenticeMember 2019-01-01 2019-01-29 0001316517 kndi:MrJehnMingLimMember kndi:TwoZeroEightPlanLongTermIncenticeMember 2020-05-10 2020-05-15 0001316517 kndi:TwoZeroEightPlanMember 2016-09-01 2016-09-26 0001316517 kndi:TwoZeroEightPlanMember 2018-04-01 2018-04-18 0001316517 kndi:ManagementMembersAndEmployeesMember 2019-04-01 2019-04-30 0001316517 kndi:ManagementMembersAndEmployeesMember 2020-05-01 2020-05-09 0001316517 kndi:ManagementMembersAndEmployeesMember 2021-04-01 2021-04-30 0001316517 kndi:EquityTransferAgreementMember 2021-02-18 0001316517 kndi:EquityTransferAgreementMember 2021-02-18 0001316517 kndi:FirstHalfMember 2021-03-01 2021-03-16 0001316517 kndi:SecondHalfMember 2021-09-01 2021-09-10 0001316517 kndi:AffiliateMember 2021-03-09 0001316517 pf0:AffiliatedEntityMember 2020-12-31 0001316517 pf0:AffiliatedEntityMember 2019-12-31 0001316517 pf0:AffiliatedEntityMember 2021-01-01 2021-12-31 0001316517 pf0:AffiliatedEntityMember 2020-01-01 2020-12-31 0001316517 pf0:AffiliatedEntityMember 2021-12-31 0001316517 kndi:NanlongGroupCoLtdMember 2013-03-03 2013-03-15 0001316517 kndi:NanlongGroupCoLtdMember 2013-03-15 0001316517 kndi:ShanghaiPudongDevelopmentBankMember 2017-04-01 2017-04-30 0001316517 kndi:PrimaryGeographicalMarketsMember kndi:OverseasMember 2021-01-01 2021-12-31 0001316517 kndi:PrimaryGeographicalMarketsMember kndi:OverseasMember 2020-01-01 2020-12-31 0001316517 kndi:PrimaryGeographicalMarketsMember country:CN 2021-01-01 2021-12-31 0001316517 kndi:PrimaryGeographicalMarketsMember country:CN 2020-01-01 2020-12-31 0001316517 kndi:PrimaryGeographicalMarketsMember 2021-01-01 2021-12-31 0001316517 kndi:PrimaryGeographicalMarketsMember 2020-01-01 2020-12-31 0001316517 kndi:MajorProductsMember kndi:EvPartsMember 2021-01-01 2021-12-31 0001316517 kndi:MajorProductsMember kndi:EvPartsMember 2020-01-01 2020-12-31 0001316517 kndi:MajorProductsMember kndi:EVProductsMember 2021-01-01 2021-12-31 0001316517 kndi:MajorProductsMember kndi:EVProductsMember 2020-01-01 2020-12-31 0001316517 kndi:MajorProductsMember us-gaap:VehiclesMember 2021-01-01 2021-12-31 0001316517 kndi:MajorProductsMember us-gaap:VehiclesMember 2020-01-01 2020-12-31 0001316517 kndi:MajorProductsMember kndi:ElectricScootersAndElectricSelfBalancingScootersMember 2021-01-01 2021-12-31 0001316517 kndi:MajorProductsMember kndi:ElectricScootersAndElectricSelfBalancingScootersMember 2020-01-01 2020-12-31 0001316517 kndi:MajorProductsMember kndi:BatteryExchangeEquipmentAndBatteryExchangeServiceMember 2021-01-01 2021-12-31 0001316517 kndi:MajorProductsMember kndi:BatteryExchangeEquipmentAndBatteryExchangeServiceMember 2020-01-01 2020-12-31 0001316517 kndi:MajorProductsMember kndi:LithiumionCellsMember 2021-01-01 2021-12-31 0001316517 kndi:MajorProductsMember kndi:LithiumionCellsMember 2020-01-01 2020-12-31 0001316517 kndi:MajorProductsMember 2021-01-01 2021-12-31 0001316517 kndi:MajorProductsMember 2020-01-01 2020-12-31 0001316517 kndi:TimingOfRevenueRecognitionMember kndi:ProductsTransferredAtAPointInTimeMember 2021-01-01 2021-12-31 0001316517 kndi:TimingOfRevenueRecognitionMember kndi:ProductsTransferredAtAPointInTimeMember 2020-01-01 2020-12-31 0001316517 kndi:TimingOfRevenueRecognitionMember 2021-01-01 2021-12-31 0001316517 kndi:TimingOfRevenueRecognitionMember 2020-01-01 2020-12-31 0001316517 us-gaap:SeriesOfIndividuallyImmaterialBusinessAcquisitionsMember kndi:JiangxiHuiyiMember 2016-11-01 2016-11-16 0001316517 kndi:JiangxiHuiyiMember 2021-10-01 2021-10-31 0001316517 us-gaap:SeriesOfIndividuallyImmaterialBusinessAcquisitionsMember kndi:JiangxiHuiyiMember 2021-07-19 0001316517 kndi:JiangxiHuiyiMember 2021-07-01 2021-07-19 0001316517 us-gaap:SeriesOfIndividuallyImmaterialBusinessAcquisitionsMember kndi:JiangxiHuiyiMember 2021-10-20 0001316517 kndi:JiangxiHuiyiMember 2021-10-01 2021-10-20 0001316517 kndi:JiangxiHuiyiMember 2021-01-01 2021-12-31 0001316517 kndi:JiangxiHuiyiMember 2021-12-31 0001316517 kndi:JiangxiHuiyiMember 2021-01-01 2021-12-31 0001316517 us-gaap:TechnologyBasedIntangibleAssetsMember 2021-12-31 0001316517 pf0:MinimumMember us-gaap:TechnologyBasedIntangibleAssetsMember 2021-01-01 2021-12-31 0001316517 pf0:MaximumMember us-gaap:TechnologyBasedIntangibleAssetsMember 2021-01-01 2021-12-31 0001316517 kndi:nonVIEOneMember 2021-01-01 2021-12-31 0001316517 kndi:nonVIEOneMember 2021-12-31 0001316517 kndi:nonVIETwoMember 2021-01-01 2021-12-31 0001316517 kndi:nonVIETwoMember 2021-12-31 0001316517 kndi:VIEMember 2021-01-01 2021-12-31 0001316517 kndi:VIEMember 2021-12-31 0001316517 kndi:VIEOneMember 2021-01-01 2021-12-31 0001316517 kndi:VIEOneMember 2021-12-31 0001316517 kndi:VIETwoMember 2021-01-01 2021-12-31 0001316517 kndi:VIETwoMember 2021-12-31 0001316517 kndi:nonVIEOneMember 2020-01-01 2020-12-31 0001316517 kndi:nonVIEOneMember 2020-12-31 0001316517 kndi:nonVIETwoMember 2020-01-01 2020-12-31 0001316517 kndi:nonVIETwoMember 2020-12-31 0001316517 kndi:VIEMember 2020-01-01 2020-12-31 0001316517 kndi:VIEMember 2020-12-31 0001316517 kndi:VIEOneMember 2020-01-01 2020-12-31 0001316517 kndi:VIEOneMember 2020-12-31 0001316517 us-gaap:VariableInterestEntityNotPrimaryBeneficiaryMember 2021-01-01 2021-12-31 0001316517 us-gaap:VariableInterestEntityNotPrimaryBeneficiaryMember 2021-12-31 0001316517 us-gaap:VariableInterestEntityPrimaryBeneficiaryMember 2021-01-01 2021-12-31 0001316517 us-gaap:VariableInterestEntityPrimaryBeneficiaryMember 2021-12-31 0001316517 us-gaap:VariableInterestEntityNotPrimaryBeneficiaryMember 2020-01-01 2020-12-31 0001316517 us-gaap:VariableInterestEntityNotPrimaryBeneficiaryMember 2020-12-31 0001316517 us-gaap:VariableInterestEntityPrimaryBeneficiaryMember 2020-01-01 2020-12-31 0001316517 us-gaap:VariableInterestEntityPrimaryBeneficiaryMember 2020-12-31 0001316517 us-gaap:CommonStockMember us-gaap:SubsequentEventMember 2022-01-31 0001316517 us-gaap:SubsequentEventMember 2022-02-01 2022-02-15 0001316517 kndi:ZhejiangKandiTechnologiesMember us-gaap:SubsequentEventMember 2022-03-14 iso4217:USD xbrli:shares iso4217:USD xbrli:shares xbrli:pure iso4217:CNY utr:sqm
EX-23.1 2 f10k2021a1ex23-1_kanditech.htm CONSENT OF MARCUM BERNSTEIN & PINCHUK LLP

Exhibit 23.1

 

Independent Registered Public Accounting Firm’s Consent

 

We consent to the incorporation by reference in the Registration Statement of Kandi Technologies Group, Inc. on Form S-3 (FILE NO. 333-249585), Form S-3 (FILE NO. 333-230495) and S-8 (FILE NO. 333-204459) of our report dated March 30, 2021, with respect to our audits of the consolidated financial statements of Kandi Technologies Group, Inc. as of December 31, 2020 and for the year then ended and our report dated March 30, 2021 with respect to our audit of internal control over financial reporting of Kandi Technologies Group, Inc. as of December 31, 2020 which reports are included in this Annual Report on Form 10-K/A of Kandi Technologies Group, Inc. for the year ended December 31, 2021.

 

/s/ Marcum Bernstein & Pinchuk llp

 

New York, New York

August 3, 2022

 

 EX-23.2 3 f10k2021a1ex23-2_kanditech.htm CONSENT OF PARIS KREIT & CHIU CPA LLP

Exhibit 23.2

 

Consent of Independent Registered Public Accounting Firm

 

We hereby consent to the incorporation by reference in the Registration Statements on Form S-3 (No. 333-249585), Form S-3 (No. 333-230495) and Form S-8 (No. 333-204459) of Kandi Technologies Group, Inc. of our report dated March 15, 2022, relating to the consolidated financial statements, and the effectiveness of Kandi Technologies Group, Inc.’s internal control over financial reporting, which appears in this Form 10-K/A.

 

/s/ Paris, Kreit & Chiu CPA LLP

 

New York, NY

August 3, 2022

 

 

 EX-31.1 4 f10k2021a1ex31-1_kanditech.htm CERTIFICATION

Exhibit 31.1

 

Certification Pursuant to 
Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Amended

 

I, Hu Xiaoming, certify that:

 

1.I have reviewed this Amendment No. 1 to the Annual Report on Form 10-K/A of Kandi Technologies Group, 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 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 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: August 3, 2022

 

  /s/ Hu Xiaoming
  Hu Xiaoming
  President and Chief Executive Officer
  (Principal Executive Officer)

 

 EX-31.2 5 f10k2021a1ex31-2_kanditech.htm CERTIFICATION

Exhibit 31.2

 

Certification Pursuant to 
Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Amended

 

I, Jehn Ming Lim, certify that:

 

1.I have reviewed this Amendment No. 1 to the Annual Report on Form 10-K/A of Kandi Technologies Group, 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 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 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: August 3, 2022

 

  /s/ Jehn Ming Lim
  Jehn Ming Lim
  Chief Financial Officer
  (Principal Financial Officer and Principal Accounting Officer)

 

 EX-32.1 6 f10k2021a1ex32-1_kanditech.htm CERTIFICATION

Exhibit 32.1

 

CERTIFICATION PURSUANT TO 
18 U.S.C. SECTION 1350, 
AS ADOPTED PURSUANT TO 
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

 

In connection with the Amendment No. 1 to the Annual Report on Form 10-K/A for the year ended December 31, 2021 (the “Report”) of Kandi Technologies Group, Inc. (the “Company”) as filed with the Securities and Exchange Commission on the date hereof, we, Hu Xiaoming, President and Chief Executive Officer, and Jehn Ming Lim, Chief Financial Officer, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

 

(1)The Report fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934; and

 

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

 

  /s/ Hu Xiaoming
  Hu Xiaoming
  President and Chief Executive Officer
  (Principal Executive Officer)
   
  /s/ Jehn Ming Lim
  Jehn Ming Lim
  Chief Financial Officer
  (Principal Financial Officer and
Principal Accounting Officer)
   
  August 3, 2022

 

 EX-99.1 7 f10k2021a1ex99-1_kanditech.htm LEGAL OPINION OF ZHEJIANG LIZHOU (JINHUA) LAW FIRM REGARDING CAC REVIEW

Exhibit 99.1

 

Legal Opinion

 

Zhejiang Lizhou (Jinhua) Law Firm (hereinafter referred to as “the firm”) was entrusted by Kandi Technologies Group Inc. (hereinafter referred to as “Kandi Technologies”) to express its following opinion on whether Kandi Technologies is required to disclose its users information in accordance with China’s “the Cybersecurity Review Measures” and other relevant laws and regulations:

 

In regard to this legal opinion, our lawyers hereby make the following statements:

 

(1) The firm and its responsible lawyers have strictly performed their statutory duties, following the principles of due diligence and fiduciary obligation, in accordance with the provisions of the Civil Code of the People’s Republic of China, the Corporation Law of the People’s Republic of China, and the facts that have occurred or existed before the date of this legal opinion, and conducted sufficient verification to ensure that the facts identified in this legal opinion are true, accurate and complete, that the conclusive opinions issued are legal and accurate, and that there are no false records, misleading statements or material omissions, and bear corresponding legal responsibility.

 

(2) The firm lawyers’ understanding and judgment about the relevant facts involved in this legal opinion ultimately depend on the representations and statements made to the firm by the client. Before issuing this legal opinion, the firm and its lawyers were ensured by the client that its representations and statements are true, complete and accurate, and that there are no false records, misleading statements or material omissions.

 

(3) This legal opinion is only for reference and use of decision-making of Kandi Technologies, and may not be used for any other purpose without consent of the firm.

 

Based on the above, the firm and its responsible lawyers, in accordance with relevant laws and regulations, and generally accepted standards, ethics and due diligence of law practice, to issue the legal opinions are as follows:

 

According to the basic corporation information of Kandi Technologies and its subsidiaries provided by Kandi Technologies, as well as the public corporate information issued by the State Market Supervision and administration and other materials, Kandi Technologies is mainly engaged in designing, developing, manufacturing and commercializing of EV parts, EV products, and off-road vehicles including All-Terrain Vehicles (“ATVs”), UTVs, go-karts, and electric scooters, electric self-balancing Scooters and associated parts, through its wholly-owned subsidiary Zhejiang Kandi Technologies Group Co., Ltd. (“Zhejiang Kandi Technologies”), other subsidiaries and pre-existed VIE established in China , and sell its products in China and to the countries and regions other than China market. For the purchasing system, operation system and management system that are in China, Kandi Technologies should abide by the relevant Chinese laws and regulations.

 

 

 

 

First, according to Article 7 of China’s “the Cybersecurity Review Measures” implemented on February 15, 2022, which provides that an online platform operator which possesses the personal information of at least one million users must apply for a cybersecurity review by the Cyberspace Administration of China (CAC) if it intends to be listed in foreign countries. As of the date of this legal opinion, Kandi Technologies and its subsidiaries, including Zhejiang Kandi Technologies, do not have over one million users’ personal information, and are not required to apply for a cybersecurity review by the CAC as the Article 7 stipulated. Secondly, as of the date of this legal opinion, based on the information provided by Kandi Technologies to the firm and related actual situations, Kandi Technologies has not received any notice from CAC requiring Kandi Technologies and its subsidiaries, including Zhejiang Kandi Technologies or its pre-existed VIE, to go through cybersecurity review or network data security review by the CAC. Kandi Technologies and its subsidiaries, including Zhejiang Kandi Technologies, have never disclosed any client’s or supplier’s information in China (only if the related party itself is within the scope of disclosure, the Company will disclose it in response to relevant requirements, and there is no or no other disclosure situation). In addition, according to the information provided by Kandi Technologies to the firm and related actual situations, as of the date of this legal opinion, the firm believes Kandi Technologies and its subsidiaries, including Zhejiang Kandi Technologies, do not collect data that affects or may affect national security in their business operations and have always been engaged in business activities in compliance with relevant Chinese laws and regulations.

 

In summary, according to the provisions of relevant Chinese laws and regulations, as well as actual situations of Kandi Technologies, as of the date of this legal opinion, the operations of subsidiaries including Zhejiang Kandi Technologies and listing of Kandi Technologies will not be affected by the relevant Laws and regulations of China, and Kandi Technologies is not required to disclose its client’s or dealer’s information to the CAC or to apply for a cybersecurity review by the CAC.

 

We hereby consent to the use of this opinion in, and the filing hereof as an exhibit to, the amendment to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021 (the “Annual Report”) to be filed with the U.S. Securities and Exchange Commission and the registration statement on Form F-4 that may incorporate by reference of the Annual Report, and to the use of our firm’s name in such filing. In giving such consent, we do not thereby admit that we come within the category of persons whose consent is required under Section 7 of the U.S. Securities Act of 1933, as amended, or the regulations promulgated thereunder.

 

Zhejiang Lizhou (Jinhua) Law Firm

 

August 3, 2022

 

 

 

 

 

 EX-101.SCH 8 kndi-20211231.xsd XBRL SCHEMA FILE 001 - Statement - Consolidated Balance Sheets link:presentationLink link:definitionLink link:calculationLink 002 - Statement - Consolidated Balance Sheets (Parentheticals) link:presentationLink link:definitionLink link:calculationLink 003 - Statement - Consolidated Statements of Operations and Comprehensive Income (Loss) link:presentationLink link:definitionLink link:calculationLink 004 - Statement - Consolidated Statements of Changes in Stockholders’ Equity link:presentationLink link:definitionLink link:calculationLink 005 - Statement - Consolidated Statements of Changes in Stockholders’ Equity (Parentheticals) link:presentationLink link:definitionLink link:calculationLink 006 - Statement - Consolidated Statements of Cash Flows link:presentationLink link:definitionLink link:calculationLink 007 - Statement - Consolidated Statements of Cash Flows (Parentheticals) link:presentationLink link:definitionLink link:calculationLink 008 - Disclosure - Organization and Principal Activities link:presentationLink link:definitionLink link:calculationLink 009 - Disclosure - Liquidity link:presentationLink link:definitionLink link:calculationLink 010 - Disclosure - Basis of Presentation link:presentationLink link:definitionLink link:calculationLink 011 - Disclosure - Principles of Consolidation link:presentationLink link:definitionLink link:calculationLink 012 - Disclosure - Use of Estimates link:presentationLink link:definitionLink link:calculationLink 013 - Disclosure - Summary of Significant Accounting Policies link:presentationLink link:definitionLink link:calculationLink 014 - Disclosure - New Accounting Pronouncements link:presentationLink link:definitionLink link:calculationLink 015 - Disclosure - Concentrations link:presentationLink link:definitionLink link:calculationLink 016 - Disclosure - Earnings (Loss) Per Share link:presentationLink link:definitionLink link:calculationLink 017 - Disclosure - Accounts Receivable, Net link:presentationLink link:definitionLink link:calculationLink 018 - Disclosure - Inventories link:presentationLink link:definitionLink link:calculationLink 019 - Disclosure - Notes Receivable link:presentationLink link:definitionLink link:calculationLink 020 - Disclosure - Advances to Suppliers link:presentationLink link:definitionLink link:calculationLink 021 - Disclosure - Property, Plant and Equipment link:presentationLink link:definitionLink link:calculationLink 022 - Disclosure - Intangible Assets link:presentationLink link:definitionLink link:calculationLink 023 - Disclosure - Land Use Rights link:presentationLink link:definitionLink link:calculationLink 024 - Disclosure - Other Long-Term Assets link:presentationLink link:definitionLink link:calculationLink 025 - Disclosure - Taxes link:presentationLink link:definitionLink link:calculationLink 026 - Disclosure - Leases and Right-of-Use-Assets link:presentationLink link:definitionLink link:calculationLink 027 - Disclosure - Contingent Consideration Liability link:presentationLink link:definitionLink link:calculationLink 028 - Disclosure - Common Shares link:presentationLink link:definitionLink link:calculationLink 029 - Disclosure - Stock Options link:presentationLink link:definitionLink link:calculationLink 030 - Disclosure - Stock Award link:presentationLink link:definitionLink link:calculationLink 031 - Disclosure - Equity Method Investment in the Affiliate Company link:presentationLink link:definitionLink link:calculationLink 032 - Disclosure - Commitments and Contingencies link:presentationLink link:definitionLink link:calculationLink 033 - Disclosure - Segment Reporting link:presentationLink link:definitionLink link:calculationLink 034 - Disclosure - Acquisitions link:presentationLink link:definitionLink link:calculationLink 035 - Disclosure - Pre-Existed Vie link:presentationLink link:definitionLink link:calculationLink 036 - Disclosure - Subsequent Event link:presentationLink link:definitionLink link:calculationLink 037 - Disclosure - Accounting Policies, by Policy (Policies) link:presentationLink link:definitionLink link:calculationLink 038 - Disclosure - Summary of Significant Accounting Policies (Tables) link:presentationLink link:definitionLink link:calculationLink 039 - Disclosure - Concentrations (Tables) link:presentationLink link:definitionLink link:calculationLink 040 - Disclosure - Accounts Receivable, Net (Tables) link:presentationLink link:definitionLink link:calculationLink 041 - Disclosure - Inventories (Tables) link:presentationLink link:definitionLink link:calculationLink 042 - Disclosure - Advances to Suppliers (Tables) link:presentationLink link:definitionLink link:calculationLink 043 - Disclosure - Property, Plant and Equipment (Tables) link:presentationLink link:definitionLink link:calculationLink 044 - Disclosure - Intangible Assets (Tables) link:presentationLink link:definitionLink link:calculationLink 045 - Disclosure - Land Use Rights (Tables) link:presentationLink link:definitionLink link:calculationLink 046 - Disclosure - Other Long-Term Assets (Tables) link:presentationLink link:definitionLink link:calculationLink 047 - Disclosure - Taxes (Tables) link:presentationLink link:definitionLink link:calculationLink 048 - Disclosure - Leases and Right-of-Use-Assets (Tables) link:presentationLink link:definitionLink link:calculationLink 049 - Disclosure - Contingent Consideration Liability (Tables) link:presentationLink link:definitionLink link:calculationLink 050 - Disclosure - Stock Options (Tables) link:presentationLink link:definitionLink link:calculationLink 051 - Disclosure - Equity Method Investment in the Affiliate Company (Tables) link:presentationLink link:definitionLink link:calculationLink 052 - Disclosure - Segment Reporting (Tables) link:presentationLink link:definitionLink link:calculationLink 053 - Disclosure - Acquisitions (Tables) link:presentationLink link:definitionLink link:calculationLink 054 - Disclosure - Pre-Existed Vie (Tables) link:presentationLink link:definitionLink link:calculationLink 055 - Disclosure - Organization and Principal Activities (Details) link:presentationLink link:definitionLink link:calculationLink 056 - Disclosure - Liquidity (Details) link:presentationLink link:definitionLink link:calculationLink 057 - Disclosure - Principles of Consolidation (Details) link:presentationLink link:definitionLink link:calculationLink 058 - Disclosure - Summary of Significant Accounting Policies (Details) link:presentationLink link:definitionLink link:calculationLink 059 - Disclosure - Summary of Significant Accounting Policies (Details) - Schedule of aging of the accounts receivable link:presentationLink link:definitionLink link:calculationLink 060 - Disclosure - Summary of Significant Accounting Policies (Details) - Schedule of asset’s estimated useful life link:presentationLink link:definitionLink link:calculationLink 061 - Disclosure - Summary of Significant Accounting Policies (Details) - Schedule of average exchange rate of the reporting period link:presentationLink link:definitionLink link:calculationLink 062 - Disclosure - Summary of Significant Accounting Policies (Details) - Schedule of consolidated statements of operations information link:presentationLink link:definitionLink link:calculationLink 063 - Disclosure - Summary of Significant Accounting Policies (Details) - Schedule of consolidated balance sheets information link:presentationLink link:definitionLink link:calculationLink 064 - Disclosure - Summary of Significant Accounting Policies (Details) - Schedule of compared to consolidated assets and liabilities link:presentationLink link:definitionLink link:calculationLink 065 - Disclosure - Summary of Significant Accounting Policies (Details) - Schedule of consolidated cash flows information link:presentationLink link:definitionLink link:calculationLink 066 - Disclosure - Concentrations (Details) link:presentationLink link:definitionLink link:calculationLink 067 - Disclosure - Concentrations (Details) - Schedule of concentration percentage link:presentationLink link:definitionLink link:calculationLink 068 - Disclosure - Concentrations (Details) - Schedule of concentration percentage link:presentationLink link:definitionLink link:calculationLink 069 - Disclosure - Earnings (Loss) Per Share (Details) link:presentationLink link:definitionLink link:calculationLink 070 - Disclosure - Accounts Receivable, Net (Details) - Schedule of accounts receivable link:presentationLink link:definitionLink link:calculationLink 071 - Disclosure - Accounts Receivable, Net (Details) - Schedule of provision for doubtful accounts link:presentationLink link:definitionLink link:calculationLink 072 - Disclosure - Inventories (Details) link:presentationLink link:definitionLink link:calculationLink 073 - Disclosure - Inventories (Details) - Schedule of inventories link:presentationLink link:definitionLink link:calculationLink 074 - Disclosure - Notes Receivable (Details) link:presentationLink link:definitionLink link:calculationLink 075 - Disclosure - Advances to Suppliers (Details) link:presentationLink link:definitionLink link:calculationLink 076 - Disclosure - Advances to Suppliers (Details) - Schedule of advances to suppliers link:presentationLink link:definitionLink link:calculationLink 077 - Disclosure - Property, Plant and Equipment (Details) link:presentationLink link:definitionLink link:calculationLink 078 - Disclosure - Property, Plant and Equipment (Details) - Schedule of property, plants and equipment link:presentationLink link:definitionLink link:calculationLink 079 - Disclosure - Intangible Assets (Details) link:presentationLink link:definitionLink link:calculationLink 080 - Disclosure - Intangible Assets (Details) - Schedule of gross carrying value and accumulated amortization for each major class of our intangible assets other than goodwill link:presentationLink link:definitionLink link:calculationLink 081 - Disclosure - Intangible Assets (Details) - Schedule of amortization expenses link:presentationLink link:definitionLink link:calculationLink 082 - Disclosure - Land Use Rights (Details) link:presentationLink link:definitionLink link:calculationLink 083 - Disclosure - Land Use Rights (Details) - Schedule of land use rights link:presentationLink link:definitionLink link:calculationLink 084 - Disclosure - Land Use Rights (Details) - Schedule of amortization expense link:presentationLink link:definitionLink link:calculationLink 085 - Disclosure - Other Long-Term Assets (Details) link:presentationLink link:definitionLink link:calculationLink 086 - Disclosure - Other Long-Term Assets (Details) - Schedule of other long term assets link:presentationLink link:definitionLink link:calculationLink 087 - Disclosure - Taxes (Details) link:presentationLink link:definitionLink link:calculationLink 088 - Disclosure - Taxes (Details) - Schedule of income tax expenses link:presentationLink link:definitionLink link:calculationLink 089 - Disclosure - Taxes (Details) - Schedule of provision for income taxes link:presentationLink link:definitionLink link:calculationLink 090 - Disclosure - Taxes (Details) - Schedule of deferred tax assets and liabilities link:presentationLink link:definitionLink link:calculationLink 091 - Disclosure - Taxes (Details) - Schedule of income (loss) before income taxes link:presentationLink link:definitionLink link:calculationLink 092 - Disclosure - Taxes (Details) - Schedule of valuation allowance of deferred tax assets link:presentationLink link:definitionLink link:calculationLink 093 - Disclosure - Taxes (Details) - Schedule of income tax expense exemptions and reductions link:presentationLink link:definitionLink link:calculationLink 094 - Disclosure - Leases and Right-of-Use-Assets (Details) link:presentationLink link:definitionLink link:calculationLink 095 - Disclosure - Leases and Right-of-Use-Assets (Details) - Schedule of information related to operating leases link:presentationLink link:definitionLink link:calculationLink 096 - Disclosure - Contingent Consideration Liability (Details) link:presentationLink link:definitionLink link:calculationLink 097 - Disclosure - Contingent Consideration Liability (Details) - Schedule of contingent consideration liability link:presentationLink link:definitionLink link:calculationLink 098 - Disclosure - Common Shares (Details) link:presentationLink link:definitionLink link:calculationLink 099 - Disclosure - Stock Options (Details) link:presentationLink link:definitionLink link:calculationLink 100 - Disclosure - Stock Options (Details) - Schedule of stock option activities link:presentationLink link:definitionLink link:calculationLink 101 - Disclosure - Stock Award (Details) link:presentationLink link:definitionLink link:calculationLink 102 - Disclosure - Equity Method Investment in the Affiliate Company (Details) link:presentationLink link:definitionLink link:calculationLink 103 - Disclosure - Equity Method Investment in the Affiliate Company (Details) - Schedule of equity method investments link:presentationLink link:definitionLink link:calculationLink 104 - Disclosure - Equity Method Investment in the Affiliate Company (Details) - Schedule of equity method investments (Parentheticals) link:presentationLink link:definitionLink link:calculationLink 105 - Disclosure - Commitments and Contingencies (Details) link:presentationLink link:definitionLink link:calculationLink 106 - Disclosure - Segment Reporting (Details) link:presentationLink link:definitionLink link:calculationLink 107 - Disclosure - Segment Reporting (Details) - Schedule of revenues by geographic area link:presentationLink link:definitionLink link:calculationLink 108 - Disclosure - Acquisitions (Details) link:presentationLink link:definitionLink link:calculationLink 109 - Disclosure - Acquisitions (Details) - Schedule of preliminary purchase price as of the acquisition date link:presentationLink link:definitionLink link:calculationLink 110 - Disclosure - Acquisitions (Details) - Schedule of preliminary purchase price allocations link:presentationLink link:definitionLink link:calculationLink 111 - Disclosure - Acquisitions (Details) - Schedule of preliminary purchase price to specific intangible asset link:presentationLink link:definitionLink link:calculationLink 112 - Disclosure - Acquisitions (Details) - Schedule of unaudited pro forma combined statements of operations information link:presentationLink link:definitionLink link:calculationLink 113 - Disclosure - Pre-Existed Vie (Details) link:presentationLink link:definitionLink link:calculationLink 114 - Disclosure - Pre-Existed Vie (Details) - Schedule of the cash flows between the Company’s pre-existed VIE and other non-VIE entities link:presentationLink link:definitionLink link:calculationLink 115 - Disclosure - Pre-Existed Vie (Details) - Schedule of intercompany activities between non-VIE subsidiaries and VIE link:presentationLink link:definitionLink link:calculationLink 116 - Disclosure - Pre-Existed Vie (Details) - Schedule of receivables and payables between non-VIE subsidiaries and VIE link:presentationLink link:definitionLink link:calculationLink 117 - Disclosure - Subsequent Event (Details) link:presentationLink link:definitionLink link:calculationLink 000 - Document - Document And Entity Information link:presentationLink link:definitionLink link:calculationLink EX-101.CAL 9 kndi-20211231_cal.xml XBRL CALCULATION FILE EX-101.DEF 10 kndi-20211231_def.xml XBRL DEFINITION FILE EX-101.LAB 11 kndi-20211231_lab.xml XBRL LABEL FILE EX-101.PRE 12 kndi-20211231_pre.xml XBRL PRESENTATION FILE GRAPHIC 13 img_001.jpg GRAPHIC begin 644 img_001.jpg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end GRAPHIC 14 img_002.jpg GRAPHIC begin 644 img_002.jpg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end XML 15 R1.htm IDEA: XBRL DOCUMENT v3.22.2
Document And Entity Information - USD ($)
 12 Months Ended
Dec. 31, 2021
Mar. 10, 2022
Jun. 30, 2021
Document Information Line Items      
Entity Registrant Name KANDI TECHNOLOGIES GROUP, INC.    
Trading Symbol KNDI    
Document Type 10-K/A    
Current Fiscal Year End Date --12-31    
Entity Common Stock, Shares Outstanding   76,256,345  
Entity Public Float     $ 365,214,591
Amendment Flag true    
Amendment Description Kandi Technologies Group, Inc. is filing this Amendment No. 1 on Form 10-K/A (this “Amendment” or the “Annual Report”) to amend and supplement the Form 10-K for the year ended December 31, 2021, filed with the U.S. Securities and Exchange Commission (the “Commission”) on March 15, 2022 (the “Form 10-K”) to agree with the Company’s responses to the comments from the staff of the Commission dated April 7, 2022 and June 16, 2022.This Amendment does not reflect events occurring after the filing of the Form 10-K, does not update disclosures contained in the Form 10-K. Accordingly, this Amendment should be read in conjunction with our other filings made with the Commission subsequent to the filing of the Form 10-K, including any amendments to those filings. Capitalized terms not otherwise defined have the meanings ascribed to them in the Form 10-K.    
Entity Central Index Key 0001316517    
Entity Current Reporting Status Yes    
Entity Voluntary Filers No    
Entity Filer Category Accelerated Filer    
Entity Well-known Seasoned Issuer No    
Document Period End Date Dec. 31, 2021    
Document Fiscal Year Focus 2021    
Document Fiscal Period Focus FY    
Entity Small Business true    
Entity Emerging Growth Company false    
Entity Shell Company false    
ICFR Auditor Attestation Flag true    
Document Annual Report true    
Document Transition Report false    
Entity File Number 001-33997    
Entity Incorporation, State or Country Code DE    
Entity Tax Identification Number 90-0363723    
City Area Code (86 - 579)    
Local Phone Number 82239856    
Entity Address, Address Line One Jinhua City Industrial Zone    
Entity Address, City or Town Jinhua    
Entity Address, Address Line Two Zhejiang Province    
Entity Address, Country CN    
Entity Address, Postal Zip Code 321016    
Title of 12(b) Security Common Stock    
Security Exchange Name NASDAQ    
Entity Interactive Data Current Yes    
Auditor Name Marcum Bernstein & Pinchuk LLP    
Auditor Location New York, NY    
Auditor Firm ID 5395    
Paris, Kreit & Chiu CPA LLP [Member]      
Document Information Line Items      
Auditor Name Paris, Kreit & Chiu CPA LLP    
Auditor Location New York, New York    
Auditor Firm ID 6651    
XML 16 R2.htm IDEA: XBRL DOCUMENT v3.22.2
Consolidated Balance Sheets - USD ($)
Dec. 31, 2021
Dec. 31, 2020
Current assets    
Cash and cash equivalents $ 129,223,443 $ 142,078,190
Restricted cash 39,452,564 442,445
Certificate of deposit 55,041,832
Accounts receivable (net of allowance for doubtful accounts of $3,053,277 and $110,269 as of December 31, 2021 and December 31, 2020, respectively) 52,896,305 38,547,137
Inventories 33,171,973 19,697,383
Notes receivable 323,128 31,404,630
Other receivables 8,901,109 1,875,245
Prepayments and prepaid expense 17,657,326 13,708,149
Advances to suppliers 5,940,456 36,733,182
Amount due from the Affiliate Company 21,742,226
Amount due from related party 886,989
TOTAL CURRENT ASSETS 342,608,136 307,115,576
NON-CURRENT ASSETS    
Property, plant and equipment, net 111,577,411 65,402,680
Intangible assets, net 13,249,079 3,232,753
Land use rights, net 3,250,336 3,257,760
Construction in progress 79,317 16,317,662
Deferred tax assets 2,219,297 8,964,946
Long-term investment 157,262 45,958
Investment in the Affiliate Company 28,892,638
Goodwill 36,027,425 29,712,383
Other long-term assets 10,992,009 32,307,484
TOTAL NON-CURRENT ASSETS 177,552,136 188,134,264
TOTAL ASSETS 520,160,272 495,249,840
CURRENT LIABILITIES    
Accounts payable 36,677,802 34,257,935
Other payables and accrued expenses 9,676,973 7,218,395
Short-term loans 950,000
Notes payable 8,198,193 92,445
Income tax payable 1,620,827 1,313,754
Advance receipts 38,229,242
Amount due to related party 500,000
Other current liabilities 7,038,895 2,185,654
TOTAL CURRENT LIABILITIES 64,162,690 83,797,425
NON-CURRENT LIABILITIES    
Long-term loans 2,210,589
Deferred tax liability 2,460,141 3,483,171
Contingent consideration liability 7,812,000 3,743,000
Other long-term liabilities 314,525 459,580
TOTAL NON-CURRENT LIABILITIES 12,797,255 7,685,751
TOTAL LIABILITIES 76,959,945 91,483,176
STOCKHOLDER’S EQUITY    
Common stock, $0.001 par value; 100,000,000 shares authorized; 77,385,130 and 77,298,499 shares issued and 76,705,381 and 75,377,555 outstanding at December 31,2021 and December 31,2020, respectively 77,385 75,377
Less: Treasury stock (679,749 shares and 0 shares with average price of $3.52 at December 31,2021 and December 31,2020, respectively) (2,392,203)
Additional paid-in capital 449,479,461 439,549,338
Accumulated deficit (the restricted portion is $4,422,033 and $4,422,033 at December 31,2021 and December 31,2020, respectively) (4,216,102) (27,079,900)
Accumulated other comprehensive income (loss) 251,786 (8,778,151)
TOTAL STOCKHOLDERS’ EQUITY 443,200,327 403,766,664
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY $ 520,160,272 $ 495,249,840
XML 17 R3.htm IDEA: XBRL DOCUMENT v3.22.2
Consolidated Balance Sheets (Parentheticals) - USD ($)
Dec. 31, 2021
Dec. 31, 2020
Statement of Financial Position [Abstract]    
Net of allowance for doubtful accounts (in Dollars) $ 3,053,277 $ 110,269
Common stock, par value (in Dollars per share) $ 0.001 $ 0.001
Common stock, shares authorized 100,000,000 100,000,000
Common stock, shares issued 77,385,130 77,298,499
Common stock, shares outstanding 76,705,381 75,377,555
Treasury stock, shares 679,749 0
Treasury stock, average price (in Dollars per share) $ 3.52 $ 3.52
Restricted portion of accumulated deficit (in Dollars) $ 4,422,033 $ 4,422,033
XML 18 R4.htm IDEA: XBRL DOCUMENT v3.22.2
Consolidated Statements of Operations and Comprehensive Income (Loss) - USD ($)
 12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Income Statement [Abstract]    
REVENUES FROM UNRELATED PARTIES, NET $ 91,484,792 $ 76,176,609
REVENUES FROM THE AFFILIATE COMPANY AND RELATED PARTIES, NET 1,592 743,904
REVENUES, NET 91,486,384 76,920,513
COST OF GOODS SOLD (75,238,522) (63,432,580)
GROSS PROFIT 16,247,862 13,487,933
OPERATING INCOME (EXPENSE):    
Research and development (38,971,986) (7,246,312)
Selling and marketing (4,736,000) (6,619,355)
General and administrative (19,605,468) (13,042,103)
Gain on disposal of long-lived assets 48,401,797 14,174,233
TOTAL OPERATING EXPENSE (14,911,657) (12,733,537)
INCOME FROM OPERATIONS 1,336,205 754,396
OTHER INCOME (EXPENSE):    
Interest income 4,208,751 2,190,678
Interest expense (407,620) (3,750,233)
Change in fair value of contingent consideration 2,834,000 (565,000)
Government grants 1,233,192 1,130,262
Gain from sale of equity in the Affiliate Company 17,788,351
Share of loss after tax of the Affiliate Company (2,592,334) (17,252,662)
Other income, net 4,809,743 2,051,226
TOTAL OTHER INCOME (EXPENSE), NET 27,874,083 (16,195,729)
INCOME (LOSS) BEFORE INCOME TAXES 29,210,288 (15,441,333)
INCOME TAX (EXPENSE) BENEFIT (6,346,490) 5,047,169
NET INCOME (LOSS) 22,863,798 (10,394,164)
OTHER COMPREHENSIVE INCOME    
Foreign currency translation adjustment 9,029,937 13,945,430
COMPREHENSIVE INCOME $ 31,893,735 $ 3,551,266
WEIGHTED AVERAGE SHARES OUTSTANDING BASIC AND DILUTED (in Shares) 76,148,688 55,960,010
NET INCOME (LOSS) PER SHARE, BASIC AND DILUTED (in Dollars per share) $ 0.3 $ (0.19)
XML 19 R5.htm IDEA: XBRL DOCUMENT v3.22.2
Consolidated Statements of Changes in Stockholders’ Equity - USD ($)
Common Stock
Treasury Stock
Additional Paid-in Capital
Accumulated Deficit
Accumulated Other Comprehensive Income (Loss)
Total
Balance at Dec. 31, 2019 $ 52,839 $ (2,477,965) $ 259,691,370 $ (16,685,736) $ (22,723,581) $ 217,856,927
Balance (in Shares) at Dec. 31, 2019 52,839,441          
Stock issuance and award $ 1,771 4,058,052 4,059,823
Stock issuance and award (in Shares) 1,771,317          
Cancellation of the Treasury Stock $ (487) 2,477,965 (2,477,478)
Cancellation of the Treasury Stock (in Shares) (487,155)          
Registered Direct Offering $ 18,254 151,904,993 151,923,247
Registered Direct Offering (in Shares) 18,253,952          
Warrants issuance  
Stock option exercise $ 3,000 29,157,000 $ 29,160,000
Stock option exercise (in Shares) 3,000,000         3,000,000
Net income (Loss) (10,394,164) $ (10,394,164)
Foreign currency translation   13,945,430 13,945,430
Reduction in the Affiliate Company’s equity (2,784,599) (2,784,599)
Balance at Dec. 31, 2020 $ 75,377 439,549,338 (27,079,900) (8,778,151) 403,766,664
Balance (in Shares) at Dec. 31, 2020 75,377,555          
Stock issuance and award $ 2,008 7,178,928 7,180,936
Stock issuance and award (in Shares) 2,007,575          
Stock buyback   (2,392,203)   (2,392,203)
Commission in stock buyback     (20,457)     $ (20,457)
Stock option exercise (in Shares)          
Net income (Loss) 22,863,798 $ 22,863,798
Foreign currency translation 9,029,937 9,029,937
Reduction in the Affiliate Company’s equity 2,771,652 2,771,652
Balance at Dec. 31, 2021 $ 77,385 $ (2,392,203) $ 449,479,461 $ (4,216,102) $ 251,786 $ 443,200,327
Balance (in Shares) at Dec. 31, 2021 77,385,130          
XML 20 R6.htm IDEA: XBRL DOCUMENT v3.22.2
Consolidated Statements of Changes in Stockholders’ Equity (Parentheticals) - USD ($)
 12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Statement of Stockholders' Equity [Abstract]    
Net off tax effect $ 491,400 $ 491,400
XML 21 R7.htm IDEA: XBRL DOCUMENT v3.22.2
Consolidated Statements of Cash Flows - USD ($)
 12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
CASH FLOWS FROM OPERATING ACTIVITIES:    
Net income (loss) $ 22,863,798 $ (10,394,164)
Adjustments to reconcile net income to net cash provided by operating activities    
Depreciation and amortization 10,038,976 8,222,984
Provision (reversal) of allowance for doubtful accounts 862,414 (152,809)
Deferred taxes 4,073,315 (5,349,722)
Share of loss after tax of the Affiliate Company 2,592,334 17,252,662
Gain from equity sale in the Affiliate Company (17,788,351)
Gain on disposal of long-lived assets (48,401,797) (14,174,233)
Change in fair value of contingent consideration (2,834,000) 565,000
Stock based compensation expense 1,484,576 902,666
Changes in operating assets and liabilities:    
Accounts receivable (2,542,692) 19,247,519
Inventories (7,522,761) 9,246,455
Other receivables and other assets (291,235) 2,008,612
Advances to supplier and prepayments and prepaid expenses 27,786,143 (36,330,634)
Amount due from the Affiliate Company 4,237,103
Due from related party (500,000) (339,118)
Increase (Decrease) In:    
Accounts payable 2,176,638 (30,993,717)
Other payables and accrued liabilities 10,513,511 (173,806)
Notes payable (2,423,514) (13,912,842)
Income tax payable 154,334 (745,208)
Net cash provided by (used in) operating activities 241,689 (50,883,252)
CASH FLOWS FROM INVESTING ACTIVITIES:    
Purchases of property, plant and equipment, net (11,574,706) (7,483,743)
Purchases of land use rights and other intangible assets (2,356,626) (3,281,115)
Acquisition of Jiangxi Huiyi (7,117,310)
Payment for construction in progress (5,210,642) (7,419,644)
Proceeds from disposal of long-lived assets 23,306,007 52,579,492
Loan to third party 31,783,439 (26,097,991)
Certificate of deposit (54,264,407)
Cash received from sales of equity in the Affiliate Company 47,752,678 42,897,929
Long-term investment (108,529) (43,478)
Net cash provided by investing activities 22,209,904 51,151,450
CASH FLOWS FROM FINANCING ACTIVITIES:    
Proceeds from short-term loans 950,000 24,642,399
Repayments of short-term loans (50,873,903)
Repayments of long-term loans (28,799,501)
Proceeds from long-term loans 2,210,589 394,116
Proceeds from issuance of common stock and warrants 151,923,247
Purchase of treasury stock (2,412,660)
Proceeds from exercises stock options, stock awards and other financing 29,160,000
Net cash provided by financing activities 747,929 126,446,358
NET INCREASE IN CASH AND CASH EQUIVALENTS AND RESTRICTED CASH 23,199,522 126,714,556
Effect of exchange rate changes 2,955,850 (706,556)
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH AT BEGINNING OF YEAR 142,520,635 16,512,635
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH AT END OF PERIOD 168,676,007 142,520,635
-CASH AND CASH EQUIVALENTS AT END OF PERIOD 129,223,443 142,078,190
-RESTRICTED CASH AT END OF PERIOD 39,452,564 442,445
SUPPLEMENTARY CASH FLOW INFORMATION    
Income taxes paid 2,074,668 1,046,127
Interest paid 35,001 653,507
SUPPLEMENTAL NON-CASH DISCLOSURES:    
Decrease in investment in the Affiliate Company due to change in its equity 3,099,193
Reversal of decrease in investment in the Affiliate Company due to change in its equity (net of tax effect of $491,400) 2,824,115
Purchase of construction in progress in accounts payable and other payable 7,945,414
Common stock issued from settlement of payables related to acquisitions $ 5,762,000 $ 3,166,427
XML 22 R8.htm IDEA: XBRL DOCUMENT v3.22.2
Consolidated Statements of Cash Flows (Parentheticals) - USD ($)
 12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Statement of Cash Flows [Abstract]    
Net off tax effect $ 491,400 $ 491,400
XML 23 R9.htm IDEA: XBRL DOCUMENT v3.22.2
Organization and Principal Activities
 12 Months Ended
Dec. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
ORGANIZATION AND PRINCIPAL ACTIVITIES

NOTE 1 - ORGANIZATION AND PRINCIPAL ACTIVITIES

 

Kandi Technologies Group, Inc. (“Kandi Technologies”) was incorporated under the laws of the State of Delaware on March 31, 2004. As used herein, the terms “Company” or “Kandi” refer to Kandi Technologies and its operating subsidiaries, as described below.

 

Headquartered in Jinhua City, Zhejiang Province, People’s Republic of China (“China” or “PRC”), the Company is one of China’s leading producers and manufacturers of electric vehicle (“EV”) products, EV parts, and off-road vehicles for sale in the Chinese and the global markets. The Company conducts its primary business operations through its wholly-owned subsidiaries, Zhejiang Kandi Vehicles Co., Ltd. (“Kandi Vehicles”), Kandi Vehicles’ wholly and partially-owned subsidiaries, and SC Autosports, LLC (“SC Autosports”, d/b/a Kandi America) and its wholly-owned subsidiary, Kandi America Investment, LLC (“Kandi Investment”). In March 2021, Zhejiang Kandi Vehicles Co., Ltd. changed its name to Zhejiang Kandi Technologies Group Co., Ltd. (“Zhejiang Kandi Technologies”).

 

The Company’s organizational chart as of the date of this report is as follows:

 

Operating Subsidiaries

 

Pursuant to certain VIE agreements signed by Zhejiang Kandi Technologies and Mr. Hu Xiaoming, from January 2011 to March 13, 2022, Zhejiang Kandi Technologies is entitled to 100% of the economic benefits, voting rights and residual interests (100% of profits and losses) of Jinhua Kandi New Energy Vehicles Co., Ltd. (“Kandi New Energy”). Specifically, on May 18, 2010, Zhejiang Kandi Technologies signed the Agreement of Establishment of Kandi New Energy with Mr. Hu Xiaoming, pursuant to which both parties agreed to together contribute RMB 36 Million to establish Kandi New Energy, and each party will contribute 50% of the total investment. Zhejiang Kandi Technologies will make its contribution in kind equivalent to its portion and Mr. Hu will make his contribution in cash. On the same date, Zhejiang Kandi Technologies signed a Contractor’s Agreement with Mr. Hu Xiaoming pursuant to which both parties agreed that during the existence of Kandi New Energy, it is contracted to Zhejiang Kandi Technologies for operation and management and Mr. Hu Xiaoming will not participate in any management, dividend distribution or loss of Kandi New Energy. On the same day, Zhejiang Kandi Technologies also signed a Share Escrow and Trust Agreement with Mr. Hu Xiaoming, pursuant to which upon the existence of Kandi New Energy,  Mr. Hu Xiaoming agreed to entrust his entire 50% equity in the Kandi New Energy with Zhejiang Kandi Technologies, and Zhejiang Kandi Technologies agrees to accept such trust. All the above-mentioned agreements shall only be effective within 30 days upon the Kandi New Energy receives government’s approval and reaches to the practical operation stage. Therefore, all the three agreements became effective on January 2011. All these three agreements were previously attached as Exhibit 10.13, Exhibit 10.14, and Exhibit 10.15 to the Company’s Annual Report on Form 10-K filed on March 31, 2011 and are incorporated herein by reference. Effective March 14, 2022, Mr. Hu Xiaoming transferred his 50% equity interests of Kandi New Energy to Zhejiang Kandi Technologies. As a result, Kandi New Energy has become a wholly-owned subsidiary of Zhejiang Kandi Technologies.

 

In April 2012, pursuant to an agreement with the shareholders of YongkangScrou Electric Co, Ltd. (“Yongkang Scrou”), the Company acquired 100% of Yongkang Scrou, a manufacturer of automobile and EV parts. In September 2020, Zhejiang Kandi Technologies transferred all of its equity interest in Yongkang Scrou to its wholly owned subsidiary, Zhejiang Kandi Smart Battery Swap Technology Co., Ltd. (“Kandi Smart Battery Swap”).

 

On February 18, 2021, Zhejiang Kandi Technologies signed an Equity Transfer Agreement with Geely to transfer the remaining 22% equity interests of the Fengsheng Automotive Technology Group Co., Ltd. to Geely. As of September 10, 2021, the Company received all the equity transfer payment.

 

In April 2013, Zhejiang Kandi Technologies and Kandi New Energy formed Kandi Electric Vehicles (Wanning) Co., Ltd., which was renamed Kandi Electric Vehicles (Hainan) Co., Ltd. (“Kandi Hainan”), when it was relocated from Wanning City to Haikou City in January 2016. Zhejiang Kandi Technologies has 45% ownership interest in Kandi Hainan, and Kandi New Energy has the remaining 55% ownership interest.

 

In December 2017, Zhejiang Kandi Technologies and the sole shareholder of Jinhua An Kao Power Technology Co., Ltd. (“Jinhua An Kao”) entered into a Share Transfer Agreement and a Supplementary Agreement, pursuant to which Zhejiang Kandi Technologies acquired 100% equity of Jinhua An Kao. In June 2020, Jinhua An Kao changed its name to Kandi Smart Battery Swap.

 

On May 31, 2018, the Company entered into a Membership Interests Transfer Agreement (the “Transfer Agreement”) with the two members of SC Autosports LLC (“SC Autosports”) (formerly known as: Sportsman Country, LLC) pursuant to which the Company acquired 100% of the ownership of SC Autosports.

 

On March 4, 2019, in order to build a logistics network composed of suppliers, manufacturers, warehouses, distribution centers and channel providers, meeting the needs of improving production and operation efficiency, the Company participated in the formation of Zhejiang Kandi Supply Chain Management Co., Ltd. (“Supply Chain Company”). Zhejiang Kandi Technologies has 10% ownership interest in Supply Chain Company, the remaining 90% is owned by unrelated other parties. As of the date of this report, Zhejiang Kandi Technologies has not made any capital contribution to Supply Chain Company since the contribution is not yet due as the relevant per PRC regulations, and is not involved in its operations.

 

In September 2020, In order to make full use of its dozens of patents in the field of battery swap systems and attract strategic investors to participate across the whole sector value chain, including battery swapping services and used battery recycling, the Company formed China Battery Exchange (Zhejiang) Technology Co., Ltd. (“China Battery Exchange”) and its subsidiaries. Zhejiang Kandi Technologies has 100% ownership interest in China Battery Exchange and its subsidiaries.

 

In September 2020, intending to explore ridesharing service business, the Company participated in the formation of Zhejiang Ruiheng Technology Co., Ltd (“Ruiheng”). Zhejiang Kandi Technologies has 10% ownership interest in Ruiheng, the remaining 90% is owned by unrelated other parties.

 

During January 2021, SC Autosports established a wholly owned subsidiary, Kandi America Investment, LLC (“Kandi Investment”) in Dallas.

 

On July 13, 2021, Zhejiang Kandi Technologies entered into a Share Transfer Agreement and Supplementary Agreement with three individual shareholders of Jiangxi Province Huiyi New Energy Co., Ltd. (“Jiangxi Huiyi”) to acquire 100% equity of Jiangxi Huiyi. The acquisition was consummated at October 31, 2021.

 

On February 15, 2022, Kandi Hainan and Jiangsu Xingchi Signed a joint venture agreement, the two parties jointly invested RMB 30,000,000 (approximately $4.6 million) in Haikou, Hainan (of which Kandi Hainan owns 66.7% and Jiangsu Xingchi owns 33.3%) to establish Hainan Kandi Holding New Energy Technology Co., Ltd. (“Hainan Kandi Holding”).
XML 24 R10.htm IDEA: XBRL DOCUMENT v3.22.2
Liquidity
 12 Months Ended
Dec. 31, 2021
Liquidity [Abstract]  
LIQUIDITY

NOTE 2 - LIQUIDITY

 

The Company had working capital of $278,445,446 as of December 31, 2021, an increase of $55,127,295 from the working capital of $ 223,318,151 as of December 31, 2020. As of December 31, 2021 and 2020, the Company’s cash and cash equivalents were $129,223,443 and $142,078,190, respectively. The Company’s restricted cash was $39,452,564 and $ 442,445, respectively. As of December 31, 2021, the Company had multiple certificates of deposit with a total amount of $55,041,832. These certificates of deposit have an annual interest rate from 3.7% to 3.99% which can be transferred when necessary without any penalty or any loss of interest and principal.

 

On March 10, 2020, a real estate repurchase agreement (the “Repurchase Agreement”) was entered into by and between Zhejiang Kandi Technologies and Jinhua Economic and Technological Development Zone pursuant to which the local government shall purchase the land use right over the land of 66 acres (400 mu, 265,029 square meters) that is owned by Zhejiang Kandi Technologies for RMB 525 million ($83 million). Payments to Zhejiang Kandi Technologies shall be made in three installments as the Company disclosed in a Current Report on Form 8-K filed with the SEC on March 9, 2020. In addition, if Zhejiang Kandi Technologies achieves certain milestones that contribute to local economic development, the Company will be eligible for tax rebates that could total up to RMB 500 million ($79 million) over the next eight years. On May 22, 2020, the Company received the first payment of RMB 244 million (approximately $38 million) under the Repurchase Agreement. On July 9, 2020, the Company received the second payment of RMB 119 million (approximately $19 million) under the Repurchase Agreement. By the end of March 2021, the Company finished relocating production and offices to the new industrial park and vacated the old factory property. In early April, the relevant Economic Zone authorities inspected the vacated land and determined that it met all stipulated conditions. On May 20, 2021, the Company received the final portion of repurchase payment of RMB 150 million (approximately $24 million) under the Repurchase Agreement. In addition, there was RMB 12 million (approximately $2 million) reward for moving out of the old location has been submitted to the government for approval and will be collected after the approval.

 

On February 18, 2021, Zhejiang Kandi Technologies signed an Equity Transfer Agreement with Geely to transfer all of its remaining 22% equity interests in the Affiliate Company to Geely for a total consideration of RMB 308 million (approximately $48 million). On March 16, 2021, the Company received the first half of the equity transfer payment of RMB 154,000,000 (approximately $24 million). On September 10, 2021, the Company received the second half of the equity transfer payment of RMB 154,000,000 (approximately $24 million).

 

Although the Company expects that most of its outstanding trade receivables from customers will be collected in the next twelve months, there are uncertainties with respect to the timing in collecting these receivables, especially the receivables due from the Affiliate Company, because most of them are indirectly impacted by the progress of the receipt of government subsidies.

 

The Company’s primary need for liquidity stems from its need to fund working capital requirements of the Company’s businesses, its capital expenditures and its general operations, including debt repayment. The Company has historically financed its operations through short-term commercial bank loans from Chinese banks, as well as its ongoing operating activities by using funds from operations, external credit or financing arrangements. Currently the Company has sufficient cash in hand to meet the existing operational needs, but the credit line is retained which can be utilized timely when the Company has special capital needs. The PRC subsidiaries do not have any short-term bank loans and the US subsidiaries has $3.2 million short-term and long-term bank loans as of December 31, 2021.
XML 25 R11.htm IDEA: XBRL DOCUMENT v3.22.2
Basis of Presentation
 12 Months Ended
Dec. 31, 2021
Basis of Presentation [Abstract]  
BASIS OF PRESENTATION

NOTE 3 - BASIS OF PRESENTATION

 

The Company’s financial statements and notes are the representations of the Company’s management. Accounting policies adopted by the Company conform to generally accepted accounting principles in the United States and have been consistently applied in the Company’s presentation of its financial statements.
XML 26 R12.htm IDEA: XBRL DOCUMENT v3.22.2
Principles of Consolidation
 12 Months Ended
Dec. 31, 2021
Principles of Consolidation [Abstract]  
PRINCIPLES OF CONSOLIDATION

NOTE 4 - PRINCIPLES OF CONSOLIDATION

 

The Company’s consolidated financial statements reflect the accounts of the Company and its ownership interests in the following subsidiaries:

 

(1)Continental Development Limited (“Continental”), a wholly-owned subsidiary of the Company, incorporated under the laws of Hong Kong;

 

(2)Zhejiang Kandi Technologies, a wholly-owned subsidiary of Continental, incorporated under the laws of the PRC;

 

  (3) Kandi New Energy Vehicle Co. Ltd. (“Kandi New Energy”), a 50%-owned subsidiary of Zhejiang Kandi Technologies (Mr. Hu Xiaoming owns the other 50%), incorporated under the laws of the PRC. Pursuant to agreements executed in January 2011, Mr. Hu Xiaoming contracted with Zhejiang Kandi Technologies for the operation and management of Kandi New Energy and put his shares of Kandi New Energy into escrow. As a result, Zhejiang Kandi Technologies is entitled to 100% of the economic benefits, voting rights and residual interests of Kandi New Energy.  Effective March 14, 2022, Mr. Hu Xiaoming transferred his 50% equity interests of Kandi New Energy to Zhejiang Kandi Technologies. As a result, Kandi New Energy has become a wholly-owned subsidiary of Zhejiang Kandi Technologies;

 

(4)Kandi Electric Vehicles (Hainan) Co., Ltd. (“Kandi Hainan”), a subsidiary, 55% owned by Kandi New Energy and 45% owned by Zhejiang Kandi Technologies, incorporated under the laws of the PRC;

 

(5)Zhejiang Kandi Smart Battery Swap Technology Co., Ltd (“Kandi Smart Battery Swap”), a wholly-owned subsidiary of Zhejiang Kandi Technologies, incorporated under the laws of the PRC;

 

(6)Yongkang Scrou Electric Co, Ltd. (“Yongkang Scrou”), a wholly-owned subsidiary of Kandi Smart Battery Swap, incorporated under the laws of the PRC; and

 

(7)SC Autosports (d/b/a Kandi America), a wholly-owned subsidiary of the Company formed under the laws of the State of Texas.

 

 

(8)

 China Battery Exchange (Zhejiang) Technology Co., Ltd. (“China Battery Exchange”) and its subsidiaries, a wholly-owned subsidiary of Zhejiang Kandi Technologies, incorporated under the laws of the PRC.

 

(9)Kandi America Investment, LLC (“Kandi Investment”), a wholly-owned subsidiary of SC Autosports formed under the laws of the State of Texas, USA.

 

(10)Jiangxi Province Huiyi New Energy Co., Ltd., (“Jiangxi Huiyi”) and its subsidiaries, a wholly-owned subsidiary of Zhejiang Kandi Technologies, incorporated under the laws of the PRC.

 

Equity Method Investees

 

The Company’s consolidated net income also includes the Company’s proportionate share of the net income or loss of its equity method investment in the Affiliate Company, in which the Company owned 22% equity interest until March 9, 2021.

 

On February 18, 2021, Zhejiang Kandi Technologies signed an Equity Transfer Agreement with Geely to transfer all of its remaining 22% equity interests in the Affiliate Company to Geely. As the equity transfer was completed on March 9, 2021, the Company recorded 22% of the Affiliate Company’s loss for the period from January 1, 2021 to March 9, 2021 and recognized the gain from equity sale of $17.7 million during the first quarter of 2021. As of December 31, 2021, the amount due from the Affiliate Company has been reclassed to accounts receivable of $18.0 million and other receivables of $2.3 million. If the transfer of the remaining 22% equity interests of the Affiliate Company took place on January 1, 2020, the net income for the year ended December 31, 2021 and 2020 would have been $7.7 million and $6.9 million, respectively.

 

All intra-entity profits and losses with regard to the Company’s equity method investees have been eliminated.
XML 27 R13.htm IDEA: XBRL DOCUMENT v3.22.2
Use of Estimates
 12 Months Ended
Dec. 31, 2021
Disclosure Use Of Estimates [Abstract]  
USE OF ESTIMATES

NOTE 5 - USE OF ESTIMATES

 

The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and related disclosures of contingent assets and liabilities at the balance sheet date, and the reported revenues and expenses during the reported period in the consolidated financial statements and accompanying notes. Significant accounting estimates reflected in the Company’s consolidated financial statements primarily include, but are not limited to, allowances for doubtful accounts, lower of cost and net realizable value of inventory, assessment for impairment of long-lived assets and intangible assets, valuation of deferred tax assets, change in fair value of contingent consideration, determination of share-based compensation expenses as well as fair value of stock warrants.

 

Management bases the estimates on historical experience and on various other assumptions that are believed to be reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities. Actual results could differ from these estimates.
XML 28 R14.htm IDEA: XBRL DOCUMENT v3.22.2
Summary of Significant Accounting Policies
 12 Months Ended
Dec. 31, 2021
Basis of Presentation [Abstract]  
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NOTE 6 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

(a) Economic and Political Risks

 

The Company’s operations are conducted in China. As a result, the Company’s business, financial condition and results of operations may be influenced by the political, economic and legal environments in China, and by the general state of the Chinese economy. In addition, the Company’s earnings are subject to movements in foreign currency exchange rates when transactions are denominated in Renminbi (“RMB”), which is the Company’s functional currency. Accordingly, the Company’s operating results are affected by changes in the exchange rate between the U.S. dollar and the RMB.

 

The Company’s operations in China are subject to special considerations and significant risks not typically associated with companies in North America and Western Europe. These include risks associated with, among others, the political, economic and legal environment and foreign currency exchange restrictions. The Company’s performance may be adversely affected by changes in the political and social conditions in China, and by changes in governmental policies with respect to laws and regulations, anti-inflationary measures, currency conversion, remittances abroad, and rates and methods of taxation, among other things.

 

(b) Fair Value of Financial Instruments

 

ASC 820 establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market.

 

These tiers include:

 

Level 1 — defined as observable inputs such as quoted prices in active markets;

 

Level 2 — defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and

 

Level 3 — defined as unobservable inputs for which little or no market data exists, therefore requiring an entity to develop its own assumptions.

 

The Company’s financial instruments primarily consist of cash and cash equivalents, restricted cash, accounts receivable, notes receivable, other receivables, accounts payable, other payables and accrued liabilities, short-term bank loans, notes payable, and warrants.

 

The carrying value of cash and cash equivalents, restricted cash, accounts receivable, notes receivable, other receivables, accounts payable, other payables and accrued liabilities, and notes payable approximate fair value because of the short-term nature of these items. The estimated fair values of short-term bank loans were not materially different from their carrying value as presented due to the brief maturities and because the interest rates on these borrowings approximate those that would have been available for loans of similar remaining maturities and risk profiles. As the carrying amounts are reasonable estimates of fair value, these financial instruments are classified within Level 1 of the fair value hierarchy. The Company identified notes payable as Level 2 instruments due to the fact that the inputs to valuation are primarily based upon readily observable pricing information. The balance of notes payable, which were measured and disclosed at fair value, was $8,198,193 and $92,445 as of December 31, 2021 and December 31, 2020, respectively.

 

Contingent consideration related to the acquisitions of Kandi Smart Battery Swap, SC Autosports and Jiangxi Huiyi, which is accounted for as liabilities, are measured at each reporting date for their fair value using Level 3 inputs. The fair value of contingent consideration was $ 7,812,000 and $3,743,000 as of December 31, 2021 and December 31, 2020, respectively. Also see Note 20.

 

(c) Cash and Cash Equivalents

 

The Company considers highly-liquid investments purchased with original maturities of three months or less to be cash equivalents.

 

(d) Restricted cash

 

Restricted cash primarily represents bank deposits for letter of credit and bank acceptance bill.

 

As of December 31, 2021 and December 31, 2020, the Company’s restricted cash was $39,452,564 and $ 442,445, respectively.

 

(e) Inventories

 

Inventories are stated at the lower of cost or net realizable value (market value). The cost of raw materials is determined on the basis of weighted average. The cost of finished goods is determined on the basis of weighted average and comprises direct materials, direct labor and an appropriate proportion of overhead.

 

Net realizable value is based on estimated selling prices less selling expenses and any further costs expected to be incurred for completion. Adjustments to reduce the cost of inventory to net realizable value are made, if required, for estimated excess, obsolescence, or impaired balances.

 

(f) Accounts Receivable and Due from the Affiliate Company and Related Parties

 

Accounts receivable are recognized and carried at net realizable value. The Company establishes provision for doubtful accounts when there is objective evidence that the Company may not be able to collect amounts due. Management reviews the adequacy of the provision for doubtful accounts on an ongoing basis, using historical collection trends and individual account analysis. The provision is based on management’s best estimates of specific losses on individual customer exposures, as well as historical trends of collections. Account balances are charged off against the provision after all means of collection have been exhausted and the likelihood of collection is not probable. An allowance for doubtful accounts is recorded for periods in which the Company determines credit losses are probable. In order to measure expected credit losses of the accounts receivable, the Company’s policy is to adopt aging method by reviewing and analyzing the aging of each customer, especially those with aged balances without any movement, and then assessing their financial conditions and payment plans. On top of the aging analysis, the Company also analyzed the nature and background of the customers, and analyzed the probability of recovery of the receivables. Accounts are written off after exhaustive collection efforts. If accounts receivable are to be provided for, or written off, they are recognized in the consolidated statement of operations within the operating expenses line item. If accounts receivable previously written off is recovered in a later period or when facts subsequently become available to indicate that the amount provided as an allowance for doubtful accounts was incorrect, an adjustment is made to restate allowance for doubtful accounts.

 

Net amount due from the Affiliate Company represent net trade receivable from the Affiliate Company, loan lending to the Affiliate Company as well as interest related to such loan. As of December 31, 2020, the Company’s net amount due from the Affiliate Company includes $19.8 million net trade receivable and $2.2 million loan interest. As of December 31, 2021, the amount due from the Affiliate Company has been reclassed to accounts receivable of $18.0 million and other receivables of $2.3 million.

 

As of December 31, 2021 and December 31, 2020, amount due from related party was $0 and $886,989, respectively. As of December 31, 2021 and December 31, 2020, amount due to related party was $0 and $500,000, respectively.

 

As of December 31, 2021 and December 31, 2020, credit terms with the Company’s customers were typically 60 to 180 days after delivery. Besides, the Company has a credit term with Fengsheng, a former affiliate of the Company which it disposed the ownership of Fengsheng in March 2021, that allows Fengsheng to repay the receivable amount when it receives the subsidy from the government. The Company has agreements or purchase orders signed with the customers which state the payment term based on the scale of sales and background of the customers. The terms and agreements signed are legally enforceable. As of December 31, 2021 and 2020, the Company had $3,053,277 and $110,269 allowance for doubtful accounts, as per the Company management’s judgment based on their best knowledge. The Company conducts quarterly assessments of the state of the Company’s outstanding receivables and reserves any allowance for doubtful accounts if it becomes necessary.

 

The table below summarized the aging of the accounts receivable as of December 31, 2021 and 2020.

 

Aging of accountings receivable as of December 31, 2021   Outstanding balance     Subsequent collection(1)  
1 to 90 days   $ 19,978,931     $ 11,040,304  
91 to 180 days     8,317,622       3,868,362  
Over 180 days     1,815,817       646,224  
Over one year     13,960,230 *     50,881  
Over two years     11,876,982 *     -  
Total   $ 55,949,582     $ 15,605,771  

 

Aging of accountings receivable as of December 31, 2020   Outstanding balance     Subsequent collection(1)  
1 to 90 days   $ 28,298,032     $ 23,894,359  
91 to 180 days     7,084,537       6,567,082  
Over 180 days     3,164,568       2,847,605  
Over one year     -       -  
Over two years     110,269       -  
Total   $ 38,657,406     $ 33,309,046  

 

(1)the Company reviewed the subsequent collection until March 10, 2022.

 

*The increase of accounts receivable as of December 31, 2021 compared to the amount as of December 31, 2020 was due to the acquisition of Jiangxi Huiyi, and the disposal of ownership of Fengsheng which the amount due from Fengsheng was recorded under “Amount due from the Affiliate Company” prior to the disposal.

 

(g) Notes Receivable

 

Notes receivable represent short-term loans to third parties with maximum terms of six months. Interest income is recognized according to each agreement between a borrower and the Company on an accrual basis. For notes receivable with banks, the interest rates are determined by banks. For notes receivable with other parties, the interest rates are based on agreements between the parties. If notes receivable are paid back, that transaction will be recognized in the relevant year. If notes receivable are not paid back, or are written off, that transaction will be recognized in the relevant year if default is probable, reasonably assured, and the loss can be reasonably estimated. The Company will recognize income if the written-off loan is recovered at a future date. In case of any foreclosure proceedings or legal actions, the Company provides an accrual for the related foreclosure and litigation expenses. The Company also receives notes receivable from the Affiliate Company and other parties to settle accounts receivable. If the Company decides to discount notes receivable for the purpose of receiving immediate cash, the current discount rate is approximately in the range of 2.1% to 2.7% annually depends on different banks. As of December 31, 2021 and 2020, the Company had notes receivable from unrelated parties of $323,128 and $31,404,630, respectively, which notes receivable typically mature within six months.

 

(h) Property, Plants and Equipment, net

 

Property, Plants and equipment are carried at cost less accumulated depreciation. Depreciation is calculated over the asset’s estimated useful life, using the straight-line method. Leasehold improvements are amortized over the life of the asset or the term of the lease, whichever is shorter. Estimated useful lives are as follows:

 

Buildings  20-30 years 
Machinery and equipment  10 years 
Office equipment  5 years 
Motor vehicles  5 years 
Molds  5 years 

 

The costs and related accumulated depreciation of assets sold or otherwise retired are eliminated from the Company’s accounts and any gain or loss is included in the statements of income. The cost of maintenance and repairs is charged to expenses as incurred, whereas significant renewals and betterments are capitalized.

 

(i) Land Use Rights, net

 

Land in China is owned by the government and land ownership rights cannot be sold to an individual or to a private company. However, the Chinese government grants the user a “land use right” to use the land. The land use rights granted to the Company are amortized using the straight-line method over a term of fifty years.

 

The Company elected the practical expedient that permits the Company to carry forward the accounting treatment for land use rights in existing agreements as of the effective date of ASC 842.

 

Upon the adoption of ASC 842 on January 1, 2019, the new land use rights agreements signed beyond the effective date are identified as operating lease right-of-use assets, whereas the existing agreements as of the effective date are separately disclosed as “Land use rights” in the Company’s consolidated balance sheets.

 

(j) Accounting for the Impairment of Long-Lived Assets

 

The Company periodically evaluates the carrying value of long-lived assets to be held and used, including intangible assets subject to amortization, when events and circumstances warrant such a review, pursuant to the guidelines established in ASC Topic 360 Impairment or Disposal of Long-Lived Assets. The carrying value of a long-lived asset is considered impaired when the anticipated undiscounted cash flow from such asset is separately identifiable and is less than its carrying value. In that event, a loss is recognized based on the amount by which the carrying value exceeds the fair market value of the long-lived asset. Fair market value is determined primarily using the anticipated cash flows discounted at a rate commensurate with the risk involved. Losses on long-lived assets to be disposed of are determined in a similar manner, except that fair market values are reduced for disposal costs.

 

The Company recognized no impairment loss for years ended December 31, 2021 and 2020.

 

(k) Revenue Recognition

 

The Company adopted ASC Topic 606 Revenue from Contracts with Customers with a date of the initial application of January 1, 2018 using the modified retrospective method. As a result, the Company has changed its accounting policy for revenue recognition. The impact of the adoption of ASC Topic 606 on the Company’s consolidated financial statements is not material.

 

The Company recognizes revenue when goods or services are transferred to customers in an amount that reflects the consideration which it expects to receive in exchange for those goods or services. In determining when and how revenue is recognized from contracts with customers, the Company performs the following five-step analysis: (i) identification of contract with customer; (ii) determination of performance obligations; (iii) measurement of the transaction price; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation.

 

The Company generates revenue through EV parts and off-road vehicles. The revenue is recognized at a point in time once the Company has determined that the customer has obtained control over the product. Control is typically deemed to have been transferred to the customer when the performance obligation is fulfilled, usually at the time of delivery, at the net sales price (transaction price). Revenue is recognized net of any taxes collected from customers, which are subsequently remitted to governmental authorities. Shipping and handling costs for product shipments occur prior to the customer obtaining control of the goods are accounted for as fulfillment costs rather than separate performance obligations and recorded as sales and marketing expenses.

 

See Note 26 “Segment Reporting” for disaggregation of revenue by reporting segments. The Company believes this disaggregation best depicts how the nature, amount, timing and uncertainty of revenue and cash flows are affected by economic factors.

 

(l) Research and Development

 

Expenditures relating to the development of new products and processes, including improvements to existing products as well as research and development and consulting work performed by third parties, are expensed as incurred. Research and development expenses were $38,971,986 and $7,246,312 for the years ended December 31, 2021 and 2020, respectively.

 

(m) Government Grants

 

Government grants are recognized when there is reasonable assurance that: (1) the recipient will comply with the relevant conditions and (2) the grant will be received. After initial recognition, government grants are recognized in profit or loss on a systematic basis that mirrors the manner in which the Company recognizes the underlying costs for which the grant is intended to compensate. If some, or all, of a government grant becomes repayable (e.g. due to non-fulfillment of the grant conditions), then the repayment is accounted for prospectively as a change in accounting estimate. The effect of the change in estimate is recognized in the period in which management concludes that it is no longer reasonably assured that all of the grant conditions will be met. A corresponding financial liability is recognized for the amount of the repayment.

 

For the years ended December 31, 2021 and 2020, $1,233,192 and $1,130,262, respectively, were received by the Company’s subsidiaries from the Chinese government.

 

(n) Income Taxes

 

The Company accounts for income tax using an asset and liability approach, which allows for the recognition of deferred tax benefits in future years. Under the asset and liability approach, deferred income taxes are recognized for differences between the financial reporting and tax bases of assets and liabilities at enacted tax rates in effect for the years in which the differences are expected to reverse. The accounting for deferred tax calculation represents the Company management’s best estimate of the most likely future tax consequences of events that have been recognized in our financial statements or tax returns and related future anticipation. A valuation allowance is recorded to reduce the deferred tax assets to an amount that is more likely than not to be realized after considering all available evidence, both positive and negative.

 

(o) Foreign Currency Translation

 

The accompanying consolidated financial statements are presented in United States dollars. The functional currency of the Company is the Renminbi (RMB). Capital accounts of the consolidated financial statements are translated into United States dollars from RMB at their historical exchange rates when the capital transactions occurred.

 

Assets and liabilities are translated at the exchange rates as of balance sheet date. Income and expenditures are translated at the average exchange rate of the reporting period, which rates are obtained from the website: http://www.oanda.com

 

   December 31,   December 31, 
   2021   2020 
Period end RMB: USD exchange rate   6.3588    6.5277 
Average RMB: USD exchange rate   6.4499    6.9001 

 

(p) Comprehensive Income (Loss)

 

Comprehensive income (loss) is defined to include all changes in equity except those resulting from investments by owners and distributions to owners. Among other disclosures, all items that are required to be recognized under current accounting standards as components of comprehensive income (loss) are required to be reported in a financial statement that is presented with the same prominence as other financial statements. Comprehensive income (loss) includes net income (loss) and the foreign currency translation changes.

 

(q) Segments

 

In accordance with ASC 280-10, Segment Reporting, the Company’s chief operating decision maker (“CODM”), identified as the Company’s Chief Executive Officer, relies upon the consolidated results of operations as a whole when making decisions about allocating resources and assessing the performance of the Company. As a result of the assessment made by CODM, the Company has only one reportable segment. The Company does not distinguish between markets or segments for the purpose of internal reporting. As the Company’s long-lived assets are substantially located in the PRC, no geographical segments are presented.

 

(r) Stock Option Expenses

 

The Company’s stock option expenses are recorded in accordance with ASC 718 and ASC 505.

 

The fair value of stock options is estimated using the Black-Scholes-Merton model. The Company’s expected volatility assumption is based on the historical volatility of the Company’s common stock. The expected life assumption is primarily based on the expiration date of the option. The risk-free interest rate for the expected term of the option is based on the U.S. Treasury yield curve in effect at the time of grant.

 

The recognition of stock option expenses is based on awards expected to vest. ASC standards require forfeitures to be estimated at the time of grant and revised in subsequent periods, if necessary, if actual forfeitures differ from those estimates.

 

The stock-based option expenses for the years ended December 31, 2021 and 2020 were $0 and $0, respectively. There were no forfeitures estimated during the reporting period.

 

(s) Goodwill

 

The Company allocates goodwill from business combinations to reporting units based on the expectation that the reporting unit is to benefit from the business combination. The Company evaluates its reporting units on an annual basis and, if necessary, reassigns goodwill using a relative fair value allocation approach. Goodwill is tested for impairment at the reporting unit level on an annual basis and between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying value. These events or circumstances could include a significant change in the business climate, legal factors, operating performance indicators, competition, or sale or disposition of a significant portion of a reporting unit.

 

Application of the goodwill impairment test requires judgments, including the identification of reporting units, assignment of assets and liabilities to reporting units, assignment of goodwill to reporting units, and the determination of the fair value of each reporting unit. The Company first assesses qualitative factors to determine whether it is more likely than not that goodwill is impaired. If the more likely than not threshold is met, the Company performs a quantitative impairment test.

 

The Company applies the reporting unit criteria in ASC 350-20 to the components to determine if the reporting unit should be identified one level below the operating segment. Each component will be evaluated to determine if: (a) it is a business (as defined in ASC 805), (b) discrete financial information is available and (c) the operating results are regularly reviewed by the segment manager(s). If the components of a specific operating segment meet these criteria, they might be deemed to be separate reporting units. However, if they have similar economic characteristics (which is a matter of judgment based on individual facts and circumstances), these components must be aggregated into one reporting unit. There are three reporting units under the goodwill impairment analysis, namely 1) SC Autosports, 2) Jinhua An kao and Yongkang Scrou, and 3) Jiangxi Huiyi.

 

As of December 31, 2021 and 2020, the Company performed goodwill impairment testing at the reporting unit level and determined that no impairment was necessary.

 

(t) Intangible Assets

 

Intangible assets consist of patent, trade names and customer relations associated with the purchase price from the allocation of Yongkang Scrou, Kandi Smart Battery Swap and Jiangxi Huiyi. Such assets are being amortized over their estimated useful lives. Intangible assets were amortized as of December 31, 2021. The amortization expenses for intangible assets were $906,618 and $ 625,629 for the years ended December 31, 2021 and 2020, respectively.

 

(u) Accounting for Sale of Common Stock and Warrants

 

In connection of the issuance of common stocks, the Company may issue options or warrants to purchase common stock. Warrants classified as equity are initially recorded at fair value and subsequent changes in fair value are not recognized as long as the warrants continue to be classified as equity.

 

(v) Consolidation of variable interest entities

 

In accordance with accounting standards regarding consolidation of variable interest entities, or VIEs, VIEs are generally entities that lack sufficient equity to finance their activities without additional financial support from other parties or whose equity holders lack adequate decision making ability. All VIEs with which the Company is involved must be evaluated to determine the primary beneficiary of the risks and rewards of the VIE. The primary beneficiary is required to consolidate the VIE for financial reporting purposes.

 

The Company has concluded, based on the contractual arrangements, that as of December 31, 2021 and for the past two years that are covered by this report, Kandi New Energy had been a VIE and that the Company’s wholly-owned subsidiary, Zhejiang Kandi Technologies, absorbs all risk of loss from the activities of this VIE, thereby enabling the Company, through Zhejiang Kandi Technologies, to receive all of its expected residual returns. Therefore, although Kandi Technologies only owns 50% equity in Kandi New Energy, for accounting purpose, Kandi Technologies is the sole beneficiary and shall be wholly included in the consolidation.

 

Additionally, because Kandi New Energy is under common control with other entities, the consolidated financial statements have been prepared as if the transactions had occurred retroactively as to the beginning of the reporting period of these consolidated financial statements.

 

Control and common control are defined under the accounting standards as “an individual, enterprise, or immediate family members who hold more than 50 percent of the voting ownership interest of each entity.” Because the owners collectively owned 100% of Kandi New Energy, and had agreed to vote their interests in concert since the establishment of each of these three companies as memorialized in the Voting Rights Proxy Agreement, the Company believes that the owners collectively have control and common control of Kandi New Energy. Accordingly, the Company believes that Kandi New Energy was constructively held under common control by Zhejiang Kandi Technologies as of the time the contractual agreements were entered into, establishing Zhejiang Kandi Technologies as their primary beneficiary. Zhejiang Kandi Technologies, in turn, is owned by Continental, which is owned by the Company.

 

For accounting purpose, the tables below are condensed consolidating schedules summarizing separately the results of operations, financial position and cash flows of the parent company including non-VIE subsidiaries and Kandi New Energy, which was deemed as an VIE since the Company only owned 50% of the equity, and control Kandi New Energy through several contractual agreements prior to its conversion to a wholly-owned subsidiary of Zhejiang Kandi Technologies effective March 14, 2022, together with eliminating adjustments:

 

Consolidated Statements of Operations Information

 

   For the year ended December 31, 2021 
   Parent
including
non-VIE
subsidiaries		   VIE   Elimination   Consolidated 
Revenues  $87,210,780   $14,414,362   $(10,138,758)  $91,486,384 
Gross profit  $15,892,507   $355,355   $
-
   $16,247,862 
Income (loss) from operations  $2,576,730   $(1,240,525)  $
-
   $1,336,205 
Income (loss) before income taxes  $46,250,219   $3,115,420   $(20,155,351)  $29,210,288 
Net income  $40,739,432   $2,279,717   $(20,155,351)  $22,863,798 

 

   For the year ended December 31, 2020 
   Parent
including
non-VIE
subsidiaries		   VIE   Elimination   Consolidated 
Revenues  $68,235,630   $27,613,722   $(18,928,839)  $76,920,513 
Gross profit  $12,973,809   $514,124   $
-
   $13,487,933 
Income (loss) from operations  $2,061,373   $(1,306,977)  $
-
   $754,396 
loss before income taxes  $(14,410,035)  $(1,031,298)  $
-
   $(15,441,333)
Net loss  $(9,648,826)  $(745,338)  $
-
   $(10,394,164)

 

Consolidated Balance Sheets Information

 

   As of December 31, 2021 
   Parent
including
non-VIE
subsidiaries		   VIE   Elimination   Consolidated 
Cash and cash equivalents  $128,862,704   $360,739   $
-
   $129,223,443 
Total current assets  $352,068,155   $21,002,017   $(30,462,036)  $342,608,136 
Total non-current assets  $181,562,128   $32,700,203   $(36,710,195)  $177,552,136 
Total current liabilities  $58,240,678   $36,384,048   $(30,462,036)  $64,162,690 
Total non-current liabilities  $11,971,688   $825,567   $
-
   $12,797,255 
Total stockholders’ equity  $463,417,917   $16,492,605   $(36,710,195)  $443,200,327 

 

    As of December 31, 2020  
    Parent
including
non-VIE
subsidiaries		     VIE     Elimination     Consolidated  
Cash and cash equivalents   $ 142,062,013     $ 16,177     $ -     $ 142,078,190  
Total current assets   $ 285,542,114     $ 51,257,889     $ (29,684,427 )   $ 307,115,576  
Total non-current assets   $ 191,180,142     $ 10,128,747     $ (13,174,625 )   $ 188,134,264  
Total current liabilities   $ 85,980,986     $ 27,500,866     $ (29,684,427 )   $ 83,797,425  
Total non-current liabilities   $ 7,544,838     $ 140,913     $ -     $ 7,685,751  
Total stockholders’ equity   $ 383,196,432     $ 33,744,857     $ (13,174,625 )   $ 403,766,664  

 

Percentage of VIE’s assets and liabilities compared to consolidated assets and liabilities

 

   As of December 31, 2021 
   VIE   Consolidated   % of VIE’s assets and liabilities in consolidated assets and liabilities 
Cash and cash equivalents  $360,739   $129,223,443    0.3%
Total current assets  $21,002,017   $342,608,136    6.1%
Total non-current assets  $32,700,203   $177,552,136    18.4%
Total current liabilities  $36,384,048   $64,162,690    56.7%
Total non-current liabilities  $825,567   $12,797,255    6.5%

 

    As of December 31, 2020  
      VIE       Consolidated       % of VIE’s assets and liabilities in consolidated assets and liabilities  
Cash and cash equivalents   $ 16,177     $ 142,078,190       0.0 %
Total current assets   $ 51,257,889     $ 307,115,576       16.7 %
Total non-current assets   $ 10,128,747     $ 188,134,264       5.4 %
Total current liabilities   $ 27,500,866     $ 83,797,425       32.8 %
Total non-current liabilities   $ 140,913     $ 7,685,751       1.8 %

 

Consolidated Cash Flows Information

 

    For the year ended December 31, 2021  
    Parent including non-VIE subsidiaries     VIE     Elimination     Consolidated  
Net cash (used in) provided by operating activities   $ (9,412,899 )   $ 9,654,589     $ -     $ 241,690  
Net cash provided by (used in) investing activities   $ 30,230,627     $ (22,811,949 )   $ 14,791,226     $ 22,209,904  
Net cash provided by (used in) financing activities   $ 2,042,523     $ 13,496,632     $ (14,791,226 )   $ 747,929  

 

   For the year ended December 31, 2020 
   Parent including non-VIE subsidiaries   VIE   Elimination   Consolidated 
Net cash provided by (used in) operating activities  $(47,026,465)  $(3,856,787)  $
-
   $(50,883,252)
Net cash provided by (used in) investing activities  $58,168,723   $(121,767)  $(6,895,506)  $51,151,450 
Net cash provided by (used in) financing activities  $126,446,358   $(6,895,506)  $6,895,506   $126,446,358 

 

Effective March 14, 2022, Mr. Hu Xiaoming transferred his 50% equity interests of Kandi New Energy to Zhejiang Kandi Technologies. As a result, Kandi New Energy has become a wholly-owned subsidiary of Zhejiang Kandi Technologies. The Company no longer has any VIE as of the date of this report.
XML 29 R15.htm IDEA: XBRL DOCUMENT v3.22.2
New Accounting Pronouncements
 12 Months Ended
Dec. 31, 2021
New Accounting Pronouncements [Abstract]  
NEW ACCOUNTING PRONOUNCEMENTS

NOTE 7 - NEW ACCOUNTING PRONOUNCEMENTS

 

Accounting Pronouncements Not Yet Adopted

 

In June 2016, the FASB issued Accounting Standards Update No. 2016-13, “Financial Instruments - Credit Losses (Topic 326)” (“ASU 2016-13”). ASU 2016-13 revises the methodology for measuring credit losses on financial instruments and the timing of when such losses are recorded. Originally, ASU 2016-13 was effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2019, with early adoption permitted. In November 2019, FASB issued ASU 2019-10, “Financial Instruments – Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842).” This ASU defers the effective date of ASU 2016-13 for public companies that are considered smaller reporting companies as defined by the SEC to fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The Company is planning to adopt this standard in the first quarter of fiscal 2023.The Company is currently evaluating the potential effects of adopting the provisions of ASU No. 2016-13 on its consolidated financial statements, particularly its recognition of allowances for accounts receivable. 

 

In October 2021, the FASB issued ASU 2021-08, “Business Combinations (Topic 805) – Accounting for Contract Assets and Contract Liabilities from Contracts with Customers”, which requires that an acquirer recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Topic 606, as if it had originated the contracts. Prior to this ASU, an acquirer generally recognizes contract assets acquired and contract liabilities assumed that arose from contracts with customers at fair value on the acquisition date. The ASU is effective for fiscal years beginning after December 15, 2022, with early adoption permitted. The ASU is to be applied prospectively to business combinations occurring on or after the effective date of the amendment (or if adopted early as of an interim period, as of the beginning of the fiscal year that includes the interim period of early application). The Company is currently assessing this standard’s impact on its consolidated financial statements.
XML 30 R16.htm IDEA: XBRL DOCUMENT v3.22.2
Concentrations
 12 Months Ended
Dec. 31, 2021
Concentrations [Abstract]  
CONCENTRATIONS

NOTE 8 - CONCENTRATIONS

 

(a) Customers

 

For the years ended December 31, 2021 and 2020, the Company’s major customers, who accounted for more than 10% of the Company’s consolidated revenue, were as follows:

 

   Sales  Trade Receivable  
Major Customers  Year Ended
December 31,
2021		  Year Ended
December 31,
2020		  December 31,
2021		  December 31,
2020		  
Customer A  15%  9%  13%  13%  
Customer B  14%  14%  2%  7%  
Customer C  3%  24%  1%  15%  

 

(b) Suppliers

 

For the years ended December 31, 2021 and 2020, the Company’s material suppliers, each of whom accounted for more than 10% of the Company’s total purchases, were as follows:

 

   Purchases  Accounts Payable  
Major Suppliers  Year Ended
December 31,
2021		  Year Ended
December 31,
2020		  December 31,
2021		  December 31,
2020		  
Zhejiang Kandi Supply Chain Management Co., Ltd.  50%  49%  11%  9%  
Massimo Motor Sports, LLC  6%  22% 
-
  5%  
XML 31 R17.htm IDEA: XBRL DOCUMENT v3.22.2
Earnings (Loss) Per Share
 12 Months Ended
Dec. 31, 2021
Earnings Per Share [Abstract]  
EARNINGS (LOSS) PER SHARE

NOTE 9 - EARNINGS (LOSS) PER SHARE

 

The Company calculates earnings (loss) per share in accordance with ASC 260, Earnings Per Share, which requires a dual presentation of basic and diluted earnings (loss) per share. Basic earnings (loss) per share are computed using the weighted average number of shares outstanding during the reporting period. Diluted earnings (loss) per share represents basic earnings (loss) per share adjusted to include the potentially dilutive effect of outstanding stock options and warrants (using treasury stock method). Due to the average market price of the common stock during the period below the exercise price of the options, approximately 900,000 options and 8,131,332 warrants were excluded from the calculation of diluted earnings per share, for the year ended December 31, 2021.
XML 32 R18.htm IDEA: XBRL DOCUMENT v3.22.2
Accounts Receivable, Net
 12 Months Ended
Dec. 31, 2021
Credit Loss, Additional Improvements [Abstract]  
ACCOUNTS RECEIVABLE, NET

NOTE 10 - ACCOUNTS RECEIVABLE, NET

 

Accounts receivable are summarized as follows:

 

   December 31,
2021		   December 31,
2020		 
Accounts receivable  $55,949,582   $38,657,406 
Less: allowance for doubtful accounts   (3,053,277)   (110,269)
Accounts receivable, net  $52,896,305   $38,547,137 

 

The following table sets forth the movement of provision for doubtful accounts:

 

   Allowance for Doubtful Accounts 
BALANCE AT DECEMBER 31, 2019  $254,665 
Provision   
-
 
Reverse   (152,809)
Exchange rate difference   8,413 
BALANCE AT DECEMBER 31, 2020  $110,269 
Provision   1,147,679 
Reverse   
-
 
Addition of allowance resulted from acquisition of Jiangxi Huiyi   1,763,231 
Exchange rate difference   32,098 
BALANCE AT DECEMBER 31, 2021  $3,053,277 

 

The addition of allowance for doubtful accounts during the year ended December 31, 2021 was primarily due to newly acquired entity, Jiangxi Huiyi, which it adopted the Company’s accounting policy for provision for doubtful accounts after being consolidated to the Company’s financial statements.
XML 33 R19.htm IDEA: XBRL DOCUMENT v3.22.2
Inventories
 12 Months Ended
Dec. 31, 2021
Inventory Disclosure [Abstract]  
INVENTORIES

NOTE 11 - INVENTORIES

 

Inventories are summarized as follows:

 

   December 31,
2021		   December 31,
2020		 
Raw material  $9,291,441   $7,512,259 
Work-in-progress   9,116,194    5,488,532 
Finished goods*   14,764,338    6,696,592 
Inventories  $33,171,973   $19,697,383 

 

* As of December 31, 2021, approximately $3.8 million of inventory of off-roads and EVs held by SC Autosports were pledged as collateral for the $950,000 short-term loan, which was initiated during year 2021.
XML 34 R20.htm IDEA: XBRL DOCUMENT v3.22.2
Notes Receivable
 12 Months Ended
Dec. 31, 2021
Receivables [Abstract]  
NOTES RECEIVABLE

NOTE 12 - NOTES RECEIVABLE

 

As of December 31, 2021, there was $323,128 notes receivable from unrelated parties. As of December 31, 2020, there was $31,404,630 notes receivable from unrelated parties with a 6% annual interest rate, among which $6.1 million was collected on January 15, 2021, $6.9 million was collected on January 27, 2021, $9.2 million was collected on April 20, 2021 and $9.2 million was collected on June 22, 2021.
XML 35 R21.htm IDEA: XBRL DOCUMENT v3.22.2
Advances to Suppliers
 12 Months Ended
Dec. 31, 2021
Advances To Suppliers Are Summarized [Abstract]  
ADVANCES TO SUPPLIERS

NOTE 13 - ADVANCES TO SUPPLIERS

 

Advances to suppliers are summarized as follows:

 

   2021   2020 
Advance payment for inventory purchase (1)  $4,110,835   $13,107,630 
Advance payment for R & D (2)   
-
    19,365,947 
Others   1,829,621    4,259,605 
Total  $5,940,456   $36,733,182 

 

① This amount represents the advance payment in order to lock up the purchase price of the inventory.
② This amount presents the advance payment to a third party for designing a new EV model, as well as related research and development and consulting works. The Company entered into a research and development contract with a third party on December 1, 2020 with total contract amount of $38.3 million, and advance payment of $23.0 million as per the contract. This advance payment will be expensed progressively according to the progress of the R & D project. In the year 2021, $18.2 million expense was incurred accordingly.
XML 36 R22.htm IDEA: XBRL DOCUMENT v3.22.2
Property, Plant and Equipment
 12 Months Ended
Dec. 31, 2021
Property, Plant and Equipment [Abstract]  
PROPERTY, PLANT AND EQUIPMENT

NOTE 14 - PROPERTY, PLANT AND EQUIPMENT

 

Property, plants and equipment as of December 31, 2021 and 2020 consisted of the following:

 

   December 31,   December 31, 
   2021   2020 
At cost:        
Buildings  $52,481,460   $18,924,734 
Machinery and equipment   81,994,596    67,893,378 
Office equipment   1,497,461    1,138,870 
Motor vehicles and other transport equipment   1,068,616    587,785 
Molds and others   11,852,568    12,752,789 
    148,894,701    101,297,556 
Less: Accumulated depreciation   (37,317,290)   (35,894,876)
Property, plant and equipment, net  $111,577,411   $65,402,680 

 

The Company’s Jinhua factory completed the relocation to new industrial park in April 2021. The new location covers an area of more than 57,000 square meters and a construction area of more than 98,000 square meters. The Company’s off-road vehicles, EV battery packs, electric scooters battery packs, smart battery swap system and some EV parts are manufactured in the Jinhua factory. Jinhua factory owns the above production facilities. The  Company’s  EV products, EV parts and electrical off-road vehicles, including Neighborhood EVs (“NEVs”), pure electric utility vehicles (“UTV”), pure electric golf cart and EV parts of K23 are manufactured in the Hainan factory. Currently, the Company’s Hainan factory has production capacity with an annual output (three shifts) of 100,000 units of various models of EV products, EV parts and electrical off-road vehicles and owns the above facilities. Currently, the project completion acceptance of Hainan factory is being processed. Before the completion acceptance is finished, the Hainan factory is manufacturing the above products in the form of trial production.

 

Project completion acceptance means the process that related construction unit, contractor and inspection and acceptance committee carry out their inspection and appraisal for the overall project after the project is completed and qualified for trial production. The inspection and appraisal are based on design documents, construction acceptance rules and quality inspection standards approved, in accordance with related procedures and formalities. Project completion acceptance is the last step in the whole process of a project construction, and is also necessary before formal production. 

 

Acceptance process mainly includes 1) quality acceptance of buildings organized by government construction regulators; 2) acceptance of fire safety facilities; 3) acceptance of environmental protection technology; and 4) trial production acceptance of production facilities.

 

As of the date of this report, pre-acceptance of the main project of quality supervision, as part of the Project Quality Acceptance of buildings, was completed in March 2022. Pre-acceptance of fire protection has been carried out in March 2022, and right now is undergoing the process. Fire protection expert has provided some suggestion for improvement, and the Company is currently working on the remediation. Environmental Protection Acceptance report, as part of the acceptance of environmental protection technology process, was completed on June 3, 2022. The report is being reviewed by the related examiners from the pre-acceptance expert team. The processing equipment and assembly lines have passed the joint debugging and testing, and related acceptance has been completed.

 

According to the review opinions of the pre-acceptance expert team, the Company has started to take technical improvement measures and arrange necessary funds and prepared to apply formal acceptance to related government authorities once the implementation of various technical measures has completed. Therefore, the expected completion time cannot be determined at present.

 

At present, the relevant department of the government verbally allows small-scale production prior to the completion of acceptance process, so Hainan factory is producing its products in the form of trial production, waiting for the final completion acceptance of the project. However, during the period of completion acceptance, if the local government regulatory authorities no longer allow us to produce, or we are required to stop production, we may be subject to a fine less than RMB1 million, and our revenue may be adversely affected. Other than that, the Company has no any other risks associated with the Hainan factory.

 

Depreciation expenses for the years ended December 31, 2021 and 2020 were $8,650,755 and $6,976,651, respectively.
XML 37 R23.htm IDEA: XBRL DOCUMENT v3.22.2
Intangible Assets
 12 Months Ended
Dec. 31, 2021
Goodwill and Intangible Assets Disclosure [Abstract]  
INTANGIBLE ASSETS

NOTE 15 - INTANGIBLE ASSETS

 

Intangible assets include acquired other intangibles of trade name, customer relations, patent and technology recorded at estimated fair values in accordance with purchase accounting guidelines for acquisitions.

 

The following table provides the gross carrying value and accumulated amortization for each major class of our intangible assets, other than goodwill:

 

   Remaining    December 31,   December 31, 
   useful life    2021   2020 
Gross carrying amount:             
Trade name  0 years    $492,235   $492,235 
Customer relations  0 years     304,086    304,086 
Patent  3.5-5.17 years     5,000,944    4,871,547 
Technology  6.83-9.83 years     10,851,104    - 
         16,648,369    5,667,868 
Less: Accumulated amortization               
Trade name       $(492,235)  $(439,798)
Customer relations        (304,086)   (271,691)
Patent        (2,359,212)   (1,723,626)
Technology        (243,757)   - 
         (3,399,290)   (2,435,115)
Intangible assets, net       $13,249,079   $3,232,753 

 

The aggregate amortization expenses for those intangible assets that continue to be amortized is reflected in amortization of intangible assets in the Consolidated Statements of Income and Comprehensive Income and were $906,618 and $ 625,629 for the year ended December 31, 2021 and 2020, respectively.

 

Amortization expenses for the next five years and thereafter are as follows:

 

Years ended December 31,    
2022  $2,023,355 
2023   2,023,355 
2024   2,023,355 
2025   1,956,729 
2026   1,733,803 
Thereafter   3,488,482 
Total  $13,249,079 
XML 38 R24.htm IDEA: XBRL DOCUMENT v3.22.2
Land Use Rights
 12 Months Ended
Dec. 31, 2021
Land Use Rights [Abstract]  
LAND USE RIGHTS

NOTE 16 - LAND USE RIGHTS

 

The Company’s land use rights consist of the following:

 

   December 31,   December 31, 
   2021   2020 
Cost of land use rights  $4,131,797   $4,024,889 
Less: Accumulated amortization   (881,461)   (767,129)
Land use rights, net  $3,250,336   $3,257,760 

 

The amortization expense for the years ended December 31, 2021 and 2020 were $92,628 and $201,061, respectively.

 

Amortization expense for the next five years and thereafter is as follows:

 

Years ended December 31,  $92,628 
2022   92,628 
2023   92,628 
2024   92,628 
2025   92,628 
2026   92,628 
Thereafter   2,694,568 
Total  $3,250,336 
XML 39 R25.htm IDEA: XBRL DOCUMENT v3.22.2
Other Long-Term Assets
 12 Months Ended
Dec. 31, 2021
Other Long Term Assets [Abstract]  
OTHER LONG-TERM ASSETS

NOTE 17 - OTHER LONG-TERM ASSETS

 

Other long-term assets as of December 31, 2021 and 2020 consisted of the following:

 

    December 31,     December 31,  
    2021     2020  
Long-term deferred assets   $ -     $ 3,706,560  
Prepayments for land use right (i)     4,341,496       4,319,305  
Land and properties with certificates cancelled (ii)     -       13,728,557  
Prepayments for new product molds     -       6,663,909  
Right - of - use asset (iii)     6,308,374       3,496,993  
Others     342,139       392,160  
Total other long-term asset   $ 10,992,009     $ 32,307,484  

 

(i)As of December 31, 2021 and December 31, 2020, the Company’s other long term asset included net value of prepayments for land use right of Hainan facility of $4,341,496 and $4,319,305, respectively. As of December 31, 2021, the land use right of Hainan was not recognized since the land certificate is still in process. The amortization expense for the year ended December 31, 2021 and 2020 were $91,229 and $85,277, respectively.
(ii) As of December 31, 2020, the Company’s other long-term asset included net value of land of Jinhua facility’s old location with certificates cancelled of $6,095,310 and net value of properties (or buildings/housing) of Jinhua facility’s old location with certificates cancelled of $7,633,247, respectively. In the second quarter of 2021, the land and property of Jinhua facility’s old location has been written off. The land amortization expense of Jinhua facility’s old location for the year ended December 31, 2021 were $68,106. The property depreciation expense of Jinhua facility’s old location for the year ended December 31, 2021 were $151,694. The Company’s Jinhua facility moved out of the old location and completed the relocation process in April 2021. The relevant Economic Zone authorities inspected the vacated land and determined that the relocation was formally completed by meeting all stipulated conditions. In the second quarter of 2021, the property of Jinhua facility’s old location has been fully disposed, and the related $48 million gain on disposal of long-live asset was recognized.
(iii) As of December 31, 2021 and December 31, 2020, the Company’s operating lease right-of-use assets in other long term asset included net value of newly acquired land use right of Jinhua facility and Jiangxi facility of $6,308,374 and $3,436,310, respectively. The amortization expense for the year ended December 31, 2021 were $79,557.
XML 40 R26.htm IDEA: XBRL DOCUMENT v3.22.2
Taxes
 12 Months Ended
Dec. 31, 2021
Taxes [Abstract]  
TAXES

NOTE 18 - TAXES

 

(a)Corporation Income Tax

 

Pursuant to the tax laws and regulations of the PRC, the Company’s applicable corporate income tax (“CIT”) rate is 25%. However, Zhejiang Kandi Technologies, Kandi Smart Battery Swap, Jiangxi Huiyi and Kandi Hainan qualify as High and New Technology Enterprise (“HNTE”) companies in the PRC, and are entitled to pay a reduced income tax rate of 15% for the years presented. A HNTE Certificate is valid for three years. An entity may re-apply for an HNTE certificate when the prior certificate expires. Historically, Zhejiang Kandi Technologies Kandi Smart Battery Swap, Jiangxi Huiyi has successfully re-applied for such certificates when the its prior certificates expired. Kandi Hainan has been qualified as HNTE since 2020. Therefore no records for renewal are available. The applicable CIT rate of each of the Company’s other subsidiaries, Kandi New Energy and Yongkang Scrou is 25%.

 

The Company’s tax provision or benefit from income taxes for interim periods is determined using an estimate of our annual effective tax rate, adjusted for discrete items, if any, that are taken into account in the relevant period. Each quarter the Company updates its estimate of the annual effective tax rate, and if its estimated tax rate changes, the management makes a cumulative adjustment. For 2021, the Company’s effective tax rate is favorably affected by preferential tax rate for qualified Chinese entities, a super-deduction for qualified research and development costs, intercompany dividend deductions and adversely affected by non-deductible expenses such as stock rewards for non-US employees, part of entertainment expenses, and valuation allowances. The Company records valuation allowances against the deferred tax assets associated with losses and other timing differences for which we may not realize a related tax benefit. After combining research and development tax credits of 25% on certain qualified research and development expenses, the Company’s effective tax rate for December 31, 2021 and 2020 was a tax expense of 21.73% on a reported income before taxes of approximately $29.2 million, a tax benefit of 32.69% on a reported loss before taxes of approximately $15.4 million, respectively. The effective tax rates for each of the periods mentioned above are disclosed in the summary table of income tax expenses for December 31, 2021 and 2020.

 

Under ASC 740 guidance relating to uncertain tax positions, which addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements, the Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. ASC 740 also provides guidance on de-recognition, classification, interest and penalties on income taxes, accounting in interim periods and requires increased disclosures. As of December 31, 2021, the Company did not have any liability for unrecognized tax benefits. The Company files income tax returns with the U.S. Internal Revenue Services (“IRS”) and those states where the Company has operations. The Company is subject to U.S. federal or state income tax examinations by the IRS and relevant state tax authorities. During the periods open to examination, the Company has net operating loss carry forwards (“NOLs”) for U.S. federal and state tax purposes that have attributes from closed periods. Since these NOLs may be utilized in future periods, they remain subject to examination. The Company also files certain tax returns in the PRC. As of December 31, the Company was not aware of any pending income tax examinations by U.S. or PRC tax authorities. The Company records interest and penalties on uncertain tax provisions as income tax expense. As of December 31, 2021, the Company has no accrued interest or penalties related to uncertain tax positions.

 

Income tax expenses for the year ended December 31, 2021 and 2020 are summarized as follows:

 

   For Year Ended 
   December 31, 
   2021   2020 
Current:        
Provision for CIT  $2,273,175   $302,553 
Deferred:          
Provision for CIT   4,073,315    (5,349,722)
Income tax expense (benefit)  $6,346,490   $(5,047,169)

 

The reconciliation of taxes at the PRC statutory rate (25% in 2021 and 2020) to our provision for income taxes for the years ended December 31, 2021 and 2020 was as follows:

 

   For Year Ended 
   December 31, 
   2021   2020 
Expected taxation at PRC statutory tax rate  $7,302,572   $(3,860,333)
Gain or loss difference due to outside basis in equity investments   106,289    (4,347,061)
Effect of differing tax rates in different jurisdictions   66,108    93,806 
Effect of PRC preferential tax rates   (704,361)   1,145,631 
Non-taxable income   (1,976,661)   (7,889)
Non-deductible expenses   1,352,085    615,659 
Research and development super-deduction   (2,006,682)   (458,723)
(Over) Under-accrued EIT for previous years   323,427    (24,583)
Addition to valuation allowance   8,499,993    1,629,952 
Divided received deduction   (3,023,303)   - 
Local tax adjustment   1,734,997    - 
Other (including inter-company transaction)   (5,327,974)   166,372 
Income tax (benefit) expense  $6,346,490   $(5,047,169)

 

The tax effects of temporary differences that give rise to the Company’s net deferred tax assets and liabilities as of December 31, 2021 and December 31, 2020 are summarized as follows:

 

   December 31,   December 31, 
   2021   2020 
Deferred tax assets:      
Accruals and reserves  $7,471,881   $1,160,830 
Depreciation   
-
    
-
 
Outside basis difference of investment in the Affiliate Company   
-
    7,821,994 
Loss carried forward   7,195,729    3,415,400 
Total deferred tax assets   14,667,610    12,398,224 
Deferred tax liabilities:          
Expense   (411,195)   (588,889)
Intangible   (1,981,862)   (473,024)
Revenue   (462,623)   (2,421,259)
Total deferred tax liability   (2,855,680)   (3,483,172)
Net deferred tax assets (liabilities)  $11,811,930   $8,915,052 
less: valuation allowance   (12,052,774)   (3,433,277)
Net deferred tax assets(liabilities),net of valuation allowance  $(240,844)  $5,481,775 

 

The tax effected aggregate Net Operating Loss (“NOL”) was $7.2 million and $3.4 million in tax year 2021 and 2020, which were deriving from entities in the PRC, Hong Kong and U.S. Some of the NOLs will start to expire from 2026 if they are not used. The cumulative NOL in the PRC can be carried forward for five years in general, and ten years for entities qualify High and New Technology Enterprise (“HNTE”) treatment, which is $0.8 million and $6.4 million respectfully, to offset future net profits for income tax purposes. The Company also has $0.5 million tax effected NOL in U.S. to carry forward with indefinite carryforward period, and $0.1 million tax effected NOL in Hong Kong can be carried forward without an expiration date as well.

 

The Company recorded valuation allowances of 12.0 million as of December 31, 2021, against the deferred tax assets associated with losses and other timing differences for which we may not realize a related tax benefit. Tax benefit of operating loss is evaluated on an ongoing basis including a review of historical and projected future operating results, the eligible carry forward period, and available tax planning strategies.

 

We reversed a deferred tax asset for the Affiliate Company’s outside basis difference due to the accumulated losses as of December 31, 2020 between book and tax purpose. This is due to the sale of the Affiliate Company in March 2021.

 

Income (loss) before income taxes from PRC and non-PRC sources for the year ended December 31,2021 and 2020 are summarized as follows:

 

   For Year Ended 
   December 31, 
   2021   2020 
Income(loss) before income taxes consists of:        
PRC  $30,719,006   $(12,734,584)
Non-PRC   (1,508,718)   (2,706,749)
Total  $29,210,288   $(15,441,333)

 

Net change in the valuation allowance of deferred tax assets are summarized as follows:

 

Net change of valuation allowance of Deferred tax assets    
Balance at December 31,2020  $3,433,277 
Additions-change to tax expense   8,499,993 
Prior year true up   131,364 
Exchange rate difference   (11,860)
Balance at December 31,2021  $12,052,774 

 

(b)Tax Holiday Effect

 

For the year ended December 31, 2021 and 2020, the PRC CIT rate was 25%. Certain subsidiaries of the Company are entitled to tax exemptions (tax holidays) for the year ended December 31, 2021 and 2020.

 

The combined effects of income tax expense exemptions and reductions available to the Company for the year ended December 31, 2021 and 2020 are as follows:

 

   Year Ended 
   December 31, 
   2021   2020 
Tax benefit (holiday) credit  $2,226,944   $690,905 
Basic net income per share effect  $0.03   $0.01 

 

(c)CARES Act

 

On March 27, 2020, the “Coronavirus Aid, Relief and Economic Security (CARES) Act” was signed into law. The CARES Act authorized the Small Business Administration (“SBA”) to temporarily guarantee loans under a loan program called the PPP. On May 4, 2020, SC Autosports obtained the PPP loan in the amount of $244,166 with an interest rate of 1.0% and a two-year term to maturity. The entire principal amount of the borrower’s PPP loan, including any accrued interest, is eligible to be reduced by the loan forgiveness amount under the PPP so long as employee and compensation levels of the business are maintained and 60% of the loan proceeds are used for payroll expenses, with the remaining 40% of the loan proceeds used for other qualifying expenses. In January 2021, SC Autosports obtained the PPP loan in the amount of $207,867 with an interest rate of 1.0% and a five-year term to maturity. As of December 31, 2021, the Company received $451,983 under the SBA PPP loan program and the entire amount has qualified for forgiveness.

 

The CARES Act, among other things, includes provisions relating to refundable payroll tax credits, deferment of employer side social security payments, net operating loss carryback periods, alternative minimum tax credit refunds, modifications to the net interest deduction limitations and technical corrections to tax depreciation methods for qualified improvement property. The Company does not anticipate significant income tax impact on its financial and continue to examine the impacts this CARES Act may have on its business.
XML 41 R27.htm IDEA: XBRL DOCUMENT v3.22.2
Leases and Right-of-Use-Assets
 12 Months Ended
Dec. 31, 2021
Leases and Right-of-Use-Assets [Abstract]  
LEASES AND RIGHT-OF-USE-ASSETS

NOTE 19 – LEASES AND RIGHT-OF-USE-ASSETS

 

The Company has renewed its corporate office leases for SC Autosports, with a term of 15 months from January 31, 2020 to April 30, 2021. The monthly lease payment is $11,000 from February 2020 to April 2020 and $12,000 from May 2020 to April 2021. The Company recorded operating lease assets and operating lease liabilities on January 31, 2020, with a remaining lease term of 15 months and discount rate of 4.25%.

 

During October 2020, land use right of gross value of $3.5 million was acquired from the government as the new site of Jinhua Facility’s relocation as per the Repurchase Agreement. On October 31, 2021, the Company acquired $2.8 million of land use rights through the acquisition of Jiangxi Huiyi. Above lease was wholly prepaid. See NOTE 17 for more details.

 

As of December 31, 2021, the Company’s operating lease right-of-use assets (grouped in other long-term assets on the balance sheet) was $6,308,374. For the year ended December 31, 2021, the Company’s operating lease expense was $79,557.

 

Supplemental information related to operating leases was as follows:

 

   Year ended
December 31,
2021		 
Cash payments for operating leases  $79,557 
XML 42 R28.htm IDEA: XBRL DOCUMENT v3.22.2
Contingent Consideration Liability
 12 Months Ended
Dec. 31, 2021
Business Combinations [Abstract]  
CONTINGENT CONSIDERATION LIABILITY

NOTE 20 - CONTINGENT CONSIDERATION LIABILITY

 

On January 3, 2018, the Company completed the acquisition of 100% of the equity of Jinhua An Kao, currently known as Kandi Smart Battery Swap Co., Ltd. (“Kandi Smart Battery Swap”). The Company paid approximately RMB 25.93 million (approximately $4 million) at the closing of the transaction using cash on hand and issued a total of 2,959,837 shares of restrictive stock or 6.2% of the Company’s total outstanding shares of the common stock immediately prior to the closing of the acquisition valued at approximately $20.7 million to the former shareholders of Kandi Smart Battery Swap and his designees (the “KSBS Shareholders”), and may be required to pay future consideration of up to an additional 2,959,837 shares of common stock, which are being held in escrow and to be released contingent upon the achievement of certain net income-based milestones in the next three years. Any escrowed shares that are not released from escrow to the KSBS Shareholders as a result of the failure to achieve the milestones will be forfeited and returned to the Company for cancellation. While the escrowed shares are held in escrow, the Company will retain all voting rights with respect to such shares. For the year ended December 31, 2018, Kandi Smart Battery Swap achieved its first year net profit target. Accordingly, the KSBS Shareholders received 739,959 shares of Kandi’s restrictive common stock or 12.5% of the total equity consideration (i.e., 5,919,674 total shares) as part of the purchase price. For the year ended December 31, 2019, Kandi Smart Battery Swap achieved its second year net profit target. Accordingly, the KSBS Shareholders received 986,810 shares of Kandi’s restrictive common stock or 16.67% of the total equity consideration (i.e., 5,919,674 total shares) as part of the purchase price. All the escrowed shares have been included in the Company’s registration statement on Form S-3 declared effective by the SEC on April 5, 2019.

 

As the outbreak of COVID-19 in 2020 affected Kandi Smart Battery Swap’s operation and business, on July 7, 2020, the Company and the KSBS Shareholders made the following supplements to Condition III of the original Supplementary Agreement: The KSBS Shareholders have the right to receive an aggregate of 20.83% of the total equity consideration (i.e., 5,919,674 total shares), provided that Kandi Smart Battery Swap realizes a net profit of RMB50 million (approximately $8 million) or more for the period from January 1, 2020 to June 30, 2021 (as opposed to be the originally stated “December 31, 2020”), and such profit is audited or reviewed and Kandi Smart Battery Swap gets annual or quarterly financial report issued under US GAAP. For the period from January 1, 2020 to June 30, 2021, Kandi Smart Battery Swap achieved its net profit target. Accordingly, the KSBS Shareholders received 1,233,068 shares of Kandi’s restrictive common stock or 20.83% of the total equity consideration (i.e., 5,919,674 total shares) as part of the purchase price. All the escrowed shares have been included in the Company’s registration statement on Form S-3 declared effective by the SEC on April 5, 2019.

 

On July 1, 2018, the Company completed the acquisition of 100% of the equity of SC Autosports (d/b/a Kandi America). The Company issued a total of 171,969 shares of restrictive stock or approximately 0.3% of the Company’s total outstanding shares of the common stock immediately prior to the closing of the acquisition valued at approximately $0.8 million at the closing of transaction to the former members of SC Autosports within 30 days from the signing date of the Transfer Agreement, and may be required to pay future consideration of up to an additional 1,547,721 shares of common stock of the Company, which are being held in escrow and to be released contingent upon the achievement of certain pre-tax profit based milestones in the next three years. Any escrowed shares that are not released from escrow to the SC Autosports former members due to the failure to achieve the milestones will be forfeited and returned to the Company for cancellation. While the escrowed shares are held in escrow, the Company will retain all voting rights with respect to the shares. For the year ended December 31, 2018, SC Autosports achieved its first year pre-tax profit target. Accordingly, the former members of SC Autosports received 343,938 shares of Kandi’s restrictive common stock or 20% of the total equity consideration in the purchase price. For the year ended December 31, 2019, SC Autosports achieved its second year pre-tax profit target. Accordingly, the former members of SC Autosports received 515,907 shares of Kandi’s restrictive common stock or 30% of the total equity consideration in the purchase price. For the year ended December 31, 2020, SC Autosports partially achieved its third year pre-tax profit target. As the gap between third year’s pretax profit and pre-tax profit target is less than 20%, the former members of SC Autosports received 515,907 shares of Kandi’s restrictive common stock or 30% of the total equity consideration in the purchase price. All the escrowed shares have been included in the Company’s registration statement on Form S-3 declared effective by the SEC on April 5, 2019.

 

The Company recorded contingent consideration liability of the estimated fair value of the contingent consideration the Company currently expects to pay to the KSBS Shareholders and SC Autosports’ former members upon the achievement of certain milestones. The fair value of the contingent consideration liability associated with remaining shares of restrictive common stock was estimated by using the Monte Carlo simulation method, which took into account all possible scenarios. This fair value measurement is classified as Level 3 within the fair value hierarchy prescribed by ASC Topic 820, Fair Value Measurement and Disclosures. In accordance with ASC Topic 805, Business Combinations, the Company will re-measure this liability each reporting period and record changes in the fair value through a separate line item within the Company’s consolidated statements of income.

 

On October 31, 2021, the Company completed the acquisition of 100% of the equity of Jiangxi Huiyi. The Company paid approximately RMB 50 million (approximately $7.9 million) at the closing of the transaction using cash on hand and may be required to pay future consideration of up to an additional 2,576,310 shares of common stock, upon the achievement of certain net income-based milestones in the next three years.

 

As of December 31, 2021 and 2020, the Company’s contingent consideration liability was $7,812,000 and $3,743,000, respectively.

 

Details of the contingent consideration liability as of December 31, 2021 and December 31, 2020 were as follow:

 

   December 31,   December 31, 
   2021   2020 
Contingent consideration liability to KSBS Shareholders  $
-
    3,743,000 
Contingent consideration liability to former members of Jiangxi Huiyi   7,812,000    
-
 
Total contingent consideration liability  $7,812,000   $3,743,000 
XML 43 R29.htm IDEA: XBRL DOCUMENT v3.22.2
Common Shares
 12 Months Ended
Dec. 31, 2021
Stockholders' Equity Note [Abstract]  
COMMON SHARES

NOTE 21 - COMMON SHARES

 

On November 12, 2020, Kandi entered into a Securities Purchase Agreement (the “Purchase Agreement”) with certain purchasers (the “Buyers”) pursuant to which the Company sold to the Buyers, in a registered direct offering, an aggregate of 9,404,392 units (the “Units”), each consisting of one share (the “Shares”) of our common stock, par value $0.001 per share (“Common Stock”) and 0.4 warrant to purchase a share of our Common Stock (the “Warrants”), at a purchase price of $6.38 per share, for aggregate gross proceeds to the Company of $60,000,021, before deducting fees to the placement agent and other estimated offering expenses payable, approximately $3.1 million, by the Company. At the closing, the Company issued Units consisting of an aggregate of 9,404,392 shares of our Common Stock and Warrants initially exercisable into an aggregate of up to 3,761,757 shares of our Common Stock. The Warrants have a term of 30 months and are exercisable by the holders at any time after six months of the date of issuance at an exercise price of $8.18 per share.

 

The Company issued to FT Global Capital, Inc. (the “Placement Agent”) warrants to purchase an aggregate of up to six percent (6%) of the aggregate number of shares of our common stock sold in the offering, or 564,264 shares of the common stock (the “Placement Agent Warrants”). The Placement Agent Warrants shall generally be on the same terms and conditions as the Warrants, exercisable at a price of $8.18 per share, provided that Placement Agent Warrants will not provide for certain anti-dilution protections included in the Warrants.

 

On November 24, 2020, Kandi entered into a Securities Purchase Agreement  (the “Second RD Purchase Agreement”) with certain purchasers (the “Second RD Buyers”) pursuant to which the Company sold to the Second RD Buyers, in a registered direct offering, an aggregate of 8,849,560 units (the “Units”), each consisting of one share (the “Shares”) of our Common Stock and a warrant to purchase 0.4 share of our Common Stock (the “Second RD Warrants”), at a purchase price of $11.30 per share, for aggregate gross proceeds to the Company of $100,000,028, before deducting fees to the placement agent and other estimated offering expenses payable, approximately $5.0 million, by the Company. At the closing, the Company issued Units consisting of an aggregate of 8,849,560 shares of our Common Stock and the Second RD Warrants initially exercisable into an aggregate of up to 3,539,825 shares of our Common Stock. The Second RD Warrants have a term of 30 months and are exercisable by the holders at any time after the date of issuance at an exercise price of $14.50 per share.

 

The Company issued to the Placement Agent warrants to purchase an aggregate of up to three percent (3%) of the aggregate number of shares of our common stock sold in the offering, or 265,487 shares of the common stock (the “Second RD Placement Agent Warrants”). The Second RD Placement Agent Warrants shall generally be on the same terms and conditions as the Second RD Warrants, exercisable at a price of $14.50 per share, provided that the Second RD Placement Agent Warrants will not provide for certain anti-dilution protections included in the Second RD Warrants.

 

Retirement of Treasury Shares

 

On December 16, 2020, the Board of Directors of the Company approved to retire 487,155 shares of its common stock held in treasury, and the retirement was completed as of December 31, 2020. The shares were returned to the status of authorized but unissued shares. As a result, the treasury stock balance decreased by approximately $1.2 billion. As a part of the retirement, the Company reduced its Common Stock and Additional Paid-in Capital by $24,77,965.

 

Purchases of Equity Securities by the Issuer and Affiliated Purchasers

 

On December 1, 2021, the board of directors had authorized the repurchase of up to $20 million worth of the Company’s common stock in open market transactions or in privately negotiated transactions. As of December 31, 2021, the Company had repurchased a total of 679,749 common shares at an average stock price of $3.52 per share under the repurchase plan.
XML 44 R30.htm IDEA: XBRL DOCUMENT v3.22.2
Stock Options
 12 Months Ended
Dec. 31, 2021
Stock Options [Abstract]  
STOCK OPTIONS

NOTE 22 - STOCK OPTIONS

 

On May 29, 2015, the Compensation Committee of the Board of Directors of the Company approved the grant of stock options to purchase 4,900,000 shares of the Company’s common stock, at an exercise price of $9.72 per share, to the Company’s directors, officers and senior employees. The stock options will vest ratably over three years and expire on the tenth anniversary of the grant date. The Company valued the stock options at $39,990,540 and had amortized the stock compensation expense using the straight-line method over the service period from May 29, 2015, through May 29, 2018. The value of the stock options was estimated using the Black Scholes Model with an expected volatility of 90%, an expected life of 10 years, a risk-free interest rate of 2.23% and an expected dividend yield of 0.00%. All expenses had been amortized as of May 29, 2018.

 

The following is a summary of the stock option activities of the Company:

 

   Number of
Shares		   Weighted Average
Exercise Price		 
Outstanding as of December 31, 2019   3,900,000   $9.72 
Granted   
-
    
-
 
Exercised   3,000,000    9.72 
Cancelled   
-
    
-
 
Forfeited   
-
    
-
 
Outstanding as of December 31, 2020   900,000   $9.72 
Granted   
-
    
-
 
Exercised   
-
    
-
 
Cancelled   
-
    
-
 
Forfeited   
-
    
-
 
Outstanding as of December 31, 2021   900,000   $9.72 

 

The fair value of each of the 4,900,000 options issued to the employees and directors on May 29, 2015 is $8.16 per share.
XML 45 R31.htm IDEA: XBRL DOCUMENT v3.22.2
Stock Award
 12 Months Ended
Dec. 31, 2021
Share-Based Payment Arrangement [Abstract]  
STOCK AWARD

NOTE 23 - STOCK AWARD

 

In connection with the appointment of Mr. Henry Yu as a member of the Board of Directors (the “Board”), the Board authorized the Company to compensate Mr. Henry Yu with 5,000 shares of Company’s restricted common stock every six months as compensation, beginning in July 2011.

 

As compensation for Mr. Jerry Lewin’s services as a member of the Board, the Board authorized the Company to compensate Mr. Jerry Lewin with 5,000 shares of Company’s restricted common stock every six months, beginning in August 2011.

 

As compensation for Ms. Kewa Luo’s services as the Company’s investor relation officer, the Board authorized the Company to compensate Ms. Kewa Luo with 5,000 shares of the Company’s common stock every six months, beginning in September 2013.

 

On January 29, 2019, the Board appointed Ms. Zhu Xiaoying as interim Chief Financial Officer. Ms. Zhu was entitled to receive 10,000 shares of the common stock annually under the Company’s 2008 Omnibus Long-Term Incentive Plan (the “2008 Plan”) as a year-end equity bonus. Effective May 15, 2020, Ms. Zhu resigned from her position as interim Chief Financial Officer of the Company.

 

On May 15, 2020, the Board appointed Mr. Jehn Ming Lim as the Chief Financial Officer. Mr. Lim was entitled to receive 6,000 shares of the common stock annually, which shall be issuable evenly on each six-month anniversary hereof.

 

The fair value of stock awards with service condition is determined based on the closing price of the common stock on the date the shares are granted. The compensation costs for awards of common stock are recognized over the requisite service period.

 

On December 30, 2013, the Board approved a proposal (as submitted by the Compensation Committee) of an award (the “Board’s Pre-Approved Award Grant Sub-Plan under the 2008 Plan”) for certain executives and other key employees. The fair value of each award granted under the 2008 Plan is determined based on the closing price of the Company’s stock on the date of grant of such award. On September 26, 2016, the Board approved to terminate the previous Board’s Pre-Approved Award Grant Sub-Plan under the 2008 Plan and adopted a new plan to grant the total number of shares of common stock of the stock award for selected executives and key employees 250,000 shares of common stock for each fiscal year. On April 18, 2018, the Company granted 238,600 shares of common stock to certain management members and employees as compensation for their past services under the 2008 Plan. On April 30, 2019, the Company granted 238,600 shares of common stock to certain management members and employees as compensation for their past services under the 2008 Plan. On May 9, 2020, the Company granted 238,600 shares of common stock to certain management members and employees as compensation for their past services under the 2008 Plan. On April 30, 2021, the Company granted 238,600 shares of common stock to certain management members and employees as compensation for their past services under the 2008 Plan.

 

For the year ended December 31, 2021 and 2020, the Company recognized $1,484,576 and $902,666 of employee stock award expenses for stock compensation and annual incentive award under the 2008 Plan paid to Board members, management and consultants under General and Administrative Expenses, respectively.
XML 46 R32.htm IDEA: XBRL DOCUMENT v3.22.2
Equity Method Investment in the Affiliate Company
 12 Months Ended
Dec. 31, 2021
Equity Method Investments and Joint Ventures [Abstract]  
EQUITY METHOD INVESTMENT IN THE AFFILIATE COMPANY

NOTE 24 - EQUITY METHOD INVESTMENT IN THE AFFILIATE COMPANY

 

The Company’s consolidated net income (loss) includes the Company’s proportionate share of the net income or loss of the Company’s equity method investees. When the Company records its proportionate share of net income in such investees, it increases equity income (loss) – net in the Company’s consolidated statements of income (loss) and the Company’s carrying value in that investment. Conversely, when the Company records its proportionate share of net loss in such investees, it decreases equity income (loss) – net in the Company’s consolidated statements of income (loss) and the Company’s carrying value in that investment. All intra-entity profits and losses with the Company’s equity method investees have been eliminated.

 

On February 18, 2021, Zhejiang Kandi Technologies signed an Equity Transfer Agreement with Geely to transfer all of its remaining 22% equity interests in the Affiliate Company to Geely for a total consideration of RMB 308 million (approximately $48 million). Zhejiang Provincial Administration for Market Regulation recorded the update of the ownership of Fengsheng on March 9, 2021. On March 16, 2021, the Company received the first half of the equity transfer payment of RMB 154,000,000 (approximately $24 million). On September 10, 2021, the Company received the second half of the equity transfer payment of RMB 154,000,000 (approximately $24 million).

 

The Company accounted for its investments in the Affiliate Company under the equity method of accounting. As the equity transfer was completed on March 9, 2021, the Company recorded 22% of the Affiliate Company’s loss for the period until completion of equity transfer during the first quarter of 2021.

 

The Company’s equity method investments in the Affiliate Company for the years ended December 31, 2021 and 2020 are as follows:

 

   Year Ended 
   December 31, 
   2021   2020 
Investment in the Affiliate Company, beginning of the period,  $28,892,638   $47,228,614 
Investment decreased in 2021   (48,436,812)   
-
 
Gain from equity sale   17,788,351    
-
 
Reversal of prior year reduction in the equity of the Affiliate Company*   3,363,015    (3,275,999)
Company’s share in net loss of Affiliate based on 22% ownership for period from January 1, 2021 to March 9, 2021 and year ended December 31, 2020   (2,692,225)   (16,812,341)
Non-controlling interest   99,891    (445,977)
Prior year unrealized profit realized   
-
    5,656 
Subtotal   (2,592,334)   (17,252,662)
Exchange difference   985,142    2,192,685 
Investment in Affiliate Company, end of the period  $
-
   $28,892,638 
- Non-controlling interest carrying amount        2,611,821 
XML 47 R33.htm IDEA: XBRL DOCUMENT v3.22.2
Commitments and Contingencies
 12 Months Ended
Dec. 31, 2021
Commitments and Contingencies Disclosure [Abstract]  
COMMITMENTS AND CONTINGENCIES

NOTE 25 - COMMITMENTS AND CONTINGENCIES

 

Guarantees and pledged collateral for bank loans to other parties:

 

(1) Guarantees for bank loans

 

On March 15, 2013, the Company entered into a guarantee contract to serve as the guarantor of Nanlong Group Co., Ltd. (“NGCL”) for NGCL’s $3,145,248 (RMB 20 million) loan from Shanghai Pudong Development Bank Jinhua Branch, with a related loan period from March 15, 2013 to March 15, 2016. NGCL is not related to the Company. Under this guarantee contract, the Company agreed to assume joint liability as the loan guarantor. In April 2017, Shanghai Pudong Development Bank filed a lawsuit against NGCL, the Company and ten other parties in Zhejiang Province People’s Court in Yongkang City, alleging NGCL defaulted on a bank loan borrowed from Shanghai Pudong Development Bank for a principal amount of approximately $2.9 million and demanded that the guarantor bear the liability for compensation. On May 27, 2017, a judicial mediation took place in Yongkang City and parties reached a settlement in mediation, in which the plaintiff agreed NGCL would repay the loan principal and interest in installments. If there were an event of default that NGCL could not repay the loan, the Company may be obligated to bear the liability of defaulted amount. The Company expects the likelihood of incurring losses in connection with this matter to be remote.

 

(2)Pledged collateral for bank loans to other parties.

 

As of December 31, 2021 and December 31, 2020, none of the Company’s land use rights or plants and equipment were pledged as collateral securing bank loans to other parties.

 

Litigation

 

Beginning in March 2017, putative shareholder class actions were filed against Kandi Technologies Group, Inc. (“Kandi”) and certain of its current and former directors and officers in the United States District Court for the Central District of California and the United States District Court for the Southern District of New York. The complaints generally alleged violations of the federal securities laws based on Kandi’s disclosure in March 2017 that its financial statements for the years 2014, 2015 and the first three quarters of 2016 would need to be restated, and sought damages on behalf of putative classes of shareholders who purchased or acquired Kandi’s securities prior to March 13, 2017. Kandi moved to dismiss the remaining cases, all of which were pending in the New York federal court, that motion was granted in September 2019, and the time to appeal has run. In June 2020, a similar but separate putative securities class action was filed against Kandi and certain of its current and former directors and officers in California federal court. This action was transferred to the New York federal court in September 2020, Kandi moved to dismiss in March 2021, and that motion was granted in October 2021. The plaintiff in this case subsequently filed an amended complaint, Kandi moved to dismiss that complaint in January 2022, and the motion remains pending.

 

Beginning in May 2017, purported shareholder derivative actions based on the same underlying events described above were filed against certain current and former directors of Kandi in the United States District Court for the Southern District of New York. The New York federal court confirmed the voluntary dismissal of these actions in April 2019.

 

In October 2017, a shareholder filed a books and records action against the Company in the Delaware Court of Chancery pursuant to 8 Del. C. Section 220 seeking the production of certain documents generally relating to the same underlying items described above as well as attorney’s fees (the “Section 220 Litigation”). On September 28, 2018, the parties, through their respective counsel, agreed to dismiss the Section 220 Litigation with prejudice and with each party bearing its own attorney’s fees, costs, and expenses, thereby concluding the action. In February 2019, this same shareholder commenced a derivative action against certain current and former directors of Kandi in the Delaware Court of Chancery. A motion to dismiss this derivative action was filed in May 2019 and that motion was denied on April 27, 2020.

 

Separately, in connection with allegations of misconduct identified in pre-suit demands made by putative shareholders of Kandi, Kandi formed a Special Litigation Committee (“SLC”) and retained a Delaware law firm as independent counsel to the SLC to aid in the SLC’s investigation of, and to ultimately report on, the allegations of misconduct set forth in the pre-suit demands. The SLC recommended to Kandi’s board of directors in June 2020 that the SLC be dissolved in light of the ongoing derivative action pending in the Delaware Court of Chancery, and this recommendation was adopted by the board in August 2020.

 

In December 2020, a putative securities class action was filed against Kandi and certain of its current officers in the United States District Court for the Eastern District of New York. The complaint generally alleges violations of the federal securities laws based on claims made in a report issued by Hindenburg Research in November 2020, and seeks damages on behalf of a putative class of shareholders who purchased or acquired Kandi’s securities prior to March 15, 2019. This action remains pending.

 

While the Company believes that the claims in these litigations are without merit and will defend itself vigorously, the Company is unable to estimate the possible loss, if any, associated with these litigations. The ultimate outcome of any litigation is uncertain and the outcome of these matters, whether favorable or unfavorable, could have a negative impact on the Company’s financial condition or results of operations due to defense costs, diversion of management resources and other factors. Defending litigation can be costly, and adverse results in the litigations could result in substantial monetary judgments. No assurance can be made that litigation will not have a material adverse effect on the Company’s future financial position.
XML 48 R34.htm IDEA: XBRL DOCUMENT v3.22.2
Segment Reporting
 12 Months Ended
Dec. 31, 2021
Segment Reporting [Abstract]  
SEGMENT REPORTING

NOTE 26 - SEGMENT REPORTING

 

The Company has one operating segment. The Company’s revenue and long-lived assets are primarily derived from and located in China and US. The Company does not have manufacturing operations outside of China.

 

The following table sets forth disaggregation of revenue:

 

   Year Ended
December 31,		 
   2021   2020 
   Sales Revenue   Sales Revenue 
Primary geographical markets          
Overseas  $32,669,996   $29,394,148 
China   58,816,388    47,526,365 
Total  $91,486,384   $76,920,513 
           
Major products          
EV parts  $25,348,003   $40,645,696 
EV products   1,478,566    684,525 
Off-road vehicles   29,336,693    29,824,323 
Electric Scooters, Electric Self-Balancing Scooters and associated parts   30,018,290    5,765,969 
Battery exchange equipment and Battery exchange service   785,183    
-
 
Lithium-ion cells   4,519,649    
-
 
Total  $91,486,384   $76,920,513 
           
Timing of revenue recognition          
Products transferred at a point in time  $91,486,384   $76,920,513 
Total  $91,486,384   $76,920,513 
XML 49 R35.htm IDEA: XBRL DOCUMENT v3.22.2
Acquisitions
 12 Months Ended
Dec. 31, 2021
Acquisitons Disclosure [Abstract]  
ACQUISITIONS

NOTE 27 - ACQUISITIONS

 

Jiangxi Huiyi

 

Jiangxi Huiyi, located in Gaoxin Development Zone, Xinyu City, Jiangxi Province, was formed on November 16, 2016. Jiangxi Huiyi owns an intelligent production line with a daily output of 250,000 units of 18650 lithium batteries. Besides, as of December 31, 2021, it has 7 invention patents, 28 utility model patents, and 10 appearance patents approved by the PRC State Intellectual Property Offices.

 

On October 31, 2021, the Company, through Zhejiang Kandi Technologies, completed the acquisition of Jingxi Huiyi. The Company acquired all the equity interests of Jiangxi Huiyi for a purchase price of RMB 50 million (approximately $7.7 million) in cash to the Transferors. The first 50% of the purchase price or RMB 25 million (approximately $3.9 million) was paid on July 19, 2021. The remaining 50% of the purchase price or RMB 25 million (approximately $3.9 million) was paid on October 20, 2021. In addition, pursuant to the Supplementary Agreement by and between the two parties, the Company may issue 858,770 shares of registered stock (the “Shares”) to the Transferors each year for the next three years, conditioned on the fulfillment of the undertaking by the Transferors of Jiangxi Huiyi to achieve no less than RMB 15 million (approximately $2.3 million) net income (the “Annual Profit Target”) over the course of each of the following three years without additional investment by Zhejiang Kandi Technologies. The Shares will be registered on proper registration statement.

 

The Supplementary Agreement sets forth the terms and conditions of the issuance of the Shares for the three year period subsequent to the consummation of acquisition from July 1, 2021 to June 30, 2022, 2023 and 2024 as below: If Jiangxi Huiyi achieves the Annual Profit Target, 858,770 shares will be issued to the Transferors. However, a reduced number of shares may be issued to Transferors if Jiangxi Huiyi fails to achieve its Annual Profit Target: If the annual net profits of Jiangxi Huiyi fall below the Annual Profit Target by 20% or less, 687,016 shares will be issued to the Transferors; if net profits of Jiangxi Huiyi fall below the Annual Profit Target by a percentage between 20% and 40%, 515,262 shares will be issued to the Transferors; and if net profits of Jiangxi Huiyi fall below the Annual Profit Target by 40% or more, no shares will be issued to the Transferors. All the profit targets referenced above shall follow the United States Generally Accepted Accounting Principles.

 

As of the acquisition date, the Company recorded a contingent liability of approximately $10.6 million, representing the estimated fair value of the contingent consideration the Company currently expects to pay to the Jiangxi Huiyi Transferors upon the achievement of certain net income-based milestones. The Supplementary Agreement sets forth the terms and conditions of the issuance of these shares. The fair value of the contingent consideration liability associated with additional 2,576,310 shares of restrictive common stock was estimated by using Monte Carlo simulation method, which took into account all possible scenarios. This fair value measurement is classified as Level 3 within the fair value hierarchy prescribed by ASC Topic 820, Fair Value Measurement and Disclosures. In accordance with ASC Topic 805, Business Combinations, the Company will re-measure this liability each reporting period and record changes in the fair value through a separate line item within the Company’s Consolidated Statements of Operations and Comprehensive Income (Loss).

 

The components of the preliminary purchase price as of the acquisition date for Jiangxi Huiyi are as follows:

 

   Jiangxi Huiyi 
Cash  $7,806,767 
Fair value of contingent consideration   10,646,000 
Total  $18,452,767 

 

The Company accounted for the acquisition as business combinations, in accordance with ASC Topic 805. The Company has recorded the assets acquired and liabilities assumed at their respective fair values as of the acquisition date. The following summarizes the preliminary purchase price allocations:

 

   Jiangxi Huiyi 
Goodwill  $5,682,051 
Amortizable intangible assets   10,773,338 
Other net assets   3,094,810 
Deferred tax liability   (1,097,432)
Total  $18,452,767 

 

Transaction costs of $60,347 associated with the acquisition were expensed as incurred through general and administrative expenses in the statement of income in 2021.

 

The Company allocated the preliminary purchase price to specific intangible asset categories as of the acquisition date for Jiangxi Huiyi as follows:

 

   Amount
Assigned		   Estimated
useful life
(in years)		 
Amortizable intangible assets:       
Technology  $10,773,338   7-10 

 

The Company allocated the preliminary purchase price to specific intangible assets for patents that the Company acquired. The Company believes that the estimated intangible asset value so determined represents the fair value on the date of acquisition and do not exceed the amount a third party would pay for the assets. The Company used the asset based approach to derive the fair value of the amortizable intangible assets. These fair value measurements are based on significant unobservable inputs, including estimates and assumptions and, accordingly, are classified as Level 3 within the fair value hierarchy prescribed by the ASC Topic 820.

 

The Company recorded the excess of the purchase price over the estimated fair values of the identified assets as goodwill, which is non-deductible for tax purposes. Goodwill was established due to primarily to revenue and earnings projections associated with Jiangxi Huiyi’s future operations, as well as synergies expected to be gained from the integration of the business into the Company’s existed operations.

 

The Company’s condensed consolidated financial statements included approximately $4.6 million of revenue and approximately $0.2 million of operating loss related to the operating results for Jiangxi Huiyi from its date of acquisition.

 

The following unaudited pro forma financial information presents the combined results of operations of Kandi and the Acquired Business as if the acquisition had occurred as of October 31, 2020. The pro forma information is not necessarily indicative of what the financial position or results of operations actually would have been had the acquisition been completed as of October 31, 2020. In addition, the unaudited pro forma financial information is not indicative of, nor does it purport to project, the future financial position or operation results of Kandi. The unaudited pro forma financial information excludes acquisition and integration costs and does not give effect to any estimated and potential cost savings or other operating efficiencies that could result from acquisition.

 

Unaudited Pro Forma Combined Statements of Operations Information

 

   Year Ended
December 31,		 
   2021   2020 
Revenue  $116,847,257   $79,931,122 
LOSS FROM OPERATIONS  $755,314   $606,360 
NET LOSS  $23,696,197   $(10,586,299)
XML 50 R36.htm IDEA: XBRL DOCUMENT v3.22.2
Pre-Existed Vie
 12 Months Ended
Dec. 31, 2021
Pre Existed Vie [Abstract]  
PRE-EXISTED VIE

NOTE 28 - PRE-EXISTED VIE

 

The consolidated financial statements included in this Form 10-K/A reflect the results of operations, financial position and cash flows of the registrant, Delaware incorporated parent company together with those of its subsidiaries, on a consolidated basis.

 

The tables below summarized the cash flows between the Company’s pre-existed VIE and other non-VIE entities for the year ended December 31, 2021 and 2020:

 

For the year ended December 31, 2021
No.   Transfer from   Transfer to   Approximate
value ($)		     Note
1   Other non-VIE subsidiaries in PRC*   VIE     750,787     Products purchased from VIE by the other non-VIE subsidiaries in PRC
2   Other non-VIE subsidiaries in PRC*   VIE     45,259,160     Cash (as working capital) borrowed by the VIE from other non-VIE subsidiaries in PRC
3   VIE   Other non-VIE subsidiaries in PRC*     11,051,936     Products purchased from the other non-VIE subsidiaries in PRC by the VIE
4   VIE   Other non-VIE subsidiaries in PRC*     34,465,328    

Investment amount and working capital contribution, as well as repayment by the VIE to the other non-VIE subsidiaries in PRC

5   VIE   Zhejiang Kandi Technologies     20,155,351     Cash transferred as dividend from the VIE to its direct parent entity, Zhejiang Kandi Technologies.

 

For the year ended December 31, 2020
No.   Transfer from   Transfer to   Approximate
value ($)		     Note
1   Other non-VIE subsidiaries in PRC*   VIE     3,079,765     Products purchased from VIE by the other non-VIE subsidiaries in PRC
2   Other non-VIE subsidiaries in PRC*   VIE     19,630,712     Cash (as working capital) borrowed by the VIE from other non-VIE subsidiaries in PRC
3   VIE   Other non-VIE subsidiaries in PRC*     35,725,229     Products purchased from the other non-VIE subsidiaries in PRC by the VIE
4   VIE   Other non-VIE subsidiaries in PRC*     26,526,218     Cash (as working capital) repaid by the VIE to the other non-VIE subsidiaries in PRC

 

* Other non-VIE subsidiaries in PRC include the entities such as Zhejiang Kandi Technologies, Kandi Smart Battery Swap, Kandi Hainan and Yongkang Scrou.

 

Intercompany activities between non-VIE subsidiaries and VIE

 

The tables below present intercompany activities between non-VIE subsidiaries and VIE, balances for receivables and payables between non-VIE subsidiaries and VIE for the year ended December 31, 2021 and 2020.

 

1) intercompany activities between non-VIE subsidiaries and VIE

 

For the year ended December 31, 2021
#  Purchaser  Seller  Approximate
value ($)		 
1  VIE  Other non-VIE subsidiaries in PRC*   10,022,236 
2  Other non-VIE subsidiaries in PRC*  VIE   116,522 

 

For the year ended December 31, 2020
#   Purchaser   Seller   Approximate
value ($)		  
1   VIE   Other non-VIE subsidiaries in PRC*     18,761,492  
2   Other non-VIE subsidiaries in PRC*   VIE     167,349  

  

2) Receivables and payables between non-VIE subsidiaries and VIE

 

As of December 31, 2021
#  Description  Approximate value ($) 
1  Receivables of other non-VIE subsidiaries in PRC* due from VIE   28,582,029 
2  Receivables of VIE due from other non-VIE subsidiaries in PRC*   1,880,007 

 

As of December 31, 2020
#  Description  Approximate value ($) 
1  Receivables of other non-VIE subsidiaries in PRC* due from VIE   10,877,303 
2  Receivables of VIE due from other non-VIE subsidiaries in PRC*   18,807,124 

 

The Company’s subsidiaries and its pre-existed PRC VIE are restricted in their ability to transfer a portion of their net assets to the Company. The payment of dividends by entities organized in China is subject to limitations, procedures and formalities. Regulations in the PRC currently permit payment of dividends only out of accumulated profits as determined in accordance with accounting standards and regulations in China. The Company’s subsidiaries and its pre-existed VIE are also required to set aside at least 10% of its after-tax profit based on PRC accounting standards each year to its statutory reserves account until the accumulative amount of such reserves reaches 50% of its respective registered capital. The aforementioned reserves can only be used for specific purposes and are not distributable as cash dividends.

 

In addition, the Company’s operations and revenues that are conducted and generated in China with currency received being denominated in RMB. RMB is subject to the foreign exchange control regulation in China, and, as a result, the Company may be unable to distribute any dividends outside of China due to PRC foreign exchange control regulations that restrict the Company’s ability to convert RMB into U.S. dollars.

 

Otherwise, there is no other impact from the Company’s involvement with the pre-exisited VIE that would affect the reporting entity’s financial position, financial performance or cash flows.
XML 51 R37.htm IDEA: XBRL DOCUMENT v3.22.2
Subsequent Event
 12 Months Ended
Dec. 31, 2021
Subsequent Events [Abstract]  
SUBSEQUENT EVENT

NOTE 29 - SUBSEQUENT EVENT

 

In January 2022, the Company had repurchased a total of 459,036 common shares at an average stock price of $3.42 per share under the repurchase plan.

 

Since SC Autosports is purchasing electric golf crossover vehicles from Jiangsu Xingchi Electric Technology Co., Ltd. (“Jiangsu Xingchi”), and Jiangsu Xingchi’s existing production capacity is far from meeting the needs of the U.S. market, in order to expand production capacity to meet the needs of the U.S. market, on February 15, 2022, Kandi Hainan and Jiangsu Xingchi jointly invested RMB 30,000,000 (approximately $4.6 million) in Haikou, Hainan (of which Kandi Hainan owns 66.7% and Jiangsu Xingchi owns 33.3%) to establish Hainan Kandi Holding New Energy Technology Co., Ltd. (“Hainan Kandi Holding”). Hainan Kandi Holding will specialize in the production of electric golf crossover vehicles and other products in Kandi Hainan’s factory.

 

Effective March 14, 2022, Mr. Hu Xiaoming transferred his 50% equity interests of Kandi New Energy to Zhejiang Kandi Technologies for $2.83 million (RMB 18 million, equal to the subscribed capital contributed by Mr. Hu Xiaoming to Kandi New Energy). As a result, Kandi New Energy has become a wholly-owned subsidiary of Zhejiang Kandi Technologies. As of the date of this report, the Company does not have any VIE.
XML 52 R38.htm IDEA: XBRL DOCUMENT v3.22.2
Accounting Policies, by Policy (Policies)
 12 Months Ended
Dec. 31, 2021
Basis of Presentation [Abstract]  
Economic and Political Risks

(a) Economic and Political Risks

 

The Company’s operations are conducted in China. As a result, the Company’s business, financial condition and results of operations may be influenced by the political, economic and legal environments in China, and by the general state of the Chinese economy. In addition, the Company’s earnings are subject to movements in foreign currency exchange rates when transactions are denominated in Renminbi (“RMB”), which is the Company’s functional currency. Accordingly, the Company’s operating results are affected by changes in the exchange rate between the U.S. dollar and the RMB.

 

The Company’s operations in China are subject to special considerations and significant risks not typically associated with companies in North America and Western Europe. These include risks associated with, among others, the political, economic and legal environment and foreign currency exchange restrictions. The Company’s performance may be adversely affected by changes in the political and social conditions in China, and by changes in governmental policies with respect to laws and regulations, anti-inflationary measures, currency conversion, remittances abroad, and rates and methods of taxation, among other things.

 
Fair Value of Financial Instruments

(b) Fair Value of Financial Instruments

 

ASC 820 establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market.

 

These tiers include:

 

Level 1 — defined as observable inputs such as quoted prices in active markets;

 

Level 2 — defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and

 

Level 3 — defined as unobservable inputs for which little or no market data exists, therefore requiring an entity to develop its own assumptions.

 

The Company’s financial instruments primarily consist of cash and cash equivalents, restricted cash, accounts receivable, notes receivable, other receivables, accounts payable, other payables and accrued liabilities, short-term bank loans, notes payable, and warrants.

 

The carrying value of cash and cash equivalents, restricted cash, accounts receivable, notes receivable, other receivables, accounts payable, other payables and accrued liabilities, and notes payable approximate fair value because of the short-term nature of these items. The estimated fair values of short-term bank loans were not materially different from their carrying value as presented due to the brief maturities and because the interest rates on these borrowings approximate those that would have been available for loans of similar remaining maturities and risk profiles. As the carrying amounts are reasonable estimates of fair value, these financial instruments are classified within Level 1 of the fair value hierarchy. The Company identified notes payable as Level 2 instruments due to the fact that the inputs to valuation are primarily based upon readily observable pricing information. The balance of notes payable, which were measured and disclosed at fair value, was $8,198,193 and $92,445 as of December 31, 2021 and December 31, 2020, respectively.

 

Contingent consideration related to the acquisitions of Kandi Smart Battery Swap, SC Autosports and Jiangxi Huiyi, which is accounted for as liabilities, are measured at each reporting date for their fair value using Level 3 inputs. The fair value of contingent consideration was $ 7,812,000 and $3,743,000 as of December 31, 2021 and December 31, 2020, respectively. Also see Note 20.

 
Cash and Cash Equivalents

(c) Cash and Cash Equivalents

 

The Company considers highly-liquid investments purchased with original maturities of three months or less to be cash equivalents.

 
Restricted cash

(d) Restricted cash

 

Restricted cash primarily represents bank deposits for letter of credit and bank acceptance bill.

 

As of December 31, 2021 and December 31, 2020, the Company’s restricted cash was $39,452,564 and $ 442,445, respectively.

 
Inventories

(e) Inventories

 

Inventories are stated at the lower of cost or net realizable value (market value). The cost of raw materials is determined on the basis of weighted average. The cost of finished goods is determined on the basis of weighted average and comprises direct materials, direct labor and an appropriate proportion of overhead.

 

Net realizable value is based on estimated selling prices less selling expenses and any further costs expected to be incurred for completion. Adjustments to reduce the cost of inventory to net realizable value are made, if required, for estimated excess, obsolescence, or impaired balances.

 
Accounts Receivable and Due from the Affiliate Company and Related Parties

(f) Accounts Receivable and Due from the Affiliate Company and Related Parties

 

Accounts receivable are recognized and carried at net realizable value. The Company establishes provision for doubtful accounts when there is objective evidence that the Company may not be able to collect amounts due. Management reviews the adequacy of the provision for doubtful accounts on an ongoing basis, using historical collection trends and individual account analysis. The provision is based on management’s best estimates of specific losses on individual customer exposures, as well as historical trends of collections. Account balances are charged off against the provision after all means of collection have been exhausted and the likelihood of collection is not probable. An allowance for doubtful accounts is recorded for periods in which the Company determines credit losses are probable. In order to measure expected credit losses of the accounts receivable, the Company’s policy is to adopt aging method by reviewing and analyzing the aging of each customer, especially those with aged balances without any movement, and then assessing their financial conditions and payment plans. On top of the aging analysis, the Company also analyzed the nature and background of the customers, and analyzed the probability of recovery of the receivables. Accounts are written off after exhaustive collection efforts. If accounts receivable are to be provided for, or written off, they are recognized in the consolidated statement of operations within the operating expenses line item. If accounts receivable previously written off is recovered in a later period or when facts subsequently become available to indicate that the amount provided as an allowance for doubtful accounts was incorrect, an adjustment is made to restate allowance for doubtful accounts.

 

Net amount due from the Affiliate Company represent net trade receivable from the Affiliate Company, loan lending to the Affiliate Company as well as interest related to such loan. As of December 31, 2020, the Company’s net amount due from the Affiliate Company includes $19.8 million net trade receivable and $2.2 million loan interest. As of December 31, 2021, the amount due from the Affiliate Company has been reclassed to accounts receivable of $18.0 million and other receivables of $2.3 million.

 

As of December 31, 2021 and December 31, 2020, amount due from related party was $0 and $886,989, respectively. As of December 31, 2021 and December 31, 2020, amount due to related party was $0 and $500,000, respectively.

 

As of December 31, 2021 and December 31, 2020, credit terms with the Company’s customers were typically 60 to 180 days after delivery. Besides, the Company has a credit term with Fengsheng, a former affiliate of the Company which it disposed the ownership of Fengsheng in March 2021, that allows Fengsheng to repay the receivable amount when it receives the subsidy from the government. The Company has agreements or purchase orders signed with the customers which state the payment term based on the scale of sales and background of the customers. The terms and agreements signed are legally enforceable. As of December 31, 2021 and 2020, the Company had $3,053,277 and $110,269 allowance for doubtful accounts, as per the Company management’s judgment based on their best knowledge. The Company conducts quarterly assessments of the state of the Company’s outstanding receivables and reserves any allowance for doubtful accounts if it becomes necessary.

 

The table below summarized the aging of the accounts receivable as of December 31, 2021 and 2020.

 

Aging of accountings receivable as of December 31, 2021   Outstanding balance     Subsequent collection(1)  
1 to 90 days   $ 19,978,931     $ 11,040,304  
91 to 180 days     8,317,622       3,868,362  
Over 180 days     1,815,817       646,224  
Over one year     13,960,230 *     50,881  
Over two years     11,876,982 *     -  
Total   $ 55,949,582     $ 15,605,771  

 

Aging of accountings receivable as of December 31, 2020   Outstanding balance     Subsequent collection(1)  
1 to 90 days   $ 28,298,032     $ 23,894,359  
91 to 180 days     7,084,537       6,567,082  
Over 180 days     3,164,568       2,847,605  
Over one year     -       -  
Over two years     110,269       -  
Total   $ 38,657,406     $ 33,309,046  

 

(1)the Company reviewed the subsequent collection until March 10, 2022.

 

*The increase of accounts receivable as of December 31, 2021 compared to the amount as of December 31, 2020 was due to the acquisition of Jiangxi Huiyi, and the disposal of ownership of Fengsheng which the amount due from Fengsheng was recorded under “Amount due from the Affiliate Company” prior to the disposal.

 
Notes Receivable

(g) Notes Receivable

 

Notes receivable represent short-term loans to third parties with maximum terms of six months. Interest income is recognized according to each agreement between a borrower and the Company on an accrual basis. For notes receivable with banks, the interest rates are determined by banks. For notes receivable with other parties, the interest rates are based on agreements between the parties. If notes receivable are paid back, that transaction will be recognized in the relevant year. If notes receivable are not paid back, or are written off, that transaction will be recognized in the relevant year if default is probable, reasonably assured, and the loss can be reasonably estimated. The Company will recognize income if the written-off loan is recovered at a future date. In case of any foreclosure proceedings or legal actions, the Company provides an accrual for the related foreclosure and litigation expenses. The Company also receives notes receivable from the Affiliate Company and other parties to settle accounts receivable. If the Company decides to discount notes receivable for the purpose of receiving immediate cash, the current discount rate is approximately in the range of 2.1% to 2.7% annually depends on different banks. As of December 31, 2021 and 2020, the Company had notes receivable from unrelated parties of $323,128 and $31,404,630, respectively, which notes receivable typically mature within six months.

 
Property, Plants and Equipment, net

(h) Property, Plants and Equipment, net

 

Property, Plants and equipment are carried at cost less accumulated depreciation. Depreciation is calculated over the asset’s estimated useful life, using the straight-line method. Leasehold improvements are amortized over the life of the asset or the term of the lease, whichever is shorter. Estimated useful lives are as follows:

 

Buildings  20-30 years 
Machinery and equipment  10 years 
Office equipment  5 years 
Motor vehicles  5 years 
Molds  5 years 

 

The costs and related accumulated depreciation of assets sold or otherwise retired are eliminated from the Company’s accounts and any gain or loss is included in the statements of income. The cost of maintenance and repairs is charged to expenses as incurred, whereas significant renewals and betterments are capitalized.

 
Land Use Rights, net

(i) Land Use Rights, net

 

Land in China is owned by the government and land ownership rights cannot be sold to an individual or to a private company. However, the Chinese government grants the user a “land use right” to use the land. The land use rights granted to the Company are amortized using the straight-line method over a term of fifty years.

 

The Company elected the practical expedient that permits the Company to carry forward the accounting treatment for land use rights in existing agreements as of the effective date of ASC 842.

 

Upon the adoption of ASC 842 on January 1, 2019, the new land use rights agreements signed beyond the effective date are identified as operating lease right-of-use assets, whereas the existing agreements as of the effective date are separately disclosed as “Land use rights” in the Company’s consolidated balance sheets.

 
Accounting for the Impairment of Long-Lived Assets

(j) Accounting for the Impairment of Long-Lived Assets

 

The Company periodically evaluates the carrying value of long-lived assets to be held and used, including intangible assets subject to amortization, when events and circumstances warrant such a review, pursuant to the guidelines established in ASC Topic 360 Impairment or Disposal of Long-Lived Assets. The carrying value of a long-lived asset is considered impaired when the anticipated undiscounted cash flow from such asset is separately identifiable and is less than its carrying value. In that event, a loss is recognized based on the amount by which the carrying value exceeds the fair market value of the long-lived asset. Fair market value is determined primarily using the anticipated cash flows discounted at a rate commensurate with the risk involved. Losses on long-lived assets to be disposed of are determined in a similar manner, except that fair market values are reduced for disposal costs.

 

The Company recognized no impairment loss for years ended December 31, 2021 and 2020.

 
Revenue Recognition

(k) Revenue Recognition

 

The Company adopted ASC Topic 606 Revenue from Contracts with Customers with a date of the initial application of January 1, 2018 using the modified retrospective method. As a result, the Company has changed its accounting policy for revenue recognition. The impact of the adoption of ASC Topic 606 on the Company’s consolidated financial statements is not material.

 

The Company recognizes revenue when goods or services are transferred to customers in an amount that reflects the consideration which it expects to receive in exchange for those goods or services. In determining when and how revenue is recognized from contracts with customers, the Company performs the following five-step analysis: (i) identification of contract with customer; (ii) determination of performance obligations; (iii) measurement of the transaction price; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation.

 

The Company generates revenue through EV parts and off-road vehicles. The revenue is recognized at a point in time once the Company has determined that the customer has obtained control over the product. Control is typically deemed to have been transferred to the customer when the performance obligation is fulfilled, usually at the time of delivery, at the net sales price (transaction price). Revenue is recognized net of any taxes collected from customers, which are subsequently remitted to governmental authorities. Shipping and handling costs for product shipments occur prior to the customer obtaining control of the goods are accounted for as fulfillment costs rather than separate performance obligations and recorded as sales and marketing expenses.

 

See Note 26 “Segment Reporting” for disaggregation of revenue by reporting segments. The Company believes this disaggregation best depicts how the nature, amount, timing and uncertainty of revenue and cash flows are affected by economic factors.

 
Research and Development

(l) Research and Development

 

Expenditures relating to the development of new products and processes, including improvements to existing products as well as research and development and consulting work performed by third parties, are expensed as incurred. Research and development expenses were $38,971,986 and $7,246,312 for the years ended December 31, 2021 and 2020, respectively.

 
Government Grants

(m) Government Grants

 

Government grants are recognized when there is reasonable assurance that: (1) the recipient will comply with the relevant conditions and (2) the grant will be received. After initial recognition, government grants are recognized in profit or loss on a systematic basis that mirrors the manner in which the Company recognizes the underlying costs for which the grant is intended to compensate. If some, or all, of a government grant becomes repayable (e.g. due to non-fulfillment of the grant conditions), then the repayment is accounted for prospectively as a change in accounting estimate. The effect of the change in estimate is recognized in the period in which management concludes that it is no longer reasonably assured that all of the grant conditions will be met. A corresponding financial liability is recognized for the amount of the repayment.

 

For the years ended December 31, 2021 and 2020, $1,233,192 and $1,130,262, respectively, were received by the Company’s subsidiaries from the Chinese government.

 
Income Taxes

(n) Income Taxes

 

The Company accounts for income tax using an asset and liability approach, which allows for the recognition of deferred tax benefits in future years. Under the asset and liability approach, deferred income taxes are recognized for differences between the financial reporting and tax bases of assets and liabilities at enacted tax rates in effect for the years in which the differences are expected to reverse. The accounting for deferred tax calculation represents the Company management’s best estimate of the most likely future tax consequences of events that have been recognized in our financial statements or tax returns and related future anticipation. A valuation allowance is recorded to reduce the deferred tax assets to an amount that is more likely than not to be realized after considering all available evidence, both positive and negative.

 
Foreign Currency Translation

(o) Foreign Currency Translation

 

The accompanying consolidated financial statements are presented in United States dollars. The functional currency of the Company is the Renminbi (RMB). Capital accounts of the consolidated financial statements are translated into United States dollars from RMB at their historical exchange rates when the capital transactions occurred.

 

Assets and liabilities are translated at the exchange rates as of balance sheet date. Income and expenditures are translated at the average exchange rate of the reporting period, which rates are obtained from the website: http://www.oanda.com

 

   December 31,   December 31, 
   2021   2020 
Period end RMB: USD exchange rate   6.3588    6.5277 
Average RMB: USD exchange rate   6.4499    6.9001 

 
Comprehensive Income (Loss)

(p) Comprehensive Income (Loss)

 

Comprehensive income (loss) is defined to include all changes in equity except those resulting from investments by owners and distributions to owners. Among other disclosures, all items that are required to be recognized under current accounting standards as components of comprehensive income (loss) are required to be reported in a financial statement that is presented with the same prominence as other financial statements. Comprehensive income (loss) includes net income (loss) and the foreign currency translation changes.

 
Segments

(q) Segments

 

In accordance with ASC 280-10, Segment Reporting, the Company’s chief operating decision maker (“CODM”), identified as the Company’s Chief Executive Officer, relies upon the consolidated results of operations as a whole when making decisions about allocating resources and assessing the performance of the Company. As a result of the assessment made by CODM, the Company has only one reportable segment. The Company does not distinguish between markets or segments for the purpose of internal reporting. As the Company’s long-lived assets are substantially located in the PRC, no geographical segments are presented.

 
Stock Option Expenses

(r) Stock Option Expenses

 

The Company’s stock option expenses are recorded in accordance with ASC 718 and ASC 505.

 

The fair value of stock options is estimated using the Black-Scholes-Merton model. The Company’s expected volatility assumption is based on the historical volatility of the Company’s common stock. The expected life assumption is primarily based on the expiration date of the option. The risk-free interest rate for the expected term of the option is based on the U.S. Treasury yield curve in effect at the time of grant.

 

The recognition of stock option expenses is based on awards expected to vest. ASC standards require forfeitures to be estimated at the time of grant and revised in subsequent periods, if necessary, if actual forfeitures differ from those estimates.

 

The stock-based option expenses for the years ended December 31, 2021 and 2020 were $0 and $0, respectively. There were no forfeitures estimated during the reporting period.

 
Goodwill

(s) Goodwill

 

The Company allocates goodwill from business combinations to reporting units based on the expectation that the reporting unit is to benefit from the business combination. The Company evaluates its reporting units on an annual basis and, if necessary, reassigns goodwill using a relative fair value allocation approach. Goodwill is tested for impairment at the reporting unit level on an annual basis and between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying value. These events or circumstances could include a significant change in the business climate, legal factors, operating performance indicators, competition, or sale or disposition of a significant portion of a reporting unit.

 

Application of the goodwill impairment test requires judgments, including the identification of reporting units, assignment of assets and liabilities to reporting units, assignment of goodwill to reporting units, and the determination of the fair value of each reporting unit. The Company first assesses qualitative factors to determine whether it is more likely than not that goodwill is impaired. If the more likely than not threshold is met, the Company performs a quantitative impairment test.

 

The Company applies the reporting unit criteria in ASC 350-20 to the components to determine if the reporting unit should be identified one level below the operating segment. Each component will be evaluated to determine if: (a) it is a business (as defined in ASC 805), (b) discrete financial information is available and (c) the operating results are regularly reviewed by the segment manager(s). If the components of a specific operating segment meet these criteria, they might be deemed to be separate reporting units. However, if they have similar economic characteristics (which is a matter of judgment based on individual facts and circumstances), these components must be aggregated into one reporting unit. There are three reporting units under the goodwill impairment analysis, namely 1) SC Autosports, 2) Jinhua An kao and Yongkang Scrou, and 3) Jiangxi Huiyi.

 

As of December 31, 2021 and 2020, the Company performed goodwill impairment testing at the reporting unit level and determined that no impairment was necessary.

 
Intangible Assets

(t) Intangible Assets

 

Intangible assets consist of patent, trade names and customer relations associated with the purchase price from the allocation of Yongkang Scrou, Kandi Smart Battery Swap and Jiangxi Huiyi. Such assets are being amortized over their estimated useful lives. Intangible assets were amortized as of December 31, 2021. The amortization expenses for intangible assets were $906,618 and $ 625,629 for the years ended December 31, 2021 and 2020, respectively.

 
Accounting for Sale of Common Stock and Warrants

(u) Accounting for Sale of Common Stock and Warrants

 

In connection of the issuance of common stocks, the Company may issue options or warrants to purchase common stock. Warrants classified as equity are initially recorded at fair value and subsequent changes in fair value are not recognized as long as the warrants continue to be classified as equity.

 
Consolidation of variable interest entities

(v) Consolidation of variable interest entities

 

In accordance with accounting standards regarding consolidation of variable interest entities, or VIEs, VIEs are generally entities that lack sufficient equity to finance their activities without additional financial support from other parties or whose equity holders lack adequate decision making ability. All VIEs with which the Company is involved must be evaluated to determine the primary beneficiary of the risks and rewards of the VIE. The primary beneficiary is required to consolidate the VIE for financial reporting purposes.

 

The Company has concluded, based on the contractual arrangements, that as of December 31, 2021 and for the past two years that are covered by this report, Kandi New Energy had been a VIE and that the Company’s wholly-owned subsidiary, Zhejiang Kandi Technologies, absorbs all risk of loss from the activities of this VIE, thereby enabling the Company, through Zhejiang Kandi Technologies, to receive all of its expected residual returns. Therefore, although Kandi Technologies only owns 50% equity in Kandi New Energy, for accounting purpose, Kandi Technologies is the sole beneficiary and shall be wholly included in the consolidation.

 

Additionally, because Kandi New Energy is under common control with other entities, the consolidated financial statements have been prepared as if the transactions had occurred retroactively as to the beginning of the reporting period of these consolidated financial statements.

 

Control and common control are defined under the accounting standards as “an individual, enterprise, or immediate family members who hold more than 50 percent of the voting ownership interest of each entity.” Because the owners collectively owned 100% of Kandi New Energy, and had agreed to vote their interests in concert since the establishment of each of these three companies as memorialized in the Voting Rights Proxy Agreement, the Company believes that the owners collectively have control and common control of Kandi New Energy. Accordingly, the Company believes that Kandi New Energy was constructively held under common control by Zhejiang Kandi Technologies as of the time the contractual agreements were entered into, establishing Zhejiang Kandi Technologies as their primary beneficiary. Zhejiang Kandi Technologies, in turn, is owned by Continental, which is owned by the Company.

 

For accounting purpose, the tables below are condensed consolidating schedules summarizing separately the results of operations, financial position and cash flows of the parent company including non-VIE subsidiaries and Kandi New Energy, which was deemed as an VIE since the Company only owned 50% of the equity, and control Kandi New Energy through several contractual agreements prior to its conversion to a wholly-owned subsidiary of Zhejiang Kandi Technologies effective March 14, 2022, together with eliminating adjustments:

 

Consolidated Statements of Operations Information

 

   For the year ended December 31, 2021 
   Parent
including
non-VIE
subsidiaries		   VIE   Elimination   Consolidated 
Revenues  $87,210,780   $14,414,362   $(10,138,758)  $91,486,384 
Gross profit  $15,892,507   $355,355   $
-
   $16,247,862 
Income (loss) from operations  $2,576,730   $(1,240,525)  $
-
   $1,336,205 
Income (loss) before income taxes  $46,250,219   $3,115,420   $(20,155,351)  $29,210,288 
Net income  $40,739,432   $2,279,717   $(20,155,351)  $22,863,798 

 

   For the year ended December 31, 2020 
   Parent
including
non-VIE
subsidiaries		   VIE   Elimination   Consolidated 
Revenues  $68,235,630   $27,613,722   $(18,928,839)  $76,920,513 
Gross profit  $12,973,809   $514,124   $
-
   $13,487,933 
Income (loss) from operations  $2,061,373   $(1,306,977)  $
-
   $754,396 
loss before income taxes  $(14,410,035)  $(1,031,298)  $
-
   $(15,441,333)
Net loss  $(9,648,826)  $(745,338)  $
-
   $(10,394,164)

 

Consolidated Balance Sheets Information

 

   As of December 31, 2021 
   Parent
including
non-VIE
subsidiaries		   VIE   Elimination   Consolidated 
Cash and cash equivalents  $128,862,704   $360,739   $
-
   $129,223,443 
Total current assets  $352,068,155   $21,002,017   $(30,462,036)  $342,608,136 
Total non-current assets  $181,562,128   $32,700,203   $(36,710,195)  $177,552,136 
Total current liabilities  $58,240,678   $36,384,048   $(30,462,036)  $64,162,690 
Total non-current liabilities  $11,971,688   $825,567   $
-
   $12,797,255 
Total stockholders’ equity  $463,417,917   $16,492,605   $(36,710,195)  $443,200,327 

 

    As of December 31, 2020  
    Parent
including
non-VIE
subsidiaries		     VIE     Elimination     Consolidated  
Cash and cash equivalents   $ 142,062,013     $ 16,177     $ -     $ 142,078,190  
Total current assets   $ 285,542,114     $ 51,257,889     $ (29,684,427 )   $ 307,115,576  
Total non-current assets   $ 191,180,142     $ 10,128,747     $ (13,174,625 )   $ 188,134,264  
Total current liabilities   $ 85,980,986     $ 27,500,866     $ (29,684,427 )   $ 83,797,425  
Total non-current liabilities   $ 7,544,838     $ 140,913     $ -     $ 7,685,751  
Total stockholders’ equity   $ 383,196,432     $ 33,744,857     $ (13,174,625 )   $ 403,766,664  

 

Percentage of VIE’s assets and liabilities compared to consolidated assets and liabilities

 

   As of December 31, 2021 
   VIE   Consolidated   % of VIE’s assets and liabilities in consolidated assets and liabilities 
Cash and cash equivalents  $360,739   $129,223,443    0.3%
Total current assets  $21,002,017   $342,608,136    6.1%
Total non-current assets  $32,700,203   $177,552,136    18.4%
Total current liabilities  $36,384,048   $64,162,690    56.7%
Total non-current liabilities  $825,567   $12,797,255    6.5%

 

    As of December 31, 2020  
      VIE       Consolidated       % of VIE’s assets and liabilities in consolidated assets and liabilities  
Cash and cash equivalents   $ 16,177     $ 142,078,190       0.0 %
Total current assets   $ 51,257,889     $ 307,115,576       16.7 %
Total non-current assets   $ 10,128,747     $ 188,134,264       5.4 %
Total current liabilities   $ 27,500,866     $ 83,797,425       32.8 %
Total non-current liabilities   $ 140,913     $ 7,685,751       1.8 %

 

Consolidated Cash Flows Information

 

    For the year ended December 31, 2021  
    Parent including non-VIE subsidiaries     VIE     Elimination     Consolidated  
Net cash (used in) provided by operating activities   $ (9,412,899 )   $ 9,654,589     $ -     $ 241,690  
Net cash provided by (used in) investing activities   $ 30,230,627     $ (22,811,949 )   $ 14,791,226     $ 22,209,904  
Net cash provided by (used in) financing activities   $ 2,042,523     $ 13,496,632     $ (14,791,226 )   $ 747,929  

 

   For the year ended December 31, 2020 
   Parent including non-VIE subsidiaries   VIE   Elimination   Consolidated 
Net cash provided by (used in) operating activities  $(47,026,465)  $(3,856,787)  $
-
   $(50,883,252)
Net cash provided by (used in) investing activities  $58,168,723   $(121,767)  $(6,895,506)  $51,151,450 
Net cash provided by (used in) financing activities  $126,446,358   $(6,895,506)  $6,895,506   $126,446,358 

 

Effective March 14, 2022, Mr. Hu Xiaoming transferred his 50% equity interests of Kandi New Energy to Zhejiang Kandi Technologies. As a result, Kandi New Energy has become a wholly-owned subsidiary of Zhejiang Kandi Technologies. The Company no longer has any VIE as of the date of this report.
XML 53 R39.htm IDEA: XBRL DOCUMENT v3.22.2
Summary of Significant Accounting Policies (Tables)
 12 Months Ended
Dec. 31, 2021
Basis of Presentation [Abstract]  
Schedule of aging of the accounts receivable
Aging of accountings receivable as of December 31, 2021   Outstanding balance     Subsequent collection(1)  
1 to 90 days   $ 19,978,931     $ 11,040,304  
91 to 180 days     8,317,622       3,868,362  
Over 180 days     1,815,817       646,224  
Over one year     13,960,230 *     50,881  
Over two years     11,876,982 *     -  
Total   $ 55,949,582     $ 15,605,771  

 

Aging of accountings receivable as of December 31, 2020   Outstanding balance     Subsequent collection(1)  
1 to 90 days   $ 28,298,032     $ 23,894,359  
91 to 180 days     7,084,537       6,567,082  
Over 180 days     3,164,568       2,847,605  
Over one year     -       -  
Over two years     110,269       -  
Total   $ 38,657,406     $ 33,309,046  

 

(1)the Company reviewed the subsequent collection until March 10, 2022.

 

*The increase of accounts receivable as of December 31, 2021 compared to the amount as of December 31, 2020 was due to the acquisition of Jiangxi Huiyi, and the disposal of ownership of Fengsheng which the amount due from Fengsheng was recorded under “Amount due from the Affiliate Company” prior to the disposal.

 
Schedule of asset’s estimated useful life
Buildings  20-30 years 
Machinery and equipment  10 years 
Office equipment  5 years 
Motor vehicles  5 years 
Molds  5 years 

 
Schedule of average exchange rate of the reporting period
   December 31,   December 31, 
   2021   2020 
Period end RMB: USD exchange rate   6.3588    6.5277 
Average RMB: USD exchange rate   6.4499    6.9001 

 
Schedule of consolidated statements of operations information
   For the year ended December 31, 2021 
   Parent
including
non-VIE
subsidiaries		   VIE   Elimination   Consolidated 
Revenues  $87,210,780   $14,414,362   $(10,138,758)  $91,486,384 
Gross profit  $15,892,507   $355,355   $
-
   $16,247,862 
Income (loss) from operations  $2,576,730   $(1,240,525)  $
-
   $1,336,205 
Income (loss) before income taxes  $46,250,219   $3,115,420   $(20,155,351)  $29,210,288 
Net income  $40,739,432   $2,279,717   $(20,155,351)  $22,863,798 

 

   For the year ended December 31, 2020 
   Parent
including
non-VIE
subsidiaries		   VIE   Elimination   Consolidated 
Revenues  $68,235,630   $27,613,722   $(18,928,839)  $76,920,513 
Gross profit  $12,973,809   $514,124   $
-
   $13,487,933 
Income (loss) from operations  $2,061,373   $(1,306,977)  $
-
   $754,396 
loss before income taxes  $(14,410,035)  $(1,031,298)  $
-
   $(15,441,333)
Net loss  $(9,648,826)  $(745,338)  $
-
   $(10,394,164)

 
Schedule of consolidated balance sheets information
   As of December 31, 2021 
   Parent
including
non-VIE
subsidiaries		   VIE   Elimination   Consolidated 
Cash and cash equivalents  $128,862,704   $360,739   $
-
   $129,223,443 
Total current assets  $352,068,155   $21,002,017   $(30,462,036)  $342,608,136 
Total non-current assets  $181,562,128   $32,700,203   $(36,710,195)  $177,552,136 
Total current liabilities  $58,240,678   $36,384,048   $(30,462,036)  $64,162,690 
Total non-current liabilities  $11,971,688   $825,567   $
-
   $12,797,255 
Total stockholders’ equity  $463,417,917   $16,492,605   $(36,710,195)  $443,200,327 

 

    As of December 31, 2020  
    Parent
including
non-VIE
subsidiaries		     VIE     Elimination     Consolidated  
Cash and cash equivalents   $ 142,062,013     $ 16,177     $ -     $ 142,078,190  
Total current assets   $ 285,542,114     $ 51,257,889     $ (29,684,427 )   $ 307,115,576  
Total non-current assets   $ 191,180,142     $ 10,128,747     $ (13,174,625 )   $ 188,134,264  
Total current liabilities   $ 85,980,986     $ 27,500,866     $ (29,684,427 )   $ 83,797,425  
Total non-current liabilities   $ 7,544,838     $ 140,913     $ -     $ 7,685,751  
Total stockholders’ equity   $ 383,196,432     $ 33,744,857     $ (13,174,625 )   $ 403,766,664  

 
Schedule of compared to consolidated assets and liabilities
   As of December 31, 2021 
   VIE   Consolidated   % of VIE’s assets and liabilities in consolidated assets and liabilities 
Cash and cash equivalents  $360,739   $129,223,443    0.3%
Total current assets  $21,002,017   $342,608,136    6.1%
Total non-current assets  $32,700,203   $177,552,136    18.4%
Total current liabilities  $36,384,048   $64,162,690    56.7%
Total non-current liabilities  $825,567   $12,797,255    6.5%

 

    As of December 31, 2020  
      VIE       Consolidated       % of VIE’s assets and liabilities in consolidated assets and liabilities  
Cash and cash equivalents   $ 16,177     $ 142,078,190       0.0 %
Total current assets   $ 51,257,889     $ 307,115,576       16.7 %
Total non-current assets   $ 10,128,747     $ 188,134,264       5.4 %
Total current liabilities   $ 27,500,866     $ 83,797,425       32.8 %
Total non-current liabilities   $ 140,913     $ 7,685,751       1.8 %

 
Schedule of consolidated cash flows information
    For the year ended December 31, 2021  
    Parent including non-VIE subsidiaries     VIE     Elimination     Consolidated  
Net cash (used in) provided by operating activities   $ (9,412,899 )   $ 9,654,589     $ -     $ 241,690  
Net cash provided by (used in) investing activities   $ 30,230,627     $ (22,811,949 )   $ 14,791,226     $ 22,209,904  
Net cash provided by (used in) financing activities   $ 2,042,523     $ 13,496,632     $ (14,791,226 )   $ 747,929  

 

   For the year ended December 31, 2020 
   Parent including non-VIE subsidiaries   VIE   Elimination   Consolidated 
Net cash provided by (used in) operating activities  $(47,026,465)  $(3,856,787)  $
-
   $(50,883,252)
Net cash provided by (used in) investing activities  $58,168,723   $(121,767)  $(6,895,506)  $51,151,450 
Net cash provided by (used in) financing activities  $126,446,358   $(6,895,506)  $6,895,506   $126,446,358 

 
XML 54 R40.htm IDEA: XBRL DOCUMENT v3.22.2
Concentrations (Tables)
 12 Months Ended
Dec. 31, 2021
Customers [Member]  
Concentrations (Tables) [Line Items]  
Schedule of concentration percentage
   Sales  Trade Receivable  
Major Customers  Year Ended
December 31,
2021		  Year Ended
December 31,
2020		  December 31,
2021		  December 31,
2020		  
Customer A  15%  9%  13%  13%  
Customer B  14%  14%  2%  7%  
Customer C  3%  24%  1%  15%  

 
Suppliers [Member]  
Concentrations (Tables) [Line Items]  
Schedule of concentration percentage
   Purchases  Accounts Payable  
Major Suppliers  Year Ended
December 31,
2021		  Year Ended
December 31,
2020		  December 31,
2021		  December 31,
2020		  
Zhejiang Kandi Supply Chain Management Co., Ltd.  50%  49%  11%  9%  
Massimo Motor Sports, LLC  6%  22% 
-
  5%  
XML 55 R41.htm IDEA: XBRL DOCUMENT v3.22.2
Accounts Receivable, Net (Tables)
 12 Months Ended
Dec. 31, 2021
Credit Loss, Additional Improvements [Abstract]  
Schedule of accounts receivable
   December 31,
2021		   December 31,
2020		 
Accounts receivable  $55,949,582   $38,657,406 
Less: allowance for doubtful accounts   (3,053,277)   (110,269)
Accounts receivable, net  $52,896,305   $38,547,137 

 
Schedule of provision for doubtful accounts
   Allowance for Doubtful Accounts 
BALANCE AT DECEMBER 31, 2019  $254,665 
Provision   
-
 
Reverse   (152,809)
Exchange rate difference   8,413 
BALANCE AT DECEMBER 31, 2020  $110,269 
Provision   1,147,679 
Reverse   
-
 
Addition of allowance resulted from acquisition of Jiangxi Huiyi   1,763,231 
Exchange rate difference   32,098 
BALANCE AT DECEMBER 31, 2021  $3,053,277 

 
XML 56 R42.htm IDEA: XBRL DOCUMENT v3.22.2
Inventories (Tables)
 12 Months Ended
Dec. 31, 2021
Inventory Disclosure [Abstract]  
Schedule of inventories
   December 31,
2021		   December 31,
2020		 
Raw material  $9,291,441   $7,512,259 
Work-in-progress   9,116,194    5,488,532 
Finished goods*   14,764,338    6,696,592 
Inventories  $33,171,973   $19,697,383 

 

* As of December 31, 2021, approximately $3.8 million of inventory of off-roads and EVs held by SC Autosports were pledged as collateral for the $950,000 short-term loan, which was initiated during year 2021.
XML 57 R43.htm IDEA: XBRL DOCUMENT v3.22.2
Advances to Suppliers (Tables)
 12 Months Ended
Dec. 31, 2021
Advances To Suppliers Are Summarized [Abstract]  
Schedule of advances to suppliers
   2021   2020 
Advance payment for inventory purchase (1)  $4,110,835   $13,107,630 
Advance payment for R & D (2)   
-
    19,365,947 
Others   1,829,621    4,259,605 
Total  $5,940,456   $36,733,182 

 
XML 58 R44.htm IDEA: XBRL DOCUMENT v3.22.2
Property, Plant and Equipment (Tables)
 12 Months Ended
Dec. 31, 2021
Property, Plant and Equipment [Abstract]  
Schedule of property, plants and equipment
   December 31,   December 31, 
   2021   2020 
At cost:        
Buildings  $52,481,460   $18,924,734 
Machinery and equipment   81,994,596    67,893,378 
Office equipment   1,497,461    1,138,870 
Motor vehicles and other transport equipment   1,068,616    587,785 
Molds and others   11,852,568    12,752,789 
    148,894,701    101,297,556 
Less: Accumulated depreciation   (37,317,290)   (35,894,876)
Property, plant and equipment, net  $111,577,411   $65,402,680 

 
XML 59 R45.htm IDEA: XBRL DOCUMENT v3.22.2
Intangible Assets (Tables)
 12 Months Ended
Dec. 31, 2021
Goodwill and Intangible Assets Disclosure [Abstract]  
Schedule of gross carrying value and accumulated amortization for each major class of our intangible assets other than goodwill
   Remaining    December 31,   December 31, 
   useful life    2021   2020 
Gross carrying amount:             
Trade name  0 years    $492,235   $492,235 
Customer relations  0 years     304,086    304,086 
Patent  3.5-5.17 years     5,000,944    4,871,547 
Technology  6.83-9.83 years     10,851,104    - 
         16,648,369    5,667,868 
Less: Accumulated amortization               
Trade name       $(492,235)  $(439,798)
Customer relations        (304,086)   (271,691)
Patent        (2,359,212)   (1,723,626)
Technology        (243,757)   - 
         (3,399,290)   (2,435,115)
Intangible assets, net       $13,249,079   $3,232,753 

 
Schedule of amortization expenses
Years ended December 31,    
2022  $2,023,355 
2023   2,023,355 
2024   2,023,355 
2025   1,956,729 
2026   1,733,803 
Thereafter   3,488,482 
Total  $13,249,079 
XML 60 R46.htm IDEA: XBRL DOCUMENT v3.22.2
Land Use Rights (Tables)
 12 Months Ended
Dec. 31, 2021
Land Use Rights [Abstract]  
Schedule of land use rights
   December 31,   December 31, 
   2021   2020 
Cost of land use rights  $4,131,797   $4,024,889 
Less: Accumulated amortization   (881,461)   (767,129)
Land use rights, net  $3,250,336   $3,257,760 

 
Schedule of amortization expense
Years ended December 31,  $92,628 
2022   92,628 
2023   92,628 
2024   92,628 
2025   92,628 
2026   92,628 
Thereafter   2,694,568 
Total  $3,250,336 
XML 61 R47.htm IDEA: XBRL DOCUMENT v3.22.2
Other Long-Term Assets (Tables)
 12 Months Ended
Dec. 31, 2021
Other Long Term Assets [Abstract]  
Schedule of other long term assets
    December 31,     December 31,  
    2021     2020  
Long-term deferred assets   $ -     $ 3,706,560  
Prepayments for land use right (i)     4,341,496       4,319,305  
Land and properties with certificates cancelled (ii)     -       13,728,557  
Prepayments for new product molds     -       6,663,909  
Right - of - use asset (iii)     6,308,374       3,496,993  
Others     342,139       392,160  
Total other long-term asset   $ 10,992,009     $ 32,307,484  

 

(i)As of December 31, 2021 and December 31, 2020, the Company’s other long term asset included net value of prepayments for land use right of Hainan facility of $4,341,496 and $4,319,305, respectively. As of December 31, 2021, the land use right of Hainan was not recognized since the land certificate is still in process. The amortization expense for the year ended December 31, 2021 and 2020 were $91,229 and $85,277, respectively.
(ii) As of December 31, 2020, the Company’s other long-term asset included net value of land of Jinhua facility’s old location with certificates cancelled of $6,095,310 and net value of properties (or buildings/housing) of Jinhua facility’s old location with certificates cancelled of $7,633,247, respectively. In the second quarter of 2021, the land and property of Jinhua facility’s old location has been written off. The land amortization expense of Jinhua facility’s old location for the year ended December 31, 2021 were $68,106. The property depreciation expense of Jinhua facility’s old location for the year ended December 31, 2021 were $151,694. The Company’s Jinhua facility moved out of the old location and completed the relocation process in April 2021. The relevant Economic Zone authorities inspected the vacated land and determined that the relocation was formally completed by meeting all stipulated conditions. In the second quarter of 2021, the property of Jinhua facility’s old location has been fully disposed, and the related $48 million gain on disposal of long-live asset was recognized.
(iii) As of December 31, 2021 and December 31, 2020, the Company’s operating lease right-of-use assets in other long term asset included net value of newly acquired land use right of Jinhua facility and Jiangxi facility of $6,308,374 and $3,436,310, respectively. The amortization expense for the year ended December 31, 2021 were $79,557.
XML 62 R48.htm IDEA: XBRL DOCUMENT v3.22.2
Taxes (Tables)
 12 Months Ended
Dec. 31, 2021
Taxes [Abstract]  
Schedule of income tax expenses
   For Year Ended 
   December 31, 
   2021   2020 
Current:        
Provision for CIT  $2,273,175   $302,553 
Deferred:          
Provision for CIT   4,073,315    (5,349,722)
Income tax expense (benefit)  $6,346,490   $(5,047,169)

 
Schedule of valuation allowance of deferred tax assets
   For Year Ended 
   December 31, 
   2021   2020 
Expected taxation at PRC statutory tax rate  $7,302,572   $(3,860,333)
Gain or loss difference due to outside basis in equity investments   106,289    (4,347,061)
Effect of differing tax rates in different jurisdictions   66,108    93,806 
Effect of PRC preferential tax rates   (704,361)   1,145,631 
Non-taxable income   (1,976,661)   (7,889)
Non-deductible expenses   1,352,085    615,659 
Research and development super-deduction   (2,006,682)   (458,723)
(Over) Under-accrued EIT for previous years   323,427    (24,583)
Addition to valuation allowance   8,499,993    1,629,952 
Divided received deduction   (3,023,303)   - 
Local tax adjustment   1,734,997    - 
Other (including inter-company transaction)   (5,327,974)   166,372 
Income tax (benefit) expense  $6,346,490   $(5,047,169)

 
Schedule of deferred tax assets and liabilities
   December 31,   December 31, 
   2021   2020 
Deferred tax assets:      
Accruals and reserves  $7,471,881   $1,160,830 
Depreciation   
-
    
-
 
Outside basis difference of investment in the Affiliate Company   
-
    7,821,994 
Loss carried forward   7,195,729    3,415,400 
Total deferred tax assets   14,667,610    12,398,224 
Deferred tax liabilities:          
Expense   (411,195)   (588,889)
Intangible   (1,981,862)   (473,024)
Revenue   (462,623)   (2,421,259)
Total deferred tax liability   (2,855,680)   (3,483,172)
Net deferred tax assets (liabilities)  $11,811,930   $8,915,052 
less: valuation allowance   (12,052,774)   (3,433,277)
Net deferred tax assets(liabilities),net of valuation allowance  $(240,844)  $5,481,775 

 
Schedule of valuation allowance of deferred tax assets
   For Year Ended 
   December 31, 
   2021   2020 
Income(loss) before income taxes consists of:        
PRC  $30,719,006   $(12,734,584)
Non-PRC   (1,508,718)   (2,706,749)
Total  $29,210,288   $(15,441,333)

 
Schedule of valuation allowance of deferred tax assets
Net change of valuation allowance of Deferred tax assets    
Balance at December 31,2020  $3,433,277 
Additions-change to tax expense   8,499,993 
Prior year true up   131,364 
Exchange rate difference   (11,860)
Balance at December 31,2021  $12,052,774 

 
Schedule of income tax expense exemptions and reductions
   Year Ended 
   December 31, 
   2021   2020 
Tax benefit (holiday) credit  $2,226,944   $690,905 
Basic net income per share effect  $0.03   $0.01 

 
XML 63 R49.htm IDEA: XBRL DOCUMENT v3.22.2
Leases and Right-of-Use-Assets (Tables)
 12 Months Ended
Dec. 31, 2021
Leases and Right-of-Use-Assets [Abstract]  
Schedule of information related to operating leases
   Year ended
December 31,
2021		 
Cash payments for operating leases  $79,557 
XML 64 R50.htm IDEA: XBRL DOCUMENT v3.22.2
Contingent Consideration Liability (Tables)
 12 Months Ended
Dec. 31, 2021
Business Combinations [Abstract]  
Schedule of contingent consideration liability
   December 31,   December 31, 
   2021   2020 
Contingent consideration liability to KSBS Shareholders  $
-
    3,743,000 
Contingent consideration liability to former members of Jiangxi Huiyi   7,812,000    
-
 
Total contingent consideration liability  $7,812,000   $3,743,000 
XML 65 R51.htm IDEA: XBRL DOCUMENT v3.22.2
Stock Options (Tables)
 12 Months Ended
Dec. 31, 2021
Other Long Term Assets [Abstract]  
Schedule of stock option activities
   Number of
Shares		   Weighted Average
Exercise Price		 
Outstanding as of December 31, 2019   3,900,000   $9.72 
Granted   
-
    
-
 
Exercised   3,000,000    9.72 
Cancelled   
-
    
-
 
Forfeited   
-
    
-
 
Outstanding as of December 31, 2020   900,000   $9.72 
Granted   
-
    
-
 
Exercised   
-
    
-
 
Cancelled   
-
    
-
 
Forfeited   
-
    
-
 
Outstanding as of December 31, 2021   900,000   $9.72 

 
XML 66 R52.htm IDEA: XBRL DOCUMENT v3.22.2
Equity Method Investment in the Affiliate Company (Tables)
 12 Months Ended
Dec. 31, 2021
Equity Method Investments and Joint Ventures [Abstract]  
Schedule of equity method investments
   Year Ended 
   December 31, 
   2021   2020 
Investment in the Affiliate Company, beginning of the period,  $28,892,638   $47,228,614 
Investment decreased in 2021   (48,436,812)   
-
 
Gain from equity sale   17,788,351    
-
 
Reversal of prior year reduction in the equity of the Affiliate Company*   3,363,015    (3,275,999)
Company’s share in net loss of Affiliate based on 22% ownership for period from January 1, 2021 to March 9, 2021 and year ended December 31, 2020   (2,692,225)   (16,812,341)
Non-controlling interest   99,891    (445,977)
Prior year unrealized profit realized   
-
    5,656 
Subtotal   (2,592,334)   (17,252,662)
Exchange difference   985,142    2,192,685 
Investment in Affiliate Company, end of the period  $
-
   $28,892,638 
- Non-controlling interest carrying amount        2,611,821 
XML 67 R53.htm IDEA: XBRL DOCUMENT v3.22.2
Segment Reporting (Tables)
 12 Months Ended
Dec. 31, 2021
Segment Reporting [Abstract]  
Schedule of revenues by geographic area
   Year Ended
December 31,		 
   2021   2020 
   Sales Revenue   Sales Revenue 
Primary geographical markets          
Overseas  $32,669,996   $29,394,148 
China   58,816,388    47,526,365 
Total  $91,486,384   $76,920,513 
           
Major products          
EV parts  $25,348,003   $40,645,696 
EV products   1,478,566    684,525 
Off-road vehicles   29,336,693    29,824,323 
Electric Scooters, Electric Self-Balancing Scooters and associated parts   30,018,290    5,765,969 
Battery exchange equipment and Battery exchange service   785,183    
-
 
Lithium-ion cells   4,519,649    
-
 
Total  $91,486,384   $76,920,513 
           
Timing of revenue recognition          
Products transferred at a point in time  $91,486,384   $76,920,513 
Total  $91,486,384   $76,920,513 
XML 68 R54.htm IDEA: XBRL DOCUMENT v3.22.2
Acquisitions (Tables)
 12 Months Ended
Dec. 31, 2021
Acquisitons Disclosure [Abstract]  
Schedule of preliminary purchase price as of the acquisition date
   Jiangxi Huiyi 
Cash  $7,806,767 
Fair value of contingent consideration   10,646,000 
Total  $18,452,767 

 
Schedule of preliminary purchase price allocations
   Jiangxi Huiyi 
Goodwill  $5,682,051 
Amortizable intangible assets   10,773,338 
Other net assets   3,094,810 
Deferred tax liability   (1,097,432)
Total  $18,452,767 

 
Schedule of preliminary purchase price to specific intangible asset
   Amount
Assigned		   Estimated
useful life
(in years)		 
Amortizable intangible assets:       
Technology  $10,773,338   7-10 

 
Schedule of unaudited pro forma combined statements of operations information
   Year Ended
December 31,		 
   2021   2020 
Revenue  $116,847,257   $79,931,122 
LOSS FROM OPERATIONS  $755,314   $606,360 
NET LOSS  $23,696,197   $(10,586,299)
XML 69 R55.htm IDEA: XBRL DOCUMENT v3.22.2
Pre-Existed Vie (Tables)
 12 Months Ended
Dec. 31, 2021
Pre Existed Vie [Abstract]  
Schedule of the cash flows between the Company’s pre-existed VIE and other non-VIE entities
For the year ended December 31, 2021
No.   Transfer from   Transfer to   Approximate
value ($)		     Note
1   Other non-VIE subsidiaries in PRC*   VIE     750,787     Products purchased from VIE by the other non-VIE subsidiaries in PRC
2   Other non-VIE subsidiaries in PRC*   VIE     45,259,160     Cash (as working capital) borrowed by the VIE from other non-VIE subsidiaries in PRC
3   VIE   Other non-VIE subsidiaries in PRC*     11,051,936     Products purchased from the other non-VIE subsidiaries in PRC by the VIE
4   VIE   Other non-VIE subsidiaries in PRC*     34,465,328    

Investment amount and working capital contribution, as well as repayment by the VIE to the other non-VIE subsidiaries in PRC

5   VIE   Zhejiang Kandi Technologies     20,155,351     Cash transferred as dividend from the VIE to its direct parent entity, Zhejiang Kandi Technologies.

 

For the year ended December 31, 2020
No.   Transfer from   Transfer to   Approximate
value ($)		     Note
1   Other non-VIE subsidiaries in PRC*   VIE     3,079,765     Products purchased from VIE by the other non-VIE subsidiaries in PRC
2   Other non-VIE subsidiaries in PRC*   VIE     19,630,712     Cash (as working capital) borrowed by the VIE from other non-VIE subsidiaries in PRC
3   VIE   Other non-VIE subsidiaries in PRC*     35,725,229     Products purchased from the other non-VIE subsidiaries in PRC by the VIE
4   VIE   Other non-VIE subsidiaries in PRC*     26,526,218     Cash (as working capital) repaid by the VIE to the other non-VIE subsidiaries in PRC

 
Schedule of intercompany activities between non-VIE subsidiaries and VIE
For the year ended December 31, 2021
#  Purchaser  Seller  Approximate
value ($)		 
1  VIE  Other non-VIE subsidiaries in PRC*   10,022,236 
2  Other non-VIE subsidiaries in PRC*  VIE   116,522 

 

For the year ended December 31, 2020
#   Purchaser   Seller   Approximate
value ($)		  
1   VIE   Other non-VIE subsidiaries in PRC*     18,761,492  
2   Other non-VIE subsidiaries in PRC*   VIE     167,349  

  
Schedule of receivables and payables between non-VIE subsidiaries and VIE
As of December 31, 2021
#  Description  Approximate value ($) 
1  Receivables of other non-VIE subsidiaries in PRC* due from VIE   28,582,029 
2  Receivables of VIE due from other non-VIE subsidiaries in PRC*   1,880,007 

 

As of December 31, 2020
#  Description  Approximate value ($) 
1  Receivables of other non-VIE subsidiaries in PRC* due from VIE   10,877,303 
2  Receivables of VIE due from other non-VIE subsidiaries in PRC*   18,807,124 

 
XML 70 R56.htm IDEA: XBRL DOCUMENT v3.22.2
Organization and Principal Activities (Details)
$ in Millions
 1 Months Ended 12 Months Ended 131 Months Ended
Mar. 04, 2019
Feb. 15, 2022
USD ($)
Sep. 30, 2020
Apr. 30, 2013
May 18, 2010
CNY (¥)
Dec. 31, 2021
Dec. 01, 2021
Feb. 15, 2022
CNY (¥)
Jul. 13, 2021
Feb. 18, 2021
May 31, 2018
Dec. 31, 2017
Apr. 30, 2012
Organization and Principal Activities (Details) [Line Items]                          
Ownership interest         50.00% 50.00% 50.00%            
Percentage of ownership acquisition     90.00%                    
Zhejiang Kandi Technologies [Member]                          
Organization and Principal Activities (Details) [Line Items]                          
Percentage of economic benefits, voting rights and residual interests             100.00%            
Ownership interest     100.00%                    
Percentage of ownership acquisition 90.00%                     100.00%  
Jinhua Kandi New Energy Vehicles Co., Ltd. [Member]                          
Organization and Principal Activities (Details) [Line Items]                          
Percentage of economic benefits, voting rights and residual interests             100.00%            
SC Autosports [Member]                          
Organization and Principal Activities (Details) [Line Items]                          
Percentage of ownership acquisition                     100.00%    
Supply Chain [Member]                          
Organization and Principal Activities (Details) [Line Items]                          
Ownership interest 10.00%                        
Ruiheng [Member] | Zhejiang Kandi Technologies [Member]                          
Organization and Principal Activities (Details) [Line Items]                          
Ownership interest     10.00%                    
Subsequent Event [Member] | Kandi Hainan and Jiangsu Xingchi [Member]                          
Organization and Principal Activities (Details) [Line Items]                          
Amount invested   $ 4.6           ¥ 30,000,000          
Yongkang Scrou [Member]                          
Organization and Principal Activities (Details) [Line Items]                          
Percentage of ownership acquisition                         100.00%
Mr. Hu Xiaoming [Member]                          
Organization and Principal Activities (Details) [Line Items]                          
Amount invested         ¥ 36,000,000                
Ownership interest         50.00%                
Fengsheng Automotive Technology Group Co., Ltd. [Member]                          
Organization and Principal Activities (Details) [Line Items]                          
Equity interests percentage                   22.00%      
Kandi Hainan [Member]                          
Organization and Principal Activities (Details) [Line Items]                          
Ownership interest       45.00%                  
Kandi Hainan [Member] | Subsequent Event [Member]                          
Organization and Principal Activities (Details) [Line Items]                          
Ownership interest   66.70%                      
Kandi New Energy [Member]                          
Organization and Principal Activities (Details) [Line Items]                          
Ownership interest       55.00%                  
Jiangxi Huiyi [Member]                          
Organization and Principal Activities (Details) [Line Items]                          
Percentage of ownership acquisition                 100.00%        
Jiangsu Xingchi [Member] | Subsequent Event [Member]                          
Organization and Principal Activities (Details) [Line Items]                          
Ownership interest   33.30%                      
XML 71 R57.htm IDEA: XBRL DOCUMENT v3.22.2
Liquidity (Details)
 1 Months Ended 12 Months Ended
Jul. 09, 2020
USD ($)
Jul. 09, 2020
CNY (¥)
Mar. 10, 2020
USD ($)
Mar. 10, 2020
CNY (¥)
May 20, 2021
USD ($)
May 20, 2021
CNY (¥)
Feb. 18, 2021
USD ($)
Feb. 18, 2021
CNY (¥)
May 22, 2020
USD ($)
May 22, 2020
CNY (¥)
Dec. 31, 2021
USD ($)
Dec. 31, 2021
CNY (¥)
Sep. 10, 2021
USD ($)
Sep. 10, 2021
CNY (¥)
Mar. 16, 2021
USD ($)
Mar. 16, 2021
CNY (¥)
Mar. 09, 2021
Dec. 31, 2020
USD ($)
Liquidity (Details) [Line Items]                                    
Working capital                     $ 278,445,446             $ 223,318,151
Working capital increasing                                   55,127,295
Cash and cash equivalents                     129,223,443             142,078,190
Restricted cash                     39,452,564             442,445
Certificate of deposit                     55,041,832            
Real estate repurchase agreement, description     On March 10, 2020, a real estate repurchase agreement (the “Repurchase Agreement”) was entered into by and between Zhejiang Kandi Technologies and Jinhua Economic and Technological Development Zone pursuant to which the local government shall purchase the land use right over the land of 66 acres (400 mu, 265,029 square meters) that is owned by Zhejiang Kandi Technologies for RMB 525 million ($83 million). On March 10, 2020, a real estate repurchase agreement (the “Repurchase Agreement”) was entered into by and between Zhejiang Kandi Technologies and Jinhua Economic and Technological Development Zone pursuant to which the local government shall purchase the land use right over the land of 66 acres (400 mu, 265,029 square meters) that is owned by Zhejiang Kandi Technologies for RMB 525 million ($83 million).                            
Eligible for tax rebates     $ 79,000,000 ¥ 500,000,000                            
First payment under repurchase agreement                 $ 38,000,000 ¥ 244,000,000                
Second payment under repurchase agreement $ 19,000,000 ¥ 119,000,000                                
Final payment under repurchase agreement         $ 24,000,000 ¥ 150,000,000                        
Additional value of repurchase                     2,000,000 ¥ 12,000,000            
Short-term bank loans                     $ 3,200,000              
Geely [Member]                                    
Liquidity (Details) [Line Items]                                    
Remaining equity interests Percentage             22.00% 22.00%                 22.00%  
Minimum [Member]                                    
Liquidity (Details) [Line Items]                                    
Percentage of annual certificate of deposit                     3.70%              
Maximum [Member]                                    
Liquidity (Details) [Line Items]                                    
Percentage of annual certificate of deposit                     3.99%              
First Half [Member]                                    
Liquidity (Details) [Line Items]                                    
Equity transfer payment                             $ 24,000,000 ¥ 154,000,000    
Second Half [Member]                                    
Liquidity (Details) [Line Items]                                    
Equity transfer payment                         $ 24,000,000 ¥ 154,000,000        
Geely [Member]                                    
Liquidity (Details) [Line Items]                                    
Total consideration             $ 48,000,000 ¥ 308,000,000                    
XML 72 R58.htm IDEA: XBRL DOCUMENT v3.22.2
Principles of Consolidation (Details) - USD ($)
 1 Months Ended 12 Months Ended
Mar. 09, 2021
Nov. 24, 2020
Dec. 31, 2021
Dec. 31, 2020
Nov. 29, 2021
Feb. 18, 2021
Principles of Consolidation (Details) [Line Items]            
Gain from equity sale (in Dollars) $ 17,700,000 $ 100,000,028        
Accounts receivable (in Dollars)     $ 18,000,000      
Other receivables (in Dollars)     2,300,000      
Net income (in Dollars)     $ 7,700,000 $ 6,900,000    
Equity Method Investees [Member]            
Principles of Consolidation (Details) [Line Items]            
Percentage of equity interest 22.00%          
Geely [Member]            
Principles of Consolidation (Details) [Line Items]            
Percentage of equity interest 22.00%         22.00%
Affiliate [Member]            
Principles of Consolidation (Details) [Line Items]            
Percentage of equity interest 22.00%   22.00%      
Zhejiang Kandi Technologies [Member] | Kandi New Energy [Member]            
Principles of Consolidation (Details) [Line Items]            
Percentage owned in subsidiary     50.00%      
Percentage of economic benefits, voting rights and residual interests     100.00%      
Zhejiang Kandi Technologies [Member] | Kandi Hainan [Member]            
Principles of Consolidation (Details) [Line Items]            
Percentage owned in subsidiary     45.00%      
Mr. Hu Xiaoming [Member]            
Principles of Consolidation (Details) [Line Items]            
Percentage owned in subsidiary         50.00%  
Mr. Hu Xiaoming [Member] | Kandi New Energy [Member]            
Principles of Consolidation (Details) [Line Items]            
Percentage owned in subsidiary     50.00%      
Kandi New Energy [Member] | Kandi Hainan [Member]            
Principles of Consolidation (Details) [Line Items]            
Percentage owned in subsidiary     55.00%      
XML 73 R59.htm IDEA: XBRL DOCUMENT v3.22.2
Summary of Significant Accounting Policies (Details) - USD ($)
 1 Months Ended 12 Months Ended 131 Months Ended
Mar. 14, 2022
May 18, 2010
Dec. 31, 2021
Dec. 31, 2020
Dec. 01, 2021
Summary of Significant Accounting Policies (Details) [Line Items]          
Notes payable     $ 8,198,193 $ 92,445  
Restricted cash     39,452,564 442,445  
Net amount due from the affiliate       19,800,000  
Loan interest       2,200,000  
Accounts receivable     18,000,000    
Other receivables     2,300,000    
Amount due from related party     0 886,989  
Amount due to related party     0 500,000  
Allowance for doubtful accounts     3,053,277 110,269  
Notes receivable from unrelated parties     $ 323,128 31,404,630  
Receivable typically mature period     6 months    
Research and development expenses     $ 38,971,986 7,246,312  
Subsidiaries from the chinese government     1,233,192 1,130,262  
Stock-based option expense     0 0  
Amortisation expenses     $ 906,618 625,629  
Ownership interest   50.00% 50.00%   50.00%
Minimum [Member]          
Summary of Significant Accounting Policies (Details) [Line Items]          
Current discount rate     2.10%    
Maximum [Member]          
Summary of Significant Accounting Policies (Details) [Line Items]          
Current discount rate     2.70%    
Kandi New Energy [Member]          
Summary of Significant Accounting Policies (Details) [Line Items]          
Ownership interest     100.00%    
Fair Value, Inputs, Level 3 [Member]          
Summary of Significant Accounting Policies (Details) [Line Items]          
Notes payable, fair value     $ 7,812,000 $ 3,743,000  
Subsequent Event [Member] | Zhejiang Kandi Technologies [Member]          
Summary of Significant Accounting Policies (Details) [Line Items]          
Ownership interest 50.00%        
Forecast [Member] | Kandi New Energy [Member]          
Summary of Significant Accounting Policies (Details) [Line Items]          
Ownership percentage 50.00%        
XML 74 R60.htm IDEA: XBRL DOCUMENT v3.22.2
Summary of Significant Accounting Policies (Details) - Schedule of aging of the accounts receivable - USD ($)
 12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Summary of Significant Accounting Policies (Details) - Schedule of aging of the accounts receivable [Line Items]    
Outstanding balance $ 55,949,582 $ 38,657,406
Subsequent collection [1] 15,605,771 33,309,046
1 to 90 days [Member]    
Summary of Significant Accounting Policies (Details) - Schedule of aging of the accounts receivable [Line Items]    
Outstanding balance 19,978,931 28,298,032
Subsequent collection [1] 11,040,304 23,894,359
91 to 180 days [Member]    
Summary of Significant Accounting Policies (Details) - Schedule of aging of the accounts receivable [Line Items]    
Outstanding balance 8,317,622 7,084,537
Subsequent collection [1] 3,868,362 6,567,082
Over 180 days [Member]    
Summary of Significant Accounting Policies (Details) - Schedule of aging of the accounts receivable [Line Items]    
Outstanding balance 1,815,817 3,164,568
Subsequent collection [1] 646,224 2,847,605
Over one year [Member]    
Summary of Significant Accounting Policies (Details) - Schedule of aging of the accounts receivable [Line Items]    
Outstanding balance 13,960,230 [2]
Subsequent collection [1] 50,881
Over two years [Member]    
Summary of Significant Accounting Policies (Details) - Schedule of aging of the accounts receivable [Line Items]    
Outstanding balance 11,876,982 [2] 110,269
Subsequent collection [1]
[1] the Company reviewed the subsequent collection until March 10, 2022.
[2] The increase of accounts receivable as of December 31, 2021 compared to the amount as of December 31, 2020 was due to the acquisition of Jiangxi Huiyi, and the disposal of ownership of Fengsheng which the amount due from Fengsheng was recorded under “Amount due from the Affiliate Company” prior to the disposal.
XML 75 R61.htm IDEA: XBRL DOCUMENT v3.22.2
Summary of Significant Accounting Policies (Details) - Schedule of asset’s estimated useful life
 12 Months Ended
Dec. 31, 2021
Buildings [Member] | Minimum [Member]  
Public Utility, Property, Plant and Equipment [Line Items]  
Property, plants and equipment, Estimated useful lives 20 years
Buildings [Member] | Maximum [Member]  
Public Utility, Property, Plant and Equipment [Line Items]  
Property, plants and equipment, Estimated useful lives 30 years
Machinery and equipment [Member]  
Public Utility, Property, Plant and Equipment [Line Items]  
Property, plants and equipment, Estimated useful lives 10 years
Office equipment [Member]  
Public Utility, Property, Plant and Equipment [Line Items]  
Property, plants and equipment, Estimated useful lives 5 years
Motor vehicles [Member]  
Public Utility, Property, Plant and Equipment [Line Items]  
Property, plants and equipment, Estimated useful lives 5 years
Molds [Member]  
Public Utility, Property, Plant and Equipment [Line Items]  
Property, plants and equipment, Estimated useful lives 5 years
XML 76 R62.htm IDEA: XBRL DOCUMENT v3.22.2
Summary of Significant Accounting Policies (Details) - Schedule of average exchange rate of the reporting period
Dec. 31, 2021
Dec. 31, 2020
Period end RMB: USD Exchange Rate[Member]    
Summary of Significant Accounting Policies (Details) - Schedule of average exchange rate of the reporting period [Line Items]    
Exchange rate 6.3588 6.5277
Average RMB: USD Exchange Rate [Member]    
Summary of Significant Accounting Policies (Details) - Schedule of average exchange rate of the reporting period [Line Items]    
Exchange rate 6.4499 6.9001
XML 77 R63.htm IDEA: XBRL DOCUMENT v3.22.2
Summary of Significant Accounting Policies (Details) - Schedule of consolidated statements of operations information - USD ($)
 12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Parent including non-VIE subsidiaries [Member]    
Condensed Income Statements, Captions [Line Items]    
Revenues $ 87,210,780 $ 68,235,630
Gross profit 15,892,507 12,973,809
Income (loss) from operations 2,576,730 2,061,373
Income (loss) before income taxes 46,250,219 (14,410,035)
Net income (loss) 40,739,432 (9,648,826)
VIE [Member]    
Condensed Income Statements, Captions [Line Items]    
Revenues 14,414,362 27,613,722
Gross profit 355,355 514,124
Income (loss) from operations (1,240,525) (1,306,977)
Income (loss) before income taxes 3,115,420 (1,031,298)
Net income (loss) 2,279,717 (745,338)
Elimination [Member]    
Condensed Income Statements, Captions [Line Items]    
Revenues (10,138,758) (18,928,839)
Gross profit
Income (loss) from operations
Income (loss) before income taxes (20,155,351)
Net income (loss) (20,155,351)
Consolidated [Member]    
Condensed Income Statements, Captions [Line Items]    
Revenues 91,486,384 76,920,513
Gross profit 16,247,862 13,487,933
Income (loss) from operations 1,336,205 754,396
Income (loss) before income taxes 29,210,288 (15,441,333)
Net income (loss) $ 22,863,798 $ (10,394,164)
XML 78 R64.htm IDEA: XBRL DOCUMENT v3.22.2
Summary of Significant Accounting Policies (Details) - Schedule of consolidated balance sheets information - USD ($)
Dec. 31, 2021
Dec. 31, 2020
Parent including non-VIE subsidiaries [Member]    
Condensed Financial Statements, Captions [Line Items]    
Cash and cash equivalents $ 128,862,704 $ 142,062,013
Total current assets 352,068,155 285,542,114
Total non-current assets 181,562,128 191,180,142
Total current liabilities 58,240,678 85,980,986
Total non-current liabilities 11,971,688 7,544,838
Total stockholders’ equity 463,417,917 383,196,432
VIE [Member]    
Condensed Financial Statements, Captions [Line Items]    
Cash and cash equivalents 360,739 16,177
Total current assets 21,002,017 51,257,889
Total non-current assets 32,700,203 10,128,747
Total current liabilities 36,384,048 27,500,866
Total non-current liabilities 825,567 140,913
Total stockholders’ equity 16,492,605 33,744,857
Elimination [Member]    
Condensed Financial Statements, Captions [Line Items]    
Cash and cash equivalents
Total current assets (30,462,036) (29,684,427)
Total non-current assets (36,710,195) (13,174,625)
Total current liabilities (30,462,036) (29,684,427)
Total non-current liabilities
Total stockholders’ equity (36,710,195) (13,174,625)
Consolidated [Member]    
Condensed Financial Statements, Captions [Line Items]    
Cash and cash equivalents 129,223,443 142,078,190
Total current assets 342,608,136 307,115,576
Total non-current assets 177,552,136 188,134,264
Total current liabilities 64,162,690 83,797,425
Total non-current liabilities 12,797,255 7,685,751
Total stockholders’ equity $ 443,200,327 $ 403,766,664
XML 79 R65.htm IDEA: XBRL DOCUMENT v3.22.2
Summary of Significant Accounting Policies (Details) - Schedule of compared to consolidated assets and liabilities - USD ($)
Dec. 31, 2021
Dec. 31, 2020
VIE [Member]    
Summary of Significant Accounting Policies (Details) - Schedule of compared to consolidated assets and liabilities [Line Items]    
Cash and cash equivalents $ 360,739 $ 16,177
Total current assets 21,002,017 51,257,889
Total non-current assets 32,700,203 10,128,747
Total current liabilities 36,384,048 27,500,866
Total non-current liabilities 825,567 140,913
Consolidated [Member]    
Summary of Significant Accounting Policies (Details) - Schedule of compared to consolidated assets and liabilities [Line Items]    
Cash and cash equivalents 129,223,443 142,078,190
Total current assets 342,608,136 307,115,576
Total non-current assets 177,552,136 188,134,264
Total current liabilities 64,162,690 83,797,425
Total non-current liabilities $ 12,797,255 $ 7,685,751
% of VIE’s assets and liabilities in consolidated assets and liabilities [Member]    
Summary of Significant Accounting Policies (Details) - Schedule of compared to consolidated assets and liabilities [Line Items]    
Cash and cash equivalents 0.30% 0.00%
Total current assets 6.10% 16.70%
Total non-current assets 18.40% 5.40%
Total current liabilities 56.70% 32.80%
Total non-current liabilities 6.50% 1.80%
XML 80 R66.htm IDEA: XBRL DOCUMENT v3.22.2
Summary of Significant Accounting Policies (Details) - Schedule of consolidated cash flows information - USD ($)
 12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Parent including non-VIE subsidiaries [Member]    
Condensed Cash Flow Statements, Captions [Line Items]    
Net cash provided by (used in) operating activities $ (9,412,899) $ (47,026,465)
Net cash provided by (used in) investing activities 30,230,627 58,168,723
Net cash provided by (used in) financing activities 2,042,523 126,446,358
VIE [Member]    
Condensed Cash Flow Statements, Captions [Line Items]    
Net cash provided by (used in) operating activities 9,654,589 (3,856,787)
Net cash provided by (used in) investing activities (22,811,949) (121,767)
Net cash provided by (used in) financing activities 13,496,632 (6,895,506)
Elimination [Member]    
Condensed Cash Flow Statements, Captions [Line Items]    
Net cash provided by (used in) operating activities
Net cash provided by (used in) investing activities 14,791,226 (6,895,506)
Net cash provided by (used in) financing activities (14,791,226) 6,895,506
Consolidated [Member]    
Condensed Cash Flow Statements, Captions [Line Items]    
Net cash provided by (used in) operating activities 241,690 (50,883,252)
Net cash provided by (used in) investing activities 22,209,904 51,151,450
Net cash provided by (used in) financing activities $ 747,929 $ 126,446,358
XML 81 R67.htm IDEA: XBRL DOCUMENT v3.22.2
Concentrations (Details)
 12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Customers [Member]    
Concentrations (Details) [Line Items]    
Concentration risk, percentage 10.00% 10.00%
Suppliers [Member]    
Concentrations (Details) [Line Items]    
Concentration risk, percentage 10.00% 10.00%
XML 82 R68.htm IDEA: XBRL DOCUMENT v3.22.2
Concentrations (Details) - Schedule of concentration percentage
 12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Customer A [Member] | Sales [Member]    
Concentration Risk [Line Items]    
Concentration risk, percentage 15.00% 9.00%
Customer A [Member] | Trade Receivable [Member]    
Concentration Risk [Line Items]    
Concentration risk, percentage 13.00% 13.00%
Customer B [Member] | Sales [Member]    
Concentration Risk [Line Items]    
Concentration risk, percentage 14.00% 14.00%
Customer B [Member] | Trade Receivable [Member]    
Concentration Risk [Line Items]    
Concentration risk, percentage 2.00% 7.00%
Customer C [Member] | Sales [Member]    
Concentration Risk [Line Items]    
Concentration risk, percentage 3.00% 24.00%
Customer C [Member] | Trade Receivable [Member]    
Concentration Risk [Line Items]    
Concentration risk, percentage 1.00% 15.00%
XML 83 R69.htm IDEA: XBRL DOCUMENT v3.22.2
Concentrations (Details) - Schedule of concentration percentage
 12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Purchases [Member] | Zhejiang Kandi Supply Chain Management Co., Ltd. [Member]    
Concentrations (Details) - Schedule of concentration percentage [Line Items]    
Concentration percentage 50.00% 49.00%
Purchases [Member] | Massimo Motor Sports, LLC [Member]    
Concentrations (Details) - Schedule of concentration percentage [Line Items]    
Concentration percentage 6.00% 22.00%
Accounts Payable [Member] | Zhejiang Kandi Supply Chain Management Co., Ltd. [Member]    
Concentrations (Details) - Schedule of concentration percentage [Line Items]    
Concentration percentage 11.00% 9.00%
Accounts Payable [Member] | Massimo Motor Sports, LLC [Member]    
Concentrations (Details) - Schedule of concentration percentage [Line Items]    
Concentration percentage 5.00%
XML 84 R70.htm IDEA: XBRL DOCUMENT v3.22.2
Earnings (Loss) Per Share (Details)
 12 Months Ended
Dec. 31, 2021
shares
Option [Member]  
Earnings (Loss) Per Share (Details) [Line Items]  
Excluded from the calculation of diluted net earnings per share 900,000
Warrants [Member]  
Earnings (Loss) Per Share (Details) [Line Items]  
Excluded from the calculation of diluted net earnings per share 8,131,332
XML 85 R71.htm IDEA: XBRL DOCUMENT v3.22.2
Accounts Receivable, Net (Details) - Schedule of accounts receivable - USD ($)
Dec. 31, 2021
Dec. 31, 2020
Schedule of accounts receivable [Abstract]    
Accounts receivable $ 55,949,582 $ 38,657,406
Less: allowance for doubtful accounts (3,053,277) (110,269)
Accounts receivable, net $ 52,896,305 $ 38,547,137
XML 86 R72.htm IDEA: XBRL DOCUMENT v3.22.2
Accounts Receivable, Net (Details) - Schedule of provision for doubtful accounts - USD ($)
 12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Schedule of provision for doubtful accounts [Abstract]    
BALANCE $ 110,269 $ 254,665
Provision 1,147,679
Reverse (152,809)
Addition of allowance resulted from acquisition of Jiangxi Huiyi 1,763,231  
Exchange rate difference 32,098 8,413
BALANCE $ 3,053,277 $ 110,269
XML 87 R73.htm IDEA: XBRL DOCUMENT v3.22.2
Inventories (Details)
Dec. 31, 2021
USD ($)
Off-roads [Member]  
Inventories (Details) [Line Items]  
Inventory $ 3,800,000
SC Autosports [Member]  
Inventories (Details) [Line Items]  
Short-term loan $ 950,000
XML 88 R74.htm IDEA: XBRL DOCUMENT v3.22.2
Inventories (Details) - Schedule of inventories - USD ($)
Dec. 31, 2021
Dec. 31, 2020
Schedule of inventories [Abstract]    
Raw material $ 9,291,441 $ 7,512,259
Work-in-progress 9,116,194 5,488,532
Finished goods* [1] 14,764,338 6,696,592
Inventories $ 33,171,973 $ 19,697,383
[1] As of December 31, 2021, approximately $3.8 million of inventory of off-roads and EVs held by SC Autosports were pledged as collateral for the $950,000 short-term loan, which was initiated during year 2021.
XML 89 R75.htm IDEA: XBRL DOCUMENT v3.22.2
Notes Receivable (Details) - USD ($)
Dec. 31, 2021
Jun. 22, 2021
Apr. 20, 2021
Jan. 27, 2021
Jan. 15, 2021
Dec. 31, 2020
Notes Receivable (Details) [Line Items]            
Notes receivable from unrelated parties           $ 31,404,630
Notes Receivable One [Member]            
Notes Receivable (Details) [Line Items]            
Notes receivable from unrelated parties $ 323,128          
Notes Receivable [Member]            
Notes Receivable (Details) [Line Items]            
Rate of annual interest           6.00%
Notes Receivable Two [Member]            
Notes Receivable (Details) [Line Items]            
Notes receivable from unrelated parties   $ 9,200,000 $ 9,200,000 $ 6,900,000 $ 6,100,000  
XML 90 R76.htm IDEA: XBRL DOCUMENT v3.22.2
Advances to Suppliers (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2021
Dec. 01, 2020
Advances To Suppliers Are Summarized [Abstract]    
Total contract amount   $ 38.3
Advance payment   $ 23.0
Expense incurred $ 18.2  
XML 91 R77.htm IDEA: XBRL DOCUMENT v3.22.2
Advances to Suppliers (Details) - Schedule of advances to suppliers - USD ($)
Dec. 31, 2021
Dec. 31, 2020
Schedule of advances to suppliers [Abstract]    
Advance payment for inventory purchase [1] $ 4,110,835 $ 13,107,630
Advance payment for R & D [2] 19,365,947
Others 1,829,621 4,259,605
Total $ 5,940,456 $ 36,733,182
[1] This amount represents the advance payment in order to lock up the purchase price of the inventory.
[2] This amount presents the advance payment to a third party for designing a new EV model, as well as related research and development and consulting works. The Company entered into a research and development contract with a third party on December 1, 2020 with total contract amount of $38.3 million, and advance payment of $23.0 million as per the contract. This advance payment will be expensed progressively according to the progress of the R & D project. In the year 2021, $18.2 million expense was incurred accordingly.
XML 92 R78.htm IDEA: XBRL DOCUMENT v3.22.2
Property, Plant and Equipment (Details)
 12 Months Ended
Dec. 31, 2021
USD ($)
m²
shares
Dec. 31, 2020
USD ($)
Property, Plant and Equipment (Details) [Line Items]    
Production capacity with an annual output | shares 100,000  
Depreciation expenses | $ $ 8,650,755 $ 6,976,651
New Location [Member]    
Property, Plant and Equipment (Details) [Line Items]    
Area 57,000  
Construction [Member]    
Property, Plant and Equipment (Details) [Line Items]    
Area 98,000  
XML 93 R79.htm IDEA: XBRL DOCUMENT v3.22.2
Property, Plant and Equipment (Details) - Schedule of property, plants and equipment - USD ($)
Dec. 31, 2021
Dec. 31, 2020
Property, Plant and Equipment [Line Items]    
Property, plant and equipment, gross $ 148,894,701 $ 101,297,556
Less: Accumulated depreciation (37,317,290) (35,894,876)
Property, plant and equipment, net 111,577,411 65,402,680
Buildings [Member]    
Property, Plant and Equipment [Line Items]    
Property, plant and equipment, gross 52,481,460 18,924,734
Machinery and equipment [member    
Property, Plant and Equipment [Line Items]    
Property, plant and equipment, gross 81,994,596 67,893,378
Office equipment [Member]    
Property, Plant and Equipment [Line Items]    
Property, plant and equipment, gross 1,497,461 1,138,870
Motor vehicles and other transport equipment [Member]    
Property, Plant and Equipment [Line Items]    
Property, plant and equipment, gross 1,068,616 587,785
Molds and Others [Member]    
Property, Plant and Equipment [Line Items]    
Property, plant and equipment, gross $ 11,852,568 $ 12,752,789
XML 94 R80.htm IDEA: XBRL DOCUMENT v3.22.2
Intangible Assets (Details) - USD ($)
 12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Goodwill and Intangible Assets Disclosure [Abstract]    
Amortization expenses for intangible assets $ 906,618 $ 625,629
XML 95 R81.htm IDEA: XBRL DOCUMENT v3.22.2
Intangible Assets (Details) - Schedule of gross carrying value and accumulated amortization for each major class of our intangible assets other than goodwill - USD ($)
 12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Intangible Assets (Details) - Schedule of gross carrying value and accumulated amortization for each major class of our intangible assets other than goodwill [Line Items]    
Gross carrying amount of intangible assets $ 16,648,369 $ 5,667,868
Less: Accumulated amortization (3,399,290) (2,435,115)
Intangible assets, net $ 13,249,079 3,232,753
Trade name [Member]    
Intangible Assets (Details) - Schedule of gross carrying value and accumulated amortization for each major class of our intangible assets other than goodwill [Line Items]    
Remaining useful life 0 years  
Gross carrying amount of intangible assets $ 492,235 492,235
Less: Accumulated amortization $ (492,235) (439,798)
Customer relations [Member]    
Intangible Assets (Details) - Schedule of gross carrying value and accumulated amortization for each major class of our intangible assets other than goodwill [Line Items]    
Remaining useful life 0 years  
Gross carrying amount of intangible assets $ 304,086 304,086
Less: Accumulated amortization (304,086) (271,691)
Patent [Member]    
Intangible Assets (Details) - Schedule of gross carrying value and accumulated amortization for each major class of our intangible assets other than goodwill [Line Items]    
Gross carrying amount of intangible assets 5,000,944 4,871,547
Less: Accumulated amortization $ (2,359,212) $ (1,723,626)
Patent [Member] | Minimum [Member]    
Intangible Assets (Details) - Schedule of gross carrying value and accumulated amortization for each major class of our intangible assets other than goodwill [Line Items]    
Remaining useful life 3 years 6 months  
Patent [Member] | Maximum [Member]    
Intangible Assets (Details) - Schedule of gross carrying value and accumulated amortization for each major class of our intangible assets other than goodwill [Line Items]    
Remaining useful life 5 years 2 months 1 day  
Technology [Member]    
Intangible Assets (Details) - Schedule of gross carrying value and accumulated amortization for each major class of our intangible assets other than goodwill [Line Items]    
Gross carrying amount of intangible assets $ 10,851,104  
Less: Accumulated amortization $ (243,757)  
Technology [Member] | Minimum [Member]    
Intangible Assets (Details) - Schedule of gross carrying value and accumulated amortization for each major class of our intangible assets other than goodwill [Line Items]    
Remaining useful life 6 years 9 months 29 days  
Technology [Member] | Maximum [Member]    
Intangible Assets (Details) - Schedule of gross carrying value and accumulated amortization for each major class of our intangible assets other than goodwill [Line Items]    
Remaining useful life 9 years 9 months 29 days  
XML 96 R82.htm IDEA: XBRL DOCUMENT v3.22.2
Intangible Assets (Details) - Schedule of amortization expenses
Dec. 31, 2021
USD ($)
Schedule of amortization expenses [Abstract]  
2022 $ 2,023,355
2023 2,023,355
2024 2,023,355
2025 1,956,729
2026 1,733,803
Thereafter 3,488,482
Total $ 13,249,079
XML 97 R83.htm IDEA: XBRL DOCUMENT v3.22.2
Land Use Rights (Details) - USD ($)
 12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Land Use Rights [Abstract]    
Amortization expenses $ 92,628 $ 201,061
XML 98 R84.htm IDEA: XBRL DOCUMENT v3.22.2
Land Use Rights (Details) - Schedule of land use rights - USD ($)
Dec. 31, 2021
Dec. 31, 2020
Schedule of land use rights [Abstract]    
Cost of land use rights $ 4,131,797 $ 4,024,889
Less: Accumulated amortization (881,461) (767,129)
Land use rights, net $ 3,250,336 $ 3,257,760
XML 99 R85.htm IDEA: XBRL DOCUMENT v3.22.2
Land Use Rights (Details) - Schedule of amortization expense
Dec. 31, 2021
USD ($)
Schedule of amortization expense [Abstract]  
Years ended December 31, $ 92,628
2022 92,628
2023 92,628
2024 92,628
2025 92,628
2026 92,628
Thereafter 2,694,568
Total $ 3,250,336
XML 100 R86.htm IDEA: XBRL DOCUMENT v3.22.2
Other Long-Term Assets (Details) - USD ($)
 12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Other Long-Term Assets (Details) [Line Items]    
Prepayments for land use right [1] $ 4,341,496 $ 4,319,305
Amortization expense 92,628 $ 201,061
Land and Properties Description   (ii)As of December 31, 2020, the Company’s other long-term asset included net value of land of Jinhua facility’s old location with certificates cancelled of $6,095,310 and net value of properties (or buildings/housing) of Jinhua facility’s old location with certificates cancelled of $7,633,247, respectively.
Newly acquired land use right 6,308,374 $ 3,436,310
Amortization expense 79,557  
Hainan [Member]    
Other Long-Term Assets (Details) [Line Items]    
Amortization expense 91,229 $ 85,277
Jinhua Facility [Member]    
Other Long-Term Assets (Details) [Line Items]    
Amortization expense 68,106  
Depreciation Expense on Reclassified Assets 151,694  
Disposal of long-live asset $ 48,000,000  
[1] As of December 31, 2021 and December 31, 2020, the Company’s other long term asset included net value of prepayments for land use right of Hainan facility of $4,341,496 and $4,319,305, respectively. As of December 31, 2021, the land use right of Hainan was not recognized since the land certificate is still in process. The amortization expense for the year ended December 31, 2021 and 2020 were $91,229 and $85,277, respectively.
XML 101 R87.htm IDEA: XBRL DOCUMENT v3.22.2
Other Long-Term Assets (Details) - Schedule of other long term assets - USD ($)
Dec. 31, 2021
Dec. 31, 2020
Schedule of other long term assets [Abstract]    
Long term deferred assets $ 3,706,560
Prepayments for land use right [1] 4,341,496 4,319,305
Land and properties with certificates cancelled [2] 13,728,557
Prepayments for new product molds 6,663,909
Right - of - use asset [3] 6,308,374 3,496,993
Others 342,139 392,160
Total other long term asset $ 10,992,009 $ 32,307,484
[1] As of December 31, 2021 and December 31, 2020, the Company’s other long term asset included net value of prepayments for land use right of Hainan facility of $4,341,496 and $4,319,305, respectively. As of December 31, 2021, the land use right of Hainan was not recognized since the land certificate is still in process. The amortization expense for the year ended December 31, 2021 and 2020 were $91,229 and $85,277, respectively.
[2] As of December 31, 2020, the Company’s other long-term asset included net value of land of Jinhua facility’s old location with certificates cancelled of $6,095,310 and net value of properties (or buildings/housing) of Jinhua facility’s old location with certificates cancelled of $7,633,247, respectively. In the second quarter of 2021, the land and property of Jinhua facility’s old location has been written off. The land amortization expense of Jinhua facility’s old location for the year ended December 31, 2021 were $68,106. The property depreciation expense of Jinhua facility’s old location for the year ended December 31, 2021 were $151,694. The Company’s Jinhua facility moved out of the old location and completed the relocation process in April 2021. The relevant Economic Zone authorities inspected the vacated land and determined that the relocation was formally completed by meeting all stipulated conditions. In the second quarter of 2021, the property of Jinhua facility’s old location has been fully disposed, and the related $48 million gain on disposal of long-live asset was recognized.
[3] As of December 31, 2021 and December 31, 2020, the Company’s operating lease right-of-use assets in other long term asset included net value of newly acquired land use right of Jinhua facility and Jiangxi facility of $6,308,374 and $3,436,310, respectively. The amortization expense for the year ended December 31, 2021 were $79,557.
XML 102 R88.htm IDEA: XBRL DOCUMENT v3.22.2
Taxes (Details) - USD ($)
 12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
May 04, 2020
Mar. 27, 2020
Taxes (Details) [Line Items]        
Applicable corporate income tax rate 25.00%      
Reduced income tax rate 15.00%      
Corporate income tax 25.00% 25.00%    
Corporation income tax, description After combining research and development tax credits of 25% on certain qualified research and development expenses, the Company’s effective tax rate for December 31, 2021 and 2020 was a tax expense of 21.73% on a reported income before taxes of approximately $29.2 million, a tax benefit of 32.69% on a reported loss before taxes of approximately $15.4 million, respectively.      
PRC statutory rate 25.00% 25.00%    
Indefinite carryforward period (in Dollars) $ 500,000 $ 100,000    
Valuation allowance (in Dollars) 12,000,000      
Interest rate       1.00%
Payroll expenses, percentage       60.00%
Other qualifying expenses, percentage       40.00%
PPP loan amount (in Dollars)       $ 207,867
SBA PPP loan program and the entire amount has qualified for forgiveness (in Dollars) $ 451,983      
Subsidiaries [Member]        
Taxes (Details) [Line Items]        
Corporate income tax 25.00%      
PRC [Member]        
Taxes (Details) [Line Items]        
Net operating loss carried forward term 5 years      
PPP loan [Member]        
Taxes (Details) [Line Items]        
Loan amount (in Dollars)     $ 244,166  
Interest rate     1.00%  
PRC, Hong Kong and U.S. [Member]        
Taxes (Details) [Line Items]        
Net operation loss (in Dollars) $ 7,200,000 3,400,000    
High and New Technology Enterprise [Member]        
Taxes (Details) [Line Items]        
Net operation loss (in Dollars) $ 800,000 $ 6,400,000    
HNTE [Member] | PRC [Member]        
Taxes (Details) [Line Items]        
Net operating loss carried forward term 10 years      
XML 103 R89.htm IDEA: XBRL DOCUMENT v3.22.2
Taxes (Details) - Schedule of income tax expenses - USD ($)
 12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Current:    
Provision for CIT $ 2,273,175 $ 302,553
Deferred:    
Provision for CIT 4,073,315 (5,349,722)
Income tax expense (benefit) $ 6,346,490 $ (5,047,169)
XML 104 R90.htm IDEA: XBRL DOCUMENT v3.22.2
Taxes (Details) - Schedule of provision for income taxes - USD ($)
 12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Schedule of provision for income taxes [Abstract]    
Expected taxation at PRC statutory tax rate $ 7,302,572 $ (3,860,333)
Gain or loss difference due to outside basis in equity investments 106,289 (4,347,061)
Effect of differing tax rates in different jurisdictions 66,108 93,806
Effect of PRC preferential tax rates (704,361) 1,145,631
Non-taxable income (1,976,661) (7,889)
Non-deductible expenses 1,352,085 615,659
Research and development super-deduction (2,006,682) (458,723)
(Over) Under-accrued EIT for previous years 323,427 (24,583)
Addition to valuation allowance 8,499,993 1,629,952
Divided received deduction (3,023,303)  
Local tax adjustment 1,734,997  
Other (including inter-company transaction) (5,327,974) 166,372
Income tax (benefit) expense $ 6,346,490 $ (5,047,169)
XML 105 R91.htm IDEA: XBRL DOCUMENT v3.22.2
Taxes (Details) - Schedule of deferred tax assets and liabilities - USD ($)
Dec. 31, 2021
Dec. 31, 2020
Deferred tax assets:    
Accruals and reserves $ 7,471,881 $ 1,160,830
Depreciation
Outside basis difference of investment in the Affiliate Company 7,821,994
Loss carried forward 7,195,729 3,415,400
Total deferred tax assets 14,667,610 12,398,224
Deferred tax liabilities:    
Expense (411,195) (588,889)
Intangible (1,981,862) (473,024)
Revenue (462,623) (2,421,259)
Total deferred tax liability (2,855,680) (3,483,172)
Net deferred tax assets (liabilities) 11,811,930 8,915,052
less: valuation allowance (12,052,774) (3,433,277)
Net deferred tax assets(liabilities),net of valuation allowance $ (240,844) $ 5,481,775
XML 106 R92.htm IDEA: XBRL DOCUMENT v3.22.2
Taxes (Details) - Schedule of income (loss) before income taxes - USD ($)
 12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Taxes (Details) - Schedule of income (loss) before income taxes [Line Items]    
Total $ 29,210,288 $ (15,441,333)
PRC [Member]    
Taxes (Details) - Schedule of income (loss) before income taxes [Line Items]    
Total 30,719,006 (12,734,584)
Non-PRC [Member]    
Taxes (Details) - Schedule of income (loss) before income taxes [Line Items]    
Total $ (1,508,718) $ (2,706,749)
XML 107 R93.htm IDEA: XBRL DOCUMENT v3.22.2
Taxes (Details) - Schedule of valuation allowance of deferred tax assets
 12 Months Ended
Dec. 31, 2021
USD ($)
Net change of valuation allowance of Deferred tax assets  
Balance at December 31,2020 $ 3,433,277
Additions-change to tax expense 8,499,993
Prior year true up 131,364
Exchange rate difference (11,860)
Balance at December 31,2021 $ 12,052,774
XML 108 R94.htm IDEA: XBRL DOCUMENT v3.22.2
Taxes (Details) - Schedule of income tax expense exemptions and reductions - USD ($)
 12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Schedule of income tax expense exemptions and reductions [Abstract]    
Tax benefit (holiday) credit $ 2,226,944 $ 690,905
Basic net income per share effect $ 0.03 $ 0.01
XML 109 R95.htm IDEA: XBRL DOCUMENT v3.22.2
Leases and Right-of-Use-Assets (Details) - USD ($)
 1 Months Ended 12 Months Ended
Oct. 31, 2021
Oct. 31, 2020
Dec. 31, 2021
Apr. 30, 2021
Jan. 31, 2020
Leases and Right-of-Use-Assets (Details) [Line Items]          
Lease term         15 months
Discount rate         4.25%
Acquired for land use $ 2,800,000        
Operating right of use asset     $ 6,308,374    
Operating lease expense     $ 79,557    
Lease [Member]          
Leases and Right-of-Use-Assets (Details) [Line Items]          
Land use rights of gross value   $ 3,500,000      
SC Autosports [Member] | Corporate Office Lease [Member]          
Leases and Right-of-Use-Assets (Details) [Line Items]          
Lease term       15 months  
Lease payment, description     The monthly lease payment is $11,000 from February 2020 to April 2020 and $12,000 from May 2020 to April 2021.    
XML 110 R96.htm IDEA: XBRL DOCUMENT v3.22.2
Leases and Right-of-Use-Assets (Details) - Schedule of information related to operating leases
 12 Months Ended
Dec. 31, 2021
USD ($)
Schedule of information related to operating leases [Abstract]  
Cash payments for operating leases $ 79,557
XML 111 R97.htm IDEA: XBRL DOCUMENT v3.22.2
Contingent Consideration Liability (Details)
¥ in Millions
 1 Months Ended 12 Months Ended
Jul. 01, 2018
USD ($)
shares
Jan. 03, 2018
USD ($)
shares
Oct. 31, 2021
Dec. 31, 2021
USD ($)
shares
Dec. 31, 2020
USD ($)
shares
Dec. 31, 2019
CNY (¥)
Dec. 31, 2018
shares
Contingent Consideration Liability (Details) [Line Items]              
Value of shares issued (in Dollars) | $         $ 151,923,247    
Number of total shares       5,919,674      
Number of shares, granted          
Equity consideration percentage     100.00%       20.00%
Cash on hand         $ 7,900,000 ¥ 50  
Additional shares       2,576,310      
Contingent consideration liability (in Dollars) | $       $ 7,812,000 $ 3,743,000    
SC Autosports [Member]              
Contingent Consideration Liability (Details) [Line Items]              
Percentage of acquisition of equity 100.00%            
Jinhua An Kao [Member]              
Contingent Consideration Liability (Details) [Line Items]              
Contingent consideration liability, description   the Company completed the acquisition of 100% of the equity of Jinhua An Kao, currently known as Kandi Smart Battery Swap Co., Ltd. (“Kandi Smart Battery Swap”). The Company paid approximately RMB 25.93 million (approximately $4 million) at the closing of the transaction using cash on hand and issued a total of 2,959,837 shares of restrictive stock or 6.2% of the Company’s total outstanding shares of the common stock immediately prior to the closing of the acquisition valued at approximately $20.7 million to the former shareholders of Kandi Smart Battery Swap and his designees (the “KSBS Shareholders”), and may be required to pay future consideration of up to an additional 2,959,837 shares of common stock, which are being held in escrow and to be released contingent upon the achievement of certain net income-based milestones in the next three years.         Kandi Smart Battery Swap Co., Ltd. (“Kandi Smart Battery Swap”). The Company paid approximately RMB 25.93 million (approximately $4 million) at the closing of the transaction using cash on hand and issued a total of 2,959,837 shares of restrictive stock or 6.2% of the Company’s total outstanding shares of the common stock immediately prior to the closing of the acquisition valued at approximately $20.7 million to the former shareholders of Kandi Smart Battery Swap and his designees (the “KSBS Shareholders”), and may be required to pay future consideration of up to an additional 2,959,837 shares of common stock, which are being held in escrow and to be released contingent upon the achievement of certain net income-based milestones in the next three years. Any escrowed shares that are not released from escrow to the KSBS Shareholders as a result of the failure to achieve the milestones will be forfeited and returned to the Company for cancellation. While the escrowed shares are held in escrow, the Company will retain all voting rights with respect to such shares. For the year ended December 31, 2018, Kandi Smart Battery Swap achieved its first year net profit target. Accordingly, the KSBS Shareholders received 739,959 shares of Kandi’s restrictive common stock or 12.5% of the total equity consideration (i.e., 5,919,674 total shares) as part of the purchase price. For the year ended December 31, 2019, Kandi Smart Battery Swap achieved its second year net profit target. Accordingly, the KSBS Shareholders received 986,810 shares of Kandi’s restrictive common stock or 16.67% of the total equity consideration (i.e., 5,919,674 total shares) as part of the purchase price. All the escrowed shares have been included in the Company’s registration statement on Form S-3 declared effective by the SEC on April 5, 2019.As the outbreak of COVID-19 in 2020 affected Kandi Smart Battery Swap’s operation and business, on July 7, 2020, the Company and the KSBS Shareholders made the following supplements to Condition III of the original Supplementary Agreement: The KSBS Shareholders have the right to receive an aggregate of 20.83% of the total equity consideration (i.e., 5,919,674 total shares), provided that Kandi Smart Battery Swap realizes a net profit of RMB50 million (approximately $8 million) or more for the period from January 1, 2020 to June 30, 2021 (as opposed to be the originally stated “December 31, 2020”), and such profit is audited or reviewed and Kandi Smart Battery Swap gets annual or quarterly financial report issued under US GAAP. For the period from January 1, 2020 to June 30, 2021, Kandi Smart Battery Swap achieved its net profit target. Accordingly, the KSBS Shareholders received 1,233,068 shares of Kandi’s restrictive common stock or 20.83% of the total equity consideration (i.e., 5,919,674 total shares) as part of the purchase price.
Number of shares issued   2,959,837          
Value of shares issued (in Dollars) | $   $ 20,700,000          
KSBS Shareholders [Member]              
Contingent Consideration Liability (Details) [Line Items]              
Total equity consideration, percentage       20.83%      
SC Autosports [Member]              
Contingent Consideration Liability (Details) [Line Items]              
Contingent consideration liability, description           For the year ended December 31, 2019, SC Autosports achieved its second year pre-tax profit target. Accordingly, the former members of SC Autosports received 515,907 shares of Kandi’s restrictive common stock or 30% of the total equity consideration in the purchase price. For the year ended December 31, 2020, SC Autosports partially achieved its third year pre-tax profit target. As the gap between third year’s pretax profit and pre-tax profit target is less than 20%, the former members of SC Autosports received 515,907 shares of Kandi’s restrictive common stock or 30% of the total equity consideration in the purchase price.  
Percentage of outstanding shares 0.30%            
Number of shares, granted             343,938
Restricted Stock [Member] | SC Autosports [Member]              
Contingent Consideration Liability (Details) [Line Items]              
Number of shares issued 171,969            
Transfer Agreement [Member] | SC Autosports [Member]              
Contingent Consideration Liability (Details) [Line Items]              
Number of shares issued 1,547,721            
Transfer Agreement [Member] | Restricted Stock [Member] | SC Autosports [Member]              
Contingent Consideration Liability (Details) [Line Items]              
Value of shares issued (in Dollars) | $ $ 800,000            
XML 112 R98.htm IDEA: XBRL DOCUMENT v3.22.2
Contingent Consideration Liability (Details) - Schedule of contingent consideration liability - USD ($)
Dec. 31, 2021
Dec. 31, 2020
Condensed Balance Sheet Statements, Captions [Line Items]    
Total contingent consideration liability $ 7,812,000 $ 3,743,000
KSBS Shareholders [Member]    
Condensed Balance Sheet Statements, Captions [Line Items]    
Total contingent consideration liability 3,743,000
Jiangxi Huiyi [Member]    
Condensed Balance Sheet Statements, Captions [Line Items]    
Total contingent consideration liability $ 7,812,000
XML 113 R99.htm IDEA: XBRL DOCUMENT v3.22.2
Common Shares (Details) - USD ($)
 1 Months Ended 12 Months Ended
Mar. 09, 2021
Nov. 12, 2020
Dec. 01, 2021
Dec. 16, 2020
Nov. 24, 2020
Dec. 31, 2021
Dec. 31, 2020
Common Shares (Details) [Line Items]              
Common stock, par value           $ 0.001 $ 0.001
Gross proceeds $ 17,700,000       $ 100,000,028    
Aggregate purchase percentage           6.00%  
Common stock shares           564,264  
Warrants, exercisable price           $ 8.18  
Retire from treasury       487,155      
Treasury stock balance decreased       $ 1,200,000,000      
Reduced value of stock       $ 2,477,965      
Placement Agent Warrants [Member]              
Common Shares (Details) [Line Items]              
Aggregate purchase percentage           3.00%  
Common stock shares           265,487  
Warrants, exercisable price           $ 14.5  
Director [Member]              
Common Shares (Details) [Line Items]              
Stock Repurchased value     $ 20,000,000        
Stock Repurchased shares           679,749  
Repurchase average stock price           $ 3.52  
Securities Purchase Agreement [Member]              
Common Shares (Details) [Line Items]              
Aggregate of issued in units   9,404,392     8,849,560    
Common stock, par value   $ 0.001          
Warrants per share   0.4     $ 0.4    
Price per share   $ 6.38     $ 11.3    
Gross proceeds   $ 60,000,021          
Offering expenses payable   $ 3,100,000     $ 5,000,000    
Securities Purchase Agreement [Member] | Common Stock [Member]              
Common Shares (Details) [Line Items]              
Aggregate of issued in units   9,404,392     8,849,560    
warrants exercisable   3,761,757     3,539,825    
Warrant exercise price   $ 8.18          
Securities Purchase Agreement [Member] | Warrant [Member]              
Common Shares (Details) [Line Items]              
Warrants per share         $ 14.5    
XML 114 R100.htm IDEA: XBRL DOCUMENT v3.22.2
Stock Options (Details)
 1 Months Ended
May 29, 2015
USD ($)
$ / shares
shares
Stock Options (Details) [Line Items]  
Stock option vest expire date, description The stock options will vest ratably over three years and expire on the tenth anniversary of the grant date.
Stock option vested term 3 years
Stock options, description The Company valued the stock options at $39,990,540 and had amortized the stock compensation expense using the straight-line method over the service period from May 29, 2015, through May 29, 2018.
Stock option (in Dollars) | $ $ 39,990,540
Expected volatility 90.00%
Expected life 10 years
Risk free interest rate 2.23%
Expected dividend yield 0.00%
Board of Directors [Member]  
Stock Options (Details) [Line Items]  
Stock opton to purchase (in Shares) | shares 4,900,000
Directors, Officers and Senior Employees [Member]  
Stock Options (Details) [Line Items]  
Exercised price per share (in Dollars per share) | $ / shares $ 9.72
Employees and Directors [Member]  
Stock Options (Details) [Line Items]  
Fair value of stock option issued (in Shares) | shares 4,900,000
Fair value of stock opttion issued per share (in Dollars per share) | $ / shares $ 8.16
XML 115 R101.htm IDEA: XBRL DOCUMENT v3.22.2
Stock Options (Details) - Schedule of stock option activities - $ / shares
 12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Schedule of stock option activities [Abstract]    
Number of Shares, Outstanding beginning balance 900,000 3,900,000
Weighted Average Exercise Price, Outstanding beginning balance $ 9.72 $ 9.72
Number of Shares, Granted
Weighted Average Exercise Price, Granted
Number of Shares, Exercised 3,000,000
Weighted Average Exercise Price, Exercised $ 9.72
Number of Shares, Cancelled
Weighted Average Exercise Price, Cancelled
Number of Shares, Forfeited
Weighted Average Exercise Price, Forfeited
Number of Shares, Outstanding ending balance 900,000 900,000
Weighted Average Exercise Price, Outstanding ending balance $ 9.72 $ 9.72
XML 116 R102.htm IDEA: XBRL DOCUMENT v3.22.2
Stock Award (Details) - USD ($)
 1 Months Ended 12 Months Ended
May 15, 2020
May 09, 2020
Apr. 30, 2021
Apr. 30, 2019
Jan. 29, 2019
Apr. 18, 2018
Sep. 26, 2016
Dec. 31, 2021
Dec. 31, 2020
Stock Award (Details) [Line Items]                  
Shares granted to certain management members and employees as compensation              
Expenses for stock compensation (in Dollars)               $ 1,484,576 $ 902,666
2008 Plan [Member]                  
Stock Award (Details) [Line Items]                  
Total number of shares of common stock grant to key employees             250,000    
Shares granted to certain management members and employees as compensation           238,600      
Mr. Henry Yu [Member]                  
Stock Award (Details) [Line Items]                  
Restricted shares of common stock compensate               5,000  
Mr. Jerry Lewin [Member]                  
Stock Award (Details) [Line Items]                  
Restricted shares of common stock compensate               5,000  
Ms. Kewa Luo [Member]                  
Stock Award (Details) [Line Items]                  
Shares of common stock compensate               5,000  
Ms Zhu Xiaoying [Member] | 2008 Omnibus Long-Term Incentive Plan [Member]                  
Stock Award (Details) [Line Items]                  
Shares of common stock compensate         10,000        
Mr. Jehn Ming Lim [Member] | 2008 Omnibus Long-Term Incentive Plan [Member]                  
Stock Award (Details) [Line Items]                  
Shares of common stock compensate 6,000                
Certain management members and employees [Member]                  
Stock Award (Details) [Line Items]                  
Shares granted to certain management members and employees as compensation   238,600 238,600 238,600          
XML 117 R103.htm IDEA: XBRL DOCUMENT v3.22.2
Equity Method Investment in the Affiliate Company (Details)
$ in Millions
 1 Months Ended
Sep. 10, 2021
USD ($)
Sep. 10, 2021
CNY (¥)
Mar. 16, 2021
USD ($)
Mar. 16, 2021
CNY (¥)
Dec. 31, 2021
Mar. 09, 2021
Feb. 18, 2021
USD ($)
Feb. 18, 2021
CNY (¥)
Equity Transfer Agreement [Member]                
Equity Method Investment in the Affiliate Company (Details) [Line Items]                
Equity interests percentage             22.00% 22.00%
Affiliate [Member]                
Equity Method Investment in the Affiliate Company (Details) [Line Items]                
Equity interests percentage         22.00% 22.00%    
Equity Transfer Agreement [Member]                
Equity Method Investment in the Affiliate Company (Details) [Line Items]                
Total consideration             $ 48 ¥ 308,000,000
First Half [Member]                
Equity Method Investment in the Affiliate Company (Details) [Line Items]                
Equity transfer payment     $ 24 ¥ 154,000,000        
Second Half [Member]                
Equity Method Investment in the Affiliate Company (Details) [Line Items]                
Equity transfer payment $ 24 ¥ 154,000,000            
XML 118 R104.htm IDEA: XBRL DOCUMENT v3.22.2
Equity Method Investment in the Affiliate Company (Details) - Schedule of equity method investments - Affiliated Company [Member] - USD ($)
 12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Schedule of Equity Method Investments [Line Items]    
Investment in the Affiliate Company, beginning of the period, $ 28,892,638 $ 47,228,614
Investment decreased in 2021 (48,436,812)
Gain from equity sale 17,788,351
Reversal of prior year reduction in the equity of the Affiliate Company* 3,363,015 (3,275,999)
Company’s share in net loss of Affiliate based on 22% ownership for period from January 1, 2021 to March 9, 2021 and year ended December 31, 2020 (2,692,225) (16,812,341)
Non-controlling interest 99,891 (445,977)
Prior year unrealized profit realized 5,656
Subtotal (2,592,334) (17,252,662)
Exchange difference 985,142 2,192,685
Investment in Affiliate Company, end of the period 28,892,638
- Non-controlling interest carrying amount   $ 2,611,821
XML 119 R105.htm IDEA: XBRL DOCUMENT v3.22.2
Equity Method Investment in the Affiliate Company (Details) - Schedule of equity method investments (Parentheticals)
 12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Affiliated Company [Member]    
Schedule of Equity Method Investments [Line Items]    
Affiliate ownership 22.00% 22.00%
XML 120 R106.htm IDEA: XBRL DOCUMENT v3.22.2
Commitments and Contingencies (Details)
¥ in Millions
 1 Months Ended
Mar. 15, 2013
USD ($)
Apr. 30, 2017
Mar. 15, 2013
CNY (¥)
Nanlong Group Co., Ltd [Member]      
Commitments and Contingencies (Details) [Line Items]      
Description of loans period (“NGCL”) for NGCL’s $3,145,248 (RMB 20 million) loan from Shanghai Pudong Development Bank Jinhua Branch, with a related loan period from March 15, 2013 to March 15, 2016.    
Guarantee for bank loans amount $ 3,145,248   ¥ 20
Shanghai Pudong Development Bank [Member]      
Commitments and Contingencies (Details) [Line Items]      
Loan borrowed, description   In April 2017, Shanghai Pudong Development Bank filed a lawsuit against NGCL, the Company and ten other parties in Zhejiang Province People’s Court in Yongkang City, alleging NGCL defaulted on a bank loan borrowed from Shanghai Pudong Development Bank for a principal amount of approximately $2.9 million and demanded that the guarantor bear the liability for compensation.  
XML 121 R107.htm IDEA: XBRL DOCUMENT v3.22.2
Segment Reporting (Details)
 12 Months Ended
Dec. 31, 2021
Segment Reporting [Abstract]  
Number of operating segment 1
XML 122 R108.htm IDEA: XBRL DOCUMENT v3.22.2
Segment Reporting (Details) - Schedule of revenues by geographic area - USD ($)
 12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Primary geographical markets [Member]    
Segment Reporting (Details) - Schedule of revenues by geographic area [Line Items]    
Revenues $ 91,486,384 $ 76,920,513
Major Products [Member]    
Segment Reporting (Details) - Schedule of revenues by geographic area [Line Items]    
Revenues 91,486,384 76,920,513
Timing of revenue recognition [Member]    
Segment Reporting (Details) - Schedule of revenues by geographic area [Line Items]    
Revenues 91,486,384 76,920,513
Overseas [Member] | Primary geographical markets [Member]    
Segment Reporting (Details) - Schedule of revenues by geographic area [Line Items]    
Revenues 32,669,996 29,394,148
China [Member] | Primary geographical markets [Member]    
Segment Reporting (Details) - Schedule of revenues by geographic area [Line Items]    
Revenues 58,816,388 47,526,365
EV parts [Member] | Major Products [Member]    
Segment Reporting (Details) - Schedule of revenues by geographic area [Line Items]    
Revenues 25,348,003 40,645,696
EV products [Member] | Major Products [Member]    
Segment Reporting (Details) - Schedule of revenues by geographic area [Line Items]    
Revenues 1,478,566 684,525
Off-road vehicles [Member] | Major Products [Member]    
Segment Reporting (Details) - Schedule of revenues by geographic area [Line Items]    
Revenues 29,336,693 29,824,323
Electric Scooters, Electric Self-Balancing Scooters and associated parts [Member] | Major Products [Member]    
Segment Reporting (Details) - Schedule of revenues by geographic area [Line Items]    
Revenues 30,018,290 5,765,969
Battery exchange equipment and Battery exchange service [Member] | Major Products [Member]    
Segment Reporting (Details) - Schedule of revenues by geographic area [Line Items]    
Revenues 785,183
Lithium-ion cells [Member] | Major Products [Member]    
Segment Reporting (Details) - Schedule of revenues by geographic area [Line Items]    
Revenues 4,519,649
Products transferred at a point in time [Member] | Timing of revenue recognition [Member]    
Segment Reporting (Details) - Schedule of revenues by geographic area [Line Items]    
Revenues $ 91,486,384 $ 76,920,513
XML 123 R109.htm IDEA: XBRL DOCUMENT v3.22.2
Acquisitions (Details)
¥ in Millions
 1 Months Ended 12 Months Ended
Oct. 31, 2021
USD ($)
Oct. 31, 2021
CNY (¥)
Oct. 20, 2021
USD ($)
Oct. 20, 2021
CNY (¥)
Jul. 19, 2021
USD ($)
Jul. 19, 2021
CNY (¥)
Nov. 16, 2016
Dec. 31, 2021
USD ($)
shares
Acquisitions (Details) [Line Items]                
Supplementary agreement, description               In addition, pursuant to the Supplementary Agreement by and between the two parties, the Company may issue 858,770 shares of registered stock (the “Shares”) to the Transferors each year for the next three years, conditioned on the fulfillment of the undertaking by the Transferors of Jiangxi Huiyi to achieve no less than RMB 15 million (approximately $2.3 million) net income (the “Annual Profit Target”) over the course of each of the following three years without additional investment by Zhejiang Kandi Technologies. The Shares will be registered on proper registration statement.The Supplementary Agreement sets forth the terms and conditions of the issuance of the Shares for the three year period subsequent to the consummation of acquisition from July 1, 2021 to June 30, 2022, 2023 and 2024 as below: If Jiangxi Huiyi achieves the Annual Profit Target, 858,770 shares will be issued to the Transferors. However, a reduced number of shares may be issued to Transferors if Jiangxi Huiyi fails to achieve its Annual Profit Target: If the annual net profits of Jiangxi Huiyi fall below the Annual Profit Target by 20% or less, 687,016 shares will be issued to the Transferors; if net profits of Jiangxi Huiyi fall below the Annual Profit Target by a percentage between 20% and 40%, 515,262 shares will be issued to the Transferors; and if net profits of Jiangxi Huiyi fall below the Annual Profit Target by 40% or more, no shares will be issued to the Transferors. All the profit targets referenced above shall follow the United States Generally Accepted Accounting Principles. 
Contingent liability               $ 10,600,000
Additional shares of restrictive common stock (in Shares) | shares               2,576,310
Transaction costs               $ 60,347
Jiangxi Huiyi [Member]                
Acquisitions (Details) [Line Items]                
Purchase price $ 7,700,000 ¥ 50 $ 3,900,000 ¥ 25 $ 3,900,000 ¥ 25    
Revenue               4,600,000
Operating loss               $ 200,000
Business Combination [Member] | Jiangxi Huiyi [Member]                
Acquisitions (Details) [Line Items]                
Acquisition, description             Jiangxi Huiyi owns an intelligent production line with a daily output of 250,000 units of 18650 lithium batteries. Besides, as of December 31, 2021, it has 7 invention patents, 28 utility model patents, and 10 appearance patents approved by the PRC State Intellectual Property Offices.  
Purchase price percentage     50.00% 50.00% 50.00% 50.00%    
XML 124 R110.htm IDEA: XBRL DOCUMENT v3.22.2
Acquisitions (Details) - Schedule of preliminary purchase price as of the acquisition date - Jiangxi Huiyi [Member]
 12 Months Ended
Dec. 31, 2021
USD ($)
Business Acquisition [Line Items]  
Cash $ 7,806,767
Fair value of contingent consideration 10,646,000
Total $ 18,452,767
XML 125 R111.htm IDEA: XBRL DOCUMENT v3.22.2
Acquisitions (Details) - Schedule of preliminary purchase price allocations - Jiangxi Huiyi [Member]
 12 Months Ended
Dec. 31, 2021
USD ($)
Acquisitions (Details) - Schedule of preliminary purchase price allocations [Line Items]  
Goodwill $ 5,682,051
Amortizable intangible assets 10,773,338
Other net assets 3,094,810
Deferred tax liability (1,097,432)
Total $ 18,452,767
XML 126 R112.htm IDEA: XBRL DOCUMENT v3.22.2
Acquisitions (Details) - Schedule of preliminary purchase price to specific intangible asset - Technology [Member]
 12 Months Ended
Dec. 31, 2021
USD ($)
Amortizable intangible assets:  
Amount Assigned (in Dollars) $ 10,773,338
Minimum [Member]  
Amortizable intangible assets:  
Estimated useful life (in years) 7 years
Maximum [Member]  
Amortizable intangible assets:  
Estimated useful life (in years) 10 years
XML 127 R113.htm IDEA: XBRL DOCUMENT v3.22.2
Acquisitions (Details) - Schedule of unaudited pro forma combined statements of operations information - USD ($)
 12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Schedule of unaudited pro forma combined statements of operations information [Abstract]    
Revenue $ 116,847,257 $ 79,931,122
LOSS FROM OPERATIONS 755,314 606,360
NET LOSS $ 23,696,197 $ (10,586,299)
XML 128 R114.htm IDEA: XBRL DOCUMENT v3.22.2
Pre-Existed Vie (Details)
 12 Months Ended
Dec. 31, 2021
Pre Existed Vie [Abstract]  
After-tax profit percentage 10.00%
Registered capital percentage 50.00%
XML 129 R115.htm IDEA: XBRL DOCUMENT v3.22.2
Pre-Existed Vie (Details) - Schedule of the cash flows between the Company’s pre-existed VIE and other non-VIE entities - USD ($)
 12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
non-VIE One [Member]    
Pre-Existed Vie (Details) - Schedule of the cash flows between the Company’s pre-existed VIE and other non-VIE entities [Line Items]    
Transfer from [1] Other non-VIE subsidiaries in PRC* Other non-VIE subsidiaries in PRC*
Transfer to VIE VIE
Approximate value $ 750,787 $ 3,079,765
Note Products purchased from VIE by the other non-VIE subsidiaries in PRC Products purchased from VIE by the other non-VIE subsidiaries in PRC
non-VIE two [Member]    
Pre-Existed Vie (Details) - Schedule of the cash flows between the Company’s pre-existed VIE and other non-VIE entities [Line Items]    
Transfer from [1] Other non-VIE subsidiaries in PRC* Other non-VIE subsidiaries in PRC*
Transfer to VIE VIE
Approximate value $ 45,259,160 $ 19,630,712
Note Cash (as working capital) borrowed by the VIE from other non-VIE subsidiaries in PRC Cash (as working capital) borrowed by the VIE from other non-VIE subsidiaries in PRC
VIE [Member]    
Pre-Existed Vie (Details) - Schedule of the cash flows between the Company’s pre-existed VIE and other non-VIE entities [Line Items]    
Transfer from VIE VIE
Transfer to [1] Other non-VIE subsidiaries in PRC* Other non-VIE subsidiaries in PRC*
Approximate value $ 11,051,936 $ 35,725,229
Note Products purchased from the other non-VIE subsidiaries in PRC by the VIE Products purchased from the other non-VIE subsidiaries in PRC by the VIE
VIE One [Member]    
Pre-Existed Vie (Details) - Schedule of the cash flows between the Company’s pre-existed VIE and other non-VIE entities [Line Items]    
Transfer from VIE VIE
Transfer to [1] Other non-VIE subsidiaries in PRC* Other non-VIE subsidiaries in PRC*
Approximate value $ 34,465,328 $ 26,526,218
Note Investment amount and working capital contribution, as well as repayment by the VIE to the other non-VIE subsidiaries in PRC Cash (as working capital) repaid by the VIE to the other non-VIE subsidiaries in PRC
VIE Two [Member]    
Pre-Existed Vie (Details) - Schedule of the cash flows between the Company’s pre-existed VIE and other non-VIE entities [Line Items]    
Transfer from VIE  
Transfer to Zhejiang Kandi Technologies  
Approximate value $ 20,155,351  
Note Cash transferred as dividend from the VIE to its direct parent entity, Zhejiang Kandi Technologies.  
[1] Other non-VIE subsidiaries in PRC include the entities such as Zhejiang Kandi Technologies, Kandi Smart Battery Swap, Kandi Hainan and Yongkang Scrou.
XML 130 R116.htm IDEA: XBRL DOCUMENT v3.22.2
Pre-Existed Vie (Details) - Schedule of intercompany activities between non-VIE subsidiaries and VIE - USD ($)
 12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
VIE [Member]    
Pre-Existed Vie (Details) - Schedule of intercompany activities between non-VIE subsidiaries and VIE [Line Items]    
Purchaser VIE VIE
Seller Other non-VIE subsidiaries in PRC* Other non-VIE subsidiaries in PRC*
Approximate value $ 10,022,236 $ 18,761,492
non-VIE One [Member]    
Pre-Existed Vie (Details) - Schedule of intercompany activities between non-VIE subsidiaries and VIE [Line Items]    
Purchaser Other non-VIE subsidiaries in PRC* Other non-VIE subsidiaries in PRC*
Seller VIE VIE
Approximate value $ 116,522 $ 167,349
XML 131 R117.htm IDEA: XBRL DOCUMENT v3.22.2
Pre-Existed Vie (Details) - Schedule of receivables and payables between non-VIE subsidiaries and VIE - USD ($)
 12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Non-VIE [Member]    
Pre-Existed Vie (Details) - Schedule of receivables and payables between non-VIE subsidiaries and VIE [Line Items]    
Description Receivables of other non-VIE subsidiaries in PRC* due from VIE Receivables of other non-VIE subsidiaries in PRC* due from VIE
Approximate value $ 28,582,029 $ 10,877,303
VIE [Member]    
Pre-Existed Vie (Details) - Schedule of receivables and payables between non-VIE subsidiaries and VIE [Line Items]    
Description Receivables of VIE due from other non-VIE subsidiaries in PRC* Receivables of VIE due from other non-VIE subsidiaries in PRC*
Approximate value $ 1,880,007 $ 18,807,124
XML 132 R118.htm IDEA: XBRL DOCUMENT v3.22.2
Subsequent Event (Details) - Subsequent Event [Member]
$ / shares in Units, $ in Thousands, ¥ in Millions
 1 Months Ended
Mar. 14, 2022
USD ($)
Feb. 15, 2022
Mar. 14, 2022
CNY (¥)
Jan. 31, 2022
$ / shares
shares
Subsequent Event (Details) [Line Items]        
Subsequent event, description   (“Jiangsu Xingchi”), and Jiangsu Xingchi’s existing production capacity is far from meeting the needs of the U.S. market, in order to expand production capacity to meet the needs of the U.S. market, on February 15, 2022, Kandi Hainan and Jiangsu Xingchi jointly invested RMB 30,000,000 (approximately $4.6 million) in Haikou, Hainan (of which Kandi Hainan owns 66.7% and Jiangsu Xingchi owns 33.3%) to establish Hainan Kandi Holding New Energy Technology Co., Ltd. (“Hainan Kandi Holding”). Hainan Kandi Holding will specialize in the production of electric golf crossover vehicles and other products in Kandi Hainan’s factory.    
Common Stock [Member]        
Subsequent Event (Details) [Line Items]        
Common shares issued | shares       459,036
Average stock price per share | $ / shares       $ 3.42
Zhejiang Kandi Technologies [Member]        
Subsequent Event (Details) [Line Items]        
Ownership interest 50.00%      
Subscribed capital contributed value $ 2,830   ¥ 18  
XML 133 f10k2021a1_kanditech_htm.xml IDEA: XBRL DOCUMENT 0001316517 2021-01-01 2021-12-31 0001316517 2021-06-30 0001316517 2022-03-10 0001316517 kndi:ParisKreitChiuCPALLPMember 2021-01-01 2021-12-31 0001316517 2021-12-31 0001316517 2020-12-31 0001316517 2020-01-01 2020-12-31 0001316517 us-gaap:CommonStockMember 2019-12-31 0001316517 us-gaap:TreasuryStockMember 2019-12-31 0001316517 us-gaap:AdditionalPaidInCapitalMember 2019-12-31 0001316517 us-gaap:RetainedEarningsMember 2019-12-31 0001316517 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2019-12-31 0001316517 2019-12-31 0001316517 us-gaap:CommonStockMember 2020-01-01 2020-12-31 0001316517 us-gaap:TreasuryStockMember 2020-01-01 2020-12-31 0001316517 us-gaap:AdditionalPaidInCapitalMember 2020-01-01 2020-12-31 0001316517 us-gaap:RetainedEarningsMember 2020-01-01 2020-12-31 0001316517 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2020-01-01 2020-12-31 0001316517 us-gaap:CommonStockMember 2020-12-31 0001316517 us-gaap:TreasuryStockMember 2020-12-31 0001316517 us-gaap:AdditionalPaidInCapitalMember 2020-12-31 0001316517 us-gaap:RetainedEarningsMember 2020-12-31 0001316517 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2020-12-31 0001316517 us-gaap:CommonStockMember 2021-01-01 2021-12-31 0001316517 us-gaap:TreasuryStockMember 2021-01-01 2021-12-31 0001316517 us-gaap:AdditionalPaidInCapitalMember 2021-01-01 2021-12-31 0001316517 us-gaap:RetainedEarningsMember 2021-01-01 2021-12-31 0001316517 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2021-01-01 2021-12-31 0001316517 us-gaap:CommonStockMember 2021-12-31 0001316517 us-gaap:TreasuryStockMember 2021-12-31 0001316517 us-gaap:AdditionalPaidInCapitalMember 2021-12-31 0001316517 us-gaap:RetainedEarningsMember 2021-12-31 0001316517 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2021-12-31 0001316517 kndi:ZhejiangKandiTechnologiesMember 2011-01-01 2021-12-01 0001316517 kndi:JinhuaKandiNewEnergyVehiclesCoLtdMember 2011-01-01 2021-12-01 0001316517 kndi:MrHuXiaomingMember 2010-05-18 0001316517 2010-05-01 2010-05-18 0001316517 kndi:MrHuXiaomingMember 2010-05-01 2010-05-18 0001316517 2011-01-01 2021-12-01 0001316517 kndi:YongkangScrouMember 2012-04-30 0001316517 kndi:FengshengAutomotiveTechnologyGroupCoLtdMember 2021-02-18 0001316517 kndi:KandiHainanMember 2013-04-01 2013-04-30 0001316517 kndi:KandiNewEnergyMember 2013-04-01 2013-04-30 0001316517 kndi:ZhejiangKandiTechnologiesMember 2017-12-31 0001316517 kndi:SCAutosportsMember 2018-05-31 0001316517 kndi:SupplyChainMember 2019-03-01 2019-03-04 0001316517 kndi:ZhejiangKandiTechnologiesMember 2019-03-04 0001316517 kndi:ZhejiangKandiTechnologiesMember 2020-09-01 2020-09-30 0001316517 kndi:ZhejiangKandiTechnologiesMember kndi:RuihengMember 2020-09-01 2020-09-30 0001316517 2020-09-30 0001316517 kndi:JiangxiHuiyiMember 2021-07-13 0001316517 kndi:KandiHainanAndJiangsuXingchiMember us-gaap:SubsequentEventMember 2022-02-15 0001316517 kndi:KandiHainanMember us-gaap:SubsequentEventMember 2022-02-01 2022-02-15 0001316517 kndi:JiangsuXingchiMember us-gaap:SubsequentEventMember 2022-02-01 2022-02-15 0001316517 pf0:MinimumMember 2021-12-31 0001316517 pf0:MaximumMember 2021-12-31 0001316517 2020-03-01 2020-03-10 0001316517 2020-05-01 2020-05-22 0001316517 2020-07-01 2020-07-09 0001316517 2021-05-01 2021-05-20 0001316517 kndi:GeelyMember 2021-02-18 0001316517 kndi:GeelyMember 2021-02-01 2021-02-18 0001316517 kndi:FirstHalfMember 2021-03-16 0001316517 kndi:SecondHalfMember 2021-09-10 0001316517 kndi:KandiNewEnergyMember kndi:ZhejiangKandiTechnologiesMember 2021-12-31 0001316517 kndi:KandiNewEnergyMember kndi:MrHuXiaomingMember 2021-12-31 0001316517 kndi:KandiNewEnergyMember kndi:ZhejiangKandiTechnologiesMember 2021-01-01 2021-12-31 0001316517 kndi:MrHuXiaomingMember 2021-11-29 0001316517 kndi:KandiHainanMember kndi:KandiNewEnergyMember 2021-12-31 0001316517 kndi:KandiHainanMember kndi:ZhejiangKandiTechnologiesMember 2021-12-31 0001316517 kndi:EquityMethodInvesteesMember 2021-03-09 0001316517 kndi:GeelyMember 2021-03-09 0001316517 2021-03-01 2021-03-09 0001316517 kndi:AffiliateMember 2021-12-31 0001316517 us-gaap:FairValueInputsLevel3Member 2021-12-31 0001316517 us-gaap:FairValueInputsLevel3Member 2020-12-31 0001316517 pf0:MinimumMember 2021-01-01 2021-12-31 0001316517 pf0:MaximumMember 2021-01-01 2021-12-31 0001316517 kndi:KandiNewEnergyMember 2021-01-01 2021-12-31 0001316517 kndi:KandiNewEnergyMember pf0:ScenarioForecastMember 2022-03-14 0001316517 kndi:ZhejiangKandiTechnologiesMember us-gaap:SubsequentEventMember 2022-03-02 2022-03-14 0001316517 kndi:OneToNinetyDaysMember 2021-01-01 2021-12-31 0001316517 kndi:NineOneToOneEightZeroDaysMember 2021-01-01 2021-12-31 0001316517 kndi:OverOneEightZeroDaysMember 2021-01-01 2021-12-31 0001316517 us-gaap:AgingOfCapitalizedExploratoryWellCostsPeriodOneMember 2021-01-01 2021-12-31 0001316517 us-gaap:AgingOfCapitalizedExploratoryWellCostsPeriodTwoMember 2021-01-01 2021-12-31 0001316517 kndi:OneToNinetyDaysMember 2020-01-01 2020-12-31 0001316517 kndi:NineOneToOneEightZeroDaysMember 2020-01-01 2020-12-31 0001316517 kndi:OverOneEightZeroDaysMember 2020-01-01 2020-12-31 0001316517 us-gaap:AgingOfCapitalizedExploratoryWellCostsPeriodOneMember 2020-01-01 2020-12-31 0001316517 us-gaap:AgingOfCapitalizedExploratoryWellCostsPeriodTwoMember 2020-01-01 2020-12-31 0001316517 pf0:MinimumMember us-gaap:BuildingMember 2021-01-01 2021-12-31 0001316517 pf0:MaximumMember us-gaap:BuildingMember 2021-01-01 2021-12-31 0001316517 us-gaap:MachineryAndEquipmentMember 2021-01-01 2021-12-31 0001316517 us-gaap:OfficeEquipmentMember 2021-01-01 2021-12-31 0001316517 us-gaap:VehiclesMember 2021-01-01 2021-12-31 0001316517 us-gaap:ToolsDiesAndMoldsMember 2021-01-01 2021-12-31 0001316517 kndi:PeriodEndRMBUSDExchangeRateMember 2021-12-31 0001316517 kndi:PeriodEndRMBUSDExchangeRateMember 2020-12-31 0001316517 kndi:AverageRMBUSDExchangeRateMember 2021-12-31 0001316517 kndi:AverageRMBUSDExchangeRateMember 2020-12-31 0001316517 kndi:ParentIncludingNonVIESubsidiariesMember 2021-01-01 2021-12-31 0001316517 pf0:ConsolidatedEntityExcludingVariableInterestEntitiesVIEMember 2021-01-01 2021-12-31 0001316517 pf0:ConsolidationEliminationObligorGroupMember 2021-01-01 2021-12-31 0001316517 us-gaap:ConsolidatedEntitiesMember 2021-01-01 2021-12-31 0001316517 kndi:ParentIncludingNonVIESubsidiariesMember 2020-01-01 2020-12-31 0001316517 pf0:ConsolidatedEntityExcludingVariableInterestEntitiesVIEMember 2020-01-01 2020-12-31 0001316517 pf0:ConsolidationEliminationObligorGroupMember 2020-01-01 2020-12-31 0001316517 us-gaap:ConsolidatedEntitiesMember 2020-01-01 2020-12-31 0001316517 kndi:ParentIncludingNonVIESubsidiariesMember 2021-12-31 0001316517 us-gaap:ConsolidatedEntityExcludingVieMember 2021-12-31 0001316517 pf0:ConsolidationEliminationObligorGroupMember 2021-12-31 0001316517 us-gaap:ConsolidatedEntitiesMember 2021-12-31 0001316517 kndi:ParentIncludingNonVIESubsidiariesMember 2020-12-31 0001316517 us-gaap:ConsolidatedEntityExcludingVieMember 2020-12-31 0001316517 pf0:ConsolidationEliminationObligorGroupMember 2020-12-31 0001316517 us-gaap:ConsolidatedEntitiesMember 2020-12-31 0001316517 kndi:PercentageOfVIEsAssetsAndLiabilitiesInConsolidatedAssetsAndLiabilitiesMember 2021-12-31 0001316517 kndi:PercentageOfVIEsAssetsAndLiabilitiesInConsolidatedAssetsAndLiabilitiesMember 2020-12-31 0001316517 us-gaap:ConsolidatedEntityExcludingVieMember 2021-01-01 2021-12-31 0001316517 us-gaap:ConsolidatedEntityExcludingVieMember 2020-01-01 2020-12-31 0001316517 us-gaap:CustomerConcentrationRiskMember 2021-01-01 2021-12-31 0001316517 us-gaap:CustomerConcentrationRiskMember 2020-01-01 2020-12-31 0001316517 us-gaap:SupplierConcentrationRiskMember 2021-01-01 2021-12-31 0001316517 us-gaap:SupplierConcentrationRiskMember 2020-01-01 2020-12-31 0001316517 kndi:CustomerAMember us-gaap:SalesMember 2021-01-01 2021-12-31 0001316517 kndi:CustomerAMember us-gaap:SalesMember 2020-01-01 2020-12-31 0001316517 kndi:CustomerAMember us-gaap:TradeAccountsReceivableMember 2021-01-01 2021-12-31 0001316517 kndi:CustomerAMember us-gaap:TradeAccountsReceivableMember 2020-01-01 2020-12-31 0001316517 kndi:CustomerBMember us-gaap:SalesMember 2021-01-01 2021-12-31 0001316517 kndi:CustomerBMember us-gaap:SalesMember 2020-01-01 2020-12-31 0001316517 kndi:CustomerBMember us-gaap:TradeAccountsReceivableMember 2021-01-01 2021-12-31 0001316517 kndi:CustomerBMember us-gaap:TradeAccountsReceivableMember 2020-01-01 2020-12-31 0001316517 kndi:CustomerCMember us-gaap:SalesMember 2021-01-01 2021-12-31 0001316517 kndi:CustomerCMember us-gaap:SalesMember 2020-01-01 2020-12-31 0001316517 kndi:CustomerCMember us-gaap:TradeAccountsReceivableMember 2021-01-01 2021-12-31 0001316517 kndi:CustomerCMember us-gaap:TradeAccountsReceivableMember 2020-01-01 2020-12-31 0001316517 kndi:PurchasesMember kndi:ZhejiangKandiSupplyChainManagementCoLtdMember 2021-01-01 2021-12-31 0001316517 kndi:PurchasesMember kndi:ZhejiangKandiSupplyChainManagementCoLtdMember 2020-01-01 2020-12-31 0001316517 us-gaap:AccountsPayableMember kndi:ZhejiangKandiSupplyChainManagementCoLtdMember 2021-01-01 2021-12-31 0001316517 us-gaap:AccountsPayableMember kndi:ZhejiangKandiSupplyChainManagementCoLtdMember 2020-01-01 2020-12-31 0001316517 kndi:PurchasesMember kndi:MassimoMotorSportsLLCMember 2021-01-01 2021-12-31 0001316517 kndi:PurchasesMember kndi:MassimoMotorSportsLLCMember 2020-01-01 2020-12-31 0001316517 us-gaap:AccountsPayableMember kndi:MassimoMotorSportsLLCMember 2021-01-01 2021-12-31 0001316517 us-gaap:AccountsPayableMember kndi:MassimoMotorSportsLLCMember 2020-01-01 2020-12-31 0001316517 us-gaap:OptionOnSecuritiesMember 2021-01-01 2021-12-31 0001316517 us-gaap:WarrantMember 2021-01-01 2021-12-31 0001316517 kndi:offroadsMember 2021-12-31 0001316517 kndi:SCAutosportsMember 2021-12-31 0001316517 kndi:NotesReceivableOneMember 2021-12-31 0001316517 us-gaap:NotesReceivableMember 2020-12-31 0001316517 kndi:NotesReceivableTwoMember 2021-01-15 0001316517 kndi:NotesReceivableTwoMember 2021-01-27 0001316517 kndi:NotesReceivableTwoMember 2021-04-20 0001316517 kndi:NotesReceivableTwoMember 2021-06-22 0001316517 2020-12-01 0001316517 kndi:NewLocationMember 2021-12-31 0001316517 us-gaap:ConstructionMember 2021-12-31 0001316517 us-gaap:BuildingMember 2021-12-31 0001316517 us-gaap:BuildingMember 2020-12-31 0001316517 us-gaap:MaritimeEquipmentMember 2021-12-31 0001316517 us-gaap:MaritimeEquipmentMember 2020-12-31 0001316517 us-gaap:OfficeEquipmentMember 2021-12-31 0001316517 us-gaap:OfficeEquipmentMember 2020-12-31 0001316517 us-gaap:OtherTransportationEquipmentMember 2021-12-31 0001316517 us-gaap:OtherTransportationEquipmentMember 2020-12-31 0001316517 kndi:MouldsMember 2021-12-31 0001316517 kndi:MouldsMember 2020-12-31 0001316517 us-gaap:TradeNamesMember 2021-01-01 2021-12-31 0001316517 us-gaap:TradeNamesMember 2021-12-31 0001316517 us-gaap:TradeNamesMember 2020-12-31 0001316517 us-gaap:CustomerRelationshipsMember 2021-01-01 2021-12-31 0001316517 us-gaap:CustomerRelationshipsMember 2021-12-31 0001316517 us-gaap:CustomerRelationshipsMember 2020-12-31 0001316517 pf0:MinimumMember us-gaap:PatentsMember 2021-01-01 2021-12-31 0001316517 pf0:MaximumMember us-gaap:PatentsMember 2021-01-01 2021-12-31 0001316517 us-gaap:PatentsMember 2021-12-31 0001316517 us-gaap:PatentsMember 2020-12-31 0001316517 pf0:MinimumMember us-gaap:TechnologyEquipmentMember 2021-01-01 2021-12-31 0001316517 pf0:MaximumMember us-gaap:TechnologyEquipmentMember 2021-01-01 2021-12-31 0001316517 us-gaap:TechnologyEquipmentMember 2021-12-31 0001316517 kndi:HainanMember 2021-01-01 2021-12-31 0001316517 kndi:HainanMember 2020-01-01 2020-12-31 0001316517 kndi:JinhuaFacilityMember 2021-01-01 2021-12-31 0001316517 kndi:JinhuaFacilityMember 2021-12-31 0001316517 pf0:SubsidiariesMember 2021-01-01 2021-12-31 0001316517 kndi:PRCHongKongAndUSMember 2021-01-01 2021-12-31 0001316517 kndi:PRCHongKongAndUSMember 2020-01-01 2020-12-31 0001316517 kndi:PrcMember 2021-01-01 2021-12-31 0001316517 kndi:PrcMember kndi:HNTETreatmentMember 2021-01-01 2021-12-31 0001316517 kndi:HighAndNewTechnologyEnterpriseMember 2021-01-01 2021-12-31 0001316517 kndi:HighAndNewTechnologyEnterpriseMember 2020-01-01 2020-12-31 0001316517 kndi:PPPLoanMember 2020-05-04 0001316517 2020-03-27 0001316517 us-gaap:StateAdministrationOfTaxationChinaMember 2021-01-01 2021-12-31 0001316517 us-gaap:StateAdministrationOfTaxationChinaMember 2020-01-01 2020-12-31 0001316517 kndi:NonPRCMember 2021-01-01 2021-12-31 0001316517 kndi:NonPRCMember 2020-01-01 2020-12-31 0001316517 naics:ZZ551114 kndi:SCAutosportsMember 2021-04-30 0001316517 naics:ZZ551114 kndi:SCAutosportsMember 2021-01-01 2021-12-31 0001316517 2020-01-31 0001316517 kndi:OperatingLeaseMember 2020-10-01 2020-10-31 0001316517 2021-10-01 2021-10-31 0001316517 kndi:Subsidiaries2Member 2018-01-01 2018-01-03 0001316517 kndi:Subsidiaries2Member 2018-01-01 2018-12-31 0001316517 kndi:KSBSShareholdersMember 2021-01-01 2021-12-31 0001316517 kndi:SCAutosportsMember 2018-07-01 0001316517 us-gaap:RestrictedStockMember kndi:SCAutosportsMember 2018-06-25 2018-07-01 0001316517 kndi:SCAutosportsMember 2018-07-01 0001316517 us-gaap:RestrictedStockMember kndi:SCAutosportsMember kndi:TransferAgreementMember 2018-06-25 2018-07-01 0001316517 kndi:SCAutosportsMember kndi:TransferAgreementMember 2018-06-25 2018-07-01 0001316517 kndi:SCAutosportsMember 2018-01-01 2018-12-31 0001316517 2018-01-01 2018-12-31 0001316517 kndi:SCAutosportsMember 2019-01-01 2019-12-31 0001316517 kndi:KSBSShareholdersMember 2021-12-31 0001316517 kndi:KSBSShareholdersMember 2020-12-31 0001316517 kndi:JiangxiHuiyiMember 2021-12-31 0001316517 kndi:JiangxiHuiyiMember 2020-12-31 0001316517 kndi:SecuritiesPurchaseAgreementMember 2020-11-01 2020-11-12 0001316517 kndi:SecuritiesPurchaseAgreementMember 2020-11-12 0001316517 kndi:SecuritiesPurchaseAgreementMember us-gaap:CommonStockMember 2020-11-01 2020-11-12 0001316517 kndi:SecuritiesPurchaseAgreementMember us-gaap:CommonStockMember 2020-11-12 0001316517 kndi:SecuritiesPurchaseAgreementMember 2020-11-01 2020-11-24 0001316517 kndi:SecuritiesPurchaseAgreementMember 2020-11-24 0001316517 2020-11-01 2020-11-24 0001316517 kndi:SecuritiesPurchaseAgreementMember us-gaap:CommonStockMember 2020-11-01 2020-11-24 0001316517 kndi:SecuritiesPurchaseAgreementMember us-gaap:CommonStockMember 2020-11-24 0001316517 kndi:SecuritiesPurchaseAgreementMember us-gaap:WarrantMember 2020-11-24 0001316517 kndi:PlacementAgentWarrantsMember 2021-01-01 2021-12-31 0001316517 kndi:PlacementAgentWarrantsMember 2021-12-31 0001316517 2020-12-01 2020-12-16 0001316517 pf0:DirectorMember 2021-11-01 2021-12-01 0001316517 pf0:DirectorMember 2021-01-01 2021-12-31 0001316517 pf0:DirectorMember 2021-12-31 0001316517 pf0:BoardOfDirectorsChairmanMember 2015-05-29 0001316517 kndi:DirectorsOfficersAndSeniorEmployeesMember 2015-05-29 0001316517 2015-05-01 2015-05-29 0001316517 kndi:EmployeesAndDirectorsMember 2015-05-01 2015-05-29 0001316517 kndi:EmployeesAndDirectorsMember 2015-05-29 0001316517 kndi:MrHenryYuMember 2021-01-01 2021-12-31 0001316517 kndi:MrJerryLewinsMember 2021-01-01 2021-12-31 0001316517 kndi:MsKewaLuosMember 2021-01-01 2021-12-31 0001316517 kndi:MsZhuXiaoyingMember kndi:TwoZeroEightPlanLongTermIncenticeMember 2019-01-01 2019-01-29 0001316517 kndi:MrJehnMingLimMember kndi:TwoZeroEightPlanLongTermIncenticeMember 2020-05-10 2020-05-15 0001316517 kndi:TwoZeroEightPlanMember 2016-09-01 2016-09-26 0001316517 kndi:TwoZeroEightPlanMember 2018-04-01 2018-04-18 0001316517 kndi:ManagementMembersAndEmployeesMember 2019-04-01 2019-04-30 0001316517 kndi:ManagementMembersAndEmployeesMember 2020-05-01 2020-05-09 0001316517 kndi:ManagementMembersAndEmployeesMember 2021-04-01 2021-04-30 0001316517 kndi:EquityTransferAgreementMember 2021-02-18 0001316517 kndi:EquityTransferAgreementMember 2021-02-18 0001316517 kndi:FirstHalfMember 2021-03-01 2021-03-16 0001316517 kndi:SecondHalfMember 2021-09-01 2021-09-10 0001316517 kndi:AffiliateMember 2021-03-09 0001316517 pf0:AffiliatedEntityMember 2020-12-31 0001316517 pf0:AffiliatedEntityMember 2019-12-31 0001316517 pf0:AffiliatedEntityMember 2021-01-01 2021-12-31 0001316517 pf0:AffiliatedEntityMember 2020-01-01 2020-12-31 0001316517 pf0:AffiliatedEntityMember 2021-12-31 0001316517 kndi:NanlongGroupCoLtdMember 2013-03-03 2013-03-15 0001316517 kndi:NanlongGroupCoLtdMember 2013-03-15 0001316517 kndi:ShanghaiPudongDevelopmentBankMember 2017-04-01 2017-04-30 0001316517 kndi:PrimaryGeographicalMarketsMember kndi:OverseasMember 2021-01-01 2021-12-31 0001316517 kndi:PrimaryGeographicalMarketsMember kndi:OverseasMember 2020-01-01 2020-12-31 0001316517 kndi:PrimaryGeographicalMarketsMember country:CN 2021-01-01 2021-12-31 0001316517 kndi:PrimaryGeographicalMarketsMember country:CN 2020-01-01 2020-12-31 0001316517 kndi:PrimaryGeographicalMarketsMember 2021-01-01 2021-12-31 0001316517 kndi:PrimaryGeographicalMarketsMember 2020-01-01 2020-12-31 0001316517 kndi:MajorProductsMember kndi:EvPartsMember 2021-01-01 2021-12-31 0001316517 kndi:MajorProductsMember kndi:EvPartsMember 2020-01-01 2020-12-31 0001316517 kndi:MajorProductsMember kndi:EVProductsMember 2021-01-01 2021-12-31 0001316517 kndi:MajorProductsMember kndi:EVProductsMember 2020-01-01 2020-12-31 0001316517 kndi:MajorProductsMember us-gaap:VehiclesMember 2021-01-01 2021-12-31 0001316517 kndi:MajorProductsMember us-gaap:VehiclesMember 2020-01-01 2020-12-31 0001316517 kndi:MajorProductsMember kndi:ElectricScootersAndElectricSelfBalancingScootersMember 2021-01-01 2021-12-31 0001316517 kndi:MajorProductsMember kndi:ElectricScootersAndElectricSelfBalancingScootersMember 2020-01-01 2020-12-31 0001316517 kndi:MajorProductsMember kndi:BatteryExchangeEquipmentAndBatteryExchangeServiceMember 2021-01-01 2021-12-31 0001316517 kndi:MajorProductsMember kndi:BatteryExchangeEquipmentAndBatteryExchangeServiceMember 2020-01-01 2020-12-31 0001316517 kndi:MajorProductsMember kndi:LithiumionCellsMember 2021-01-01 2021-12-31 0001316517 kndi:MajorProductsMember kndi:LithiumionCellsMember 2020-01-01 2020-12-31 0001316517 kndi:MajorProductsMember 2021-01-01 2021-12-31 0001316517 kndi:MajorProductsMember 2020-01-01 2020-12-31 0001316517 kndi:TimingOfRevenueRecognitionMember kndi:ProductsTransferredAtAPointInTimeMember 2021-01-01 2021-12-31 0001316517 kndi:TimingOfRevenueRecognitionMember kndi:ProductsTransferredAtAPointInTimeMember 2020-01-01 2020-12-31 0001316517 kndi:TimingOfRevenueRecognitionMember 2021-01-01 2021-12-31 0001316517 kndi:TimingOfRevenueRecognitionMember 2020-01-01 2020-12-31 0001316517 us-gaap:SeriesOfIndividuallyImmaterialBusinessAcquisitionsMember kndi:JiangxiHuiyiMember 2016-11-01 2016-11-16 0001316517 kndi:JiangxiHuiyiMember 2021-10-01 2021-10-31 0001316517 us-gaap:SeriesOfIndividuallyImmaterialBusinessAcquisitionsMember kndi:JiangxiHuiyiMember 2021-07-19 0001316517 kndi:JiangxiHuiyiMember 2021-07-01 2021-07-19 0001316517 us-gaap:SeriesOfIndividuallyImmaterialBusinessAcquisitionsMember kndi:JiangxiHuiyiMember 2021-10-20 0001316517 kndi:JiangxiHuiyiMember 2021-10-01 2021-10-20 0001316517 kndi:JiangxiHuiyiMember 2021-01-01 2021-12-31 0001316517 kndi:JiangxiHuiyiMember 2021-12-31 0001316517 kndi:JiangxiHuiyiMember 2021-01-01 2021-12-31 0001316517 us-gaap:TechnologyBasedIntangibleAssetsMember 2021-12-31 0001316517 pf0:MinimumMember us-gaap:TechnologyBasedIntangibleAssetsMember 2021-01-01 2021-12-31 0001316517 pf0:MaximumMember us-gaap:TechnologyBasedIntangibleAssetsMember 2021-01-01 2021-12-31 0001316517 kndi:nonVIEOneMember 2021-01-01 2021-12-31 0001316517 kndi:nonVIEOneMember 2021-12-31 0001316517 kndi:nonVIETwoMember 2021-01-01 2021-12-31 0001316517 kndi:nonVIETwoMember 2021-12-31 0001316517 kndi:VIEMember 2021-01-01 2021-12-31 0001316517 kndi:VIEMember 2021-12-31 0001316517 kndi:VIEOneMember 2021-01-01 2021-12-31 0001316517 kndi:VIEOneMember 2021-12-31 0001316517 kndi:VIETwoMember 2021-01-01 2021-12-31 0001316517 kndi:VIETwoMember 2021-12-31 0001316517 kndi:nonVIEOneMember 2020-01-01 2020-12-31 0001316517 kndi:nonVIEOneMember 2020-12-31 0001316517 kndi:nonVIETwoMember 2020-01-01 2020-12-31 0001316517 kndi:nonVIETwoMember 2020-12-31 0001316517 kndi:VIEMember 2020-01-01 2020-12-31 0001316517 kndi:VIEMember 2020-12-31 0001316517 kndi:VIEOneMember 2020-01-01 2020-12-31 0001316517 kndi:VIEOneMember 2020-12-31 0001316517 us-gaap:VariableInterestEntityNotPrimaryBeneficiaryMember 2021-01-01 2021-12-31 0001316517 us-gaap:VariableInterestEntityNotPrimaryBeneficiaryMember 2021-12-31 0001316517 us-gaap:VariableInterestEntityPrimaryBeneficiaryMember 2021-01-01 2021-12-31 0001316517 us-gaap:VariableInterestEntityPrimaryBeneficiaryMember 2021-12-31 0001316517 us-gaap:VariableInterestEntityNotPrimaryBeneficiaryMember 2020-01-01 2020-12-31 0001316517 us-gaap:VariableInterestEntityNotPrimaryBeneficiaryMember 2020-12-31 0001316517 us-gaap:VariableInterestEntityPrimaryBeneficiaryMember 2020-01-01 2020-12-31 0001316517 us-gaap:VariableInterestEntityPrimaryBeneficiaryMember 2020-12-31 0001316517 us-gaap:CommonStockMember us-gaap:SubsequentEventMember 2022-01-31 0001316517 us-gaap:SubsequentEventMember 2022-02-01 2022-02-15 0001316517 kndi:ZhejiangKandiTechnologiesMember us-gaap:SubsequentEventMember 2022-03-14 iso4217:USD shares iso4217:USD shares pure iso4217:CNY utr:sqm 10-K/A true 2021-12-31 --12-31 2021 false 001-33997 KANDI TECHNOLOGIES GROUP, INC. DE 90-0363723 (86 - 579) 82239856 Jinhua City Industrial Zone Jinhua Zhejiang Province CN 321016 Common Stock KNDI NASDAQ No No Yes Yes Accelerated Filer true false true false 365214591 76256345 Kandi Technologies Group, Inc. is filing this Amendment No. 1 on Form 10-K/A (this “Amendment” or the “Annual Report”) to amend and supplement the Form 10-K for the year ended December 31, 2021, filed with the U.S. Securities and Exchange Commission (the “Commission”) on March 15, 2022 (the “Form 10-K”) to agree with the Company’s responses to the comments from the staff of the Commission dated April 7, 2022 and June 16, 2022.This Amendment does not reflect events occurring after the filing of the Form 10-K, does not update disclosures contained in the Form 10-K. Accordingly, this Amendment should be read in conjunction with our other filings made with the Commission subsequent to the filing of the Form 10-K, including any amendments to those filings. Capitalized terms not otherwise defined have the meanings ascribed to them in the Form 10-K. Paris, Kreit & Chiu CPA LLP New York, New York 6651 Marcum Bernstein & Pinchuk LLP New York, NY 5395 129223443 142078190 39452564 442445 55041832 3053277 110269 52896305 38547137 33171973 19697383 323128 31404630 8901109 1875245 17657326 13708149 5940456 36733182 21742226 886989 342608136 307115576 111577411 65402680 13249079 3232753 3250336 3257760 79317 16317662 2219297 8964946 157262 45958 28892638 36027425 29712383 10992009 32307484 177552136 188134264 520160272 495249840 36677802 34257935 9676973 7218395 950000 8198193 92445 1620827 1313754 38229242 500000 7038895 2185654 64162690 83797425 2210589 2460141 3483171 7812000 3743000 314525 459580 12797255 7685751 76959945 91483176 0.001 0.001 100000000 100000000 77385130 77298499 76705381 75377555 77385 75377 679749 0 3.52 3.52 2392203 449479461 439549338 4422033 4422033 -4216102 -27079900 251786 -8778151 443200327 403766664 520160272 495249840 91484792 76176609 1592 743904 91486384 76920513 75238522 63432580 16247862 13487933 38971986 7246312 4736000 6619355 19605468 13042103 48401797 14174233 14911657 12733537 1336205 754396 4208751 2190678 407620 3750233 2834000 -565000 1233192 1130262 17788351 -2592334 -17252662 4809743 2051226 27874083 -16195729 29210288 -15441333 6346490 -5047169 22863798 -10394164 9029937 13945430 31893735 3551266 76148688 55960010 0.3 -0.19 52839441 52839 -2477965 259691370 -16685736 -22723581 217856927 1771317 1771 4058052 4059823 -487155 -487 2477965 -2477478 18253952 18254 151904993 151923247 3000000 3000 29157000 29160000 -10394164 -10394164 13945430 13945430 491400 -2784599 -2784599 75377555 75377 439549338 -27079900 -8778151 403766664 2007575 2008 7178928 7180936 -2392203 -2392203 -20457 -20457 22863798 22863798 9029937 9029937 491400 2771652 2771652 77385130 77385 -2392203 449479461 -4216102 251786 443200327 22863798 -10394164 10038976 8222984 862414 -152809 4073315 -5349722 -2592334 -17252662 17788351 48401797 14174233 -2834000 565000 1484576 902666 2542692 -19247519 7522761 -9246455 291235 -2008612 -27786143 36330634 -4237103 500000 339118 2176638 -30993717 10513511 -173806 -2423514 -13912842 154334 -745208 241689 -50883252 11574706 7483743 2356626 3281115 7117310 -5210642 -7419644 23306007 52579492 31783439 -26097991 54264407 47752678 42897929 108529 43478 22209904 51151450 950000 24642399 50873903 28799501 2210589 394116 151923247 2412660 29160000 747929 126446358 23199522 126714556 2955850 -706556 142520635 16512635 168676007 142520635 129223443 142078190 39452564 442445 2074668 1046127 35001 653507 3099193 491400 491400 2824115 7945414 5762000 3166427 <p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">NOTE 1 - ORGANIZATION AND PRINCIPAL ACTIVITIES</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Kandi Technologies Group, Inc. (“Kandi Technologies”) was incorporated under the laws of the State of Delaware on March 31, 2004. As used herein, the terms “Company” or “Kandi” refer to Kandi Technologies and its operating subsidiaries, as described below.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Headquartered in Jinhua City, Zhejiang Province, People’s Republic of China (“China” or “PRC”), the Company is one of China’s leading producers and manufacturers of electric vehicle (“EV”) products, EV parts, and off-road vehicles for sale in the Chinese and the global markets. The Company conducts its primary business operations through its wholly-owned subsidiaries, Zhejiang Kandi Vehicles Co., Ltd. (“Kandi Vehicles”), Kandi Vehicles’ wholly and partially-owned subsidiaries, and SC Autosports, LLC (“SC Autosports”, d/b/a Kandi America) and its wholly-owned subsidiary, Kandi America Investment, LLC (“Kandi Investment”). In March 2021, Zhejiang Kandi Vehicles Co., Ltd. changed its name to Zhejiang Kandi Technologies Group Co., Ltd. (“Zhejiang Kandi Technologies”).</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The Company’s organizational chart as of the date of this report is as follows:</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Operating Subsidiaries</b></span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; ">Pursuant to certain VIE agreements signed by Zhejiang Kandi Technologies and Mr. Hu Xiaoming, from January 2011 to March 13, 2022, Zhejiang Kandi Technologies is entitled to 100% of the economic benefits, voting rights and residual interests (100% of profits and losses) of Jinhua Kandi New Energy Vehicles Co., Ltd. (“Kandi New Energy”). Specifically, on May 18, 2010, Zhejiang Kandi Technologies signed the Agreement of Establishment of Kandi New Energy with Mr. Hu Xiaoming, pursuant to which both parties agreed to together contribute RMB 36 Million to establish Kandi New Energy, and each party will contribute 50% of the total investment. Zhejiang Kandi Technologies will make its contribution in kind equivalent to its portion and Mr. Hu will make his contribution in cash.<b> </b>On the same date, Zhejiang Kandi Technologies signed a Contractor’s Agreement with Mr. Hu Xiaoming pursuant to which both parties agreed that during the existence of Kandi New Energy, it is contracted to Zhejiang Kandi Technologies for operation and management and Mr. Hu Xiaoming will not participate in any management, dividend distribution or loss of Kandi New Energy. On the same day, Zhejiang Kandi Technologies also signed a Share Escrow and Trust<b> </b>Agreement with Mr. Hu Xiaoming, pursuant to which upon the existence of Kandi New Energy,  Mr. Hu Xiaoming agreed to entrust his entire 50% equity in the Kandi New Energy with Zhejiang Kandi Technologies, and Zhejiang Kandi Technologies agrees to accept such trust. All the above-mentioned agreements shall only be effective within 30 days upon the Kandi New Energy receives government’s approval and reaches to the practical operation stage. Therefore, all the three agreements became effective on January 2011. All these three agreements were previously attached as Exhibit 10.13, Exhibit 10.14, and Exhibit 10.15 to the Company’s Annual Report on Form 10-K filed on March 31, 2011 and are incorporated herein by reference. Effective March 14, 2022, Mr. Hu Xiaoming transferred his 50% equity interests of Kandi New Energy to Zhejiang Kandi Technologies. As a result, Kandi New Energy has become a wholly-owned subsidiary of Zhejiang Kandi Technologies.</p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">In April 2012, pursuant to an agreement with the shareholders of YongkangScrou Electric Co, Ltd. (“Yongkang Scrou”), the Company acquired 100% of Yongkang Scrou, a manufacturer of automobile and EV parts. In September 2020, Zhejiang Kandi Technologies transferred all of its equity interest in Yongkang Scrou to its wholly owned subsidiary, Zhejiang Kandi Smart Battery Swap Technology Co., Ltd. (“Kandi Smart Battery Swap”).</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">On February 18, 2021, Zhejiang Kandi Technologies signed an Equity Transfer Agreement with Geely to transfer the remaining 22% equity interests of the Fengsheng Automotive Technology Group Co., Ltd. to Geely. As of September 10, 2021, the Company received all the equity transfer payment. </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">In April 2013, Zhejiang Kandi Technologies and Kandi New Energy formed Kandi Electric Vehicles (Wanning) Co., Ltd., which was renamed Kandi Electric Vehicles (Hainan) Co., Ltd. (“Kandi Hainan”), when it was relocated from Wanning City to Haikou City in January 2016. Zhejiang Kandi Technologies has 45% ownership interest in Kandi Hainan, and Kandi New Energy has the remaining 55% ownership interest.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">In December 2017, Zhejiang Kandi Technologies and the sole shareholder of Jinhua An Kao Power Technology Co., Ltd. (“Jinhua An Kao”) entered into a Share Transfer Agreement and a Supplementary Agreement, pursuant to which Zhejiang Kandi Technologies acquired 100% equity of Jinhua An Kao. In June 2020, Jinhua An Kao changed its name to Kandi Smart Battery Swap. </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">On May 31, 2018, the Company entered into a Membership Interests Transfer Agreement (the “Transfer Agreement”) with the two members of SC Autosports LLC (“SC Autosports”) (formerly known as: Sportsman Country, LLC) pursuant to which the Company acquired 100% of the ownership of SC Autosports.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">On March 4, 2019, in order to build a logistics network composed of suppliers, manufacturers, warehouses, distribution centers and channel providers, meeting the needs of improving production and operation efficiency, the Company participated in the formation of Zhejiang Kandi Supply Chain Management Co., Ltd. (“Supply Chain Company”). Zhejiang Kandi Technologies has 10% ownership interest in Supply Chain Company, the remaining 90% is owned by unrelated other parties. As of the date of this report, Zhejiang Kandi Technologies has not made any capital contribution to Supply Chain Company since the contribution is not yet due as the relevant per PRC regulations, and is not involved in its operations.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">In September 2020, In order to make full use of its dozens of patents in the field of battery swap systems and attract strategic investors to participate across the whole sector value chain, including battery swapping services and used battery recycling, the Company formed China Battery Exchange (Zhejiang) Technology Co., Ltd. (“China Battery Exchange”) and its subsidiaries. Zhejiang Kandi Technologies has 100% ownership interest in China Battery Exchange and its subsidiaries.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">In September 2020, intending to explore ridesharing service business, the Company participated in the formation of Zhejiang Ruiheng Technology Co., Ltd (“Ruiheng”). Zhejiang Kandi Technologies has 10% ownership interest in Ruiheng, the remaining 90% is owned by unrelated other parties.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">During January 2021, SC Autosports established a wholly owned subsidiary, Kandi America Investment, LLC (“Kandi Investment”) in Dallas.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">On July 13, 2021, Zhejiang Kandi Technologies entered into a Share Transfer Agreement and Supplementary Agreement with three individual shareholders of Jiangxi Province Huiyi New Energy Co., Ltd. (“Jiangxi Huiyi”) to acquire 100% equity of Jiangxi Huiyi. The acquisition was consummated at October 31, 2021.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">On February 15, 2022, Kandi Hainan and Jiangsu Xingchi Signed a joint venture agreement, the two parties jointly invested RMB 30,000,000 (approximately $4.6 million) in Haikou, Hainan (of which Kandi Hainan owns 66.7% and Jiangsu Xingchi owns 33.3%) to establish Hainan Kandi Holding New Energy Technology Co., Ltd. (“Hainan Kandi Holding”).</span></p> 1 1 36000000 0.50 0.50 0.50 1 0.22 0.45 0.55 1 1 0.10 0.90 1 0.10 0.90 1 30000000 4600000 0.667 0.333 <p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">NOTE 2 - LIQUIDITY</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The Company had working capital of $278,445,446 as of December 31, 2021, an increase of $55,127,295 from the working capital of $ 223,318,151 as of December 31, 2020. As of December 31, 2021 and 2020, the Company’s cash and cash equivalents were $129,223,443 and $142,078,190, respectively. The Company’s restricted cash was $39,452,564 and $ 442,445, respectively. As of December 31, 2021, the Company had multiple certificates of deposit with a total amount of $55,041,832. These certificates of deposit have an annual interest rate from 3.7% to 3.99% which can be transferred when necessary without any penalty or any loss of interest and principal.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">On March 10, 2020, a real estate repurchase agreement (the “Repurchase Agreement”) was entered into by and between Zhejiang Kandi Technologies and Jinhua Economic and Technological Development Zone pursuant to which the local government shall purchase the land use right over the land of 66 acres (400 mu, 265,029 square meters) that is owned by Zhejiang Kandi Technologies for RMB 525 million ($83 million). Payments to Zhejiang Kandi Technologies shall be made in three installments as the Company disclosed in a Current Report on Form 8-K filed with the SEC on March 9, 2020. In addition, if Zhejiang Kandi Technologies achieves certain milestones that contribute to local economic development, the Company will be eligible for tax rebates that could total up to RMB 500 million ($79 million) over the next eight years. On May 22, 2020, the Company received the first payment of RMB 244 million (approximately $38 million) under the Repurchase Agreement. On July 9, 2020, the Company received the second payment of RMB 119 million (approximately $19 million) under the Repurchase Agreement. By the end of March 2021, the Company finished relocating production and offices to the new industrial park and vacated the old factory property. In early April, the relevant Economic Zone authorities inspected the vacated land and determined that it met all stipulated conditions. On May 20, 2021, the Company received the final portion of repurchase payment of RMB 150 million (approximately $24 million) under the Repurchase Agreement. In addition, there was RMB 12 million (approximately $2 million) reward for moving out of the old location has been submitted to the government for approval and will be collected after the approval.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">On February 18, 2021, Zhejiang Kandi Technologies signed an Equity Transfer Agreement with Geely to transfer all of its remaining 22% equity interests in the Affiliate Company to Geely for a total consideration of RMB 308 million (approximately $48 million). On March 16, 2021, the Company received the first half of the equity transfer payment of RMB 154,000,000 (approximately $24 million). On September 10, 2021, the Company received the second half of the equity transfer payment of RMB 154,000,000 (approximately $24 million).</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Although the Company expects that most of its outstanding trade receivables from customers will be collected in the next twelve months, there are uncertainties with respect to the timing in collecting these receivables, especially the receivables due from the Affiliate Company, because most of them are indirectly impacted by the progress of the receipt of government subsidies.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The Company’s primary need for liquidity stems from its need to fund working capital requirements of the Company’s businesses, its capital expenditures and its general operations, including debt repayment. The Company has historically financed its operations through short-term commercial bank loans from Chinese banks, as well as its ongoing operating activities by using funds from operations, external credit or financing arrangements. Currently the Company has sufficient cash in hand to meet the existing operational needs, but the credit line is retained which can be utilized timely when the Company has special capital needs. The PRC subsidiaries do not have any short-term bank loans and the US subsidiaries has $3.2 million short-term and long-term bank loans as of December 31, 2021.</span></p> 278445446 55127295 223318151 129223443 142078190 39452564 442445 55041832 0.037 0.0399 On March 10, 2020, a real estate repurchase agreement (the “Repurchase Agreement”) was entered into by and between Zhejiang Kandi Technologies and Jinhua Economic and Technological Development Zone pursuant to which the local government shall purchase the land use right over the land of 66 acres (400 mu, 265,029 square meters) that is owned by Zhejiang Kandi Technologies for RMB 525 million ($83 million). 500000000 79000000 244000000 38000000 119000000 19000000 150000000 24000000 12000000 2000000 0.22 308000000 48000000 154000000 24000000 154000000 24000000 3200000 <p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">NOTE 3 - BASIS OF PRESENTATION</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The Company’s financial statements and notes are the representations of the Company’s management. Accounting policies adopted by the Company conform to generally accepted accounting principles in the United States and have been consistently applied in the Company’s presentation of its financial statements.</span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">NOTE 4 - PRINCIPLES OF CONSOLIDATION</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The Company’s consolidated financial statements reflect the accounts of the Company and its ownership interests in the following subsidiaries:</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; margin-top: 0; margin-bottom: 0; width: 100%"><tr style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-align: justify"> <td style="font-family: Times New Roman, Times, Serif; width: 0.25in"/><td style="font-family: Times New Roman, Times, Serif; width: 0.3in; text-align: left"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(1)</span></td><td style="font-family: Times New Roman, Times, Serif; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Continental Development Limited (“Continental”), a wholly-owned subsidiary of the Company, incorporated under the laws of Hong Kong;</span></td> </tr></table><p style="font-family: Times New Roman, Times, Serif; margin-top: 0; margin-bottom: 0"> </p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; margin-top: 0; margin-bottom: 0; width: 100%"><tr style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-align: justify"> <td style="font-family: Times New Roman, Times, Serif; width: 0.25in"/><td style="font-family: Times New Roman, Times, Serif; width: 0.3in; text-align: left"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(2)</span></td><td style="font-family: Times New Roman, Times, Serif; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Zhejiang Kandi Technologies, a wholly-owned subsidiary of Continental, incorporated under the laws of the PRC;</span></td> </tr></table><p style="font-family: Times New Roman, Times, Serif; margin-top: 0; margin-bottom: 0"> </p><table cellpadding="0" cellspacing="0" style="width: 100%; border-collapse: collapse; font-family: Times New Roman, Times, Serif"> <tr style="vertical-align: top"> <td style="width: 24px; font-size: 12pt"> </td> <td style="width: 24px; font-size: 12pt"><span style="font-size: 10pt">(3)</span></td> <td style="font-size: 12pt; text-align: justify"><span style="font-size: 10pt">Kandi New Energy Vehicle Co. Ltd. (“Kandi New Energy”), a 50%-owned subsidiary of Zhejiang Kandi Technologies (Mr. Hu Xiaoming owns the other 50%), incorporated under the laws of the PRC. Pursuant to agreements executed in January 2011, Mr. Hu Xiaoming contracted with Zhejiang Kandi Technologies for the operation and management of Kandi New Energy and put his shares of Kandi New Energy into escrow. As a result, Zhejiang Kandi Technologies is entitled to 100% of the economic benefits, voting rights and residual interests of Kandi New Energy.  Effective March 14, 2022, Mr. Hu Xiaoming transferred his 50% equity interests of Kandi New Energy to Zhejiang Kandi Technologies. As a result, Kandi New Energy has become a wholly-owned subsidiary of Zhejiang Kandi Technologies;</span></td></tr> </table><p style="font-family: Times New Roman, Times, Serif; margin-top: 0; margin-bottom: 0"> </p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; margin-top: 0; margin-bottom: 0; width: 100%"><tr style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-align: justify"> <td style="font-family: Times New Roman, Times, Serif; width: 0.25in"/><td style="font-family: Times New Roman, Times, Serif; width: 0.3in; text-align: left"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(4)</span></td><td style="font-family: Times New Roman, Times, Serif; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Kandi Electric Vehicles (Hainan) Co., Ltd. (“Kandi Hainan”), a subsidiary, 55% owned by Kandi New Energy and 45% owned by Zhejiang Kandi Technologies, incorporated under the laws of the PRC;</span></td> </tr></table><p style="font-family: Times New Roman, Times, Serif; margin-top: 0; margin-bottom: 0"> </p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; margin-top: 0; margin-bottom: 0; width: 100%"><tr style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-align: justify"> <td style="font-family: Times New Roman, Times, Serif; width: 0.25in"/><td style="font-family: Times New Roman, Times, Serif; width: 0.3in; text-align: left"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(5)</span></td><td style="font-family: Times New Roman, Times, Serif; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Zhejiang Kandi Smart Battery Swap Technology Co., Ltd (“Kandi Smart Battery Swap”), a wholly-owned subsidiary of Zhejiang Kandi Technologies, incorporated under the laws of the PRC;</span></td> </tr></table><p style="font-family: Times New Roman, Times, Serif; margin-top: 0; margin-bottom: 0"> </p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; margin-top: 0; margin-bottom: 0; width: 100%"><tr style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-align: justify"> <td style="font-family: Times New Roman, Times, Serif; width: 0.25in"/><td style="font-family: Times New Roman, Times, Serif; width: 0.3in; text-align: left"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(6)</span></td><td style="font-family: Times New Roman, Times, Serif; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Yongkang Scrou Electric Co, Ltd. (“Yongkang Scrou”), a wholly-owned subsidiary of Kandi Smart Battery Swap, incorporated under the laws of the PRC; and</span></td> </tr></table><p style="font-family: Times New Roman, Times, Serif; margin-top: 0; margin-bottom: 0"> </p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; margin-top: 0; margin-bottom: 0; width: 100%"><tr style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-align: justify"> <td style="font-family: Times New Roman, Times, Serif; width: 0.25in"/><td style="font-family: Times New Roman, Times, Serif; width: 0.3in; text-align: left"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(7)</span></td><td style="font-family: Times New Roman, Times, Serif; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">SC Autosports (d/b/a Kandi America), a wholly-owned subsidiary of the Company formed under the laws of the State of Texas.</span></td> </tr></table><p style="font-family: Times New Roman, Times, Serif; margin: 0"> </p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; margin-top: 0; margin-bottom: 0; width: 100%"> <tr style="font: 10pt Times New Roman, Times, Serif; vertical-align: top"> <td style="font-family: Times New Roman, Times, Serif; width: 0.25in"> </td> <td style="font: 10pt Times New Roman, Times, Serif; text-align: justify; width: 0.3in"> <p style="font-family: Times New Roman, Times, Serif; margin-top: 0; margin-bottom: 0"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(8)</span></p></td> <td style="font: 10pt Times New Roman, Times, Serif; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">China Battery Exchange (Zhejiang) Technology Co., Ltd. (“China Battery Exchange”) and its subsidiaries, a wholly-owned subsidiary of Zhejiang Kandi Technologies, incorporated under the laws of the PRC.</span></td></tr> </table><p style="font-family: Times New Roman, Times, Serif; margin-top: 0; margin-bottom: 0"> </p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; margin-top: 0; margin-bottom: 0; width: 100%"><tr style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-align: justify"> <td style="font-family: Times New Roman, Times, Serif; width: 0.25in"/><td style="font-family: Times New Roman, Times, Serif; width: 0.3in; text-align: left"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(9)</span></td><td style="font-family: Times New Roman, Times, Serif; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Kandi America Investment, LLC (“Kandi Investment”), a wholly-owned subsidiary of SC Autosports formed under the laws of the State of Texas, USA.</span></td> </tr></table><p style="font-family: Times New Roman, Times, Serif; margin-top: 0; margin-bottom: 0"> </p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; margin-top: 0; margin-bottom: 0; width: 100%"><tr style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-align: justify"> <td style="font-family: Times New Roman, Times, Serif; width: 0.25in"/><td style="font-family: Times New Roman, Times, Serif; width: 0.3in; text-align: left"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(10)</span></td><td style="font-family: Times New Roman, Times, Serif; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Jiangxi Province Huiyi New Energy Co., Ltd., (“Jiangxi Huiyi”) and its subsidiaries, a wholly-owned subsidiary of Zhejiang Kandi Technologies, incorporated under the laws of the PRC.</span></td> </tr></table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Equity Method Investees</b></span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The Company’s consolidated net income also includes the Company’s proportionate share of the net income or loss of its equity method investment in the Affiliate Company, in which the Company owned 22% equity interest until March 9, 2021.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">On February 18, 2021, Zhejiang Kandi Technologies signed an Equity Transfer Agreement with Geely to transfer all of its remaining 22% equity interests in the Affiliate Company to Geely. As the equity transfer was completed on March 9, 2021, the Company recorded 22% of the Affiliate Company’s loss for the period from January 1, 2021 to March 9, 2021 and recognized the gain from equity sale of $17.7 million during the first quarter of 2021. As of December 31, 2021, the amount due from the Affiliate Company has been reclassed to accounts receivable of $18.0 million and other receivables of $2.3 million. If the transfer of the remaining 22% equity interests of the Affiliate Company took place on January 1, 2020, the net income for the year ended December 31, 2021 and 2020 would have been $7.7 million and $6.9 million, respectively.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">All intra-entity profits and losses with regard to the Company’s equity method investees have been eliminated.</span></p> 0.50 0.50 1 0.50 0.55 0.45 0.22 0.22 0.22 17700000 18000000 2300000 0.22 7700000 6900000 <p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">NOTE 5 - USE OF ESTIMATES</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and related disclosures of contingent assets and liabilities at the balance sheet date, and the reported revenues and expenses during the reported period in the consolidated financial statements and accompanying notes. Significant accounting estimates reflected in the Company’s consolidated financial statements primarily include, but are not limited to, allowances for doubtful accounts, lower of cost and net realizable value of inventory, assessment for impairment of long-lived assets and intangible assets, valuation of deferred tax assets, change in fair value of contingent consideration, determination of share-based compensation expenses as well as fair value of stock warrants.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Management bases the estimates on historical experience and on various other assumptions that are believed to be reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities. Actual results could differ from these estimates.</span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">NOTE 6 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(a) Economic and Political Risks</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The Company’s operations are conducted in China. As a result, the Company’s business, financial condition and results of operations may be influenced by the political, economic and legal environments in China, and by the general state of the Chinese economy. In addition, the Company’s earnings are subject to movements in foreign currency exchange rates when transactions are denominated in Renminbi (“RMB”), which is the Company’s functional currency. Accordingly, the Company’s operating results are affected by changes in the exchange rate between the U.S. dollar and the RMB.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The Company’s operations in China are subject to special considerations and significant risks not typically associated with companies in North America and Western Europe. These include risks associated with, among others, the political, economic and legal environment and foreign currency exchange restrictions. The Company’s performance may be adversely affected by changes in the political and social conditions in China, and by changes in governmental policies with respect to laws and regulations, anti-inflationary measures, currency conversion, remittances abroad, and rates and methods of taxation, among other things.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(b) Fair Value of Financial Instruments</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">ASC 820 establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">These tiers include:</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify; margin-left: 0.25in"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Level 1 — defined as observable inputs such as quoted prices in active markets;</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify; margin-left: 0.25in"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify; margin-left: 0.25in"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Level 2 — defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify; margin-left: 0.25in"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify; margin-left: 0.25in"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Level 3 — defined as unobservable inputs for which little or no market data exists, therefore requiring an entity to develop its own assumptions.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The Company’s financial instruments primarily consist of cash and cash equivalents, restricted cash, accounts receivable, notes receivable, other receivables, accounts payable, other payables and accrued liabilities, short-term bank loans, notes payable, and warrants.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The carrying value of cash and cash equivalents, restricted cash, accounts receivable, notes receivable, other receivables, accounts payable, other payables and accrued liabilities, and notes payable approximate fair value because of the short-term nature of these items. The estimated fair values of short-term bank loans were not materially different from their carrying value as presented due to the brief maturities and because the interest rates on these borrowings approximate those that would have been available for loans of similar remaining maturities and risk profiles. As the carrying amounts are reasonable estimates of fair value, these financial instruments are classified within Level 1 of the fair value hierarchy. The Company identified notes payable as Level 2 instruments due to the fact that the inputs to valuation are primarily based upon readily observable pricing information. The balance of notes payable, which were measured and disclosed at fair value, was $8,198,193 and $92,445 as of December 31, 2021 and December 31, 2020, respectively.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Contingent consideration related to the acquisitions of Kandi Smart Battery Swap, SC Autosports and Jiangxi Huiyi, which is accounted for as liabilities, are measured at each reporting date for their fair value using Level 3 inputs. The fair value of contingent consideration was $ 7,812,000 and $3,743,000 as of December 31, 2021 and December 31, 2020, respectively. Also see Note 20.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(c) Cash and Cash Equivalents</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The Company considers highly-liquid investments purchased with original maturities of three months or less to be cash equivalents.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(d) Restricted cash</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Restricted cash primarily represents bank deposits for letter of credit and bank acceptance bill.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">As of December 31, 2021 and December 31, 2020, the Company’s restricted cash was $39,452,564 and $ 442,445, respectively.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(e) Inventories</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Inventories are stated at the lower of cost or net realizable value (market value). The cost of raw materials is determined on the basis of weighted average. The cost of finished goods is determined on the basis of weighted average and comprises direct materials, direct labor and an appropriate proportion of overhead.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Net realizable value is based on estimated selling prices less selling expenses and any further costs expected to be incurred for completion. Adjustments to reduce the cost of inventory to net realizable value are made, if required, for estimated excess, obsolescence, or impaired balances.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(f) Accounts Receivable and Due from the Affiliate Company and Related Parties</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Accounts receivable are recognized and carried at net realizable value. The Company establishes provision for doubtful accounts when there is objective evidence that the Company may not be able to collect amounts due. Management reviews the adequacy of the provision for doubtful accounts on an ongoing basis, using historical collection trends and individual account analysis. The provision is based on management’s best estimates of specific losses on individual customer exposures, as well as historical trends of collections. Account balances are charged off against the provision after all means of collection have been exhausted and the likelihood of collection is not probable. An allowance for doubtful accounts is recorded for periods in which the Company determines credit losses are probable. In order to measure expected credit losses of the accounts receivable, the Company’s policy is to adopt aging method by reviewing and analyzing the aging of each customer, especially those with aged balances without any movement, and then assessing their financial conditions and payment plans. On top of the aging analysis, the Company also analyzed the nature and background of the customers, and analyzed the probability of recovery of the receivables. Accounts are written off after exhaustive collection efforts. If accounts receivable are to be provided for, or written off, they are recognized in the consolidated statement of operations within the operating expenses line item. If accounts receivable previously written off is recovered in a later period or when facts subsequently become available to indicate that the amount provided as an allowance for doubtful accounts was incorrect, an adjustment is made to restate allowance for doubtful accounts.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Net amount due from the Affiliate Company represent net trade receivable from the Affiliate Company, loan lending to the Affiliate Company as well as interest related to such loan. As of December 31, 2020, the Company’s net amount due from the Affiliate Company includes $19.8 million net trade receivable and $2.2 million loan interest. As of December 31, 2021, the amount due from the Affiliate Company has been reclassed to accounts receivable of $18.0 million and other receivables of $2.3 million.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">As of December 31, 2021 and December 31, 2020, amount due from related party was $0 and $886,989, respectively. As of December 31, 2021 and December 31, 2020, amount due to related party was $0 and $500,000, respectively.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify">As of December 31, 2021 and December 31, 2020, credit terms with the Company’s customers were typically 60 to 180 days after delivery. Besides, the Company has a credit term with Fengsheng, a former affiliate of the Company which it disposed the ownership of Fengsheng in March 2021, that allows Fengsheng to repay the receivable amount when it receives the subsidy from the government. The Company has agreements or purchase orders signed with the customers which state the payment term based on the scale of sales and background of the customers. The terms and agreements signed are legally enforceable. As of December 31, 2021 and 2020, the Company had $3,053,277 and $110,269 allowance for doubtful accounts, as per the Company management’s judgment based on their best knowledge. The Company conducts quarterly assessments of the state of the Company’s outstanding receivables and reserves any allowance for doubtful accounts if it becomes necessary.</p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The table below summarized the aging of the accounts receivable as of December 31, 2021 and 2020.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; border-bottom: black 1.5pt solid"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Aging of accountings receivable as of December 31, 2021</b></span></td> <td style="font-family: Times New Roman, Times, Serif"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Outstanding balance</b></span></td> <td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif"> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; font-family: Times New Roman, Times, Serif; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Subsequent collection<sup>(1)</sup></b></span></td> <td style="font-family: Times New Roman, Times, Serif"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; background-color: #CCEEFF"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; width: 76%; padding-left: 9pt; text-indent: -9pt"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">1 to 90 days</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 1%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 9%; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">19,978,931</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 1%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 9%; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">11,040,304</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 1%"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; "> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; padding-left: 9pt; text-indent: -9pt"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">91 to 180 days</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right">8,317,622</td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">3,868,362</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; background-color: #CCEEFF"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; padding-left: 9pt; text-indent: -9pt"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Over 180 days</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">1,815,817</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">646,224</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; "> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; padding-left: 9pt; text-indent: -9pt"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Over one year</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">13,960,230</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom">*</td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">50,881</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; background-color: #CCEEFF"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; padding-left: 9pt; text-indent: -9pt"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Over two years</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">11,876,982</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom">*</td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="-sec-ix-hidden: hidden-fact-68; font-family: Times New Roman, Times, Serif; font-size: 10pt">-</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; "> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; padding-left: 9pt; text-indent: -9pt"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Total</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">55,949,582</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">15,605,771</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; border-bottom: black 1.5pt solid"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Aging of accountings receivable as of December 31, 2020</b></span></td> <td style="font-family: Times New Roman, Times, Serif"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Outstanding balance</b></span></td> <td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif"> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; font-family: Times New Roman, Times, Serif; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Subsequent collection<sup>(1)</sup></b></span></td> <td style="font-family: Times New Roman, Times, Serif"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; background-color: #CCEEFF"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; width: 76%; padding-left: 9pt; text-indent: -9pt"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">1 to 90 days</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 1%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 9%; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">28,298,032</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 1%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 9%; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">23,894,359</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 1%"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; "> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; padding-left: 9pt; text-indent: -9pt"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">91 to 180 days</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">7,084,537</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">6,567,082</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; background-color: #CCEEFF"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; padding-left: 9pt; text-indent: -9pt"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Over 180 days</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">3,164,568</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">2,847,605</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; "> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; padding-left: 9pt; text-indent: -9pt"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Over one year</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="-sec-ix-hidden: hidden-fact-69; font-family: Times New Roman, Times, Serif; font-size: 10pt">-</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="-sec-ix-hidden: hidden-fact-70; font-family: Times New Roman, Times, Serif; font-size: 10pt">-</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; background-color: #CCEEFF"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; padding-left: 9pt; text-indent: -9pt"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Over two years</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">110,269</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="-sec-ix-hidden: hidden-fact-71; font-family: Times New Roman, Times, Serif; font-size: 10pt">-</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; "> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; padding-left: 9pt; text-indent: -9pt"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Total</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">38,657,406</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">33,309,046</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman,serif; margin-top: 0; margin-bottom: 0; width: 100%"><tr style="vertical-align: top; text-align: justify"> <td style="width: 0"/><td style="width: 0.25in; text-align: left">(1)</td><td style="text-align: justify">the Company reviewed the subsequent collection until March 10, 2022.</td> </tr></table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; margin-top: 0in; margin-bottom: 0in; width: 100%"><tr style="vertical-align: top; text-align: justify"> <td style="width: 0in"/><td style="width: 0.25in; text-align: left"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">*</span></td><td style="text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The increase of accounts receivable as of December 31, 2021 compared to the amount as of December 31, 2020 was due to the acquisition of Jiangxi Huiyi, and the disposal of ownership of Fengsheng which the amount due from Fengsheng was recorded under “Amount due from the Affiliate Company” prior to the disposal.</span></td> </tr></table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(g) Notes Receivable</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify">Notes receivable represent short-term loans to third parties with maximum terms of six months. Interest income is recognized according to each agreement between a borrower and the Company on an accrual basis. For notes receivable with banks, the interest rates are determined by banks. For notes receivable with other parties, the interest rates are based on agreements between the parties. If notes receivable are paid back, that transaction will be recognized in the relevant year. If notes receivable are not paid back, or are written off, that transaction will be recognized in the relevant year if default is probable, reasonably assured, and the loss can be reasonably estimated. The Company will recognize income if the written-off loan is recovered at a future date. In case of any foreclosure proceedings or legal actions, the Company provides an accrual for the related foreclosure and litigation expenses. The Company also receives notes receivable from the Affiliate Company and other parties to settle accounts receivable. If the Company decides to discount notes receivable for the purpose of receiving immediate cash, the current discount rate is approximately in the range of 2.1% to 2.7% annually depends on different banks. As of December 31, 2021 and 2020, the Company had notes receivable from unrelated parties of $323,128 and $31,404,630, respectively, which notes receivable typically mature within six months.</p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(h) Property, Plants and Equipment, net</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Property, Plants and equipment are carried at cost less accumulated depreciation. Depreciation is calculated over the asset’s estimated useful life, using the straight-line method. Leasehold improvements are amortized over the life of the asset or the term of the lease, whichever is shorter. Estimated useful lives are as follows:</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-indent: -0.125in; padding-left: 0.125in; width: 86%; text-align: left">Buildings</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 12%; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">20-30 years</span></td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-indent: -0.125in; padding-left: 0.125in; text-align: left">Machinery and equipment</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">10 years</span></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-indent: -0.125in; padding-left: 0.125in; text-align: left">Office equipment</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">5 years</span></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-indent: -0.125in; padding-left: 0.125in; text-align: left">Motor vehicles</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">5 years</span></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-indent: -0.125in; padding-left: 0.125in; text-align: left">Molds</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">5 years</span></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The costs and related accumulated depreciation of assets sold or otherwise retired are eliminated from the Company’s accounts and any gain or loss is included in the statements of income. The cost of maintenance and repairs is charged to expenses as incurred, whereas significant renewals and betterments are capitalized.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(i) Land Use Rights, net</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Land in China is owned by the government and land ownership rights cannot be sold to an individual or to a private company. However, the Chinese government grants the user a “land use right” to use the land. The land use rights granted to the Company are amortized using the straight-line method over a term of fifty years.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The Company elected the practical expedient that permits the Company to carry forward the accounting treatment for land use rights in existing agreements as of the effective date of ASC 842.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Upon the adoption of ASC 842 on January 1, 2019, the new land use rights agreements signed beyond the effective date are identified as operating lease right-of-use assets, whereas the existing agreements as of the effective date are separately disclosed as “Land use rights” in the Company’s consolidated balance sheets.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(j) Accounting for the Impairment of Long-Lived Assets</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The Company periodically evaluates the carrying value of long-lived assets to be held and used, including intangible assets subject to amortization, when events and circumstances warrant such a review, pursuant to the guidelines established in ASC Topic 360 Impairment or Disposal of Long-Lived Assets. The carrying value of a long-lived asset is considered impaired when the anticipated undiscounted cash flow from such asset is separately identifiable and is less than its carrying value. In that event, a loss is recognized based on the amount by which the carrying value exceeds the fair market value of the long-lived asset. Fair market value is determined primarily using the anticipated cash flows discounted at a rate commensurate with the risk involved. Losses on long-lived assets to be disposed of are determined in a similar manner, except that fair market values are reduced for disposal costs.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The Company recognized no impairment loss for years ended December 31, 2021 and 2020.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(k) Revenue Recognition</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The Company adopted ASC Topic 606 Revenue from Contracts with Customers with a date of the initial application of January 1, 2018 using the modified retrospective method. As a result, the Company has changed its accounting policy for revenue recognition. The impact of the adoption of ASC Topic 606 on the Company’s consolidated financial statements is not material.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The Company recognizes revenue when goods or services are transferred to customers in an amount that reflects the consideration which it expects to receive in exchange for those goods or services. In determining when and how revenue is recognized from contracts with customers, the Company performs the following five-step analysis: (i) identification of contract with customer; (ii) determination of performance obligations; (iii) measurement of the transaction price; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The Company generates revenue through EV parts and off-road vehicles. The revenue is recognized at a point in time once the Company has determined that the customer has obtained control over the product. Control is typically deemed to have been transferred to the customer when the performance obligation is fulfilled, usually at the time of delivery, at the net sales price (transaction price). Revenue is recognized net of any taxes collected from customers, which are subsequently remitted to governmental authorities. Shipping and handling costs for product shipments occur prior to the customer obtaining control of the goods are accounted for as fulfillment costs rather than separate performance obligations and recorded as sales and marketing expenses.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">See Note 26 “Segment Reporting” for disaggregation of revenue by reporting segments. The Company believes this disaggregation best depicts how the nature, amount, timing and uncertainty of revenue and cash flows are affected by economic factors.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(l) Research and Development</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Expenditures relating to the development of new products and processes, including improvements to existing products as well as research and development and consulting work performed by third parties, are expensed as incurred. Research and development expenses were $38,971,986 and $7,246,312 for the years ended December 31, 2021 and 2020, respectively.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(m) Government Grants</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Government grants are recognized when there is reasonable assurance that: (1) the recipient will comply with the relevant conditions and (2) the grant will be received. After initial recognition, government grants are recognized in profit or loss on a systematic basis that mirrors the manner in which the Company recognizes the underlying costs for which the grant is intended to compensate. If some, or all, of a government grant becomes repayable (e.g. due to non-fulfillment of the grant conditions), then the repayment is accounted for prospectively as a change in accounting estimate. The effect of the change in estimate is recognized in the period in which management concludes that it is no longer reasonably assured that all of the grant conditions will be met. A corresponding financial liability is recognized for the amount of the repayment.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">For the years ended December 31, 2021 and 2020, $1,233,192 and $1,130,262, respectively, were received by the Company’s subsidiaries from the Chinese government.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(n) Income Taxes</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The Company accounts for income tax using an asset and liability approach, which allows for the recognition of deferred tax benefits in future years. Under the asset and liability approach, deferred income taxes are recognized for differences between the financial reporting and tax bases of assets and liabilities at enacted tax rates in effect for the years in which the differences are expected to reverse. The accounting for deferred tax calculation represents the Company management’s best estimate of the most likely future tax consequences of events that have been recognized in our financial statements or tax returns and related future anticipation. A valuation allowance is recorded to reduce the deferred tax assets to an amount that is more likely than not to be realized after considering all available evidence, both positive and negative.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(o) Foreign Currency Translation</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The accompanying consolidated financial statements are presented in United States dollars. The functional currency of the Company is the Renminbi (RMB). Capital accounts of the consolidated financial statements are translated into United States dollars from RMB at their historical exchange rates when the capital transactions occurred.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Assets and liabilities are translated at the exchange rates as of balance sheet date. Income and expenditures are translated at the average exchange rate of the reporting period, which rates are obtained from the website: http://www.oanda.com</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-indent: -0.125in; padding-left: 0.125in; vertical-align: top; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: center; font-weight: bold; vertical-align: bottom"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; font-weight: bold; text-align: center">December 31,</td><td style="font-family: Times New Roman, Times, Serif; text-align: center; font-weight: bold; vertical-align: bottom"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: center; font-weight: bold; vertical-align: bottom"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; font-weight: bold; text-align: center">December 31,</td><td style="font-family: Times New Roman, Times, Serif; text-align: center; font-weight: bold; vertical-align: bottom"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-indent: -0.125in; padding-left: 0.125in; vertical-align: top; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: center; font-weight: bold; vertical-align: bottom"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2021</td><td style="font-family: Times New Roman, Times, Serif; text-align: center; padding-bottom: 1.5pt; font-weight: bold; vertical-align: bottom"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: center; font-weight: bold; vertical-align: bottom"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2020</td><td style="font-family: Times New Roman, Times, Serif; text-align: center; padding-bottom: 1.5pt; font-weight: bold; vertical-align: bottom"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; width: 76%; text-align: left">Period end RMB: USD exchange rate</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">6.3588</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">6.5277</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; text-align: left">Average RMB: USD exchange rate</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">6.4499</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">6.9001</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(p) Comprehensive Income (Loss)</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Comprehensive income (loss) is defined to include all changes in equity except those resulting from investments by owners and distributions to owners. Among other disclosures, all items that are required to be recognized under current accounting standards as components of comprehensive income (loss) are required to be reported in a financial statement that is presented with the same prominence as other financial statements. Comprehensive income (loss) includes net income (loss) and the foreign currency translation changes.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(q) Segments</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">In accordance with ASC 280-10, Segment Reporting, the Company’s chief operating decision maker (“CODM”), identified as the Company’s Chief Executive Officer, relies upon the consolidated results of operations as a whole when making decisions about allocating resources and assessing the performance of the Company. As a result of the assessment made by CODM, the Company has only one reportable segment. The Company does not distinguish between markets or segments for the purpose of internal reporting. As the Company’s long-lived assets are substantially located in the PRC, no geographical segments are presented.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(r) Stock Option Expenses</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The Company’s stock option expenses are recorded in accordance with ASC 718 and ASC 505.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The fair value of stock options is estimated using the Black-Scholes-Merton model. The Company’s expected volatility assumption is based on the historical volatility of the Company’s common stock. The expected life assumption is primarily based on the expiration date of the option. The risk-free interest rate for the expected term of the option is based on the U.S. Treasury yield curve in effect at the time of grant.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The recognition of stock option expenses is based on awards expected to vest. ASC standards require forfeitures to be estimated at the time of grant and revised in subsequent periods, if necessary, if actual forfeitures differ from those estimates.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The stock-based option expenses for the years ended December 31, 2021 and 2020 were $0 and $0, respectively. There were no forfeitures estimated during the reporting period.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(s) Goodwill</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The Company allocates goodwill from business combinations to reporting units based on the expectation that the reporting unit is to benefit from the business combination. The Company evaluates its reporting units on an annual basis and, if necessary, reassigns goodwill using a relative fair value allocation approach. Goodwill is tested for impairment at the reporting unit level on an annual basis and between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying value. These events or circumstances could include a significant change in the business climate, legal factors, operating performance indicators, competition, or sale or disposition of a significant portion of a reporting unit.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Application of the goodwill impairment test requires judgments, including the identification of reporting units, assignment of assets and liabilities to reporting units, assignment of goodwill to reporting units, and the determination of the fair value of each reporting unit. The Company first assesses qualitative factors to determine whether it is more likely than not that goodwill is impaired. If the more likely than not threshold is met, the Company performs a quantitative impairment test.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The Company applies the reporting unit criteria in ASC 350-20 to the components to determine if the reporting unit should be identified one level below the operating segment. Each component will be evaluated to determine if: (a) it is a business (as defined in ASC 805), (b) discrete financial information is available and (c) the operating results are regularly reviewed by the segment manager(s). If the components of a specific operating segment meet these criteria, they might be deemed to be separate reporting units. However, if they have similar economic characteristics (which is a matter of judgment based on individual facts and circumstances), these components must be aggregated into one reporting unit. There are three reporting units under the goodwill impairment analysis, namely 1) SC Autosports, 2) Jinhua An kao and Yongkang Scrou, and 3) Jiangxi Huiyi.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">As of December 31, 2021 and 2020, the Company performed goodwill impairment testing at the reporting unit level and determined that no impairment was necessary.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(t) Intangible Assets</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Intangible assets consist of patent, trade names and customer relations associated with the purchase price from the allocation of Yongkang Scrou, Kandi Smart Battery Swap and Jiangxi Huiyi. Such assets are being amortized over their estimated useful lives. Intangible assets were amortized as of December 31, 2021. The amortization expenses for intangible assets were $906,618 and $ 625,629 for the years ended December 31, 2021 and 2020, respectively.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(u) Accounting for Sale of Common Stock and Warrants</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">In connection of the issuance of common stocks, the Company may issue options or warrants to purchase common stock. Warrants classified as equity are initially recorded at fair value and subsequent changes in fair value are not recognized as long as the warrants continue to be classified as equity.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(v) Consolidation of variable interest entities</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">In accordance with accounting standards regarding consolidation of variable interest entities, or VIEs, VIEs are generally entities that lack sufficient equity to finance their activities without additional financial support from other parties or whose equity holders lack adequate decision making ability. All VIEs with which the Company is involved must be evaluated to determine the primary beneficiary of the risks and rewards of the VIE. The primary beneficiary is required to consolidate the VIE for financial reporting purposes.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">The Company has concluded, based on the contractual arrangements, that as of December 31, 2021 and for the past two years that are covered by this report, Kandi New Energy had been a VIE and that the Company’s wholly-owned subsidiary, Zhejiang Kandi Technologies, absorbs all risk of loss from the activities of this VIE, thereby enabling the Company, through Zhejiang Kandi Technologies, to receive all of its expected residual returns. Therefore, although Kandi Technologies only owns 50% equity in Kandi New Energy, for accounting purpose, Kandi Technologies is the sole beneficiary and shall be wholly included in the consolidation.</p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Additionally, because Kandi New Energy is under common control with other entities, the consolidated financial statements have been prepared as if the transactions had occurred retroactively as to the beginning of the reporting period of these consolidated financial statements.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Control and common control are defined under the accounting standards as “an individual, enterprise, or immediate family members who hold more than 50 percent of the voting ownership interest of each entity.” Because the owners collectively owned 100% of Kandi New Energy, and had agreed to vote their interests in concert since the establishment of each of these three companies as memorialized in the Voting Rights Proxy Agreement, the Company believes that the owners collectively have control and common control of Kandi New Energy. Accordingly, the Company believes that Kandi New Energy was constructively held under common control by Zhejiang Kandi Technologies as of the time the contractual agreements were entered into, establishing Zhejiang Kandi Technologies as their primary beneficiary. Zhejiang Kandi Technologies, in turn, is owned by Continental, which is owned by the Company.</p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">For accounting purpose, the tables below are condensed consolidating schedules summarizing separately the results of operations, financial position and cash flows of the parent company including non-VIE subsidiaries and Kandi New Energy, which was deemed as an VIE since the Company only owned 50% of the equity, and control Kandi New Energy through several contractual agreements prior to its conversion to a wholly-owned subsidiary of Zhejiang Kandi Technologies effective March 14, 2022, together with eliminating adjustments:</p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><i>Consolidated Statements of Operations Information</i></p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"> </p><table cellpadding="0" cellspacing="0" style="border-collapse: collapse; width: 100%; font: 10pt Times New Roman, Times, Serif"> <tr style="vertical-align: bottom"> <td> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="14" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">For the year ended December 31, 2021</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="vertical-align: bottom"> <td> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Parent<br/> including <br/> non-VIE <br/> subsidiaries</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">VIE</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Elimination</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Consolidated</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="width: 52%; text-indent: -9pt; padding-left: 9pt">Revenues</td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right">87,210,780</td><td style="width: 1%; text-align: left"> </td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right">14,414,362</td><td style="width: 1%; text-align: left"> </td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right">(10,138,758</td><td style="width: 1%; text-align: left">)</td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right">91,486,384</td><td style="width: 1%; text-align: left"> </td></tr> <tr style="vertical-align: bottom; "> <td style="text-align: left; text-indent: -9pt; padding-left: 9pt">Gross profit</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">15,892,507</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">355,355</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right"><div style="-sec-ix-hidden: hidden-fact-72">-</div></td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">16,247,862</td><td style="text-align: left"> </td></tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left; text-indent: -9pt; padding-left: 9pt">Income (loss) from operations</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">2,576,730</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(1,240,525</td><td style="text-align: left">)</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right"><div style="-sec-ix-hidden: hidden-fact-73">-</div></td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">1,336,205</td><td style="text-align: left"> </td></tr> <tr style="vertical-align: bottom; "> <td style="text-align: left; text-indent: -9pt; padding-left: 9pt">Income (loss) before income taxes</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">46,250,219</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">3,115,420</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(20,155,351</td><td style="text-align: left">)</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">29,210,288</td><td style="text-align: left"> </td></tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left; text-indent: -9pt; padding-left: 9pt">Net income</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">40,739,432</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">2,279,717</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(20,155,351</td><td style="text-align: left">)</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">22,863,798</td><td style="text-align: left"> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"> </p><table cellpadding="0" cellspacing="0" style="border-collapse: collapse; width: 100%; font: 10pt Times New Roman, Times, Serif"> <tr style="vertical-align: bottom"> <td> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="14" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">For the year ended December 31, 2020</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="vertical-align: bottom"> <td> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Parent<br/> including <br/> non-VIE<br/> subsidiaries</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">VIE</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Elimination</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Consolidated</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="width: 52%; text-indent: -9pt; padding-left: 9pt">Revenues</td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right">68,235,630</td><td style="width: 1%; text-align: left"> </td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right">27,613,722</td><td style="width: 1%; text-align: left"> </td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right">(18,928,839</td><td style="width: 1%; text-align: left">)</td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right">76,920,513</td><td style="width: 1%; text-align: left"> </td></tr> <tr style="vertical-align: bottom; "> <td style="text-align: left; text-indent: -9pt; padding-left: 9pt">Gross profit</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">12,973,809</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">514,124</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right"><div style="-sec-ix-hidden: hidden-fact-74">-</div></td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">13,487,933</td><td style="text-align: left"> </td></tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left; text-indent: -9pt; padding-left: 9pt">Income (loss) from operations</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">2,061,373</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(1,306,977</td><td style="text-align: left">)</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right"><div style="-sec-ix-hidden: hidden-fact-75">-</div></td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">754,396</td><td style="text-align: left"> </td></tr> <tr style="vertical-align: bottom; "> <td style="text-align: left; text-indent: -9pt; padding-left: 9pt">loss before income taxes</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(14,410,035</td><td style="text-align: left">)</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(1,031,298</td><td style="text-align: left">)</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right"><div style="-sec-ix-hidden: hidden-fact-76">-</div></td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(15,441,333</td><td style="text-align: left">)</td></tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left; text-indent: -9pt; padding-left: 9pt">Net loss</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(9,648,826</td><td style="text-align: left">)</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(745,338</td><td style="text-align: left">)</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right"><div style="-sec-ix-hidden: hidden-fact-77">-</div></td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(10,394,164</td><td style="text-align: left">)</td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><i>Consolidated Balance Sheets Information</i></p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"> </p><table cellpadding="0" cellspacing="0" style="border-collapse: collapse; width: 100%; font: 10pt Times New Roman, Times, Serif"> <tr style="vertical-align: bottom"> <td> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="14" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">As of December 31, 2021</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="vertical-align: bottom"> <td> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Parent <br/> including <br/> non-VIE <br/> subsidiaries</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">VIE</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Elimination</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Consolidated</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="width: 52%; text-align: left; text-indent: -9pt; padding-left: 9pt">Cash and cash equivalents</td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right">128,862,704</td><td style="width: 1%; text-align: left"> </td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right">360,739</td><td style="width: 1%; text-align: left"> </td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right"><div style="-sec-ix-hidden: hidden-fact-78">-</div></td><td style="width: 1%; text-align: left"> </td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right">129,223,443</td><td style="width: 1%; text-align: left"> </td></tr> <tr style="vertical-align: bottom; "> <td style="text-align: left; text-indent: -9pt; padding-left: 9pt">Total current assets</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">352,068,155</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">21,002,017</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(30,462,036</td><td style="text-align: left">)</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">342,608,136</td><td style="text-align: left"> </td></tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left; text-indent: -9pt; padding-left: 9pt">Total non-current assets</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">181,562,128</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">32,700,203</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(36,710,195</td><td style="text-align: left">)</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">177,552,136</td><td style="text-align: left"> </td></tr> <tr style="vertical-align: bottom; "> <td style="text-align: left; text-indent: -9pt; padding-left: 9pt">Total current liabilities</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">58,240,678</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">36,384,048</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(30,462,036</td><td style="text-align: left">)</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">64,162,690</td><td style="text-align: left"> </td></tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left; text-indent: -9pt; padding-left: 9pt">Total non-current liabilities</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">11,971,688</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">825,567</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right"><div style="-sec-ix-hidden: hidden-fact-79">-</div></td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">12,797,255</td><td style="text-align: left"> </td></tr> <tr style="vertical-align: bottom; "> <td style="text-align: left; text-indent: -9pt; padding-left: 9pt">Total stockholders’ equity</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">463,417,917</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">16,492,605</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(36,710,195</td><td style="text-align: left">)</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">443,200,327</td><td style="text-align: left"> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"> </p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%; border-collapse: collapse"> <tr style="vertical-align: bottom"> <td> </td> <td> </td> <td colspan="14" style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>As of December 31, 2020</b></span></td> <td> </td></tr> <tr style="vertical-align: bottom"> <td> </td> <td> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Parent<br/> including <br/> non-VIE <br/> subsidiaries</b></span></td> <td> </td> <td> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>VIE</b></span></td> <td> </td> <td> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Elimination</b></span></td> <td> </td> <td> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Consolidated</b></span></td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td style="width: 52%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Cash and cash equivalents</span></td> <td style="width: 1%"> </td> <td style="width: 1%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="width: 9%; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">142,062,013</span></td> <td style="width: 1%"> </td> <td style="width: 1%"> </td> <td style="width: 1%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="width: 9%; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">16,177</span></td> <td style="width: 1%"> </td> <td style="width: 1%"> </td> <td style="width: 1%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="width: 9%; text-align: right"><span style="-sec-ix-hidden: hidden-fact-80; font-family: Times New Roman, Times, Serif; font-size: 10pt">-</span></td> <td style="width: 1%"> </td> <td style="width: 1%"> </td> <td style="width: 1%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="width: 9%; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">142,078,190</span></td> <td style="width: 1%"> </td></tr> <tr style="vertical-align: bottom; "> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Total current assets</span></td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">285,542,114</span></td> <td> </td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">51,257,889</span></td> <td> </td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(29,684,427</span></td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">)</span></td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">307,115,576</span></td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Total non-current assets</span></td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">191,180,142</span></td> <td> </td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">10,128,747</span></td> <td> </td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(13,174,625</span></td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">)</span></td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">188,134,264</span></td> <td> </td></tr> <tr style="vertical-align: bottom; "> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Total current liabilities</span></td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">85,980,986</span></td> <td> </td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">27,500,866</span></td> <td> </td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(29,684,427</span></td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">)</span></td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">83,797,425</span></td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Total non-current liabilities</span></td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">7,544,838</span></td> <td> </td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">140,913</span></td> <td> </td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="-sec-ix-hidden: hidden-fact-81; font-family: Times New Roman, Times, Serif; font-size: 10pt">-</span></td> <td> </td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">7,685,751</span></td> <td> </td></tr> <tr style="vertical-align: bottom; "> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Total stockholders’ equity</span></td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">383,196,432</span></td> <td> </td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">33,744,857</span></td> <td> </td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(13,174,625</span></td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">)</span></td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">403,766,664</span></td> <td> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">Percentage of VIE’s assets and liabilities compared to consolidated assets and liabilities</p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"> </p><table cellpadding="0" cellspacing="0" style="border-collapse: collapse; width: 100%; font: 10pt Times New Roman, Times, Serif"> <tr style="vertical-align: bottom"> <td style="text-align: center"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="10" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">As of December 31, 2021</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="vertical-align: bottom"> <td style="text-align: center"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">VIE</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Consolidated</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">% of VIE’s assets and liabilities in consolidated assets and liabilities</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="width: 64%; text-align: left">Cash and cash equivalents</td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right">360,739</td><td style="width: 1%; text-align: left"> </td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right">129,223,443</td><td style="width: 1%; text-align: left"> </td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left"> </td><td style="width: 9%; text-align: right">0.3</td><td style="width: 1%; text-align: left">%</td></tr> <tr style="vertical-align: bottom; "> <td style="text-align: left">Total current assets</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">21,002,017</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">342,608,136</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left"> </td><td style="text-align: right">6.1</td><td style="text-align: left">%</td></tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left">Total non-current assets</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">32,700,203</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">177,552,136</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left"> </td><td style="text-align: right">18.4</td><td style="text-align: left">%</td></tr> <tr style="vertical-align: bottom; "> <td style="text-align: left">Total current liabilities</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">36,384,048</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">64,162,690</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left"> </td><td style="text-align: right">56.7</td><td style="text-align: left">%</td></tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left">Total non-current liabilities</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">825,567</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">12,797,255</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left"> </td><td style="text-align: right">6.5</td><td style="text-align: left">%</td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"> </p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%; border-collapse: collapse"> <tr style="vertical-align: bottom; "> <td> </td> <td> </td> <td colspan="10" style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>As of December 31, 2020</b></span></td> <td> </td></tr> <tr style="vertical-align: bottom; "> <td style="text-align: center"> </td> <td style="text-align: center"> </td> <td style="border-bottom: black 1.5pt solid; text-align: center"> </td> <td style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>VIE</b></span></td> <td style="text-align: center"> </td> <td style="text-align: center"> </td> <td style="border-bottom: black 1.5pt solid; text-align: center"> </td> <td style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Consolidated</b></span></td> <td style="text-align: center"> </td> <td style="text-align: center"> </td> <td style="border-bottom: black 1.5pt solid; text-align: center"> </td> <td style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>% of VIE’s assets and liabilities in consolidated assets and liabilities</b></span></td> <td style="text-align: center"> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td style="width: 67%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Cash and cash equivalents</span></td> <td style="width: 1%"> </td> <td style="width: 1%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="width: 8%; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">16,177</span></td> <td style="width: 1%"> </td> <td style="width: 1%"> </td> <td style="width: 1%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="width: 8%; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">142,078,190</span></td> <td style="width: 1%"> </td> <td style="width: 1%"> </td> <td style="width: 1%"> </td> <td style="width: 8%; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">0.0</span></td> <td style="width: 1%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">%</span></td></tr> <tr style="vertical-align: bottom; "> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Total current assets</span></td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">51,257,889</span></td> <td> </td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">307,115,576</span></td> <td> </td> <td> </td> <td> </td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">16.7</span></td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">%</span></td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Total non-current assets</span></td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">10,128,747</span></td> <td> </td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">188,134,264</span></td> <td> </td> <td> </td> <td> </td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">5.4</span></td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">%</span></td></tr> <tr style="vertical-align: bottom; "> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Total current liabilities</span></td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">27,500,866</span></td> <td> </td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">83,797,425</span></td> <td> </td> <td> </td> <td> </td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">32.8</span></td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">%</span></td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Total non-current liabilities</span></td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">140,913</span></td> <td> </td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">7,685,751</span></td> <td> </td> <td> </td> <td> </td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">1.8</span></td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">%</span></td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><i>Consolidated Cash Flows Information</i></p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><i> </i></p><table cellpadding="0" cellspacing="0" style="border-collapse: collapse; width: 100%; font: 10pt Times New Roman, Times, Serif"> <tr style="vertical-align: bottom"> <td> </td> <td style="padding-bottom: 1.5pt"> </td> <td colspan="14" style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-size: 10pt"><b>For the year ended December 31, 2021</b></span></td> <td style="padding-bottom: 1.5pt"> </td></tr> <tr style="vertical-align: bottom"> <td style="text-align: center"> </td> <td style="padding-bottom: 1.5pt"> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-size: 10pt"><b>Parent including non-VIE subsidiaries</b></span></td> <td style="padding-bottom: 1.5pt"> </td> <td style="padding-bottom: 1.5pt"> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-size: 10pt"><b>VIE</b></span></td> <td style="padding-bottom: 1.5pt"> </td> <td style="padding-bottom: 1.5pt"> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-size: 10pt"><b>Elimination</b></span></td> <td style="padding-bottom: 1.5pt"> </td> <td style="padding-bottom: 1.5pt"> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-size: 10pt"><b>Consolidated</b></span></td> <td style="padding-bottom: 1.5pt"> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td style="width: 52%"><span style="font-size: 10pt">Net cash (used in) provided by operating activities</span></td> <td style="width: 1%"> </td> <td style="width: 1%"><span style="font-size: 10pt">$</span></td> <td style="width: 9%; text-align: right"><span style="font-size: 10pt">(9,412,899</span></td> <td style="width: 1%"><span style="font-size: 10pt">)</span></td> <td style="width: 1%"> </td> <td style="width: 1%"><span style="font-size: 10pt">$</span></td> <td style="width: 9%; text-align: right"><span style="font-size: 10pt">9,654,589</span></td> <td style="width: 1%"> </td> <td style="width: 1%"> </td> <td style="width: 1%"><span style="font-size: 10pt">$</span></td> <td style="width: 9%; text-align: right"><span style="-sec-ix-hidden: hidden-fact-82; font-size: 10pt">-</span></td> <td style="width: 1%"> </td> <td style="width: 1%"> </td> <td style="width: 1%"><span style="font-size: 10pt">$</span></td> <td style="width: 9%; text-align: right"><span style="font-size: 10pt">241,690</span></td> <td style="width: 1%"> </td></tr> <tr style="vertical-align: bottom; "> <td><span style="font-size: 10pt">Net cash provided by (used in) investing activities</span></td> <td> </td> <td><span style="font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-size: 10pt">30,230,627 </span></td> <td> </td> <td> </td> <td><span style="font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-size: 10pt">(22,811,949</span></td> <td><span style="font-size: 10pt">)</span></td> <td> </td> <td><span style="font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-size: 10pt">14,791,226 </span></td> <td> </td> <td> </td> <td><span style="font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-size: 10pt">22,209,904</span></td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td><span style="font-size: 10pt">Net cash provided by (used in) financing activities</span></td> <td> </td> <td><span style="font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-size: 10pt">2,042,523 </span></td> <td> </td> <td> </td> <td><span style="font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-size: 10pt">13,496,632</span></td> <td> </td> <td> </td> <td><span style="font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-size: 10pt">(14,791,226</span></td> <td><span style="font-size: 10pt">)</span></td> <td> </td> <td><span style="font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-size: 10pt">747,929</span></td> <td> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><i> </i></p><table cellpadding="0" cellspacing="0" style="border-collapse: collapse; width: 100%; font: 10pt Times New Roman, Times, Serif"> <tr style="vertical-align: bottom"> <td> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="14" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">For the year ended December 31, 2020</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="vertical-align: bottom"> <td style="text-align: center"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Parent including non-VIE subsidiaries</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">VIE</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Elimination</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Consolidated</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="width: 52%; text-align: left; padding-left: 0pt">Net cash provided by (used in) operating activities</td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right">(47,026,465</td><td style="width: 1%; text-align: left">)</td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right">(3,856,787</td><td style="width: 1%; text-align: left">)</td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right"><div style="-sec-ix-hidden: hidden-fact-83">-</div></td><td style="width: 1%; text-align: left"> </td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right">(50,883,252</td><td style="width: 1%; text-align: left">)</td></tr> <tr style="vertical-align: bottom; "> <td style="text-align: left; padding-left: 0pt">Net cash provided by (used in) investing activities</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">58,168,723</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(121,767</td><td style="text-align: left">)</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(6,895,506</td><td style="text-align: left">)</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">51,151,450</td><td style="text-align: left"> </td></tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left; padding-left: 0pt">Net cash provided by (used in) financing activities</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">126,446,358</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(6,895,506</td><td style="text-align: left">)</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">6,895,506</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">126,446,358</td><td style="text-align: left"> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Effective March 14, 2022, Mr. Hu Xiaoming transferred his 50% equity interests of Kandi New Energy to Zhejiang Kandi Technologies. As a result, Kandi New Energy has become a wholly-owned subsidiary of Zhejiang Kandi Technologies. The Company no longer has any VIE as of the date of this report.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(a) Economic and Political Risks</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The Company’s operations are conducted in China. As a result, the Company’s business, financial condition and results of operations may be influenced by the political, economic and legal environments in China, and by the general state of the Chinese economy. In addition, the Company’s earnings are subject to movements in foreign currency exchange rates when transactions are denominated in Renminbi (“RMB”), which is the Company’s functional currency. Accordingly, the Company’s operating results are affected by changes in the exchange rate between the U.S. dollar and the RMB.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The Company’s operations in China are subject to special considerations and significant risks not typically associated with companies in North America and Western Europe. These include risks associated with, among others, the political, economic and legal environment and foreign currency exchange restrictions. The Company’s performance may be adversely affected by changes in the political and social conditions in China, and by changes in governmental policies with respect to laws and regulations, anti-inflationary measures, currency conversion, remittances abroad, and rates and methods of taxation, among other things.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(b) Fair Value of Financial Instruments</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">ASC 820 establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">These tiers include:</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify; margin-left: 0.25in"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Level 1 — defined as observable inputs such as quoted prices in active markets;</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify; margin-left: 0.25in"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify; margin-left: 0.25in"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Level 2 — defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify; margin-left: 0.25in"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify; margin-left: 0.25in"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Level 3 — defined as unobservable inputs for which little or no market data exists, therefore requiring an entity to develop its own assumptions.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The Company’s financial instruments primarily consist of cash and cash equivalents, restricted cash, accounts receivable, notes receivable, other receivables, accounts payable, other payables and accrued liabilities, short-term bank loans, notes payable, and warrants.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The carrying value of cash and cash equivalents, restricted cash, accounts receivable, notes receivable, other receivables, accounts payable, other payables and accrued liabilities, and notes payable approximate fair value because of the short-term nature of these items. The estimated fair values of short-term bank loans were not materially different from their carrying value as presented due to the brief maturities and because the interest rates on these borrowings approximate those that would have been available for loans of similar remaining maturities and risk profiles. As the carrying amounts are reasonable estimates of fair value, these financial instruments are classified within Level 1 of the fair value hierarchy. The Company identified notes payable as Level 2 instruments due to the fact that the inputs to valuation are primarily based upon readily observable pricing information. The balance of notes payable, which were measured and disclosed at fair value, was $8,198,193 and $92,445 as of December 31, 2021 and December 31, 2020, respectively.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Contingent consideration related to the acquisitions of Kandi Smart Battery Swap, SC Autosports and Jiangxi Huiyi, which is accounted for as liabilities, are measured at each reporting date for their fair value using Level 3 inputs. The fair value of contingent consideration was $ 7,812,000 and $3,743,000 as of December 31, 2021 and December 31, 2020, respectively. Also see Note 20.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p> 8198193 92445 7812000 3743000 <p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(c) Cash and Cash Equivalents</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The Company considers highly-liquid investments purchased with original maturities of three months or less to be cash equivalents.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(d) Restricted cash</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Restricted cash primarily represents bank deposits for letter of credit and bank acceptance bill.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">As of December 31, 2021 and December 31, 2020, the Company’s restricted cash was $39,452,564 and $ 442,445, respectively.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p> 39452564 442445 <p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(e) Inventories</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Inventories are stated at the lower of cost or net realizable value (market value). The cost of raw materials is determined on the basis of weighted average. The cost of finished goods is determined on the basis of weighted average and comprises direct materials, direct labor and an appropriate proportion of overhead.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Net realizable value is based on estimated selling prices less selling expenses and any further costs expected to be incurred for completion. Adjustments to reduce the cost of inventory to net realizable value are made, if required, for estimated excess, obsolescence, or impaired balances.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(f) Accounts Receivable and Due from the Affiliate Company and Related Parties</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Accounts receivable are recognized and carried at net realizable value. The Company establishes provision for doubtful accounts when there is objective evidence that the Company may not be able to collect amounts due. Management reviews the adequacy of the provision for doubtful accounts on an ongoing basis, using historical collection trends and individual account analysis. The provision is based on management’s best estimates of specific losses on individual customer exposures, as well as historical trends of collections. Account balances are charged off against the provision after all means of collection have been exhausted and the likelihood of collection is not probable. An allowance for doubtful accounts is recorded for periods in which the Company determines credit losses are probable. In order to measure expected credit losses of the accounts receivable, the Company’s policy is to adopt aging method by reviewing and analyzing the aging of each customer, especially those with aged balances without any movement, and then assessing their financial conditions and payment plans. On top of the aging analysis, the Company also analyzed the nature and background of the customers, and analyzed the probability of recovery of the receivables. Accounts are written off after exhaustive collection efforts. If accounts receivable are to be provided for, or written off, they are recognized in the consolidated statement of operations within the operating expenses line item. If accounts receivable previously written off is recovered in a later period or when facts subsequently become available to indicate that the amount provided as an allowance for doubtful accounts was incorrect, an adjustment is made to restate allowance for doubtful accounts.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Net amount due from the Affiliate Company represent net trade receivable from the Affiliate Company, loan lending to the Affiliate Company as well as interest related to such loan. As of December 31, 2020, the Company’s net amount due from the Affiliate Company includes $19.8 million net trade receivable and $2.2 million loan interest. As of December 31, 2021, the amount due from the Affiliate Company has been reclassed to accounts receivable of $18.0 million and other receivables of $2.3 million.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">As of December 31, 2021 and December 31, 2020, amount due from related party was $0 and $886,989, respectively. As of December 31, 2021 and December 31, 2020, amount due to related party was $0 and $500,000, respectively.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify">As of December 31, 2021 and December 31, 2020, credit terms with the Company’s customers were typically 60 to 180 days after delivery. Besides, the Company has a credit term with Fengsheng, a former affiliate of the Company which it disposed the ownership of Fengsheng in March 2021, that allows Fengsheng to repay the receivable amount when it receives the subsidy from the government. The Company has agreements or purchase orders signed with the customers which state the payment term based on the scale of sales and background of the customers. The terms and agreements signed are legally enforceable. As of December 31, 2021 and 2020, the Company had $3,053,277 and $110,269 allowance for doubtful accounts, as per the Company management’s judgment based on their best knowledge. The Company conducts quarterly assessments of the state of the Company’s outstanding receivables and reserves any allowance for doubtful accounts if it becomes necessary.</p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The table below summarized the aging of the accounts receivable as of December 31, 2021 and 2020.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; border-bottom: black 1.5pt solid"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Aging of accountings receivable as of December 31, 2021</b></span></td> <td style="font-family: Times New Roman, Times, Serif"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Outstanding balance</b></span></td> <td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif"> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; font-family: Times New Roman, Times, Serif; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Subsequent collection<sup>(1)</sup></b></span></td> <td style="font-family: Times New Roman, Times, Serif"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; background-color: #CCEEFF"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; width: 76%; padding-left: 9pt; text-indent: -9pt"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">1 to 90 days</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 1%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 9%; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">19,978,931</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 1%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 9%; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">11,040,304</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 1%"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; "> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; padding-left: 9pt; text-indent: -9pt"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">91 to 180 days</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right">8,317,622</td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">3,868,362</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; background-color: #CCEEFF"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; padding-left: 9pt; text-indent: -9pt"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Over 180 days</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">1,815,817</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">646,224</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; "> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; padding-left: 9pt; text-indent: -9pt"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Over one year</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">13,960,230</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom">*</td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">50,881</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; background-color: #CCEEFF"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; padding-left: 9pt; text-indent: -9pt"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Over two years</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">11,876,982</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom">*</td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="-sec-ix-hidden: hidden-fact-68; font-family: Times New Roman, Times, Serif; font-size: 10pt">-</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; "> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; padding-left: 9pt; text-indent: -9pt"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Total</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">55,949,582</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">15,605,771</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; border-bottom: black 1.5pt solid"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Aging of accountings receivable as of December 31, 2020</b></span></td> <td style="font-family: Times New Roman, Times, Serif"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Outstanding balance</b></span></td> <td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif"> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; font-family: Times New Roman, Times, Serif; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Subsequent collection<sup>(1)</sup></b></span></td> <td style="font-family: Times New Roman, Times, Serif"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; background-color: #CCEEFF"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; width: 76%; padding-left: 9pt; text-indent: -9pt"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">1 to 90 days</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 1%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 9%; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">28,298,032</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 1%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 9%; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">23,894,359</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 1%"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; "> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; padding-left: 9pt; text-indent: -9pt"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">91 to 180 days</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">7,084,537</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">6,567,082</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; background-color: #CCEEFF"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; padding-left: 9pt; text-indent: -9pt"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Over 180 days</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">3,164,568</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">2,847,605</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; "> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; padding-left: 9pt; text-indent: -9pt"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Over one year</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="-sec-ix-hidden: hidden-fact-69; font-family: Times New Roman, Times, Serif; font-size: 10pt">-</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="-sec-ix-hidden: hidden-fact-70; font-family: Times New Roman, Times, Serif; font-size: 10pt">-</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; background-color: #CCEEFF"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; padding-left: 9pt; text-indent: -9pt"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Over two years</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">110,269</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="-sec-ix-hidden: hidden-fact-71; font-family: Times New Roman, Times, Serif; font-size: 10pt">-</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; "> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; padding-left: 9pt; text-indent: -9pt"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Total</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">38,657,406</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">33,309,046</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman,serif; margin-top: 0; margin-bottom: 0; width: 100%"><tr style="vertical-align: top; text-align: justify"> <td style="width: 0"/><td style="width: 0.25in; text-align: left">(1)</td><td style="text-align: justify">the Company reviewed the subsequent collection until March 10, 2022.</td> </tr></table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; margin-top: 0in; margin-bottom: 0in; width: 100%"><tr style="vertical-align: top; text-align: justify"> <td style="width: 0in"/><td style="width: 0.25in; text-align: left"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">*</span></td><td style="text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The increase of accounts receivable as of December 31, 2021 compared to the amount as of December 31, 2020 was due to the acquisition of Jiangxi Huiyi, and the disposal of ownership of Fengsheng which the amount due from Fengsheng was recorded under “Amount due from the Affiliate Company” prior to the disposal.</span></td> </tr></table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p> 19800000 2200000 18000000 2300000 0 886989 0 500000 3053277 110269 <table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; border-bottom: black 1.5pt solid"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Aging of accountings receivable as of December 31, 2021</b></span></td> <td style="font-family: Times New Roman, Times, Serif"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Outstanding balance</b></span></td> <td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif"> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; font-family: Times New Roman, Times, Serif; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Subsequent collection<sup>(1)</sup></b></span></td> <td style="font-family: Times New Roman, Times, Serif"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; background-color: #CCEEFF"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; width: 76%; padding-left: 9pt; text-indent: -9pt"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">1 to 90 days</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 1%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 9%; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">19,978,931</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 1%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 9%; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">11,040,304</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 1%"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; "> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; padding-left: 9pt; text-indent: -9pt"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">91 to 180 days</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right">8,317,622</td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">3,868,362</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; background-color: #CCEEFF"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; padding-left: 9pt; text-indent: -9pt"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Over 180 days</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">1,815,817</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">646,224</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; "> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; padding-left: 9pt; text-indent: -9pt"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Over one year</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">13,960,230</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom">*</td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">50,881</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; background-color: #CCEEFF"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; padding-left: 9pt; text-indent: -9pt"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Over two years</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">11,876,982</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom">*</td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="-sec-ix-hidden: hidden-fact-68; font-family: Times New Roman, Times, Serif; font-size: 10pt">-</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; "> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; padding-left: 9pt; text-indent: -9pt"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Total</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">55,949,582</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">15,605,771</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; border-bottom: black 1.5pt solid"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Aging of accountings receivable as of December 31, 2020</b></span></td> <td style="font-family: Times New Roman, Times, Serif"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Outstanding balance</b></span></td> <td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif"> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; font-family: Times New Roman, Times, Serif; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Subsequent collection<sup>(1)</sup></b></span></td> <td style="font-family: Times New Roman, Times, Serif"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; background-color: #CCEEFF"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; width: 76%; padding-left: 9pt; text-indent: -9pt"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">1 to 90 days</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 1%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 9%; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">28,298,032</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 1%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 9%; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">23,894,359</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 1%"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; "> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; padding-left: 9pt; text-indent: -9pt"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">91 to 180 days</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">7,084,537</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">6,567,082</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; background-color: #CCEEFF"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; padding-left: 9pt; text-indent: -9pt"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Over 180 days</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">3,164,568</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">2,847,605</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; "> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; padding-left: 9pt; text-indent: -9pt"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Over one year</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="-sec-ix-hidden: hidden-fact-69; font-family: Times New Roman, Times, Serif; font-size: 10pt">-</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="-sec-ix-hidden: hidden-fact-70; font-family: Times New Roman, Times, Serif; font-size: 10pt">-</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; background-color: #CCEEFF"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; padding-left: 9pt; text-indent: -9pt"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Over two years</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">110,269</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="-sec-ix-hidden: hidden-fact-71; font-family: Times New Roman, Times, Serif; font-size: 10pt">-</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; "> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; padding-left: 9pt; text-indent: -9pt"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Total</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">38,657,406</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">33,309,046</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman,serif; margin-top: 0; margin-bottom: 0; width: 100%"><tr style="vertical-align: top; text-align: justify"> <td style="width: 0"/><td style="width: 0.25in; text-align: left">(1)</td><td style="text-align: justify">the Company reviewed the subsequent collection until March 10, 2022.</td> </tr></table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; margin-top: 0in; margin-bottom: 0in; width: 100%"><tr style="vertical-align: top; text-align: justify"> <td style="width: 0in"/><td style="width: 0.25in; text-align: left"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">*</span></td><td style="text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The increase of accounts receivable as of December 31, 2021 compared to the amount as of December 31, 2020 was due to the acquisition of Jiangxi Huiyi, and the disposal of ownership of Fengsheng which the amount due from Fengsheng was recorded under “Amount due from the Affiliate Company” prior to the disposal.</span></td> </tr></table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p> 19978931 11040304 8317622 3868362 1815817 646224 13960230 50881 11876982 55949582 15605771 28298032 23894359 7084537 6567082 3164568 2847605 110269 38657406 33309046 <p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(g) Notes Receivable</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify">Notes receivable represent short-term loans to third parties with maximum terms of six months. Interest income is recognized according to each agreement between a borrower and the Company on an accrual basis. For notes receivable with banks, the interest rates are determined by banks. For notes receivable with other parties, the interest rates are based on agreements between the parties. If notes receivable are paid back, that transaction will be recognized in the relevant year. If notes receivable are not paid back, or are written off, that transaction will be recognized in the relevant year if default is probable, reasonably assured, and the loss can be reasonably estimated. The Company will recognize income if the written-off loan is recovered at a future date. In case of any foreclosure proceedings or legal actions, the Company provides an accrual for the related foreclosure and litigation expenses. The Company also receives notes receivable from the Affiliate Company and other parties to settle accounts receivable. If the Company decides to discount notes receivable for the purpose of receiving immediate cash, the current discount rate is approximately in the range of 2.1% to 2.7% annually depends on different banks. As of December 31, 2021 and 2020, the Company had notes receivable from unrelated parties of $323,128 and $31,404,630, respectively, which notes receivable typically mature within six months.</p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p> 0.021 0.027 323128 31404630 P6M <p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(h) Property, Plants and Equipment, net</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Property, Plants and equipment are carried at cost less accumulated depreciation. Depreciation is calculated over the asset’s estimated useful life, using the straight-line method. Leasehold improvements are amortized over the life of the asset or the term of the lease, whichever is shorter. Estimated useful lives are as follows:</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-indent: -0.125in; padding-left: 0.125in; width: 86%; text-align: left">Buildings</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 12%; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">20-30 years</span></td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-indent: -0.125in; padding-left: 0.125in; text-align: left">Machinery and equipment</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">10 years</span></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-indent: -0.125in; padding-left: 0.125in; text-align: left">Office equipment</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">5 years</span></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-indent: -0.125in; padding-left: 0.125in; text-align: left">Motor vehicles</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">5 years</span></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-indent: -0.125in; padding-left: 0.125in; text-align: left">Molds</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">5 years</span></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The costs and related accumulated depreciation of assets sold or otherwise retired are eliminated from the Company’s accounts and any gain or loss is included in the statements of income. The cost of maintenance and repairs is charged to expenses as incurred, whereas significant renewals and betterments are capitalized.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p> <table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-indent: -0.125in; padding-left: 0.125in; width: 86%; text-align: left">Buildings</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 12%; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">20-30 years</span></td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-indent: -0.125in; padding-left: 0.125in; text-align: left">Machinery and equipment</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">10 years</span></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-indent: -0.125in; padding-left: 0.125in; text-align: left">Office equipment</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">5 years</span></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-indent: -0.125in; padding-left: 0.125in; text-align: left">Motor vehicles</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">5 years</span></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-indent: -0.125in; padding-left: 0.125in; text-align: left">Molds</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">5 years</span></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p> P20Y P30Y P10Y P5Y P5Y P5Y <p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(i) Land Use Rights, net</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Land in China is owned by the government and land ownership rights cannot be sold to an individual or to a private company. However, the Chinese government grants the user a “land use right” to use the land. The land use rights granted to the Company are amortized using the straight-line method over a term of fifty years.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The Company elected the practical expedient that permits the Company to carry forward the accounting treatment for land use rights in existing agreements as of the effective date of ASC 842.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Upon the adoption of ASC 842 on January 1, 2019, the new land use rights agreements signed beyond the effective date are identified as operating lease right-of-use assets, whereas the existing agreements as of the effective date are separately disclosed as “Land use rights” in the Company’s consolidated balance sheets.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(j) Accounting for the Impairment of Long-Lived Assets</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The Company periodically evaluates the carrying value of long-lived assets to be held and used, including intangible assets subject to amortization, when events and circumstances warrant such a review, pursuant to the guidelines established in ASC Topic 360 Impairment or Disposal of Long-Lived Assets. The carrying value of a long-lived asset is considered impaired when the anticipated undiscounted cash flow from such asset is separately identifiable and is less than its carrying value. In that event, a loss is recognized based on the amount by which the carrying value exceeds the fair market value of the long-lived asset. Fair market value is determined primarily using the anticipated cash flows discounted at a rate commensurate with the risk involved. Losses on long-lived assets to be disposed of are determined in a similar manner, except that fair market values are reduced for disposal costs.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The Company recognized no impairment loss for years ended December 31, 2021 and 2020.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(k) Revenue Recognition</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The Company adopted ASC Topic 606 Revenue from Contracts with Customers with a date of the initial application of January 1, 2018 using the modified retrospective method. As a result, the Company has changed its accounting policy for revenue recognition. The impact of the adoption of ASC Topic 606 on the Company’s consolidated financial statements is not material.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The Company recognizes revenue when goods or services are transferred to customers in an amount that reflects the consideration which it expects to receive in exchange for those goods or services. In determining when and how revenue is recognized from contracts with customers, the Company performs the following five-step analysis: (i) identification of contract with customer; (ii) determination of performance obligations; (iii) measurement of the transaction price; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The Company generates revenue through EV parts and off-road vehicles. The revenue is recognized at a point in time once the Company has determined that the customer has obtained control over the product. Control is typically deemed to have been transferred to the customer when the performance obligation is fulfilled, usually at the time of delivery, at the net sales price (transaction price). Revenue is recognized net of any taxes collected from customers, which are subsequently remitted to governmental authorities. Shipping and handling costs for product shipments occur prior to the customer obtaining control of the goods are accounted for as fulfillment costs rather than separate performance obligations and recorded as sales and marketing expenses.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">See Note 26 “Segment Reporting” for disaggregation of revenue by reporting segments. The Company believes this disaggregation best depicts how the nature, amount, timing and uncertainty of revenue and cash flows are affected by economic factors.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(l) Research and Development</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Expenditures relating to the development of new products and processes, including improvements to existing products as well as research and development and consulting work performed by third parties, are expensed as incurred. Research and development expenses were $38,971,986 and $7,246,312 for the years ended December 31, 2021 and 2020, respectively.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p> 38971986 7246312 <p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(m) Government Grants</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Government grants are recognized when there is reasonable assurance that: (1) the recipient will comply with the relevant conditions and (2) the grant will be received. After initial recognition, government grants are recognized in profit or loss on a systematic basis that mirrors the manner in which the Company recognizes the underlying costs for which the grant is intended to compensate. If some, or all, of a government grant becomes repayable (e.g. due to non-fulfillment of the grant conditions), then the repayment is accounted for prospectively as a change in accounting estimate. The effect of the change in estimate is recognized in the period in which management concludes that it is no longer reasonably assured that all of the grant conditions will be met. A corresponding financial liability is recognized for the amount of the repayment.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">For the years ended December 31, 2021 and 2020, $1,233,192 and $1,130,262, respectively, were received by the Company’s subsidiaries from the Chinese government.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p> 1233192 1130262 <p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(n) Income Taxes</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The Company accounts for income tax using an asset and liability approach, which allows for the recognition of deferred tax benefits in future years. Under the asset and liability approach, deferred income taxes are recognized for differences between the financial reporting and tax bases of assets and liabilities at enacted tax rates in effect for the years in which the differences are expected to reverse. The accounting for deferred tax calculation represents the Company management’s best estimate of the most likely future tax consequences of events that have been recognized in our financial statements or tax returns and related future anticipation. A valuation allowance is recorded to reduce the deferred tax assets to an amount that is more likely than not to be realized after considering all available evidence, both positive and negative.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(o) Foreign Currency Translation</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The accompanying consolidated financial statements are presented in United States dollars. The functional currency of the Company is the Renminbi (RMB). Capital accounts of the consolidated financial statements are translated into United States dollars from RMB at their historical exchange rates when the capital transactions occurred.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Assets and liabilities are translated at the exchange rates as of balance sheet date. Income and expenditures are translated at the average exchange rate of the reporting period, which rates are obtained from the website: http://www.oanda.com</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-indent: -0.125in; padding-left: 0.125in; vertical-align: top; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: center; font-weight: bold; vertical-align: bottom"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; font-weight: bold; text-align: center">December 31,</td><td style="font-family: Times New Roman, Times, Serif; text-align: center; font-weight: bold; vertical-align: bottom"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: center; font-weight: bold; vertical-align: bottom"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; font-weight: bold; text-align: center">December 31,</td><td style="font-family: Times New Roman, Times, Serif; text-align: center; font-weight: bold; vertical-align: bottom"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-indent: -0.125in; padding-left: 0.125in; vertical-align: top; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: center; font-weight: bold; vertical-align: bottom"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2021</td><td style="font-family: Times New Roman, Times, Serif; text-align: center; padding-bottom: 1.5pt; font-weight: bold; vertical-align: bottom"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: center; font-weight: bold; vertical-align: bottom"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2020</td><td style="font-family: Times New Roman, Times, Serif; text-align: center; padding-bottom: 1.5pt; font-weight: bold; vertical-align: bottom"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; width: 76%; text-align: left">Period end RMB: USD exchange rate</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">6.3588</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">6.5277</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; text-align: left">Average RMB: USD exchange rate</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">6.4499</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">6.9001</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p> <table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-indent: -0.125in; padding-left: 0.125in; vertical-align: top; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: center; font-weight: bold; vertical-align: bottom"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; font-weight: bold; text-align: center">December 31,</td><td style="font-family: Times New Roman, Times, Serif; text-align: center; font-weight: bold; vertical-align: bottom"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: center; font-weight: bold; vertical-align: bottom"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; font-weight: bold; text-align: center">December 31,</td><td style="font-family: Times New Roman, Times, Serif; text-align: center; font-weight: bold; vertical-align: bottom"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-indent: -0.125in; padding-left: 0.125in; vertical-align: top; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: center; font-weight: bold; vertical-align: bottom"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2021</td><td style="font-family: Times New Roman, Times, Serif; text-align: center; padding-bottom: 1.5pt; font-weight: bold; vertical-align: bottom"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: center; font-weight: bold; vertical-align: bottom"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2020</td><td style="font-family: Times New Roman, Times, Serif; text-align: center; padding-bottom: 1.5pt; font-weight: bold; vertical-align: bottom"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; width: 76%; text-align: left">Period end RMB: USD exchange rate</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">6.3588</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">6.5277</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; text-align: left">Average RMB: USD exchange rate</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">6.4499</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">6.9001</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p> 6.3588 6.5277 6.4499 6.9001 <p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(p) Comprehensive Income (Loss)</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Comprehensive income (loss) is defined to include all changes in equity except those resulting from investments by owners and distributions to owners. Among other disclosures, all items that are required to be recognized under current accounting standards as components of comprehensive income (loss) are required to be reported in a financial statement that is presented with the same prominence as other financial statements. Comprehensive income (loss) includes net income (loss) and the foreign currency translation changes.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(q) Segments</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">In accordance with ASC 280-10, Segment Reporting, the Company’s chief operating decision maker (“CODM”), identified as the Company’s Chief Executive Officer, relies upon the consolidated results of operations as a whole when making decisions about allocating resources and assessing the performance of the Company. As a result of the assessment made by CODM, the Company has only one reportable segment. The Company does not distinguish between markets or segments for the purpose of internal reporting. As the Company’s long-lived assets are substantially located in the PRC, no geographical segments are presented.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(r) Stock Option Expenses</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The Company’s stock option expenses are recorded in accordance with ASC 718 and ASC 505.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The fair value of stock options is estimated using the Black-Scholes-Merton model. The Company’s expected volatility assumption is based on the historical volatility of the Company’s common stock. The expected life assumption is primarily based on the expiration date of the option. The risk-free interest rate for the expected term of the option is based on the U.S. Treasury yield curve in effect at the time of grant.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The recognition of stock option expenses is based on awards expected to vest. ASC standards require forfeitures to be estimated at the time of grant and revised in subsequent periods, if necessary, if actual forfeitures differ from those estimates.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The stock-based option expenses for the years ended December 31, 2021 and 2020 were $0 and $0, respectively. There were no forfeitures estimated during the reporting period.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p> 0 0 <p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(s) Goodwill</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The Company allocates goodwill from business combinations to reporting units based on the expectation that the reporting unit is to benefit from the business combination. The Company evaluates its reporting units on an annual basis and, if necessary, reassigns goodwill using a relative fair value allocation approach. Goodwill is tested for impairment at the reporting unit level on an annual basis and between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying value. These events or circumstances could include a significant change in the business climate, legal factors, operating performance indicators, competition, or sale or disposition of a significant portion of a reporting unit.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Application of the goodwill impairment test requires judgments, including the identification of reporting units, assignment of assets and liabilities to reporting units, assignment of goodwill to reporting units, and the determination of the fair value of each reporting unit. The Company first assesses qualitative factors to determine whether it is more likely than not that goodwill is impaired. If the more likely than not threshold is met, the Company performs a quantitative impairment test.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The Company applies the reporting unit criteria in ASC 350-20 to the components to determine if the reporting unit should be identified one level below the operating segment. Each component will be evaluated to determine if: (a) it is a business (as defined in ASC 805), (b) discrete financial information is available and (c) the operating results are regularly reviewed by the segment manager(s). If the components of a specific operating segment meet these criteria, they might be deemed to be separate reporting units. However, if they have similar economic characteristics (which is a matter of judgment based on individual facts and circumstances), these components must be aggregated into one reporting unit. There are three reporting units under the goodwill impairment analysis, namely 1) SC Autosports, 2) Jinhua An kao and Yongkang Scrou, and 3) Jiangxi Huiyi.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">As of December 31, 2021 and 2020, the Company performed goodwill impairment testing at the reporting unit level and determined that no impairment was necessary.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(t) Intangible Assets</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Intangible assets consist of patent, trade names and customer relations associated with the purchase price from the allocation of Yongkang Scrou, Kandi Smart Battery Swap and Jiangxi Huiyi. Such assets are being amortized over their estimated useful lives. Intangible assets were amortized as of December 31, 2021. The amortization expenses for intangible assets were $906,618 and $ 625,629 for the years ended December 31, 2021 and 2020, respectively.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p> 906618 625629 <p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(u) Accounting for Sale of Common Stock and Warrants</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">In connection of the issuance of common stocks, the Company may issue options or warrants to purchase common stock. Warrants classified as equity are initially recorded at fair value and subsequent changes in fair value are not recognized as long as the warrants continue to be classified as equity.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(v) Consolidation of variable interest entities</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">In accordance with accounting standards regarding consolidation of variable interest entities, or VIEs, VIEs are generally entities that lack sufficient equity to finance their activities without additional financial support from other parties or whose equity holders lack adequate decision making ability. All VIEs with which the Company is involved must be evaluated to determine the primary beneficiary of the risks and rewards of the VIE. The primary beneficiary is required to consolidate the VIE for financial reporting purposes.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">The Company has concluded, based on the contractual arrangements, that as of December 31, 2021 and for the past two years that are covered by this report, Kandi New Energy had been a VIE and that the Company’s wholly-owned subsidiary, Zhejiang Kandi Technologies, absorbs all risk of loss from the activities of this VIE, thereby enabling the Company, through Zhejiang Kandi Technologies, to receive all of its expected residual returns. Therefore, although Kandi Technologies only owns 50% equity in Kandi New Energy, for accounting purpose, Kandi Technologies is the sole beneficiary and shall be wholly included in the consolidation.</p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Additionally, because Kandi New Energy is under common control with other entities, the consolidated financial statements have been prepared as if the transactions had occurred retroactively as to the beginning of the reporting period of these consolidated financial statements.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Control and common control are defined under the accounting standards as “an individual, enterprise, or immediate family members who hold more than 50 percent of the voting ownership interest of each entity.” Because the owners collectively owned 100% of Kandi New Energy, and had agreed to vote their interests in concert since the establishment of each of these three companies as memorialized in the Voting Rights Proxy Agreement, the Company believes that the owners collectively have control and common control of Kandi New Energy. Accordingly, the Company believes that Kandi New Energy was constructively held under common control by Zhejiang Kandi Technologies as of the time the contractual agreements were entered into, establishing Zhejiang Kandi Technologies as their primary beneficiary. Zhejiang Kandi Technologies, in turn, is owned by Continental, which is owned by the Company.</p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">For accounting purpose, the tables below are condensed consolidating schedules summarizing separately the results of operations, financial position and cash flows of the parent company including non-VIE subsidiaries and Kandi New Energy, which was deemed as an VIE since the Company only owned 50% of the equity, and control Kandi New Energy through several contractual agreements prior to its conversion to a wholly-owned subsidiary of Zhejiang Kandi Technologies effective March 14, 2022, together with eliminating adjustments:</p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><i>Consolidated Statements of Operations Information</i></p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"> </p><table cellpadding="0" cellspacing="0" style="border-collapse: collapse; width: 100%; font: 10pt Times New Roman, Times, Serif"> <tr style="vertical-align: bottom"> <td> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="14" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">For the year ended December 31, 2021</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="vertical-align: bottom"> <td> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Parent<br/> including <br/> non-VIE <br/> subsidiaries</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">VIE</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Elimination</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Consolidated</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="width: 52%; text-indent: -9pt; padding-left: 9pt">Revenues</td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right">87,210,780</td><td style="width: 1%; text-align: left"> </td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right">14,414,362</td><td style="width: 1%; text-align: left"> </td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right">(10,138,758</td><td style="width: 1%; text-align: left">)</td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right">91,486,384</td><td style="width: 1%; text-align: left"> </td></tr> <tr style="vertical-align: bottom; "> <td style="text-align: left; text-indent: -9pt; padding-left: 9pt">Gross profit</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">15,892,507</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">355,355</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right"><div style="-sec-ix-hidden: hidden-fact-72">-</div></td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">16,247,862</td><td style="text-align: left"> </td></tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left; text-indent: -9pt; padding-left: 9pt">Income (loss) from operations</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">2,576,730</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(1,240,525</td><td style="text-align: left">)</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right"><div style="-sec-ix-hidden: hidden-fact-73">-</div></td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">1,336,205</td><td style="text-align: left"> </td></tr> <tr style="vertical-align: bottom; "> <td style="text-align: left; text-indent: -9pt; padding-left: 9pt">Income (loss) before income taxes</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">46,250,219</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">3,115,420</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(20,155,351</td><td style="text-align: left">)</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">29,210,288</td><td style="text-align: left"> </td></tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left; text-indent: -9pt; padding-left: 9pt">Net income</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">40,739,432</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">2,279,717</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(20,155,351</td><td style="text-align: left">)</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">22,863,798</td><td style="text-align: left"> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"> </p><table cellpadding="0" cellspacing="0" style="border-collapse: collapse; width: 100%; font: 10pt Times New Roman, Times, Serif"> <tr style="vertical-align: bottom"> <td> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="14" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">For the year ended December 31, 2020</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="vertical-align: bottom"> <td> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Parent<br/> including <br/> non-VIE<br/> subsidiaries</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">VIE</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Elimination</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Consolidated</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="width: 52%; text-indent: -9pt; padding-left: 9pt">Revenues</td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right">68,235,630</td><td style="width: 1%; text-align: left"> </td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right">27,613,722</td><td style="width: 1%; text-align: left"> </td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right">(18,928,839</td><td style="width: 1%; text-align: left">)</td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right">76,920,513</td><td style="width: 1%; text-align: left"> </td></tr> <tr style="vertical-align: bottom; "> <td style="text-align: left; text-indent: -9pt; padding-left: 9pt">Gross profit</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">12,973,809</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">514,124</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right"><div style="-sec-ix-hidden: hidden-fact-74">-</div></td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">13,487,933</td><td style="text-align: left"> </td></tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left; text-indent: -9pt; padding-left: 9pt">Income (loss) from operations</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">2,061,373</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(1,306,977</td><td style="text-align: left">)</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right"><div style="-sec-ix-hidden: hidden-fact-75">-</div></td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">754,396</td><td style="text-align: left"> </td></tr> <tr style="vertical-align: bottom; "> <td style="text-align: left; text-indent: -9pt; padding-left: 9pt">loss before income taxes</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(14,410,035</td><td style="text-align: left">)</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(1,031,298</td><td style="text-align: left">)</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right"><div style="-sec-ix-hidden: hidden-fact-76">-</div></td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(15,441,333</td><td style="text-align: left">)</td></tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left; text-indent: -9pt; padding-left: 9pt">Net loss</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(9,648,826</td><td style="text-align: left">)</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(745,338</td><td style="text-align: left">)</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right"><div style="-sec-ix-hidden: hidden-fact-77">-</div></td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(10,394,164</td><td style="text-align: left">)</td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><i>Consolidated Balance Sheets Information</i></p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"> </p><table cellpadding="0" cellspacing="0" style="border-collapse: collapse; width: 100%; font: 10pt Times New Roman, Times, Serif"> <tr style="vertical-align: bottom"> <td> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="14" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">As of December 31, 2021</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="vertical-align: bottom"> <td> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Parent <br/> including <br/> non-VIE <br/> subsidiaries</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">VIE</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Elimination</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Consolidated</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="width: 52%; text-align: left; text-indent: -9pt; padding-left: 9pt">Cash and cash equivalents</td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right">128,862,704</td><td style="width: 1%; text-align: left"> </td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right">360,739</td><td style="width: 1%; text-align: left"> </td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right"><div style="-sec-ix-hidden: hidden-fact-78">-</div></td><td style="width: 1%; text-align: left"> </td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right">129,223,443</td><td style="width: 1%; text-align: left"> </td></tr> <tr style="vertical-align: bottom; "> <td style="text-align: left; text-indent: -9pt; padding-left: 9pt">Total current assets</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">352,068,155</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">21,002,017</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(30,462,036</td><td style="text-align: left">)</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">342,608,136</td><td style="text-align: left"> </td></tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left; text-indent: -9pt; padding-left: 9pt">Total non-current assets</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">181,562,128</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">32,700,203</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(36,710,195</td><td style="text-align: left">)</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">177,552,136</td><td style="text-align: left"> </td></tr> <tr style="vertical-align: bottom; "> <td style="text-align: left; text-indent: -9pt; padding-left: 9pt">Total current liabilities</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">58,240,678</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">36,384,048</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(30,462,036</td><td style="text-align: left">)</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">64,162,690</td><td style="text-align: left"> </td></tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left; text-indent: -9pt; padding-left: 9pt">Total non-current liabilities</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">11,971,688</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">825,567</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right"><div style="-sec-ix-hidden: hidden-fact-79">-</div></td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">12,797,255</td><td style="text-align: left"> </td></tr> <tr style="vertical-align: bottom; "> <td style="text-align: left; text-indent: -9pt; padding-left: 9pt">Total stockholders’ equity</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">463,417,917</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">16,492,605</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(36,710,195</td><td style="text-align: left">)</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">443,200,327</td><td style="text-align: left"> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"> </p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%; border-collapse: collapse"> <tr style="vertical-align: bottom"> <td> </td> <td> </td> <td colspan="14" style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>As of December 31, 2020</b></span></td> <td> </td></tr> <tr style="vertical-align: bottom"> <td> </td> <td> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Parent<br/> including <br/> non-VIE <br/> subsidiaries</b></span></td> <td> </td> <td> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>VIE</b></span></td> <td> </td> <td> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Elimination</b></span></td> <td> </td> <td> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Consolidated</b></span></td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td style="width: 52%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Cash and cash equivalents</span></td> <td style="width: 1%"> </td> <td style="width: 1%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="width: 9%; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">142,062,013</span></td> <td style="width: 1%"> </td> <td style="width: 1%"> </td> <td style="width: 1%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="width: 9%; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">16,177</span></td> <td style="width: 1%"> </td> <td style="width: 1%"> </td> <td style="width: 1%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="width: 9%; text-align: right"><span style="-sec-ix-hidden: hidden-fact-80; font-family: Times New Roman, Times, Serif; font-size: 10pt">-</span></td> <td style="width: 1%"> </td> <td style="width: 1%"> </td> <td style="width: 1%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="width: 9%; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">142,078,190</span></td> <td style="width: 1%"> </td></tr> <tr style="vertical-align: bottom; "> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Total current assets</span></td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">285,542,114</span></td> <td> </td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">51,257,889</span></td> <td> </td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(29,684,427</span></td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">)</span></td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">307,115,576</span></td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Total non-current assets</span></td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">191,180,142</span></td> <td> </td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">10,128,747</span></td> <td> </td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(13,174,625</span></td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">)</span></td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">188,134,264</span></td> <td> </td></tr> <tr style="vertical-align: bottom; "> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Total current liabilities</span></td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">85,980,986</span></td> <td> </td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">27,500,866</span></td> <td> </td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(29,684,427</span></td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">)</span></td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">83,797,425</span></td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Total non-current liabilities</span></td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">7,544,838</span></td> <td> </td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">140,913</span></td> <td> </td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="-sec-ix-hidden: hidden-fact-81; font-family: Times New Roman, Times, Serif; font-size: 10pt">-</span></td> <td> </td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">7,685,751</span></td> <td> </td></tr> <tr style="vertical-align: bottom; "> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Total stockholders’ equity</span></td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">383,196,432</span></td> <td> </td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">33,744,857</span></td> <td> </td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(13,174,625</span></td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">)</span></td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">403,766,664</span></td> <td> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">Percentage of VIE’s assets and liabilities compared to consolidated assets and liabilities</p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"> </p><table cellpadding="0" cellspacing="0" style="border-collapse: collapse; width: 100%; font: 10pt Times New Roman, Times, Serif"> <tr style="vertical-align: bottom"> <td style="text-align: center"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="10" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">As of December 31, 2021</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="vertical-align: bottom"> <td style="text-align: center"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">VIE</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Consolidated</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">% of VIE’s assets and liabilities in consolidated assets and liabilities</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="width: 64%; text-align: left">Cash and cash equivalents</td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right">360,739</td><td style="width: 1%; text-align: left"> </td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right">129,223,443</td><td style="width: 1%; text-align: left"> </td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left"> </td><td style="width: 9%; text-align: right">0.3</td><td style="width: 1%; text-align: left">%</td></tr> <tr style="vertical-align: bottom; "> <td style="text-align: left">Total current assets</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">21,002,017</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">342,608,136</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left"> </td><td style="text-align: right">6.1</td><td style="text-align: left">%</td></tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left">Total non-current assets</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">32,700,203</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">177,552,136</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left"> </td><td style="text-align: right">18.4</td><td style="text-align: left">%</td></tr> <tr style="vertical-align: bottom; "> <td style="text-align: left">Total current liabilities</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">36,384,048</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">64,162,690</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left"> </td><td style="text-align: right">56.7</td><td style="text-align: left">%</td></tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left">Total non-current liabilities</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">825,567</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">12,797,255</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left"> </td><td style="text-align: right">6.5</td><td style="text-align: left">%</td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"> </p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%; border-collapse: collapse"> <tr style="vertical-align: bottom; "> <td> </td> <td> </td> <td colspan="10" style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>As of December 31, 2020</b></span></td> <td> </td></tr> <tr style="vertical-align: bottom; "> <td style="text-align: center"> </td> <td style="text-align: center"> </td> <td style="border-bottom: black 1.5pt solid; text-align: center"> </td> <td style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>VIE</b></span></td> <td style="text-align: center"> </td> <td style="text-align: center"> </td> <td style="border-bottom: black 1.5pt solid; text-align: center"> </td> <td style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Consolidated</b></span></td> <td style="text-align: center"> </td> <td style="text-align: center"> </td> <td style="border-bottom: black 1.5pt solid; text-align: center"> </td> <td style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>% of VIE’s assets and liabilities in consolidated assets and liabilities</b></span></td> <td style="text-align: center"> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td style="width: 67%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Cash and cash equivalents</span></td> <td style="width: 1%"> </td> <td style="width: 1%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="width: 8%; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">16,177</span></td> <td style="width: 1%"> </td> <td style="width: 1%"> </td> <td style="width: 1%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="width: 8%; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">142,078,190</span></td> <td style="width: 1%"> </td> <td style="width: 1%"> </td> <td style="width: 1%"> </td> <td style="width: 8%; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">0.0</span></td> <td style="width: 1%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">%</span></td></tr> <tr style="vertical-align: bottom; "> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Total current assets</span></td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">51,257,889</span></td> <td> </td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">307,115,576</span></td> <td> </td> <td> </td> <td> </td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">16.7</span></td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">%</span></td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Total non-current assets</span></td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">10,128,747</span></td> <td> </td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">188,134,264</span></td> <td> </td> <td> </td> <td> </td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">5.4</span></td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">%</span></td></tr> <tr style="vertical-align: bottom; "> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Total current liabilities</span></td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">27,500,866</span></td> <td> </td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">83,797,425</span></td> <td> </td> <td> </td> <td> </td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">32.8</span></td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">%</span></td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Total non-current liabilities</span></td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">140,913</span></td> <td> </td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">7,685,751</span></td> <td> </td> <td> </td> <td> </td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">1.8</span></td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">%</span></td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><i>Consolidated Cash Flows Information</i></p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><i> </i></p><table cellpadding="0" cellspacing="0" style="border-collapse: collapse; width: 100%; font: 10pt Times New Roman, Times, Serif"> <tr style="vertical-align: bottom"> <td> </td> <td style="padding-bottom: 1.5pt"> </td> <td colspan="14" style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-size: 10pt"><b>For the year ended December 31, 2021</b></span></td> <td style="padding-bottom: 1.5pt"> </td></tr> <tr style="vertical-align: bottom"> <td style="text-align: center"> </td> <td style="padding-bottom: 1.5pt"> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-size: 10pt"><b>Parent including non-VIE subsidiaries</b></span></td> <td style="padding-bottom: 1.5pt"> </td> <td style="padding-bottom: 1.5pt"> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-size: 10pt"><b>VIE</b></span></td> <td style="padding-bottom: 1.5pt"> </td> <td style="padding-bottom: 1.5pt"> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-size: 10pt"><b>Elimination</b></span></td> <td style="padding-bottom: 1.5pt"> </td> <td style="padding-bottom: 1.5pt"> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-size: 10pt"><b>Consolidated</b></span></td> <td style="padding-bottom: 1.5pt"> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td style="width: 52%"><span style="font-size: 10pt">Net cash (used in) provided by operating activities</span></td> <td style="width: 1%"> </td> <td style="width: 1%"><span style="font-size: 10pt">$</span></td> <td style="width: 9%; text-align: right"><span style="font-size: 10pt">(9,412,899</span></td> <td style="width: 1%"><span style="font-size: 10pt">)</span></td> <td style="width: 1%"> </td> <td style="width: 1%"><span style="font-size: 10pt">$</span></td> <td style="width: 9%; text-align: right"><span style="font-size: 10pt">9,654,589</span></td> <td style="width: 1%"> </td> <td style="width: 1%"> </td> <td style="width: 1%"><span style="font-size: 10pt">$</span></td> <td style="width: 9%; text-align: right"><span style="-sec-ix-hidden: hidden-fact-82; font-size: 10pt">-</span></td> <td style="width: 1%"> </td> <td style="width: 1%"> </td> <td style="width: 1%"><span style="font-size: 10pt">$</span></td> <td style="width: 9%; text-align: right"><span style="font-size: 10pt">241,690</span></td> <td style="width: 1%"> </td></tr> <tr style="vertical-align: bottom; "> <td><span style="font-size: 10pt">Net cash provided by (used in) investing activities</span></td> <td> </td> <td><span style="font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-size: 10pt">30,230,627 </span></td> <td> </td> <td> </td> <td><span style="font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-size: 10pt">(22,811,949</span></td> <td><span style="font-size: 10pt">)</span></td> <td> </td> <td><span style="font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-size: 10pt">14,791,226 </span></td> <td> </td> <td> </td> <td><span style="font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-size: 10pt">22,209,904</span></td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td><span style="font-size: 10pt">Net cash provided by (used in) financing activities</span></td> <td> </td> <td><span style="font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-size: 10pt">2,042,523 </span></td> <td> </td> <td> </td> <td><span style="font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-size: 10pt">13,496,632</span></td> <td> </td> <td> </td> <td><span style="font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-size: 10pt">(14,791,226</span></td> <td><span style="font-size: 10pt">)</span></td> <td> </td> <td><span style="font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-size: 10pt">747,929</span></td> <td> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><i> </i></p><table cellpadding="0" cellspacing="0" style="border-collapse: collapse; width: 100%; font: 10pt Times New Roman, Times, Serif"> <tr style="vertical-align: bottom"> <td> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="14" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">For the year ended December 31, 2020</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="vertical-align: bottom"> <td style="text-align: center"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Parent including non-VIE subsidiaries</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">VIE</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Elimination</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Consolidated</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="width: 52%; text-align: left; padding-left: 0pt">Net cash provided by (used in) operating activities</td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right">(47,026,465</td><td style="width: 1%; text-align: left">)</td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right">(3,856,787</td><td style="width: 1%; text-align: left">)</td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right"><div style="-sec-ix-hidden: hidden-fact-83">-</div></td><td style="width: 1%; text-align: left"> </td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right">(50,883,252</td><td style="width: 1%; text-align: left">)</td></tr> <tr style="vertical-align: bottom; "> <td style="text-align: left; padding-left: 0pt">Net cash provided by (used in) investing activities</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">58,168,723</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(121,767</td><td style="text-align: left">)</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(6,895,506</td><td style="text-align: left">)</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">51,151,450</td><td style="text-align: left"> </td></tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left; padding-left: 0pt">Net cash provided by (used in) financing activities</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">126,446,358</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(6,895,506</td><td style="text-align: left">)</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">6,895,506</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">126,446,358</td><td style="text-align: left"> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Effective March 14, 2022, Mr. Hu Xiaoming transferred his 50% equity interests of Kandi New Energy to Zhejiang Kandi Technologies. As a result, Kandi New Energy has become a wholly-owned subsidiary of Zhejiang Kandi Technologies. The Company no longer has any VIE as of the date of this report.</p> 0.50 1 0.50 <table cellpadding="0" cellspacing="0" style="border-collapse: collapse; width: 100%; font: 10pt Times New Roman, Times, Serif"> <tr style="vertical-align: bottom"> <td> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="14" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">For the year ended December 31, 2021</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="vertical-align: bottom"> <td> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Parent<br/> including <br/> non-VIE <br/> subsidiaries</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">VIE</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Elimination</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Consolidated</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="width: 52%; text-indent: -9pt; padding-left: 9pt">Revenues</td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right">87,210,780</td><td style="width: 1%; text-align: left"> </td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right">14,414,362</td><td style="width: 1%; text-align: left"> </td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right">(10,138,758</td><td style="width: 1%; text-align: left">)</td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right">91,486,384</td><td style="width: 1%; text-align: left"> </td></tr> <tr style="vertical-align: bottom; "> <td style="text-align: left; text-indent: -9pt; padding-left: 9pt">Gross profit</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">15,892,507</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">355,355</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right"><div style="-sec-ix-hidden: hidden-fact-72">-</div></td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">16,247,862</td><td style="text-align: left"> </td></tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left; text-indent: -9pt; padding-left: 9pt">Income (loss) from operations</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">2,576,730</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(1,240,525</td><td style="text-align: left">)</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right"><div style="-sec-ix-hidden: hidden-fact-73">-</div></td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">1,336,205</td><td style="text-align: left"> </td></tr> <tr style="vertical-align: bottom; "> <td style="text-align: left; text-indent: -9pt; padding-left: 9pt">Income (loss) before income taxes</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">46,250,219</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">3,115,420</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(20,155,351</td><td style="text-align: left">)</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">29,210,288</td><td style="text-align: left"> </td></tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left; text-indent: -9pt; padding-left: 9pt">Net income</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">40,739,432</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">2,279,717</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(20,155,351</td><td style="text-align: left">)</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">22,863,798</td><td style="text-align: left"> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"> </p><table cellpadding="0" cellspacing="0" style="border-collapse: collapse; width: 100%; font: 10pt Times New Roman, Times, Serif"> <tr style="vertical-align: bottom"> <td> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="14" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">For the year ended December 31, 2020</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="vertical-align: bottom"> <td> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Parent<br/> including <br/> non-VIE<br/> subsidiaries</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">VIE</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Elimination</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Consolidated</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="width: 52%; text-indent: -9pt; padding-left: 9pt">Revenues</td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right">68,235,630</td><td style="width: 1%; text-align: left"> </td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right">27,613,722</td><td style="width: 1%; text-align: left"> </td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right">(18,928,839</td><td style="width: 1%; text-align: left">)</td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right">76,920,513</td><td style="width: 1%; text-align: left"> </td></tr> <tr style="vertical-align: bottom; "> <td style="text-align: left; text-indent: -9pt; padding-left: 9pt">Gross profit</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">12,973,809</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">514,124</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right"><div style="-sec-ix-hidden: hidden-fact-74">-</div></td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">13,487,933</td><td style="text-align: left"> </td></tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left; text-indent: -9pt; padding-left: 9pt">Income (loss) from operations</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">2,061,373</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(1,306,977</td><td style="text-align: left">)</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right"><div style="-sec-ix-hidden: hidden-fact-75">-</div></td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">754,396</td><td style="text-align: left"> </td></tr> <tr style="vertical-align: bottom; "> <td style="text-align: left; text-indent: -9pt; padding-left: 9pt">loss before income taxes</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(14,410,035</td><td style="text-align: left">)</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(1,031,298</td><td style="text-align: left">)</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right"><div style="-sec-ix-hidden: hidden-fact-76">-</div></td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(15,441,333</td><td style="text-align: left">)</td></tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left; text-indent: -9pt; padding-left: 9pt">Net loss</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(9,648,826</td><td style="text-align: left">)</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(745,338</td><td style="text-align: left">)</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right"><div style="-sec-ix-hidden: hidden-fact-77">-</div></td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(10,394,164</td><td style="text-align: left">)</td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"> </p> 87210780 14414362 -10138758 91486384 15892507 355355 16247862 2576730 -1240525 1336205 46250219 3115420 -20155351 29210288 40739432 2279717 -20155351 22863798 68235630 27613722 -18928839 76920513 12973809 514124 13487933 2061373 -1306977 754396 -14410035 -1031298 -15441333 -9648826 -745338 -10394164 <table cellpadding="0" cellspacing="0" style="border-collapse: collapse; width: 100%; font: 10pt Times New Roman, Times, Serif"> <tr style="vertical-align: bottom"> <td> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="14" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">As of December 31, 2021</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="vertical-align: bottom"> <td> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Parent <br/> including <br/> non-VIE <br/> subsidiaries</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">VIE</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Elimination</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Consolidated</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="width: 52%; text-align: left; text-indent: -9pt; padding-left: 9pt">Cash and cash equivalents</td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right">128,862,704</td><td style="width: 1%; text-align: left"> </td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right">360,739</td><td style="width: 1%; text-align: left"> </td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right"><div style="-sec-ix-hidden: hidden-fact-78">-</div></td><td style="width: 1%; text-align: left"> </td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right">129,223,443</td><td style="width: 1%; text-align: left"> </td></tr> <tr style="vertical-align: bottom; "> <td style="text-align: left; text-indent: -9pt; padding-left: 9pt">Total current assets</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">352,068,155</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">21,002,017</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(30,462,036</td><td style="text-align: left">)</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">342,608,136</td><td style="text-align: left"> </td></tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left; text-indent: -9pt; padding-left: 9pt">Total non-current assets</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">181,562,128</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">32,700,203</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(36,710,195</td><td style="text-align: left">)</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">177,552,136</td><td style="text-align: left"> </td></tr> <tr style="vertical-align: bottom; "> <td style="text-align: left; text-indent: -9pt; padding-left: 9pt">Total current liabilities</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">58,240,678</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">36,384,048</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(30,462,036</td><td style="text-align: left">)</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">64,162,690</td><td style="text-align: left"> </td></tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left; text-indent: -9pt; padding-left: 9pt">Total non-current liabilities</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">11,971,688</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">825,567</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right"><div style="-sec-ix-hidden: hidden-fact-79">-</div></td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">12,797,255</td><td style="text-align: left"> </td></tr> <tr style="vertical-align: bottom; "> <td style="text-align: left; text-indent: -9pt; padding-left: 9pt">Total stockholders’ equity</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">463,417,917</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">16,492,605</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(36,710,195</td><td style="text-align: left">)</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">443,200,327</td><td style="text-align: left"> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"> </p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%; border-collapse: collapse"> <tr style="vertical-align: bottom"> <td> </td> <td> </td> <td colspan="14" style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>As of December 31, 2020</b></span></td> <td> </td></tr> <tr style="vertical-align: bottom"> <td> </td> <td> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Parent<br/> including <br/> non-VIE <br/> subsidiaries</b></span></td> <td> </td> <td> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>VIE</b></span></td> <td> </td> <td> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Elimination</b></span></td> <td> </td> <td> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Consolidated</b></span></td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td style="width: 52%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Cash and cash equivalents</span></td> <td style="width: 1%"> </td> <td style="width: 1%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="width: 9%; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">142,062,013</span></td> <td style="width: 1%"> </td> <td style="width: 1%"> </td> <td style="width: 1%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="width: 9%; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">16,177</span></td> <td style="width: 1%"> </td> <td style="width: 1%"> </td> <td style="width: 1%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="width: 9%; text-align: right"><span style="-sec-ix-hidden: hidden-fact-80; font-family: Times New Roman, Times, Serif; font-size: 10pt">-</span></td> <td style="width: 1%"> </td> <td style="width: 1%"> </td> <td style="width: 1%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="width: 9%; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">142,078,190</span></td> <td style="width: 1%"> </td></tr> <tr style="vertical-align: bottom; "> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Total current assets</span></td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">285,542,114</span></td> <td> </td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">51,257,889</span></td> <td> </td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(29,684,427</span></td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">)</span></td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">307,115,576</span></td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Total non-current assets</span></td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">191,180,142</span></td> <td> </td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">10,128,747</span></td> <td> </td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(13,174,625</span></td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">)</span></td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">188,134,264</span></td> <td> </td></tr> <tr style="vertical-align: bottom; "> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Total current liabilities</span></td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">85,980,986</span></td> <td> </td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">27,500,866</span></td> <td> </td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(29,684,427</span></td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">)</span></td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">83,797,425</span></td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Total non-current liabilities</span></td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">7,544,838</span></td> <td> </td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">140,913</span></td> <td> </td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="-sec-ix-hidden: hidden-fact-81; font-family: Times New Roman, Times, Serif; font-size: 10pt">-</span></td> <td> </td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">7,685,751</span></td> <td> </td></tr> <tr style="vertical-align: bottom; "> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Total stockholders’ equity</span></td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">383,196,432</span></td> <td> </td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">33,744,857</span></td> <td> </td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(13,174,625</span></td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">)</span></td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">403,766,664</span></td> <td> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"> </p> 128862704 360739 129223443 352068155 21002017 -30462036 342608136 181562128 32700203 -36710195 177552136 58240678 36384048 -30462036 64162690 11971688 825567 12797255 463417917 16492605 -36710195 443200327 142062013 16177 142078190 285542114 51257889 -29684427 307115576 191180142 10128747 -13174625 188134264 85980986 27500866 -29684427 83797425 7544838 140913 7685751 383196432 33744857 -13174625 403766664 <table cellpadding="0" cellspacing="0" style="border-collapse: collapse; width: 100%; font: 10pt Times New Roman, Times, Serif"> <tr style="vertical-align: bottom"> <td style="text-align: center"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="10" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">As of December 31, 2021</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="vertical-align: bottom"> <td style="text-align: center"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">VIE</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Consolidated</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">% of VIE’s assets and liabilities in consolidated assets and liabilities</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="width: 64%; text-align: left">Cash and cash equivalents</td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right">360,739</td><td style="width: 1%; text-align: left"> </td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right">129,223,443</td><td style="width: 1%; text-align: left"> </td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left"> </td><td style="width: 9%; text-align: right">0.3</td><td style="width: 1%; text-align: left">%</td></tr> <tr style="vertical-align: bottom; "> <td style="text-align: left">Total current assets</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">21,002,017</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">342,608,136</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left"> </td><td style="text-align: right">6.1</td><td style="text-align: left">%</td></tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left">Total non-current assets</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">32,700,203</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">177,552,136</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left"> </td><td style="text-align: right">18.4</td><td style="text-align: left">%</td></tr> <tr style="vertical-align: bottom; "> <td style="text-align: left">Total current liabilities</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">36,384,048</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">64,162,690</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left"> </td><td style="text-align: right">56.7</td><td style="text-align: left">%</td></tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left">Total non-current liabilities</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">825,567</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">12,797,255</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left"> </td><td style="text-align: right">6.5</td><td style="text-align: left">%</td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"> </p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%; border-collapse: collapse"> <tr style="vertical-align: bottom; "> <td> </td> <td> </td> <td colspan="10" style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>As of December 31, 2020</b></span></td> <td> </td></tr> <tr style="vertical-align: bottom; "> <td style="text-align: center"> </td> <td style="text-align: center"> </td> <td style="border-bottom: black 1.5pt solid; text-align: center"> </td> <td style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>VIE</b></span></td> <td style="text-align: center"> </td> <td style="text-align: center"> </td> <td style="border-bottom: black 1.5pt solid; text-align: center"> </td> <td style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Consolidated</b></span></td> <td style="text-align: center"> </td> <td style="text-align: center"> </td> <td style="border-bottom: black 1.5pt solid; text-align: center"> </td> <td style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>% of VIE’s assets and liabilities in consolidated assets and liabilities</b></span></td> <td style="text-align: center"> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td style="width: 67%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Cash and cash equivalents</span></td> <td style="width: 1%"> </td> <td style="width: 1%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="width: 8%; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">16,177</span></td> <td style="width: 1%"> </td> <td style="width: 1%"> </td> <td style="width: 1%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="width: 8%; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">142,078,190</span></td> <td style="width: 1%"> </td> <td style="width: 1%"> </td> <td style="width: 1%"> </td> <td style="width: 8%; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">0.0</span></td> <td style="width: 1%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">%</span></td></tr> <tr style="vertical-align: bottom; "> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Total current assets</span></td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">51,257,889</span></td> <td> </td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">307,115,576</span></td> <td> </td> <td> </td> <td> </td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">16.7</span></td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">%</span></td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Total non-current assets</span></td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">10,128,747</span></td> <td> </td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">188,134,264</span></td> <td> </td> <td> </td> <td> </td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">5.4</span></td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">%</span></td></tr> <tr style="vertical-align: bottom; "> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Total current liabilities</span></td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">27,500,866</span></td> <td> </td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">83,797,425</span></td> <td> </td> <td> </td> <td> </td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">32.8</span></td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">%</span></td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Total non-current liabilities</span></td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">140,913</span></td> <td> </td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">7,685,751</span></td> <td> </td> <td> </td> <td> </td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">1.8</span></td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">%</span></td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"> </p> 360739 129223443 0.003 21002017 342608136 0.061 32700203 177552136 0.184 36384048 64162690 0.567 825567 12797255 0.065 16177 142078190 0 51257889 307115576 0.167 10128747 188134264 0.054 27500866 83797425 0.328 140913 7685751 0.018 <table cellpadding="0" cellspacing="0" style="border-collapse: collapse; width: 100%; font: 10pt Times New Roman, Times, Serif"> <tr style="vertical-align: bottom"> <td> </td> <td style="padding-bottom: 1.5pt"> </td> <td colspan="14" style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-size: 10pt"><b>For the year ended December 31, 2021</b></span></td> <td style="padding-bottom: 1.5pt"> </td></tr> <tr style="vertical-align: bottom"> <td style="text-align: center"> </td> <td style="padding-bottom: 1.5pt"> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-size: 10pt"><b>Parent including non-VIE subsidiaries</b></span></td> <td style="padding-bottom: 1.5pt"> </td> <td style="padding-bottom: 1.5pt"> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-size: 10pt"><b>VIE</b></span></td> <td style="padding-bottom: 1.5pt"> </td> <td style="padding-bottom: 1.5pt"> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-size: 10pt"><b>Elimination</b></span></td> <td style="padding-bottom: 1.5pt"> </td> <td style="padding-bottom: 1.5pt"> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-size: 10pt"><b>Consolidated</b></span></td> <td style="padding-bottom: 1.5pt"> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td style="width: 52%"><span style="font-size: 10pt">Net cash (used in) provided by operating activities</span></td> <td style="width: 1%"> </td> <td style="width: 1%"><span style="font-size: 10pt">$</span></td> <td style="width: 9%; text-align: right"><span style="font-size: 10pt">(9,412,899</span></td> <td style="width: 1%"><span style="font-size: 10pt">)</span></td> <td style="width: 1%"> </td> <td style="width: 1%"><span style="font-size: 10pt">$</span></td> <td style="width: 9%; text-align: right"><span style="font-size: 10pt">9,654,589</span></td> <td style="width: 1%"> </td> <td style="width: 1%"> </td> <td style="width: 1%"><span style="font-size: 10pt">$</span></td> <td style="width: 9%; text-align: right"><span style="-sec-ix-hidden: hidden-fact-82; font-size: 10pt">-</span></td> <td style="width: 1%"> </td> <td style="width: 1%"> </td> <td style="width: 1%"><span style="font-size: 10pt">$</span></td> <td style="width: 9%; text-align: right"><span style="font-size: 10pt">241,690</span></td> <td style="width: 1%"> </td></tr> <tr style="vertical-align: bottom; "> <td><span style="font-size: 10pt">Net cash provided by (used in) investing activities</span></td> <td> </td> <td><span style="font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-size: 10pt">30,230,627 </span></td> <td> </td> <td> </td> <td><span style="font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-size: 10pt">(22,811,949</span></td> <td><span style="font-size: 10pt">)</span></td> <td> </td> <td><span style="font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-size: 10pt">14,791,226 </span></td> <td> </td> <td> </td> <td><span style="font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-size: 10pt">22,209,904</span></td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td><span style="font-size: 10pt">Net cash provided by (used in) financing activities</span></td> <td> </td> <td><span style="font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-size: 10pt">2,042,523 </span></td> <td> </td> <td> </td> <td><span style="font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-size: 10pt">13,496,632</span></td> <td> </td> <td> </td> <td><span style="font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-size: 10pt">(14,791,226</span></td> <td><span style="font-size: 10pt">)</span></td> <td> </td> <td><span style="font-size: 10pt">$</span></td> <td style="text-align: right"><span style="font-size: 10pt">747,929</span></td> <td> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><i> </i></p><table cellpadding="0" cellspacing="0" style="border-collapse: collapse; width: 100%; font: 10pt Times New Roman, Times, Serif"> <tr style="vertical-align: bottom"> <td> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="14" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">For the year ended December 31, 2020</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="vertical-align: bottom"> <td style="text-align: center"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Parent including non-VIE subsidiaries</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">VIE</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Elimination</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Consolidated</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="width: 52%; text-align: left; padding-left: 0pt">Net cash provided by (used in) operating activities</td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right">(47,026,465</td><td style="width: 1%; text-align: left">)</td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right">(3,856,787</td><td style="width: 1%; text-align: left">)</td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right"><div style="-sec-ix-hidden: hidden-fact-83">-</div></td><td style="width: 1%; text-align: left"> </td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td><td style="width: 9%; text-align: right">(50,883,252</td><td style="width: 1%; text-align: left">)</td></tr> <tr style="vertical-align: bottom; "> <td style="text-align: left; padding-left: 0pt">Net cash provided by (used in) investing activities</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">58,168,723</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(121,767</td><td style="text-align: left">)</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(6,895,506</td><td style="text-align: left">)</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">51,151,450</td><td style="text-align: left"> </td></tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left; padding-left: 0pt">Net cash provided by (used in) financing activities</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">126,446,358</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">(6,895,506</td><td style="text-align: left">)</td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">6,895,506</td><td style="text-align: left"> </td><td> </td> <td style="text-align: left">$</td><td style="text-align: right">126,446,358</td><td style="text-align: left"> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"> </p> -9412899 9654589 241690 30230627 -22811949 14791226 22209904 2042523 13496632 -14791226 747929 -47026465 -3856787 -50883252 58168723 -121767 -6895506 51151450 126446358 -6895506 6895506 126446358 0.50 <p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">NOTE 7 - NEW ACCOUNTING PRONOUNCEMENTS</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><i>Accounting Pronouncements Not Yet Adopted</i></span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">In June 2016, the FASB issued Accounting Standards Update No. 2016-13, “Financial Instruments - Credit Losses (Topic 326)” (“ASU 2016-13”). ASU 2016-13 revises the methodology for measuring credit losses on financial instruments and the timing of when such losses are recorded. Originally, ASU 2016-13 was effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2019, with early adoption permitted. In November 2019, FASB issued ASU 2019-10, “Financial Instruments – Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842).” This ASU defers the effective date of ASU 2016-13 for public companies that are considered smaller reporting companies as defined by the SEC to fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The Company is planning to adopt this standard in the first quarter of fiscal 2023.The Company is currently evaluating the potential effects of adopting the provisions of ASU No. 2016-13 on its consolidated financial statements, particularly its recognition of allowances for accounts receivable. </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt; ">In October 2021, the FASB issued ASU 2021-08, “<i>Business Combinations (Topic 805) – Accounting for Contract Assets and Contract Liabilities from Contracts with Customers”</i>, which requires that an acquirer recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Topic 606, as if it had originated the contracts. Prior to this ASU, an acquirer generally recognizes contract assets acquired and contract liabilities assumed that arose from contracts with customers at fair value on the acquisition date. The ASU is effective for fiscal years beginning after December 15, 2022, with early adoption permitted. The ASU is to be applied prospectively to business combinations occurring on or after the effective date of the amendment (or if adopted early as of an interim period, as of the beginning of the fiscal year that includes the interim period of early application). The Company is currently assessing this standard’s impact on its consolidated financial statements.</span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">NOTE 8 - CONCENTRATIONS</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; text-align: justify; margin-top: 0pt; margin-bottom: 0pt"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(a) Customers</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">For the years ended December 31, 2021 and 2020, the Company’s major customers, who accounted for more than 10% of the Company’s consolidated revenue, were as follows:</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; border-collapse: collapse; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="3" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Sales</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="3" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Trade Receivable</td> <td style="font-family: Times New Roman, Times, Serif"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: left; border-bottom: Black 1.5pt solid">Major Customers</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Year Ended<br/> December 31,<br/> 2021</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Year Ended<br/> December 31,<br/> 2020</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">December 31,<br/> 2021</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">December 31,<br/> 2020</td> <td style="font-family: Times New Roman, Times, Serif"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; width: 55%; text-align: left; text-indent: -0.25in; padding-left: 0.25in">Customer A</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 10%; text-align: center">15%</td><td style="font-family: Times New Roman, Times, Serif; width: 2%; text-align: center"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 10%; text-align: center">9%</td><td style="font-family: Times New Roman, Times, Serif; width: 2%; text-align: center"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 10%; text-align: center">13%</td><td style="font-family: Times New Roman, Times, Serif; width: 2%; text-align: center"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 10%; text-align: center">13%</td> <td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; text-indent: -0.25in; padding-left: 0.25in">Customer B</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center">14%</td><td style="font-family: Times New Roman, Times, Serif; text-align: center"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center">14%</td><td style="font-family: Times New Roman, Times, Serif; text-align: center"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center">2%</td><td style="font-family: Times New Roman, Times, Serif; text-align: center"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center">7%</td> <td style="font-family: Times New Roman, Times, Serif"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; text-indent: -0.25in; padding-left: 0.25in">Customer C</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center">3%</td><td style="font-family: Times New Roman, Times, Serif; text-align: center"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center">24%</td><td style="font-family: Times New Roman, Times, Serif; text-align: center"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center">1%</td><td style="font-family: Times New Roman, Times, Serif; text-align: center"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center">15%</td> <td style="font-family: Times New Roman, Times, Serif"> </td></tr> </table><p style="font-family: Times New Roman, Times, Serif; margin-top: 0; margin-bottom: 0"> </p><p style="font: 10pt Times New Roman, Times, Serif; text-align: justify; margin-top: 0pt; margin-bottom: 0pt"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(b) Suppliers</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">For the years ended December 31, 2021 and 2020, the Company’s material suppliers, each of whom accounted for more than 10% of the Company’s total purchases, were as follows:</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; border-collapse: collapse; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="3" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Purchases</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="3" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Accounts Payable</td> <td style="font-family: Times New Roman, Times, Serif"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: left; border-bottom: Black 1.5pt solid">Major Suppliers</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Year Ended<br/> December 31,<br/> 2021</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Year Ended<br/> December 31,<br/> 2020</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">December 31,<br/> 2021</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">December 31,<br/> 2020</td> <td style="font-family: Times New Roman, Times, Serif"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; width: 55%; text-align: left; text-indent: -0.25in; padding-left: 0.25in">Zhejiang Kandi Supply Chain Management Co., Ltd.</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 10%; text-align: center">50%</td><td style="font-family: Times New Roman, Times, Serif; width: 2%; text-align: center"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 10%; text-align: center">49%</td><td style="font-family: Times New Roman, Times, Serif; width: 2%; text-align: center"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 10%; text-align: center">11%</td><td style="font-family: Times New Roman, Times, Serif; width: 2%; text-align: center"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 10%; text-align: center">9%</td> <td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; text-indent: -0.25in; padding-left: 0.25in">Massimo Motor Sports, LLC</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center">6%</td><td style="font-family: Times New Roman, Times, Serif; text-align: center"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center">22%</td><td style="font-family: Times New Roman, Times, Serif; text-align: center"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center"><div style="-sec-ix-hidden: hidden-fact-84">-</div></td><td style="font-family: Times New Roman, Times, Serif; text-align: center"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center">5%</td> <td style="font-family: Times New Roman, Times, Serif"> </td></tr> </table> 0.10 0.10 <table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; border-collapse: collapse; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="3" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Sales</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="3" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Trade Receivable</td> <td style="font-family: Times New Roman, Times, Serif"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: left; border-bottom: Black 1.5pt solid">Major Customers</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Year Ended<br/> December 31,<br/> 2021</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Year Ended<br/> December 31,<br/> 2020</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">December 31,<br/> 2021</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">December 31,<br/> 2020</td> <td style="font-family: Times New Roman, Times, Serif"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; width: 55%; text-align: left; text-indent: -0.25in; padding-left: 0.25in">Customer A</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 10%; text-align: center">15%</td><td style="font-family: Times New Roman, Times, Serif; width: 2%; text-align: center"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 10%; text-align: center">9%</td><td style="font-family: Times New Roman, Times, Serif; width: 2%; text-align: center"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 10%; text-align: center">13%</td><td style="font-family: Times New Roman, Times, Serif; width: 2%; text-align: center"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 10%; text-align: center">13%</td> <td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; text-indent: -0.25in; padding-left: 0.25in">Customer B</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center">14%</td><td style="font-family: Times New Roman, Times, Serif; text-align: center"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center">14%</td><td style="font-family: Times New Roman, Times, Serif; text-align: center"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center">2%</td><td style="font-family: Times New Roman, Times, Serif; text-align: center"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center">7%</td> <td style="font-family: Times New Roman, Times, Serif"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; text-indent: -0.25in; padding-left: 0.25in">Customer C</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center">3%</td><td style="font-family: Times New Roman, Times, Serif; text-align: center"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center">24%</td><td style="font-family: Times New Roman, Times, Serif; text-align: center"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center">1%</td><td style="font-family: Times New Roman, Times, Serif; text-align: center"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center">15%</td> <td style="font-family: Times New Roman, Times, Serif"> </td></tr> </table><p style="font-family: Times New Roman, Times, Serif; margin-top: 0; margin-bottom: 0"> </p> 0.15 0.09 0.13 0.13 0.14 0.14 0.02 0.07 0.03 0.24 0.01 0.15 0.10 0.10 <table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; border-collapse: collapse; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="3" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Purchases</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="3" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Accounts Payable</td> <td style="font-family: Times New Roman, Times, Serif"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: left; border-bottom: Black 1.5pt solid">Major Suppliers</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Year Ended<br/> December 31,<br/> 2021</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Year Ended<br/> December 31,<br/> 2020</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">December 31,<br/> 2021</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">December 31,<br/> 2020</td> <td style="font-family: Times New Roman, Times, Serif"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; width: 55%; text-align: left; text-indent: -0.25in; padding-left: 0.25in">Zhejiang Kandi Supply Chain Management Co., Ltd.</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 10%; text-align: center">50%</td><td style="font-family: Times New Roman, Times, Serif; width: 2%; text-align: center"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 10%; text-align: center">49%</td><td style="font-family: Times New Roman, Times, Serif; width: 2%; text-align: center"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 10%; text-align: center">11%</td><td style="font-family: Times New Roman, Times, Serif; width: 2%; text-align: center"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 10%; text-align: center">9%</td> <td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; text-indent: -0.25in; padding-left: 0.25in">Massimo Motor Sports, LLC</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center">6%</td><td style="font-family: Times New Roman, Times, Serif; text-align: center"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center">22%</td><td style="font-family: Times New Roman, Times, Serif; text-align: center"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center"><div style="-sec-ix-hidden: hidden-fact-84">-</div></td><td style="font-family: Times New Roman, Times, Serif; text-align: center"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center">5%</td> <td style="font-family: Times New Roman, Times, Serif"> </td></tr> </table> 0.50 0.49 0.11 0.09 0.06 0.22 0.05 <p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">NOTE 9 - EARNINGS (LOSS) PER SHARE</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The Company calculates earnings (loss) per share in accordance with ASC 260, Earnings Per Share, which requires a dual presentation of basic and diluted earnings (loss) per share. Basic earnings (loss) per share are computed using the weighted average number of shares outstanding during the reporting period. Diluted earnings (loss) per share represents basic earnings (loss) per share adjusted to include the potentially dilutive effect of outstanding stock options and warrants (using treasury stock method). Due to the average market price of the common stock during the period below the exercise price of the options, approximately 900,000 options and 8,131,332 warrants were excluded from the calculation of diluted earnings per share, for the year ended December 31, 2021.</span></p> 900000 8131332 <p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">NOTE 10 - ACCOUNTS RECEIVABLE, NET</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Accounts receivable are summarized as follows:</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">December 31,<br/> 2021</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">December 31,<br/> 2020</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; width: 76%; text-align: left">Accounts receivable</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">55,949,582</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">38,657,406</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; text-align: left; padding-bottom: 1.5pt">Less: allowance for doubtful accounts</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">(3,053,277</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left">)</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">(110,269</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; text-align: left; padding-bottom: 1.5pt">Accounts receivable, net</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">52,896,305</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">38,547,137</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The following table sets forth the movement of provision for doubtful accounts:</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Allowance for Doubtful Accounts</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; width: 88%; font-weight: bold; text-align: left; padding-bottom: 1.5pt">BALANCE AT DECEMBER 31, 2019</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; border-bottom: Black 1.5pt solid; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; border-bottom: Black 1.5pt solid; text-align: right">254,665</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; padding-bottom: 1.5pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; text-align: left">Provision</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"><div style="-sec-ix-hidden: hidden-fact-85">-</div></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; text-align: left">Reverse</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(152,809</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; text-align: left; padding-bottom: 1.5pt">Exchange rate difference</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">8,413</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; font-weight: bold; text-align: left; padding-bottom: 1.5pt">BALANCE AT DECEMBER 31, 2020</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">110,269</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; text-align: left">Provision</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">1,147,679</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; text-align: left">Reverse</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"><div style="-sec-ix-hidden: hidden-fact-86">-</div></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; text-align: left">Addition of allowance resulted from acquisition of Jiangxi Huiyi</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">1,763,231</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; text-align: left; padding-bottom: 1.5pt">Exchange rate difference</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">32,098</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; font-weight: bold; text-align: left; padding-bottom: 1.5pt">BALANCE AT DECEMBER 31, 2021</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">3,053,277</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The addition of allowance for doubtful accounts during the year ended December 31, 2021 was primarily due to newly acquired entity, Jiangxi Huiyi, which it adopted the Company’s accounting policy for provision for doubtful accounts after being consolidated to the Company’s financial statements.</span></p> <table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">December 31,<br/> 2021</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">December 31,<br/> 2020</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; width: 76%; text-align: left">Accounts receivable</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">55,949,582</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">38,657,406</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; text-align: left; padding-bottom: 1.5pt">Less: allowance for doubtful accounts</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">(3,053,277</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left">)</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">(110,269</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; text-align: left; padding-bottom: 1.5pt">Accounts receivable, net</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">52,896,305</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">38,547,137</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p> 55949582 38657406 3053277 110269 52896305 38547137 <table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Allowance for Doubtful Accounts</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; width: 88%; font-weight: bold; text-align: left; padding-bottom: 1.5pt">BALANCE AT DECEMBER 31, 2019</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; border-bottom: Black 1.5pt solid; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; border-bottom: Black 1.5pt solid; text-align: right">254,665</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; padding-bottom: 1.5pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; text-align: left">Provision</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"><div style="-sec-ix-hidden: hidden-fact-85">-</div></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; text-align: left">Reverse</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(152,809</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; text-align: left; padding-bottom: 1.5pt">Exchange rate difference</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">8,413</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; font-weight: bold; text-align: left; padding-bottom: 1.5pt">BALANCE AT DECEMBER 31, 2020</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">110,269</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; text-align: left">Provision</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">1,147,679</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; text-align: left">Reverse</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"><div style="-sec-ix-hidden: hidden-fact-86">-</div></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; text-align: left">Addition of allowance resulted from acquisition of Jiangxi Huiyi</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">1,763,231</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; text-align: left; padding-bottom: 1.5pt">Exchange rate difference</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">32,098</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; font-weight: bold; text-align: left; padding-bottom: 1.5pt">BALANCE AT DECEMBER 31, 2021</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">3,053,277</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p> 254665 -152809 8413 110269 1147679 1763231 32098 3053277 <p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">NOTE 11 - INVENTORIES</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Inventories are summarized as follows:</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">December 31,<br/> 2021</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">December 31,<br/> 2020</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; width: 76%; text-align: left">Raw material</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">9,291,441</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">7,512,259</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; text-align: left">Work-in-progress</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">9,116,194</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">5,488,532</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; text-align: left; padding-bottom: 1.5pt">Finished goods*</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">14,764,338</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">6,696,592</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; text-align: left; padding-bottom: 4pt">Inventories</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">33,171,973</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">19,697,383</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td></tr> </table><p style="font-family: Times New Roman, Times, Serif; margin-top: 0; margin-bottom: 0"> </p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font: 10pt Times New Roman, Times, Serif; vertical-align: top"> <td style="font: 10pt Times New Roman, Times, Serif; width: 0.25in; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">*</span></td> <td style="font: 10pt Times New Roman, Times, Serif; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">As of December 31, 2021, approximately $3.8 million of inventory of off-roads and EVs held by SC Autosports were pledged as collateral for the $950,000 short-term loan, which was initiated during year 2021.</span></td></tr> </table> <table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">December 31,<br/> 2021</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">December 31,<br/> 2020</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; width: 76%; text-align: left">Raw material</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">9,291,441</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">7,512,259</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; text-align: left">Work-in-progress</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">9,116,194</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">5,488,532</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; text-align: left; padding-bottom: 1.5pt">Finished goods*</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">14,764,338</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">6,696,592</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; text-align: left; padding-bottom: 4pt">Inventories</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">33,171,973</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">19,697,383</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td></tr> </table><p style="font-family: Times New Roman, Times, Serif; margin-top: 0; margin-bottom: 0"> </p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font: 10pt Times New Roman, Times, Serif; vertical-align: top"> <td style="font: 10pt Times New Roman, Times, Serif; width: 0.25in; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">*</span></td> <td style="font: 10pt Times New Roman, Times, Serif; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">As of December 31, 2021, approximately $3.8 million of inventory of off-roads and EVs held by SC Autosports were pledged as collateral for the $950,000 short-term loan, which was initiated during year 2021.</span></td></tr> </table> 9291441 7512259 9116194 5488532 14764338 6696592 33171973 19697383 3800000 950000 <p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">NOTE 12 - NOTES RECEIVABLE</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">As of December 31, 2021, there was $323,128 notes receivable from unrelated parties. As of December 31, 2020, there was $31,404,630 notes receivable from unrelated parties with a 6% annual interest rate, among which $6.1 million was collected on January 15, 2021, $6.9 million was collected on January 27, 2021, $9.2 million was collected on April 20, 2021 and $9.2 million was collected on June 22, 2021.</span></p> 323128 31404630 0.06 6100000 6900000 9200000 9200000 <p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">NOTE 13 - ADVANCES TO SUPPLIERS</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Advances to suppliers are summarized as follows:</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2021</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2020</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; width: 76%; text-align: left">Advance payment for inventory purchase (1)</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">4,110,835</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">13,107,630</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; text-align: left">Advance payment for R &amp; D (2)</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"><div style="-sec-ix-hidden: hidden-fact-87">-</div></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">19,365,947</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; text-align: left; padding-bottom: 1.5pt">Others</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">1,829,621</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">4,259,605</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; text-align: left; padding-bottom: 4pt">Total</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">5,940,456</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">36,733,182</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td></tr> </table><p style="font-family: Times New Roman, Times, Serif; margin-top: 0; margin-bottom: 0"> </p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font: 10pt Times New Roman, Times, Serif; vertical-align: top"> <td style="font: 10pt Times New Roman, Times, Serif; width: 0in; text-align: justify"/> <td style="font: 10pt Times New Roman, Times, Serif; width: 0.25in; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">①</span></td> <td style="font: 10pt Times New Roman, Times, Serif; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">This amount represents the advance payment in order to lock up the purchase price of the inventory.</span></td></tr> </table><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font: 10pt Times New Roman, Times, Serif; vertical-align: top"> <td style="font: 10pt Times New Roman, Times, Serif; width: 0in; text-align: justify"/> <td style="font: 10pt Times New Roman, Times, Serif; width: 0.25in; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">②</span></td> <td style="font: 10pt Times New Roman, Times, Serif; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">This amount presents the advance payment to a third party for designing a new EV model, as well as related research and development and consulting works. The Company entered into a research and development contract with a third party on December 1, 2020 with total contract amount of $38.3 million, and advance payment of $23.0 million as per the contract. This advance payment will be expensed progressively according to the progress of the R &amp; D project. In the year 2021, $18.2 million expense was incurred accordingly.</span></td></tr> </table> <table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2021</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2020</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; width: 76%; text-align: left">Advance payment for inventory purchase (1)</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">4,110,835</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">13,107,630</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; text-align: left">Advance payment for R &amp; D (2)</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"><div style="-sec-ix-hidden: hidden-fact-87">-</div></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">19,365,947</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; text-align: left; padding-bottom: 1.5pt">Others</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">1,829,621</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">4,259,605</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-indent: -0.125in; padding-left: 0.125in; text-align: left; padding-bottom: 4pt">Total</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">5,940,456</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">36,733,182</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td></tr> </table><p style="font-family: Times New Roman, Times, Serif; margin-top: 0; margin-bottom: 0"> </p> 4110835 13107630 19365947 1829621 4259605 5940456 36733182 38300000 23000000 18200000 <p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font: 10pt Times New Roman, Times, Serif">NOTE 14 - PROPERTY, PLANT AND EQUIPMENT</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Property, plants and equipment as of December 31, 2021 and 2020 consisted of the following:</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center">December 31,</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center">December 31,</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2021</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2020</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">At cost:</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; text-align: center"> </td><td style="font-family: Times New Roman, Times, Serif"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; text-align: center"> </td><td style="font-family: Times New Roman, Times, Serif"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; width: 76%; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Buildings</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">52,481,460</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">18,924,734</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Machinery and equipment</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">81,994,596</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">67,893,378</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Office equipment</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">1,497,461</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">1,138,870</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Motor vehicles and other transport equipment</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">1,068,616</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">587,785</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Molds and others</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">11,852,568</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">12,752,789</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">148,894,701</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">101,297,556</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Less: Accumulated depreciation</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">(37,317,290</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left">)</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">(35,894,876</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 4pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Property, plant and equipment, net</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">111,577,411</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">65,402,680</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; ">The Company’s Jinhua factory completed the relocation to new industrial park in April 2021. The new location covers an area of more than 57,000 square meters and a construction area of more than 98,000 square meters. The Company’s off-road vehicles, EV battery packs, electric scooters battery packs, smart battery swap system and some EV parts are manufactured in the Jinhua factory. Jinhua factory owns the above production facilities. The  Company’s  EV products, EV parts and electrical off-road vehicles, including Neighborhood EVs (“NEVs”), pure electric utility vehicles (“UTV”), pure electric golf cart and EV parts of K23 are manufactured in the Hainan factory. Currently, the Company’s Hainan factory has production capacity with an annual output (three shifts) of 100,000 units of various models of EV products, EV parts and electrical off-road vehicles and owns the above facilities. Currently, the project completion acceptance of Hainan factory is being processed. Before the completion acceptance is finished, the Hainan factory is manufacturing the above products in the form of trial production.</p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Project completion acceptance means the process that related construction unit, contractor and inspection and acceptance committee carry out their inspection and appraisal for the overall project after the project is completed and qualified for trial production. The inspection and appraisal are based on design documents, construction acceptance rules and quality inspection standards approved, in accordance with related procedures and formalities. Project completion acceptance is the last step in the whole process of a project construction, and is also necessary before formal production. </p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Acceptance process mainly includes 1) quality acceptance of buildings organized by government construction regulators; 2) acceptance of fire safety facilities; 3) acceptance of environmental protection technology; and 4) trial production acceptance of production facilities.</p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">As of the date of this report, pre-acceptance of the main project of quality supervision, as part of the Project Quality Acceptance of buildings, was completed in March 2022. Pre-acceptance of fire protection has been carried out in March 2022, and right now is undergoing the process. Fire protection expert has provided some suggestion for improvement, and the Company is currently working on the remediation. Environmental Protection Acceptance report, as part of the acceptance of environmental protection technology process, was completed on June 3, 2022. The report is being reviewed by the related examiners from the pre-acceptance expert team. The processing equipment and assembly lines have passed the joint debugging and testing, and related acceptance has been completed.</p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">According to the review opinions of the pre-acceptance expert team, the Company has started to take technical improvement measures and arrange necessary funds and prepared to apply formal acceptance to related government authorities once the implementation of various technical measures has completed. Therefore, the expected completion time cannot be determined at present.</p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">At present, the relevant department of the government verbally allows small-scale production prior to the completion of acceptance process, so Hainan factory is producing its products in the form of trial production, waiting for the final completion acceptance of the project. However, during the period of completion acceptance, if the local government regulatory authorities no longer allow us to produce, or we are required to stop production, we may be subject to a fine less than RMB1 million, and our revenue may be adversely affected. Other than that, the Company has no any other risks associated with the Hainan factory.</p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Depreciation expenses for the years ended December 31, 2021 and 2020 were $8,650,755 and $6,976,651, respectively.</span></p> <table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center">December 31,</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center">December 31,</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2021</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2020</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">At cost:</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; text-align: center"> </td><td style="font-family: Times New Roman, Times, Serif"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; text-align: center"> </td><td style="font-family: Times New Roman, Times, Serif"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; width: 76%; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Buildings</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">52,481,460</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">18,924,734</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Machinery and equipment</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">81,994,596</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">67,893,378</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Office equipment</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">1,497,461</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">1,138,870</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Motor vehicles and other transport equipment</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">1,068,616</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">587,785</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Molds and others</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">11,852,568</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">12,752,789</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">148,894,701</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">101,297,556</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Less: Accumulated depreciation</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">(37,317,290</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left">)</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">(35,894,876</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 4pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Property, plant and equipment, net</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">111,577,411</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">65,402,680</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p> 52481460 18924734 81994596 67893378 1497461 1138870 1068616 587785 11852568 12752789 148894701 101297556 37317290 35894876 111577411 65402680 57000 98000 100000 8650755 6976651 <p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">NOTE 15 - INTANGIBLE ASSETS</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Intangible assets include acquired other intangibles of trade name, customer relations, patent and technology recorded at estimated fair values in accordance with purchase accounting guidelines for acquisitions.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The following table provides the gross carrying value and accumulated amortization for each major class of our intangible assets, other than goodwill:</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center"><b>Remaining</b></td> <td style="font-family: Times New Roman, Times, Serif"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center">December 31,</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center">December 31,</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"><b> </b></td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"><b> </b></td> <td style="font-family: Times New Roman, Times, Serif; text-align: center; border-bottom: Black 1.5pt solid"><b>useful life</b></td> <td style="font-family: Times New Roman, Times, Serif"><b> </b></td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"><b> </b></td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid"><b>2021</b></td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"><b> </b></td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"><b> </b></td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid"><b>2020</b></td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"><b> </b></td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Gross carrying amount:</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center"> </td> <td style="font-family: Times New Roman, Times, Serif"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; text-align: center"> </td><td style="font-family: Times New Roman, Times, Serif"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; text-align: center"> </td><td style="font-family: Times New Roman, Times, Serif"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; width: 59%; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Trade name</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 15%; text-align: center">0 years</td> <td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">492,235</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">492,235</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Customer relations</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center">0 years</td> <td style="font-family: Times New Roman, Times, Serif"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">304,086</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">304,086</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Patent</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center">3.5-5.17 years</td> <td style="font-family: Times New Roman, Times, Serif"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">5,000,944</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">4,871,547</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Technology</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center; padding-bottom: 1.5pt">6.83-9.83 years</td> <td style="font-family: Times New Roman, Times, Serif"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">10,851,104</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">-</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">16,648,369</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">5,667,868</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Less: Accumulated amortization</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center"> </td> <td style="font-family: Times New Roman, Times, Serif"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Trade name</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center"> </td> <td style="font-family: Times New Roman, Times, Serif"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(492,235</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(439,798</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Customer relations</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center"> </td> <td style="font-family: Times New Roman, Times, Serif"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(304,086</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(271,691</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Patent</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center"> </td> <td style="font-family: Times New Roman, Times, Serif"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(2,359,212</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(1,723,626</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Technology</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">(243,757</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left">)</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">-</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">(3,399,290</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left">)</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">(2,435,115</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 4pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Intangible assets, net</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">13,249,079</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">3,232,753</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The aggregate amortization expenses for those intangible assets that continue to be amortized is reflected in amortization of intangible assets in the Consolidated Statements of Income and Comprehensive Income and were $906,618 and $ 625,629 for the year ended December 31, 2021 and 2020, respectively.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Amortization expenses for the next five years and thereafter are as follows:</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.25in; text-indent: -0.25in; vertical-align: top; width: 88%">Years ended December 31,</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left; width: 1%"/><td style="font-family: Times New Roman, Times, Serif; text-align: right; width: 9%"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: left; width: 1%"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">2022</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; text-align: right">2,023,355</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">2023</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">2,023,355</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">2024</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">2,023,355</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">2025</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">1,956,729</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">2026</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">1,733,803</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Thereafter</span></td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">3,488,482</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Total</span></td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">13,249,079</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td></tr> </table> <table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center"><b>Remaining</b></td> <td style="font-family: Times New Roman, Times, Serif"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center">December 31,</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center">December 31,</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"><b> </b></td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"><b> </b></td> <td style="font-family: Times New Roman, Times, Serif; text-align: center; border-bottom: Black 1.5pt solid"><b>useful life</b></td> <td style="font-family: Times New Roman, Times, Serif"><b> </b></td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"><b> </b></td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid"><b>2021</b></td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"><b> </b></td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"><b> </b></td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid"><b>2020</b></td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"><b> </b></td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Gross carrying amount:</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center"> </td> <td style="font-family: Times New Roman, Times, Serif"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; text-align: center"> </td><td style="font-family: Times New Roman, Times, Serif"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; text-align: center"> </td><td style="font-family: Times New Roman, Times, Serif"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; width: 59%; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Trade name</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 15%; text-align: center">0 years</td> <td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">492,235</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">492,235</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Customer relations</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center">0 years</td> <td style="font-family: Times New Roman, Times, Serif"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">304,086</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">304,086</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Patent</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center">3.5-5.17 years</td> <td style="font-family: Times New Roman, Times, Serif"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">5,000,944</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">4,871,547</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Technology</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center; padding-bottom: 1.5pt">6.83-9.83 years</td> <td style="font-family: Times New Roman, Times, Serif"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">10,851,104</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">-</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">16,648,369</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">5,667,868</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Less: Accumulated amortization</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center"> </td> <td style="font-family: Times New Roman, Times, Serif"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Trade name</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center"> </td> <td style="font-family: Times New Roman, Times, Serif"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(492,235</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(439,798</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Customer relations</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center"> </td> <td style="font-family: Times New Roman, Times, Serif"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(304,086</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(271,691</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Patent</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center"> </td> <td style="font-family: Times New Roman, Times, Serif"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(2,359,212</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(1,723,626</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Technology</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">(243,757</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left">)</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">-</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">(3,399,290</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left">)</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">(2,435,115</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 4pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Intangible assets, net</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: center; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">13,249,079</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">3,232,753</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p> P0Y 492235 492235 P0Y 304086 304086 P3Y6M P5Y2M1D 5000944 4871547 P6Y9M29D P9Y9M29D 10851104 16648369 5667868 -492235 -439798 -304086 -271691 -2359212 -1723626 -243757 -3399290 -2435115 13249079 3232753 906618 625629 <table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.25in; text-indent: -0.25in; vertical-align: top; width: 88%">Years ended December 31,</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left; width: 1%"/><td style="font-family: Times New Roman, Times, Serif; text-align: right; width: 9%"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: left; width: 1%"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">2022</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; text-align: right">2,023,355</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">2023</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">2,023,355</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">2024</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">2,023,355</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">2025</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">1,956,729</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">2026</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">1,733,803</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Thereafter</span></td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">3,488,482</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Total</span></td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">13,249,079</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td></tr> </table> 2023355 2023355 2023355 1956729 1733803 3488482 13249079 <p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">NOTE 16 - LAND USE RIGHTS</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The Company’s land use rights consist of the following:</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center">December 31,</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center">December 31,</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2021</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2020</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; width: 76%; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Cost of land use rights</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">4,131,797</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">4,024,889</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Less: Accumulated amortization</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">(881,461</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left">)</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">(767,129</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 4pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Land use rights, net</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">3,250,336</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">3,257,760</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The amortization expense for the years ended December 31, 2021 and 2020 were $92,628 and $201,061, respectively.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Amortization expense for the next five years and thereafter is as follows:</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; width: 88%; text-align: left; padding-left: 0.25in; text-indent: -0.25in; vertical-align: top">Years ended December 31,</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">92,628</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">2022</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">92,628</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">2023</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">92,628</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">2024</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">92,628</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">2025</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">92,628</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">2026</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">92,628</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Thereafter</span></td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">2,694,568</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Total</span></td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">3,250,336</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td></tr> </table> <table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center">December 31,</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center">December 31,</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2021</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2020</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; width: 76%; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Cost of land use rights</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">4,131,797</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">4,024,889</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Less: Accumulated amortization</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">(881,461</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left">)</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">(767,129</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 4pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Land use rights, net</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">3,250,336</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">3,257,760</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p> 4131797 4024889 881461 767129 3250336 3257760 92628 201061 <table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; width: 88%; text-align: left; padding-left: 0.25in; text-indent: -0.25in; vertical-align: top">Years ended December 31,</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">92,628</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">2022</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">92,628</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">2023</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">92,628</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">2024</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">92,628</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">2025</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">92,628</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">2026</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">92,628</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Thereafter</span></td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">2,694,568</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Total</span></td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">3,250,336</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td></tr> </table> 92628 92628 92628 92628 92628 92628 2694568 3250336 <p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">NOTE 17 - OTHER LONG-TERM ASSETS</p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Other long-term assets as of December 31, 2021 and 2020 consisted of the following:</p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; padding-left: 9pt; text-indent: -9pt"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: center"><span style="font-size: 10pt"><b>December 31,</b></span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: center"><span style="font-size: 10pt"><b>December 31,</b></span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; padding-left: 9pt; text-indent: -9pt"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; border-bottom: black 1.5pt solid; text-align: center"><span style="font-size: 10pt"><b>2021</b></span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; border-bottom: black 1.5pt solid; text-align: center"><span style="font-size: 10pt"><b>2020</b></span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; padding-bottom: 1.5pt"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; background-color: #CCEEFF"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; width: 76%; padding-left: 9pt; text-indent: -9pt"><span style="font-size: 10pt">Long-term deferred assets</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 1%"><span style="font-size: 10pt">$</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 9%; text-align: right"><span style="-sec-ix-hidden: hidden-fact-88; font-size: 10pt">-</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 1%"><span style="font-size: 10pt">$</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 9%; text-align: right"><span style="font-size: 10pt">3,706,560</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 1%"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; "> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; padding-left: 9pt; text-indent: -9pt"><span style="font-size: 10pt">Prepayments for land use right (i)</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-size: 10pt">4,341,496</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-size: 10pt">4,319,305</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; background-color: #CCEEFF"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; padding-left: 9pt; text-indent: -9pt"><span style="font-size: 10pt">Land and properties with certificates cancelled (ii)</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="-sec-ix-hidden: hidden-fact-89; font-size: 10pt">-</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-size: 10pt">13,728,557</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; "> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; padding-left: 9pt; text-indent: -9pt"><span style="font-size: 10pt">Prepayments for new product molds</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="-sec-ix-hidden: hidden-fact-90; font-size: 10pt">-</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-size: 10pt">6,663,909</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; background-color: #CCEEFF"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; padding-left: 9pt; text-indent: -9pt"><span style="font-size: 10pt">Right - of - use asset (iii)</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-size: 10pt">6,308,374</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-size: 10pt">3,496,993</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; "> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; padding-bottom: 1.5pt; padding-left: 9pt; text-indent: -9pt"><span style="font-size: 10pt">Others</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; border-bottom: black 1.5pt solid"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; border-bottom: black 1.5pt solid; text-align: right"><span style="font-size: 10pt">342,139</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; border-bottom: black 1.5pt solid"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; border-bottom: black 1.5pt solid; text-align: right"><span style="font-size: 10pt">392,160</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; padding-bottom: 1.5pt"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; background-color: #CCEEFF"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; padding-bottom: 4pt; padding-left: 9pt; text-indent: -9pt"><span style="font-size: 10pt">Total other long-term asset</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; border-bottom: black 4.5pt double"><span style="font-size: 10pt">$</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; border-bottom: black 4.5pt double; text-align: right"><span style="font-size: 10pt">10,992,009</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; border-bottom: black 4.5pt double"><span style="font-size: 10pt">$</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; border-bottom: black 4.5pt double; text-align: right"><span style="font-size: 10pt">32,307,484</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; padding-bottom: 4pt"> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; margin-top: 0; margin-bottom: 0; width: 100%"><tr style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-align: justify"> <td style="font-family: Times New Roman, Times, Serif; width: 0in"/><td style="font-family: Times New Roman, Times, Serif; width: 0.25in; text-align: left"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(i)</span></td><td style="font-family: Times New Roman, Times, Serif; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">As of December 31, 2021 and December 31, 2020, the Company’s other long term asset included net value of prepayments for land use right of Hainan facility of $4,341,496 and $4,319,305, respectively. As of December 31, 2021, the land use right of Hainan was not recognized since the land certificate is still in process. The amortization expense for the year ended December 31, 2021 and 2020 were $91,229 and $85,277, respectively.</span></td> </tr></table><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font: 10pt Times New Roman, Times, Serif; vertical-align: top"> <td style="font: 10pt Times New Roman, Times, Serif; width: 0.25in; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(ii)</span></td> <td style="font: 10pt Times New Roman, Times, Serif; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">As of December 31, 2020, the Company’s other long-term asset included net value of land of Jinhua facility’s old location with certificates cancelled of $6,095,310 and net value of properties (or buildings/housing) of Jinhua facility’s old location with certificates cancelled of $7,633,247, respectively. In the second quarter of 2021, the land and property of Jinhua facility’s old location has been written off. The land amortization expense of Jinhua facility’s old location for the year ended December 31, 2021 were $68,106. The property depreciation expense of Jinhua facility’s old location for the year ended December 31, 2021 were $151,694. The Company’s Jinhua facility moved out of the old location and completed the relocation process in April 2021. The relevant Economic Zone authorities inspected the vacated land and determined that the relocation was formally completed by meeting all stipulated conditions. In the second quarter of 2021, the property of Jinhua facility’s old location has been fully disposed, and the related $48 million gain on disposal of long-live asset was recognized.</span></td></tr> </table><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font: 10pt Times New Roman, Times, Serif; vertical-align: top"> <td style="font: 10pt Times New Roman, Times, Serif; width: 0.25in; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(iii)</span></td> <td style="font: 10pt Times New Roman, Times, Serif; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">As of December 31, 2021 and December 31, 2020, the Company’s operating lease right-of-use assets in other long term asset included net value of newly acquired land use right of Jinhua facility and Jiangxi facility of $6,308,374 and $3,436,310, respectively. The amortization expense for the year ended December 31, 2021 were $79,557. </span></td></tr> </table> <table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; padding-left: 9pt; text-indent: -9pt"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: center"><span style="font-size: 10pt"><b>December 31,</b></span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: center"><span style="font-size: 10pt"><b>December 31,</b></span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; padding-left: 9pt; text-indent: -9pt"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; border-bottom: black 1.5pt solid; text-align: center"><span style="font-size: 10pt"><b>2021</b></span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; border-bottom: black 1.5pt solid; text-align: center"><span style="font-size: 10pt"><b>2020</b></span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; padding-bottom: 1.5pt"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; background-color: #CCEEFF"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; width: 76%; padding-left: 9pt; text-indent: -9pt"><span style="font-size: 10pt">Long-term deferred assets</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 1%"><span style="font-size: 10pt">$</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 9%; text-align: right"><span style="-sec-ix-hidden: hidden-fact-88; font-size: 10pt">-</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 1%"><span style="font-size: 10pt">$</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 9%; text-align: right"><span style="font-size: 10pt">3,706,560</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; width: 1%"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; "> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; padding-left: 9pt; text-indent: -9pt"><span style="font-size: 10pt">Prepayments for land use right (i)</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-size: 10pt">4,341,496</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-size: 10pt">4,319,305</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; background-color: #CCEEFF"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; padding-left: 9pt; text-indent: -9pt"><span style="font-size: 10pt">Land and properties with certificates cancelled (ii)</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="-sec-ix-hidden: hidden-fact-89; font-size: 10pt">-</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-size: 10pt">13,728,557</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; "> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; padding-left: 9pt; text-indent: -9pt"><span style="font-size: 10pt">Prepayments for new product molds</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="-sec-ix-hidden: hidden-fact-90; font-size: 10pt">-</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-size: 10pt">6,663,909</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; background-color: #CCEEFF"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; padding-left: 9pt; text-indent: -9pt"><span style="font-size: 10pt">Right - of - use asset (iii)</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-size: 10pt">6,308,374</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; text-align: right"><span style="font-size: 10pt">3,496,993</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; "> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; padding-bottom: 1.5pt; padding-left: 9pt; text-indent: -9pt"><span style="font-size: 10pt">Others</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; border-bottom: black 1.5pt solid"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; border-bottom: black 1.5pt solid; text-align: right"><span style="font-size: 10pt">342,139</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; border-bottom: black 1.5pt solid"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; border-bottom: black 1.5pt solid; text-align: right"><span style="font-size: 10pt">392,160</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; padding-bottom: 1.5pt"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; background-color: #CCEEFF"> <td style="font-family: Times New Roman, Times, Serif; vertical-align: top; padding-bottom: 4pt; padding-left: 9pt; text-indent: -9pt"><span style="font-size: 10pt">Total other long-term asset</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; border-bottom: black 4.5pt double"><span style="font-size: 10pt">$</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; border-bottom: black 4.5pt double; text-align: right"><span style="font-size: 10pt">10,992,009</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; border-bottom: black 4.5pt double"><span style="font-size: 10pt">$</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; border-bottom: black 4.5pt double; text-align: right"><span style="font-size: 10pt">32,307,484</span></td> <td style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; padding-bottom: 4pt"> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; margin-top: 0; margin-bottom: 0; width: 100%"><tr style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-align: justify"> <td style="font-family: Times New Roman, Times, Serif; width: 0in"/><td style="font-family: Times New Roman, Times, Serif; width: 0.25in; text-align: left"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(i)</span></td><td style="font-family: Times New Roman, Times, Serif; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">As of December 31, 2021 and December 31, 2020, the Company’s other long term asset included net value of prepayments for land use right of Hainan facility of $4,341,496 and $4,319,305, respectively. As of December 31, 2021, the land use right of Hainan was not recognized since the land certificate is still in process. The amortization expense for the year ended December 31, 2021 and 2020 were $91,229 and $85,277, respectively.</span></td> </tr></table><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font: 10pt Times New Roman, Times, Serif; vertical-align: top"> <td style="font: 10pt Times New Roman, Times, Serif; width: 0.25in; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(ii)</span></td> <td style="font: 10pt Times New Roman, Times, Serif; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">As of December 31, 2020, the Company’s other long-term asset included net value of land of Jinhua facility’s old location with certificates cancelled of $6,095,310 and net value of properties (or buildings/housing) of Jinhua facility’s old location with certificates cancelled of $7,633,247, respectively. In the second quarter of 2021, the land and property of Jinhua facility’s old location has been written off. The land amortization expense of Jinhua facility’s old location for the year ended December 31, 2021 were $68,106. The property depreciation expense of Jinhua facility’s old location for the year ended December 31, 2021 were $151,694. The Company’s Jinhua facility moved out of the old location and completed the relocation process in April 2021. The relevant Economic Zone authorities inspected the vacated land and determined that the relocation was formally completed by meeting all stipulated conditions. In the second quarter of 2021, the property of Jinhua facility’s old location has been fully disposed, and the related $48 million gain on disposal of long-live asset was recognized.</span></td></tr> </table><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font: 10pt Times New Roman, Times, Serif; vertical-align: top"> <td style="font: 10pt Times New Roman, Times, Serif; width: 0.25in; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(iii)</span></td> <td style="font: 10pt Times New Roman, Times, Serif; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">As of December 31, 2021 and December 31, 2020, the Company’s operating lease right-of-use assets in other long term asset included net value of newly acquired land use right of Jinhua facility and Jiangxi facility of $6,308,374 and $3,436,310, respectively. The amortization expense for the year ended December 31, 2021 were $79,557. </span></td></tr> </table> 3706560 4341496 4319305 13728557 6663909 6308374 3496993 342139 392160 10992009 32307484 4341496 4319305 91229 85277 (ii)As of December 31, 2020, the Company’s other long-term asset included net value of land of Jinhua facility’s old location with certificates cancelled of $6,095,310 and net value of properties (or buildings/housing) of Jinhua facility’s old location with certificates cancelled of $7,633,247, respectively. 68106 151694 48000000 6308374 3436310 79557 <p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">NOTE 18 - TAXES</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; margin-top: 0; margin-bottom: 0; width: 100%"><tr style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-align: justify"> <td style="font-family: Times New Roman, Times, Serif; width: 0in"/><td style="font-family: Times New Roman, Times, Serif; width: 0.25in; text-align: left"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(a)</span></td><td style="font-family: Times New Roman, Times, Serif; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Corporation Income Tax</span></td> </tr></table><p style="font-family: Times New Roman, Times, Serif; margin-top: 0; margin-bottom: 0"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Pursuant to the tax laws and regulations of the PRC, the Company’s applicable corporate income tax (“CIT”) rate is 25%. However, Zhejiang Kandi Technologies, Kandi Smart Battery Swap, Jiangxi Huiyi and Kandi Hainan qualify as High and New Technology Enterprise (“HNTE”) companies in the PRC, and are entitled to pay a reduced income tax rate of 15% for the years presented. A HNTE Certificate is valid for three years. An entity may re-apply for an HNTE certificate when the prior certificate expires. Historically, Zhejiang Kandi Technologies Kandi Smart Battery Swap, Jiangxi Huiyi has successfully re-applied for such certificates when the its prior certificates expired. Kandi Hainan has been qualified as HNTE since 2020. Therefore no records for renewal are available. The applicable CIT rate of each of the Company’s other subsidiaries, Kandi New Energy and Yongkang Scrou is 25%.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">The Company’s tax provision or benefit from income taxes for interim periods is determined using an estimate of our annual effective tax rate, adjusted for discrete items, if any, that are taken into account in the relevant period. Each quarter the Company updates its estimate of the annual effective tax rate, and if its estimated tax rate changes, the management makes a cumulative adjustment. For 2021, the Company’s effective tax rate is favorably affected by preferential tax rate for qualified Chinese entities, a super-deduction for qualified research and development costs, intercompany dividend deductions and adversely affected by non-deductible expenses such as stock rewards for non-US employees, part of entertainment expenses, and valuation allowances. The Company records valuation allowances against the deferred tax assets associated with losses and other timing differences for which we may not realize a related tax benefit. After combining research and development tax credits of 25% on certain qualified research and development expenses, the Company’s effective tax rate for December 31, 2021 and 2020 was a tax expense of 21.73% on a reported income before taxes of approximately $29.2 million, a tax benefit of 32.69% on a reported loss before taxes of approximately $15.4 million, respectively. The effective tax rates for each of the periods mentioned above are disclosed in the summary table of income tax expenses for December 31, 2021 and 2020.</p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Under ASC 740 guidance relating to uncertain tax positions, which addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements, the Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. ASC 740 also provides guidance on de-recognition, classification, interest and penalties on income taxes, accounting in interim periods and requires increased disclosures. As of December 31, 2021, the Company did not have any liability for unrecognized tax benefits. The Company files income tax returns with the U.S. Internal Revenue Services (“IRS”) and those states where the Company has operations. The Company is subject to U.S. federal or state income tax examinations by the IRS and relevant state tax authorities. During the periods open to examination, the Company has net operating loss carry forwards (“NOLs”) for U.S. federal and state tax purposes that have attributes from closed periods. Since these NOLs may be utilized in future periods, they remain subject to examination. The Company also files certain tax returns in the PRC. As of December 31, the Company was not aware of any pending income tax examinations by U.S. or PRC tax authorities. The Company records interest and penalties on uncertain tax provisions as income tax expense. As of December 31, 2021, the Company has no accrued interest or penalties related to uncertain tax positions.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Income tax expenses for the year ended December 31, 2021 and 2020 are summarized as follows:</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td> <td colspan="6" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center">For Year Ended</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top; padding-bottom: 1.5pt"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="6" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">December 31,</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2021</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2020</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Current:</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; text-align: center"> </td><td style="font-family: Times New Roman, Times, Serif"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; text-align: center"> </td><td style="font-family: Times New Roman, Times, Serif"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; width: 76%; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Provision for CIT</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">2,273,175</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">302,553</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Deferred:</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Provision for CIT</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">4,073,315</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">(5,349,722</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 4pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Income tax expense (benefit)</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">6,346,490</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">(5,047,169</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left">)</td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The reconciliation of taxes at the PRC statutory rate (25% in 2021 and 2020) to our provision for income taxes for the years ended December 31, 2021 and 2020 was as follows:</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td> <td colspan="6" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center">For Year Ended</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="6" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">December 31,</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2021</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2020</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; width: 76%; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">Expected taxation at PRC statutory tax rate</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">7,302,572</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">(3,860,333</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">Gain or loss difference due to outside basis in equity investments</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">106,289</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(4,347,061</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">Effect of differing tax rates in different jurisdictions</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">66,108</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">93,806</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">Effect of PRC preferential tax rates</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(704,361</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">1,145,631</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">Non-taxable income</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(1,976,661</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(7,889</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">Non-deductible expenses</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">1,352,085</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">615,659</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">Research and development super-deduction</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(2,006,682</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(458,723</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">(Over) Under-accrued EIT for previous years</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">323,427</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(24,583</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">Addition to valuation allowance</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">8,499,993</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">1,629,952</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">Divided received deduction</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(3,023,303</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">-</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">Local tax adjustment</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">1,734,997</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">-</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">Other (including inter-company transaction)</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">(5,327,974</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left">)</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">166,372</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 4pt; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">Income tax (benefit) expense</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">6,346,490</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">(5,047,169</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left">)</td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The tax effects of temporary differences that give rise to the Company’s net deferred tax assets and liabilities as of December 31, 2021 and December 31, 2020 are summarized as follows:</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center">December 31,</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center">December 31,</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2021</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2020</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; width: 76%; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Deferred tax assets:</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"/><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right"/><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"/><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right"/><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.25in; text-indent: -0.125in; vertical-align: top">Accruals and reserves</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; text-align: right">7,471,881</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; text-align: right">1,160,830</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.25in; text-indent: -0.125in; vertical-align: top">Depreciation</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"><div style="-sec-ix-hidden: hidden-fact-91">-</div></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"><div style="-sec-ix-hidden: hidden-fact-92">-</div></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.25in; text-indent: -0.125in; vertical-align: top">Outside basis difference of investment in the Affiliate Company</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"><div style="-sec-ix-hidden: hidden-fact-93">-</div></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">7,821,994</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; padding-left: 0.25in; text-indent: -0.125in; vertical-align: top">Loss carried forward</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">7,195,729</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">3,415,400</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Total deferred tax assets</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">14,667,610</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">12,398,224</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Deferred tax liabilities:</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.25in; text-indent: -0.125in; vertical-align: top">Expense</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(411,195</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(588,889</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.25in; text-indent: -0.125in; vertical-align: top">Intangible</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(1,981,862</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(473,024</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; padding-left: 0.25in; text-indent: -0.125in; vertical-align: top">Revenue</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">(462,623</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left">)</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">(2,421,259</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Total deferred tax liability</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">(2,855,680</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left">)</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">(3,483,172</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 4pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Net deferred tax assets (liabilities)</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">11,811,930</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">8,915,052</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">less: valuation allowance</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">(12,052,774</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left">)</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">(3,433,277</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 4pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Net deferred tax assets(liabilities),net of valuation allowance</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">(240,844</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left">)</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">5,481,775</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The tax effected aggregate Net Operating Loss (“NOL”) was $7.2 million and $3.4 million in tax year 2021 and 2020, which were deriving from entities in the PRC, Hong Kong and U.S. Some of the NOLs will start to expire from 2026 if they are not used. The cumulative NOL in the PRC can be carried forward for five years in general, and ten years for entities qualify High and New Technology Enterprise (“HNTE”) treatment, which is $0.8 million and $6.4 million respectfully, to offset future net profits for income tax purposes. The Company also has $0.5 million tax effected NOL in U.S. to carry forward with indefinite carryforward period, and $0.1 million tax effected NOL in Hong Kong can be carried forward without an expiration date as well.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">The Company recorded valuation allowances of 12.0 million as of December 31, 2021, against the deferred tax assets associated with losses and other timing differences for which we may not realize a related tax benefit. Tax benefit of operating loss is evaluated on an ongoing basis including a review of historical and projected future operating results, the eligible carry forward period, and available tax planning strategies.</p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">We reversed a deferred tax asset for the Affiliate Company’s outside basis difference due to the accumulated losses as of December 31, 2020 between book and tax purpose. This is due to the sale of the Affiliate Company in March 2021.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Income (loss) before income taxes from PRC and non-PRC sources for the year ended December 31,2021 and 2020 are summarized as follows:</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td> <td colspan="6" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center">For Year Ended</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="6" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">December 31,</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2021</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2020</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">Income(loss) before income taxes consists of:</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; text-align: center"> </td><td style="font-family: Times New Roman, Times, Serif"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; text-align: center"> </td><td style="font-family: Times New Roman, Times, Serif"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; width: 76%; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">PRC</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">30,719,006</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">(12,734,584</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">Non-PRC</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">(1,508,718</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left">)</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">(2,706,749</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 4pt; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">Total</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">29,210,288</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">(15,441,333</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left">)</td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Net change in the valuation allowance of deferred tax assets are summarized as follows:</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">Net change of valuation allowance of Deferred tax assets</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; text-align: center"> </td><td style="font-family: Times New Roman, Times, Serif"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; width: 88%; text-align: left; vertical-align: top; padding-left: 0.25in; text-indent: -0.125in">Balance at December 31,2020</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">3,433,277</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.25in; text-indent: -0.125in">Additions-change to tax expense</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">8,499,993</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.25in; text-indent: -0.125in">Prior year true up</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">131,364</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; vertical-align: top; padding-left: 0.25in; text-indent: -0.125in">Exchange rate difference</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">(11,860</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 4pt; vertical-align: top; padding-left: 0.25in; text-indent: -0.125in">Balance at December 31,2021</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">12,052,774</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td></tr> </table><p style="font-family: Times New Roman, Times, Serif; margin-top: 0; margin-bottom: 0"> </p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; margin-top: 0; margin-bottom: 0; width: 100%"><tr style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-align: justify"> <td style="font-family: Times New Roman, Times, Serif; width: 0in"/><td style="font-family: Times New Roman, Times, Serif; width: 0.25in; text-align: left"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(b)</span></td><td style="font-family: Times New Roman, Times, Serif; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Tax Holiday Effect</span></td> </tr></table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">For the year ended December 31, 2021 and 2020, the PRC CIT rate was 25%. Certain subsidiaries of the Company are entitled to tax exemptions (tax holidays) for the year ended December 31, 2021 and 2020.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The combined effects of income tax expense exemptions and reductions available to the Company for the year ended December 31, 2021 and 2020 are as follows:</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td> <td colspan="6" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center">Year Ended</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="6" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">December 31,</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2021</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2020</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; width: 76%; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Tax benefit (holiday) credit</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">2,226,944</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">690,905</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Basic net income per share effect</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; text-align: right">0.03</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; text-align: right">0.01</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> </table><p style="font-family: Times New Roman, Times, Serif; margin-top: 0; margin-bottom: 0"> </p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; margin-top: 0; margin-bottom: 0; width: 100%"><tr style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-align: justify"> <td style="font-family: Times New Roman, Times, Serif; width: 0in"/><td style="font-family: Times New Roman, Times, Serif; width: 0.25in; text-align: left"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(c)</span></td><td style="font-family: Times New Roman, Times, Serif; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">CARES Act</span></td> </tr></table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">On March 27, 2020, the “Coronavirus Aid, Relief and Economic Security (CARES) Act” was signed into law. The CARES Act authorized the Small Business Administration (“SBA”) to temporarily guarantee loans under a loan program called the PPP. On May 4, 2020, SC Autosports obtained the PPP loan in the amount of $244,166 with an interest rate of 1.0% and a two-year term to maturity. The entire principal amount of the borrower’s PPP loan, including any accrued interest, is eligible to be reduced by the loan forgiveness amount under the PPP so long as employee and compensation levels of the business are maintained and 60% of the loan proceeds are used for payroll expenses, with the remaining 40% of the loan proceeds used for other qualifying expenses. In January 2021, SC Autosports obtained the PPP loan in the amount of $207,867 with an interest rate of 1.0% and a five-year term to maturity. As of December 31, 2021, the Company received $451,983 under the SBA PPP loan program and the entire amount has qualified for forgiveness. </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The CARES Act, among other things, includes provisions relating to refundable payroll tax credits, deferment of employer side social security payments, net operating loss carryback periods, alternative minimum tax credit refunds, modifications to the net interest deduction limitations and technical corrections to tax depreciation methods for qualified improvement property. The Company does not anticipate significant income tax impact on its financial and continue to examine the impacts this CARES Act may have on its business.</span></p> 0.25 0.15 0.25 After combining research and development tax credits of 25% on certain qualified research and development expenses, the Company’s effective tax rate for December 31, 2021 and 2020 was a tax expense of 21.73% on a reported income before taxes of approximately $29.2 million, a tax benefit of 32.69% on a reported loss before taxes of approximately $15.4 million, respectively. <table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td> <td colspan="6" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center">For Year Ended</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top; padding-bottom: 1.5pt"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="6" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">December 31,</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2021</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2020</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Current:</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; text-align: center"> </td><td style="font-family: Times New Roman, Times, Serif"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; text-align: center"> </td><td style="font-family: Times New Roman, Times, Serif"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; width: 76%; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Provision for CIT</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">2,273,175</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">302,553</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Deferred:</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Provision for CIT</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">4,073,315</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">(5,349,722</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 4pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Income tax expense (benefit)</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">6,346,490</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">(5,047,169</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left">)</td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p> 2273175 302553 4073315 -5349722 6346490 -5047169 0.25 0.25 <table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td> <td colspan="6" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center">For Year Ended</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="6" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">December 31,</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2021</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2020</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; width: 76%; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">Expected taxation at PRC statutory tax rate</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">7,302,572</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">(3,860,333</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">Gain or loss difference due to outside basis in equity investments</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">106,289</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(4,347,061</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">Effect of differing tax rates in different jurisdictions</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">66,108</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">93,806</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">Effect of PRC preferential tax rates</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(704,361</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">1,145,631</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">Non-taxable income</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(1,976,661</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(7,889</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">Non-deductible expenses</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">1,352,085</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">615,659</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">Research and development super-deduction</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(2,006,682</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(458,723</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">(Over) Under-accrued EIT for previous years</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">323,427</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(24,583</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">Addition to valuation allowance</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">8,499,993</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">1,629,952</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">Divided received deduction</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(3,023,303</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">-</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">Local tax adjustment</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">1,734,997</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">-</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">Other (including inter-company transaction)</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">(5,327,974</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left">)</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">166,372</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 4pt; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">Income tax (benefit) expense</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">6,346,490</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">(5,047,169</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left">)</td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p> 7302572 -3860333 106289 -4347061 66108 93806 -704361 1145631 -1976661 -7889 1352085 615659 -2006682 -458723 323427 -24583 8499993 1629952 -3023303 1734997 -5327974 166372 6346490 -5047169 <table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center">December 31,</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center">December 31,</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2021</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2020</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; width: 76%; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Deferred tax assets:</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"/><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right"/><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"/><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right"/><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.25in; text-indent: -0.125in; vertical-align: top">Accruals and reserves</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; text-align: right">7,471,881</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; text-align: right">1,160,830</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.25in; text-indent: -0.125in; vertical-align: top">Depreciation</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"><div style="-sec-ix-hidden: hidden-fact-91">-</div></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"><div style="-sec-ix-hidden: hidden-fact-92">-</div></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.25in; text-indent: -0.125in; vertical-align: top">Outside basis difference of investment in the Affiliate Company</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"><div style="-sec-ix-hidden: hidden-fact-93">-</div></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">7,821,994</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; padding-left: 0.25in; text-indent: -0.125in; vertical-align: top">Loss carried forward</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">7,195,729</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">3,415,400</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Total deferred tax assets</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">14,667,610</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">12,398,224</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Deferred tax liabilities:</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.25in; text-indent: -0.125in; vertical-align: top">Expense</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(411,195</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(588,889</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.25in; text-indent: -0.125in; vertical-align: top">Intangible</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(1,981,862</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(473,024</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; padding-left: 0.25in; text-indent: -0.125in; vertical-align: top">Revenue</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">(462,623</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left">)</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">(2,421,259</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Total deferred tax liability</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">(2,855,680</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left">)</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">(3,483,172</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 4pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Net deferred tax assets (liabilities)</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">11,811,930</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">8,915,052</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">less: valuation allowance</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">(12,052,774</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left">)</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">(3,433,277</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 4pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Net deferred tax assets(liabilities),net of valuation allowance</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">(240,844</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left">)</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">5,481,775</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p> 7471881 1160830 7821994 7195729 3415400 14667610 12398224 411195 588889 1981862 473024 462623 2421259 2855680 3483172 11811930 8915052 12052774 3433277 -240844 5481775 7200000 3400000 P5Y P10Y 800000 6400000 500000 100000 12000000 <table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td> <td colspan="6" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center">For Year Ended</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="6" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">December 31,</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2021</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2020</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">Income(loss) before income taxes consists of:</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; text-align: center"> </td><td style="font-family: Times New Roman, Times, Serif"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; text-align: center"> </td><td style="font-family: Times New Roman, Times, Serif"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; width: 76%; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">PRC</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">30,719,006</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">(12,734,584</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">Non-PRC</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">(1,508,718</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left">)</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">(2,706,749</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 4pt; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">Total</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">29,210,288</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">(15,441,333</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left">)</td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p> 30719006 -12734584 -1508718 -2706749 29210288 -15441333 <table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">Net change of valuation allowance of Deferred tax assets</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; text-align: center"> </td><td style="font-family: Times New Roman, Times, Serif"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; width: 88%; text-align: left; vertical-align: top; padding-left: 0.25in; text-indent: -0.125in">Balance at December 31,2020</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">3,433,277</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.25in; text-indent: -0.125in">Additions-change to tax expense</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">8,499,993</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.25in; text-indent: -0.125in">Prior year true up</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">131,364</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; vertical-align: top; padding-left: 0.25in; text-indent: -0.125in">Exchange rate difference</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">(11,860</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 4pt; vertical-align: top; padding-left: 0.25in; text-indent: -0.125in">Balance at December 31,2021</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">12,052,774</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td></tr> </table><p style="font-family: Times New Roman, Times, Serif; margin-top: 0; margin-bottom: 0"> </p> 3433277 8499993 131364 -11860 12052774 0.25 0.25 <table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td> <td colspan="6" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center">Year Ended</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="6" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">December 31,</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2021</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2020</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; width: 76%; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Tax benefit (holiday) credit</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">2,226,944</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">690,905</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Basic net income per share effect</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; text-align: right">0.03</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; text-align: right">0.01</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> </table><p style="font-family: Times New Roman, Times, Serif; margin-top: 0; margin-bottom: 0"> </p> 2226944 690905 0.03 0.01 244166 0.01 0.60 0.40 207867 0.01 451983 <p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">NOTE 19 – LEASES AND RIGHT-OF-USE-ASSETS</p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The Company has renewed its corporate office leases for SC Autosports, with a term of 15 months from January 31, 2020 to April 30, 2021. The monthly lease payment is $11,000 from February 2020 to April 2020 and $12,000 from May 2020 to April 2021. The Company recorded operating lease assets and operating lease liabilities on January 31, 2020, with a remaining lease term of 15 months and discount rate of 4.25%.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">During October 2020, land use right of gross value of $3.5 million was acquired from the government as the new site of Jinhua Facility’s relocation as per the Repurchase Agreement. On October 31, 2021, the Company acquired $2.8 million of land use rights through the acquisition of Jiangxi Huiyi. Above lease was wholly prepaid. See NOTE 17 for more details.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">As of December 31, 2021, the Company’s operating lease right-of-use assets (grouped in other long-term assets on the balance sheet) was $6,308,374. For the year ended December 31, 2021, the Company’s operating lease expense was $79,557.</p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Supplemental information related to operating leases was as follows:</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: center"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Year ended<br/> December 31,<br/> 2021</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; width: 88%; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Cash payments for operating leases</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">79,557</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td></tr> </table> P15M The monthly lease payment is $11,000 from February 2020 to April 2020 and $12,000 from May 2020 to April 2021. P15M 0.0425 3500000 2800000 6308374 79557 <table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: center"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Year ended<br/> December 31,<br/> 2021</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; width: 88%; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Cash payments for operating leases</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">79,557</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td></tr> </table> 79557 <p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">NOTE 20 - CONTINGENT CONSIDERATION LIABILITY</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">On January 3, 2018, the Company completed the acquisition of 100% of the equity of Jinhua An Kao, currently known as Kandi Smart Battery Swap Co., Ltd. (“Kandi Smart Battery Swap”). The Company paid approximately RMB 25.93 million (approximately $4 million) at the closing of the transaction using cash on hand and issued a total of 2,959,837 shares of restrictive stock or 6.2% of the Company’s total outstanding shares of the common stock immediately prior to the closing of the acquisition valued at approximately $20.7 million to the former shareholders of Kandi Smart Battery Swap and his designees (the “KSBS Shareholders”), and may be required to pay future consideration of up to an additional 2,959,837 shares of common stock, which are being held in escrow and to be released contingent upon the achievement of certain net income-based milestones in the next three years. Any escrowed shares that are not released from escrow to the KSBS Shareholders as a result of the failure to achieve the milestones will be forfeited and returned to the Company for cancellation. While the escrowed shares are held in escrow, the Company will retain all voting rights with respect to such shares. For the year ended December 31, 2018, Kandi Smart Battery Swap achieved its first year net profit target. Accordingly, the KSBS Shareholders received 739,959 shares of Kandi’s restrictive common stock or 12.5% of the total equity consideration (i.e., 5,919,674 total shares) as part of the purchase price. For the year ended December 31, 2019, Kandi Smart Battery Swap achieved its second year net profit target. Accordingly, the KSBS Shareholders received 986,810 shares of Kandi’s restrictive common stock or 16.67% of the total equity consideration (i.e., 5,919,674 total shares) as part of the purchase price. All the escrowed shares have been included in the Company’s registration statement on Form S-3 declared effective by the SEC on April 5, 2019.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">As the outbreak of COVID-19 in 2020 affected Kandi Smart Battery Swap’s operation and business, on July 7, 2020, the Company and the KSBS Shareholders made the following supplements to Condition III of the original Supplementary Agreement: The KSBS Shareholders have the right to receive an aggregate of 20.83% of the total equity consideration (i.e., 5,919,674 total shares), provided that Kandi Smart Battery Swap realizes a net profit of RMB50 million (approximately $8 million) or more for the period from January 1, 2020 to June 30, 2021 (as opposed to be the originally stated “December 31, 2020”), and such profit is audited or reviewed and Kandi Smart Battery Swap gets annual or quarterly financial report issued under US GAAP. For the period from January 1, 2020 to June 30, 2021, Kandi Smart Battery Swap achieved its net profit target. Accordingly, the KSBS Shareholders received 1,233,068 shares of Kandi’s restrictive common stock or 20.83% of the total equity consideration (i.e., 5,919,674 total shares) as part of the purchase price. All the escrowed shares have been included in the Company’s registration statement on Form S-3 declared effective by the SEC on April 5, 2019.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">On July 1, 2018, the Company completed the acquisition of 100% of the equity of SC Autosports (d/b/a Kandi America). The Company issued a total of 171,969 shares of restrictive stock or approximately 0.3% of the Company’s total outstanding shares of the common stock immediately prior to the closing of the acquisition valued at approximately $0.8 million at the closing of transaction to the former members of SC Autosports within 30 days from the signing date of the Transfer Agreement, and may be required to pay future consideration of up to an additional 1,547,721 shares of common stock of the Company, which are being held in escrow and to be released contingent upon the achievement of certain pre-tax profit based milestones in the next three years. Any escrowed shares that are not released from escrow to the SC Autosports former members due to the failure to achieve the milestones will be forfeited and returned to the Company for cancellation. While the escrowed shares are held in escrow, the Company will retain all voting rights with respect to the shares. For the year ended December 31, 2018, SC Autosports achieved its first year pre-tax profit target. Accordingly, the former members of SC Autosports received 343,938 shares of Kandi’s restrictive common stock or 20% of the total equity consideration in the purchase price. For the year ended December 31, 2019, SC Autosports achieved its second year pre-tax profit target. Accordingly, the former members of SC Autosports received 515,907 shares of Kandi’s restrictive common stock or 30% of the total equity consideration in the purchase price. For the year ended December 31, 2020, SC Autosports partially achieved its third year pre-tax profit target. As the gap between third year’s pretax profit and pre-tax profit target is less than 20%, the former members of SC Autosports received 515,907 shares of Kandi’s restrictive common stock or 30% of the total equity consideration in the purchase price. All the escrowed shares have been included in the Company’s registration statement on Form S-3 declared effective by the SEC on April 5, 2019.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The Company recorded contingent consideration liability of the estimated fair value of the contingent consideration the Company currently expects to pay to the KSBS Shareholders and SC Autosports’ former members upon the achievement of certain milestones. The fair value of the contingent consideration liability associated with remaining shares of restrictive common stock was estimated by using the Monte Carlo simulation method, which took into account all possible scenarios. This fair value measurement is classified as Level 3 within the fair value hierarchy prescribed by ASC Topic 820, Fair Value Measurement and Disclosures. In accordance with ASC Topic 805, Business Combinations, the Company will re-measure this liability each reporting period and record changes in the fair value through a separate line item within the Company’s consolidated statements of income.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">On October 31, 2021, the Company completed the acquisition of 100% of the equity of Jiangxi Huiyi. The Company paid approximately RMB 50 million (approximately $7.9 million) at the closing of the transaction using cash on hand and may be required to pay future consideration of up to an additional 2,576,310 shares of common stock, upon the achievement of certain net income-based milestones in the next three years.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">As of December 31, 2021 and 2020, the Company’s contingent consideration liability was $7,812,000 and $3,743,000, respectively.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Details of the contingent consideration liability as of December 31, 2021 and December 31, 2020 were as follow:</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center">December 31,</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center">December 31,</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2021</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2020</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; width: 76%; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Contingent consideration liability to KSBS Shareholders</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right"><div style="-sec-ix-hidden: hidden-fact-94">-</div></td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">3,743,000</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Contingent consideration liability to former members of Jiangxi Huiyi</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">7,812,000</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right"><div style="-sec-ix-hidden: hidden-fact-95">-</div></td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Total contingent consideration liability</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">7,812,000</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">3,743,000</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> </table> the Company completed the acquisition of 100% of the equity of Jinhua An Kao, currently known as Kandi Smart Battery Swap Co., Ltd. (“Kandi Smart Battery Swap”). The Company paid approximately RMB 25.93 million (approximately $4 million) at the closing of the transaction using cash on hand and issued a total of 2,959,837 shares of restrictive stock or 6.2% of the Company’s total outstanding shares of the common stock immediately prior to the closing of the acquisition valued at approximately $20.7 million to the former shareholders of Kandi Smart Battery Swap and his designees (the “KSBS Shareholders”), and may be required to pay future consideration of up to an additional 2,959,837 shares of common stock, which are being held in escrow and to be released contingent upon the achievement of certain net income-based milestones in the next three years. Kandi Smart Battery Swap Co., Ltd. (“Kandi Smart Battery Swap”). The Company paid approximately RMB 25.93 million (approximately $4 million) at the closing of the transaction using cash on hand and issued a total of 2,959,837 shares of restrictive stock or 6.2% of the Company’s total outstanding shares of the common stock immediately prior to the closing of the acquisition valued at approximately $20.7 million to the former shareholders of Kandi Smart Battery Swap and his designees (the “KSBS Shareholders”), and may be required to pay future consideration of up to an additional 2,959,837 shares of common stock, which are being held in escrow and to be released contingent upon the achievement of certain net income-based milestones in the next three years. Any escrowed shares that are not released from escrow to the KSBS Shareholders as a result of the failure to achieve the milestones will be forfeited and returned to the Company for cancellation. While the escrowed shares are held in escrow, the Company will retain all voting rights with respect to such shares. For the year ended December 31, 2018, Kandi Smart Battery Swap achieved its first year net profit target. Accordingly, the KSBS Shareholders received 739,959 shares of Kandi’s restrictive common stock or 12.5% of the total equity consideration (i.e., 5,919,674 total shares) as part of the purchase price. For the year ended December 31, 2019, Kandi Smart Battery Swap achieved its second year net profit target. Accordingly, the KSBS Shareholders received 986,810 shares of Kandi’s restrictive common stock or 16.67% of the total equity consideration (i.e., 5,919,674 total shares) as part of the purchase price. All the escrowed shares have been included in the Company’s registration statement on Form S-3 declared effective by the SEC on April 5, 2019.As the outbreak of COVID-19 in 2020 affected Kandi Smart Battery Swap’s operation and business, on July 7, 2020, the Company and the KSBS Shareholders made the following supplements to Condition III of the original Supplementary Agreement: The KSBS Shareholders have the right to receive an aggregate of 20.83% of the total equity consideration (i.e., 5,919,674 total shares), provided that Kandi Smart Battery Swap realizes a net profit of RMB50 million (approximately $8 million) or more for the period from January 1, 2020 to June 30, 2021 (as opposed to be the originally stated “December 31, 2020”), and such profit is audited or reviewed and Kandi Smart Battery Swap gets annual or quarterly financial report issued under US GAAP. For the period from January 1, 2020 to June 30, 2021, Kandi Smart Battery Swap achieved its net profit target. Accordingly, the KSBS Shareholders received 1,233,068 shares of Kandi’s restrictive common stock or 20.83% of the total equity consideration (i.e., 5,919,674 total shares) as part of the purchase price. 2959837 20700000 0.2083 5919674 1 171969 0.003 800000 1547721 343938 0.20 For the year ended December 31, 2019, SC Autosports achieved its second year pre-tax profit target. Accordingly, the former members of SC Autosports received 515,907 shares of Kandi’s restrictive common stock or 30% of the total equity consideration in the purchase price. For the year ended December 31, 2020, SC Autosports partially achieved its third year pre-tax profit target. As the gap between third year’s pretax profit and pre-tax profit target is less than 20%, the former members of SC Autosports received 515,907 shares of Kandi’s restrictive common stock or 30% of the total equity consideration in the purchase price. 1 50000000 7900000 2576310 7812000 3743000 <table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center">December 31,</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center">December 31,</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2021</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2020</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; width: 76%; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Contingent consideration liability to KSBS Shareholders</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right"><div style="-sec-ix-hidden: hidden-fact-94">-</div></td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">3,743,000</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Contingent consideration liability to former members of Jiangxi Huiyi</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">7,812,000</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right"><div style="-sec-ix-hidden: hidden-fact-95">-</div></td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Total contingent consideration liability</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">7,812,000</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">3,743,000</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> </table> 3743000 7812000 7812000 3743000 <p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">NOTE 21 - COMMON SHARES</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">On November 12, 2020, Kandi entered into a Securities Purchase Agreement (the “Purchase Agreement”) with certain purchasers (the “Buyers”) pursuant to which the Company sold to the Buyers, in a registered direct offering, an aggregate of 9,404,392 units (the “Units”), each consisting of one share (the “Shares”) of our common stock, par value $0.001 per share (“Common Stock”) and 0.4 warrant to purchase a share of our Common Stock (the “Warrants”), at a purchase price of $6.38 per share, for aggregate gross proceeds to the Company of $60,000,021, before deducting fees to the placement agent and other estimated offering expenses payable, approximately $3.1 million, by the Company. At the closing, the Company issued Units consisting of an aggregate of 9,404,392 shares of our Common Stock and Warrants initially exercisable into an aggregate of up to 3,761,757 shares of our Common Stock. The Warrants have a term of 30 months and are exercisable by the holders at any time after six months of the date of issuance at an exercise price of $8.18 per share.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">The Company issued to FT Global Capital, Inc. (the “Placement Agent”) warrants to purchase an aggregate of up to six percent (6%) of the aggregate number of shares of our common stock sold in the offering, or 564,264 shares of the common stock (the “Placement Agent Warrants”). The Placement Agent Warrants shall generally be on the same terms and conditions as the Warrants, exercisable at a price of $8.18 per share, provided that Placement Agent Warrants will not provide for certain anti-dilution protections included in the Warrants.</p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">On November 24, 2020, Kandi entered into a Securities Purchase Agreement  (the “Second RD Purchase Agreement”) with certain purchasers (the “Second RD Buyers”) pursuant to which the Company sold to the Second RD Buyers, in a registered direct offering, an aggregate of 8,849,560 units (the “Units”), each consisting of one share (the “Shares”) of our Common Stock and a warrant to purchase 0.4 share of our Common Stock (the “Second RD Warrants”), at a purchase price of $11.30 per share, for aggregate gross proceeds to the Company of $100,000,028, before deducting fees to the placement agent and other estimated offering expenses payable, approximately $5.0 million, by the Company. At the closing, the Company issued Units consisting of an aggregate of 8,849,560 shares of our Common Stock and the Second RD Warrants initially exercisable into an aggregate of up to 3,539,825 shares of our Common Stock. The Second RD Warrants have a term of 30 months and are exercisable by the holders at any time after the date of issuance at an exercise price of $14.50 per share.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p><p style="text-align: justify; margin: 0pt 0; font: 10pt Times New Roman, Times, Serif">The Company issued to the Placement Agent warrants to purchase an aggregate of up to three percent (3%) of the aggregate number of shares of our common stock sold in the offering, or 265,487 shares of the common stock (the “Second RD Placement Agent Warrants”). The Second RD Placement Agent Warrants shall generally be on the same terms and conditions as the Second RD Warrants, exercisable at a price of $14.50 per share, provided that the Second RD Placement Agent Warrants will not provide for certain anti-dilution protections included in the Second RD Warrants.</p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><i>Retirement of Treasury Shares</i></span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">On December 16, 2020, the Board of Directors of the Company approved to retire 487,155 shares of its common stock held in treasury, and the retirement was completed as of December 31, 2020. The shares were returned to the status of authorized but unissued shares. As a result, the treasury stock balance decreased by approximately $1.2 billion. As a part of the retirement, the Company reduced its Common Stock and Additional Paid-in Capital by $<span style="-sec-ix-hidden: hidden-fact-96">24,77,965</span>.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><i>Purchases of Equity Securities by the Issuer and Affiliated Purchasers</i></span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">On December 1, 2021, the board of directors had authorized the repurchase of up to $20 million worth of the Company’s common stock in open market transactions or in privately negotiated transactions. As of December 31, 2021, the Company had repurchased a total of 679,749 common shares at an average stock price of $3.52 per share under the repurchase plan.</span></p> 9404392 0.001 0.4 6.38 60000021 3100000 9404392 3761757 8.18 0.06 564264 8.18 8849560 0.4 11.3 100000028 5000000 8849560 3539825 14.5 0.03 265487 14.5 487155 1200000000 20000000 679749 3.52 <p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">NOTE 22 - STOCK OPTIONS</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">On May 29, 2015, the Compensation Committee of the Board of Directors of the Company approved the grant of stock options to purchase 4,900,000 shares of the Company’s common stock, at an exercise price of $9.72 per share, to the Company’s directors, officers and senior employees. The stock options will vest ratably over three years and expire on the tenth anniversary of the grant date. The Company valued the stock options at $39,990,540 and had amortized the stock compensation expense using the straight-line method over the service period from May 29, 2015, through May 29, 2018. The value of the stock options was estimated using the Black Scholes Model with an expected volatility of 90%, an expected life of 10 years, a risk-free interest rate of 2.23% and an expected dividend yield of 0.00%. All expenses had been amortized as of May 29, 2018.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The following is a summary of the stock option activities of the Company:</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Number of<br/> Shares</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Weighted Average<br/> Exercise Price</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; width: 76%; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Outstanding as of December 31, 2019</span></td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">3,900,000</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">9.72</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.25in; text-indent: -0.125in; vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Granted</span></td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"><div style="-sec-ix-hidden: hidden-fact-97">-</div></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"><div style="-sec-ix-hidden: hidden-fact-98">-</div></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.375in; text-indent: -0.125in; vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Exercised</span></td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">3,000,000</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">9.72</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.375in; text-indent: -0.125in; vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Cancelled</span></td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"><div style="-sec-ix-hidden: hidden-fact-99">-</div></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"><div style="-sec-ix-hidden: hidden-fact-100">-</div></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left; padding-left: 0.25in; text-indent: -0.125in; vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Forfeited</span></td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right"><div style="-sec-ix-hidden: hidden-fact-101">-</div></td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right"><div style="-sec-ix-hidden: hidden-fact-102">-</div></td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Outstanding as of December 31, 2020</span></td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">900,000</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; text-align: right">9.72</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.25in; text-indent: -0.125in; vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Granted</span></td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"><div style="-sec-ix-hidden: hidden-fact-103">-</div></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"><div style="-sec-ix-hidden: hidden-fact-104">-</div></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.375in; text-indent: -0.125in; vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Exercised</span></td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"><div style="-sec-ix-hidden: hidden-fact-105">-</div></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"><div style="-sec-ix-hidden: hidden-fact-106">-</div></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.375in; text-indent: -0.125in; vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Cancelled</span></td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"><div style="-sec-ix-hidden: hidden-fact-107">-</div></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"><div style="-sec-ix-hidden: hidden-fact-108">-</div></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left; padding-left: 0.25in; text-indent: -0.125in; vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Forfeited</span></td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right"><div style="-sec-ix-hidden: hidden-fact-109">-</div></td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right"><div style="-sec-ix-hidden: hidden-fact-110">-</div></td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Outstanding as of December 31, 2021</span></td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">900,000</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">9.72</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The fair value of each of the 4,900,000 options issued to the employees and directors on May 29, 2015 is $8.16 per share.</span></p> 4900000 9.72 The stock options will vest ratably over three years and expire on the tenth anniversary of the grant date. P3Y The Company valued the stock options at $39,990,540 and had amortized the stock compensation expense using the straight-line method over the service period from May 29, 2015, through May 29, 2018. 39990540 0.90 P10Y 0.0223 0 <table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Number of<br/> Shares</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Weighted Average<br/> Exercise Price</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; width: 76%; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Outstanding as of December 31, 2019</span></td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">3,900,000</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">9.72</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.25in; text-indent: -0.125in; vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Granted</span></td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"><div style="-sec-ix-hidden: hidden-fact-97">-</div></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"><div style="-sec-ix-hidden: hidden-fact-98">-</div></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.375in; text-indent: -0.125in; vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Exercised</span></td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">3,000,000</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">9.72</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.375in; text-indent: -0.125in; vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Cancelled</span></td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"><div style="-sec-ix-hidden: hidden-fact-99">-</div></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"><div style="-sec-ix-hidden: hidden-fact-100">-</div></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left; padding-left: 0.25in; text-indent: -0.125in; vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Forfeited</span></td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right"><div style="-sec-ix-hidden: hidden-fact-101">-</div></td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right"><div style="-sec-ix-hidden: hidden-fact-102">-</div></td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Outstanding as of December 31, 2020</span></td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">900,000</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; text-align: right">9.72</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.25in; text-indent: -0.125in; vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Granted</span></td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"><div style="-sec-ix-hidden: hidden-fact-103">-</div></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"><div style="-sec-ix-hidden: hidden-fact-104">-</div></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.375in; text-indent: -0.125in; vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Exercised</span></td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"><div style="-sec-ix-hidden: hidden-fact-105">-</div></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"><div style="-sec-ix-hidden: hidden-fact-106">-</div></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.375in; text-indent: -0.125in; vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Cancelled</span></td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"><div style="-sec-ix-hidden: hidden-fact-107">-</div></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"><div style="-sec-ix-hidden: hidden-fact-108">-</div></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left; padding-left: 0.25in; text-indent: -0.125in; vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Forfeited</span></td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right"><div style="-sec-ix-hidden: hidden-fact-109">-</div></td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right"><div style="-sec-ix-hidden: hidden-fact-110">-</div></td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Outstanding as of December 31, 2021</span></td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">900,000</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">9.72</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p> 3900000 9.72 3000000 9.72 900000 9.72 900000 9.72 4900000 8.16 <p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">NOTE 23 - STOCK AWARD</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">In connection with the appointment of Mr. Henry Yu as a member of the Board of Directors (the “Board”), the Board authorized the Company to compensate Mr. Henry Yu with 5,000 shares of Company’s restricted common stock every six months as compensation, beginning in July 2011.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">As compensation for Mr. Jerry Lewin’s services as a member of the Board, the Board authorized the Company to compensate Mr. Jerry Lewin with 5,000 shares of Company’s restricted common stock every six months, beginning in August 2011.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">As compensation for Ms. Kewa Luo’s services as the Company’s investor relation officer, the Board authorized the Company to compensate Ms. Kewa Luo with 5,000 shares of the Company’s common stock every six months, beginning in September 2013.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">On January 29, 2019, the Board appointed Ms. Zhu Xiaoying as interim Chief Financial Officer. Ms. Zhu was entitled to receive 10,000 shares of the common stock annually under the Company’s 2008 Omnibus Long-Term Incentive Plan (the “2008 Plan”) as a year-end equity bonus. Effective May 15, 2020, Ms. Zhu resigned from her position as interim Chief Financial Officer of the Company.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">On May 15, 2020, the Board appointed Mr. Jehn Ming Lim as the Chief Financial Officer. Mr. Lim was entitled to receive 6,000 shares of the common stock annually, which shall be issuable evenly on each six-month anniversary hereof.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The fair value of stock awards with service condition is determined based on the closing price of the common stock on the date the shares are granted. The compensation costs for awards of common stock are recognized over the requisite service period.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">On December 30, 2013, the Board approved a proposal (as submitted by the Compensation Committee) of an award (the “Board’s Pre-Approved Award Grant Sub-Plan under the 2008 Plan”) for certain executives and other key employees. The fair value of each award granted under the 2008 Plan is determined based on the closing price of the Company’s stock on the date of grant of such award. On September 26, 2016, the Board approved to terminate the previous Board’s Pre-Approved Award Grant Sub-Plan under the 2008 Plan and adopted a new plan to grant the total number of shares of common stock of the stock award for selected executives and key employees 250,000 shares of common stock for each fiscal year. On April 18, 2018, the Company granted 238,600 shares of common stock to certain management members and employees as compensation for their past services under the 2008 Plan. On April 30, 2019, the Company granted 238,600 shares of common stock to certain management members and employees as compensation for their past services under the 2008 Plan. On May 9, 2020, the Company granted 238,600 shares of common stock to certain management members and employees as compensation for their past services under the 2008 Plan. On April 30, 2021, the Company granted 238,600 shares of common stock to certain management members and employees as compensation for their past services under the 2008 Plan.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">For the year ended December 31, 2021 and 2020, the Company recognized $1,484,576 and $902,666 of employee stock award expenses for stock compensation and annual incentive award under the 2008 Plan paid to Board members, management and consultants under General and Administrative Expenses, respectively.</span></p> 5000 5000 5000 10000 6000 250000 238600 238600 238600 238600 1484576 902666 <p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">NOTE 24 - EQUITY METHOD INVESTMENT IN THE AFFILIATE COMPANY</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The Company’s consolidated net income (loss) includes the Company’s proportionate share of the net income or loss of the Company’s equity method investees. When the Company records its proportionate share of net income in such investees, it increases equity income (loss) – net in the Company’s consolidated statements of income (loss) and the Company’s carrying value in that investment. Conversely, when the Company records its proportionate share of net loss in such investees, it decreases equity income (loss) – net in the Company’s consolidated statements of income (loss) and the Company’s carrying value in that investment. All intra-entity profits and losses with the Company’s equity method investees have been eliminated.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">On February 18, 2021, Zhejiang Kandi Technologies signed an Equity Transfer Agreement with Geely to transfer all of its remaining 22% equity interests in the Affiliate Company to Geely for a total consideration of RMB 308 million (approximately $48 million). Zhejiang Provincial Administration for Market Regulation recorded the update of the ownership of Fengsheng on March 9, 2021. On March 16, 2021, the Company received the first half of the equity transfer payment of RMB 154,000,000 (approximately $24 million). On September 10, 2021, the Company received the second half of the equity transfer payment of RMB 154,000,000 (approximately $24 million).</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The Company accounted for its investments in the Affiliate Company under the equity method of accounting. As the equity transfer was completed on March 9, 2021, the Company recorded 22% of the Affiliate Company’s loss for the period until completion of equity transfer during the first quarter of 2021.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The Company’s equity method investments in the Affiliate Company for the years ended December 31, 2021 and 2020 are as follows:</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td> <td colspan="6" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center">Year Ended</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="6" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">December 31,</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2021</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2020</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; width: 76%; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">Investment in the Affiliate Company, beginning of the period,</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">28,892,638</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">47,228,614</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">Investment decreased in 2021</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(48,436,812</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"><div style="-sec-ix-hidden: hidden-fact-111">-</div></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">Gain from equity sale</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">17,788,351</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"><div style="-sec-ix-hidden: hidden-fact-112">-</div></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">Reversal of prior year reduction in the equity of the Affiliate Company*</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">3,363,015</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(3,275,999</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">Company’s share in net loss of Affiliate based on 22% ownership for period from January 1, 2021 to March 9, 2021 and year ended December 31, 2020</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(2,692,225</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(16,812,341</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.25in; text-indent: -0.125in">Non-controlling interest</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">99,891</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(445,977</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; vertical-align: top; padding-left: 0.25in; text-indent: -0.125in">Prior year unrealized profit realized</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right"><div style="-sec-ix-hidden: hidden-fact-113">-</div></td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">5,656</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.375in; text-indent: -0.125in">Subtotal</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(2,592,334</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(17,252,662</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">Exchange difference</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">985,142</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">2,192,685</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 4pt; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">Investment in Affiliate Company, end of the period</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right"><div style="-sec-ix-hidden: hidden-fact-114">-</div></td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">28,892,638</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.25in; text-indent: -0.125in">- Non-controlling interest carrying amount</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">2,611,821</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> </table> 0.22 308000000 48000000 154000000 24000000 154000000 24000000 0.22 <table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td> <td colspan="6" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center">Year Ended</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="6" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">December 31,</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2021</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2020</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; width: 76%; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">Investment in the Affiliate Company, beginning of the period,</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">28,892,638</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">47,228,614</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">Investment decreased in 2021</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(48,436,812</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"><div style="-sec-ix-hidden: hidden-fact-111">-</div></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">Gain from equity sale</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">17,788,351</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"><div style="-sec-ix-hidden: hidden-fact-112">-</div></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">Reversal of prior year reduction in the equity of the Affiliate Company*</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">3,363,015</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(3,275,999</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">Company’s share in net loss of Affiliate based on 22% ownership for period from January 1, 2021 to March 9, 2021 and year ended December 31, 2020</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(2,692,225</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(16,812,341</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.25in; text-indent: -0.125in">Non-controlling interest</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">99,891</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(445,977</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; vertical-align: top; padding-left: 0.25in; text-indent: -0.125in">Prior year unrealized profit realized</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right"><div style="-sec-ix-hidden: hidden-fact-113">-</div></td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">5,656</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.375in; text-indent: -0.125in">Subtotal</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(2,592,334</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(17,252,662</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">Exchange difference</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">985,142</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">2,192,685</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 4pt; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">Investment in Affiliate Company, end of the period</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right"><div style="-sec-ix-hidden: hidden-fact-114">-</div></td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">28,892,638</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.25in; text-indent: -0.125in">- Non-controlling interest carrying amount</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">2,611,821</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> </table> 28892638 47228614 -48436812 17788351 3363015 -3275999 0.22 0.22 -2692225 -16812341 99891 -445977 5656 -2592334 -17252662 985142 2192685 28892638 2611821 <p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">NOTE 25 - COMMITMENTS AND CONTINGENCIES</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Guarantees and pledged collateral for bank loans to other parties:</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font: 10pt Times New Roman, Times, Serif; vertical-align: top"> <td style="font: 10pt Times New Roman, Times, Serif; width: 0.25in; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(1)</span></td> <td style="font: 10pt Times New Roman, Times, Serif; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Guarantees for bank loans</span></td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">On March 15, 2013, the Company entered into a guarantee contract to serve as the guarantor of Nanlong Group Co., Ltd. (“NGCL”) for NGCL’s $3,145,248 (RMB 20 million) loan from Shanghai Pudong Development Bank Jinhua Branch, with a related loan period from March 15, 2013 to March 15, 2016. NGCL is not related to the Company. Under this guarantee contract, the Company agreed to assume joint liability as the loan guarantor. In April 2017, Shanghai Pudong Development Bank filed a lawsuit against NGCL, the Company and ten other parties in Zhejiang Province People’s Court in Yongkang City, alleging NGCL defaulted on a bank loan borrowed from Shanghai Pudong Development Bank for a principal amount of approximately $2.9 million and demanded that the guarantor bear the liability for compensation. On May 27, 2017, a judicial mediation took place in Yongkang City and parties reached a settlement in mediation, in which the plaintiff agreed NGCL would repay the loan principal and interest in installments. If there were an event of default that NGCL could not repay the loan, the Company may be obligated to bear the liability of defaulted amount. The Company expects the likelihood of incurring losses in connection with this matter to be remote.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; margin-top: 0; margin-bottom: 0; width: 100%"><tr style="font-family: Times New Roman, Times, Serif; vertical-align: top; text-align: justify"> <td style="font-family: Times New Roman, Times, Serif; width: 0in"/><td style="font-family: Times New Roman, Times, Serif; width: 0.25in; text-align: left"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">(2)</span></td><td style="font-family: Times New Roman, Times, Serif; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Pledged collateral for bank loans to other parties.</span></td> </tr></table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">As of December 31, 2021 and December 31, 2020, none of the Company’s land use rights or plants and equipment were pledged as collateral securing bank loans to other parties.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Litigation</b></span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Beginning in March 2017, putative shareholder class actions were filed against Kandi Technologies Group, Inc. (“Kandi”) and certain of its current and former directors and officers in the United States District Court for the Central District of California and the United States District Court for the Southern District of New York. The complaints generally alleged violations of the federal securities laws based on Kandi’s disclosure in March 2017 that its financial statements for the years 2014, 2015 and the first three quarters of 2016 would need to be restated, and sought damages on behalf of putative classes of shareholders who purchased or acquired Kandi’s securities prior to March 13, 2017. Kandi moved to dismiss the remaining cases, all of which were pending in the New York federal court, that motion was granted in September 2019, and the time to appeal has run. In June 2020, a similar but separate putative securities class action was filed against Kandi and certain of its current and former directors and officers in California federal court. This action was transferred to the New York federal court in September 2020, Kandi moved to dismiss in March 2021, and that motion was granted in October 2021. The plaintiff in this case subsequently filed an amended complaint, Kandi moved to dismiss that complaint in January 2022, and the motion remains pending.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Beginning in May 2017, purported shareholder derivative actions based on the same underlying events described above were filed against certain current and former directors of Kandi in the United States District Court for the Southern District of New York. The New York federal court confirmed the voluntary dismissal of these actions in April 2019.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">In October 2017, a shareholder filed a books and records action against the Company in the Delaware Court of Chancery pursuant to 8 Del. C. Section 220 seeking the production of certain documents generally relating to the same underlying items described above as well as attorney’s fees (the “Section 220 Litigation”). On September 28, 2018, the parties, through their respective counsel, agreed to dismiss the Section 220 Litigation with prejudice and with each party bearing its own attorney’s fees, costs, and expenses, thereby concluding the action. In February 2019, this same shareholder commenced a derivative action against certain current and former directors of Kandi in the Delaware Court of Chancery. A motion to dismiss this derivative action was filed in May 2019 and that motion was denied on April 27, 2020.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Separately, in connection with allegations of misconduct identified in pre-suit demands made by putative shareholders of Kandi, Kandi formed a Special Litigation Committee (“SLC”) and retained a Delaware law firm as independent counsel to the SLC to aid in the SLC’s investigation of, and to ultimately report on, the allegations of misconduct set forth in the pre-suit demands. The SLC recommended to Kandi’s board of directors in June 2020 that the SLC be dissolved in light of the ongoing derivative action pending in the Delaware Court of Chancery, and this recommendation was adopted by the board in August 2020.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">In December 2020, a putative securities class action was filed against Kandi and certain of its current officers in the United States District Court for the Eastern District of New York. The complaint generally alleges violations of the federal securities laws based on claims made in a report issued by Hindenburg Research in November 2020, and seeks damages on behalf of a putative class of shareholders who purchased or acquired Kandi’s securities prior to March 15, 2019. This action remains pending.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">While the Company believes that the claims in these litigations are without merit and will defend itself vigorously, the Company is unable to estimate the possible loss, if any, associated with these litigations. The ultimate outcome of any litigation is uncertain and the outcome of these matters, whether favorable or unfavorable, could have a negative impact on the Company’s financial condition or results of operations due to defense costs, diversion of management resources and other factors. Defending litigation can be costly, and adverse results in the litigations could result in substantial monetary judgments. No assurance can be made that litigation will not have a material adverse effect on the Company’s future financial position.</span></p> (“NGCL”) for NGCL’s $3,145,248 (RMB 20 million) loan from Shanghai Pudong Development Bank Jinhua Branch, with a related loan period from March 15, 2013 to March 15, 2016. 3145248 20000000 In April 2017, Shanghai Pudong Development Bank filed a lawsuit against NGCL, the Company and ten other parties in Zhejiang Province People’s Court in Yongkang City, alleging NGCL defaulted on a bank loan borrowed from Shanghai Pudong Development Bank for a principal amount of approximately $2.9 million and demanded that the guarantor bear the liability for compensation. <p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">NOTE 26 - SEGMENT REPORTING</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The Company has one operating segment. The Company’s revenue and long-lived assets are primarily derived from and located in China and US. The Company does not have manufacturing operations outside of China.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The following table sets forth disaggregation of revenue:</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top; padding-bottom: 1.5pt"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="6" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Year Ended<br/> December 31,</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2021</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2020</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Sales Revenue</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Sales Revenue</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Primary geographical markets</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; width: 76%; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Overseas</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">32,669,996</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">29,394,148</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">China</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">58,816,388</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">47,526,365</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 4pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Total</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">91,486,384</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">76,920,513</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Major products</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">EV parts</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; text-align: right">25,348,003</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; text-align: right">40,645,696</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">EV products</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">1,478,566</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">684,525</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Off-road vehicles</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">29,336,693</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">29,824,323</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Electric Scooters, Electric Self-Balancing Scooters and associated parts</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">30,018,290</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">5,765,969</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Battery exchange equipment and Battery exchange service</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">785,183</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"><div style="-sec-ix-hidden: hidden-fact-115">-</div></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Lithium-ion cells</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">4,519,649</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right"><div style="-sec-ix-hidden: hidden-fact-116">-</div></td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 4pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Total</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">91,486,384</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">76,920,513</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Timing of revenue recognition</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Products transferred at a point in time</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">91,486,384</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">76,920,513</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 4pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Total</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">91,486,384</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">76,920,513</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td></tr> </table> 1 <table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top; padding-bottom: 1.5pt"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="6" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Year Ended<br/> December 31,</td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2021</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2020</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Sales Revenue</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Sales Revenue</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Primary geographical markets</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; width: 76%; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Overseas</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">32,669,996</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">29,394,148</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">China</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">58,816,388</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">47,526,365</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 4pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Total</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">91,486,384</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">76,920,513</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Major products</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">EV parts</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; text-align: right">25,348,003</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; text-align: right">40,645,696</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">EV products</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">1,478,566</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">684,525</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Off-road vehicles</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">29,336,693</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">29,824,323</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Electric Scooters, Electric Self-Balancing Scooters and associated parts</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">30,018,290</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">5,765,969</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Battery exchange equipment and Battery exchange service</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">785,183</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"><div style="-sec-ix-hidden: hidden-fact-115">-</div></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Lithium-ion cells</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">4,519,649</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right"><div style="-sec-ix-hidden: hidden-fact-116">-</div></td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 4pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Total</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">91,486,384</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">76,920,513</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Timing of revenue recognition</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Products transferred at a point in time</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">91,486,384</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">76,920,513</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 4pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Total</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">91,486,384</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">76,920,513</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td></tr> </table> 32669996 29394148 58816388 47526365 91486384 76920513 25348003 40645696 1478566 684525 29336693 29824323 30018290 5765969 785183 4519649 91486384 76920513 91486384 76920513 91486384 76920513 <p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">NOTE 27 - ACQUISITIONS</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Jiangxi Huiyi</b></span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify">Jiangxi Huiyi, located in Gaoxin Development Zone, Xinyu City, Jiangxi Province, was formed on November 16, 2016. Jiangxi Huiyi owns an intelligent production line with a daily output of 250,000 units of 18650 lithium batteries. Besides, as of December 31, 2021, it has 7 invention patents, 28 utility model patents, and 10 appearance patents approved by the PRC State Intellectual Property Offices.</p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">On October 31, 2021, the Company, through Zhejiang Kandi Technologies, completed the acquisition of Jingxi Huiyi. The Company acquired all the equity interests of Jiangxi Huiyi for a purchase price of RMB 50 million (approximately $7.7 million) in cash to the Transferors. The first 50% of the purchase price or RMB 25 million (approximately $3.9 million) was paid on July 19, 2021. The remaining 50% of the purchase price or RMB 25 million (approximately $3.9 million) was paid on October 20, 2021. In addition, pursuant to the Supplementary Agreement by and between the two parties, the Company may issue 858,770 shares of registered stock (the “Shares”) to the Transferors each year for the next three years, conditioned on the fulfillment of the undertaking by the Transferors of Jiangxi Huiyi to achieve no less than RMB 15 million (approximately $2.3 million) net income (the “Annual Profit Target”) over the course of each of the following three years without additional investment by Zhejiang Kandi Technologies. The Shares will be registered on proper registration statement.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The Supplementary Agreement sets forth the terms and conditions of the issuance of the Shares for the three year period subsequent to the consummation of acquisition from July 1, 2021 to June 30, 2022, 2023 and 2024 as below: If Jiangxi Huiyi achieves the Annual Profit Target, 858,770 shares will be issued to the Transferors. However, a reduced number of shares may be issued to Transferors if Jiangxi Huiyi fails to achieve its Annual Profit Target: If the annual net profits of Jiangxi Huiyi fall below the Annual Profit Target by 20% or less, 687,016 shares will be issued to the Transferors; if net profits of Jiangxi Huiyi fall below the Annual Profit Target by a percentage between 20% and 40%, 515,262 shares will be issued to the Transferors; and if net profits of Jiangxi Huiyi fall below the Annual Profit Target by 40% or more, no shares will be issued to the Transferors. All the profit targets referenced above shall follow the United States Generally Accepted Accounting Principles.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">As of the acquisition date, the Company recorded a contingent liability of approximately $10.6 million, representing the estimated fair value of the contingent consideration the Company currently expects to pay to the Jiangxi Huiyi Transferors upon the achievement of certain net income-based milestones. The Supplementary Agreement sets forth the terms and conditions of the issuance of these shares. The fair value of the contingent consideration liability associated with additional 2,576,310 shares of restrictive common stock was estimated by using Monte Carlo simulation method, which took into account all possible scenarios. This fair value measurement is classified as Level 3 within the fair value hierarchy prescribed by ASC Topic 820, Fair Value Measurement and Disclosures. In accordance with ASC Topic 805, Business Combinations, the Company will re-measure this liability each reporting period and record changes in the fair value through a separate line item within the Company’s Consolidated Statements of Operations and Comprehensive Income (Loss).</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The components of the preliminary purchase price as of the acquisition date for Jiangxi Huiyi are as follows:</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: center"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Jiangxi Huiyi</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; width: 88%; text-align: left; padding-left: 0.125in; text-indent: -0.125in"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Cash</span></td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">7,806,767</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left; padding-left: 0.125in; text-indent: -0.125in"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Fair value of contingent consideration</span></td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">10,646,000</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left; padding-left: 0.125in; text-indent: -0.125in"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Total</span></td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">18,452,767</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The Company accounted for the acquisition as business combinations, in accordance with ASC Topic 805. The Company has recorded the assets acquired and liabilities assumed at their respective fair values as of the acquisition date. The following summarizes the preliminary purchase price allocations:</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Jiangxi Huiyi</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; width: 88%; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Goodwill</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">5,682,051</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Amortizable intangible assets</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">10,773,338</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Other net assets</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">3,094,810</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Deferred tax liability</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">(1,097,432</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 4pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Total</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">18,452,767</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Transaction costs of $60,347 associated with the acquisition were expensed as incurred through general and administrative expenses in the statement of income in 2021.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The Company allocated the preliminary purchase price to specific intangible asset categories as of the acquisition date for Jiangxi Huiyi as follows:</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: center"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Amount<br/> Assigned</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; font-weight: bold; text-align: center">Estimated<br/> useful life<br/> (in years)</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; width: 76%; text-align: left">Amortizable intangible assets:</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right"/><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 10%; text-align: center"/><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left">Technology</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; text-align: right">10,773,338</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">7-10</span></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The Company allocated the preliminary purchase price to specific intangible assets for patents that the Company acquired. The Company believes that the estimated intangible asset value so determined represents the fair value on the date of acquisition and do not exceed the amount a third party would pay for the assets. The Company used the asset based approach to derive the fair value of the amortizable intangible assets. These fair value measurements are based on significant unobservable inputs, including estimates and assumptions and, accordingly, are classified as Level 3 within the fair value hierarchy prescribed by the ASC Topic 820.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The Company recorded the excess of the purchase price over the estimated fair values of the identified assets as goodwill, which is non-deductible for tax purposes. Goodwill was established due to primarily to revenue and earnings projections associated with Jiangxi Huiyi’s future operations, as well as synergies expected to be gained from the integration of the business into the Company’s existed operations.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The Company’s condensed consolidated financial statements included approximately $4.6 million of revenue and approximately $0.2 million of operating loss related to the operating results for Jiangxi Huiyi from its date of acquisition.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">The following unaudited pro forma financial information presents the combined results of operations of Kandi and the Acquired Business as if the acquisition had occurred as of October 31, 2020. The pro forma information is not necessarily indicative of what the financial position or results of operations actually would have been had the acquisition been completed as of October 31, 2020. In addition, the unaudited pro forma financial information is not indicative of, nor does it purport to project, the future financial position or operation results of Kandi. The unaudited pro forma financial information excludes acquisition and integration costs and does not give effect to any estimated and potential cost savings or other operating efficiencies that could result from acquisition.</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Unaudited Pro Forma Combined Statements of Operations Information</b></span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="6" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Year Ended<br/> December 31,</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2021</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2020</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; width: 76%; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">Revenue</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">116,847,257</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">79,931,122</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">LOSS FROM OPERATIONS</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; text-align: right">755,314</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; text-align: right">606,360</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">NET LOSS</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; text-align: right">23,696,197</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(10,586,299</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td></tr> </table> Jiangxi Huiyi owns an intelligent production line with a daily output of 250,000 units of 18650 lithium batteries. Besides, as of December 31, 2021, it has 7 invention patents, 28 utility model patents, and 10 appearance patents approved by the PRC State Intellectual Property Offices. 50000000 7700000 0.50 25000000 3900000 0.50 25000000 3900000 In addition, pursuant to the Supplementary Agreement by and between the two parties, the Company may issue 858,770 shares of registered stock (the “Shares”) to the Transferors each year for the next three years, conditioned on the fulfillment of the undertaking by the Transferors of Jiangxi Huiyi to achieve no less than RMB 15 million (approximately $2.3 million) net income (the “Annual Profit Target”) over the course of each of the following three years without additional investment by Zhejiang Kandi Technologies. The Shares will be registered on proper registration statement.The Supplementary Agreement sets forth the terms and conditions of the issuance of the Shares for the three year period subsequent to the consummation of acquisition from July 1, 2021 to June 30, 2022, 2023 and 2024 as below: If Jiangxi Huiyi achieves the Annual Profit Target, 858,770 shares will be issued to the Transferors. However, a reduced number of shares may be issued to Transferors if Jiangxi Huiyi fails to achieve its Annual Profit Target: If the annual net profits of Jiangxi Huiyi fall below the Annual Profit Target by 20% or less, 687,016 shares will be issued to the Transferors; if net profits of Jiangxi Huiyi fall below the Annual Profit Target by a percentage between 20% and 40%, 515,262 shares will be issued to the Transferors; and if net profits of Jiangxi Huiyi fall below the Annual Profit Target by 40% or more, no shares will be issued to the Transferors. All the profit targets referenced above shall follow the United States Generally Accepted Accounting Principles.  10600000 2576310 <table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: center"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Jiangxi Huiyi</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; width: 88%; text-align: left; padding-left: 0.125in; text-indent: -0.125in"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Cash</span></td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">7,806,767</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left; padding-left: 0.125in; text-indent: -0.125in"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Fair value of contingent consideration</span></td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">10,646,000</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left; padding-left: 0.125in; text-indent: -0.125in"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Total</span></td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">18,452,767</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p> 7806767 10646000 18452767 <table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Jiangxi Huiyi</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; width: 88%; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Goodwill</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">5,682,051</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Amortizable intangible assets</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">10,773,338</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Other net assets</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; text-align: right">3,094,810</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 1.5pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Deferred tax liability</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; text-align: right">(1,097,432</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; text-align: left">)</td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; padding-bottom: 4pt; padding-left: 0.125in; text-indent: -0.125in; vertical-align: top">Total</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 4pt double; text-align: right">18,452,767</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 4pt; text-align: left"> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p> 5682051 10773338 3094810 1097432 18452767 60347 <table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: center"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Amount<br/> Assigned</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td style="font-family: Times New Roman, Times, Serif; border-bottom: Black 1.5pt solid; font-weight: bold; text-align: center">Estimated<br/> useful life<br/> (in years)</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; width: 76%; text-align: left">Amortizable intangible assets:</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right"/><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 10%; text-align: center"/><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left">Technology</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; text-align: right">10,773,338</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">7-10</span></td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p> 10773338 P7Y P10Y 4600000 200000 <table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="6" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Year Ended<br/> December 31,</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom"> <td style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2021</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td><td style="font-family: Times New Roman, Times, Serif; font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-family: Times New Roman, Times, Serif; font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">2020</td><td style="font-family: Times New Roman, Times, Serif; padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; width: 76%; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">Revenue</td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">116,847,257</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif; width: 1%"> </td> <td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; width: 9%; text-align: right">79,931,122</td><td style="font-family: Times New Roman, Times, Serif; width: 1%; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; "> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">LOSS FROM OPERATIONS</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; text-align: right">755,314</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; text-align: right">606,360</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td></tr> <tr style="font-family: Times New Roman, Times, Serif; vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-family: Times New Roman, Times, Serif; text-align: left; vertical-align: top; padding-left: 0.125in; text-indent: -0.125in">NET LOSS</td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; text-align: right">23,696,197</td><td style="font-family: Times New Roman, Times, Serif; text-align: left"> </td><td style="font-family: Times New Roman, Times, Serif"> </td> <td style="font-family: Times New Roman, Times, Serif; text-align: left">$</td><td style="font-family: Times New Roman, Times, Serif; text-align: right">(10,586,299</td><td style="font-family: Times New Roman, Times, Serif; text-align: left">)</td></tr> </table> 116847257 79931122 755314 606360 23696197 -10586299 <p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">NOTE 28 - PRE-EXISTED VIE</p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">The consolidated financial statements included in this Form 10-K/A reflect the results of operations, financial position and cash flows of the registrant, Delaware incorporated parent company together with those of its subsidiaries, on a consolidated basis.</p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">The tables below summarized the cash flows between the Company’s pre-existed VIE and other non-VIE entities for the year ended December 31, 2021 and 2020:</p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"> </p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%; border-collapse: collapse"> <tr style="vertical-align: bottom"> <td colspan="11" style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>For the year ended December 31, 2021</b></span></td></tr> <tr style="vertical-align: bottom"> <td style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>No.</b></span></td> <td> </td> <td style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Transfer from</b></span></td> <td> </td> <td style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Transfer to</b></span></td> <td> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Approximate<br/> value ($)</b></span></td> <td> </td> <td> </td> <td style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Note</b></span></td></tr> <tr style="background-color: #CCEEFF"> <td style="vertical-align: top; width: 10%; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">1</span></td> <td style="vertical-align: bottom; width: 1%"> </td> <td style="vertical-align: top; width: 25%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Other non-VIE subsidiaries in PRC*</span></td> <td style="vertical-align: bottom; width: 1%"> </td> <td style="vertical-align: top; width: 16%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">VIE</span></td> <td style="vertical-align: bottom; width: 1%"> </td> <td style="vertical-align: bottom; width: 1%"> </td> <td style="vertical-align: top; width: 11%; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">750,787</span></td> <td style="vertical-align: bottom; width: 1%"> </td> <td style="vertical-align: bottom; width: 1%"> </td> <td style="vertical-align: top; width: 32%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Products purchased from VIE by the other non-VIE subsidiaries in PRC</span></td></tr> <tr> <td style="vertical-align: top; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">2</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Other non-VIE subsidiaries in PRC*</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">VIE</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">45,259,160</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Cash (as working capital) borrowed by the VIE from other non-VIE subsidiaries in PRC</span></td></tr> <tr style="background-color: #CCEEFF"> <td style="vertical-align: top; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">3</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">VIE</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Other non-VIE subsidiaries in PRC*</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">11,051,936</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Products purchased from the other non-VIE subsidiaries in PRC by the VIE</span></td></tr> <tr> <td style="vertical-align: top; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">4</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">VIE</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Other non-VIE subsidiaries in PRC*</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top; text-align: right">34,465,328 </td><td style="vertical-align: bottom"> </td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top"><p style="margin: 0pt 0; font: 10pt Times New Roman, Times, Serif">Investment amount and working capital contribution, as well as repayment by the VIE to the other non-VIE subsidiaries in PRC</p></td></tr> <tr style="background-color: #CCEEFF"> <td style="vertical-align: top; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">5</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">VIE</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Zhejiang Kandi Technologies</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">20,155,351</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Cash transferred as dividend from the VIE to its direct parent entity, Zhejiang Kandi Technologies.</span></td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"> </p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%; border-collapse: collapse"> <tr style="vertical-align: bottom"> <td colspan="11" style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>For the year ended December 31, 2020</b></span></td></tr> <tr style="vertical-align: bottom"> <td style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>No.</b></span></td> <td style="text-align: center"> </td> <td style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Transfer from</b></span></td> <td style="text-align: center"> </td> <td style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Transfer to</b></span></td> <td style="text-align: center"> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Approximate<br/> value ($)</b></span></td> <td style="text-align: center"> </td> <td style="text-align: center"> </td> <td style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Note</b></span></td></tr> <tr style="background-color: #CCEEFF"> <td style="vertical-align: top; width: 10%; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">1</span></td> <td style="vertical-align: bottom; width: 1%"> </td> <td style="vertical-align: top; width: 25%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Other non-VIE subsidiaries in PRC*</span></td> <td style="vertical-align: bottom; width: 1%"> </td> <td style="vertical-align: top; width: 16%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">VIE</span></td> <td style="vertical-align: bottom; width: 1%"> </td> <td style="vertical-align: bottom; width: 1%"> </td> <td style="vertical-align: top; width: 11%; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">3,079,765</span></td> <td style="vertical-align: bottom; width: 1%"> </td> <td style="vertical-align: bottom; width: 1%"> </td> <td style="vertical-align: top; width: 32%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Products purchased from VIE by the other non-VIE subsidiaries in PRC</span></td></tr> <tr> <td style="vertical-align: top; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">2</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Other non-VIE subsidiaries in PRC*</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">VIE</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">19,630,712</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Cash (as working capital) borrowed by the VIE from other non-VIE subsidiaries in PRC</span></td></tr> <tr style="background-color: #CCEEFF"> <td style="vertical-align: top; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">3</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">VIE</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Other non-VIE subsidiaries in PRC*</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">35,725,229</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Products purchased from the other non-VIE subsidiaries in PRC by the VIE</span></td></tr> <tr> <td style="vertical-align: top; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">4</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">VIE</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Other non-VIE subsidiaries in PRC*</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">26,526,218</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Cash (as working capital) repaid by the VIE to the other non-VIE subsidiaries in PRC</span></td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"> </p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%"> <tr style="vertical-align: top"> <td style="width: 24px"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">*</span></td> <td style="text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Other non-VIE subsidiaries in PRC include the entities such as Zhejiang Kandi Technologies, Kandi Smart Battery Swap, Kandi Hainan and Yongkang Scrou.</span></td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"><i> </i></p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"><i>Intercompany activities between non-VIE subsidiaries and VIE</i></p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">The tables below present intercompany activities between non-VIE subsidiaries and VIE, balances for receivables and payables between non-VIE subsidiaries and VIE for the year ended December 31, 2021 and 2020.</p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"><b>1) intercompany activities between non-VIE subsidiaries and VIE</b></p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"> </p><table cellpadding="0" cellspacing="0" style="border-collapse: collapse; width: 100%; font: 10pt Times New Roman, Times, Serif"> <tr style="vertical-align: bottom"> <td colspan="9" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">For the year ended December 31, 2021</td></tr> <tr style="vertical-align: bottom"> <td style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">#</td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Purchaser</td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Seller</td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Approximate<br/> value ($)</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="width: 10%; text-align: center">1</td><td style="width: 1%"> </td> <td style="width: 38%">VIE</td><td style="width: 1%"> </td> <td style="width: 38%; text-align: left">Other non-VIE subsidiaries in PRC*</td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left"> </td><td style="width: 9%; text-align: right">10,022,236</td><td style="width: 1%; text-align: left"> </td></tr> <tr style="vertical-align: bottom; "> <td style="text-align: center">2</td><td> </td> <td style="text-align: left">Other non-VIE subsidiaries in PRC*</td><td> </td> <td>VIE</td><td> </td> <td style="text-align: left"> </td><td style="text-align: right">116,522</td><td style="text-align: left"> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"> </p><table cellpadding="0" cellspacing="0" style="border-collapse: collapse; width: 100%; font: 10pt Times New Roman, Times, Serif"> <tr style="vertical-align: bottom"> <td colspan="9" style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>For the year ended December 31, 2020</b></span></td></tr> <tr style="vertical-align: bottom"> <td style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>#</b></span></td> <td> </td> <td style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Purchaser</b></span></td> <td> </td> <td style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Seller</b></span></td> <td> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Approximate<br/> value ($)</b></span></td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td style="width: 10%; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">1</span></td> <td style="width: 1%"> </td> <td style="width: 38%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">VIE</span></td> <td style="width: 1%"> </td> <td style="width: 38%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Other non-VIE subsidiaries in PRC*</span></td> <td style="width: 1%"> </td> <td style="width: 1%"> </td> <td style="width: 9%; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">18,761,492</span></td> <td style="width: 1%"> </td></tr> <tr style="vertical-align: bottom; "> <td style="text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">2</span></td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Other non-VIE subsidiaries in PRC*</span></td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">VIE</span></td> <td> </td> <td> </td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">167,349</span></td> <td> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"><b>  </b></p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"><b>2) Receivables and payables between non-VIE subsidiaries and VIE</b></p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"> </p><table cellpadding="0" cellspacing="0" style="border-collapse: collapse; width: 100%; font: 10pt Times New Roman, Times, Serif"> <tr style="vertical-align: bottom"> <td colspan="7" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">As of December 31, 2021</td></tr> <tr style="vertical-align: bottom"> <td style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">#</td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Description</td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Approximate value ($)</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="width: 11%; text-align: center">1</td><td style="width: 1%"> </td> <td style="width: 76%; text-align: center">Receivables of other non-VIE subsidiaries in PRC* due from VIE</td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left"> </td><td style="width: 9%; text-align: right">28,582,029</td><td style="width: 1%; text-align: left"> </td></tr> <tr style="vertical-align: bottom; "> <td style="text-align: center">2</td><td> </td> <td style="text-align: center">Receivables of VIE due from other non-VIE subsidiaries in PRC*</td><td> </td> <td style="text-align: left"> </td><td style="text-align: right">1,880,007</td><td style="text-align: left"> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"> </p><table cellpadding="0" cellspacing="0" style="border-collapse: collapse; width: 100%; font: 10pt Times New Roman, Times, Serif"> <tr style="vertical-align: bottom"> <td colspan="7" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">As of December 31, 2020</td></tr> <tr style="vertical-align: bottom"> <td style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">#</td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Description</td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Approximate value ($)</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="width: 11%; text-align: center">1</td><td style="width: 1%"> </td> <td style="width: 76%; text-align: center">Receivables of other non-VIE subsidiaries in PRC* due from VIE</td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left"> </td><td style="width: 9%; text-align: right">10,877,303</td><td style="width: 1%; text-align: left"> </td></tr> <tr style="vertical-align: bottom; "> <td style="text-align: center">2</td><td> </td> <td style="text-align: center">Receivables of VIE due from other non-VIE subsidiaries in PRC*</td><td> </td> <td style="text-align: left"> </td><td style="text-align: right">18,807,124</td><td style="text-align: left"> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">The Company’s subsidiaries and its pre-existed PRC VIE are restricted in their ability to transfer a portion of their net assets to the Company. The payment of dividends by entities organized in China is subject to limitations, procedures and formalities. Regulations in the PRC currently permit payment of dividends only out of accumulated profits as determined in accordance with accounting standards and regulations in China. The Company’s subsidiaries and its pre-existed VIE are also required to set aside at least 10% of its after-tax profit based on PRC accounting standards each year to its statutory reserves account until the accumulative amount of such reserves reaches 50% of its respective registered capital. The aforementioned reserves can only be used for specific purposes and are not distributable as cash dividends.</p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">In addition, the Company’s operations and revenues that are conducted and generated in China with currency received being denominated in RMB. RMB is subject to the foreign exchange control regulation in China, and, as a result, the Company may be unable to distribute any dividends outside of China due to PRC foreign exchange control regulations that restrict the Company’s ability to convert RMB into U.S. dollars.</p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Otherwise, there is no other impact from the Company’s involvement with the pre-exisited VIE that would affect the reporting entity’s financial position, financial performance or cash flows.</p> <table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%; border-collapse: collapse"> <tr style="vertical-align: bottom"> <td colspan="11" style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>For the year ended December 31, 2021</b></span></td></tr> <tr style="vertical-align: bottom"> <td style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>No.</b></span></td> <td> </td> <td style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Transfer from</b></span></td> <td> </td> <td style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Transfer to</b></span></td> <td> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Approximate<br/> value ($)</b></span></td> <td> </td> <td> </td> <td style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Note</b></span></td></tr> <tr style="background-color: #CCEEFF"> <td style="vertical-align: top; width: 10%; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">1</span></td> <td style="vertical-align: bottom; width: 1%"> </td> <td style="vertical-align: top; width: 25%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Other non-VIE subsidiaries in PRC*</span></td> <td style="vertical-align: bottom; width: 1%"> </td> <td style="vertical-align: top; width: 16%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">VIE</span></td> <td style="vertical-align: bottom; width: 1%"> </td> <td style="vertical-align: bottom; width: 1%"> </td> <td style="vertical-align: top; width: 11%; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">750,787</span></td> <td style="vertical-align: bottom; width: 1%"> </td> <td style="vertical-align: bottom; width: 1%"> </td> <td style="vertical-align: top; width: 32%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Products purchased from VIE by the other non-VIE subsidiaries in PRC</span></td></tr> <tr> <td style="vertical-align: top; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">2</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Other non-VIE subsidiaries in PRC*</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">VIE</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">45,259,160</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Cash (as working capital) borrowed by the VIE from other non-VIE subsidiaries in PRC</span></td></tr> <tr style="background-color: #CCEEFF"> <td style="vertical-align: top; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">3</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">VIE</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Other non-VIE subsidiaries in PRC*</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">11,051,936</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Products purchased from the other non-VIE subsidiaries in PRC by the VIE</span></td></tr> <tr> <td style="vertical-align: top; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">4</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">VIE</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Other non-VIE subsidiaries in PRC*</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top; text-align: right">34,465,328 </td><td style="vertical-align: bottom"> </td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top"><p style="margin: 0pt 0; font: 10pt Times New Roman, Times, Serif">Investment amount and working capital contribution, as well as repayment by the VIE to the other non-VIE subsidiaries in PRC</p></td></tr> <tr style="background-color: #CCEEFF"> <td style="vertical-align: top; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">5</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">VIE</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Zhejiang Kandi Technologies</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">20,155,351</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Cash transferred as dividend from the VIE to its direct parent entity, Zhejiang Kandi Technologies.</span></td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"> </p><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%; border-collapse: collapse"> <tr style="vertical-align: bottom"> <td colspan="11" style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>For the year ended December 31, 2020</b></span></td></tr> <tr style="vertical-align: bottom"> <td style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>No.</b></span></td> <td style="text-align: center"> </td> <td style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Transfer from</b></span></td> <td style="text-align: center"> </td> <td style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Transfer to</b></span></td> <td style="text-align: center"> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Approximate<br/> value ($)</b></span></td> <td style="text-align: center"> </td> <td style="text-align: center"> </td> <td style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Note</b></span></td></tr> <tr style="background-color: #CCEEFF"> <td style="vertical-align: top; width: 10%; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">1</span></td> <td style="vertical-align: bottom; width: 1%"> </td> <td style="vertical-align: top; width: 25%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Other non-VIE subsidiaries in PRC*</span></td> <td style="vertical-align: bottom; width: 1%"> </td> <td style="vertical-align: top; width: 16%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">VIE</span></td> <td style="vertical-align: bottom; width: 1%"> </td> <td style="vertical-align: bottom; width: 1%"> </td> <td style="vertical-align: top; width: 11%; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">3,079,765</span></td> <td style="vertical-align: bottom; width: 1%"> </td> <td style="vertical-align: bottom; width: 1%"> </td> <td style="vertical-align: top; width: 32%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Products purchased from VIE by the other non-VIE subsidiaries in PRC</span></td></tr> <tr> <td style="vertical-align: top; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">2</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Other non-VIE subsidiaries in PRC*</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">VIE</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">19,630,712</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Cash (as working capital) borrowed by the VIE from other non-VIE subsidiaries in PRC</span></td></tr> <tr style="background-color: #CCEEFF"> <td style="vertical-align: top; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">3</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">VIE</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Other non-VIE subsidiaries in PRC*</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">35,725,229</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Products purchased from the other non-VIE subsidiaries in PRC by the VIE</span></td></tr> <tr> <td style="vertical-align: top; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">4</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">VIE</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Other non-VIE subsidiaries in PRC*</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">26,526,218</span></td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: bottom"> </td> <td style="vertical-align: top"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Cash (as working capital) repaid by the VIE to the other non-VIE subsidiaries in PRC</span></td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"> </p> Other non-VIE subsidiaries in PRC* VIE 750787 Products purchased from VIE by the other non-VIE subsidiaries in PRC Other non-VIE subsidiaries in PRC* VIE 45259160 Cash (as working capital) borrowed by the VIE from other non-VIE subsidiaries in PRC VIE Other non-VIE subsidiaries in PRC* 11051936 Products purchased from the other non-VIE subsidiaries in PRC by the VIE VIE Other non-VIE subsidiaries in PRC* 34465328 Investment amount and working capital contribution, as well as repayment by the VIE to the other non-VIE subsidiaries in PRC VIE Zhejiang Kandi Technologies 20155351 Cash transferred as dividend from the VIE to its direct parent entity, Zhejiang Kandi Technologies. Other non-VIE subsidiaries in PRC* VIE 3079765 Products purchased from VIE by the other non-VIE subsidiaries in PRC Other non-VIE subsidiaries in PRC* VIE 19630712 Cash (as working capital) borrowed by the VIE from other non-VIE subsidiaries in PRC VIE Other non-VIE subsidiaries in PRC* 35725229 Products purchased from the other non-VIE subsidiaries in PRC by the VIE VIE Other non-VIE subsidiaries in PRC* 26526218 Cash (as working capital) repaid by the VIE to the other non-VIE subsidiaries in PRC <table cellpadding="0" cellspacing="0" style="border-collapse: collapse; width: 100%; font: 10pt Times New Roman, Times, Serif"> <tr style="vertical-align: bottom"> <td colspan="9" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">For the year ended December 31, 2021</td></tr> <tr style="vertical-align: bottom"> <td style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">#</td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Purchaser</td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Seller</td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Approximate<br/> value ($)</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="width: 10%; text-align: center">1</td><td style="width: 1%"> </td> <td style="width: 38%">VIE</td><td style="width: 1%"> </td> <td style="width: 38%; text-align: left">Other non-VIE subsidiaries in PRC*</td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left"> </td><td style="width: 9%; text-align: right">10,022,236</td><td style="width: 1%; text-align: left"> </td></tr> <tr style="vertical-align: bottom; "> <td style="text-align: center">2</td><td> </td> <td style="text-align: left">Other non-VIE subsidiaries in PRC*</td><td> </td> <td>VIE</td><td> </td> <td style="text-align: left"> </td><td style="text-align: right">116,522</td><td style="text-align: left"> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"> </p><table cellpadding="0" cellspacing="0" style="border-collapse: collapse; width: 100%; font: 10pt Times New Roman, Times, Serif"> <tr style="vertical-align: bottom"> <td colspan="9" style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>For the year ended December 31, 2020</b></span></td></tr> <tr style="vertical-align: bottom"> <td style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>#</b></span></td> <td> </td> <td style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Purchaser</b></span></td> <td> </td> <td style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Seller</b></span></td> <td> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><b>Approximate<br/> value ($)</b></span></td> <td> </td></tr> <tr style="vertical-align: bottom; background-color: #CCEEFF"> <td style="width: 10%; text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">1</span></td> <td style="width: 1%"> </td> <td style="width: 38%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">VIE</span></td> <td style="width: 1%"> </td> <td style="width: 38%"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Other non-VIE subsidiaries in PRC*</span></td> <td style="width: 1%"> </td> <td style="width: 1%"> </td> <td style="width: 9%; text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">18,761,492</span></td> <td style="width: 1%"> </td></tr> <tr style="vertical-align: bottom; "> <td style="text-align: center"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">2</span></td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">Other non-VIE subsidiaries in PRC*</span></td> <td> </td> <td><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">VIE</span></td> <td> </td> <td> </td> <td style="text-align: right"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">167,349</span></td> <td> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"><b>  </b></p> VIE Other non-VIE subsidiaries in PRC* 10022236 Other non-VIE subsidiaries in PRC* VIE 116522 VIE Other non-VIE subsidiaries in PRC* 18761492 Other non-VIE subsidiaries in PRC* VIE 167349 <table cellpadding="0" cellspacing="0" style="border-collapse: collapse; width: 100%; font: 10pt Times New Roman, Times, Serif"> <tr style="vertical-align: bottom"> <td colspan="7" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">As of December 31, 2021</td></tr> <tr style="vertical-align: bottom"> <td style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">#</td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Description</td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Approximate value ($)</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="width: 11%; text-align: center">1</td><td style="width: 1%"> </td> <td style="width: 76%; text-align: center">Receivables of other non-VIE subsidiaries in PRC* due from VIE</td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left"> </td><td style="width: 9%; text-align: right">28,582,029</td><td style="width: 1%; text-align: left"> </td></tr> <tr style="vertical-align: bottom; "> <td style="text-align: center">2</td><td> </td> <td style="text-align: center">Receivables of VIE due from other non-VIE subsidiaries in PRC*</td><td> </td> <td style="text-align: left"> </td><td style="text-align: right">1,880,007</td><td style="text-align: left"> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"> </p><table cellpadding="0" cellspacing="0" style="border-collapse: collapse; width: 100%; font: 10pt Times New Roman, Times, Serif"> <tr style="vertical-align: bottom"> <td colspan="7" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">As of December 31, 2020</td></tr> <tr style="vertical-align: bottom"> <td style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">#</td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Description</td><td style="font-weight: bold; padding-bottom: 1.5pt"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid">Approximate value ($)</td><td style="padding-bottom: 1.5pt; font-weight: bold"> </td></tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="width: 11%; text-align: center">1</td><td style="width: 1%"> </td> <td style="width: 76%; text-align: center">Receivables of other non-VIE subsidiaries in PRC* due from VIE</td><td style="width: 1%"> </td> <td style="width: 1%; text-align: left"> </td><td style="width: 9%; text-align: right">10,877,303</td><td style="width: 1%; text-align: left"> </td></tr> <tr style="vertical-align: bottom; "> <td style="text-align: center">2</td><td> </td> <td style="text-align: center">Receivables of VIE due from other non-VIE subsidiaries in PRC*</td><td> </td> <td style="text-align: left"> </td><td style="text-align: right">18,807,124</td><td style="text-align: left"> </td></tr> </table><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"> </p> Receivables of other non-VIE subsidiaries in PRC* due from VIE 28582029 Receivables of VIE due from other non-VIE subsidiaries in PRC* 1880007 Receivables of other non-VIE subsidiaries in PRC* due from VIE 10877303 Receivables of VIE due from other non-VIE subsidiaries in PRC* 18807124 0.10 0.50 <p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">NOTE 29 - SUBSEQUENT EVENT</span></p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"> </p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify">In January 2022, the Company had repurchased a total of 459,036 common shares at an average stock price of $3.42 per share under the repurchase plan.</p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Since SC Autosports is purchasing electric golf crossover vehicles from Jiangsu Xingchi Electric Technology Co., Ltd. (“Jiangsu Xingchi”), and Jiangsu Xingchi’s existing production capacity is far from meeting the needs of the U.S. market, in order to expand production capacity to meet the needs of the U.S. market, on February 15, 2022, Kandi Hainan and Jiangsu Xingchi jointly invested RMB 30,000,000 (approximately $4.6 million) in Haikou, Hainan (of which Kandi Hainan owns 66.7% and Jiangsu Xingchi owns 33.3%) to establish Hainan Kandi Holding New Energy Technology Co., Ltd. (“Hainan Kandi Holding”). Hainan Kandi Holding will specialize in the production of electric golf crossover vehicles and other products in Kandi Hainan’s factory.</p><p style="font: 10pt Times New Roman, Times, Serif; margin-top: 0pt; margin-bottom: 0pt; text-align: justify"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p><p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Effective March 14, 2022, Mr. Hu Xiaoming transferred his 50% equity interests of Kandi New Energy to Zhejiang Kandi Technologies for $2.83 million (RMB 18 million, equal to the subscribed capital contributed by Mr. Hu Xiaoming to Kandi New Energy). As a result, Kandi New Energy has become a wholly-owned subsidiary of Zhejiang Kandi Technologies. As of the date of this report, the Company does not have any VIE.</p> 459036 3.42 (“Jiangsu Xingchi”), and Jiangsu Xingchi’s existing production capacity is far from meeting the needs of the U.S. market, in order to expand production capacity to meet the needs of the U.S. market, on February 15, 2022, Kandi Hainan and Jiangsu Xingchi jointly invested RMB 30,000,000 (approximately $4.6 million) in Haikou, Hainan (of which Kandi Hainan owns 66.7% and Jiangsu Xingchi owns 33.3%) to establish Hainan Kandi Holding New Energy Technology Co., Ltd. (“Hainan Kandi Holding”). Hainan Kandi Holding will specialize in the production of electric golf crossover vehicles and other products in Kandi Hainan’s factory. 0.50 2830000 18000000 2477965 true FY 0001316517 the Company reviewed the subsequent collection until March 10, 2022. The increase of accounts receivable as of December 31, 2021 compared to the amount as of December 31, 2020 was due to the acquisition of Jiangxi Huiyi, and the disposal of ownership of Fengsheng which the amount due from Fengsheng was recorded under “Amount due from the Affiliate Company” prior to the disposal. As of December 31, 2021, approximately $3.8 million of inventory of off-roads and EVs held by SC Autosports were pledged as collateral for the $950,000 short-term loan, which was initiated during year 2021. This amount represents the advance payment in order to lock up the purchase price of the inventory. This amount presents the advance payment to a third party for designing a new EV model, as well as related research and development and consulting works. The Company entered into a research and development contract with a third party on December 1, 2020 with total contract amount of $38.3 million, and advance payment of $23.0 million as per the contract. This advance payment will be expensed progressively according to the progress of the R & D project. In the year 2021, $18.2 million expense was incurred accordingly. As of December 31, 2021 and December 31, 2020, the Company’s operating lease right-of-use assets in other long term asset included net value of newly acquired land use right of Jinhua facility and Jiangxi facility of $6,308,374 and $3,436,310, respectively. The amortization expense for the year ended December 31, 2021 were $79,557. As of December 31, 2020, the Company’s other long-term asset included net value of land of Jinhua facility’s old location with certificates cancelled of $6,095,310 and net value of properties (or buildings/housing) of Jinhua facility’s old location with certificates cancelled of $7,633,247, respectively. In the second quarter of 2021, the land and property of Jinhua facility’s old location has been written off. The land amortization expense of Jinhua facility’s old location for the year ended December 31, 2021 were $68,106. The property depreciation expense of Jinhua facility’s old location for the year ended December 31, 2021 were $151,694. The Company’s Jinhua facility moved out of the old location and completed the relocation process in April 2021. The relevant Economic Zone authorities inspected the vacated land and determined that the relocation was formally completed by meeting all stipulated conditions. In the second quarter of 2021, the property of Jinhua facility’s old location has been fully disposed, and the related $48 million gain on disposal of long-live asset was recognized. As of December 31, 2021 and December 31, 2020, the Company’s other long term asset included net value of prepayments for land use right of Hainan facility of $4,341,496 and $4,319,305, respectively. As of December 31, 2021, the land use right of Hainan was not recognized since the land certificate is still in process. The amortization expense for the year ended December 31, 2021 and 2020 were $91,229 and $85,277, respectively. Other non-VIE subsidiaries in PRC include the entities such as Zhejiang Kandi Technologies, Kandi Smart Battery Swap, Kandi Hainan and Yongkang Scrou. EXCEL 134 Financial_Report.xlsx IDEA: XBRL DOCUMENT begin 644 Financial_Report.xlsx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end XML 135 Show.js IDEA: XBRL DOCUMENT // Edgar(tm) Renderer was created by staff of the U.S. Securities and Exchange Commission. Data and content created by government employees within the scope of their employment are not subject to domestic copyright protection. 17 U.S.C. 105. var Show={};Show.LastAR=null,Show.showAR=function(a,r,w){if(Show.LastAR)Show.hideAR();var e=a;while(e&&e.nodeName!='TABLE')e=e.nextSibling;if(!e||e.nodeName!='TABLE'){var ref=((window)?w.document:document).getElementById(r);if(ref){e=ref.cloneNode(!0); e.removeAttribute('id');a.parentNode.appendChild(e)}} if(e)e.style.display='block';Show.LastAR=e};Show.hideAR=function(){Show.LastAR.style.display='none'};Show.toggleNext=function(a){var e=a;while(e.nodeName!='DIV')e=e.nextSibling;if(!e.style){}else if(!e.style.display){}else{var d,p_;if(e.style.display=='none'){d='block';p='-'}else{d='none';p='+'} e.style.display=d;if(a.textContent){a.textContent=p+a.textContent.substring(1)}else{a.innerText=p+a.innerText.substring(1)}}} XML 136 report.css IDEA: XBRL DOCUMENT /* Updated 2009-11-04 */ /* v2.2.0.24 */ /* DefRef Styles */ ..report table.authRefData{ background-color: #def; border: 2px solid #2F4497; font-size: 1em; position: absolute; } ..report table.authRefData a { display: block; font-weight: bold; } ..report table.authRefData p { margin-top: 0px; } ..report table.authRefData .hide { background-color: #2F4497; padding: 1px 3px 0px 0px; text-align: right; } ..report table.authRefData .hide a:hover { background-color: #2F4497; } ..report table.authRefData .body { height: 150px; overflow: auto; width: 400px; } ..report table.authRefData table{ font-size: 1em; } /* Report Styles */ ..pl a, .pl a:visited { color: black; text-decoration: none; } /* table */ ..report { background-color: white; border: 2px solid #acf; clear: both; color: black; font: normal 8pt Helvetica, Arial, san-serif; margin-bottom: 2em; } ..report hr { border: 1px solid #acf; } /* Top labels */ ..report th { background-color: #acf; color: black; font-weight: bold; text-align: center; } ..report th.void { background-color: transparent; color: #000000; font: bold 10pt Helvetica, Arial, san-serif; text-align: left; } ..report .pl { text-align: left; vertical-align: top; white-space: normal; width: 200px; white-space: normal; /* word-wrap: break-word; */ } ..report td.pl a.a { cursor: pointer; display: block; width: 200px; overflow: hidden; } ..report td.pl div.a { width: 200px; } ..report td.pl a:hover { background-color: #ffc; } /* Header rows... */ ..report tr.rh { background-color: #acf; color: black; font-weight: bold; } /* Calendars... */ ..report .rc { background-color: #f0f0f0; } /* Even rows... */ ..report .re, .report .reu { background-color: #def; } ..report .reu td { border-bottom: 1px solid black; } /* Odd rows... */ ..report .ro, .report .rou { background-color: white; } ..report .rou td { border-bottom: 1px solid black; } ..report .rou table td, .report .reu table td { border-bottom: 0px solid black; } /* styles for footnote marker */ ..report .fn { white-space: nowrap; } /* styles for numeric types */ ..report .num, .report .nump { text-align: right; white-space: nowrap; } ..report .nump { padding-left: 2em; } ..report .nump { padding: 0px 0.4em 0px 2em; } /* styles for text types */ ..report .text { text-align: left; white-space: normal; } ..report .text .big { margin-bottom: 1em; width: 17em; } ..report .text .more { display: none; } ..report .text .note { font-style: italic; font-weight: bold; } ..report .text .small { width: 10em; } ..report sup { font-style: italic; } ..report .outerFootnotes { font-size: 1em; } XML 137 FilingSummary.xml IDEA: XBRL DOCUMENT 3.22.2 html 327 518 1 true 142 0 false 6 false false R1.htm 000 - Document - Document And Entity Information Sheet http://en.kandivehicle.com/role/DocumentAndEntityInformation Document And Entity Information Cover 1 false false R2.htm 001 - Statement - Consolidated Balance Sheets Sheet http://en.kandivehicle.com/role/ConsolidatedBalanceSheet Consolidated Balance Sheets Statements 2 false false R3.htm 002 - Statement - Consolidated Balance Sheets (Parentheticals) Sheet http://en.kandivehicle.com/role/ConsolidatedBalanceSheet_Parentheticals Consolidated Balance Sheets (Parentheticals) Statements 3 false false R4.htm 003 - Statement - Consolidated Statements of Operations and Comprehensive Income (Loss) Sheet http://en.kandivehicle.com/role/ConsolidatedIncomeStatement Consolidated Statements of Operations and Comprehensive Income (Loss) Statements 4 false false R5.htm 004 - Statement - Consolidated Statements of Changes in Stockholders??? Equity Sheet http://en.kandivehicle.com/role/ShareholdersEquityType2or3 Consolidated Statements of Changes in Stockholders??? Equity Statements 5 false false R6.htm 005 - Statement - Consolidated Statements of Changes in Stockholders??? Equity (Parentheticals) Sheet http://en.kandivehicle.com/role/ShareholdersEquityType2or3_Parentheticals Consolidated Statements of Changes in Stockholders??? Equity (Parentheticals) Statements 6 false false R7.htm 006 - Statement - Consolidated Statements of Cash Flows Sheet http://en.kandivehicle.com/role/ConsolidatedCashFlow Consolidated Statements of Cash Flows Statements 7 false false R8.htm 007 - Statement - Consolidated Statements of Cash Flows (Parentheticals) Sheet http://en.kandivehicle.com/role/ConsolidatedCashFlow_Parentheticals Consolidated Statements of Cash Flows (Parentheticals) Statements 8 false false R9.htm 008 - Disclosure - Organization and Principal Activities Sheet http://en.kandivehicle.com/role/OrganizationandPrincipalActivities Organization and Principal Activities Notes 9 false false R10.htm 009 - Disclosure - Liquidity Sheet http://en.kandivehicle.com/role/Liquidity Liquidity Notes 10 false false R11.htm 010 - Disclosure - Basis of Presentation Sheet http://en.kandivehicle.com/role/BasisofPresentation Basis of Presentation Notes 11 false false R12.htm 011 - Disclosure - Principles of Consolidation Sheet http://en.kandivehicle.com/role/PrinciplesofConsolidation Principles of Consolidation Notes 12 false false R13.htm 012 - Disclosure - Use of Estimates Sheet http://en.kandivehicle.com/role/UseofEstimates Use of Estimates Notes 13 false false R14.htm 013 - Disclosure - Summary of Significant Accounting Policies Sheet http://en.kandivehicle.com/role/SummaryofSignificantAccountingPolicies Summary of Significant Accounting Policies Notes 14 false false R15.htm 014 - Disclosure - New Accounting Pronouncements Sheet http://en.kandivehicle.com/role/NewAccountingPronouncements New Accounting Pronouncements Notes 15 false false R16.htm 015 - Disclosure - Concentrations Sheet http://en.kandivehicle.com/role/Concentrations Concentrations Notes 16 false false R17.htm 016 - Disclosure - Earnings (Loss) Per Share Sheet http://en.kandivehicle.com/role/EarningsLossPerShare Earnings (Loss) Per Share Notes 17 false false R18.htm 017 - Disclosure - Accounts Receivable, Net Sheet http://en.kandivehicle.com/role/AccountsReceivableNet Accounts Receivable, Net Notes 18 false false R19.htm 018 - Disclosure - Inventories Sheet http://en.kandivehicle.com/role/Inventories Inventories Notes 19 false false R20.htm 019 - Disclosure - Notes Receivable Notes http://en.kandivehicle.com/role/NotesReceivable Notes Receivable Notes 20 false false R21.htm 020 - Disclosure - Advances to Suppliers Sheet http://en.kandivehicle.com/role/AdvancestoSuppliers Advances to Suppliers Notes 21 false false R22.htm 021 - Disclosure - Property, Plant and Equipment Sheet http://en.kandivehicle.com/role/PropertyPlantandEquipment Property, Plant and Equipment Notes 22 false false R23.htm 022 - Disclosure - Intangible Assets Sheet http://en.kandivehicle.com/role/IntangibleAssets Intangible Assets Notes 23 false false R24.htm 023 - Disclosure - Land Use Rights Sheet http://en.kandivehicle.com/role/LandUseRights Land Use Rights Notes 24 false false R25.htm 024 - Disclosure - Other Long-Term Assets Sheet http://en.kandivehicle.com/role/OtherLongTermAssets Other Long-Term Assets Notes 25 false false R26.htm 025 - Disclosure - Taxes Sheet http://en.kandivehicle.com/role/Taxes Taxes Notes 26 false false R27.htm 026 - Disclosure - Leases and Right-of-Use-Assets Sheet http://en.kandivehicle.com/role/LeasesandRightofUseAssets Leases and Right-of-Use-Assets Notes 27 false false R28.htm 027 - Disclosure - Contingent Consideration Liability Sheet http://en.kandivehicle.com/role/ContingentConsiderationLiability Contingent Consideration Liability Notes 28 false false R29.htm 028 - Disclosure - Common Shares Sheet http://en.kandivehicle.com/role/CommonShares Common Shares Notes 29 false false R30.htm 029 - Disclosure - Stock Options Sheet http://en.kandivehicle.com/role/StockOptions Stock Options Notes 30 false false R31.htm 030 - Disclosure - Stock Award Sheet http://en.kandivehicle.com/role/StockAward Stock Award Notes 31 false false R32.htm 031 - Disclosure - Equity Method Investment in the Affiliate Company Sheet http://en.kandivehicle.com/role/EquityMethodInvestmentintheAffiliateCompany Equity Method Investment in the Affiliate Company Notes 32 false false R33.htm 032 - Disclosure - Commitments and Contingencies Sheet http://en.kandivehicle.com/role/CommitmentsandContingencies Commitments and Contingencies Notes 33 false false R34.htm 033 - Disclosure - Segment Reporting Sheet http://en.kandivehicle.com/role/SegmentReporting Segment Reporting Notes 34 false false R35.htm 034 - Disclosure - Acquisitions Sheet http://en.kandivehicle.com/role/Acquisitions Acquisitions Notes 35 false false R36.htm 035 - Disclosure - Pre-Existed Vie Sheet http://en.kandivehicle.com/role/PreExistedVie Pre-Existed Vie Notes 36 false false R37.htm 036 - Disclosure - Subsequent Event Sheet http://en.kandivehicle.com/role/SubsequentEvent Subsequent Event Notes 37 false false R38.htm 037 - Disclosure - Accounting Policies, by Policy (Policies) Sheet http://en.kandivehicle.com/role/AccountingPoliciesByPolicy Accounting Policies, by Policy (Policies) Policies http://en.kandivehicle.com/role/SummaryofSignificantAccountingPolicies 38 false false R39.htm 038 - Disclosure - Summary of Significant Accounting Policies (Tables) Sheet http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesTables Summary of Significant Accounting Policies (Tables) Tables http://en.kandivehicle.com/role/SummaryofSignificantAccountingPolicies 39 false false R40.htm 039 - Disclosure - Concentrations (Tables) Sheet http://en.kandivehicle.com/role/ConcentrationsTables Concentrations (Tables) Tables http://en.kandivehicle.com/role/Concentrations 40 false false R41.htm 040 - Disclosure - Accounts Receivable, Net (Tables) Sheet http://en.kandivehicle.com/role/AccountsReceivableNetTables Accounts Receivable, Net (Tables) Tables http://en.kandivehicle.com/role/AccountsReceivableNet 41 false false R42.htm 041 - Disclosure - Inventories (Tables) Sheet http://en.kandivehicle.com/role/InventoriesTables Inventories (Tables) Tables http://en.kandivehicle.com/role/Inventories 42 false false R43.htm 042 - Disclosure - Advances to Suppliers (Tables) Sheet http://en.kandivehicle.com/role/AdvancestoSuppliersTables Advances to Suppliers (Tables) Tables http://en.kandivehicle.com/role/AdvancestoSuppliers 43 false false R44.htm 043 - Disclosure - Property, Plant and Equipment (Tables) Sheet http://en.kandivehicle.com/role/PropertyPlantandEquipmentTables Property, Plant and Equipment (Tables) Tables http://en.kandivehicle.com/role/PropertyPlantandEquipment 44 false false R45.htm 044 - Disclosure - Intangible Assets (Tables) Sheet http://en.kandivehicle.com/role/IntangibleAssetsTables Intangible Assets (Tables) Tables http://en.kandivehicle.com/role/IntangibleAssets 45 false false R46.htm 045 - Disclosure - Land Use Rights (Tables) Sheet http://en.kandivehicle.com/role/LandUseRightsTables Land Use Rights (Tables) Tables http://en.kandivehicle.com/role/LandUseRights 46 false false R47.htm 046 - Disclosure - Other Long-Term Assets (Tables) Sheet http://en.kandivehicle.com/role/OtherLongTermAssetsTables Other Long-Term Assets (Tables) Tables http://en.kandivehicle.com/role/OtherLongTermAssets 47 false false R48.htm 047 - Disclosure - Taxes (Tables) Sheet http://en.kandivehicle.com/role/TaxesTables Taxes (Tables) Tables http://en.kandivehicle.com/role/Taxes 48 false false R49.htm 048 - Disclosure - Leases and Right-of-Use-Assets (Tables) Sheet http://en.kandivehicle.com/role/LeasesandRightofUseAssetsTables Leases and Right-of-Use-Assets (Tables) Tables http://en.kandivehicle.com/role/LeasesandRightofUseAssets 49 false false R50.htm 049 - Disclosure - Contingent Consideration Liability (Tables) Sheet http://en.kandivehicle.com/role/ContingentConsiderationLiabilityTables Contingent Consideration Liability (Tables) Tables http://en.kandivehicle.com/role/ContingentConsiderationLiability 50 false false R51.htm 050 - Disclosure - Stock Options (Tables) Sheet http://en.kandivehicle.com/role/StockOptionsTables Stock Options (Tables) Tables http://en.kandivehicle.com/role/StockOptions 51 false false R52.htm 051 - Disclosure - Equity Method Investment in the Affiliate Company (Tables) Sheet http://en.kandivehicle.com/role/EquityMethodInvestmentintheAffiliateCompanyTables Equity Method Investment in the Affiliate Company (Tables) Tables http://en.kandivehicle.com/role/EquityMethodInvestmentintheAffiliateCompany 52 false false R53.htm 052 - Disclosure - Segment Reporting (Tables) Sheet http://en.kandivehicle.com/role/SegmentReportingTables Segment Reporting (Tables) Tables http://en.kandivehicle.com/role/SegmentReporting 53 false false R54.htm 053 - Disclosure - Acquisitions (Tables) Sheet http://en.kandivehicle.com/role/AcquisitionsTables Acquisitions (Tables) Tables http://en.kandivehicle.com/role/Acquisitions 54 false false R55.htm 054 - Disclosure - Pre-Existed Vie (Tables) Sheet http://en.kandivehicle.com/role/PreExistedVieTables Pre-Existed Vie (Tables) Tables http://en.kandivehicle.com/role/PreExistedVie 55 false false R56.htm 055 - Disclosure - Organization and Principal Activities (Details) Sheet http://en.kandivehicle.com/role/OrganizationandPrincipalActivitiesDetails Organization and Principal Activities (Details) Details http://en.kandivehicle.com/role/OrganizationandPrincipalActivities 56 false false R57.htm 056 - Disclosure - Liquidity (Details) Sheet http://en.kandivehicle.com/role/LiquidityDetails Liquidity (Details) Details http://en.kandivehicle.com/role/Liquidity 57 false false R58.htm 057 - Disclosure - Principles of Consolidation (Details) Sheet http://en.kandivehicle.com/role/PrinciplesofConsolidationDetails Principles of Consolidation (Details) Details http://en.kandivehicle.com/role/PrinciplesofConsolidation 58 false false R59.htm 058 - Disclosure - Summary of Significant Accounting Policies (Details) Sheet http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesDetails Summary of Significant Accounting Policies (Details) Details http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesTables 59 false false R60.htm 059 - Disclosure - Summary of Significant Accounting Policies (Details) - Schedule of aging of the accounts receivable Sheet http://en.kandivehicle.com/role/ScheduleofagingoftheaccountsreceivableTable Summary of Significant Accounting Policies (Details) - Schedule of aging of the accounts receivable Details http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesTables 60 false false R61.htm 060 - Disclosure - Summary of Significant Accounting Policies (Details) - Schedule of asset???s estimated useful life Sheet http://en.kandivehicle.com/role/ScheduleofassetsestimatedusefullifeTable Summary of Significant Accounting Policies (Details) - Schedule of asset???s estimated useful life Details http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesTables 61 false false R62.htm 061 - Disclosure - Summary of Significant Accounting Policies (Details) - Schedule of average exchange rate of the reporting period Sheet http://en.kandivehicle.com/role/ScheduleofaverageexchangerateofthereportingperiodTable Summary of Significant Accounting Policies (Details) - Schedule of average exchange rate of the reporting period Details http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesTables 62 false false R63.htm 062 - Disclosure - Summary of Significant Accounting Policies (Details) - Schedule of consolidated statements of operations information Sheet http://en.kandivehicle.com/role/ScheduleofconsolidatedstatementsofoperationsinformationTable Summary of Significant Accounting Policies (Details) - Schedule of consolidated statements of operations information Details http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesTables 63 false false R64.htm 063 - Disclosure - Summary of Significant Accounting Policies (Details) - Schedule of consolidated balance sheets information Sheet http://en.kandivehicle.com/role/ScheduleofconsolidatedbalancesheetsinformationTable Summary of Significant Accounting Policies (Details) - Schedule of consolidated balance sheets information Details http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesTables 64 false false R65.htm 064 - Disclosure - Summary of Significant Accounting Policies (Details) - Schedule of compared to consolidated assets and liabilities Sheet http://en.kandivehicle.com/role/ScheduleofcomparedtoconsolidatedassetsandliabilitiesTable Summary of Significant Accounting Policies (Details) - Schedule of compared to consolidated assets and liabilities Details http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesTables 65 false false R66.htm 065 - Disclosure - Summary of Significant Accounting Policies (Details) - Schedule of consolidated cash flows information Sheet http://en.kandivehicle.com/role/ScheduleofconsolidatedcashflowsinformationTable Summary of Significant Accounting Policies (Details) - Schedule of consolidated cash flows information Details http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesTables 66 false false R67.htm 066 - Disclosure - Concentrations (Details) Sheet http://en.kandivehicle.com/role/ConcentrationsDetails Concentrations (Details) Details http://en.kandivehicle.com/role/ConcentrationsTables 67 false false R68.htm 067 - Disclosure - Concentrations (Details) - Schedule of concentration percentage Sheet http://en.kandivehicle.com/role/ScheduleofconcentrationpercentageTable Concentrations (Details) - Schedule of concentration percentage Details http://en.kandivehicle.com/role/ConcentrationsTables 68 false false R69.htm 068 - Disclosure - Concentrations (Details) - Schedule of concentration percentage Sheet http://en.kandivehicle.com/role/ScheduleofconcentrationpercentageTable0 Concentrations (Details) - Schedule of concentration percentage Details http://en.kandivehicle.com/role/ConcentrationsTables 69 false false R70.htm 069 - Disclosure - Earnings (Loss) Per Share (Details) Sheet http://en.kandivehicle.com/role/EarningsLossPerShareDetails Earnings (Loss) Per Share (Details) Details http://en.kandivehicle.com/role/EarningsLossPerShare 70 false false R71.htm 070 - Disclosure - Accounts Receivable, Net (Details) - Schedule of accounts receivable Sheet http://en.kandivehicle.com/role/ScheduleofaccountsreceivableTable Accounts Receivable, Net (Details) - Schedule of accounts receivable Details http://en.kandivehicle.com/role/AccountsReceivableNetTables 71 false false R72.htm 071 - Disclosure - Accounts Receivable, Net (Details) - Schedule of provision for doubtful accounts Sheet http://en.kandivehicle.com/role/ScheduleofprovisionfordoubtfulaccountsTable Accounts Receivable, Net (Details) - Schedule of provision for doubtful accounts Details http://en.kandivehicle.com/role/AccountsReceivableNetTables 72 false false R73.htm 072 - Disclosure - Inventories (Details) Sheet http://en.kandivehicle.com/role/InventoriesDetails Inventories (Details) Details http://en.kandivehicle.com/role/InventoriesTables 73 false false R74.htm 073 - Disclosure - Inventories (Details) - Schedule of inventories Sheet http://en.kandivehicle.com/role/ScheduleofinventoriesTable Inventories (Details) - Schedule of inventories Details http://en.kandivehicle.com/role/InventoriesTables 74 false false R75.htm 074 - Disclosure - Notes Receivable (Details) Notes http://en.kandivehicle.com/role/NotesReceivableDetails Notes Receivable (Details) Details http://en.kandivehicle.com/role/NotesReceivable 75 false false R76.htm 075 - Disclosure - Advances to Suppliers (Details) Sheet http://en.kandivehicle.com/role/AdvancestoSuppliersDetails Advances to Suppliers (Details) Details http://en.kandivehicle.com/role/AdvancestoSuppliersTables 76 false false R77.htm 076 - Disclosure - Advances to Suppliers (Details) - Schedule of advances to suppliers Sheet http://en.kandivehicle.com/role/ScheduleofadvancestosuppliersTable Advances to Suppliers (Details) - Schedule of advances to suppliers Details http://en.kandivehicle.com/role/AdvancestoSuppliersTables 77 false false R78.htm 077 - Disclosure - Property, Plant and Equipment (Details) Sheet http://en.kandivehicle.com/role/PropertyPlantandEquipmentDetails Property, Plant and Equipment (Details) Details http://en.kandivehicle.com/role/PropertyPlantandEquipmentTables 78 false false R79.htm 078 - Disclosure - Property, Plant and Equipment (Details) - Schedule of property, plants and equipment Sheet http://en.kandivehicle.com/role/ScheduleofpropertyplantsandequipmentTable Property, Plant and Equipment (Details) - Schedule of property, plants and equipment Details http://en.kandivehicle.com/role/PropertyPlantandEquipmentTables 79 false false R80.htm 079 - Disclosure - Intangible Assets (Details) Sheet http://en.kandivehicle.com/role/IntangibleAssetsDetails Intangible Assets (Details) Details http://en.kandivehicle.com/role/IntangibleAssetsTables 80 false false R81.htm 080 - Disclosure - Intangible Assets (Details) - Schedule of gross carrying value and accumulated amortization for each major class of our intangible assets other than goodwill Sheet http://en.kandivehicle.com/role/ScheduleofgrosscarryingvalueandaccumulatedamortizationforeachmajorclassofourintangibleassetsotherthangoodwillTable Intangible Assets (Details) - Schedule of gross carrying value and accumulated amortization for each major class of our intangible assets other than goodwill Details http://en.kandivehicle.com/role/IntangibleAssetsTables 81 false false R82.htm 081 - Disclosure - Intangible Assets (Details) - Schedule of amortization expenses Sheet http://en.kandivehicle.com/role/ScheduleofamortizationexpensesTable Intangible Assets (Details) - Schedule of amortization expenses Details http://en.kandivehicle.com/role/IntangibleAssetsTables 82 false false R83.htm 082 - Disclosure - Land Use Rights (Details) Sheet http://en.kandivehicle.com/role/LandUseRightsDetails Land Use Rights (Details) Details http://en.kandivehicle.com/role/LandUseRightsTables 83 false false R84.htm 083 - Disclosure - Land Use Rights (Details) - Schedule of land use rights Sheet http://en.kandivehicle.com/role/ScheduleoflanduserightsTable Land Use Rights (Details) - Schedule of land use rights Details http://en.kandivehicle.com/role/LandUseRightsTables 84 false false R85.htm 084 - Disclosure - Land Use Rights (Details) - Schedule of amortization expense Sheet http://en.kandivehicle.com/role/ScheduleofamortizationexpenseTable Land Use Rights (Details) - Schedule of amortization expense Details http://en.kandivehicle.com/role/LandUseRightsTables 85 false false R86.htm 085 - Disclosure - Other Long-Term Assets (Details) Sheet http://en.kandivehicle.com/role/OtherLongTermAssetsDetails Other Long-Term Assets (Details) Details http://en.kandivehicle.com/role/OtherLongTermAssetsTables 86 false false R87.htm 086 - Disclosure - Other Long-Term Assets (Details) - Schedule of other long term assets Sheet http://en.kandivehicle.com/role/ScheduleofotherlongtermassetsTable Other Long-Term Assets (Details) - Schedule of other long term assets Details http://en.kandivehicle.com/role/OtherLongTermAssetsTables 87 false false R88.htm 087 - Disclosure - Taxes (Details) Sheet http://en.kandivehicle.com/role/TaxesDetails Taxes (Details) Details http://en.kandivehicle.com/role/TaxesTables 88 false false R89.htm 088 - Disclosure - Taxes (Details) - Schedule of income tax expenses Sheet http://en.kandivehicle.com/role/ScheduleofincometaxexpensesTable Taxes (Details) - Schedule of income tax expenses Details http://en.kandivehicle.com/role/TaxesTables 89 false false R90.htm 089 - Disclosure - Taxes (Details) - Schedule of provision for income taxes Sheet http://en.kandivehicle.com/role/ScheduleofprovisionforincometaxesTable Taxes (Details) - Schedule of provision for income taxes Details http://en.kandivehicle.com/role/TaxesTables 90 false false R91.htm 090 - Disclosure - Taxes (Details) - Schedule of deferred tax assets and liabilities Sheet http://en.kandivehicle.com/role/ScheduleofdeferredtaxassetsandliabilitiesTable Taxes (Details) - Schedule of deferred tax assets and liabilities Details http://en.kandivehicle.com/role/TaxesTables 91 false false R92.htm 091 - Disclosure - Taxes (Details) - Schedule of income (loss) before income taxes Sheet http://en.kandivehicle.com/role/ScheduleofincomelossbeforeincometaxesTable Taxes (Details) - Schedule of income (loss) before income taxes Details http://en.kandivehicle.com/role/TaxesTables 92 false false R93.htm 092 - Disclosure - Taxes (Details) - Schedule of valuation allowance of deferred tax assets Sheet http://en.kandivehicle.com/role/ScheduleofvaluationallowanceofdeferredtaxassetsTable Taxes (Details) - Schedule of valuation allowance of deferred tax assets Details http://en.kandivehicle.com/role/TaxesTables 93 false false R94.htm 093 - Disclosure - Taxes (Details) - Schedule of income tax expense exemptions and reductions Sheet http://en.kandivehicle.com/role/ScheduleofincometaxexpenseexemptionsandreductionsTable Taxes (Details) - Schedule of income tax expense exemptions and reductions Details http://en.kandivehicle.com/role/TaxesTables 94 false false R95.htm 094 - Disclosure - Leases and Right-of-Use-Assets (Details) Sheet http://en.kandivehicle.com/role/LeasesandRightofUseAssetsDetails Leases and Right-of-Use-Assets (Details) Details http://en.kandivehicle.com/role/LeasesandRightofUseAssetsTables 95 false false R96.htm 095 - Disclosure - Leases and Right-of-Use-Assets (Details) - Schedule of information related to operating leases Sheet http://en.kandivehicle.com/role/ScheduleofinformationrelatedtooperatingleasesTable Leases and Right-of-Use-Assets (Details) - Schedule of information related to operating leases Details http://en.kandivehicle.com/role/LeasesandRightofUseAssetsTables 96 false false R97.htm 096 - Disclosure - Contingent Consideration Liability (Details) Sheet http://en.kandivehicle.com/role/ContingentConsiderationLiabilityDetails Contingent Consideration Liability (Details) Details http://en.kandivehicle.com/role/ContingentConsiderationLiabilityTables 97 false false R98.htm 097 - Disclosure - Contingent Consideration Liability (Details) - Schedule of contingent consideration liability Sheet http://en.kandivehicle.com/role/ScheduleofcontingentconsiderationliabilityTable Contingent Consideration Liability (Details) - Schedule of contingent consideration liability Details http://en.kandivehicle.com/role/ContingentConsiderationLiabilityTables 98 false false R99.htm 098 - Disclosure - Common Shares (Details) Sheet http://en.kandivehicle.com/role/CommonSharesDetails Common Shares (Details) Details http://en.kandivehicle.com/role/CommonShares 99 false false R100.htm 099 - Disclosure - Stock Options (Details) Sheet http://en.kandivehicle.com/role/StockOptionsDetails Stock Options (Details) Details http://en.kandivehicle.com/role/StockOptionsTables 100 false false R101.htm 100 - Disclosure - Stock Options (Details) - Schedule of stock option activities Sheet http://en.kandivehicle.com/role/ScheduleofstockoptionactivitiesTable Stock Options (Details) - Schedule of stock option activities Details http://en.kandivehicle.com/role/StockOptionsTables 101 false false R102.htm 101 - Disclosure - Stock Award (Details) Sheet http://en.kandivehicle.com/role/StockAwardDetails Stock Award (Details) Details http://en.kandivehicle.com/role/StockAward 102 false false R103.htm 102 - Disclosure - Equity Method Investment in the Affiliate Company (Details) Sheet http://en.kandivehicle.com/role/EquityMethodInvestmentintheAffiliateCompanyDetails Equity Method Investment in the Affiliate Company (Details) Details http://en.kandivehicle.com/role/EquityMethodInvestmentintheAffiliateCompanyTables 103 false false R104.htm 103 - Disclosure - Equity Method Investment in the Affiliate Company (Details) - Schedule of equity method investments Sheet http://en.kandivehicle.com/role/ScheduleofequitymethodinvestmentsTable Equity Method Investment in the Affiliate Company (Details) - Schedule of equity method investments Details http://en.kandivehicle.com/role/EquityMethodInvestmentintheAffiliateCompanyTables 104 false false R105.htm 104 - Disclosure - Equity Method Investment in the Affiliate Company (Details) - Schedule of equity method investments (Parentheticals) Sheet http://en.kandivehicle.com/role/ScheduleofequitymethodinvestmentsTable_Parentheticals Equity Method Investment in the Affiliate Company (Details) - Schedule of equity method investments (Parentheticals) Details http://en.kandivehicle.com/role/EquityMethodInvestmentintheAffiliateCompanyTables 105 false false R106.htm 105 - Disclosure - Commitments and Contingencies (Details) Sheet http://en.kandivehicle.com/role/CommitmentsandContingenciesDetails Commitments and Contingencies (Details) Details http://en.kandivehicle.com/role/CommitmentsandContingencies 106 false false R107.htm 106 - Disclosure - Segment Reporting (Details) Sheet http://en.kandivehicle.com/role/SegmentReportingDetails Segment Reporting (Details) Details http://en.kandivehicle.com/role/SegmentReportingTables 107 false false R108.htm 107 - Disclosure - Segment Reporting (Details) - Schedule of revenues by geographic area Sheet http://en.kandivehicle.com/role/ScheduleofrevenuesbygeographicareaTable Segment Reporting (Details) - Schedule of revenues by geographic area Details http://en.kandivehicle.com/role/SegmentReportingTables 108 false false R109.htm 108 - Disclosure - Acquisitions (Details) Sheet http://en.kandivehicle.com/role/AcquisitionsDetails Acquisitions (Details) Details http://en.kandivehicle.com/role/AcquisitionsTables 109 false false R110.htm 109 - Disclosure - Acquisitions (Details) - Schedule of preliminary purchase price as of the acquisition date Sheet http://en.kandivehicle.com/role/ScheduleofpreliminarypurchasepriceasoftheacquisitiondateTable Acquisitions (Details) - Schedule of preliminary purchase price as of the acquisition date Details http://en.kandivehicle.com/role/AcquisitionsTables 110 false false R111.htm 110 - Disclosure - Acquisitions (Details) - Schedule of preliminary purchase price allocations Sheet http://en.kandivehicle.com/role/ScheduleofpreliminarypurchasepriceallocationsTable Acquisitions (Details) - Schedule of preliminary purchase price allocations Details http://en.kandivehicle.com/role/AcquisitionsTables 111 false false R112.htm 111 - Disclosure - Acquisitions (Details) - Schedule of preliminary purchase price to specific intangible asset Sheet http://en.kandivehicle.com/role/ScheduleofpreliminarypurchasepricetospecificintangibleassetTable Acquisitions (Details) - Schedule of preliminary purchase price to specific intangible asset Details http://en.kandivehicle.com/role/AcquisitionsTables 112 false false R113.htm 112 - Disclosure - Acquisitions (Details) - Schedule of unaudited pro forma combined statements of operations information Sheet http://en.kandivehicle.com/role/ScheduleofunauditedproformacombinedstatementsofoperationsinformationTable Acquisitions (Details) - Schedule of unaudited pro forma combined statements of operations information Details http://en.kandivehicle.com/role/AcquisitionsTables 113 false false R114.htm 113 - Disclosure - Pre-Existed Vie (Details) Sheet http://en.kandivehicle.com/role/PreExistedVieDetails Pre-Existed Vie (Details) Details http://en.kandivehicle.com/role/PreExistedVieTables 114 false false R115.htm 114 - Disclosure - Pre-Existed Vie (Details) - Schedule of the cash flows between the Company???s pre-existed VIE and other non-VIE entities Sheet http://en.kandivehicle.com/role/ScheduleofthecashflowsbetweentheCompanyspreexistedVIEandothernonVIEentitiesTable Pre-Existed Vie (Details) - Schedule of the cash flows between the Company???s pre-existed VIE and other non-VIE entities Details http://en.kandivehicle.com/role/PreExistedVieTables 115 false false R116.htm 115 - Disclosure - Pre-Existed Vie (Details) - Schedule of intercompany activities between non-VIE subsidiaries and VIE Sheet http://en.kandivehicle.com/role/ScheduleofintercompanyactivitiesbetweennonVIEsubsidiariesandVIETable Pre-Existed Vie (Details) - Schedule of intercompany activities between non-VIE subsidiaries and VIE Details http://en.kandivehicle.com/role/PreExistedVieTables 116 false false R117.htm 116 - Disclosure - Pre-Existed Vie (Details) - Schedule of receivables and payables between non-VIE subsidiaries and VIE Sheet http://en.kandivehicle.com/role/ScheduleofreceivablesandpayablesbetweennonVIEsubsidiariesandVIETable Pre-Existed Vie (Details) - Schedule of receivables and payables between non-VIE subsidiaries and VIE Details http://en.kandivehicle.com/role/PreExistedVieTables 117 false false R118.htm 117 - Disclosure - Subsequent Event (Details) Sheet http://en.kandivehicle.com/role/SubsequentEventDetails Subsequent Event (Details) Details http://en.kandivehicle.com/role/SubsequentEvent 118 false false All Reports Book All Reports f10k2021a1_kanditech.htm f10k2021a1ex23-1_kanditech.htm f10k2021a1ex23-2_kanditech.htm f10k2021a1ex31-1_kanditech.htm f10k2021a1ex31-2_kanditech.htm f10k2021a1ex32-1_kanditech.htm f10k2021a1ex99-1_kanditech.htm kndi-20211231.xsd kndi-20211231_cal.xml kndi-20211231_def.xml kndi-20211231_lab.xml kndi-20211231_pre.xml img_001.jpg img_002.jpg http://fasb.org/srt/2022 http://fasb.org/us-gaap/2022 http://xbrl.sec.gov/dei/2022 true true JSON 140 MetaLinks.json IDEA: XBRL DOCUMENT { "instance": { "f10k2021a1_kanditech.htm": { "axisCustom": 4, "axisStandard": 33, "contextCount": 327, "dts": { "calculationLink": { "local": [ "kndi-20211231_cal.xml" ] }, "definitionLink": { "local": [ "kndi-20211231_def.xml" ] }, "inline": { "local": [ "f10k2021a1_kanditech.htm" ] }, "labelLink": { "local": [ "kndi-20211231_lab.xml" ] }, "presentationLink": { "local": [ "kndi-20211231_pre.xml" ] }, "schema": { "local": [ "kndi-20211231.xsd" ], "remote": [ "http://www.xbrl.org/2003/xbrl-instance-2003-12-31.xsd", "http://www.xbrl.org/2003/xbrl-linkbase-2003-12-31.xsd", "http://www.xbrl.org/2003/xl-2003-12-31.xsd", "http://www.xbrl.org/2003/xlink-2003-12-31.xsd", "http://www.xbrl.org/2005/xbrldt-2005.xsd", "http://www.xbrl.org/2006/ref-2006-02-27.xsd", "http://www.xbrl.org/lrr/role/negated-2009-12-16.xsd", "http://www.xbrl.org/lrr/role/net-2009-12-16.xsd", "http://www.xbrl.org/lrr/role/reference-2009-12-16.xsd", "https://www.xbrl.org/2020/extensible-enumerations-2.0.xsd", "https://www.xbrl.org/dtr/type/2020-01-21/types.xsd", "https://xbrl.fasb.org/srt/2022/elts/srt-2022.xsd", "https://xbrl.fasb.org/srt/2022/elts/srt-roles-2022.xsd", "https://xbrl.fasb.org/srt/2022/elts/srt-types-2022.xsd", "https://xbrl.fasb.org/us-gaap/2022/elts/us-gaap-2022.xsd", "https://xbrl.fasb.org/us-gaap/2022/elts/us-roles-2022.xsd", "https://xbrl.fasb.org/us-gaap/2022/elts/us-types-2022.xsd", "https://xbrl.sec.gov/country/2022/country-2022.xsd", "https://xbrl.sec.gov/dei/2022/dei-2022.xsd", "https://xbrl.sec.gov/naics/2022/naics-2022.xsd", "https://xbrl.sec.gov/sic/2022/sic-2022.xsd" ] } }, "elementCount": 893, "entityCount": 1, "hidden": { "http://en.kandivehicle.com/20211231": 43, "http://fasb.org/us-gaap/2022": 74, "http://xbrl.sec.gov/dei/2022": 3, "total": 120 }, "keyCustom": 144, "keyStandard": 374, "memberCustom": 79, "memberStandard": 48, "nsprefix": "kndi", "nsuri": "http://en.kandivehicle.com/20211231", "report": { "R1": { "firstAnchor": { "ancestors": [ "p", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "dei:EntityRegistrantName", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "document", "isDefault": "true", "longName": "000 - Document - Document And Entity Information", "role": "http://en.kandivehicle.com/role/DocumentAndEntityInformation", "shortName": "Document And Entity Information", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "p", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "dei:EntityRegistrantName", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R10": { "firstAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "kndi:LiquidityTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "009 - Disclosure - Liquidity", "role": "http://en.kandivehicle.com/role/Liquidity", "shortName": "Liquidity", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "kndi:LiquidityTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R100": { "firstAnchor": { "ancestors": [ "span", "p", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c236", "decimals": null, "first": true, "lang": "en-US", "name": "kndi:StockOptionVestExpireDateDescription", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "099 - Disclosure - Stock Options (Details)", "role": "http://en.kandivehicle.com/role/StockOptionsDetails", "shortName": "Stock Options (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "p", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c236", "decimals": null, "first": true, "lang": "en-US", "name": "kndi:StockOptionVestExpireDateDescription", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R101": { "firstAnchor": { "ancestors": [ "td", "tr", "table", "us-gaap:ScheduleOfShareBasedCompensationStockOptionsActivityTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c5", "decimals": "INF", "first": true, "lang": null, "name": "us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingNumber", "reportCount": 1, "unitRef": "shares", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100 - Disclosure - Stock Options (Details) - Schedule of stock option activities", "role": "http://en.kandivehicle.com/role/ScheduleofstockoptionactivitiesTable", "shortName": "Stock Options (Details) - Schedule of stock option activities", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "td", "tr", "table", "us-gaap:ScheduleOfShareBasedCompensationStockOptionsActivityTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c12", "decimals": "INF", "lang": null, "name": "us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingNumber", "reportCount": 1, "unique": true, "unitRef": "shares", "xsiNil": "false" } }, "R102": { "firstAnchor": { "ancestors": [ "span", "p", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:EmployeeStockOwnershipPlanESOPCompensationExpense", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "101 - Disclosure - Stock Award (Details)", "role": "http://en.kandivehicle.com/role/StockAwardDetails", "shortName": "Stock Award (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "p", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:EmployeeStockOwnershipPlanESOPCompensationExpense", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R103": { "firstAnchor": { "ancestors": [ "span", "p", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c249", "decimals": "2", "first": true, "lang": null, "name": "us-gaap:EquityMethodInvestmentOwnershipPercentage", "reportCount": 1, "unitRef": "pure", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "102 - Disclosure - Equity Method Investment in the Affiliate Company (Details)", "role": "http://en.kandivehicle.com/role/EquityMethodInvestmentintheAffiliateCompanyDetails", "shortName": "Equity Method Investment in the Affiliate Company (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "p", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c250", "decimals": "-6", "lang": null, "name": "us-gaap:InvestmentsInAffiliatesSubsidiariesAssociatesAndJointVentures", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R104": { "firstAnchor": { "ancestors": [ "td", "tr", "table", "us-gaap:EquityMethodInvestmentsTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c254", "decimals": "0", "first": true, "lang": null, "name": "kndi:InvestmentInAffiliatesSubsidiariesAssociatesAndJointVentures", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "103 - Disclosure - Equity Method Investment in the Affiliate Company (Details) - Schedule of equity method investments", "role": "http://en.kandivehicle.com/role/ScheduleofequitymethodinvestmentsTable", "shortName": "Equity Method Investment in the Affiliate Company (Details) - Schedule of equity method investments", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "td", "tr", "table", "us-gaap:EquityMethodInvestmentsTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c255", "decimals": "0", "lang": null, "name": "kndi:InvestmentInAffiliatesSubsidiariesAssociatesAndJointVentures", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R105": { "firstAnchor": { "ancestors": [ "td", "tr", "table", "us-gaap:EquityMethodInvestmentsTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c256", "decimals": "2", "first": true, "lang": null, "name": "kndi:AffiliateOwnershipPercenatge", "reportCount": 1, "unique": true, "unitRef": "pure", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "104 - Disclosure - Equity Method Investment in the Affiliate Company (Details) - Schedule of equity method investments (Parentheticals)", "role": "http://en.kandivehicle.com/role/ScheduleofequitymethodinvestmentsTable_Parentheticals", "shortName": "Equity Method Investment in the Affiliate Company (Details) - Schedule of equity method investments (Parentheticals)", "subGroupType": "parenthetical", "uniqueAnchor": { "ancestors": [ "td", "tr", "table", "us-gaap:EquityMethodInvestmentsTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c256", "decimals": "2", "first": true, "lang": null, "name": "kndi:AffiliateOwnershipPercenatge", "reportCount": 1, "unique": true, "unitRef": "pure", "xsiNil": "false" } }, "R106": { "firstAnchor": { "ancestors": [ "span", "p", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c259", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:LossContingencyPeriodOfOccurrence", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "105 - Disclosure - Commitments and Contingencies (Details)", "role": "http://en.kandivehicle.com/role/CommitmentsandContingenciesDetails", "shortName": "Commitments and Contingencies (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "p", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c259", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:LossContingencyPeriodOfOccurrence", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R107": { "firstAnchor": { "ancestors": [ "span", "p", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:NumberOfOperatingSegments", "reportCount": 1, "unique": true, "unitRef": "pure", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "106 - Disclosure - Segment Reporting (Details)", "role": "http://en.kandivehicle.com/role/SegmentReportingDetails", "shortName": "Segment Reporting (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "p", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:NumberOfOperatingSegments", "reportCount": 1, "unique": true, "unitRef": "pure", "xsiNil": "false" } }, "R108": { "firstAnchor": { "ancestors": [ "td", "tr", "table", "kndi:ScheduleOfRevenuesByGeographicAreaTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c266", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:Revenues", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "107 - Disclosure - Segment Reporting (Details) - Schedule of revenues by geographic area", "role": "http://en.kandivehicle.com/role/ScheduleofrevenuesbygeographicareaTable", "shortName": "Segment Reporting (Details) - Schedule of revenues by geographic area", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "td", "tr", "table", "kndi:ScheduleOfRevenuesByGeographicAreaTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c266", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:Revenues", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R109": { "firstAnchor": { "ancestors": [ "span", "p", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:BusinessCombinationControlObtainedDescription", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "108 - Disclosure - Acquisitions (Details)", "role": "http://en.kandivehicle.com/role/AcquisitionsDetails", "shortName": "Acquisitions (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "p", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:BusinessCombinationControlObtainedDescription", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R11": { "firstAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:BasisOfAccounting", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "010 - Disclosure - Basis of Presentation", "role": "http://en.kandivehicle.com/role/BasisofPresentation", "shortName": "Basis of Presentation", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:BasisOfAccounting", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R110": { "firstAnchor": { "ancestors": [ "td", "tr", "table", "us-gaap:ScheduleOfBusinessAcquisitionsByAcquisitionTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c293", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:Cash", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "109 - Disclosure - Acquisitions (Details) - Schedule of preliminary purchase price as of the acquisition date", "role": "http://en.kandivehicle.com/role/ScheduleofpreliminarypurchasepriceasoftheacquisitiondateTable", "shortName": "Acquisitions (Details) - Schedule of preliminary purchase price as of the acquisition date", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "td", "tr", "table", "us-gaap:ScheduleOfBusinessAcquisitionsByAcquisitionTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c293", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:Cash", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R111": { "firstAnchor": { "ancestors": [ "td", "tr", "table", "kndi:ScheduleOfPreliminaryPurchasePriceAllocationsTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c294", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:GoodwillAcquiredDuringPeriod", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "110 - Disclosure - Acquisitions (Details) - Schedule of preliminary purchase price allocations", "role": "http://en.kandivehicle.com/role/ScheduleofpreliminarypurchasepriceallocationsTable", "shortName": "Acquisitions (Details) - Schedule of preliminary purchase price allocations", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "td", "tr", "table", "kndi:ScheduleOfPreliminaryPurchasePriceAllocationsTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c294", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:GoodwillAcquiredDuringPeriod", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R112": { "firstAnchor": { "ancestors": [ "td", "tr", "table", "us-gaap:ScheduleOfFiniteLivedIntangibleAssetsTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c295", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:FiniteLivedIntangibleAssetsNet", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "111 - Disclosure - Acquisitions (Details) - Schedule of preliminary purchase price to specific intangible asset", "role": "http://en.kandivehicle.com/role/ScheduleofpreliminarypurchasepricetospecificintangibleassetTable", "shortName": "Acquisitions (Details) - Schedule of preliminary purchase price to specific intangible asset", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "td", "tr", "table", "us-gaap:ScheduleOfFiniteLivedIntangibleAssetsTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c295", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:FiniteLivedIntangibleAssetsNet", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R113": { "firstAnchor": { "ancestors": [ "td", "tr", "table", "pf0:CondensedStatementOfComprehensiveIncomeTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:BusinessAcquisitionsProFormaRevenue", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "112 - Disclosure - Acquisitions (Details) - Schedule of unaudited pro forma combined statements of operations information", "role": "http://en.kandivehicle.com/role/ScheduleofunauditedproformacombinedstatementsofoperationsinformationTable", "shortName": "Acquisitions (Details) - Schedule of unaudited pro forma combined statements of operations information", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "td", "tr", "table", "pf0:CondensedStatementOfComprehensiveIncomeTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:BusinessAcquisitionsProFormaRevenue", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R114": { "firstAnchor": { "ancestors": [ "p", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c4", "decimals": "2", "first": true, "lang": null, "name": "us-gaap:PresentValueOfFutureInsuranceProfitsPercentageOfAmortizationExpenseYearOne", "reportCount": 1, "unique": true, "unitRef": "pure", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "113 - Disclosure - Pre-Existed Vie (Details)", "role": "http://en.kandivehicle.com/role/PreExistedVieDetails", "shortName": "Pre-Existed Vie (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c4", "decimals": "2", "first": true, "lang": null, "name": "us-gaap:PresentValueOfFutureInsuranceProfitsPercentageOfAmortizationExpenseYearOne", "reportCount": 1, "unique": true, "unitRef": "pure", "xsiNil": "false" } }, "R115": { "firstAnchor": { "ancestors": [ "td", "tr", "table", "kndi:ScheduleOfTheCashFlowsBetweenTheCompanysPreexistedVIEAndOtherNonVIEEntitiesTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c298", "decimals": null, "first": true, "lang": "en-US", "name": "kndi:TransferFrom", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "114 - Disclosure - Pre-Existed Vie (Details) - Schedule of the cash flows between the Company\u2019s pre-existed VIE and other non-VIE entities", "role": "http://en.kandivehicle.com/role/ScheduleofthecashflowsbetweentheCompanyspreexistedVIEandothernonVIEentitiesTable", "shortName": "Pre-Existed Vie (Details) - Schedule of the cash flows between the Company\u2019s pre-existed VIE and other non-VIE entities", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "td", "tr", "table", "kndi:ScheduleOfTheCashFlowsBetweenTheCompanysPreexistedVIEAndOtherNonVIEEntitiesTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c298", "decimals": null, "first": true, "lang": "en-US", "name": "kndi:TransferFrom", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R116": { "firstAnchor": { "ancestors": [ "td", "tr", "table", "kndi:ScheduleOfIntercompanyActivitiesBetweenNonVIESubsidiariesAndVIETableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c302", "decimals": null, "first": true, "lang": "en-US", "name": "kndi:PurchaserOfVIEAndNonVIE", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "115 - Disclosure - Pre-Existed Vie (Details) - Schedule of intercompany activities between non-VIE subsidiaries and VIE", "role": "http://en.kandivehicle.com/role/ScheduleofintercompanyactivitiesbetweennonVIEsubsidiariesandVIETable", "shortName": "Pre-Existed Vie (Details) - Schedule of intercompany activities between non-VIE subsidiaries and VIE", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "td", "tr", "table", "kndi:ScheduleOfIntercompanyActivitiesBetweenNonVIESubsidiariesAndVIETableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c302", "decimals": null, "first": true, "lang": "en-US", "name": "kndi:PurchaserOfVIEAndNonVIE", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R117": { "firstAnchor": { "ancestors": [ "td", "tr", "table", "kndi:ScheduleOfReceivablesAndPayablesBetweenNonVIESubsidiariesAndVIETableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c316", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:VariableInterestEntityVIESizeOfVIE", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "116 - Disclosure - Pre-Existed Vie (Details) - Schedule of receivables and payables between non-VIE subsidiaries and VIE", "role": "http://en.kandivehicle.com/role/ScheduleofreceivablesandpayablesbetweennonVIEsubsidiariesandVIETable", "shortName": "Pre-Existed Vie (Details) - Schedule of receivables and payables between non-VIE subsidiaries and VIE", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "td", "tr", "table", "kndi:ScheduleOfReceivablesAndPayablesBetweenNonVIESubsidiariesAndVIETableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c316", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:VariableInterestEntityVIESizeOfVIE", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R118": { "firstAnchor": { "ancestors": [ "p", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c325", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:SubsequentEventDescription", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "117 - Disclosure - Subsequent Event (Details)", "role": "http://en.kandivehicle.com/role/SubsequentEventDetails", "shortName": "Subsequent Event (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c325", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:SubsequentEventDescription", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R12": { "firstAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "kndi:PrinciplesOfConsolidationTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "011 - Disclosure - Principles of Consolidation", "role": "http://en.kandivehicle.com/role/PrinciplesofConsolidation", "shortName": "Principles of Consolidation", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "kndi:PrinciplesOfConsolidationTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R13": { "firstAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "kndi:DisclosureUseOfEstimatesTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "012 - Disclosure - Use of Estimates", "role": "http://en.kandivehicle.com/role/UseofEstimates", "shortName": "Use of Estimates", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "kndi:DisclosureUseOfEstimatesTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R14": { "firstAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:SignificantAccountingPoliciesTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "013 - Disclosure - Summary of Significant Accounting Policies", "role": "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPolicies", "shortName": "Summary of Significant Accounting Policies", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:SignificantAccountingPoliciesTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R15": { "firstAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:NewAccountingPronouncementsAndChangesInAccountingPrinciplesTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "014 - Disclosure - New Accounting Pronouncements", "role": "http://en.kandivehicle.com/role/NewAccountingPronouncements", "shortName": "New Accounting Pronouncements", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:NewAccountingPronouncementsAndChangesInAccountingPrinciplesTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R16": { "firstAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ConcentrationRiskDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "015 - Disclosure - Concentrations", "role": "http://en.kandivehicle.com/role/Concentrations", "shortName": "Concentrations", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ConcentrationRiskDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R17": { "firstAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:EarningsPerShareTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "016 - Disclosure - Earnings (Loss) Per Share", "role": "http://en.kandivehicle.com/role/EarningsLossPerShare", "shortName": "Earnings (Loss) Per Share", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:EarningsPerShareTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R18": { "firstAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:AccountsAndNontradeReceivableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "017 - Disclosure - Accounts Receivable, Net", "role": "http://en.kandivehicle.com/role/AccountsReceivableNet", "shortName": "Accounts Receivable, Net", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:AccountsAndNontradeReceivableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R19": { "firstAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:InventoryDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "018 - Disclosure - Inventories", "role": "http://en.kandivehicle.com/role/Inventories", "shortName": "Inventories", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:InventoryDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R2": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c4", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:CashAndCashEquivalentsAtCarryingValue", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "statement", "isDefault": "false", "longName": "001 - Statement - Consolidated Balance Sheets", "role": "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet", "shortName": "Consolidated Balance Sheets", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c4", "decimals": "0", "lang": null, "name": "us-gaap:AccountsAndNotesReceivableNet", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R20": { "firstAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:LoansNotesTradeAndOtherReceivablesDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "019 - Disclosure - Notes Receivable", "role": "http://en.kandivehicle.com/role/NotesReceivable", "shortName": "Notes Receivable", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:LoansNotesTradeAndOtherReceivablesDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R21": { "firstAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "kndi:AdvancesToSuppliersAreSummarizedTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "020 - Disclosure - Advances to Suppliers", "role": "http://en.kandivehicle.com/role/AdvancestoSuppliers", "shortName": "Advances to Suppliers", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "kndi:AdvancesToSuppliersAreSummarizedTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R22": { "firstAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:PropertyPlantAndEquipmentDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "021 - Disclosure - Property, Plant and Equipment", "role": "http://en.kandivehicle.com/role/PropertyPlantandEquipment", "shortName": "Property, Plant and Equipment", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:PropertyPlantAndEquipmentDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R23": { "firstAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:IntangibleAssetsDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "022 - Disclosure - Intangible Assets", "role": "http://en.kandivehicle.com/role/IntangibleAssets", "shortName": "Intangible Assets", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:IntangibleAssetsDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R24": { "firstAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "kndi:LandUseRightsTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "023 - Disclosure - Land Use Rights", "role": "http://en.kandivehicle.com/role/LandUseRights", "shortName": "Land Use Rights", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "kndi:LandUseRightsTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R25": { "firstAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:OtherAssetsDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "024 - Disclosure - Other Long-Term Assets", "role": "http://en.kandivehicle.com/role/OtherLongTermAssets", "shortName": "Other Long-Term Assets", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:OtherAssetsDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R26": { "firstAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:IncomeTaxDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "025 - Disclosure - Taxes", "role": "http://en.kandivehicle.com/role/Taxes", "shortName": "Taxes", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:IncomeTaxDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R27": { "firstAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "kndi:LeasesTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "026 - Disclosure - Leases and Right-of-Use-Assets", "role": "http://en.kandivehicle.com/role/LeasesandRightofUseAssets", "shortName": "Leases and Right-of-Use-Assets", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "kndi:LeasesTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R28": { "firstAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:BusinessCombinationDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "027 - Disclosure - Contingent Consideration Liability", "role": "http://en.kandivehicle.com/role/ContingentConsiderationLiability", "shortName": "Contingent Consideration Liability", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:BusinessCombinationDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R29": { "firstAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:StockholdersEquityNoteDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "028 - Disclosure - Common Shares", "role": "http://en.kandivehicle.com/role/CommonShares", "shortName": "Common Shares", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:StockholdersEquityNoteDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R3": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c4", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:AllowanceForDoubtfulAccountsReceivableCurrent", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "statement", "isDefault": "false", "longName": "002 - Statement - Consolidated Balance Sheets (Parentheticals)", "role": "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet_Parentheticals", "shortName": "Consolidated Balance Sheets (Parentheticals)", "subGroupType": "parenthetical", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c4", "decimals": "0", "lang": null, "name": "us-gaap:CommonStockSharesAuthorized", "reportCount": 1, "unique": true, "unitRef": "shares", "xsiNil": "false" } }, "R30": { "firstAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ShareholdersEquityAndShareBasedPaymentsTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "029 - Disclosure - Stock Options", "role": "http://en.kandivehicle.com/role/StockOptions", "shortName": "Stock Options", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ShareholdersEquityAndShareBasedPaymentsTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R31": { "firstAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "030 - Disclosure - Stock Award", "role": "http://en.kandivehicle.com/role/StockAward", "shortName": "Stock Award", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R32": { "firstAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:EquityMethodInvestmentsDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "031 - Disclosure - Equity Method Investment in the Affiliate Company", "role": "http://en.kandivehicle.com/role/EquityMethodInvestmentintheAffiliateCompany", "shortName": "Equity Method Investment in the Affiliate Company", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:EquityMethodInvestmentsDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R33": { "firstAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:CommitmentsAndContingenciesDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "032 - Disclosure - Commitments and Contingencies", "role": "http://en.kandivehicle.com/role/CommitmentsandContingencies", "shortName": "Commitments and Contingencies", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:CommitmentsAndContingenciesDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R34": { "firstAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:SegmentReportingDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "033 - Disclosure - Segment Reporting", "role": "http://en.kandivehicle.com/role/SegmentReporting", "shortName": "Segment Reporting", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:SegmentReportingDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R35": { "firstAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "kndi:AcquisitonsDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "034 - Disclosure - Acquisitions", "role": "http://en.kandivehicle.com/role/Acquisitions", "shortName": "Acquisitions", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "kndi:AcquisitonsDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R36": { "firstAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "kndi:PreExistedVieTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "035 - Disclosure - Pre-Existed Vie", "role": "http://en.kandivehicle.com/role/PreExistedVie", "shortName": "Pre-Existed Vie", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "kndi:PreExistedVieTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R37": { "firstAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:SubsequentEventsTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "036 - Disclosure - Subsequent Event", "role": "http://en.kandivehicle.com/role/SubsequentEvent", "shortName": "Subsequent Event", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:SubsequentEventsTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R38": { "firstAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "kndi:EconomicAndPoliticalRisksPolicyTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "037 - Disclosure - Accounting Policies, by Policy (Policies)", "role": "http://en.kandivehicle.com/role/AccountingPoliciesByPolicy", "shortName": "Accounting Policies, by Policy (Policies)", "subGroupType": "policies", "uniqueAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "kndi:EconomicAndPoliticalRisksPolicyTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R39": { "firstAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ImpairedFinancingReceivablesTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "038 - Disclosure - Summary of Significant Accounting Policies (Tables)", "role": "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesTables", "shortName": "Summary of Significant Accounting Policies (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ImpairedFinancingReceivablesTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R4": { "firstAnchor": { "ancestors": [ "td", "tr", "table", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": "0", "first": true, "lang": null, "name": "kndi:RevenuesFromUnrelatedPartyNet", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "statement", "isDefault": "false", "longName": "003 - Statement - Consolidated Statements of Operations and Comprehensive Income (Loss)", "role": "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement", "shortName": "Consolidated Statements of Operations and Comprehensive Income (Loss)", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "td", "tr", "table", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": "0", "first": true, "lang": null, "name": "kndi:RevenuesFromUnrelatedPartyNet", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R40": { "firstAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c121", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:SchedulesOfConcentrationOfRiskByRiskFactorTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "039 - Disclosure - Concentrations (Tables)", "role": "http://en.kandivehicle.com/role/ConcentrationsTables", "shortName": "Concentrations (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c121", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:SchedulesOfConcentrationOfRiskByRiskFactorTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R41": { "firstAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfAccountsNotesLoansAndFinancingReceivableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "040 - Disclosure - Accounts Receivable, Net (Tables)", "role": "http://en.kandivehicle.com/role/AccountsReceivableNetTables", "shortName": "Accounts Receivable, Net (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfAccountsNotesLoansAndFinancingReceivableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R42": { "firstAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfInventoryCurrentTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "041 - Disclosure - Inventories (Tables)", "role": "http://en.kandivehicle.com/role/InventoriesTables", "shortName": "Inventories (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfInventoryCurrentTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R43": { "firstAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "kndi:ScheduleOfAdvancesToSuppliersAreSummarizedTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "042 - Disclosure - Advances to Suppliers (Tables)", "role": "http://en.kandivehicle.com/role/AdvancestoSuppliersTables", "shortName": "Advances to Suppliers (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "kndi:ScheduleOfAdvancesToSuppliersAreSummarizedTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R44": { "firstAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:PropertyPlantAndEquipmentTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "043 - Disclosure - Property, Plant and Equipment (Tables)", "role": "http://en.kandivehicle.com/role/PropertyPlantandEquipmentTables", "shortName": "Property, Plant and Equipment (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:PropertyPlantAndEquipmentTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R45": { "firstAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfIntangibleAssetsAndGoodwillTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "044 - Disclosure - Intangible Assets (Tables)", "role": "http://en.kandivehicle.com/role/IntangibleAssetsTables", "shortName": "Intangible Assets (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfIntangibleAssetsAndGoodwillTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R46": { "firstAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfAcquiredFiniteLivedIntangibleAssetsByMajorClassTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "045 - Disclosure - Land Use Rights (Tables)", "role": "http://en.kandivehicle.com/role/LandUseRightsTables", "shortName": "Land Use Rights (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfAcquiredFiniteLivedIntangibleAssetsByMajorClassTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R47": { "firstAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfOtherAssetsNoncurrentTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "046 - Disclosure - Other Long-Term Assets (Tables)", "role": "http://en.kandivehicle.com/role/OtherLongTermAssetsTables", "shortName": "Other Long-Term Assets (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfOtherAssetsNoncurrentTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R48": { "firstAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfComponentsOfIncomeTaxExpenseBenefitTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "047 - Disclosure - Taxes (Tables)", "role": "http://en.kandivehicle.com/role/TaxesTables", "shortName": "Taxes (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfComponentsOfIncomeTaxExpenseBenefitTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R49": { "firstAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "kndi:ScheduleOfInformationRelatedToOperatingLeasesTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "048 - Disclosure - Leases and Right-of-Use-Assets (Tables)", "role": "http://en.kandivehicle.com/role/LeasesandRightofUseAssetsTables", "shortName": "Leases and Right-of-Use-Assets (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "kndi:ScheduleOfInformationRelatedToOperatingLeasesTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R5": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c7", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:StockholdersEquity", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "statement", "isDefault": "false", "longName": "004 - Statement - Consolidated Statements of Changes in Stockholders\u2019 Equity", "role": "http://en.kandivehicle.com/role/ShareholdersEquityType2or3", "shortName": "Consolidated Statements of Changes in Stockholders\u2019 Equity", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c7", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:StockholdersEquity", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R50": { "firstAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "pf0:ScheduleOfCondensedBalanceSheetTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "049 - Disclosure - Contingent Consideration Liability (Tables)", "role": "http://en.kandivehicle.com/role/ContingentConsiderationLiabilityTables", "shortName": "Contingent Consideration Liability (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "pf0:ScheduleOfCondensedBalanceSheetTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R51": { "firstAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfShareBasedCompensationStockOptionsActivityTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "050 - Disclosure - Stock Options (Tables)", "role": "http://en.kandivehicle.com/role/StockOptionsTables", "shortName": "Stock Options (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfShareBasedCompensationStockOptionsActivityTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R52": { "firstAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:EquityMethodInvestmentsTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "051 - Disclosure - Equity Method Investment in the Affiliate Company (Tables)", "role": "http://en.kandivehicle.com/role/EquityMethodInvestmentintheAffiliateCompanyTables", "shortName": "Equity Method Investment in the Affiliate Company (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:EquityMethodInvestmentsTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R53": { "firstAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "kndi:ScheduleOfRevenuesByGeographicAreaTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "052 - Disclosure - Segment Reporting (Tables)", "role": "http://en.kandivehicle.com/role/SegmentReportingTables", "shortName": "Segment Reporting (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "kndi:ScheduleOfRevenuesByGeographicAreaTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R54": { "firstAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfBusinessAcquisitionsByAcquisitionTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "053 - Disclosure - Acquisitions (Tables)", "role": "http://en.kandivehicle.com/role/AcquisitionsTables", "shortName": "Acquisitions (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfBusinessAcquisitionsByAcquisitionTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R55": { "firstAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "kndi:ScheduleOfTheCashFlowsBetweenTheCompanysPreexistedVIEAndOtherNonVIEEntitiesTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "054 - Disclosure - Pre-Existed Vie (Tables)", "role": "http://en.kandivehicle.com/role/PreExistedVieTables", "shortName": "Pre-Existed Vie (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "kndi:ScheduleOfTheCashFlowsBetweenTheCompanysPreexistedVIEAndOtherNonVIEEntitiesTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R56": { "firstAnchor": { "ancestors": [ "p", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c36", "decimals": "2", "first": true, "lang": null, "name": "us-gaap:VariableInterestEntityOwnershipPercentage", "reportCount": 1, "unitRef": "pure", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "055 - Disclosure - Organization and Principal Activities (Details)", "role": "http://en.kandivehicle.com/role/OrganizationandPrincipalActivitiesDetails", "shortName": "Organization and Principal Activities (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "p", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c49", "decimals": "2", "lang": null, "name": "kndi:OwnershipAcquisitionPercentage", "reportCount": 1, "unique": true, "unitRef": "pure", "xsiNil": "false" } }, "R57": { "firstAnchor": { "ancestors": [ "span", "p", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c4", "decimals": "0", "first": true, "lang": null, "name": "kndi:WorkingCapital", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "056 - Disclosure - Liquidity (Details)", "role": "http://en.kandivehicle.com/role/LiquidityDetails", "shortName": "Liquidity (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "p", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c4", "decimals": "0", "first": true, "lang": null, "name": "kndi:WorkingCapital", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R58": { "firstAnchor": { "ancestors": [ "span", "p", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c72", "decimals": "-5", "first": true, "lang": null, "name": "us-gaap:ProceedsFromIssuanceOrSaleOfEquity", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "057 - Disclosure - Principles of Consolidation (Details)", "role": "http://en.kandivehicle.com/role/PrinciplesofConsolidationDetails", "shortName": "Principles of Consolidation (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "p", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c4", "decimals": "-5", "lang": null, "name": "us-gaap:DueFromOtherRelatedParties", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R59": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c4", "decimals": "0", "first": true, "lang": null, "name": "kndi:NotePayableCurrent", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "058 - Disclosure - Summary of Significant Accounting Policies (Details)", "role": "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesDetails", "shortName": "Summary of Significant Accounting Policies (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "p", "ix:continuation", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c5", "decimals": "-5", "lang": null, "name": "kndi:NetAmountDueFromTheAffiliateCompany", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R6": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:OtherComprehensiveIncomeUnrealizedHoldingGainLossOnSecuritiesArisingDuringPeriodTax", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "statement", "isDefault": "false", "longName": "005 - Statement - Consolidated Statements of Changes in Stockholders\u2019 Equity (Parentheticals)", "role": "http://en.kandivehicle.com/role/ShareholdersEquityType2or3_Parentheticals", "shortName": "Consolidated Statements of Changes in Stockholders\u2019 Equity (Parentheticals)", "subGroupType": "parenthetical", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:OtherComprehensiveIncomeUnrealizedHoldingGainLossOnSecuritiesArisingDuringPeriodTax", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R60": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "ix:continuation", "us-gaap:ImpairedFinancingReceivablesTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": "0", "first": true, "lang": null, "name": "kndi:OutstandingBalanceAccountReceivable", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "059 - Disclosure - Summary of Significant Accounting Policies (Details) - Schedule of aging of the accounts receivable", "role": "http://en.kandivehicle.com/role/ScheduleofagingoftheaccountsreceivableTable", "shortName": "Summary of Significant Accounting Policies (Details) - Schedule of aging of the accounts receivable", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "ix:continuation", "us-gaap:ImpairedFinancingReceivablesTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": "0", "first": true, "lang": null, "name": "kndi:OutstandingBalanceAccountReceivable", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R61": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "ix:continuation", "us-gaap:ScheduleOfPublicUtilityPropertyPlantAndEquipmentTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c91", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:PropertyPlantAndEquipmentUsefulLife", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "060 - Disclosure - Summary of Significant Accounting Policies (Details) - Schedule of asset\u2019s estimated useful life", "role": "http://en.kandivehicle.com/role/ScheduleofassetsestimatedusefullifeTable", "shortName": "Summary of Significant Accounting Policies (Details) - Schedule of asset\u2019s estimated useful life", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "ix:continuation", "us-gaap:ScheduleOfPublicUtilityPropertyPlantAndEquipmentTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c91", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:PropertyPlantAndEquipmentUsefulLife", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R62": { "firstAnchor": { "ancestors": [ "td", "tr", "table", "ix:continuation", "us-gaap:ScheduleOfForeignExchangeContractsStatementOfFinancialPositionTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c97", "decimals": "4", "first": true, "lang": null, "name": "us-gaap:ForeignCurrencyExchangeRateTranslation1", "reportCount": 1, "unique": true, "unitRef": "pure", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "061 - Disclosure - Summary of Significant Accounting Policies (Details) - Schedule of average exchange rate of the reporting period", "role": "http://en.kandivehicle.com/role/ScheduleofaverageexchangerateofthereportingperiodTable", "shortName": "Summary of Significant Accounting Policies (Details) - Schedule of average exchange rate of the reporting period", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "td", "tr", "table", "ix:continuation", "us-gaap:ScheduleOfForeignExchangeContractsStatementOfFinancialPositionTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c97", "decimals": "4", "first": true, "lang": null, "name": "us-gaap:ForeignCurrencyExchangeRateTranslation1", "reportCount": 1, "unique": true, "unitRef": "pure", "xsiNil": "false" } }, "R63": { "firstAnchor": { "ancestors": [ "td", "tr", "table", "ix:continuation", "pf0:ScheduleOfCondensedIncomeStatementTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c101", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:Revenues", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "062 - Disclosure - Summary of Significant Accounting Policies (Details) - Schedule of consolidated statements of operations information", "role": "http://en.kandivehicle.com/role/ScheduleofconsolidatedstatementsofoperationsinformationTable", "shortName": "Summary of Significant Accounting Policies (Details) - Schedule of consolidated statements of operations information", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "td", "tr", "table", "ix:continuation", "pf0:ScheduleOfCondensedIncomeStatementTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c101", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:Revenues", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R64": { "firstAnchor": { "ancestors": [ "td", "tr", "table", "ix:continuation", "pf0:ScheduleOfCondensedFinancialStatementsTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c109", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:CashAndCashEquivalentsAtCarryingValue", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "063 - Disclosure - Summary of Significant Accounting Policies (Details) - Schedule of consolidated balance sheets information", "role": "http://en.kandivehicle.com/role/ScheduleofconsolidatedbalancesheetsinformationTable", "shortName": "Summary of Significant Accounting Policies (Details) - Schedule of consolidated balance sheets information", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "td", "tr", "table", "ix:continuation", "pf0:ScheduleOfCondensedFinancialStatementsTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c109", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:CashAndCashEquivalentsAtCarryingValue", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R65": { "firstAnchor": { "ancestors": [ "td", "tr", "table", "ix:continuation", "pf0:ScheduleOfCondensedFinancialStatementsTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c110", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:CashAndCashEquivalentsAtCarryingValue", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "064 - Disclosure - Summary of Significant Accounting Policies (Details) - Schedule of compared to consolidated assets and liabilities", "role": "http://en.kandivehicle.com/role/ScheduleofcomparedtoconsolidatedassetsandliabilitiesTable", "shortName": "Summary of Significant Accounting Policies (Details) - Schedule of compared to consolidated assets and liabilities", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "td", "tr", "table", "ix:continuation", "us-gaap:ScheduleOfOtherAssetsAndOtherLiabilitiesTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c117", "decimals": "3", "lang": null, "name": "kndi:CashAndCashEquivalent", "reportCount": 1, "unique": true, "unitRef": "pure", "xsiNil": "false" } }, "R66": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "ix:continuation", "pf0:ScheduleOfCondensedCashFlowStatementTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c101", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:NetCashProvidedByUsedInOperatingActivities", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "065 - Disclosure - Summary of Significant Accounting Policies (Details) - Schedule of consolidated cash flows information", "role": "http://en.kandivehicle.com/role/ScheduleofconsolidatedcashflowsinformationTable", "shortName": "Summary of Significant Accounting Policies (Details) - Schedule of consolidated cash flows information", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "ix:continuation", "pf0:ScheduleOfCondensedCashFlowStatementTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c101", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:NetCashProvidedByUsedInOperatingActivities", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R67": { "firstAnchor": { "ancestors": [ "span", "p", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c121", "decimals": "2", "first": true, "lang": null, "name": "kndi:ConcentrationRiskPercentage", "reportCount": 1, "unique": true, "unitRef": "pure", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "066 - Disclosure - Concentrations (Details)", "role": "http://en.kandivehicle.com/role/ConcentrationsDetails", "shortName": "Concentrations (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "p", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c121", "decimals": "2", "first": true, "lang": null, "name": "kndi:ConcentrationRiskPercentage", "reportCount": 1, "unique": true, "unitRef": "pure", "xsiNil": "false" } }, "R68": { "firstAnchor": { "ancestors": [ "td", "tr", "table", "us-gaap:SchedulesOfConcentrationOfRiskByRiskFactorTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c125", "decimals": "2", "first": true, "lang": null, "name": "kndi:ConcentrationRiskPercentage", "reportCount": 1, "unique": true, "unitRef": "pure", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "067 - Disclosure - Concentrations (Details) - Schedule of concentration percentage", "role": "http://en.kandivehicle.com/role/ScheduleofconcentrationpercentageTable", "shortName": "Concentrations (Details) - Schedule of concentration percentage", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "td", "tr", "table", "us-gaap:SchedulesOfConcentrationOfRiskByRiskFactorTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c125", "decimals": "2", "first": true, "lang": null, "name": "kndi:ConcentrationRiskPercentage", "reportCount": 1, "unique": true, "unitRef": "pure", "xsiNil": "false" } }, "R69": { "firstAnchor": { "ancestors": [ "td", "tr", "table", "kndi:ScheduleOfMaterialSuppliersTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c137", "decimals": "2", "first": true, "lang": null, "name": "kndi:ConcentrationRiskPercentage", "reportCount": 1, "unique": true, "unitRef": "pure", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "068 - Disclosure - Concentrations (Details) - Schedule of concentration percentage", "role": "http://en.kandivehicle.com/role/ScheduleofconcentrationpercentageTable0", "shortName": "Concentrations (Details) - Schedule of concentration percentage", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "td", "tr", "table", "kndi:ScheduleOfMaterialSuppliersTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c137", "decimals": "2", "first": true, "lang": null, "name": "kndi:ConcentrationRiskPercentage", "reportCount": 1, "unique": true, "unitRef": "pure", "xsiNil": "false" } }, "R7": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:NetIncomeLoss", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "statement", "isDefault": "false", "longName": "006 - Statement - Consolidated Statements of Cash Flows", "role": "http://en.kandivehicle.com/role/ConsolidatedCashFlow", "shortName": "Consolidated Statements of Cash Flows", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:NetIncomeLoss", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R70": { "firstAnchor": { "ancestors": [ "span", "p", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c145", "decimals": "0", "first": true, "lang": null, "name": "kndi:DilutiveSecuritiesExcludedFromComputationOfEarningsPerShareAmount", "reportCount": 1, "unique": true, "unitRef": "shares", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "069 - Disclosure - Earnings (Loss) Per Share (Details)", "role": "http://en.kandivehicle.com/role/EarningsLossPerShareDetails", "shortName": "Earnings (Loss) Per Share (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "p", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c145", "decimals": "0", "first": true, "lang": null, "name": "kndi:DilutiveSecuritiesExcludedFromComputationOfEarningsPerShareAmount", "reportCount": 1, "unique": true, "unitRef": "shares", "xsiNil": "false" } }, "R71": { "firstAnchor": { "ancestors": [ "td", "tr", "table", "us-gaap:ScheduleOfAccountsNotesLoansAndFinancingReceivableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c4", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:AccountsReceivableGrossCurrent", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "070 - Disclosure - Accounts Receivable, Net (Details) - Schedule of accounts receivable", "role": "http://en.kandivehicle.com/role/ScheduleofaccountsreceivableTable", "shortName": "Accounts Receivable, Net (Details) - Schedule of accounts receivable", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "td", "tr", "table", "us-gaap:ScheduleOfAccountsNotesLoansAndFinancingReceivableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c4", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:AccountsReceivableGrossCurrent", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R72": { "firstAnchor": { "ancestors": [ "td", "tr", "table", "kndi:ScheduleOfProvisionForDoubtfulAccountstableTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c5", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:FinancingReceivableAllowanceForCreditLosses", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "071 - Disclosure - Accounts Receivable, Net (Details) - Schedule of provision for doubtful accounts", "role": "http://en.kandivehicle.com/role/ScheduleofprovisionfordoubtfulaccountsTable", "shortName": "Accounts Receivable, Net (Details) - Schedule of provision for doubtful accounts", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "td", "tr", "table", "kndi:ScheduleOfProvisionForDoubtfulAccountstableTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c12", "decimals": "0", "lang": null, "name": "us-gaap:FinancingReceivableAllowanceForCreditLosses", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R73": { "firstAnchor": { "ancestors": [ "span", "link:footnote", "td", "tr", "table", "ix:continuation", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c147", "decimals": "-5", "first": true, "lang": null, "name": "us-gaap:InventoryNet", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "072 - Disclosure - Inventories (Details)", "role": "http://en.kandivehicle.com/role/InventoriesDetails", "shortName": "Inventories (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "link:footnote", "td", "tr", "table", "ix:continuation", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c147", "decimals": "-5", "first": true, "lang": null, "name": "us-gaap:InventoryNet", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R74": { "firstAnchor": { "ancestors": [ "td", "tr", "table", "us-gaap:ScheduleOfInventoryCurrentTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c4", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:InventoryRawMaterials", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "073 - Disclosure - Inventories (Details) - Schedule of inventories", "role": "http://en.kandivehicle.com/role/ScheduleofinventoriesTable", "shortName": "Inventories (Details) - Schedule of inventories", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "td", "tr", "table", "us-gaap:ScheduleOfInventoryCurrentTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c4", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:InventoryRawMaterials", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R75": { "firstAnchor": { "ancestors": [ "span", "p", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c5", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:NotesReceivableNet", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "074 - Disclosure - Notes Receivable (Details)", "role": "http://en.kandivehicle.com/role/NotesReceivableDetails", "shortName": "Notes Receivable (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "p", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c5", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:NotesReceivableNet", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R76": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c155", "decimals": "-5", "first": true, "lang": null, "name": "us-gaap:ContractWithCustomerLiability", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "075 - Disclosure - Advances to Suppliers (Details)", "role": "http://en.kandivehicle.com/role/AdvancestoSuppliersDetails", "shortName": "Advances to Suppliers (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c155", "decimals": "-5", "first": true, "lang": null, "name": "us-gaap:ContractWithCustomerLiability", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R77": { "firstAnchor": { "ancestors": [ "td", "tr", "table", "kndi:ScheduleOfAdvancesToSuppliersAreSummarizedTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c4", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:AdvancesOnInventoryPurchases", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "076 - Disclosure - Advances to Suppliers (Details) - Schedule of advances to suppliers", "role": "http://en.kandivehicle.com/role/ScheduleofadvancestosuppliersTable", "shortName": "Advances to Suppliers (Details) - Schedule of advances to suppliers", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "td", "tr", "table", "kndi:ScheduleOfAdvancesToSuppliersAreSummarizedTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c4", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:AdvancesOnInventoryPurchases", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R78": { "firstAnchor": { "ancestors": [ "p", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": "0", "first": true, "lang": null, "name": "kndi:ProductionCapacityAnnualOutput", "reportCount": 1, "unique": true, "unitRef": "shares", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "077 - Disclosure - Property, Plant and Equipment (Details)", "role": "http://en.kandivehicle.com/role/PropertyPlantandEquipmentDetails", "shortName": "Property, Plant and Equipment (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": "0", "first": true, "lang": null, "name": "kndi:ProductionCapacityAnnualOutput", "reportCount": 1, "unique": true, "unitRef": "shares", "xsiNil": "false" } }, "R79": { "firstAnchor": { "ancestors": [ "td", "tr", "table", "us-gaap:PropertyPlantAndEquipmentTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c4", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:PropertyPlantAndEquipmentGross", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "078 - Disclosure - Property, Plant and Equipment (Details) - Schedule of property, plants and equipment", "role": "http://en.kandivehicle.com/role/ScheduleofpropertyplantsandequipmentTable", "shortName": "Property, Plant and Equipment (Details) - Schedule of property, plants and equipment", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "td", "tr", "table", "us-gaap:PropertyPlantAndEquipmentTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c4", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:PropertyPlantAndEquipmentGross", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R8": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": "0", "first": true, "lang": null, "name": "kndi:NetOffTaxEffect", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "statement", "isDefault": "false", "longName": "007 - Statement - Consolidated Statements of Cash Flows (Parentheticals)", "role": "http://en.kandivehicle.com/role/ConsolidatedCashFlow_Parentheticals", "shortName": "Consolidated Statements of Cash Flows (Parentheticals)", "subGroupType": "parenthetical", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": "0", "first": true, "lang": null, "name": "kndi:NetOffTaxEffect", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R80": { "firstAnchor": { "ancestors": [ "span", "p", "ix:continuation", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:AmortizationOfIntangibleAssets", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "079 - Disclosure - Intangible Assets (Details)", "role": "http://en.kandivehicle.com/role/IntangibleAssetsDetails", "shortName": "Intangible Assets (Details)", "subGroupType": "details", "uniqueAnchor": null }, "R81": { "firstAnchor": { "ancestors": [ "td", "tr", "table", "us-gaap:ScheduleOfIntangibleAssetsAndGoodwillTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c4", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:FiniteLivedIntangibleAssetsGross", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "080 - Disclosure - Intangible Assets (Details) - Schedule of gross carrying value and accumulated amortization for each major class of our intangible assets other than goodwill", "role": "http://en.kandivehicle.com/role/ScheduleofgrosscarryingvalueandaccumulatedamortizationforeachmajorclassofourintangibleassetsotherthangoodwillTable", "shortName": "Intangible Assets (Details) - Schedule of gross carrying value and accumulated amortization for each major class of our intangible assets other than goodwill", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "td", "tr", "table", "us-gaap:ScheduleOfIntangibleAssetsAndGoodwillTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c4", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:FiniteLivedIntangibleAssetsGross", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R82": { "firstAnchor": { "ancestors": [ "td", "tr", "table", "us-gaap:ScheduleOfImpairedIntangibleAssetsTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c4", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:FiniteLivedIntangibleAssetsAmortizationExpenseYearTwo", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "081 - Disclosure - Intangible Assets (Details) - Schedule of amortization expenses", "role": "http://en.kandivehicle.com/role/ScheduleofamortizationexpensesTable", "shortName": "Intangible Assets (Details) - Schedule of amortization expenses", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "td", "tr", "table", "us-gaap:ScheduleOfImpairedIntangibleAssetsTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c4", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:FiniteLivedIntangibleAssetsAmortizationExpenseYearTwo", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R83": { "firstAnchor": { "ancestors": [ "span", "p", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:AdjustmentForAmortization", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "082 - Disclosure - Land Use Rights (Details)", "role": "http://en.kandivehicle.com/role/LandUseRightsDetails", "shortName": "Land Use Rights (Details)", "subGroupType": "details", "uniqueAnchor": null }, "R84": { "firstAnchor": { "ancestors": [ "td", "tr", "table", "us-gaap:ScheduleOfAcquiredFiniteLivedIntangibleAssetsByMajorClassTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c4", "decimals": "0", "first": true, "lang": null, "name": "kndi:CostOfLandUseRights", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "083 - Disclosure - Land Use Rights (Details) - Schedule of land use rights", "role": "http://en.kandivehicle.com/role/ScheduleoflanduserightsTable", "shortName": "Land Use Rights (Details) - Schedule of land use rights", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "td", "tr", "table", "us-gaap:ScheduleOfAcquiredFiniteLivedIntangibleAssetsByMajorClassTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c4", "decimals": "0", "first": true, "lang": null, "name": "kndi:CostOfLandUseRights", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R85": { "firstAnchor": { "ancestors": [ "td", "tr", "table", "us-gaap:ScheduleofFiniteLivedIntangibleAssetsFutureAmortizationExpenseTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c4", "decimals": "0", "first": true, "lang": null, "name": "kndi:LandUseRightAssetsAmortizationExpenseRemainderOfFiscalYear", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "084 - Disclosure - Land Use Rights (Details) - Schedule of amortization expense", "role": "http://en.kandivehicle.com/role/ScheduleofamortizationexpenseTable", "shortName": "Land Use Rights (Details) - Schedule of amortization expense", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "td", "tr", "table", "us-gaap:ScheduleofFiniteLivedIntangibleAssetsFutureAmortizationExpenseTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c4", "decimals": "0", "first": true, "lang": null, "name": "kndi:LandUseRightAssetsAmortizationExpenseRemainderOfFiscalYear", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R86": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "us-gaap:ScheduleOfOtherAssetsNoncurrentTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c4", "decimals": "0", "first": true, "lang": null, "name": "kndi:PrepaymentsForLandUseRight", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "085 - Disclosure - Other Long-Term Assets (Details)", "role": "http://en.kandivehicle.com/role/OtherLongTermAssetsDetails", "shortName": "Other Long-Term Assets (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "td", "tr", "table", "ix:continuation", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c6", "decimals": null, "lang": "en-US", "name": "kndi:LandAndPropertiesDescription", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R87": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "us-gaap:ScheduleOfOtherAssetsNoncurrentTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c5", "decimals": "0", "first": true, "lang": null, "name": "kndi:LongTermDeferredAssets", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "086 - Disclosure - Other Long-Term Assets (Details) - Schedule of other long term assets", "role": "http://en.kandivehicle.com/role/ScheduleofotherlongtermassetsTable", "shortName": "Other Long-Term Assets (Details) - Schedule of other long term assets", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "us-gaap:ScheduleOfOtherAssetsNoncurrentTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c5", "decimals": "0", "first": true, "lang": null, "name": "kndi:LongTermDeferredAssets", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R88": { "firstAnchor": { "ancestors": [ "span", "p", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": "2", "first": true, "lang": null, "name": "us-gaap:EffectiveIncomeTaxRateContinuingOperations", "reportCount": 1, "unique": true, "unitRef": "pure", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "087 - Disclosure - Taxes (Details)", "role": "http://en.kandivehicle.com/role/TaxesDetails", "shortName": "Taxes (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "p", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": "2", "first": true, "lang": null, "name": "us-gaap:EffectiveIncomeTaxRateContinuingOperations", "reportCount": 1, "unique": true, "unitRef": "pure", "xsiNil": "false" } }, "R89": { "firstAnchor": { "ancestors": [ "td", "tr", "table", "us-gaap:ScheduleOfComponentsOfIncomeTaxExpenseBenefitTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:CurrentIncomeTaxExpenseBenefit", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "088 - Disclosure - Taxes (Details) - Schedule of income tax expenses", "role": "http://en.kandivehicle.com/role/ScheduleofincometaxexpensesTable", "shortName": "Taxes (Details) - Schedule of income tax expenses", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "td", "tr", "table", "us-gaap:ScheduleOfComponentsOfIncomeTaxExpenseBenefitTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:CurrentIncomeTaxExpenseBenefit", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R9": { "firstAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:OrganizationConsolidationAndPresentationOfFinancialStatementsDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "008 - Disclosure - Organization and Principal Activities", "role": "http://en.kandivehicle.com/role/OrganizationandPrincipalActivities", "shortName": "Organization and Principal Activities", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:OrganizationConsolidationAndPresentationOfFinancialStatementsDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R90": { "firstAnchor": { "ancestors": [ "td", "tr", "table", "us-gaap:ScheduleOfEffectiveIncomeTaxRateReconciliationTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:IncomeTaxReconciliationIncomeTaxExpenseBenefitAtFederalStatutoryIncomeTaxRate", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "089 - Disclosure - Taxes (Details) - Schedule of provision for income taxes", "role": "http://en.kandivehicle.com/role/ScheduleofprovisionforincometaxesTable", "shortName": "Taxes (Details) - Schedule of provision for income taxes", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "td", "tr", "table", "us-gaap:ScheduleOfEffectiveIncomeTaxRateReconciliationTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:IncomeTaxReconciliationIncomeTaxExpenseBenefitAtFederalStatutoryIncomeTaxRate", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R91": { "firstAnchor": { "ancestors": [ "td", "tr", "table", "us-gaap:ScheduleOfDeferredTaxAssetsAndLiabilitiesTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c4", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:DeferredTaxAssetsTaxDeferredExpenseReservesAndAccrualsReserves", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "090 - Disclosure - Taxes (Details) - Schedule of deferred tax assets and liabilities", "role": "http://en.kandivehicle.com/role/ScheduleofdeferredtaxassetsandliabilitiesTable", "shortName": "Taxes (Details) - Schedule of deferred tax assets and liabilities", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "td", "tr", "table", "us-gaap:ScheduleOfDeferredTaxAssetsAndLiabilitiesTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c4", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:DeferredTaxAssetsTaxDeferredExpenseReservesAndAccrualsReserves", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R92": { "firstAnchor": { "ancestors": [ "td", "tr", "table", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:IncomeLossFromContinuingOperationsBeforeIncomeTaxesExtraordinaryItemsNoncontrollingInterest", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "091 - Disclosure - Taxes (Details) - Schedule of income (loss) before income taxes", "role": "http://en.kandivehicle.com/role/ScheduleofincomelossbeforeincometaxesTable", "shortName": "Taxes (Details) - Schedule of income (loss) before income taxes", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "td", "tr", "table", "us-gaap:ScheduleOfIncomeBeforeIncomeTaxDomesticAndForeignTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c194", "decimals": "0", "lang": null, "name": "us-gaap:IncomeLossFromContinuingOperationsBeforeIncomeTaxesExtraordinaryItemsNoncontrollingInterest", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R93": { "firstAnchor": { "ancestors": [ "td", "tr", "table", "us-gaap:SummaryOfValuationAllowanceTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c5", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:DeferredTaxAssetsValuationAllowance", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "092 - Disclosure - Taxes (Details) - Schedule of valuation allowance of deferred tax assets", "role": "http://en.kandivehicle.com/role/ScheduleofvaluationallowanceofdeferredtaxassetsTable", "shortName": "Taxes (Details) - Schedule of valuation allowance of deferred tax assets", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "td", "tr", "table", "us-gaap:SummaryOfValuationAllowanceTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c5", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:DeferredTaxAssetsValuationAllowance", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R94": { "firstAnchor": { "ancestors": [ "td", "tr", "table", "us-gaap:SummaryOfIncomeTaxHolidayTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:IncomeTaxHolidayAggregateDollarAmount", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "093 - Disclosure - Taxes (Details) - Schedule of income tax expense exemptions and reductions", "role": "http://en.kandivehicle.com/role/ScheduleofincometaxexpenseexemptionsandreductionsTable", "shortName": "Taxes (Details) - Schedule of income tax expense exemptions and reductions", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "td", "tr", "table", "us-gaap:SummaryOfIncomeTaxHolidayTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:IncomeTaxHolidayAggregateDollarAmount", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R95": { "firstAnchor": { "ancestors": [ "span", "p", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c200", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:LessorOperatingLeaseTermOfContract", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "094 - Disclosure - Leases and Right-of-Use-Assets (Details)", "role": "http://en.kandivehicle.com/role/LeasesandRightofUseAssetsDetails", "shortName": "Leases and Right-of-Use-Assets (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "p", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c200", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:LessorOperatingLeaseTermOfContract", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R96": { "firstAnchor": { "ancestors": [ "td", "tr", "table", "kndi:ScheduleOfInformationRelatedToOperatingLeasesTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:OperatingLeasePayments", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "095 - Disclosure - Leases and Right-of-Use-Assets (Details) - Schedule of information related to operating leases", "role": "http://en.kandivehicle.com/role/ScheduleofinformationrelatedtooperatingleasesTable", "shortName": "Leases and Right-of-Use-Assets (Details) - Schedule of information related to operating leases", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "td", "tr", "table", "kndi:ScheduleOfInformationRelatedToOperatingLeasesTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:OperatingLeasePayments", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R97": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c6", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:StockIssuedDuringPeriodValueNewIssues", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "096 - Disclosure - Contingent Consideration Liability (Details)", "role": "http://en.kandivehicle.com/role/ContingentConsiderationLiabilityDetails", "shortName": "Contingent Consideration Liability (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "ix:continuation", "span", "p", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": "0", "lang": null, "name": "kndi:NumberOfTotalShares", "reportCount": 1, "unique": true, "unitRef": "shares", "xsiNil": "false" } }, "R98": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c4", "decimals": "0", "first": true, "lang": null, "name": "kndi:ContingentLiability", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "097 - Disclosure - Contingent Consideration Liability (Details) - Schedule of contingent consideration liability", "role": "http://en.kandivehicle.com/role/ScheduleofcontingentconsiderationliabilityTable", "shortName": "Contingent Consideration Liability (Details) - Schedule of contingent consideration liability", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "td", "tr", "table", "pf0:ScheduleOfCondensedBalanceSheetTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c215", "decimals": "0", "lang": null, "name": "kndi:ContingentLiability", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R99": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c4", "decimals": "3", "first": true, "lang": null, "name": "us-gaap:CommonStockParOrStatedValuePerShare", "reportCount": 1, "unitRef": "usdPershares", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "098 - Disclosure - Common Shares (Details)", "role": "http://en.kandivehicle.com/role/CommonSharesDetails", "shortName": "Common Shares (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "ix:continuation", "div", "body", "html" ], "baseRef": "f10k2021a1_kanditech.htm", "contextRef": "c0", "decimals": "2", "lang": null, "name": "us-gaap:SaleOfStockPercentageOfOwnershipAfterTransaction", "reportCount": 1, "unique": true, "unitRef": "pure", "xsiNil": "false" } } }, "segmentCount": 142, "tag": { "country_CN": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "CHINA", "terseLabel": "China [Member]" } } }, "localname": "CN", "nsuri": "http://xbrl.sec.gov/country/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofrevenuesbygeographicareaTable" ], "xbrltype": "domainItemType" }, "dei_AmendmentDescription": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Description of changes contained within amended document.", "label": "Amendment Description", "terseLabel": "Amendment Description" } } }, "localname": "AmendmentDescription", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://en.kandivehicle.com/role/DocumentAndEntityInformation" ], "xbrltype": "stringItemType" }, "dei_AmendmentFlag": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Boolean flag that is true when the XBRL content amends previously-filed or accepted submission.", "label": "Amendment Flag", "terseLabel": "Amendment Flag" } } }, "localname": "AmendmentFlag", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://en.kandivehicle.com/role/DocumentAndEntityInformation" ], "xbrltype": "booleanItemType" }, "dei_AuditorFirmId": { "auth_ref": [ "r675", "r676", "r677" ], "lang": { "en-us": { "role": { "documentation": "PCAOB issued Audit Firm Identifier", "label": "Auditor Firm ID", "terseLabel": "Auditor Firm ID" } } }, "localname": "AuditorFirmId", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://en.kandivehicle.com/role/DocumentAndEntityInformation" ], "xbrltype": "nonemptySequenceNumberItemType" }, "dei_AuditorLocation": { "auth_ref": [ "r675", "r676", "r677" ], "lang": { "en-us": { "role": { "label": "Auditor Location", "terseLabel": "Auditor Location" } } }, "localname": "AuditorLocation", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://en.kandivehicle.com/role/DocumentAndEntityInformation" ], "xbrltype": "internationalNameItemType" }, "dei_AuditorName": { "auth_ref": [ "r675", "r676", "r677" ], "lang": { "en-us": { "role": { "label": "Auditor Name", "terseLabel": "Auditor Name" } } }, "localname": "AuditorName", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://en.kandivehicle.com/role/DocumentAndEntityInformation" ], "xbrltype": "internationalNameItemType" }, "dei_CityAreaCode": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Area code of city", "label": "City Area Code", "terseLabel": "City Area Code" } } }, "localname": "CityAreaCode", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://en.kandivehicle.com/role/DocumentAndEntityInformation" ], "xbrltype": "normalizedStringItemType" }, "dei_CurrentFiscalYearEndDate": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "End date of current fiscal year in the format --MM-DD.", "label": "Current Fiscal Year End Date", "terseLabel": "Current Fiscal Year End Date" } } }, "localname": "CurrentFiscalYearEndDate", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://en.kandivehicle.com/role/DocumentAndEntityInformation" ], "xbrltype": "gMonthDayItemType" }, "dei_DocumentAnnualReport": { "auth_ref": [ "r675", "r676", "r677" ], "lang": { "en-us": { "role": { "documentation": "Boolean flag that is true only for a form used as an annual report.", "label": "Document Annual Report", "terseLabel": "Document Annual Report" } } }, "localname": "DocumentAnnualReport", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://en.kandivehicle.com/role/DocumentAndEntityInformation" ], "xbrltype": "booleanItemType" }, "dei_DocumentFiscalPeriodFocus": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Fiscal period values are FY, Q1, Q2, and Q3. 1st, 2nd and 3rd quarter 10-Q or 10-QT statements have value Q1, Q2, and Q3 respectively, with 10-K, 10-KT or other fiscal year statements having FY.", "label": "Document Fiscal Period Focus", "terseLabel": "Document Fiscal Period Focus" } } }, "localname": "DocumentFiscalPeriodFocus", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://en.kandivehicle.com/role/DocumentAndEntityInformation" ], "xbrltype": "fiscalPeriodItemType" }, "dei_DocumentFiscalYearFocus": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "This is focus fiscal year of the document report in YYYY format. For a 2006 annual report, which may also provide financial information from prior periods, fiscal 2006 should be given as the fiscal year focus. Example: 2006.", "label": "Document Fiscal Year Focus", "terseLabel": "Document Fiscal Year Focus" } } }, "localname": "DocumentFiscalYearFocus", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://en.kandivehicle.com/role/DocumentAndEntityInformation" ], "xbrltype": "gYearItemType" }, "dei_DocumentInformationLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table." } } }, "localname": "DocumentInformationLineItems", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://en.kandivehicle.com/role/DocumentAndEntityInformation" ], "xbrltype": "stringItemType" }, "dei_DocumentInformationTable": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Container to support the formal attachment of each official or unofficial, public or private document as part of a submission package." } } }, "localname": "DocumentInformationTable", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://en.kandivehicle.com/role/DocumentAndEntityInformation" ], "xbrltype": "stringItemType" }, "dei_DocumentPeriodEndDate": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "For the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD.", "label": "Document Period End Date", "terseLabel": "Document Period End Date" } } }, "localname": "DocumentPeriodEndDate", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://en.kandivehicle.com/role/DocumentAndEntityInformation" ], "xbrltype": "dateItemType" }, "dei_DocumentTransitionReport": { "auth_ref": [ "r678" ], "lang": { "en-us": { "role": { "documentation": "Boolean flag that is true only for a form used as a transition report.", "label": "Document Transition Report", "terseLabel": "Document Transition Report" } } }, "localname": "DocumentTransitionReport", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://en.kandivehicle.com/role/DocumentAndEntityInformation" ], "xbrltype": "booleanItemType" }, "dei_DocumentType": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.", "label": "Document Type", "terseLabel": "Document Type" } } }, "localname": "DocumentType", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://en.kandivehicle.com/role/DocumentAndEntityInformation" ], "xbrltype": "submissionTypeItemType" }, "dei_EntityAddressAddressLine1": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Address Line 1 such as Attn, Building Name, Street Name", "label": "Entity Address, Address Line One", "terseLabel": "Entity Address, Address Line One" } } }, "localname": "EntityAddressAddressLine1", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://en.kandivehicle.com/role/DocumentAndEntityInformation" ], "xbrltype": "normalizedStringItemType" }, "dei_EntityAddressAddressLine2": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Address Line 2 such as Street or Suite number", "label": "Entity Address, Address Line Two", "terseLabel": "Entity Address, Address Line Two" } } }, "localname": "EntityAddressAddressLine2", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://en.kandivehicle.com/role/DocumentAndEntityInformation" ], "xbrltype": "normalizedStringItemType" }, "dei_EntityAddressCityOrTown": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Name of the City or Town", "label": "Entity Address, City or Town", "terseLabel": "Entity Address, City or Town" } } }, "localname": "EntityAddressCityOrTown", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://en.kandivehicle.com/role/DocumentAndEntityInformation" ], "xbrltype": "normalizedStringItemType" }, "dei_EntityAddressCountry": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "ISO 3166-1 alpha-2 country code.", "label": "Entity Address, Country", "terseLabel": "Entity Address, Country" } } }, "localname": "EntityAddressCountry", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://en.kandivehicle.com/role/DocumentAndEntityInformation" ], "xbrltype": "countryCodeItemType" }, "dei_EntityAddressPostalZipCode": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Code for the postal or zip code", "label": "Entity Address, Postal Zip Code", "terseLabel": "Entity Address, Postal Zip Code" } } }, "localname": "EntityAddressPostalZipCode", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://en.kandivehicle.com/role/DocumentAndEntityInformation" ], "xbrltype": "normalizedStringItemType" }, "dei_EntityCentralIndexKey": { "auth_ref": [ "r673" ], "lang": { "en-us": { "role": { "documentation": "A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.", "label": "Entity Central Index Key", "terseLabel": "Entity Central Index Key" } } }, "localname": "EntityCentralIndexKey", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://en.kandivehicle.com/role/DocumentAndEntityInformation" ], "xbrltype": "centralIndexKeyItemType" }, "dei_EntityCommonStockSharesOutstanding": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Indicate number of shares or other units outstanding of each of registrant's classes of capital or common stock or other ownership interests, if and as stated on cover of related periodic report. Where multiple classes or units exist define each class/interest by adding class of stock items such as Common Class A [Member], Common Class B [Member] or Partnership Interest [Member] onto the Instrument [Domain] of the Entity Listings, Instrument.", "label": "Entity Common Stock, Shares Outstanding", "terseLabel": "Entity Common Stock, Shares Outstanding" } } }, "localname": "EntityCommonStockSharesOutstanding", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://en.kandivehicle.com/role/DocumentAndEntityInformation" ], "xbrltype": "sharesItemType" }, "dei_EntityCurrentReportingStatus": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Indicate 'Yes' or 'No' whether registrants (1) have 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 registrants were required to file such reports), and (2) have been subject to such filing requirements for the past 90 days. This information should be based on the registrant's current or most recent filing containing the related disclosure.", "label": "Entity Current Reporting Status", "terseLabel": "Entity Current Reporting Status" } } }, "localname": "EntityCurrentReportingStatus", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://en.kandivehicle.com/role/DocumentAndEntityInformation" ], "xbrltype": "yesNoItemType" }, "dei_EntityDomain": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "All the names of the entities being reported upon in a document. Any legal structure used to conduct activities or to hold assets. Some examples of such structures are corporations, partnerships, limited liability companies, grantor trusts, and other trusts. This item does not include business and geographical segments which are included in the geographical or business segments domains.", "label": "Entity [Domain]" } } }, "localname": "EntityDomain", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://en.kandivehicle.com/role/DocumentAndEntityInformation" ], "xbrltype": "domainItemType" }, "dei_EntityEmergingGrowthCompany": { "auth_ref": [ "r673" ], "lang": { "en-us": { "role": { "documentation": "Indicate if registrant meets the emerging growth company criteria.", "label": "Entity Emerging Growth Company", "terseLabel": "Entity Emerging Growth Company" } } }, "localname": "EntityEmergingGrowthCompany", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://en.kandivehicle.com/role/DocumentAndEntityInformation" ], "xbrltype": "booleanItemType" }, "dei_EntityFileNumber": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.", "label": "Entity File Number", "terseLabel": "Entity File Number" } } }, "localname": "EntityFileNumber", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://en.kandivehicle.com/role/DocumentAndEntityInformation" ], "xbrltype": "fileNumberItemType" }, "dei_EntityFilerCategory": { "auth_ref": [ "r673" ], "lang": { "en-us": { "role": { "documentation": "Indicate whether the registrant is one of the following: Large Accelerated Filer, Accelerated Filer, Non-accelerated Filer. Definitions of these categories are stated in Rule 12b-2 of the Exchange Act. This information should be based on the registrant's current or most recent filing containing the related disclosure.", "label": "Entity Filer Category", "terseLabel": "Entity Filer Category" } } }, "localname": "EntityFilerCategory", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://en.kandivehicle.com/role/DocumentAndEntityInformation" ], "xbrltype": "filerCategoryItemType" }, "dei_EntityIncorporationStateCountryCode": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Two-character EDGAR code representing the state or country of incorporation.", "label": "Entity Incorporation, State or Country Code", "terseLabel": "Entity Incorporation, State or Country Code" } } }, "localname": "EntityIncorporationStateCountryCode", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://en.kandivehicle.com/role/DocumentAndEntityInformation" ], "xbrltype": "edgarStateCountryItemType" }, "dei_EntityInteractiveDataCurrent": { "auth_ref": [ "r682" ], "lang": { "en-us": { "role": { "documentation": "Boolean flag that is true when the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).", "label": "Entity Interactive Data Current", "terseLabel": "Entity Interactive Data Current" } } }, "localname": "EntityInteractiveDataCurrent", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://en.kandivehicle.com/role/DocumentAndEntityInformation" ], "xbrltype": "yesNoItemType" }, "dei_EntityPublicFloat": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant's most recently completed second fiscal quarter.", "label": "Entity Public Float", "terseLabel": "Entity Public Float" } } }, "localname": "EntityPublicFloat", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://en.kandivehicle.com/role/DocumentAndEntityInformation" ], "xbrltype": "monetaryItemType" }, "dei_EntityRegistrantName": { "auth_ref": [ "r673" ], "lang": { "en-us": { "role": { "documentation": "The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.", "label": "Entity Registrant Name", "terseLabel": "Entity Registrant Name" } } }, "localname": "EntityRegistrantName", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://en.kandivehicle.com/role/DocumentAndEntityInformation" ], "xbrltype": "normalizedStringItemType" }, "dei_EntityShellCompany": { "auth_ref": [ "r673" ], "lang": { "en-us": { "role": { "documentation": "Boolean flag that is true when the registrant is a shell company as defined in Rule 12b-2 of the Exchange Act.", "label": "Entity Shell Company", "terseLabel": "Entity Shell Company" } } }, "localname": "EntityShellCompany", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://en.kandivehicle.com/role/DocumentAndEntityInformation" ], "xbrltype": "booleanItemType" }, "dei_EntitySmallBusiness": { "auth_ref": [ "r673" ], "lang": { "en-us": { "role": { "documentation": "Indicates that the company is a Smaller Reporting Company (SRC).", "label": "Entity Small Business", "terseLabel": "Entity Small Business" } } }, "localname": "EntitySmallBusiness", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://en.kandivehicle.com/role/DocumentAndEntityInformation" ], "xbrltype": "booleanItemType" }, "dei_EntityTaxIdentificationNumber": { "auth_ref": [ "r673" ], "lang": { "en-us": { "role": { "documentation": "The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.", "label": "Entity Tax Identification Number", "terseLabel": "Entity Tax Identification Number" } } }, "localname": "EntityTaxIdentificationNumber", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://en.kandivehicle.com/role/DocumentAndEntityInformation" ], "xbrltype": "employerIdItemType" }, "dei_EntityVoluntaryFilers": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Indicate 'Yes' or 'No' if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.", "label": "Entity Voluntary Filers", "terseLabel": "Entity Voluntary Filers" } } }, "localname": "EntityVoluntaryFilers", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://en.kandivehicle.com/role/DocumentAndEntityInformation" ], "xbrltype": "yesNoItemType" }, "dei_EntityWellKnownSeasonedIssuer": { "auth_ref": [ "r707" ], "lang": { "en-us": { "role": { "documentation": "Indicate 'Yes' or 'No' if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Is used on Form Type: 10-K, 10-Q, 8-K, 20-F, 6-K, 10-K/A, 10-Q/A, 20-F/A, 6-K/A, N-CSR, N-Q, N-1A.", "label": "Entity Well-known Seasoned Issuer", "terseLabel": "Entity Well-known Seasoned Issuer" } } }, "localname": "EntityWellKnownSeasonedIssuer", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://en.kandivehicle.com/role/DocumentAndEntityInformation" ], "xbrltype": "yesNoItemType" }, "dei_IcfrAuditorAttestationFlag": { "auth_ref": [ "r675", "r676", "r677" ], "lang": { "en-us": { "role": { "label": "ICFR Auditor Attestation Flag", "terseLabel": "ICFR Auditor Attestation Flag" } } }, "localname": "IcfrAuditorAttestationFlag", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://en.kandivehicle.com/role/DocumentAndEntityInformation" ], "xbrltype": "booleanItemType" }, "dei_LegalEntityAxis": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "The set of legal entities associated with a report.", "label": "Legal Entity [Axis]" } } }, "localname": "LegalEntityAxis", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://en.kandivehicle.com/role/DocumentAndEntityInformation" ], "xbrltype": "stringItemType" }, "dei_LocalPhoneNumber": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Local phone number for entity.", "label": "Local Phone Number", "terseLabel": "Local Phone Number" } } }, "localname": "LocalPhoneNumber", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://en.kandivehicle.com/role/DocumentAndEntityInformation" ], "xbrltype": "normalizedStringItemType" }, "dei_Security12bTitle": { "auth_ref": [ "r672" ], "lang": { "en-us": { "role": { "documentation": "Title of a 12(b) registered security.", "label": "Title of 12(b) Security", "terseLabel": "Title of 12(b) Security" } } }, "localname": "Security12bTitle", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://en.kandivehicle.com/role/DocumentAndEntityInformation" ], "xbrltype": "securityTitleItemType" }, "dei_SecurityExchangeName": { "auth_ref": [ "r674" ], "lang": { "en-us": { "role": { "documentation": "Name of the Exchange on which a security is registered.", "label": "Security Exchange Name", "terseLabel": "Security Exchange Name" } } }, "localname": "SecurityExchangeName", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://en.kandivehicle.com/role/DocumentAndEntityInformation" ], "xbrltype": "edgarExchangeCodeItemType" }, "dei_TradingSymbol": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Trading symbol of an instrument as listed on an exchange.", "label": "Trading Symbol", "terseLabel": "Trading Symbol" } } }, "localname": "TradingSymbol", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://en.kandivehicle.com/role/DocumentAndEntityInformation" ], "xbrltype": "tradingSymbolItemType" }, "kndi_AccountingForSaleOfCommonStockAndWarrantsPolicyTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "AccountingForSaleOfCommonStockAndWarrantsPolicyTextBlock", "terseLabel": "Accounting for Sale of Common Stock and Warrants" } } }, "localname": "AccountingForSaleOfCommonStockAndWarrantsPolicyTextBlock", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/AccountingPoliciesByPolicy" ], "xbrltype": "textBlockItemType" }, "kndi_AccountsReceivableReverse": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Accounts receivable reverse.", "label": "AccountsReceivableReverse", "terseLabel": "Reverse" } } }, "localname": "AccountsReceivableReverse", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofprovisionfordoubtfulaccountsTable" ], "xbrltype": "monetaryItemType" }, "kndi_AcquisitionsDetailsLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Acquisitions (Details) [Line Items]" } } }, "localname": "AcquisitionsDetailsLineItems", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/AcquisitionsDetails" ], "xbrltype": "stringItemType" }, "kndi_AcquisitionsDetailsScheduleofpreliminarypurchasepriceallocationsLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Acquisitions (Details) - Schedule of preliminary purchase price allocations [Line Items]" } } }, "localname": "AcquisitionsDetailsScheduleofpreliminarypurchasepriceallocationsLineItems", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofpreliminarypurchasepriceallocationsTable" ], "xbrltype": "stringItemType" }, "kndi_AcquisitionsDetailsScheduleofpreliminarypurchasepriceallocationsTable": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Acquisitions (Details) - Schedule of preliminary purchase price allocations [Table]" } } }, "localname": "AcquisitionsDetailsScheduleofpreliminarypurchasepriceallocationsTable", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofpreliminarypurchasepriceallocationsTable" ], "xbrltype": "stringItemType" }, "kndi_AcquisitionsDetailsTable": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Acquisitions (Details) [Table]" } } }, "localname": "AcquisitionsDetailsTable", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/AcquisitionsDetails" ], "xbrltype": "stringItemType" }, "kndi_AcquisitonsDisclosureAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Acquisitons Disclosure [Abstract]" } } }, "localname": "AcquisitonsDisclosureAbstract", "nsuri": "http://en.kandivehicle.com/20211231", "xbrltype": "stringItemType" }, "kndi_AcquisitonsDisclosureTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "The entire disclosure of acquisitons.", "label": "AcquisitonsDisclosureTextBlock", "terseLabel": "ACQUISITIONS" } } }, "localname": "AcquisitonsDisclosureTextBlock", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/Acquisitions" ], "xbrltype": "textBlockItemType" }, "kndi_AdditionOfAllowanceResultedFromAcquisitionOfJiangxiHuiyi": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Addition of allowance resulted from acquisition of Jiangxi Huiyi.", "label": "AdditionOfAllowanceResultedFromAcquisitionOfJiangxiHuiyi", "terseLabel": "Addition of allowance resulted from acquisition of Jiangxi Huiyi" } } }, "localname": "AdditionOfAllowanceResultedFromAcquisitionOfJiangxiHuiyi", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofprovisionfordoubtfulaccountsTable" ], "xbrltype": "monetaryItemType" }, "kndi_AdditionalValueOfRepurchase": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Additional value of repurchase.", "label": "AdditionalValueOfRepurchase", "terseLabel": "Additional value of repurchase" } } }, "localname": "AdditionalValueOfRepurchase", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/LiquidityDetails" ], "xbrltype": "monetaryItemType" }, "kndi_AdvancePayment": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount at the balance sheet date that has been received by the entity that represents paid in advance.", "label": "AdvancePayment", "terseLabel": "Advance payment" } } }, "localname": "AdvancePayment", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/AdvancestoSuppliersDetails" ], "xbrltype": "monetaryItemType" }, "kndi_AdvancePaymentForRD": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Advance payment.", "label": "AdvancePaymentForRD", "terseLabel": "Advance payment for R & D" } } }, "localname": "AdvancePaymentForRD", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofadvancestosuppliersTable" ], "xbrltype": "monetaryItemType" }, "kndi_AdvanceReceipts": { "auth_ref": [], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet": { "order": 6.0, "parentTag": "us-gaap_LiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The current portion of prepayments received from customers for goods or services to be provided in the future.", "label": "AdvanceReceipts", "terseLabel": "Advance receipts" } } }, "localname": "AdvanceReceipts", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet" ], "xbrltype": "monetaryItemType" }, "kndi_AdvancesToSuppliers": { "auth_ref": [], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet": { "order": 9.0, "parentTag": "us-gaap_AssetsCurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of consideration paid in advance for supplies that provide economic benefits within a future period of one year or the normal operating cycle, if longer.", "label": "AdvancesToSuppliers", "terseLabel": "Advances to suppliers" } } }, "localname": "AdvancesToSuppliers", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet" ], "xbrltype": "monetaryItemType" }, "kndi_AdvancesToSuppliersAreSummarizedAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Advances To Suppliers Are Summarized [Abstract]" } } }, "localname": "AdvancesToSuppliersAreSummarizedAbstract", "nsuri": "http://en.kandivehicle.com/20211231", "xbrltype": "stringItemType" }, "kndi_AdvancesToSuppliersAreSummarizedTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "AdvancesToSuppliersAreSummarizedTextBlock", "terseLabel": "ADVANCES TO SUPPLIERS" } } }, "localname": "AdvancesToSuppliersAreSummarizedTextBlock", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/AdvancestoSuppliers" ], "xbrltype": "textBlockItemType" }, "kndi_AffiliateMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "AffiliateMember", "terseLabel": "Affiliate [Member]" } } }, "localname": "AffiliateMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/EquityMethodInvestmentintheAffiliateCompanyDetails", "http://en.kandivehicle.com/role/PrinciplesofConsolidationDetails" ], "xbrltype": "domainItemType" }, "kndi_AffiliateOwnershipPercenatge": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Affiliate ownership percenatge.", "label": "AffiliateOwnershipPercenatge", "terseLabel": "Affiliate ownership" } } }, "localname": "AffiliateOwnershipPercenatge", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofequitymethodinvestmentsTable_Parentheticals" ], "xbrltype": "percentItemType" }, "kndi_AmortizableIntangibleAssetsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "AmortizableIntangibleAssetsAbstract", "terseLabel": "Amortizable intangible assets:" } } }, "localname": "AmortizableIntangibleAssetsAbstract", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofpreliminarypurchasepricetospecificintangibleassetTable" ], "xbrltype": "stringItemType" }, "kndi_AmortizationExpense": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The aggregate amount of recurring noncash expense charged against earnings in the period to allocate the cost of assets over their estimated remaining economic lives.", "label": "AmortizationExpense", "terseLabel": "Amortization expense" } } }, "localname": "AmortizationExpense", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/OtherLongTermAssetsDetails" ], "xbrltype": "monetaryItemType" }, "kndi_AmountInvested": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount invested", "label": "AmountInvested", "terseLabel": "Amount invested" } } }, "localname": "AmountInvested", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/OrganizationandPrincipalActivitiesDetails" ], "xbrltype": "monetaryItemType" }, "kndi_AverageRMBUSDExchangeRateMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "AverageRMBUSDExchangeRateMember", "terseLabel": "Average RMB: USD Exchange Rate [Member]" } } }, "localname": "AverageRMBUSDExchangeRateMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofaverageexchangerateofthereportingperiodTable" ], "xbrltype": "domainItemType" }, "kndi_BatteryExchangeEquipmentAndBatteryExchangeServiceMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "BatteryExchangeEquipmentAndBatteryExchangeServiceMember", "terseLabel": "Battery exchange equipment and Battery exchange service [Member]" } } }, "localname": "BatteryExchangeEquipmentAndBatteryExchangeServiceMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofrevenuesbygeographicareaTable" ], "xbrltype": "domainItemType" }, "kndi_BusinessAcquisitionOperatingLoss": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount after tax of income from continuing operations as if the business combination had been completed at the beginning of a period.", "label": "BusinessAcquisitionOperatingLoss", "terseLabel": "Operating loss" } } }, "localname": "BusinessAcquisitionOperatingLoss", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/AcquisitionsDetails" ], "xbrltype": "monetaryItemType" }, "kndi_BusinessAcquisitionsRevenue": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The revenue for a period as if the business combination or combinations had been completed at the beginning of the period.", "label": "BusinessAcquisitionsRevenue", "terseLabel": "Revenue" } } }, "localname": "BusinessAcquisitionsRevenue", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/AcquisitionsDetails" ], "xbrltype": "monetaryItemType" }, "kndi_CancellationOfTheTreasuryStock": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Cancellation of the Treasury Stock.", "label": "CancellationOfTheTreasuryStock", "terseLabel": "Cancellation of the Treasury Stock" } } }, "localname": "CancellationOfTheTreasuryStock", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ShareholdersEquityType2or3" ], "xbrltype": "monetaryItemType" }, "kndi_CancellationOfTheTreasuryStockinShares": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Cancellation of the Treasury Stock shares.", "label": "CancellationOfTheTreasuryStockinShares", "terseLabel": "Cancellation of the Treasury Stock (in Shares)" } } }, "localname": "CancellationOfTheTreasuryStockinShares", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ShareholdersEquityType2or3" ], "xbrltype": "sharesItemType" }, "kndi_CashAndCashEquivalent": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Amount of percentage on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Also includes short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates. Excludes cash and cash equivalents within disposal group and discontinued operation.", "label": "CashAndCashEquivalent", "terseLabel": "Cash and cash equivalents" } } }, "localname": "CashAndCashEquivalent", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofcomparedtoconsolidatedassetsandliabilitiesTable" ], "xbrltype": "percentItemType" }, "kndi_CashReceivedFromEquitySaleInAffiliateCompany": { "auth_ref": [], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedCashFlow": { "order": 4.0, "parentTag": "us-gaap_NetCashProvidedByUsedInInvestingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount refers to the cash received from equity sale in the Affiliate Company.", "label": "CashReceivedFromEquitySaleInAffiliateCompany", "terseLabel": "Cash received from sales of equity in the Affiliate Company" } } }, "localname": "CashReceivedFromEquitySaleInAffiliateCompany", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow" ], "xbrltype": "monetaryItemType" }, "kndi_ChangeOfFairValueOfContingentConsideration": { "auth_ref": [], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement": { "order": 2.0, "parentTag": "us-gaap_NonoperatingIncomeExpense", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Change of fair value of contingent consideration.", "label": "ChangeOfFairValueOfContingentConsideration", "terseLabel": "Change in fair value of contingent consideration" } } }, "localname": "ChangeOfFairValueOfContingentConsideration", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement" ], "xbrltype": "monetaryItemType" }, "kndi_CommitmentsandContingenciesDetailsLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Commitments and Contingencies (Details) [Line Items]" } } }, "localname": "CommitmentsandContingenciesDetailsLineItems", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/CommitmentsandContingenciesDetails" ], "xbrltype": "stringItemType" }, "kndi_CommitmentsandContingenciesDetailsTable": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Commitments and Contingencies (Details) [Table]" } } }, "localname": "CommitmentsandContingenciesDetailsTable", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/CommitmentsandContingenciesDetails" ], "xbrltype": "stringItemType" }, "kndi_CommonSharesDetailsLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Common Shares (Details) [Line Items]" } } }, "localname": "CommonSharesDetailsLineItems", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/CommonSharesDetails" ], "xbrltype": "stringItemType" }, "kndi_CommonSharesDetailsTable": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Common Shares (Details) [Table]" } } }, "localname": "CommonSharesDetailsTable", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/CommonSharesDetails" ], "xbrltype": "stringItemType" }, "kndi_CommonStockIssuedFromSettlementOfPayablesRelatedToAcquisitions": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Common stock issued from settlement of payables related to acquisitions.", "label": "CommonStockIssuedFromSettlementOfPayablesRelatedToAcquisitions", "terseLabel": "Common stock issued from settlement of payables related to acquisitions" } } }, "localname": "CommonStockIssuedFromSettlementOfPayablesRelatedToAcquisitions", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow" ], "xbrltype": "monetaryItemType" }, "kndi_CommonStockShares": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "CommonStockShares", "terseLabel": "Common stock shares" } } }, "localname": "CommonStockShares", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/CommonSharesDetails" ], "xbrltype": "sharesItemType" }, "kndi_ConcentrationRiskPercentage": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "For an entity that discloses a concentration risk in relation to quantitative amount, which serves as the \"benchmark\" (or denominator) in the equation, this concept represents the concentration percentage derived from the division.", "label": "ConcentrationRiskPercentage", "terseLabel": "Concentration risk, percentage", "verboseLabel": "Concentration percentage" } } }, "localname": "ConcentrationRiskPercentage", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ConcentrationsDetails", "http://en.kandivehicle.com/role/ScheduleofconcentrationpercentageTable", "http://en.kandivehicle.com/role/ScheduleofconcentrationpercentageTable0" ], "xbrltype": "percentItemType" }, "kndi_ConcentrationsDetailsLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Concentrations (Details) [Line Items]" } } }, "localname": "ConcentrationsDetailsLineItems", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ConcentrationsDetails" ], "xbrltype": "stringItemType" }, "kndi_ConcentrationsDetailsScheduleofconcentrationpercentageLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Concentrations (Details) - Schedule of concentration percentage [Line Items]" } } }, "localname": "ConcentrationsDetailsScheduleofconcentrationpercentageLineItems", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofconcentrationpercentageTable0" ], "xbrltype": "stringItemType" }, "kndi_ConcentrationsDetailsScheduleofconcentrationpercentageTable": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Concentrations (Details) - Schedule of concentration percentage [Table]" } } }, "localname": "ConcentrationsDetailsScheduleofconcentrationpercentageTable", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofconcentrationpercentageTable0" ], "xbrltype": "stringItemType" }, "kndi_ConcentrationsDetailsTable": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Concentrations (Details) [Table]" } } }, "localname": "ConcentrationsDetailsTable", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ConcentrationsDetails" ], "xbrltype": "stringItemType" }, "kndi_ConcentrationsTablesLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Concentrations (Tables) [Line Items]" } } }, "localname": "ConcentrationsTablesLineItems", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ConcentrationsTables" ], "xbrltype": "stringItemType" }, "kndi_ConcentrationsTablesTable": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Concentrations (Tables) [Table]" } } }, "localname": "ConcentrationsTablesTable", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ConcentrationsTables" ], "xbrltype": "stringItemType" }, "kndi_ConstructionsInProgressGross": { "auth_ref": [], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet": { "order": 4.0, "parentTag": "us-gaap_AssetsNoncurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of structure or a modification to a structure under construction. Includes recently completed structures or modifications to structures that have not been placed into service.", "label": "ConstructionsInProgressGross", "terseLabel": "Construction in progress" } } }, "localname": "ConstructionsInProgressGross", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet" ], "xbrltype": "monetaryItemType" }, "kndi_ContingentConsiderationLiability": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of contingent consideration liability.", "label": "ContingentConsiderationLiability", "terseLabel": "Contingent consideration liability (in Dollars)" } } }, "localname": "ContingentConsiderationLiability", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ContingentConsiderationLiabilityDetails" ], "xbrltype": "monetaryItemType" }, "kndi_ContingentConsiderationLiabilityDescription": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Description of contingent considerationl liability.", "label": "ContingentConsiderationLiabilityDescription", "terseLabel": "Contingent consideration liability, description" } } }, "localname": "ContingentConsiderationLiabilityDescription", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ContingentConsiderationLiabilityDetails" ], "xbrltype": "stringItemType" }, "kndi_ContingentConsiderationLiabilityDetailsLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Contingent Consideration Liability (Details) [Line Items]" } } }, "localname": "ContingentConsiderationLiabilityDetailsLineItems", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ContingentConsiderationLiabilityDetails" ], "xbrltype": "stringItemType" }, "kndi_ContingentConsiderationLiabilityDetailsTable": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Contingent Consideration Liability (Details) [Table]" } } }, "localname": "ContingentConsiderationLiabilityDetailsTable", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ContingentConsiderationLiabilityDetails" ], "xbrltype": "stringItemType" }, "kndi_ContingentLiability": { "auth_ref": [], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet": { "order": 3.0, "parentTag": "us-gaap_LiabilitiesNoncurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of contingent liability.", "label": "ContingentLiability", "terseLabel": "Contingent consideration liability", "verboseLabel": "Total contingent consideration liability" } } }, "localname": "ContingentLiability", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet", "http://en.kandivehicle.com/role/ScheduleofcontingentconsiderationliabilityTable" ], "xbrltype": "monetaryItemType" }, "kndi_CorporationIncomeTax": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "CorporationIncomeTax", "terseLabel": "Corporate income tax" } } }, "localname": "CorporationIncomeTax", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/TaxesDetails" ], "xbrltype": "percentItemType" }, "kndi_CostOfLandUseRights": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "It represents amount related to cost of land use rights.", "label": "CostOfLandUseRights", "terseLabel": "Cost of land use rights" } } }, "localname": "CostOfLandUseRights", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleoflanduserightsTable" ], "xbrltype": "monetaryItemType" }, "kndi_CurrentAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "CurrentAbstract", "terseLabel": "Current:" } } }, "localname": "CurrentAbstract", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofincometaxexpensesTable" ], "xbrltype": "stringItemType" }, "kndi_CustomerAMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "It represents member related to customer.", "label": "CustomerAMember", "terseLabel": "Customer A [Member]" } } }, "localname": "CustomerAMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofconcentrationpercentageTable" ], "xbrltype": "domainItemType" }, "kndi_CustomerBMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "It represents member related to customer.", "label": "CustomerBMember", "terseLabel": "Customer B [Member]" } } }, "localname": "CustomerBMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofconcentrationpercentageTable" ], "xbrltype": "domainItemType" }, "kndi_CustomerCMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "CustomerCMember", "terseLabel": "Customer C [Member]" } } }, "localname": "CustomerCMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofconcentrationpercentageTable" ], "xbrltype": "domainItemType" }, "kndi_DecreaseInInvestmentInTheAffiliateCompanyDueToChangeInItsEquity": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Decrease in investment in the Affiliate Company due to change in its equity.", "label": "DecreaseInInvestmentInTheAffiliateCompanyDueToChangeInItsEquity", "terseLabel": "Decrease in investment in the Affiliate Company due to change in its equity" } } }, "localname": "DecreaseInInvestmentInTheAffiliateCompanyDueToChangeInItsEquity", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow" ], "xbrltype": "monetaryItemType" }, "kndi_DeferredAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "DeferredAbstract", "terseLabel": "Deferred:" } } }, "localname": "DeferredAbstract", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofincometaxexpensesTable" ], "xbrltype": "stringItemType" }, "kndi_DeferredIncomeTaxExpenseBenefits": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of deferred income tax expense (benefit) pertaining to income (loss) from continuing operations.", "label": "DeferredIncomeTaxExpenseBenefits", "terseLabel": "Provision for CIT" } } }, "localname": "DeferredIncomeTaxExpenseBenefits", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofincometaxexpensesTable" ], "xbrltype": "monetaryItemType" }, "kndi_DeferredTaxAssetRelatedToOutsideBasisDifferenceOfInvestmentInTheAffiliateCompany": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Deferred tax asset related to outside basis difference of investment in the Affiliate Company.", "label": "DeferredTaxAssetRelatedToOutsideBasisDifferenceOfInvestmentInTheAffiliateCompany", "terseLabel": "Reduction in the Affiliate Company\u2019s equity" } } }, "localname": "DeferredTaxAssetRelatedToOutsideBasisDifferenceOfInvestmentInTheAffiliateCompany", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ShareholdersEquityType2or3" ], "xbrltype": "monetaryItemType" }, "kndi_DeferredTaxAssetsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "DeferredTaxAssetsAbstract", "terseLabel": "Deferred tax assets:" } } }, "localname": "DeferredTaxAssetsAbstract", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofdeferredtaxassetsandliabilitiesTable" ], "xbrltype": "stringItemType" }, "kndi_DeferredTaxAssetsDepreciation": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "label": "DeferredTaxAssetsDepreciation", "terseLabel": "Depreciation" } } }, "localname": "DeferredTaxAssetsDepreciation", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofdeferredtaxassetsandliabilitiesTable" ], "xbrltype": "monetaryItemType" }, "kndi_DeferredTaxLiabilitiesRevenue": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "label": "DeferredTaxLiabilitiesRevenue", "terseLabel": "Total deferred tax assets" } } }, "localname": "DeferredTaxLiabilitiesRevenue", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofdeferredtaxassetsandliabilitiesTable" ], "xbrltype": "monetaryItemType" }, "kndi_DilutiveSecuritiesAxis": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "DilutiveSecuritiesAxis", "terseLabel": "Dilutive Securities [Axis]" } } }, "localname": "DilutiveSecuritiesAxis", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/EarningsLossPerShareDetails" ], "xbrltype": "stringItemType" }, "kndi_DilutiveSecuritiesExcludedFromComputationOfEarningsPerShareAmount": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Securities (including those issuable pursuant to contingent stock agreements) that could potentially dilute basic earnings per share (EPS) or earnings per unit (EPU) in the future that were not included in the computation of diluted EPS or EPU because to do so would increase EPS or EPU amounts or decrease loss per share or unit amounts for the period presented.", "label": "DilutiveSecuritiesExcludedFromComputationOfEarningsPerShareAmount", "terseLabel": "Excluded from the calculation of diluted net earnings per share" } } }, "localname": "DilutiveSecuritiesExcludedFromComputationOfEarningsPerShareAmount", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/EarningsLossPerShareDetails" ], "xbrltype": "sharesItemType" }, "kndi_DirectorsOfficersAndSeniorEmployeesMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "DirectorsOfficersAndSeniorEmployeesMember", "terseLabel": "Directors, Officers and Senior Employees [Member]" } } }, "localname": "DirectorsOfficersAndSeniorEmployeesMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/StockOptionsDetails" ], "xbrltype": "domainItemType" }, "kndi_DisclosureUseOfEstimatesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Disclosure Use Of Estimates [Abstract]" } } }, "localname": "DisclosureUseOfEstimatesAbstract", "nsuri": "http://en.kandivehicle.com/20211231", "xbrltype": "stringItemType" }, "kndi_DisclosureUseOfEstimatesTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "The entire disclosure of use of estimates.", "label": "DisclosureUseOfEstimatesTextBlock", "terseLabel": "USE OF ESTIMATES" } } }, "localname": "DisclosureUseOfEstimatesTextBlock", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/UseofEstimates" ], "xbrltype": "textBlockItemType" }, "kndi_DisposalOfLongliveAsset": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Disposal of long-live asset.", "label": "DisposalOfLongliveAsset", "terseLabel": "Disposal of long-live asset" } } }, "localname": "DisposalOfLongliveAsset", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/OtherLongTermAssetsDetails" ], "xbrltype": "monetaryItemType" }, "kndi_DividedReceivedDeduction": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "label": "DividedReceivedDeduction", "terseLabel": "Divided received deduction" } } }, "localname": "DividedReceivedDeduction", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofprovisionforincometaxesTable" ], "xbrltype": "monetaryItemType" }, "kndi_DocumentAndEntityInformationAbstract": { "auth_ref": [], "localname": "DocumentAndEntityInformationAbstract", "nsuri": "http://en.kandivehicle.com/20211231", "xbrltype": "stringItemType" }, "kndi_EVProductsMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "EVProductsMember", "terseLabel": "EV products [Member]" } } }, "localname": "EVProductsMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofrevenuesbygeographicareaTable" ], "xbrltype": "domainItemType" }, "kndi_EarningsLossPerShareDetailsLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Earnings (Loss) Per Share (Details) [Line Items]" } } }, "localname": "EarningsLossPerShareDetailsLineItems", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/EarningsLossPerShareDetails" ], "xbrltype": "stringItemType" }, "kndi_EarningsLossPerShareDetailsTable": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Earnings (Loss) Per Share (Details) [Table]" } } }, "localname": "EarningsLossPerShareDetailsTable", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/EarningsLossPerShareDetails" ], "xbrltype": "stringItemType" }, "kndi_EconomicAndPoliticalRisksPolicyTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Disclosure of economic and political risks.", "label": "EconomicAndPoliticalRisksPolicyTextBlock", "terseLabel": "Economic and Political Risks" } } }, "localname": "EconomicAndPoliticalRisksPolicyTextBlock", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/AccountingPoliciesByPolicy" ], "xbrltype": "textBlockItemType" }, "kndi_ElectricScootersAndElectricSelfBalancingScootersMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "ElectricScootersAndElectricSelfBalancingScootersMember", "terseLabel": "Electric Scooters, Electric Self-Balancing Scooters and associated parts [Member]" } } }, "localname": "ElectricScootersAndElectricSelfBalancingScootersMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofrevenuesbygeographicareaTable" ], "xbrltype": "domainItemType" }, "kndi_EmployeesAndDirectorsMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "EmployeesAndDirectorsMember", "terseLabel": "Employees and Directors [Member]" } } }, "localname": "EmployeesAndDirectorsMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/StockOptionsDetails" ], "xbrltype": "domainItemType" }, "kndi_EquityConsiderationPercentage": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Equity consideration percentage.", "label": "EquityConsiderationPercentage", "terseLabel": "Equity consideration percentage" } } }, "localname": "EquityConsiderationPercentage", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ContingentConsiderationLiabilityDetails" ], "xbrltype": "percentItemType" }, "kndi_EquityInterestsPercentage": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Equity interests percentage", "label": "EquityInterestsPercentage", "terseLabel": "Equity interests percentage" } } }, "localname": "EquityInterestsPercentage", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/OrganizationandPrincipalActivitiesDetails" ], "xbrltype": "percentItemType" }, "kndi_EquityMethodInvesteesMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "EquityMethodInvesteesMember", "terseLabel": "Equity Method Investees [Member]" } } }, "localname": "EquityMethodInvesteesMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/PrinciplesofConsolidationDetails" ], "xbrltype": "domainItemType" }, "kndi_EquityMethodInvestmentSummarizedFinancialInformationEquityInNetIncome": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Equity method investment summarized financial information equity in net income.", "label": "EquityMethodInvestmentSummarizedFinancialInformationEquityInNetIncome", "terseLabel": "Company\u2019s share in net loss of Affiliate based on 22% ownership for period from January 1, 2021 to March 9, 2021 and year ended December 31, 2020" } } }, "localname": "EquityMethodInvestmentSummarizedFinancialInformationEquityInNetIncome", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofequitymethodinvestmentsTable" ], "xbrltype": "monetaryItemType" }, "kndi_EquityMethodInvestmentSummarizedFinancialInformationEquityInNetIncomeInvestmentIncreaseDecreased": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Equity method investment summarized financial information equity investment in increase decreased.", "label": "EquityMethodInvestmentSummarizedFinancialInformationEquityInNetIncomeInvestmentIncreaseDecreased", "terseLabel": "Investment decreased in 2021" } } }, "localname": "EquityMethodInvestmentSummarizedFinancialInformationEquityInNetIncomeInvestmentIncreaseDecreased", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofequitymethodinvestmentsTable" ], "xbrltype": "monetaryItemType" }, "kndi_EquityMethodInvestmentSummarizedFinancialInformationEquityInNonControllingInterest": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Equity method investment summarized financial information equity in Non-controlling interest.", "label": "EquityMethodInvestmentSummarizedFinancialInformationEquityInNonControllingInterest", "terseLabel": "Non-controlling interest" } } }, "localname": "EquityMethodInvestmentSummarizedFinancialInformationEquityInNonControllingInterest", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofequitymethodinvestmentsTable" ], "xbrltype": "monetaryItemType" }, "kndi_EquityMethodInvestmentSummarizedFinancialInformationExchangeDifference": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Equity method investment summarized financial information exchange difference.", "label": "EquityMethodInvestmentSummarizedFinancialInformationExchangeDifference", "terseLabel": "Exchange difference" } } }, "localname": "EquityMethodInvestmentSummarizedFinancialInformationExchangeDifference", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofequitymethodinvestmentsTable" ], "xbrltype": "monetaryItemType" }, "kndi_EquityMethodInvestmentintheAffiliateCompanyDetailsLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Equity Method Investment in the Affiliate Company (Details) [Line Items]" } } }, "localname": "EquityMethodInvestmentintheAffiliateCompanyDetailsLineItems", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/EquityMethodInvestmentintheAffiliateCompanyDetails" ], "xbrltype": "stringItemType" }, "kndi_EquityMethodInvestmentintheAffiliateCompanyDetailsTable": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Equity Method Investment in the Affiliate Company (Details) [Table]" } } }, "localname": "EquityMethodInvestmentintheAffiliateCompanyDetailsTable", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/EquityMethodInvestmentintheAffiliateCompanyDetails" ], "xbrltype": "stringItemType" }, "kndi_EquityTransferAgreementMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "EquityTransferAgreementMember", "terseLabel": "Equity Transfer Agreement [Member]" } } }, "localname": "EquityTransferAgreementMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/EquityMethodInvestmentintheAffiliateCompanyDetails" ], "xbrltype": "domainItemType" }, "kndi_EvPartsMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "It represents member related to Ev parts.", "label": "EvPartsMember", "terseLabel": "EV parts [Member]" } } }, "localname": "EvPartsMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofrevenuesbygeographicareaTable" ], "xbrltype": "domainItemType" }, "kndi_ExchangeRateAxis": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "ExchangeRateAxis", "terseLabel": "Exchange Rate Axis" } } }, "localname": "ExchangeRateAxis", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofaverageexchangerateofthereportingperiodTable" ], "xbrltype": "stringItemType" }, "kndi_ExchangeRateDifference": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "label": "ExchangeRateDifference", "terseLabel": "Exchange rate difference" } } }, "localname": "ExchangeRateDifference", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofvaluationallowanceofdeferredtaxassetsTable" ], "xbrltype": "monetaryItemType" }, "kndi_FairValueOfStockOpttionIssuedPerShare": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Fair value of stock opttion issued per share.", "label": "FairValueOfStockOpttionIssuedPerShare", "terseLabel": "Fair value of stock opttion issued per share (in Dollars per share)" } } }, "localname": "FairValueOfStockOpttionIssuedPerShare", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/StockOptionsDetails" ], "xbrltype": "perShareItemType" }, "kndi_FengshengAutomotiveTechnologyGroupCoLtdMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "FengshengAutomotiveTechnologyGroupCoLtdMember", "terseLabel": "Fengsheng Automotive Technology Group Co., Ltd. [Member]" } } }, "localname": "FengshengAutomotiveTechnologyGroupCoLtdMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/OrganizationandPrincipalActivitiesDetails" ], "xbrltype": "domainItemType" }, "kndi_FinalPaymentUnderRepurchaseAgreement": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of final payment under repurchase agreement.", "label": "FinalPaymentUnderRepurchaseAgreement", "terseLabel": "Final payment under repurchase agreement" } } }, "localname": "FinalPaymentUnderRepurchaseAgreement", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/LiquidityDetails" ], "xbrltype": "monetaryItemType" }, "kndi_FiniteLivedIntangibleAssetsAmortizationExpenseYearSix": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of amortization for assets, excluding financial assets and goodwill, lacking physical substance with finite life expected to be recognized in sixth fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "FiniteLivedIntangibleAssetsAmortizationExpenseYearSix", "terseLabel": "2026" } } }, "localname": "FiniteLivedIntangibleAssetsAmortizationExpenseYearSix", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofamortizationexpensesTable" ], "xbrltype": "monetaryItemType" }, "kndi_FirstHalfMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "FirstHalfMember", "terseLabel": "First Half [Member]" } } }, "localname": "FirstHalfMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/EquityMethodInvestmentintheAffiliateCompanyDetails", "http://en.kandivehicle.com/role/LiquidityDetails" ], "xbrltype": "domainItemType" }, "kndi_FirstPaymentUnderRepurchaseAgreement": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of first payment under repurchase agreement.", "label": "FirstPaymentUnderRepurchaseAgreement", "terseLabel": "First payment under repurchase agreement" } } }, "localname": "FirstPaymentUnderRepurchaseAgreement", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/LiquidityDetails" ], "xbrltype": "monetaryItemType" }, "kndi_FundRaisingThroughIssuingCommonStockAndWarrants": { "auth_ref": [], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedCashFlow": { "order": 3.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Fund raising through issuing common stock and warrants.", "label": "FundRaisingThroughIssuingCommonStockAndWarrants", "terseLabel": "Proceeds from issuance of common stock and warrants" } } }, "localname": "FundRaisingThroughIssuingCommonStockAndWarrants", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow" ], "xbrltype": "monetaryItemType" }, "kndi_GainLossFromEquitySaleInTheAffiliateCompany": { "auth_ref": [], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedCashFlow": { "order": 12.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Gain from equity sale in the Affiliate Company.", "label": "GainLossFromEquitySaleInTheAffiliateCompany", "negatedLabel": "Gain from equity sale in the Affiliate Company" } } }, "localname": "GainLossFromEquitySaleInTheAffiliateCompany", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow" ], "xbrltype": "monetaryItemType" }, "kndi_GainOrLossDifferenceDueToOutsideBasisInEquityInvestments": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "label": "GainOrLossDifferenceDueToOutsideBasisInEquityInvestments", "terseLabel": "Gain or loss difference due to outside basis in equity investments" } } }, "localname": "GainOrLossDifferenceDueToOutsideBasisInEquityInvestments", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofprovisionforincometaxesTable" ], "xbrltype": "monetaryItemType" }, "kndi_GeelyMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "GeelyMember", "terseLabel": "Geely [Member]" } } }, "localname": "GeelyMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/LiquidityDetails", "http://en.kandivehicle.com/role/PrinciplesofConsolidationDetails" ], "xbrltype": "domainItemType" }, "kndi_GovernmentGrantsPolicyTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Disclosure of government grants.", "label": "GovernmentGrantsPolicyTextBlock", "terseLabel": "Government Grants" } } }, "localname": "GovernmentGrantsPolicyTextBlock", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/AccountingPoliciesByPolicy" ], "xbrltype": "textBlockItemType" }, "kndi_GuaranteeForBankLoansAmount": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The amount the entity has committed to make for future bank loans guarantees.", "label": "GuaranteeForBankLoansAmount", "terseLabel": "Guarantee for bank loans amount" } } }, "localname": "GuaranteeForBankLoansAmount", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/CommitmentsandContingenciesDetails" ], "xbrltype": "monetaryItemType" }, "kndi_HNTETreatmentMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "HNTE Treatment [Member]", "label": "HNTETreatmentMember", "terseLabel": "HNTE [Member]" } } }, "localname": "HNTETreatmentMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/TaxesDetails" ], "xbrltype": "domainItemType" }, "kndi_HainanMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "HainanMember", "terseLabel": "Hainan [Member]" } } }, "localname": "HainanMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/OtherLongTermAssetsDetails" ], "xbrltype": "domainItemType" }, "kndi_HighAndNewTechnologyEnterpriseMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "HighAndNewTechnologyEnterpriseMember", "terseLabel": "High and New Technology Enterprise [Member]" } } }, "localname": "HighAndNewTechnologyEnterpriseMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/TaxesDetails" ], "xbrltype": "domainItemType" }, "kndi_IncomeLossFromSubsidiariesNetOfTaxes": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "label": "IncomeLossFromSubsidiariesNetOfTaxes", "terseLabel": "Subtotal" } } }, "localname": "IncomeLossFromSubsidiariesNetOfTaxes", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofequitymethodinvestmentsTable" ], "xbrltype": "monetaryItemType" }, "kndi_IncreaseDecreaseInDueFromAffiliatessCurrent": { "auth_ref": [], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedCashFlow": { "order": 18.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The increase (decrease) during the reporting period in current receivables (due within one year or one operating cycle) to be collected from an entity that is controlling, under the control of, or within the same control group as the reporting entity by means of direct or indirect ownership.", "label": "IncreaseDecreaseInDueFromAffiliatessCurrent", "negatedLabel": "Amount due from the Affiliate Company" } } }, "localname": "IncreaseDecreaseInDueFromAffiliatessCurrent", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow" ], "xbrltype": "monetaryItemType" }, "kndi_IncreaseDecreaseNotePayable": { "auth_ref": [], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedCashFlow": { "order": 9.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The increase (decrease) during the reporting period in current portion (due within one year or one business cycle) of obligations evidenced by formal promissory notes.", "label": "IncreaseDecreaseNotePayable", "terseLabel": "Notes payable" } } }, "localname": "IncreaseDecreaseNotePayable", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow" ], "xbrltype": "monetaryItemType" }, "kndi_IntangibleAssetsDetailsScheduleofgrosscarryingvalueandaccumulatedamortizationforeachmajorclassofourintangibleassetsotherthangoodwillLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Intangible Assets (Details) - Schedule of gross carrying value and accumulated amortization for each major class of our intangible assets other than goodwill [Line Items]" } } }, "localname": "IntangibleAssetsDetailsScheduleofgrosscarryingvalueandaccumulatedamortizationforeachmajorclassofourintangibleassetsotherthangoodwillLineItems", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofgrosscarryingvalueandaccumulatedamortizationforeachmajorclassofourintangibleassetsotherthangoodwillTable" ], "xbrltype": "stringItemType" }, "kndi_IntangibleAssetsDetailsScheduleofgrosscarryingvalueandaccumulatedamortizationforeachmajorclassofourintangibleassetsotherthangoodwillTable": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Intangible Assets (Details) - Schedule of gross carrying value and accumulated amortization for each major class of our intangible assets other than goodwill [Table]" } } }, "localname": "IntangibleAssetsDetailsScheduleofgrosscarryingvalueandaccumulatedamortizationforeachmajorclassofourintangibleassetsotherthangoodwillTable", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofgrosscarryingvalueandaccumulatedamortizationforeachmajorclassofourintangibleassetsotherthangoodwillTable" ], "xbrltype": "stringItemType" }, "kndi_InventoriesDetailsLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Inventories (Details) [Line Items]" } } }, "localname": "InventoriesDetailsLineItems", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/InventoriesDetails" ], "xbrltype": "stringItemType" }, "kndi_InventoriesDetailsTable": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Inventories (Details) [Table]" } } }, "localname": "InventoriesDetailsTable", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/InventoriesDetails" ], "xbrltype": "stringItemType" }, "kndi_InvestmentInAffiliatesSubsidiariesAssociatesAndJointVentures": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "label": "InvestmentInAffiliatesSubsidiariesAssociatesAndJointVentures", "periodEndLabel": "Investment in Affiliate Company, end of the period", "periodStartLabel": "Investment in the Affiliate Company, beginning of the period," } } }, "localname": "InvestmentInAffiliatesSubsidiariesAssociatesAndJointVentures", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofequitymethodinvestmentsTable" ], "xbrltype": "monetaryItemType" }, "kndi_InvestmentInTheAffiliateCompany": { "auth_ref": [], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet": { "order": 7.0, "parentTag": "us-gaap_AssetsNoncurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of investment in equity method investee and investment in and advance to affiliate.", "label": "InvestmentInTheAffiliateCompany", "terseLabel": "Investment in the Affiliate Company" } } }, "localname": "InvestmentInTheAffiliateCompany", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet" ], "xbrltype": "monetaryItemType" }, "kndi_JiangsuXingchiMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "JiangsuXingchiMember", "terseLabel": "Jiangsu Xingchi [Member]" } } }, "localname": "JiangsuXingchiMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/OrganizationandPrincipalActivitiesDetails" ], "xbrltype": "domainItemType" }, "kndi_JiangxiHuiyiMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "JiangxiHuiyiMember", "terseLabel": "Jiangxi Huiyi [Member]" } } }, "localname": "JiangxiHuiyiMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/AcquisitionsDetails", "http://en.kandivehicle.com/role/OrganizationandPrincipalActivitiesDetails", "http://en.kandivehicle.com/role/ScheduleofcontingentconsiderationliabilityTable", "http://en.kandivehicle.com/role/ScheduleofpreliminarypurchasepriceallocationsTable", "http://en.kandivehicle.com/role/ScheduleofpreliminarypurchasepriceasoftheacquisitiondateTable" ], "xbrltype": "domainItemType" }, "kndi_JinhuaFacilityMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "JinhuaFacilityMember", "terseLabel": "Jinhua Facility [Member]" } } }, "localname": "JinhuaFacilityMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/OtherLongTermAssetsDetails" ], "xbrltype": "domainItemType" }, "kndi_JinhuaKandiNewEnergyVehiclesCoLtdMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "JinhuaKandiNewEnergyVehiclesCoLtdMember", "terseLabel": "Jinhua Kandi New Energy Vehicles Co., Ltd. [Member]" } } }, "localname": "JinhuaKandiNewEnergyVehiclesCoLtdMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/OrganizationandPrincipalActivitiesDetails" ], "xbrltype": "domainItemType" }, "kndi_KSBSShareholdersMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "KSBSShareholdersMember", "terseLabel": "KSBS Shareholders [Member]" } } }, "localname": "KSBSShareholdersMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ContingentConsiderationLiabilityDetails", "http://en.kandivehicle.com/role/ScheduleofcontingentconsiderationliabilityTable" ], "xbrltype": "domainItemType" }, "kndi_KandiHainanAndJiangsuXingchiMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "KandiHainanAndJiangsuXingchiMember", "terseLabel": "Kandi Hainan and Jiangsu Xingchi [Member]" } } }, "localname": "KandiHainanAndJiangsuXingchiMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/OrganizationandPrincipalActivitiesDetails" ], "xbrltype": "domainItemType" }, "kndi_KandiHainanMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "It represents member related to kandi Hainan.", "label": "KandiHainanMember", "terseLabel": "Kandi Hainan [Member]" } } }, "localname": "KandiHainanMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/OrganizationandPrincipalActivitiesDetails", "http://en.kandivehicle.com/role/PrinciplesofConsolidationDetails" ], "xbrltype": "domainItemType" }, "kndi_KandiNewEnergyMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "KandiNewEnergyMember", "terseLabel": "Kandi New Energy [Member]" } } }, "localname": "KandiNewEnergyMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/OrganizationandPrincipalActivitiesDetails", "http://en.kandivehicle.com/role/PrinciplesofConsolidationDetails", "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesDetails" ], "xbrltype": "domainItemType" }, "kndi_LandAndPropertiesDescription": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Description of land and description.", "label": "LandAndPropertiesDescription", "terseLabel": "Land and Properties Description" } } }, "localname": "LandAndPropertiesDescription", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/OtherLongTermAssetsDetails" ], "xbrltype": "stringItemType" }, "kndi_LandAndPropertiesWithCertificatesCancelledAmount": { "auth_ref": [], "calculation": { "http://en.kandivehicle.com/role/ScheduleofotherlongtermassetsTable": { "order": 3.0, "parentTag": "us-gaap_OtherAssetsNoncurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Land and properties with certificates cancelled.", "label": "LandAndPropertiesWithCertificatesCancelledAmount", "terseLabel": "Land and properties with certificates cancelled" } } }, "localname": "LandAndPropertiesWithCertificatesCancelledAmount", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofotherlongtermassetsTable" ], "xbrltype": "monetaryItemType" }, "kndi_LandUseRightAssetsAmortizationExpenseRemainderOfFiscalYear": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of amortization of land use rights expected to be recognized in remainder of current fiscal year.", "label": "LandUseRightAssetsAmortizationExpenseRemainderOfFiscalYear", "terseLabel": "Years ended December 31," } } }, "localname": "LandUseRightAssetsAmortizationExpenseRemainderOfFiscalYear", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofamortizationexpenseTable" ], "xbrltype": "monetaryItemType" }, "kndi_LandUseRightsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Land Use Rights [Abstract]" } } }, "localname": "LandUseRightsAbstract", "nsuri": "http://en.kandivehicle.com/20211231", "xbrltype": "stringItemType" }, "kndi_LandUseRightsNet": { "auth_ref": [], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet": { "order": 3.0, "parentTag": "us-gaap_AssetsNoncurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of land use rights net for the reporting period.", "label": "LandUseRightsNet", "terseLabel": "Land use rights, net" } } }, "localname": "LandUseRightsNet", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet" ], "xbrltype": "monetaryItemType" }, "kndi_LandUseRightsNetPolicyTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Disclosure of land use rights net.", "label": "LandUseRightsNetPolicyTextBlock", "terseLabel": "Land Use Rights, net" } } }, "localname": "LandUseRightsNetPolicyTextBlock", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/AccountingPoliciesByPolicy" ], "xbrltype": "textBlockItemType" }, "kndi_LandUseRightsTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Land Use Rights [Text Block].", "label": "LandUseRightsTextBlock", "terseLabel": "LAND USE RIGHTS" } } }, "localname": "LandUseRightsTextBlock", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/LandUseRights" ], "xbrltype": "textBlockItemType" }, "kndi_LandUseRightsTotal": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Land use rights, total.", "label": "LandUseRightsTotal", "terseLabel": "Total" } } }, "localname": "LandUseRightsTotal", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofamortizationexpenseTable" ], "xbrltype": "monetaryItemType" }, "kndi_LeaseAxis": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "LeaseAxis", "terseLabel": "Lease Axis" } } }, "localname": "LeaseAxis", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/LeasesandRightofUseAssetsDetails" ], "xbrltype": "stringItemType" }, "kndi_LeaseDomain": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Lease [Domain]" } } }, "localname": "LeaseDomain", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/LeasesandRightofUseAssetsDetails" ], "xbrltype": "domainItemType" }, "kndi_LeasesTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "LeasesTextBlock", "terseLabel": "LEASES AND RIGHT-OF-USE-ASSETS" } } }, "localname": "LeasesTextBlock", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/LeasesandRightofUseAssets" ], "xbrltype": "textBlockItemType" }, "kndi_LeasesandRightofUseAssetsDetailsLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Leases and Right-of-Use-Assets (Details) [Line Items]" } } }, "localname": "LeasesandRightofUseAssetsDetailsLineItems", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/LeasesandRightofUseAssetsDetails" ], "xbrltype": "stringItemType" }, "kndi_LeasesandRightofUseAssetsDetailsTable": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Leases and Right-of-Use-Assets (Details) [Table]" } } }, "localname": "LeasesandRightofUseAssetsDetailsTable", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/LeasesandRightofUseAssetsDetails" ], "xbrltype": "stringItemType" }, "kndi_LiquidityAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Liquidity [Abstract]" } } }, "localname": "LiquidityAbstract", "nsuri": "http://en.kandivehicle.com/20211231", "xbrltype": "stringItemType" }, "kndi_LiquidityDetailsLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Liquidity (Details) [Line Items]" } } }, "localname": "LiquidityDetailsLineItems", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/LiquidityDetails" ], "xbrltype": "stringItemType" }, "kndi_LiquidityDetailsTable": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Liquidity (Details) [Table]" } } }, "localname": "LiquidityDetailsTable", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/LiquidityDetails" ], "xbrltype": "stringItemType" }, "kndi_LiquidityTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Disclosure for reporting when there is a substantial doubt about an entity's ability to continue as a going concern for a reasonable period of time (generally a year from the balance sheet date).", "label": "LiquidityTextBlock", "terseLabel": "LIQUIDITY" } } }, "localname": "LiquidityTextBlock", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/Liquidity" ], "xbrltype": "textBlockItemType" }, "kndi_LithiumionCellsMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "LithiumionCellsMember", "terseLabel": "Lithium-ion cells [Member]" } } }, "localname": "LithiumionCellsMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofrevenuesbygeographicareaTable" ], "xbrltype": "domainItemType" }, "kndi_LoanToThirdParty": { "auth_ref": [], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedCashFlow": { "order": 3.0, "parentTag": "us-gaap_NetCashProvidedByUsedInInvestingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of loan to third party.", "label": "LoanToThirdParty", "terseLabel": "Loan to third party" } } }, "localname": "LoanToThirdParty", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow" ], "xbrltype": "monetaryItemType" }, "kndi_LocalTaxAdjustment": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "label": "LocalTaxAdjustment", "terseLabel": "Local tax adjustment" } } }, "localname": "LocalTaxAdjustment", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofprovisionforincometaxesTable" ], "xbrltype": "monetaryItemType" }, "kndi_LongTermDeferredAssets": { "auth_ref": [], "calculation": { "http://en.kandivehicle.com/role/ScheduleofotherlongtermassetsTable": { "order": 1.0, "parentTag": "us-gaap_OtherAssetsNoncurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Long term deferred assets.", "label": "LongTermDeferredAssets", "terseLabel": "Long term deferred assets" } } }, "localname": "LongTermDeferredAssets", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofotherlongtermassetsTable" ], "xbrltype": "monetaryItemType" }, "kndi_MajorProductsMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "It represents member related to major products.", "label": "MajorProductsMember", "terseLabel": "Major products [Member]", "verboseLabel": "Major Products [Member]" } } }, "localname": "MajorProductsMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofrevenuesbygeographicareaTable" ], "xbrltype": "domainItemType" }, "kndi_ManagementMembersAndEmployeesMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "It represents member related to management and employee.", "label": "ManagementMembersAndEmployeesMember", "terseLabel": "Certain management members and employees [Member]" } } }, "localname": "ManagementMembersAndEmployeesMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/StockAwardDetails" ], "xbrltype": "domainItemType" }, "kndi_MassimoMotorSportsLLCMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "MassimoMotorSportsLLCMember", "terseLabel": "Massimo Motor Sports, LLC [Member]" } } }, "localname": "MassimoMotorSportsLLCMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofconcentrationpercentageTable0" ], "xbrltype": "domainItemType" }, "kndi_MouldsMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "It represents member related to moulds.", "label": "MouldsMember", "terseLabel": "Molds and Others [Member]" } } }, "localname": "MouldsMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofpropertyplantsandequipmentTable" ], "xbrltype": "domainItemType" }, "kndi_MrHenryYuMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Mr Henry Yu.", "label": "MrHenryYuMember", "terseLabel": "Mr. Henry Yu [Member]" } } }, "localname": "MrHenryYuMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/StockAwardDetails" ], "xbrltype": "domainItemType" }, "kndi_MrHuXiaomingMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "It represents member related to Mr Hu Xiaoming.", "label": "MrHuXiaomingMember", "terseLabel": "Mr. Hu Xiaoming [Member]" } } }, "localname": "MrHuXiaomingMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/OrganizationandPrincipalActivitiesDetails", "http://en.kandivehicle.com/role/PrinciplesofConsolidationDetails" ], "xbrltype": "domainItemType" }, "kndi_MrJehnMingLimMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "MrJehnMingLimMember", "terseLabel": "Mr. Jehn Ming Lim [Member]" } } }, "localname": "MrJehnMingLimMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/StockAwardDetails" ], "xbrltype": "domainItemType" }, "kndi_MrJerryLewinsMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Mr. Jerry Lewins.", "label": "MrJerryLewinsMember", "terseLabel": "Mr. Jerry Lewin [Member]" } } }, "localname": "MrJerryLewinsMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/StockAwardDetails" ], "xbrltype": "domainItemType" }, "kndi_MsKewaLuosMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Ms. Kewa Luo's.", "label": "MsKewaLuosMember", "terseLabel": "Ms. Kewa Luo [Member]" } } }, "localname": "MsKewaLuosMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/StockAwardDetails" ], "xbrltype": "domainItemType" }, "kndi_MsZhuXiaoyingMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "It represents member related to Ms ZhuXiaoying.", "label": "MsZhuXiaoyingMember", "terseLabel": "Ms Zhu Xiaoying [Member]" } } }, "localname": "MsZhuXiaoyingMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/StockAwardDetails" ], "xbrltype": "domainItemType" }, "kndi_NanlongGroupCoLtdMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Nanlong Group Co., Ltd.", "label": "NanlongGroupCoLtdMember", "terseLabel": "Nanlong Group Co., Ltd [Member]" } } }, "localname": "NanlongGroupCoLtdMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/CommitmentsandContingenciesDetails" ], "xbrltype": "domainItemType" }, "kndi_NetAmountDueFromTheAffiliateCompany": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Net amount due from the Affiliate Company.", "label": "NetAmountDueFromTheAffiliateCompany", "terseLabel": "Net amount due from the affiliate" } } }, "localname": "NetAmountDueFromTheAffiliateCompany", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesDetails" ], "xbrltype": "monetaryItemType" }, "kndi_NetChangeOfValuationAllowanceOfDeferredTaxAssetsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "NetChangeOfValuationAllowanceOfDeferredTaxAssetsAbstract", "terseLabel": "Net change of valuation allowance of Deferred tax assets" } } }, "localname": "NetChangeOfValuationAllowanceOfDeferredTaxAssetsAbstract", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofvaluationallowanceofdeferredtaxassetsTable" ], "xbrltype": "stringItemType" }, "kndi_NetDeferredTaxAssetsliabilitiesnetOfValuationAllowance": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "label": "NetDeferredTaxAssetsliabilitiesnetOfValuationAllowance", "terseLabel": "Net deferred tax assets(liabilities),net of valuation allowance" } } }, "localname": "NetDeferredTaxAssetsliabilitiesnetOfValuationAllowance", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofdeferredtaxassetsandliabilitiesTable" ], "xbrltype": "monetaryItemType" }, "kndi_NetLossCarryForwardTerm": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "NetLossCarryForwardTerm", "terseLabel": "Net operating loss carried forward term" } } }, "localname": "NetLossCarryForwardTerm", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/TaxesDetails" ], "xbrltype": "durationItemType" }, "kndi_NetOffTaxEffect": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of net off tax effect.", "label": "NetOffTaxEffect", "terseLabel": "Net off tax effect" } } }, "localname": "NetOffTaxEffect", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow_Parentheticals" ], "xbrltype": "monetaryItemType" }, "kndi_NewAccountingPronouncementsLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "New Accounting Pronouncements [Abstract]" } } }, "localname": "NewAccountingPronouncementsLineItems", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/NewAccountingPronouncements" ], "xbrltype": "stringItemType" }, "kndi_NewAccountingPronouncementsTable": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "New Accounting Pronouncements [Table]" } } }, "localname": "NewAccountingPronouncementsTable", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/NewAccountingPronouncements" ], "xbrltype": "stringItemType" }, "kndi_NewLocationMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "NewLocationMember", "terseLabel": "New Location [Member]" } } }, "localname": "NewLocationMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/PropertyPlantandEquipmentDetails" ], "xbrltype": "domainItemType" }, "kndi_NewlyAcquiredLandUseRight": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of newly acquired land use right.", "label": "NewlyAcquiredLandUseRight", "terseLabel": "Newly acquired land use right" } } }, "localname": "NewlyAcquiredLandUseRight", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/OtherLongTermAssetsDetails" ], "xbrltype": "monetaryItemType" }, "kndi_NineOneToOneEightZeroDaysMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "NineOneToOneEightZeroDaysMember", "terseLabel": "91 to 180 days [Member]" } } }, "localname": "NineOneToOneEightZeroDaysMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofagingoftheaccountsreceivableTable" ], "xbrltype": "domainItemType" }, "kndi_NonPRCMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "NonPRCMember", "terseLabel": "Non-PRC [Member]" } } }, "localname": "NonPRCMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofincomelossbeforeincometaxesTable" ], "xbrltype": "domainItemType" }, "kndi_NoncontrollingInterestCarryingAmount": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Non-controlling interest carrying amount.", "label": "NoncontrollingInterestCarryingAmount", "terseLabel": "- Non-controlling interest carrying amount" } } }, "localname": "NoncontrollingInterestCarryingAmount", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofequitymethodinvestmentsTable" ], "xbrltype": "monetaryItemType" }, "kndi_NoteOfVIEAndNonVIE": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "The entire disclosure of note of VIE and Non-VIE.", "label": "NoteOfVIEAndNonVIE", "terseLabel": "Note" } } }, "localname": "NoteOfVIEAndNonVIE", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofthecashflowsbetweentheCompanyspreexistedVIEandothernonVIEentitiesTable" ], "xbrltype": "stringItemType" }, "kndi_NotePayableCurrent": { "auth_ref": [], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet": { "order": 4.0, "parentTag": "us-gaap_LiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Sum of the carrying values as of the balance sheet date of the portions of long-term notes payable due within one year or the operating cycle if longer.", "label": "NotePayableCurrent", "terseLabel": "Notes payable" } } }, "localname": "NotePayableCurrent", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet", "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesDetails" ], "xbrltype": "monetaryItemType" }, "kndi_NotesReceivableDetailsLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Notes Receivable (Details) [Line Items]" } } }, "localname": "NotesReceivableDetailsLineItems", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/NotesReceivableDetails" ], "xbrltype": "stringItemType" }, "kndi_NotesReceivableDetailsTable": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Notes Receivable (Details) [Table]" } } }, "localname": "NotesReceivableDetailsTable", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/NotesReceivableDetails" ], "xbrltype": "stringItemType" }, "kndi_NotesReceivableFromUnrelatedParties": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of notes receivable from unrelated parties.", "label": "NotesReceivableFromUnrelatedParties", "terseLabel": "Notes receivable from unrelated parties" } } }, "localname": "NotesReceivableFromUnrelatedParties", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesDetails" ], "xbrltype": "monetaryItemType" }, "kndi_NotesReceivableMaturityPeirod": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Notes receivable maturity period.", "label": "NotesReceivableMaturityPeirod", "terseLabel": "Receivable typically mature period" } } }, "localname": "NotesReceivableMaturityPeirod", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesDetails" ], "xbrltype": "durationItemType" }, "kndi_NotesReceivableOneMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "NotesReceivableOneMember", "terseLabel": "Notes Receivable One [Member]" } } }, "localname": "NotesReceivableOneMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/NotesReceivableDetails" ], "xbrltype": "domainItemType" }, "kndi_NotesReceivableTwoMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "NotesReceivableTwoMember", "terseLabel": "Notes Receivable Two [Member]" } } }, "localname": "NotesReceivableTwoMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/NotesReceivableDetails" ], "xbrltype": "domainItemType" }, "kndi_NotesReceivablesDiscount": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Notes Receivables Discount.", "label": "NotesReceivablesDiscount", "terseLabel": "Current discount rate" } } }, "localname": "NotesReceivablesDiscount", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesDetails" ], "xbrltype": "percentItemType" }, "kndi_NumberOfTotalShares": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Number of total shares.", "label": "NumberOfTotalShares", "terseLabel": "Number of total shares" } } }, "localname": "NumberOfTotalShares", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ContingentConsiderationLiabilityDetails" ], "xbrltype": "sharesItemType" }, "kndi_OneToNinetyDaysMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "OneToNinetyDaysMember", "terseLabel": "1 to 90 days [Member]" } } }, "localname": "OneToNinetyDaysMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofagingoftheaccountsreceivableTable" ], "xbrltype": "domainItemType" }, "kndi_OperatingLeaseMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "OperatingLeaseMember", "terseLabel": "Lease [Member]" } } }, "localname": "OperatingLeaseMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/LeasesandRightofUseAssetsDetails" ], "xbrltype": "domainItemType" }, "kndi_OperatingLeaseRightsOfUseAsset": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "label": "OperatingLeaseRightsOfUseAsset", "terseLabel": "Operating right of use asset" } } }, "localname": "OperatingLeaseRightsOfUseAsset", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/LeasesandRightofUseAssetsDetails" ], "xbrltype": "monetaryItemType" }, "kndi_OptionExerciseStockAwardsOtherFinancing": { "auth_ref": [], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedCashFlow": { "order": 4.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Option exercise, stock awards & other financing.", "label": "OptionExerciseStockAwardsOtherFinancing", "terseLabel": "Proceeds from exercises stock options, stock awards and other financing" } } }, "localname": "OptionExerciseStockAwardsOtherFinancing", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow" ], "xbrltype": "monetaryItemType" }, "kndi_OrganizationandPrincipalActivitiesDetailsLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Organization and Principal Activities (Details) [Line Items]" } } }, "localname": "OrganizationandPrincipalActivitiesDetailsLineItems", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/OrganizationandPrincipalActivitiesDetails" ], "xbrltype": "stringItemType" }, "kndi_OrganizationandPrincipalActivitiesDetailsTable": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Organization and Principal Activities (Details) [Table]" } } }, "localname": "OrganizationandPrincipalActivitiesDetailsTable", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/OrganizationandPrincipalActivitiesDetails" ], "xbrltype": "stringItemType" }, "kndi_OtherLongTermAssetRightOfUseAsset": { "auth_ref": [], "calculation": { "http://en.kandivehicle.com/role/ScheduleofotherlongtermassetsTable": { "order": 5.0, "parentTag": "us-gaap_OtherAssetsNoncurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Other long term asset right of use asset.", "label": "OtherLongTermAssetRightOfUseAsset", "terseLabel": "Right - of - use asset" } } }, "localname": "OtherLongTermAssetRightOfUseAsset", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofotherlongtermassetsTable" ], "xbrltype": "monetaryItemType" }, "kndi_OtherLongTermAssetsDetailsLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Other Long-Term Assets (Details) [Line Items]" } } }, "localname": "OtherLongTermAssetsDetailsLineItems", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/OtherLongTermAssetsDetails" ], "xbrltype": "stringItemType" }, "kndi_OtherLongTermAssetsDetailsTable": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Other Long-Term Assets (Details) [Table]" } } }, "localname": "OtherLongTermAssetsDetailsTable", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/OtherLongTermAssetsDetails" ], "xbrltype": "stringItemType" }, "kndi_OutstandingBalanceAccountReceivable": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Outstanding balance of account receivable.", "label": "OutstandingBalanceAccountReceivable", "terseLabel": "Outstanding balance" } } }, "localname": "OutstandingBalanceAccountReceivable", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofagingoftheaccountsreceivableTable" ], "xbrltype": "monetaryItemType" }, "kndi_OverOneEightZeroDaysMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "OverOneEightZeroDaysMember", "terseLabel": "Over 180 days [Member]" } } }, "localname": "OverOneEightZeroDaysMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofagingoftheaccountsreceivableTable" ], "xbrltype": "domainItemType" }, "kndi_OverseasMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "It represents member related to overseas.", "label": "OverseasMember", "terseLabel": "Overseas [Member]" } } }, "localname": "OverseasMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofrevenuesbygeographicareaTable" ], "xbrltype": "domainItemType" }, "kndi_OwnershipAcquisitionPercentage": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Ownership acquisition percentage", "label": "OwnershipAcquisitionPercentage", "terseLabel": "Percentage of ownership acquisition" } } }, "localname": "OwnershipAcquisitionPercentage", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/OrganizationandPrincipalActivitiesDetails" ], "xbrltype": "percentItemType" }, "kndi_PPPLoanAmount": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "label": "PPPLoanAmount", "terseLabel": "PPP loan amount (in Dollars)" } } }, "localname": "PPPLoanAmount", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/TaxesDetails" ], "xbrltype": "monetaryItemType" }, "kndi_PPPLoanMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "PPPLoanMember", "terseLabel": "PPP loan [Member]" } } }, "localname": "PPPLoanMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/TaxesDetails" ], "xbrltype": "domainItemType" }, "kndi_PRCHongKongAndUSMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "PRCHongKongAndUSMember", "terseLabel": "PRC, Hong Kong and U.S. [Member]" } } }, "localname": "PRCHongKongAndUSMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/TaxesDetails" ], "xbrltype": "domainItemType" }, "kndi_PRCStatutoryRate": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "PRCStatutoryRate", "terseLabel": "PRC statutory rate" } } }, "localname": "PRCStatutoryRate", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/TaxesDetails" ], "xbrltype": "percentItemType" }, "kndi_ParentIncludingNonVIESubsidiariesMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "ParentIncludingNonVIESubsidiariesMember", "terseLabel": "Parent including non-VIE subsidiaries [Member]" } } }, "localname": "ParentIncludingNonVIESubsidiariesMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofconsolidatedbalancesheetsinformationTable", "http://en.kandivehicle.com/role/ScheduleofconsolidatedcashflowsinformationTable", "http://en.kandivehicle.com/role/ScheduleofconsolidatedstatementsofoperationsinformationTable" ], "xbrltype": "domainItemType" }, "kndi_ParisKreitChiuCPALLPMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "ParisKreitChiuCPALLPMember", "terseLabel": "Paris, Kreit & Chiu CPA LLP [Member]" } } }, "localname": "ParisKreitChiuCPALLPMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/DocumentAndEntityInformation" ], "xbrltype": "domainItemType" }, "kndi_PaymentForConstructionInProgress": { "auth_ref": [], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedCashFlow": { "order": 1.0, "parentTag": "us-gaap_NetCashProvidedByUsedInInvestingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The cash outflow from construction costs to date on capital projects that have not been completed and assets being constructed that are not ready to be placed into service.", "label": "PaymentForConstructionInProgress", "terseLabel": "Payment for construction in progress" } } }, "localname": "PaymentForConstructionInProgress", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow" ], "xbrltype": "monetaryItemType" }, "kndi_PaymentsToAcquireRestrictedCertificatesOfDeposits": { "auth_ref": [], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedCashFlow": { "order": 8.0, "parentTag": "us-gaap_NetCashProvidedByUsedInInvestingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The cash outflow from temporary investment with specific maturity and interest rate that are prohibited for current use.", "label": "PaymentsToAcquireRestrictedCertificatesOfDeposits", "negatedLabel": "Certificate of deposit" } } }, "localname": "PaymentsToAcquireRestrictedCertificatesOfDeposits", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow" ], "xbrltype": "monetaryItemType" }, "kndi_PayrollExpenses": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "PayrollExpenses", "terseLabel": "Payroll expenses, percentage" } } }, "localname": "PayrollExpenses", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/TaxesDetails" ], "xbrltype": "percentItemType" }, "kndi_PercentageOfEconomicBenefitsVotingRightsAndResidualInterests": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Percentage of economic benefits, voting rights and residual interests.", "label": "PercentageOfEconomicBenefitsVotingRightsAndResidualInterests", "terseLabel": "Percentage of economic benefits, voting rights and residual interests" } } }, "localname": "PercentageOfEconomicBenefitsVotingRightsAndResidualInterests", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/OrganizationandPrincipalActivitiesDetails", "http://en.kandivehicle.com/role/PrinciplesofConsolidationDetails" ], "xbrltype": "percentItemType" }, "kndi_PercentageOfTotalOutstandingSharesOfCommonStock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Percentage of total outstanding shares of common stock.", "label": "PercentageOfTotalOutstandingSharesOfCommonStock", "terseLabel": "Percentage of outstanding shares" } } }, "localname": "PercentageOfTotalOutstandingSharesOfCommonStock", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ContingentConsiderationLiabilityDetails" ], "xbrltype": "percentItemType" }, "kndi_PercentageOfVIEsAssetsAndLiabilitiesInConsolidatedAssetsAndLiabilitiesMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "PercentageOfVIEsAssetsAndLiabilitiesInConsolidatedAssetsAndLiabilitiesMember", "terseLabel": "% of VIE\u2019s assets and liabilities in consolidated assets and liabilities [Member]" } } }, "localname": "PercentageOfVIEsAssetsAndLiabilitiesInConsolidatedAssetsAndLiabilitiesMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofcomparedtoconsolidatedassetsandliabilitiesTable" ], "xbrltype": "domainItemType" }, "kndi_PeriodEndRMBUSDExchangeRateMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "PeriodEndRMBUSDExchangeRateMember", "terseLabel": "Period end RMB: USD Exchange Rate[Member]" } } }, "localname": "PeriodEndRMBUSDExchangeRateMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofaverageexchangerateofthereportingperiodTable" ], "xbrltype": "domainItemType" }, "kndi_PlacementAgentWarrantsMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "PlacementAgentWarrantsMember", "terseLabel": "Placement Agent Warrants [Member]" } } }, "localname": "PlacementAgentWarrantsMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/CommonSharesDetails" ], "xbrltype": "domainItemType" }, "kndi_PrcMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "It represents member related to Prc.", "label": "PrcMember", "terseLabel": "PRC [Member]" } } }, "localname": "PrcMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/TaxesDetails" ], "xbrltype": "domainItemType" }, "kndi_PreExistedVieAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Pre Existed Vie [Abstract]" } } }, "localname": "PreExistedVieAbstract", "nsuri": "http://en.kandivehicle.com/20211231", "xbrltype": "stringItemType" }, "kndi_PreExistedVieDetailsScheduleofintercompanyactivitiesbetweennonVIEsubsidiariesandVIELineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Pre-Existed Vie (Details) - Schedule of intercompany activities between non-VIE subsidiaries and VIE [Line Items]" } } }, "localname": "PreExistedVieDetailsScheduleofintercompanyactivitiesbetweennonVIEsubsidiariesandVIELineItems", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofintercompanyactivitiesbetweennonVIEsubsidiariesandVIETable" ], "xbrltype": "stringItemType" }, "kndi_PreExistedVieDetailsScheduleofintercompanyactivitiesbetweennonVIEsubsidiariesandVIETable": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Pre-Existed Vie (Details) - Schedule of intercompany activities between non-VIE subsidiaries and VIE [Table]" } } }, "localname": "PreExistedVieDetailsScheduleofintercompanyactivitiesbetweennonVIEsubsidiariesandVIETable", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofintercompanyactivitiesbetweennonVIEsubsidiariesandVIETable" ], "xbrltype": "stringItemType" }, "kndi_PreExistedVieDetailsScheduleofreceivablesandpayablesbetweennonVIEsubsidiariesandVIELineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Pre-Existed Vie (Details) - Schedule of receivables and payables between non-VIE subsidiaries and VIE [Line Items]" } } }, "localname": "PreExistedVieDetailsScheduleofreceivablesandpayablesbetweennonVIEsubsidiariesandVIELineItems", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofreceivablesandpayablesbetweennonVIEsubsidiariesandVIETable" ], "xbrltype": "stringItemType" }, "kndi_PreExistedVieDetailsScheduleofreceivablesandpayablesbetweennonVIEsubsidiariesandVIETable": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Pre-Existed Vie (Details) - Schedule of receivables and payables between non-VIE subsidiaries and VIE [Table]" } } }, "localname": "PreExistedVieDetailsScheduleofreceivablesandpayablesbetweennonVIEsubsidiariesandVIETable", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofreceivablesandpayablesbetweennonVIEsubsidiariesandVIETable" ], "xbrltype": "stringItemType" }, "kndi_PreExistedVieDetailsScheduleofthecashflowsbetweentheCompanyspreexistedVIEandothernonVIEentitiesLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Pre-Existed Vie (Details) - Schedule of the cash flows between the Company\u2019s pre-existed VIE and other non-VIE entities [Line Items]" } } }, "localname": "PreExistedVieDetailsScheduleofthecashflowsbetweentheCompanyspreexistedVIEandothernonVIEentitiesLineItems", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofthecashflowsbetweentheCompanyspreexistedVIEandothernonVIEentitiesTable" ], "xbrltype": "stringItemType" }, "kndi_PreExistedVieDetailsScheduleofthecashflowsbetweentheCompanyspreexistedVIEandothernonVIEentitiesTable": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Pre-Existed Vie (Details) - Schedule of the cash flows between the Company\u2019s pre-existed VIE and other non-VIE entities [Table]" } } }, "localname": "PreExistedVieDetailsScheduleofthecashflowsbetweentheCompanyspreexistedVIEandothernonVIEentitiesTable", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofthecashflowsbetweentheCompanyspreexistedVIEandothernonVIEentitiesTable" ], "xbrltype": "stringItemType" }, "kndi_PreExistedVieTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "PreExistedVieTextBlock", "terseLabel": "PRE-EXISTED VIE" } } }, "localname": "PreExistedVieTextBlock", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/PreExistedVie" ], "xbrltype": "textBlockItemType" }, "kndi_PrepaymentsForLandUseRight": { "auth_ref": [], "calculation": { "http://en.kandivehicle.com/role/ScheduleofotherlongtermassetsTable": { "order": 2.0, "parentTag": "us-gaap_OtherAssetsNoncurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Prepayments for land use right.", "label": "PrepaymentsForLandUseRight", "terseLabel": "Prepayments for land use right" } } }, "localname": "PrepaymentsForLandUseRight", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/OtherLongTermAssetsDetails", "http://en.kandivehicle.com/role/ScheduleofotherlongtermassetsTable" ], "xbrltype": "monetaryItemType" }, "kndi_PrepaymentsForNewProductMolds": { "auth_ref": [], "calculation": { "http://en.kandivehicle.com/role/ScheduleofotherlongtermassetsTable": { "order": 4.0, "parentTag": "us-gaap_OtherAssetsNoncurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "It represents of prepayments for new product molds.", "label": "PrepaymentsForNewProductMolds", "terseLabel": "Prepayments for new product molds" } } }, "localname": "PrepaymentsForNewProductMolds", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofotherlongtermassetsTable" ], "xbrltype": "monetaryItemType" }, "kndi_PrimaryGeographicalMarketsMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "It represents member related to primary goegraphic markets.", "label": "PrimaryGeographicalMarketsMember", "terseLabel": "Primary geographical markets [Member]" } } }, "localname": "PrimaryGeographicalMarketsMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofrevenuesbygeographicareaTable" ], "xbrltype": "domainItemType" }, "kndi_PrinciplesOfConsolidationAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Principles of Consolidation [Abstract]" } } }, "localname": "PrinciplesOfConsolidationAbstract", "nsuri": "http://en.kandivehicle.com/20211231", "xbrltype": "stringItemType" }, "kndi_PrinciplesOfConsolidationTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for principles of consolidation.", "label": "PrinciplesOfConsolidationTextBlock", "terseLabel": "PRINCIPLES OF CONSOLIDATION" } } }, "localname": "PrinciplesOfConsolidationTextBlock", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/PrinciplesofConsolidation" ], "xbrltype": "textBlockItemType" }, "kndi_PrinciplesofConsolidationDetailsLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Principles of Consolidation (Details) [Line Items]" } } }, "localname": "PrinciplesofConsolidationDetailsLineItems", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/PrinciplesofConsolidationDetails" ], "xbrltype": "stringItemType" }, "kndi_PrinciplesofConsolidationDetailsTable": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Principles of Consolidation (Details) [Table]" } } }, "localname": "PrinciplesofConsolidationDetailsTable", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/PrinciplesofConsolidationDetails" ], "xbrltype": "stringItemType" }, "kndi_PriorYearTrueUp": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "label": "PriorYearTrueUp", "terseLabel": "Prior year true up" } } }, "localname": "PriorYearTrueUp", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofvaluationallowanceofdeferredtaxassetsTable" ], "xbrltype": "monetaryItemType" }, "kndi_ProceedsFromDisposalOfLonglivedAssets": { "auth_ref": [], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedCashFlow": { "order": 2.0, "parentTag": "us-gaap_NetCashProvidedByUsedInInvestingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Proceeds from disposal of long-lived assets.", "label": "ProceedsFromDisposalOfLonglivedAssets", "terseLabel": "Proceeds from disposal of long-lived assets" } } }, "localname": "ProceedsFromDisposalOfLonglivedAssets", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow" ], "xbrltype": "monetaryItemType" }, "kndi_ProductionCapacityAnnualOutput": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Production capacity with an annual output.", "label": "ProductionCapacityAnnualOutput", "terseLabel": "Production capacity with an annual output" } } }, "localname": "ProductionCapacityAnnualOutput", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/PropertyPlantandEquipmentDetails" ], "xbrltype": "sharesItemType" }, "kndi_ProductsTransferredAtAPointInTimeMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "ProductsTransferredAtAPointInTimeMember", "terseLabel": "Products transferred at a point in time [Member]" } } }, "localname": "ProductsTransferredAtAPointInTimeMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofrevenuesbygeographicareaTable" ], "xbrltype": "domainItemType" }, "kndi_PropertyPlantandEquipmentDetailsLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Property, Plant and Equipment (Details) [Line Items]" } } }, "localname": "PropertyPlantandEquipmentDetailsLineItems", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/PropertyPlantandEquipmentDetails" ], "xbrltype": "stringItemType" }, "kndi_PropertyPlantandEquipmentDetailsTable": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Property, Plant and Equipment (Details) [Table]" } } }, "localname": "PropertyPlantandEquipmentDetailsTable", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/PropertyPlantandEquipmentDetails" ], "xbrltype": "stringItemType" }, "kndi_PurchaseOfConstructionInProgressInAccountsPayableAndOtherPayable": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Purchase of construction in progress in accounts payable and other payable.", "label": "PurchaseOfConstructionInProgressInAccountsPayableAndOtherPayable", "terseLabel": "Purchase of construction in progress in accounts payable and other payable" } } }, "localname": "PurchaseOfConstructionInProgressInAccountsPayableAndOtherPayable", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow" ], "xbrltype": "monetaryItemType" }, "kndi_PurchasePrices": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Purchase price of business acquisiton.", "label": "PurchasePrices", "terseLabel": "Total" } } }, "localname": "PurchasePrices", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofpreliminarypurchasepriceallocationsTable", "http://en.kandivehicle.com/role/ScheduleofpreliminarypurchasepriceasoftheacquisitiondateTable" ], "xbrltype": "monetaryItemType" }, "kndi_PurchaserOfVIEAndNonVIE": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "The entire disclosure of purchaser of VIE and Non-VIE.", "label": "PurchaserOfVIEAndNonVIE", "terseLabel": "Purchaser" } } }, "localname": "PurchaserOfVIEAndNonVIE", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofintercompanyactivitiesbetweennonVIEsubsidiariesandVIETable" ], "xbrltype": "stringItemType" }, "kndi_PurchasesMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "PurchasesMember", "terseLabel": "Purchases [Member]" } } }, "localname": "PurchasesMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofconcentrationpercentageTable0" ], "xbrltype": "domainItemType" }, "kndi_QualifyingExpensesPercentage": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "QualifyingExpensesPercentage", "terseLabel": "Other qualifying expenses, percentage" } } }, "localname": "QualifyingExpensesPercentage", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/TaxesDetails" ], "xbrltype": "percentItemType" }, "kndi_RealEstateRepurchaseAgreementDescription": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Description of real estate repurchase agreement.", "label": "RealEstateRepurchaseAgreementDescription", "terseLabel": "Real estate repurchase agreement, description" } } }, "localname": "RealEstateRepurchaseAgreementDescription", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/LiquidityDetails" ], "xbrltype": "stringItemType" }, "kndi_ReductionInTheEquityOfTheAffiliateCompany": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Reduction in the equity of the affiliate company.", "label": "ReductionInTheEquityOfTheAffiliateCompany", "terseLabel": "Reversal of prior year reduction in the equity of the Affiliate Company*" } } }, "localname": "ReductionInTheEquityOfTheAffiliateCompany", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofequitymethodinvestmentsTable" ], "xbrltype": "monetaryItemType" }, "kndi_RestrictedPortionOfAccumulatedDeficit": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount related to restricted portion of accumulated deficit.", "label": "RestrictedPortionOfAccumulatedDeficit", "terseLabel": "Restricted portion of accumulated deficit (in Dollars)" } } }, "localname": "RestrictedPortionOfAccumulatedDeficit", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet_Parentheticals" ], "xbrltype": "monetaryItemType" }, "kndi_RevenuesFromUnrelatedPartyNet": { "auth_ref": [], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement": { "order": 1.0, "parentTag": "us-gaap_Revenues", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "It represents revenues from unrelated party, net.", "label": "RevenuesFromUnrelatedPartyNet", "terseLabel": "REVENUES FROM UNRELATED PARTIES, NET" } } }, "localname": "RevenuesFromUnrelatedPartyNet", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement" ], "xbrltype": "monetaryItemType" }, "kndi_ReversalOfDecreaseInInvestmentInTheAffiliateCompanyDueToChangeInItsEquitynetOffTax": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of reversal of decrease in investment in the Affiliate Company due to change in its equity.", "label": "ReversalOfDecreaseInInvestmentInTheAffiliateCompanyDueToChangeInItsEquitynetOffTax", "terseLabel": "Reversal of decrease in investment in the Affiliate Company due to change in its equity (net of tax effect of $491,400)" } } }, "localname": "ReversalOfDecreaseInInvestmentInTheAffiliateCompanyDueToChangeInItsEquitynetOffTax", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow" ], "xbrltype": "monetaryItemType" }, "kndi_RuihengMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "RuihengMember", "terseLabel": "Ruiheng [Member]" } } }, "localname": "RuihengMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/OrganizationandPrincipalActivitiesDetails" ], "xbrltype": "domainItemType" }, "kndi_SCAutosportsMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "The information of SC Autosports LLC.", "label": "SCAutosportsMember", "terseLabel": "SC Autosports [Member]" } } }, "localname": "SCAutosportsMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ContingentConsiderationLiabilityDetails", "http://en.kandivehicle.com/role/InventoriesDetails", "http://en.kandivehicle.com/role/LeasesandRightofUseAssetsDetails", "http://en.kandivehicle.com/role/OrganizationandPrincipalActivitiesDetails" ], "xbrltype": "domainItemType" }, "kndi_ScheduleOfAccountsReceivableAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Schedule of accounts receivable [Abstract]" } } }, "localname": "ScheduleOfAccountsReceivableAbstract", "nsuri": "http://en.kandivehicle.com/20211231", "xbrltype": "stringItemType" }, "kndi_ScheduleOfAdvancesToSuppliersAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Schedule of advances to suppliers [Abstract]" } } }, "localname": "ScheduleOfAdvancesToSuppliersAbstract", "nsuri": "http://en.kandivehicle.com/20211231", "xbrltype": "stringItemType" }, "kndi_ScheduleOfAdvancesToSuppliersAreSummarizedTableTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "ScheduleOfAdvancesToSuppliersAreSummarizedTableTextBlock", "terseLabel": "Schedule of advances to suppliers" } } }, "localname": "ScheduleOfAdvancesToSuppliersAreSummarizedTableTextBlock", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/AdvancestoSuppliersTables" ], "xbrltype": "textBlockItemType" }, "kndi_ScheduleOfAgingOfTheAccountsReceivableAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Schedule of aging of the accounts receivable [Abstract]" } } }, "localname": "ScheduleOfAgingOfTheAccountsReceivableAbstract", "nsuri": "http://en.kandivehicle.com/20211231", "xbrltype": "stringItemType" }, "kndi_ScheduleOfAmortizationExpenseAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Schedule of amortization expense [Abstract]" } } }, "localname": "ScheduleOfAmortizationExpenseAbstract", "nsuri": "http://en.kandivehicle.com/20211231", "xbrltype": "stringItemType" }, "kndi_ScheduleOfAmortizationExpensesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Schedule of amortization expenses [Abstract]" } } }, "localname": "ScheduleOfAmortizationExpensesAbstract", "nsuri": "http://en.kandivehicle.com/20211231", "xbrltype": "stringItemType" }, "kndi_ScheduleOfAssetSEstimatedUsefulLifeAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Schedule of asset\u2019s estimated useful life [Abstract]" } } }, "localname": "ScheduleOfAssetSEstimatedUsefulLifeAbstract", "nsuri": "http://en.kandivehicle.com/20211231", "xbrltype": "stringItemType" }, "kndi_ScheduleOfAverageExchangeRateOfTheReportingPeriodAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Schedule of average exchange rate of the reporting period [Abstract]" } } }, "localname": "ScheduleOfAverageExchangeRateOfTheReportingPeriodAbstract", "nsuri": "http://en.kandivehicle.com/20211231", "xbrltype": "stringItemType" }, "kndi_ScheduleOfComparedToConsolidatedAssetsAndLiabilitiesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Schedule of compared to consolidated assets and liabilities [Abstract]" } } }, "localname": "ScheduleOfComparedToConsolidatedAssetsAndLiabilitiesAbstract", "nsuri": "http://en.kandivehicle.com/20211231", "xbrltype": "stringItemType" }, "kndi_ScheduleOfConcentrationPercentageAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Schedule of concentration percentage [Abstract]" } } }, "localname": "ScheduleOfConcentrationPercentageAbstract", "nsuri": "http://en.kandivehicle.com/20211231", "xbrltype": "stringItemType" }, "kndi_ScheduleOfConsolidatedBalanceSheetsInformationAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Schedule of consolidated balance sheets information [Abstract]" } } }, "localname": "ScheduleOfConsolidatedBalanceSheetsInformationAbstract", "nsuri": "http://en.kandivehicle.com/20211231", "xbrltype": "stringItemType" }, "kndi_ScheduleOfConsolidatedCashFlowsInformationAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Schedule of consolidated cash flows information [Abstract]" } } }, "localname": "ScheduleOfConsolidatedCashFlowsInformationAbstract", "nsuri": "http://en.kandivehicle.com/20211231", "xbrltype": "stringItemType" }, "kndi_ScheduleOfConsolidatedStatementsOfOperationsInformationAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Schedule of consolidated statements of operations information [Abstract]" } } }, "localname": "ScheduleOfConsolidatedStatementsOfOperationsInformationAbstract", "nsuri": "http://en.kandivehicle.com/20211231", "xbrltype": "stringItemType" }, "kndi_ScheduleOfContingentConsiderationLiabilityAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Schedule of contingent consideration liability [Abstract]" } } }, "localname": "ScheduleOfContingentConsiderationLiabilityAbstract", "nsuri": "http://en.kandivehicle.com/20211231", "xbrltype": "stringItemType" }, "kndi_ScheduleOfDeferredTaxAssetsAndLiabilitiesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Schedule of deferred tax assets and liabilities [Abstract]" } } }, "localname": "ScheduleOfDeferredTaxAssetsAndLiabilitiesAbstract", "nsuri": "http://en.kandivehicle.com/20211231", "xbrltype": "stringItemType" }, "kndi_ScheduleOfEquityMethodInvestmentsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Schedule of equity method investments [Abstract]" } } }, "localname": "ScheduleOfEquityMethodInvestmentsAbstract", "nsuri": "http://en.kandivehicle.com/20211231", "xbrltype": "stringItemType" }, "kndi_ScheduleOfGrossCarryingValueAndAccumulatedAmortizationForEachMajorClassOfOurIntangibleAssetsOtherThanGoodwillAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Schedule of gross carrying value and accumulated amortization for each major class of our intangible assets other than goodwill [Abstract]" } } }, "localname": "ScheduleOfGrossCarryingValueAndAccumulatedAmortizationForEachMajorClassOfOurIntangibleAssetsOtherThanGoodwillAbstract", "nsuri": "http://en.kandivehicle.com/20211231", "xbrltype": "stringItemType" }, "kndi_ScheduleOfIncomeLossBeforeIncomeTaxesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Schedule of income (loss) before income taxes [Abstract]" } } }, "localname": "ScheduleOfIncomeLossBeforeIncomeTaxesAbstract", "nsuri": "http://en.kandivehicle.com/20211231", "xbrltype": "stringItemType" }, "kndi_ScheduleOfIncomeTaxExpenseExemptionsAndReductionsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Schedule of income tax expense exemptions and reductions [Abstract]" } } }, "localname": "ScheduleOfIncomeTaxExpenseExemptionsAndReductionsAbstract", "nsuri": "http://en.kandivehicle.com/20211231", "xbrltype": "stringItemType" }, "kndi_ScheduleOfIncomeTaxExpensesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Schedule of income tax expenses [Abstract]" } } }, "localname": "ScheduleOfIncomeTaxExpensesAbstract", "nsuri": "http://en.kandivehicle.com/20211231", "xbrltype": "stringItemType" }, "kndi_ScheduleOfInformationRelatedToOperatingLeasesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Schedule of information related to operating leases [Abstract]" } } }, "localname": "ScheduleOfInformationRelatedToOperatingLeasesAbstract", "nsuri": "http://en.kandivehicle.com/20211231", "xbrltype": "stringItemType" }, "kndi_ScheduleOfInformationRelatedToOperatingLeasesTableTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "ScheduleOfInformationRelatedToOperatingLeasesTableTextBlock", "terseLabel": "Schedule of information related to operating leases" } } }, "localname": "ScheduleOfInformationRelatedToOperatingLeasesTableTextBlock", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/LeasesandRightofUseAssetsTables" ], "xbrltype": "textBlockItemType" }, "kndi_ScheduleOfIntercompanyActivitiesBetweenNonVIESubsidiariesAndVIETableTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "ScheduleOfIntercompanyActivitiesBetweenNonVIESubsidiariesAndVIETableTextBlock", "terseLabel": "Schedule of intercompany activities between non-VIE subsidiaries and VIE" } } }, "localname": "ScheduleOfIntercompanyActivitiesBetweenNonVIESubsidiariesAndVIETableTextBlock", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/PreExistedVieTables" ], "xbrltype": "textBlockItemType" }, "kndi_ScheduleOfIntercompanyActivitiesBetweenNonVieSubsidiariesAndVieAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Schedule of intercompany activities between non-VIE subsidiaries and VIE [Abstract]" } } }, "localname": "ScheduleOfIntercompanyActivitiesBetweenNonVieSubsidiariesAndVieAbstract", "nsuri": "http://en.kandivehicle.com/20211231", "xbrltype": "stringItemType" }, "kndi_ScheduleOfInventoriesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Schedule of inventories [Abstract]" } } }, "localname": "ScheduleOfInventoriesAbstract", "nsuri": "http://en.kandivehicle.com/20211231", "xbrltype": "stringItemType" }, "kndi_ScheduleOfLandUseRightsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Schedule of land use rights [Abstract]" } } }, "localname": "ScheduleOfLandUseRightsAbstract", "nsuri": "http://en.kandivehicle.com/20211231", "xbrltype": "stringItemType" }, "kndi_ScheduleOfMaterialSuppliersTableTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "ScheduleOfMaterialSuppliersTableTextBlock", "terseLabel": "Schedule of concentration percentage" } } }, "localname": "ScheduleOfMaterialSuppliersTableTextBlock", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ConcentrationsTables" ], "xbrltype": "textBlockItemType" }, "kndi_ScheduleOfOtherLongTermAssetsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Schedule of other long term assets [Abstract]" } } }, "localname": "ScheduleOfOtherLongTermAssetsAbstract", "nsuri": "http://en.kandivehicle.com/20211231", "xbrltype": "stringItemType" }, "kndi_ScheduleOfPreliminaryPurchasePriceAllocationsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Schedule of preliminary purchase price allocations [Abstract]" } } }, "localname": "ScheduleOfPreliminaryPurchasePriceAllocationsAbstract", "nsuri": "http://en.kandivehicle.com/20211231", "xbrltype": "stringItemType" }, "kndi_ScheduleOfPreliminaryPurchasePriceAllocationsTableTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "ScheduleOfPreliminaryPurchasePriceAllocationsTableTextBlock", "terseLabel": "Schedule of preliminary purchase price allocations" } } }, "localname": "ScheduleOfPreliminaryPurchasePriceAllocationsTableTextBlock", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/AcquisitionsTables" ], "xbrltype": "textBlockItemType" }, "kndi_ScheduleOfPreliminaryPurchasePriceAsOfTheAcquisitionDateAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Schedule of preliminary purchase price as of the acquisition date [Abstract]" } } }, "localname": "ScheduleOfPreliminaryPurchasePriceAsOfTheAcquisitionDateAbstract", "nsuri": "http://en.kandivehicle.com/20211231", "xbrltype": "stringItemType" }, "kndi_ScheduleOfPreliminaryPurchasePriceToSpecificIntangibleAssetAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Schedule of preliminary purchase price to specific intangible asset [Abstract]" } } }, "localname": "ScheduleOfPreliminaryPurchasePriceToSpecificIntangibleAssetAbstract", "nsuri": "http://en.kandivehicle.com/20211231", "xbrltype": "stringItemType" }, "kndi_ScheduleOfPropertyPlantsAndEquipmentAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Schedule of property, plants and equipment [Abstract]" } } }, "localname": "ScheduleOfPropertyPlantsAndEquipmentAbstract", "nsuri": "http://en.kandivehicle.com/20211231", "xbrltype": "stringItemType" }, "kndi_ScheduleOfProvisionForDoubtfulAccountsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Schedule of provision for doubtful accounts [Abstract]" } } }, "localname": "ScheduleOfProvisionForDoubtfulAccountsAbstract", "nsuri": "http://en.kandivehicle.com/20211231", "xbrltype": "stringItemType" }, "kndi_ScheduleOfProvisionForDoubtfulAccountstableTableTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "ScheduleOfProvisionForDoubtfulAccountstableTableTextBlock", "terseLabel": "Schedule of provision for doubtful accounts" } } }, "localname": "ScheduleOfProvisionForDoubtfulAccountstableTableTextBlock", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/AccountsReceivableNetTables" ], "xbrltype": "textBlockItemType" }, "kndi_ScheduleOfProvisionForIncomeTaxesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Schedule of provision for income taxes [Abstract]" } } }, "localname": "ScheduleOfProvisionForIncomeTaxesAbstract", "nsuri": "http://en.kandivehicle.com/20211231", "xbrltype": "stringItemType" }, "kndi_ScheduleOfReceivablesAndPayablesBetweenNonVIESubsidiariesAndVIETableTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "ScheduleOfReceivablesAndPayablesBetweenNonVIESubsidiariesAndVIETableTextBlock", "terseLabel": "Schedule of receivables and payables between non-VIE subsidiaries and VIE" } } }, "localname": "ScheduleOfReceivablesAndPayablesBetweenNonVIESubsidiariesAndVIETableTextBlock", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/PreExistedVieTables" ], "xbrltype": "textBlockItemType" }, "kndi_ScheduleOfReceivablesAndPayablesBetweenNonVieSubsidiariesAndVieAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Schedule of receivables and payables between non-VIE subsidiaries and VIE [Abstract]" } } }, "localname": "ScheduleOfReceivablesAndPayablesBetweenNonVieSubsidiariesAndVieAbstract", "nsuri": "http://en.kandivehicle.com/20211231", "xbrltype": "stringItemType" }, "kndi_ScheduleOfRevenuesByGeographicAreaAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Schedule of revenues by geographic area [Abstract]" } } }, "localname": "ScheduleOfRevenuesByGeographicAreaAbstract", "nsuri": "http://en.kandivehicle.com/20211231", "xbrltype": "stringItemType" }, "kndi_ScheduleOfRevenuesByGeographicAreaTableTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Schedule of revenues by geographic area.", "label": "ScheduleOfRevenuesByGeographicAreaTableTextBlock", "terseLabel": "Schedule of revenues by geographic area" } } }, "localname": "ScheduleOfRevenuesByGeographicAreaTableTextBlock", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/SegmentReportingTables" ], "xbrltype": "textBlockItemType" }, "kndi_ScheduleOfStockOptionActivitiesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Schedule of stock option activities [Abstract]" } } }, "localname": "ScheduleOfStockOptionActivitiesAbstract", "nsuri": "http://en.kandivehicle.com/20211231", "xbrltype": "stringItemType" }, "kndi_ScheduleOfTheCashFlowsBetweenTheCompanySPreExistedVieAndOtherNonVieEntitiesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Schedule of the cash flows between the Company\u2019s pre-existed VIE and other non-VIE entities [Abstract]" } } }, "localname": "ScheduleOfTheCashFlowsBetweenTheCompanySPreExistedVieAndOtherNonVieEntitiesAbstract", "nsuri": "http://en.kandivehicle.com/20211231", "xbrltype": "stringItemType" }, "kndi_ScheduleOfTheCashFlowsBetweenTheCompanysPreexistedVIEAndOtherNonVIEEntitiesTableTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "ScheduleOfTheCashFlowsBetweenTheCompanysPreexistedVIEAndOtherNonVIEEntitiesTableTextBlock", "terseLabel": "Schedule of the cash flows between the Company\u2019s pre-existed VIE and other non-VIE entities" } } }, "localname": "ScheduleOfTheCashFlowsBetweenTheCompanysPreexistedVIEAndOtherNonVIEEntitiesTableTextBlock", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/PreExistedVieTables" ], "xbrltype": "textBlockItemType" }, "kndi_ScheduleOfUnauditedProFormaCombinedStatementsOfOperationsInformationAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Schedule of unaudited pro forma combined statements of operations information [Abstract]" } } }, "localname": "ScheduleOfUnauditedProFormaCombinedStatementsOfOperationsInformationAbstract", "nsuri": "http://en.kandivehicle.com/20211231", "xbrltype": "stringItemType" }, "kndi_ScheduleOfValuationAllowanceOfDeferredTaxAssetsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Schedule of valuation allowance of deferred tax assets [Abstract]" } } }, "localname": "ScheduleOfValuationAllowanceOfDeferredTaxAssetsAbstract", "nsuri": "http://en.kandivehicle.com/20211231", "xbrltype": "stringItemType" }, "kndi_SecondHalfMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "SecondHalfMember", "terseLabel": "Second Half [Member]" } } }, "localname": "SecondHalfMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/EquityMethodInvestmentintheAffiliateCompanyDetails", "http://en.kandivehicle.com/role/LiquidityDetails" ], "xbrltype": "domainItemType" }, "kndi_SecondPaymentUnderRepurchaseAgreement": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of second payment under repurchase agreement.", "label": "SecondPaymentUnderRepurchaseAgreement", "terseLabel": "Second payment under repurchase agreement" } } }, "localname": "SecondPaymentUnderRepurchaseAgreement", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/LiquidityDetails" ], "xbrltype": "monetaryItemType" }, "kndi_SecuritiesPurchaseAgreementMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "SecuritiesPurchaseAgreementMember", "terseLabel": "Securities Purchase Agreement [Member]" } } }, "localname": "SecuritiesPurchaseAgreementMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/CommonSharesDetails" ], "xbrltype": "domainItemType" }, "kndi_SegmentReportingDetailsScheduleofrevenuesbygeographicareaLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Segment Reporting (Details) - Schedule of revenues by geographic area [Line Items]" } } }, "localname": "SegmentReportingDetailsScheduleofrevenuesbygeographicareaLineItems", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofrevenuesbygeographicareaTable" ], "xbrltype": "stringItemType" }, "kndi_SegmentReportingDetailsScheduleofrevenuesbygeographicareaTable": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Segment Reporting (Details) - Schedule of revenues by geographic area [Table]" } } }, "localname": "SegmentReportingDetailsScheduleofrevenuesbygeographicareaTable", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofrevenuesbygeographicareaTable" ], "xbrltype": "stringItemType" }, "kndi_SellerOfVIEAndNonVIE": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "The entire disclosure of seller of VIE and Non-VIE.", "label": "SellerOfVIEAndNonVIE", "terseLabel": "Seller" } } }, "localname": "SellerOfVIEAndNonVIE", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofintercompanyactivitiesbetweennonVIEsubsidiariesandVIETable" ], "xbrltype": "stringItemType" }, "kndi_ShanghaiPudongDevelopmentBankMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "It represents member related to Shanghai pudong Development bank.", "label": "ShanghaiPudongDevelopmentBankMember", "terseLabel": "Shanghai Pudong Development Bank [Member]" } } }, "localname": "ShanghaiPudongDevelopmentBankMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/CommitmentsandContingenciesDetails" ], "xbrltype": "domainItemType" }, "kndi_StockAwardDetailsLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Stock Award (Details) [Line Items]" } } }, "localname": "StockAwardDetailsLineItems", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/StockAwardDetails" ], "xbrltype": "stringItemType" }, "kndi_StockAwardDetailsTable": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Stock Award (Details) [Table]" } } }, "localname": "StockAwardDetailsTable", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/StockAwardDetails" ], "xbrltype": "stringItemType" }, "kndi_StockBuybackWithCommission": { "auth_ref": [], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedCashFlow": { "order": 7.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Stock buyback with commission.", "label": "StockBuybackWithCommission", "negatedLabel": "Purchase of treasury stock" } } }, "localname": "StockBuybackWithCommission", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow" ], "xbrltype": "monetaryItemType" }, "kndi_StockCommissionRepurchasedAndRetiredDuringPeriodValue": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount refers to the stock commission repurchased and retired during period value.", "label": "StockCommissionRepurchasedAndRetiredDuringPeriodValue", "terseLabel": "Stock buyback" } } }, "localname": "StockCommissionRepurchasedAndRetiredDuringPeriodValue", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ShareholdersEquityType2or3" ], "xbrltype": "monetaryItemType" }, "kndi_StockIssuedDuringPeriodSharesStockIssuanceAndAward": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "StockIssuedDuringPeriodSharesStockIssuanceAndAward", "terseLabel": "Stock issuance and award (in Shares)" } } }, "localname": "StockIssuedDuringPeriodSharesStockIssuanceAndAward", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ShareholdersEquityType2or3" ], "xbrltype": "sharesItemType" }, "kndi_StockIssuedDuringPeriodValueCommissionInStockBuyback": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Value of commission in stock buyback.", "label": "StockIssuedDuringPeriodValueCommissionInStockBuyback", "terseLabel": "Commission in stock buyback" } } }, "localname": "StockIssuedDuringPeriodValueCommissionInStockBuyback", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ShareholdersEquityType2or3" ], "xbrltype": "monetaryItemType" }, "kndi_StockIssuedDuringPeriodValueStockIssuanceAndAward": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Stock issuance and award.", "label": "StockIssuedDuringPeriodValueStockIssuanceAndAward", "terseLabel": "Stock issuance and award" } } }, "localname": "StockIssuedDuringPeriodValueStockIssuanceAndAward", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ShareholdersEquityType2or3" ], "xbrltype": "monetaryItemType" }, "kndi_StockOptionVestExpireDateDescription": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Stock option vest expire date, description.", "label": "StockOptionVestExpireDateDescription", "terseLabel": "Stock option vest expire date, description" } } }, "localname": "StockOptionVestExpireDateDescription", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/StockOptionsDetails" ], "xbrltype": "stringItemType" }, "kndi_StockOptionsDescription": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Stock options, description.", "label": "StockOptionsDescription", "terseLabel": "Stock options, description" } } }, "localname": "StockOptionsDescription", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/StockOptionsDetails" ], "xbrltype": "stringItemType" }, "kndi_StockOptionsDetailsLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Stock Options (Details) [Line Items]" } } }, "localname": "StockOptionsDetailsLineItems", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/StockOptionsDetails" ], "xbrltype": "stringItemType" }, "kndi_StockOptionsDetailsTable": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Stock Options (Details) [Table]" } } }, "localname": "StockOptionsDetailsTable", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/StockOptionsDetails" ], "xbrltype": "stringItemType" }, "kndi_StockOptionsLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Stock Options [Abstract]" } } }, "localname": "StockOptionsLineItems", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/StockOptions" ], "xbrltype": "stringItemType" }, "kndi_StockOptionsTable": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Stock Options [Table]" } } }, "localname": "StockOptionsTable", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/StockOptions" ], "xbrltype": "stringItemType" }, "kndi_SubsequentEventDetailsLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Subsequent Event (Details) [Line Items]" } } }, "localname": "SubsequentEventDetailsLineItems", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/SubsequentEventDetails" ], "xbrltype": "stringItemType" }, "kndi_SubsequentEventDetailsTable": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Subsequent Event (Details) [Table]" } } }, "localname": "SubsequentEventDetailsTable", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/SubsequentEventDetails" ], "xbrltype": "stringItemType" }, "kndi_Subsidiaries2Member": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "The information of subsidiaries.", "label": "Subsidiaries2Member", "terseLabel": "Jinhua An Kao [Member]" } } }, "localname": "Subsidiaries2Member", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ContingentConsiderationLiabilityDetails" ], "xbrltype": "domainItemType" }, "kndi_SummaryofSignificantAccountingPoliciesDetailsLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Summary of Significant Accounting Policies (Details) [Line Items]" } } }, "localname": "SummaryofSignificantAccountingPoliciesDetailsLineItems", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesDetails" ], "xbrltype": "stringItemType" }, "kndi_SummaryofSignificantAccountingPoliciesDetailsScheduleofagingoftheaccountsreceivableLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Summary of Significant Accounting Policies (Details) - Schedule of aging of the accounts receivable [Line Items]" } } }, "localname": "SummaryofSignificantAccountingPoliciesDetailsScheduleofagingoftheaccountsreceivableLineItems", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofagingoftheaccountsreceivableTable" ], "xbrltype": "stringItemType" }, "kndi_SummaryofSignificantAccountingPoliciesDetailsScheduleofagingoftheaccountsreceivableTable": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Summary of Significant Accounting Policies (Details) - Schedule of aging of the accounts receivable [Table]" } } }, "localname": "SummaryofSignificantAccountingPoliciesDetailsScheduleofagingoftheaccountsreceivableTable", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofagingoftheaccountsreceivableTable" ], "xbrltype": "stringItemType" }, "kndi_SummaryofSignificantAccountingPoliciesDetailsScheduleofaverageexchangerateofthereportingperiodLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Summary of Significant Accounting Policies (Details) - Schedule of average exchange rate of the reporting period [Line Items]" } } }, "localname": "SummaryofSignificantAccountingPoliciesDetailsScheduleofaverageexchangerateofthereportingperiodLineItems", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofaverageexchangerateofthereportingperiodTable" ], "xbrltype": "stringItemType" }, "kndi_SummaryofSignificantAccountingPoliciesDetailsScheduleofaverageexchangerateofthereportingperiodTable": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Summary of Significant Accounting Policies (Details) - Schedule of average exchange rate of the reporting period [Table]" } } }, "localname": "SummaryofSignificantAccountingPoliciesDetailsScheduleofaverageexchangerateofthereportingperiodTable", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofaverageexchangerateofthereportingperiodTable" ], "xbrltype": "stringItemType" }, "kndi_SummaryofSignificantAccountingPoliciesDetailsScheduleofcomparedtoconsolidatedassetsandliabilitiesLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Summary of Significant Accounting Policies (Details) - Schedule of compared to consolidated assets and liabilities [Line Items]" } } }, "localname": "SummaryofSignificantAccountingPoliciesDetailsScheduleofcomparedtoconsolidatedassetsandliabilitiesLineItems", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofcomparedtoconsolidatedassetsandliabilitiesTable" ], "xbrltype": "stringItemType" }, "kndi_SummaryofSignificantAccountingPoliciesDetailsScheduleofcomparedtoconsolidatedassetsandliabilitiesTable": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Summary of Significant Accounting Policies (Details) - Schedule of compared to consolidated assets and liabilities [Table]" } } }, "localname": "SummaryofSignificantAccountingPoliciesDetailsScheduleofcomparedtoconsolidatedassetsandliabilitiesTable", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofcomparedtoconsolidatedassetsandliabilitiesTable" ], "xbrltype": "stringItemType" }, "kndi_SummaryofSignificantAccountingPoliciesDetailsTable": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Summary of Significant Accounting Policies (Details) [Table]" } } }, "localname": "SummaryofSignificantAccountingPoliciesDetailsTable", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesDetails" ], "xbrltype": "stringItemType" }, "kndi_SupplyChainMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "SupplyChainMember", "terseLabel": "Supply Chain [Member]" } } }, "localname": "SupplyChainMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/OrganizationandPrincipalActivitiesDetails" ], "xbrltype": "domainItemType" }, "kndi_TaxRebatesAmount": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of tax rebate eligible by the company.", "label": "TaxRebatesAmount", "terseLabel": "Eligible for tax rebates" } } }, "localname": "TaxRebatesAmount", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/LiquidityDetails" ], "xbrltype": "monetaryItemType" }, "kndi_TaxesDetailsLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Taxes (Details) [Line Items]" } } }, "localname": "TaxesDetailsLineItems", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/TaxesDetails" ], "xbrltype": "stringItemType" }, "kndi_TaxesDetailsScheduleofincomelossbeforeincometaxesLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Taxes (Details) - Schedule of income (loss) before income taxes [Line Items]" } } }, "localname": "TaxesDetailsScheduleofincomelossbeforeincometaxesLineItems", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofincomelossbeforeincometaxesTable" ], "xbrltype": "stringItemType" }, "kndi_TaxesDetailsScheduleofincomelossbeforeincometaxesTable": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Taxes (Details) - Schedule of income (loss) before income taxes [Table]" } } }, "localname": "TaxesDetailsScheduleofincomelossbeforeincometaxesTable", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofincomelossbeforeincometaxesTable" ], "xbrltype": "stringItemType" }, "kndi_TaxesDetailsTable": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Taxes (Details) [Table]" } } }, "localname": "TaxesDetailsTable", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/TaxesDetails" ], "xbrltype": "stringItemType" }, "kndi_TimingOfRevenueRecognitionMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "TimingOfRevenueRecognitionMember", "terseLabel": "Timing of revenue recognition [Member]" } } }, "localname": "TimingOfRevenueRecognitionMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofrevenuesbygeographicareaTable" ], "xbrltype": "domainItemType" }, "kndi_TotalAdvancesToSuppliers": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Total Advances to suppliers.", "label": "TotalAdvancesToSuppliers", "terseLabel": "Total" } } }, "localname": "TotalAdvancesToSuppliers", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofadvancestosuppliersTable" ], "xbrltype": "monetaryItemType" }, "kndi_TotalCurrentAssets": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Sum of the carrying amounts as of the balance sheet date of all assets that are expected to be realized in cash, sold, or consumed within one year (or the normal operating cycle, if longer). Assets are probable future economic benefits obtained or controlled by an entity as a result of past transactions or events.", "label": "TotalCurrentAssets", "terseLabel": "Total current assets" } } }, "localname": "TotalCurrentAssets", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofcomparedtoconsolidatedassetsandliabilitiesTable" ], "xbrltype": "percentItemType" }, "kndi_TotalCurrentLiabilities": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Total obligations incurred as part of normal operations that are expected to be paid during the following twelve months or within one business cycle, if longer.", "label": "TotalCurrentLiabilities", "terseLabel": "Total current liabilities" } } }, "localname": "TotalCurrentLiabilities", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofcomparedtoconsolidatedassetsandliabilitiesTable" ], "xbrltype": "percentItemType" }, "kndi_TotalEquityConsiderationPercentage": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Percentage of total equity consideration.", "label": "TotalEquityConsiderationPercentage", "terseLabel": "Total equity consideration, percentage" } } }, "localname": "TotalEquityConsiderationPercentage", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ContingentConsiderationLiabilityDetails" ], "xbrltype": "percentItemType" }, "kndi_TotalNoncurrentAssets": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Sum of the carrying percentage as of the balance sheet date of all assets that are expected to be realized in cash, sold or consumed after one year or beyond the normal operating cycle, if longer.", "label": "TotalNoncurrentAssets", "terseLabel": "Total non-current assets" } } }, "localname": "TotalNoncurrentAssets", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofcomparedtoconsolidatedassetsandliabilitiesTable" ], "xbrltype": "percentItemType" }, "kndi_TotalNoncurrentLiabilities": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Amount of obligation due after one year or beyond the normal operating cycle, if longer.", "label": "TotalNoncurrentLiabilities", "terseLabel": "Total non-current liabilities" } } }, "localname": "TotalNoncurrentLiabilities", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofcomparedtoconsolidatedassetsandliabilitiesTable" ], "xbrltype": "percentItemType" }, "kndi_TransferAgreementMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "The information of transfer agreement.", "label": "TransferAgreementMember", "terseLabel": "Transfer Agreement [Member]" } } }, "localname": "TransferAgreementMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ContingentConsiderationLiabilityDetails" ], "xbrltype": "domainItemType" }, "kndi_TransferFrom": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "The entire disclosure of transfer form VIE subsidiaries.", "label": "TransferFrom", "terseLabel": "Transfer from" } } }, "localname": "TransferFrom", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofthecashflowsbetweentheCompanyspreexistedVIEandothernonVIEentitiesTable" ], "xbrltype": "stringItemType" }, "kndi_TransferTo": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "The entire disclosure of transfer to VIE subsidiaries.", "label": "TransferTo", "terseLabel": "Transfer to" } } }, "localname": "TransferTo", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofthecashflowsbetweentheCompanyspreexistedVIEandothernonVIEentitiesTable" ], "xbrltype": "stringItemType" }, "kndi_TreasuryStockAveragePrice": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Treasury stock, average price.", "label": "TreasuryStockAveragePrice", "terseLabel": "Treasury stock, average price (in Dollars per share)" } } }, "localname": "TreasuryStockAveragePrice", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet_Parentheticals" ], "xbrltype": "perShareItemType" }, "kndi_TreasuryStockBalanceDecreased": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Treasury stock balance decreased.", "label": "TreasuryStockBalanceDecreased", "terseLabel": "Treasury stock balance decreased" } } }, "localname": "TreasuryStockBalanceDecreased", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/CommonSharesDetails" ], "xbrltype": "monetaryItemType" }, "kndi_TwoZeroEightPlanLongTermIncenticeMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "It represents member related to long term incentive.", "label": "TwoZeroEightPlanLongTermIncenticeMember", "terseLabel": "2008 Omnibus Long-Term Incentive Plan [Member]" } } }, "localname": "TwoZeroEightPlanLongTermIncenticeMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/StockAwardDetails" ], "xbrltype": "domainItemType" }, "kndi_TwoZeroEightPlanMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "It represents member related to two zero eight plan.", "label": "TwoZeroEightPlanMember", "terseLabel": "2008 Plan [Member]" } } }, "localname": "TwoZeroEightPlanMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/StockAwardDetails" ], "xbrltype": "domainItemType" }, "kndi_TypeOfAgreementAxis": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "TypeOfAgreementAxis", "terseLabel": "Type Of Agreement [Axis]" } } }, "localname": "TypeOfAgreementAxis", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/EquityMethodInvestmentintheAffiliateCompanyDetails" ], "xbrltype": "stringItemType" }, "kndi_TypeOfAgreementDomain": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "TypeOfAgreement [Domain]" } } }, "localname": "TypeOfAgreementDomain", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/EquityMethodInvestmentintheAffiliateCompanyDetails" ], "xbrltype": "domainItemType" }, "kndi_VIEMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "VIEMember", "terseLabel": "VIE [Member]" } } }, "localname": "VIEMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofintercompanyactivitiesbetweennonVIEsubsidiariesandVIETable", "http://en.kandivehicle.com/role/ScheduleofthecashflowsbetweentheCompanyspreexistedVIEandothernonVIEentitiesTable" ], "xbrltype": "domainItemType" }, "kndi_VIEOneMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "VIEOneMember", "terseLabel": "VIE One [Member]" } } }, "localname": "VIEOneMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofthecashflowsbetweentheCompanyspreexistedVIEandothernonVIEentitiesTable" ], "xbrltype": "domainItemType" }, "kndi_VIETwoMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "VIETwoMember", "terseLabel": "VIE Two [Member]" } } }, "localname": "VIETwoMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofthecashflowsbetweentheCompanyspreexistedVIEandothernonVIEentitiesTable" ], "xbrltype": "domainItemType" }, "kndi_ValuationAllowance": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "label": "ValuationAllowance", "terseLabel": "Valuation allowance (in Dollars)" } } }, "localname": "ValuationAllowance", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/TaxesDetails" ], "xbrltype": "monetaryItemType" }, "kndi_WorkingCapital": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Working capital.", "label": "WorkingCapital", "terseLabel": "Working capital" } } }, "localname": "WorkingCapital", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/LiquidityDetails" ], "xbrltype": "monetaryItemType" }, "kndi_WorkingCapitalIncreasing": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "label": "WorkingCapitalIncreasing", "terseLabel": "Working capital increasing" } } }, "localname": "WorkingCapitalIncreasing", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/LiquidityDetails" ], "xbrltype": "monetaryItemType" }, "kndi_YongkangScrouMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "YongkangScrouMember", "terseLabel": "Yongkang Scrou [Member]" } } }, "localname": "YongkangScrouMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/OrganizationandPrincipalActivitiesDetails" ], "xbrltype": "domainItemType" }, "kndi_ZhejiangKandiSupplyChainManagementCoLtdMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "ZhejiangKandiSupplyChainManagementCoLtdMember", "terseLabel": "Zhejiang Kandi Supply Chain Management Co., Ltd. [Member]" } } }, "localname": "ZhejiangKandiSupplyChainManagementCoLtdMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofconcentrationpercentageTable0" ], "xbrltype": "domainItemType" }, "kndi_ZhejiangKandiTechnologiesMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "ZhejiangKandiTechnologiesMember", "terseLabel": "Zhejiang Kandi Technologies [Member]" } } }, "localname": "ZhejiangKandiTechnologiesMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/OrganizationandPrincipalActivitiesDetails", "http://en.kandivehicle.com/role/PrinciplesofConsolidationDetails", "http://en.kandivehicle.com/role/SubsequentEventDetails", "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesDetails" ], "xbrltype": "domainItemType" }, "kndi_nonVIEOneMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "nonVIEOneMember", "terseLabel": "non-VIE One [Member]" } } }, "localname": "nonVIEOneMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofintercompanyactivitiesbetweennonVIEsubsidiariesandVIETable", "http://en.kandivehicle.com/role/ScheduleofthecashflowsbetweentheCompanyspreexistedVIEandothernonVIEentitiesTable" ], "xbrltype": "domainItemType" }, "kndi_nonVIETwoMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "nonVIETwoMember", "terseLabel": "non-VIE two [Member]" } } }, "localname": "nonVIETwoMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofthecashflowsbetweentheCompanyspreexistedVIEandothernonVIEentitiesTable" ], "xbrltype": "domainItemType" }, "kndi_offroadsMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "offroadsMember", "terseLabel": "Off-roads [Member]" } } }, "localname": "offroadsMember", "nsuri": "http://en.kandivehicle.com/20211231", "presentation": [ "http://en.kandivehicle.com/role/InventoriesDetails" ], "xbrltype": "domainItemType" }, "naics_ZZ551114": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "551114 Corporate, Subsidiary, and Regional Managing Offices [Member]", "terseLabel": "Corporate Office Lease [Member]" } } }, "localname": "ZZ551114", "nsuri": "http://xbrl.sec.gov/naics/2022", "presentation": [ "http://en.kandivehicle.com/role/LeasesandRightofUseAssetsDetails" ], "xbrltype": "domainItemType" }, "srt_AffiliatedEntityMember": { "auth_ref": [ "r363", "r544", "r545", "r547", "r666", "r685" ], "lang": { "en-us": { "role": { "documentation": "An affiliate is a party that, directly or indirectly through one or more intermediaries, controls, is controlled by, or is under common control with the entity.", "label": "Affiliated Entity [Member]", "terseLabel": "Affiliated Company [Member]" } } }, "localname": "AffiliatedEntityMember", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofequitymethodinvestmentsTable", "http://en.kandivehicle.com/role/ScheduleofequitymethodinvestmentsTable_Parentheticals" ], "xbrltype": "domainItemType" }, "srt_BoardOfDirectorsChairmanMember": { "auth_ref": [ "r215" ], "lang": { "en-us": { "role": { "documentation": "Leader of board of directors.", "label": "Board of Directors Chairman [Member]", "terseLabel": "Board of Directors [Member]" } } }, "localname": "BoardOfDirectorsChairmanMember", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://en.kandivehicle.com/role/StockOptionsDetails" ], "xbrltype": "domainItemType" }, "srt_CondensedBalanceSheetStatementTable": { "auth_ref": [ "r135", "r475", "r688" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of information about condensed balance sheet, including, but not limited to, balance sheets of consolidated entities and consolidation eliminations.", "label": "Condensed Balance Sheet Statement [Table]" } } }, "localname": "CondensedBalanceSheetStatementTable", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofcontingentconsiderationliabilityTable" ], "xbrltype": "stringItemType" }, "srt_CondensedBalanceSheetStatementsCaptionsLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Condensed Balance Sheet Statements, Captions [Line Items]" } } }, "localname": "CondensedBalanceSheetStatementsCaptionsLineItems", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofcontingentconsiderationliabilityTable" ], "xbrltype": "stringItemType" }, "srt_CondensedCashFlowStatementTable": { "auth_ref": [ "r135", "r475", "r697" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of information about condensed cash flow statement, including, but not limited to, cash flow statements of consolidated entities and consolidation eliminations.", "label": "Condensed Cash Flow Statement [Table]" } } }, "localname": "CondensedCashFlowStatementTable", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofconsolidatedcashflowsinformationTable" ], "xbrltype": "stringItemType" }, "srt_CondensedCashFlowStatementsCaptionsLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Condensed Cash Flow Statements, Captions [Line Items]" } } }, "localname": "CondensedCashFlowStatementsCaptionsLineItems", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofconsolidatedcashflowsinformationTable" ], "xbrltype": "stringItemType" }, "srt_CondensedFinancialStatementsCaptionsLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Condensed Financial Statements, Captions [Line Items]" } } }, "localname": "CondensedFinancialStatementsCaptionsLineItems", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofconsolidatedbalancesheetsinformationTable" ], "xbrltype": "stringItemType" }, "srt_CondensedIncomeStatementTable": { "auth_ref": [ "r135", "r475", "r697" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of information about condensed income statement including, but not limited to, income statements of consolidated entities and consolidation eliminations.", "label": "Condensed Income Statement [Table]" } } }, "localname": "CondensedIncomeStatementTable", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofconsolidatedstatementsofoperationsinformationTable" ], "xbrltype": "stringItemType" }, "srt_CondensedIncomeStatementsCaptionsLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Condensed Income Statements, Captions [Line Items]" } } }, "localname": "CondensedIncomeStatementsCaptionsLineItems", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofconsolidatedstatementsofoperationsinformationTable" ], "xbrltype": "stringItemType" }, "srt_CondensedStatementOfComprehensiveIncomeTableTextBlock": { "auth_ref": [ "r135", "r688" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of condensed statement of comprehensive income (loss) including, but not limited to, statements of comprehensive income (loss) of consolidated entities and consolidation eliminations.", "label": "Condensed Statement of Comprehensive Income [Table Text Block]", "terseLabel": "Schedule of unaudited pro forma combined statements of operations information" } } }, "localname": "CondensedStatementOfComprehensiveIncomeTableTextBlock", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://en.kandivehicle.com/role/AcquisitionsTables" ], "xbrltype": "textBlockItemType" }, "srt_ConsolidatedEntitiesAxis": { "auth_ref": [ "r135", "r308", "r313", "r319", "r479", "r480", "r487", "r488", "r548", "r666", "r685", "r698", "r701", "r702" ], "lang": { "en-us": { "role": { "documentation": "Information by consolidated entity or group of entities.", "label": "Consolidated Entities [Axis]" } } }, "localname": "ConsolidatedEntitiesAxis", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://en.kandivehicle.com/role/ContingentConsiderationLiabilityDetails", "http://en.kandivehicle.com/role/OrganizationandPrincipalActivitiesDetails", "http://en.kandivehicle.com/role/PrinciplesofConsolidationDetails", "http://en.kandivehicle.com/role/ScheduleofcomparedtoconsolidatedassetsandliabilitiesTable", "http://en.kandivehicle.com/role/ScheduleofconsolidatedbalancesheetsinformationTable", "http://en.kandivehicle.com/role/ScheduleofconsolidatedcashflowsinformationTable", "http://en.kandivehicle.com/role/ScheduleofconsolidatedstatementsofoperationsinformationTable", "http://en.kandivehicle.com/role/ScheduleofequitymethodinvestmentsTable", "http://en.kandivehicle.com/role/ScheduleofequitymethodinvestmentsTable_Parentheticals", "http://en.kandivehicle.com/role/ScheduleofintercompanyactivitiesbetweennonVIEsubsidiariesandVIETable", "http://en.kandivehicle.com/role/ScheduleofreceivablesandpayablesbetweennonVIEsubsidiariesandVIETable", "http://en.kandivehicle.com/role/ScheduleofthecashflowsbetweentheCompanyspreexistedVIEandothernonVIEentitiesTable", "http://en.kandivehicle.com/role/TaxesDetails" ], "xbrltype": "stringItemType" }, "srt_ConsolidatedEntitiesDomain": { "auth_ref": [ "r135", "r308", "r313", "r319", "r479", "r480", "r487", "r488", "r548", "r666", "r685", "r698", "r701", "r702" ], "lang": { "en-us": { "role": { "documentation": "Entity or group of entities consolidated into reporting entity.", "label": "Consolidated Entities [Domain]" } } }, "localname": "ConsolidatedEntitiesDomain", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://en.kandivehicle.com/role/ContingentConsiderationLiabilityDetails", "http://en.kandivehicle.com/role/OrganizationandPrincipalActivitiesDetails", "http://en.kandivehicle.com/role/PrinciplesofConsolidationDetails", "http://en.kandivehicle.com/role/TaxesDetails" ], "xbrltype": "domainItemType" }, "srt_ConsolidatedEntityExcludingVariableInterestEntitiesVIEMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Consolidated entity excluding consolidated variable interest entity (VIE) for which reporting entity is primary beneficiary.", "label": "Consolidated Entity, Excluding Consolidated VIE [Member]", "terseLabel": "VIE [Member]" } } }, "localname": "ConsolidatedEntityExcludingVariableInterestEntitiesVIEMember", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofconsolidatedstatementsofoperationsinformationTable" ], "xbrltype": "domainItemType" }, "srt_ConsolidationEliminationObligorGroupMember": { "auth_ref": [ "r309", "r312", "r699", "r700" ], "lang": { "en-us": { "role": { "documentation": "Eliminating entry for intercompany amount within obligor group and investment in nonobligor subsidiary.", "label": "Consolidation, Elimination, Obligor Group [Member]", "terseLabel": "Elimination [Member]" } } }, "localname": "ConsolidationEliminationObligorGroupMember", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofconsolidatedbalancesheetsinformationTable", "http://en.kandivehicle.com/role/ScheduleofconsolidatedcashflowsinformationTable", "http://en.kandivehicle.com/role/ScheduleofconsolidatedstatementsofoperationsinformationTable" ], "xbrltype": "domainItemType" }, "srt_DirectorMember": { "auth_ref": [ "r215" ], "lang": { "en-us": { "role": { "documentation": "Person serving on board of directors.", "label": "Director [Member]", "terseLabel": "Director [Member]" } } }, "localname": "DirectorMember", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://en.kandivehicle.com/role/CommonSharesDetails" ], "xbrltype": "domainItemType" }, "srt_EquityMethodInvesteeNameDomain": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Name of investment including named security. Excludes entity that is consolidated.", "label": "Investment, Name [Domain]" } } }, "localname": "EquityMethodInvesteeNameDomain", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://en.kandivehicle.com/role/ContingentConsiderationLiabilityDetails", "http://en.kandivehicle.com/role/EquityMethodInvestmentintheAffiliateCompanyDetails", "http://en.kandivehicle.com/role/LiquidityDetails", "http://en.kandivehicle.com/role/PrinciplesofConsolidationDetails", "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesDetails" ], "xbrltype": "domainItemType" }, "srt_MajorCustomersAxis": { "auth_ref": [ "r213", "r350", "r354", "r637" ], "lang": { "en-us": { "role": { "documentation": "Information by name or description of a single external customer or a group of external customers.", "label": "Customer [Axis]" } } }, "localname": "MajorCustomersAxis", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofconcentrationpercentageTable" ], "xbrltype": "stringItemType" }, "srt_MaximumMember": { "auth_ref": [ "r297", "r299", "r300", "r301", "r322", "r327", "r366", "r369", "r560", "r561", "r562", "r563", "r564", "r565", "r566", "r634", "r638", "r668", "r669" ], "lang": { "en-us": { "role": { "documentation": "Upper limit of the provided range.", "label": "Maximum [Member]", "terseLabel": "Maximum [Member]" } } }, "localname": "MaximumMember", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://en.kandivehicle.com/role/LiquidityDetails", "http://en.kandivehicle.com/role/ScheduleofassetsestimatedusefullifeTable", "http://en.kandivehicle.com/role/ScheduleofgrosscarryingvalueandaccumulatedamortizationforeachmajorclassofourintangibleassetsotherthangoodwillTable", "http://en.kandivehicle.com/role/ScheduleofpreliminarypurchasepricetospecificintangibleassetTable", "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesDetails" ], "xbrltype": "domainItemType" }, "srt_MinimumMember": { "auth_ref": [ "r297", "r299", "r300", "r301", "r322", "r327", "r366", "r369", "r560", "r561", "r562", "r563", "r564", "r565", "r566", "r634", "r638", "r668", "r669" ], "lang": { "en-us": { "role": { "documentation": "Lower limit of the provided range.", "label": "Minimum [Member]", "terseLabel": "Minimum [Member]" } } }, "localname": "MinimumMember", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://en.kandivehicle.com/role/LiquidityDetails", "http://en.kandivehicle.com/role/ScheduleofassetsestimatedusefullifeTable", "http://en.kandivehicle.com/role/ScheduleofgrosscarryingvalueandaccumulatedamortizationforeachmajorclassofourintangibleassetsotherthangoodwillTable", "http://en.kandivehicle.com/role/ScheduleofpreliminarypurchasepricetospecificintangibleassetTable", "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesDetails" ], "xbrltype": "domainItemType" }, "srt_OwnershipAxis": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Information by name of entity in which ownership interest is disclosed. Excludes equity method investee and named security investment.", "label": "Ownership [Axis]" } } }, "localname": "OwnershipAxis", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://en.kandivehicle.com/role/OrganizationandPrincipalActivitiesDetails", "http://en.kandivehicle.com/role/PrinciplesofConsolidationDetails", "http://en.kandivehicle.com/role/SubsequentEventDetails", "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesDetails" ], "xbrltype": "stringItemType" }, "srt_OwnershipDomain": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Name of entity in which ownership interest is disclosed. Excludes equity method investee and named security investment.", "label": "Ownership [Domain]" } } }, "localname": "OwnershipDomain", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://en.kandivehicle.com/role/OrganizationandPrincipalActivitiesDetails", "http://en.kandivehicle.com/role/PrinciplesofConsolidationDetails", "http://en.kandivehicle.com/role/SubsequentEventDetails", "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesDetails" ], "xbrltype": "domainItemType" }, "srt_ProductOrServiceAxis": { "auth_ref": [ "r209", "r299", "r300", "r350", "r352", "r569", "r633", "r635" ], "lang": { "en-us": { "role": { "documentation": "Information by product and service, or group of similar products and similar services.", "label": "Product and Service [Axis]" } } }, "localname": "ProductOrServiceAxis", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://en.kandivehicle.com/role/PropertyPlantandEquipmentDetails", "http://en.kandivehicle.com/role/ScheduleofrevenuesbygeographicareaTable" ], "xbrltype": "stringItemType" }, "srt_ProductsAndServicesDomain": { "auth_ref": [ "r209", "r299", "r300", "r350", "r352", "r569", "r633", "r635" ], "lang": { "en-us": { "role": { "documentation": "Product or service, or a group of similar products or similar services.", "label": "Product and Service [Domain]" } } }, "localname": "ProductsAndServicesDomain", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://en.kandivehicle.com/role/PropertyPlantandEquipmentDetails" ], "xbrltype": "domainItemType" }, "srt_RangeAxis": { "auth_ref": [ "r290", "r297", "r299", "r300", "r301", "r322", "r327", "r355", "r366", "r369", "r399", "r400", "r401", "r560", "r561", "r562", "r563", "r564", "r565", "r566", "r634", "r638", "r668", "r669" ], "lang": { "en-us": { "role": { "documentation": "Information by statistical measurement. Includes, but is not limited to, minimum, maximum, weighted average, arithmetic average, and median.", "label": "Statistical Measurement [Axis]" } } }, "localname": "RangeAxis", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://en.kandivehicle.com/role/LiquidityDetails", "http://en.kandivehicle.com/role/ScheduleofassetsestimatedusefullifeTable", "http://en.kandivehicle.com/role/ScheduleofgrosscarryingvalueandaccumulatedamortizationforeachmajorclassofourintangibleassetsotherthangoodwillTable", "http://en.kandivehicle.com/role/ScheduleofpreliminarypurchasepricetospecificintangibleassetTable", "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesDetails" ], "xbrltype": "stringItemType" }, "srt_RangeMember": { "auth_ref": [ "r290", "r297", "r299", "r300", "r301", "r322", "r327", "r355", "r366", "r369", "r399", "r400", "r401", "r560", "r561", "r562", "r563", "r564", "r565", "r566", "r634", "r638", "r668", "r669" ], "lang": { "en-us": { "role": { "documentation": "Statistical measurement. Includes, but is not limited to, minimum, maximum, weighted average, arithmetic average, and median.", "label": "Statistical Measurement [Domain]" } } }, "localname": "RangeMember", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://en.kandivehicle.com/role/LiquidityDetails", "http://en.kandivehicle.com/role/ScheduleofassetsestimatedusefullifeTable", "http://en.kandivehicle.com/role/ScheduleofgrosscarryingvalueandaccumulatedamortizationforeachmajorclassofourintangibleassetsotherthangoodwillTable", "http://en.kandivehicle.com/role/ScheduleofpreliminarypurchasepricetospecificintangibleassetTable", "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesDetails" ], "xbrltype": "domainItemType" }, "srt_RealEstateAndAccumulatedDepreciationDescriptionOfPropertyAxis": { "auth_ref": [ "r657", "r658", "r659", "r660", "r661", "r662", "r663", "r664", "r667", "r687", "r689", "r690", "r691", "r692", "r693", "r694", "r695", "r696", "r704" ], "lang": { "en-us": { "role": { "documentation": "Information by name of property.", "label": "Name of Property [Axis]" } } }, "localname": "RealEstateAndAccumulatedDepreciationDescriptionOfPropertyAxis", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://en.kandivehicle.com/role/LeasesandRightofUseAssetsDetails" ], "xbrltype": "stringItemType" }, "srt_RealEstateAndAccumulatedDepreciationNameOfPropertyDomain": { "auth_ref": [ "r657", "r658", "r659", "r660", "r661", "r662", "r663", "r664", "r667", "r687", "r689", "r690", "r691", "r692", "r693", "r694", "r695", "r696" ], "lang": { "en-us": { "role": { "documentation": "Name of the property, for example, but not limited to, ABC Shopping Center.", "label": "Name of Property [Domain]" } } }, "localname": "RealEstateAndAccumulatedDepreciationNameOfPropertyDomain", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://en.kandivehicle.com/role/LeasesandRightofUseAssetsDetails" ], "xbrltype": "domainItemType" }, "srt_ScenarioForecastMember": { "auth_ref": [ "r149", "r367", "r683" ], "lang": { "en-us": { "role": { "documentation": "Information reported for future period. Excludes information expected to be reported in future period for effect on historical fact.", "label": "Forecast [Member]", "terseLabel": "Forecast [Member]" } } }, "localname": "ScenarioForecastMember", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesDetails" ], "xbrltype": "domainItemType" }, "srt_ScenarioUnspecifiedDomain": { "auth_ref": [ "r149", "r154", "r295", "r367" ], "lang": { "en-us": { "role": { "documentation": "Scenario reported, distinguishing information from actual fact. Includes, but is not limited to, pro forma and forecast. Excludes actual facts.", "label": "Scenario [Domain]" } } }, "localname": "ScenarioUnspecifiedDomain", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesDetails" ], "xbrltype": "domainItemType" }, "srt_ScheduleOfCondensedBalanceSheetTableTextBlock": { "auth_ref": [ "r135", "r688" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of condensed balance sheet, including, but not limited to, balance sheets of consolidated entities and consolidation eliminations.", "label": "Condensed Balance Sheet [Table Text Block]", "terseLabel": "Schedule of contingent consideration liability" } } }, "localname": "ScheduleOfCondensedBalanceSheetTableTextBlock", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://en.kandivehicle.com/role/ContingentConsiderationLiabilityTables" ], "xbrltype": "textBlockItemType" }, "srt_ScheduleOfCondensedCashFlowStatementTableTextBlock": { "auth_ref": [ "r135", "r688" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of condensed cash flow statement, including, but not limited to, cash flow statements of consolidated entities and consolidation eliminations.", "label": "Condensed Cash Flow Statement [Table Text Block]", "terseLabel": "Schedule of consolidated cash flows information" } } }, "localname": "ScheduleOfCondensedCashFlowStatementTableTextBlock", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesTables" ], "xbrltype": "textBlockItemType" }, "srt_ScheduleOfCondensedFinancialStatementsTable": { "auth_ref": [ "r135", "r475", "r697", "r703", "r705", "r706" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of information about condensed financial statements, including, but not limited to, the balance sheet, income statement, and statement of cash flows.", "label": "Condensed Financial Statements [Table]" } } }, "localname": "ScheduleOfCondensedFinancialStatementsTable", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofconsolidatedbalancesheetsinformationTable" ], "xbrltype": "stringItemType" }, "srt_ScheduleOfCondensedFinancialStatementsTableTextBlock": { "auth_ref": [ "r135", "r688" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of condensed financial statements, including, but not limited to, the balance sheet, income statement, and statement of cash flows.", "label": "Condensed Financial Statements [Table Text Block]", "terseLabel": "Schedule of consolidated balance sheets information" } } }, "localname": "ScheduleOfCondensedFinancialStatementsTableTextBlock", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesTables" ], "xbrltype": "textBlockItemType" }, "srt_ScheduleOfCondensedIncomeStatementTableTextBlock": { "auth_ref": [ "r135", "r688" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of condensed income statement, including, but not limited to, income statements of consolidated entities and consolidation eliminations.", "label": "Condensed Income Statement [Table Text Block]", "terseLabel": "Schedule of consolidated statements of operations information" } } }, "localname": "ScheduleOfCondensedIncomeStatementTableTextBlock", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesTables" ], "xbrltype": "textBlockItemType" }, "srt_ScheduleOfEquityMethodInvestmentEquityMethodInvesteeNameAxis": { "auth_ref": [ "r238" ], "lang": { "en-us": { "role": { "documentation": "Information by name of investment including named security. Excludes entity that is consolidated.", "label": "Investment, Name [Axis]" } } }, "localname": "ScheduleOfEquityMethodInvestmentEquityMethodInvesteeNameAxis", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://en.kandivehicle.com/role/ContingentConsiderationLiabilityDetails", "http://en.kandivehicle.com/role/EquityMethodInvestmentintheAffiliateCompanyDetails", "http://en.kandivehicle.com/role/LiquidityDetails", "http://en.kandivehicle.com/role/PrinciplesofConsolidationDetails", "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesDetails" ], "xbrltype": "stringItemType" }, "srt_SegmentGeographicalDomain": { "auth_ref": [ "r210", "r211", "r350", "r353", "r636", "r657", "r658", "r659", "r660", "r661", "r662", "r663", "r664", "r665", "r684", "r689", "r690", "r691", "r692", "r693", "r694", "r695", "r696" ], "lang": { "en-us": { "role": { "documentation": "Geographical area.", "label": "Geographical [Domain]" } } }, "localname": "SegmentGeographicalDomain", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofrevenuesbygeographicareaTable", "http://en.kandivehicle.com/role/TaxesDetails" ], "xbrltype": "domainItemType" }, "srt_StatementGeographicalAxis": { "auth_ref": [ "r210", "r211", "r350", "r353", "r636", "r651", "r657", "r658", "r659", "r660", "r661", "r662", "r663", "r664", "r665", "r684", "r686" ], "lang": { "en-us": { "role": { "documentation": "Information by geographical components.", "label": "Geographical [Axis]" } } }, "localname": "StatementGeographicalAxis", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofrevenuesbygeographicareaTable", "http://en.kandivehicle.com/role/TaxesDetails" ], "xbrltype": "stringItemType" }, "srt_StatementScenarioAxis": { "auth_ref": [ "r149", "r154", "r295", "r367", "r555" ], "lang": { "en-us": { "role": { "documentation": "Information by scenario reported, distinguishing information from actual fact. Includes, but is not limited to, pro forma and forecast. Excludes actual facts.", "label": "Scenario [Axis]" } } }, "localname": "StatementScenarioAxis", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesDetails" ], "xbrltype": "stringItemType" }, "srt_SubsidiariesMember": { "auth_ref": [ "r363", "r544", "r545", "r547" ], "lang": { "en-us": { "role": { "documentation": "Entity owned or controlled by another entity.", "label": "Subsidiaries [Member]", "terseLabel": "Subsidiaries [Member]" } } }, "localname": "SubsidiariesMember", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://en.kandivehicle.com/role/TaxesDetails" ], "xbrltype": "domainItemType" }, "srt_TitleOfIndividualAxis": { "auth_ref": [ "r215", "r546" ], "lang": { "en-us": { "role": { "documentation": "Information by title of individual or nature of relationship to individual or group of individuals.", "label": "Title of Individual [Axis]" } } }, "localname": "TitleOfIndividualAxis", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://en.kandivehicle.com/role/CommonSharesDetails", "http://en.kandivehicle.com/role/OrganizationandPrincipalActivitiesDetails", "http://en.kandivehicle.com/role/StockAwardDetails", "http://en.kandivehicle.com/role/StockOptionsDetails" ], "xbrltype": "stringItemType" }, "srt_TitleOfIndividualWithRelationshipToEntityDomain": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Title of individual, or nature of relationship to individual or group of individuals.", "label": "Title of Individual [Domain]" } } }, "localname": "TitleOfIndividualWithRelationshipToEntityDomain", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://en.kandivehicle.com/role/CommonSharesDetails", "http://en.kandivehicle.com/role/OrganizationandPrincipalActivitiesDetails", "http://en.kandivehicle.com/role/StockAwardDetails", "http://en.kandivehicle.com/role/StockOptionsDetails" ], "xbrltype": "domainItemType" }, "us-gaap_AccountingPoliciesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Basis of Presentation [Abstract]" } } }, "localname": "AccountingPoliciesAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "xbrltype": "stringItemType" }, "us-gaap_AccountsAndNontradeReceivableTextBlock": { "auth_ref": [ "r236", "r251" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for accounts receivable, contract receivable, receivable held-for-sale, and nontrade receivable.", "label": "Accounts and Nontrade Receivable [Text Block]", "terseLabel": "ACCOUNTS RECEIVABLE, NET" } } }, "localname": "AccountsAndNontradeReceivableTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/AccountsReceivableNet" ], "xbrltype": "textBlockItemType" }, "us-gaap_AccountsAndNotesReceivableNet": { "auth_ref": [ "r216", "r613" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet": { "order": 6.0, "parentTag": "us-gaap_AssetsCurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount, after allowance for credit loss, of accounts and financing receivable. Includes, but is not limited to, notes and loan receivable.", "label": "Accounts and Financing Receivable, after Allowance for Credit Loss", "terseLabel": "Notes receivable" } } }, "localname": "AccountsAndNotesReceivableNet", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet" ], "xbrltype": "monetaryItemType" }, "us-gaap_AccountsNotesLoansAndFinancingReceivableByReceivableTypeAxis": { "auth_ref": [ "r65" ], "lang": { "en-us": { "role": { "documentation": "Information by type of receivable.", "label": "Receivable Type [Axis]" } } }, "localname": "AccountsNotesLoansAndFinancingReceivableByReceivableTypeAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/NotesReceivableDetails" ], "xbrltype": "stringItemType" }, "us-gaap_AccountsPayableAndOtherAccruedLiabilitiesCurrent": { "auth_ref": [], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet": { "order": 2.0, "parentTag": "us-gaap_LiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of liabilities incurred to vendors for goods and services received, and accrued liabilities classified as other, payable within one year or the normal operating cycle, if longer.", "label": "Accounts Payable and Other Accrued Liabilities, Current", "terseLabel": "Other payables and accrued expenses" } } }, "localname": "AccountsPayableAndOtherAccruedLiabilitiesCurrent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet" ], "xbrltype": "monetaryItemType" }, "us-gaap_AccountsPayableCurrent": { "auth_ref": [ "r56", "r552" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet": { "order": 1.0, "parentTag": "us-gaap_LiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Carrying value as of the balance sheet date of liabilities incurred (and for which invoices have typically been received) and payable to vendors for goods and services received that are used in an entity's business. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer).", "label": "Accounts Payable, Current", "terseLabel": "Accounts payable" } } }, "localname": "AccountsPayableCurrent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet" ], "xbrltype": "monetaryItemType" }, "us-gaap_AccountsPayableMember": { "auth_ref": [ "r11" ], "lang": { "en-us": { "role": { "documentation": "Obligations incurred and payable to vendors for goods and services received.", "label": "Accounts Payable [Member]", "terseLabel": "Accounts Payable [Member]" } } }, "localname": "AccountsPayableMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofconcentrationpercentageTable0" ], "xbrltype": "domainItemType" }, "us-gaap_AccountsReceivableGrossCurrent": { "auth_ref": [ "r6", "r34", "r216", "r217" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount, before allowance for credit loss, of right to consideration from customer for product sold and service rendered in normal course of business, classified as current.", "label": "Accounts Receivable, before Allowance for Credit Loss, Current", "terseLabel": "Accounts receivable" } } }, "localname": "AccountsReceivableGrossCurrent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofaccountsreceivableTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_AccountsReceivableNetCurrent": { "auth_ref": [ "r216", "r217" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet": { "order": 4.0, "parentTag": "us-gaap_AssetsCurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount, after allowance for credit loss, of right to consideration from customer for product sold and service rendered in normal course of business, classified as current.", "label": "Accounts Receivable, after Allowance for Credit Loss, Current", "terseLabel": "Accounts receivable (net of allowance for doubtful accounts of $3,053,277 and $110,269 as of December 31, 2021 and December 31, 2020, respectively)", "verboseLabel": "Accounts receivable, net" } } }, "localname": "AccountsReceivableNetCurrent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet", "http://en.kandivehicle.com/role/ScheduleofaccountsreceivableTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_AccountsReceivableRelatedParties": { "auth_ref": [ "r37", "r133", "r545", "r547", "r621" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "For an unclassified balance sheet, amount of receivables arising from transactions with related parties.", "label": "Accounts Receivable, Related Parties", "terseLabel": "Accounts receivable (in Dollars)", "verboseLabel": "Accounts receivable" } } }, "localname": "AccountsReceivableRelatedParties", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/PrinciplesofConsolidationDetails", "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_AccruedIncomeTaxesCurrent": { "auth_ref": [ "r27", "r593", "r615" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet": { "order": 5.0, "parentTag": "us-gaap_LiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Carrying amount as of the balance sheet date of the unpaid sum of the known and estimated amounts payable to satisfy all currently due domestic and foreign income tax obligations.", "label": "Accrued Income Taxes, Current", "terseLabel": "Income tax payable" } } }, "localname": "AccruedIncomeTaxesCurrent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet" ], "xbrltype": "monetaryItemType" }, "us-gaap_AccumulatedAmortizationOfOtherDeferredCosts": { "auth_ref": [ "r22" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Accumulated amortization of other deferred costs capitalized at the end of the reporting period. Does not include deferred finance costs, deferred acquisition costs of insurance companies, or deferred leasing costs for real estate operations.", "label": "Accumulated Amortization of Other Deferred Costs", "negatedLabel": "Less: Accumulated amortization" } } }, "localname": "AccumulatedAmortizationOfOtherDeferredCosts", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleoflanduserightsTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_AccumulatedDepreciationDepletionAndAmortizationPropertyPlantAndEquipment": { "auth_ref": [ "r19", "r285" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of accumulated depreciation, depletion and amortization for physical assets used in the normal conduct of business to produce goods and services.", "label": "Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment", "negatedLabel": "Less: Accumulated depreciation" } } }, "localname": "AccumulatedDepreciationDepletionAndAmortizationPropertyPlantAndEquipment", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofpropertyplantsandequipmentTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_AccumulatedOtherComprehensiveIncomeLossNetOfTax": { "auth_ref": [ "r40", "r70", "r72", "r73", "r618", "r643", "r646" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet": { "order": 4.0, "parentTag": "us-gaap_StockholdersEquity", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Accumulated change in equity from transactions and other events and circumstances from non-owner sources, net of tax effect, at period end. Excludes Net Income (Loss), and accumulated changes in equity from transactions resulting from investments by owners and distributions to owners. Includes foreign currency translation items, certain pension adjustments, unrealized gains and losses on certain investments in debt and equity securities, other than temporary impairment (OTTI) losses related to factors other than credit losses on available-for-sale and held-to-maturity debt securities that an entity does not intend to sell and it is not more likely than not that the entity will be required to sell before recovery of the amortized cost basis, as well as changes in the fair value of derivatives related to the effective portion of a designated cash flow hedge.", "label": "Accumulated Other Comprehensive Income (Loss), Net of Tax", "terseLabel": "Accumulated other comprehensive income (loss)" } } }, "localname": "AccumulatedOtherComprehensiveIncomeLossNetOfTax", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet" ], "xbrltype": "monetaryItemType" }, "us-gaap_AccumulatedOtherComprehensiveIncomeMember": { "auth_ref": [ "r69", "r73", "r80", "r81", "r82", "r137", "r138", "r139", "r485", "r542", "r639", "r640" ], "lang": { "en-us": { "role": { "documentation": "Accumulated increase (decrease) in equity from transactions and other events and circumstances from non-owner sources, attributable to the parent. Excludes net income (loss), and accumulated changes in equity from transactions resulting from investments by owners and distributions to owners.", "label": "AOCI Attributable to Parent [Member]", "terseLabel": "Accumulated Other Comprehensive Income (Loss)" } } }, "localname": "AccumulatedOtherComprehensiveIncomeMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ShareholdersEquityType2or3" ], "xbrltype": "domainItemType" }, "us-gaap_AcruedIncomeTaxesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Taxes [Abstract]" } } }, "localname": "AcruedIncomeTaxesAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "xbrltype": "stringItemType" }, "us-gaap_AdditionalPaidInCapitalCommonStock": { "auth_ref": [ "r38" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet": { "order": 2.0, "parentTag": "us-gaap_StockholdersEquity", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Value received from shareholders in common stock-related transactions that are in excess of par value or stated value and amounts received from other stock-related transactions. Includes only common stock transactions (excludes preferred stock transactions). May be called contributed capital, capital in excess of par, capital surplus, or paid-in capital.", "label": "Additional Paid in Capital, Common Stock", "terseLabel": "Additional paid-in capital" } } }, "localname": "AdditionalPaidInCapitalCommonStock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet" ], "xbrltype": "monetaryItemType" }, "us-gaap_AdditionalPaidInCapitalMember": { "auth_ref": [ "r137", "r138", "r139", "r406", "r407", "r408", "r502" ], "lang": { "en-us": { "role": { "documentation": "Excess of issue price over par or stated value of the entity's capital stock and amounts received from other transactions involving the entity's stock or stockholders.", "label": "Additional Paid-in Capital [Member]", "terseLabel": "Additional Paid-in Capital" } } }, "localname": "AdditionalPaidInCapitalMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ShareholdersEquityType2or3" ], "xbrltype": "domainItemType" }, "us-gaap_AdjustmentForAmortization": { "auth_ref": [ "r115", "r274" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The aggregate amount of recurring noncash expense charged against earnings in the period to allocate the cost of assets over their estimated remaining economic lives.", "label": "Amortization", "terseLabel": "Amortization expenses", "verboseLabel": "Amortization expense" } } }, "localname": "AdjustmentForAmortization", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/LandUseRightsDetails", "http://en.kandivehicle.com/role/OtherLongTermAssetsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_AdjustmentsToReconcileNetIncomeLossToCashProvidedByUsedInOperatingActivitiesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Adjustments to Reconcile Net Income (Loss) to Cash Provided by (Used in) Operating Activities [Abstract]", "terseLabel": "Adjustments to reconcile net income to net cash provided by operating activities" } } }, "localname": "AdjustmentsToReconcileNetIncomeLossToCashProvidedByUsedInOperatingActivitiesAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow" ], "xbrltype": "stringItemType" }, "us-gaap_AdvancesOnInventoryPurchases": { "auth_ref": [ "r53" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Carrying value of capitalized payments made in advance for inventory that is expected to be received within one year or the normal operating cycle, if longer.", "label": "Advances on Inventory Purchases", "terseLabel": "Advance payment for inventory purchase" } } }, "localname": "AdvancesOnInventoryPurchases", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofadvancestosuppliersTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_AgingOfCapitalizedExploratoryWellCostsAxis": { "auth_ref": [ "r577" ], "lang": { "en-us": { "role": { "documentation": "Information about aging of capitalized exploratory well costs which have been capitalized greater than one year.", "label": "Aging of Capitalized Exploratory Well Costs [Axis]" } } }, "localname": "AgingOfCapitalizedExploratoryWellCostsAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofagingoftheaccountsreceivableTable" ], "xbrltype": "stringItemType" }, "us-gaap_AgingOfCapitalizedExploratoryWellCostsPeriodOneMember": { "auth_ref": [ "r577" ], "lang": { "en-us": { "role": { "documentation": "Period one representing most current aging period of capitalized exploratory well costs which have been capitalized greater than one year.", "label": "Aging of Capitalized Exploratory Well Costs, Period One [Member]", "terseLabel": "Over one year [Member]" } } }, "localname": "AgingOfCapitalizedExploratoryWellCostsPeriodOneMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofagingoftheaccountsreceivableTable" ], "xbrltype": "domainItemType" }, "us-gaap_AgingOfCapitalizedExploratoryWellCostsPeriodRangeDomain": { "auth_ref": [ "r577" ], "lang": { "en-us": { "role": { "documentation": "Period, by year or by range of years, for aging of capitalized exploratory well costs which have been capitalized greater than one year.", "label": "Aging of Capitalized Exploratory Well Costs, Period Range [Domain]" } } }, "localname": "AgingOfCapitalizedExploratoryWellCostsPeriodRangeDomain", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofagingoftheaccountsreceivableTable" ], "xbrltype": "domainItemType" }, "us-gaap_AgingOfCapitalizedExploratoryWellCostsPeriodTwoMember": { "auth_ref": [ "r577" ], "lang": { "en-us": { "role": { "documentation": "Period two representing second most current aging period of capitalized exploratory well costs which have been capitalized greater than one year.", "label": "Aging of Capitalized Exploratory Well Costs, Period Two [Member]", "terseLabel": "Over two years [Member]" } } }, "localname": "AgingOfCapitalizedExploratoryWellCostsPeriodTwoMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofagingoftheaccountsreceivableTable" ], "xbrltype": "domainItemType" }, "us-gaap_AllowanceForDoubtfulAccountsReceivableCurrent": { "auth_ref": [ "r44", "r226", "r246" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of allowance for credit loss on accounts receivable, classified as current.", "label": "Accounts Receivable, Allowance for Credit Loss, Current", "negatedLabel": "Less: allowance for doubtful accounts", "terseLabel": "Net of allowance for doubtful accounts (in Dollars)", "verboseLabel": "Allowance for doubtful accounts" } } }, "localname": "AllowanceForDoubtfulAccountsReceivableCurrent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet_Parentheticals", "http://en.kandivehicle.com/role/ScheduleofaccountsreceivableTable", "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_AllowanceForLoanAndLeaseLossesForeignCurrencyTranslation": { "auth_ref": [ "r224" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of gain (loss) from converting allowance reserve for credit loss to currency of reporting entity from amount denominated or measured in a different currency, which decreases (increases) the allowance for loan and lease losses.", "label": "Allowance for Loan and Lease Losses, Foreign Currency Translation", "terseLabel": "Exchange rate difference" } } }, "localname": "AllowanceForLoanAndLeaseLossesForeignCurrencyTranslation", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofprovisionfordoubtfulaccountsTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_AmortizationOfIntangibleAssets": { "auth_ref": [ "r115", "r267", "r274" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The aggregate expense charged against earnings to allocate the cost of intangible assets (nonphysical assets not used in production) in a systematic and rational manner to the periods expected to benefit from such assets. As a noncash expense, this element is added back to net income when calculating cash provided by or used in operations using the indirect method.", "label": "Amortization of Intangible Assets", "netLabel": "Amortization expenses for intangible assets", "terseLabel": "Amortizable intangible assets", "verboseLabel": "Amortisation expenses" } } }, "localname": "AmortizationOfIntangibleAssets", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/IntangibleAssetsDetails", "http://en.kandivehicle.com/role/ScheduleofpreliminarypurchasepriceallocationsTable", "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_AreaOfLand": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Area of land held.", "label": "Area of Land", "terseLabel": "Area" } } }, "localname": "AreaOfLand", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/PropertyPlantandEquipmentDetails" ], "xbrltype": "areaItemType" }, "us-gaap_ArrangementsAndNonarrangementTransactionsMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Collaborative arrangement and arrangement other than collaborative applicable to revenue-generating activity or operations.", "label": "Collaborative Arrangement and Arrangement Other than Collaborative [Domain]" } } }, "localname": "ArrangementsAndNonarrangementTransactionsMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ContingentConsiderationLiabilityDetails" ], "xbrltype": "domainItemType" }, "us-gaap_Assets": { "auth_ref": [ "r23", "r129", "r188", "r199", "r205", "r240", "r308", "r309", "r310", "r312", "r313", "r314", "r315", "r316", "r317", "r319", "r320", "r479", "r487", "r514", "r550", "r552", "r591", "r614" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Sum of the carrying amounts as of the balance sheet date of all assets that are recognized. Assets are probable future economic benefits obtained or controlled by an entity as a result of past transactions or events.", "label": "Assets", "totalLabel": "TOTAL ASSETS" } } }, "localname": "Assets", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet" ], "xbrltype": "monetaryItemType" }, "us-gaap_AssetsCurrent": { "auth_ref": [ "r8", "r54", "r129", "r240", "r308", "r309", "r310", "r312", "r313", "r314", "r315", "r316", "r317", "r319", "r320", "r479", "r487", "r514", "r550", "r552" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet": { "order": 1.0, "parentTag": "us-gaap_Assets", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Sum of the carrying amounts as of the balance sheet date of all assets that are expected to be realized in cash, sold, or consumed within one year (or the normal operating cycle, if longer). Assets are probable future economic benefits obtained or controlled by an entity as a result of past transactions or events.", "label": "Assets, Current", "terseLabel": "Total current assets", "totalLabel": "TOTAL CURRENT ASSETS" } } }, "localname": "AssetsCurrent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet", "http://en.kandivehicle.com/role/ScheduleofcomparedtoconsolidatedassetsandliabilitiesTable", "http://en.kandivehicle.com/role/ScheduleofconsolidatedbalancesheetsinformationTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_AssetsCurrentAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Assets, Current [Abstract]", "terseLabel": "Current assets" } } }, "localname": "AssetsCurrentAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet" ], "xbrltype": "stringItemType" }, "us-gaap_AssetsNoncurrent": { "auth_ref": [ "r129", "r240", "r308", "r309", "r310", "r312", "r313", "r314", "r315", "r316", "r317", "r319", "r320", "r479", "r487", "r514", "r550" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet": { "order": 2.0, "parentTag": "us-gaap_Assets", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Sum of the carrying amounts as of the balance sheet date of all assets that are expected to be realized in cash, sold or consumed after one year or beyond the normal operating cycle, if longer.", "label": "Assets, Noncurrent", "terseLabel": "Total non-current assets", "totalLabel": "TOTAL NON-CURRENT ASSETS" } } }, "localname": "AssetsNoncurrent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet", "http://en.kandivehicle.com/role/ScheduleofcomparedtoconsolidatedassetsandliabilitiesTable", "http://en.kandivehicle.com/role/ScheduleofconsolidatedbalancesheetsinformationTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_AssetsNoncurrentAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Assets, Noncurrent [Abstract]", "terseLabel": "NON-CURRENT ASSETS" } } }, "localname": "AssetsNoncurrentAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet" ], "xbrltype": "stringItemType" }, "us-gaap_AwardTypeAxis": { "auth_ref": [ "r371", "r372", "r373", "r376", "r377", "r378", "r379", "r380", "r381", "r382", "r383", "r384", "r385", "r386", "r387", "r388", "r389", "r391", "r392", "r394", "r395", "r398", "r399", "r400", "r401", "r402" ], "lang": { "en-us": { "role": { "documentation": "Information by type of award under share-based payment arrangement.", "label": "Award Type [Axis]" } } }, "localname": "AwardTypeAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/CommonSharesDetails", "http://en.kandivehicle.com/role/ContingentConsiderationLiabilityDetails" ], "xbrltype": "stringItemType" }, "us-gaap_BasisOfAccounting": { "auth_ref": [ "r136" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for the basis of accounting, or basis of presentation, used to prepare the financial statements (for example, US Generally Accepted Accounting Principles, Other Comprehensive Basis of Accounting, IFRS).", "label": "Basis of Accounting [Text Block]", "terseLabel": "BASIS OF PRESENTATION" } } }, "localname": "BasisOfAccounting", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/BasisofPresentation" ], "xbrltype": "textBlockItemType" }, "us-gaap_BridgeLoan": { "auth_ref": [ "r24", "r592", "r616" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Short-Term financing which is expected to be paid back relatively quickly, such as by a subsequent longer-term loan. Also called swing loan or bridge financing.", "label": "Bridge Loan", "terseLabel": "Loan amount (in Dollars)" } } }, "localname": "BridgeLoan", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/TaxesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_BuildingMember": { "auth_ref": [ "r284" ], "lang": { "en-us": { "role": { "documentation": "Facility held for productive use including, but not limited to, office, production, storage and distribution facilities.", "label": "Building [Member]", "terseLabel": "Buildings [Member]" } } }, "localname": "BuildingMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofassetsestimatedusefullifeTable", "http://en.kandivehicle.com/role/ScheduleofpropertyplantsandequipmentTable" ], "xbrltype": "domainItemType" }, "us-gaap_BusinessAcquisitionAcquireeDomain": { "auth_ref": [ "r365", "r368", "r460" ], "lang": { "en-us": { "role": { "documentation": "Identification of the acquiree in a material business combination (or series of individually immaterial business combinations), which may include the name or other type of identification of the acquiree.", "label": "Business Acquisition, Acquiree [Domain]" } } }, "localname": "BusinessAcquisitionAcquireeDomain", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/AcquisitionsDetails" ], "xbrltype": "domainItemType" }, "us-gaap_BusinessAcquisitionAxis": { "auth_ref": [ "r365", "r368", "r458", "r459", "r460" ], "lang": { "en-us": { "role": { "documentation": "Information by business combination or series of individually immaterial business combinations.", "label": "Business Acquisition [Axis]" } } }, "localname": "BusinessAcquisitionAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/AcquisitionsDetails", "http://en.kandivehicle.com/role/ScheduleofpreliminarypurchasepriceallocationsTable", "http://en.kandivehicle.com/role/ScheduleofpreliminarypurchasepriceasoftheacquisitiondateTable" ], "xbrltype": "stringItemType" }, "us-gaap_BusinessAcquisitionCostOfAcquiredEntityTransactionCosts": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of direct costs of the business combination including legal, accounting, and other costs incurred to consummate the business acquisition.", "label": "Business Acquisition, Transaction Costs", "terseLabel": "Transaction costs" } } }, "localname": "BusinessAcquisitionCostOfAcquiredEntityTransactionCosts", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/AcquisitionsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessAcquisitionDescriptionOfAcquiredEntity": { "auth_ref": [ "r454" ], "lang": { "en-us": { "role": { "documentation": "With respect to a business combination completed during the period, this element provides a description of the business, other than the name, which may include the industry, size, products and other important information.", "label": "Business Acquisition, Description of Acquired Entity", "terseLabel": "Acquisition, description" } } }, "localname": "BusinessAcquisitionDescriptionOfAcquiredEntity", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/AcquisitionsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_BusinessAcquisitionLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Business Acquisition [Line Items]" } } }, "localname": "BusinessAcquisitionLineItems", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofpreliminarypurchasepriceasoftheacquisitiondateTable" ], "xbrltype": "stringItemType" }, "us-gaap_BusinessAcquisitionsProFormaIncomeLossFromContinuingOperationsBeforeChangesInAccountingAndExtraordinaryItemsNetOfTax": { "auth_ref": [ "r456", "r457" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount after tax of pro forma income from continuing operations as if the business combination had been completed at the beginning of a period.", "label": "Business Acquisition, Pro Forma Income (Loss) from Continuing Operations, Net of Tax", "terseLabel": "LOSS FROM OPERATIONS" } } }, "localname": "BusinessAcquisitionsProFormaIncomeLossFromContinuingOperationsBeforeChangesInAccountingAndExtraordinaryItemsNetOfTax", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofunauditedproformacombinedstatementsofoperationsinformationTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessAcquisitionsProFormaNetIncomeLoss": { "auth_ref": [ "r456", "r457" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The pro forma net Income or Loss for the period as if the business combination or combinations had been completed at the beginning of a period.", "label": "Business Acquisition, Pro Forma Net Income (Loss)", "terseLabel": "NET LOSS" } } }, "localname": "BusinessAcquisitionsProFormaNetIncomeLoss", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofunauditedproformacombinedstatementsofoperationsinformationTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessAcquisitionsProFormaRevenue": { "auth_ref": [ "r456", "r457" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The pro forma revenue for a period as if the business combination or combinations had been completed at the beginning of the period.", "label": "Business Acquisition, Pro Forma Revenue", "terseLabel": "Revenue" } } }, "localname": "BusinessAcquisitionsProFormaRevenue", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofunauditedproformacombinedstatementsofoperationsinformationTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationConsiderationTransferred1": { "auth_ref": [ "r467", "r468", "r470" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of consideration transferred, consisting of acquisition-date fair value of assets transferred by the acquirer, liabilities incurred by the acquirer, and equity interest issued by the acquirer.", "label": "Business Combination, Consideration Transferred", "terseLabel": "Fair value of contingent consideration", "verboseLabel": "Total consideration" } } }, "localname": "BusinessCombinationConsiderationTransferred1", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/LiquidityDetails", "http://en.kandivehicle.com/role/ScheduleofpreliminarypurchasepriceasoftheacquisitiondateTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationContingentConsiderationArrangementsChangeInAmountOfContingentConsiderationLiability1": { "auth_ref": [ "r114", "r472" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedCashFlow": { "order": 5.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of increase (decrease) in the value of a contingent consideration liability, including, but not limited to, differences arising upon settlement.", "label": "Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability", "terseLabel": "Change in fair value of contingent consideration" } } }, "localname": "BusinessCombinationContingentConsiderationArrangementsChangeInAmountOfContingentConsiderationLiability1", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationContingentConsiderationLiability": { "auth_ref": [ "r466", "r469", "r471" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of liability recognized arising from contingent consideration in a business combination.", "label": "Business Combination, Contingent Consideration, Liability", "terseLabel": "Contingent liability" } } }, "localname": "BusinessCombinationContingentConsiderationLiability", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/AcquisitionsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationControlObtainedDescription": { "auth_ref": [ "r455" ], "lang": { "en-us": { "role": { "documentation": "This element represents a description of how the entity obtained control of the acquired entity.", "label": "Business Combination, Control Obtained Description", "terseLabel": "Supplementary agreement, description" } } }, "localname": "BusinessCombinationControlObtainedDescription", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/AcquisitionsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_BusinessCombinationDisclosureTextBlock": { "auth_ref": [ "r461", "r473" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for a business combination (or series of individually immaterial business combinations) completed during the period, including background, timing, and recognized assets and liabilities. The disclosure may include leverage buyout transactions (as applicable).", "label": "Business Combination Disclosure [Text Block]", "terseLabel": "CONTINGENT CONSIDERATION LIABILITY" } } }, "localname": "BusinessCombinationDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ContingentConsiderationLiability" ], "xbrltype": "textBlockItemType" }, "us-gaap_BusinessCombinationStepAcquisitionEquityInterestInAcquireePercentage": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Percentage of equity in the acquiree held by the acquirer immediately before the acquisition date in a business combination.", "label": "Business Combination, Step Acquisition, Equity Interest in Acquiree, Percentage", "terseLabel": "Purchase price percentage" } } }, "localname": "BusinessCombinationStepAcquisitionEquityInterestInAcquireePercentage", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/AcquisitionsDetails" ], "xbrltype": "percentItemType" }, "us-gaap_BusinessCombinationsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Business Combinations [Abstract]" } } }, "localname": "BusinessCombinationsAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "xbrltype": "stringItemType" }, "us-gaap_Cash": { "auth_ref": [ "r15", "r552", "r648", "r649" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of currency on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Excludes cash and cash equivalents within disposal group and discontinued operation.", "label": "Cash", "terseLabel": "Cash" } } }, "localname": "Cash", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofpreliminarypurchasepriceasoftheacquisitiondateTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_CashAndCashEquivalentsAtCarryingValue": { "auth_ref": [ "r4", "r15", "r117" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet": { "order": 1.0, "parentTag": "us-gaap_AssetsCurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of currency on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Also includes short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates. Excludes cash and cash equivalents within disposal group and discontinued operation.", "label": "Cash and Cash Equivalents, at Carrying Value", "terseLabel": "Cash and cash equivalents", "verboseLabel": "-CASH AND CASH EQUIVALENTS AT END OF PERIOD" } } }, "localname": "CashAndCashEquivalentsAtCarryingValue", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet", "http://en.kandivehicle.com/role/ConsolidatedCashFlow", "http://en.kandivehicle.com/role/LiquidityDetails", "http://en.kandivehicle.com/role/ScheduleofcomparedtoconsolidatedassetsandliabilitiesTable", "http://en.kandivehicle.com/role/ScheduleofconsolidatedbalancesheetsinformationTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_CashAndCashEquivalentsPolicyTextBlock": { "auth_ref": [ "r118" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for cash and cash equivalents, including the policy for determining which items are treated as cash equivalents. Other information that may be disclosed includes (1) the nature of any restrictions on the entity's use of its cash and cash equivalents, (2) whether the entity's cash and cash equivalents are insured or expose the entity to credit risk, (3) the classification of any negative balance accounts (overdrafts), and (4) the carrying basis of cash equivalents (for example, at cost) and whether the carrying amount of cash equivalents approximates fair value.", "label": "Cash and Cash Equivalents, Policy [Policy Text Block]", "terseLabel": "Cash and Cash Equivalents" } } }, "localname": "CashAndCashEquivalentsPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/AccountingPoliciesByPolicy" ], "xbrltype": "textBlockItemType" }, "us-gaap_CashAndCashEquivalentsRestrictedCashAndCashEquivalentsPolicy": { "auth_ref": [ "r118", "r589" ], "lang": { "en-us": { "role": { "documentation": "Entity's cash and cash equivalents accounting policy with respect to restricted balances. Restrictions may include legally restricted deposits held as compensating balances against short-term borrowing arrangements, contracts entered into with others, or company statements of intention with regard to particular deposits; however, time deposits and short-term certificates of deposit are not generally included in legally restricted deposits.", "label": "Cash and Cash Equivalents, Restricted Cash and Cash Equivalents, Policy [Policy Text Block]", "terseLabel": "Restricted cash" } } }, "localname": "CashAndCashEquivalentsRestrictedCashAndCashEquivalentsPolicy", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/AccountingPoliciesByPolicy" ], "xbrltype": "textBlockItemType" }, "us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalents": { "auth_ref": [ "r110", "r117", "r123" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of cash and cash equivalents, and cash and cash equivalents restricted to withdrawal or usage. Excludes amount for disposal group and discontinued operations. Cash includes, but is not limited to, currency on hand, demand deposits with banks or financial institutions, and other accounts with general characteristics of demand deposits. Cash equivalents include, but are not limited to, short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates.", "label": "Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents", "periodEndLabel": "CASH AND CASH EQUIVALENTS AND RESTRICTED CASH AT END OF PERIOD", "periodStartLabel": "CASH AND CASH EQUIVALENTS AND RESTRICTED CASH AT BEGINNING OF YEAR" } } }, "localname": "CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalents", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow" ], "xbrltype": "monetaryItemType" }, "us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsPeriodIncreaseDecreaseExcludingExchangeRateEffect": { "auth_ref": [ "r110", "r518" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedCashFlow": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of increase (decrease) in cash and cash equivalents, and cash and cash equivalents restricted to withdrawal or usage; excluding effect from exchange rate change. Cash includes, but is not limited to, currency on hand, demand deposits with banks or financial institutions, and other accounts with general characteristics of demand deposits. Cash equivalents include, but are not limited to, short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates.", "label": "Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents, Period Increase (Decrease), Excluding Exchange Rate Effect", "totalLabel": "NET INCREASE IN CASH AND CASH EQUIVALENTS AND RESTRICTED CASH" } } }, "localname": "CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsPeriodIncreaseDecreaseExcludingExchangeRateEffect", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow" ], "xbrltype": "monetaryItemType" }, "us-gaap_CashEquivalentsAtCarryingValue": { "auth_ref": [ "r15" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates. Excludes cash and cash equivalents within disposal group and discontinued operation.", "label": "Cash Equivalents, at Carrying Value", "terseLabel": "Cash on hand" } } }, "localname": "CashEquivalentsAtCarryingValue", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ContingentConsiderationLiabilityDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_ClassOfWarrantOrRightExercisePriceOfWarrantsOrRights1": { "auth_ref": [ "r340" ], "lang": { "en-us": { "role": { "documentation": "Exercise price per share or per unit of warrants or rights outstanding.", "label": "Class of Warrant or Right, Exercise Price of Warrants or Rights", "terseLabel": "Warrants per share" } } }, "localname": "ClassOfWarrantOrRightExercisePriceOfWarrantsOrRights1", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/CommonSharesDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ClassOfWarrantOrRightOutstanding": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Number of warrants or rights outstanding.", "label": "Class of Warrant or Right, Outstanding", "terseLabel": "warrants exercisable" } } }, "localname": "ClassOfWarrantOrRightOutstanding", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/CommonSharesDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_CommitmentsAndContingenciesDisclosureAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Commitments and Contingencies Disclosure [Abstract]" } } }, "localname": "CommitmentsAndContingenciesDisclosureAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "xbrltype": "stringItemType" }, "us-gaap_CommitmentsAndContingenciesDisclosureTextBlock": { "auth_ref": [ "r291", "r292", "r293", "r302", "r653" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for commitments and contingencies.", "label": "Commitments and Contingencies Disclosure [Text Block]", "terseLabel": "COMMITMENTS AND CONTINGENCIES" } } }, "localname": "CommitmentsAndContingenciesDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/CommitmentsandContingencies" ], "xbrltype": "textBlockItemType" }, "us-gaap_CommonStockMember": { "auth_ref": [ "r137", "r138", "r502" ], "lang": { "en-us": { "role": { "documentation": "Stock that is subordinate to all other stock of the issuer.", "label": "Common Stock [Member]", "terseLabel": "Common Stock", "verboseLabel": "Common Stock [Member]" } } }, "localname": "CommonStockMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/CommonSharesDetails", "http://en.kandivehicle.com/role/ShareholdersEquityType2or3", "http://en.kandivehicle.com/role/SubsequentEventDetails" ], "xbrltype": "domainItemType" }, "us-gaap_CommonStockParOrStatedValuePerShare": { "auth_ref": [ "r33" ], "lang": { "en-us": { "role": { "documentation": "Face amount or stated value per share of common stock.", "label": "Common Stock, Par or Stated Value Per Share", "terseLabel": "Common stock, par value (in Dollars per share)", "verboseLabel": "Common stock, par value" } } }, "localname": "CommonStockParOrStatedValuePerShare", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/CommonSharesDetails", "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet_Parentheticals" ], "xbrltype": "perShareItemType" }, "us-gaap_CommonStockSharesAuthorized": { "auth_ref": [ "r33" ], "lang": { "en-us": { "role": { "documentation": "The maximum number of common shares permitted to be issued by an entity's charter and bylaws.", "label": "Common Stock, Shares Authorized", "terseLabel": "Common stock, shares authorized" } } }, "localname": "CommonStockSharesAuthorized", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet_Parentheticals" ], "xbrltype": "sharesItemType" }, "us-gaap_CommonStockSharesIssued": { "auth_ref": [ "r33" ], "lang": { "en-us": { "role": { "documentation": "Total number of common shares of an entity that have been sold or granted to shareholders (includes common shares that were issued, repurchased and remain in the treasury). These shares represent capital invested by the firm's shareholders and owners, and may be all or only a portion of the number of shares authorized. Shares issued include shares outstanding and shares held in the treasury.", "label": "Common Stock, Shares, Issued", "terseLabel": "Common stock, shares issued", "verboseLabel": "Common shares issued" } } }, "localname": "CommonStockSharesIssued", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet_Parentheticals", "http://en.kandivehicle.com/role/SubsequentEventDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_CommonStockSharesOutstanding": { "auth_ref": [ "r33", "r339" ], "lang": { "en-us": { "role": { "documentation": "Number of shares of common stock outstanding. Common stock represent the ownership interest in a corporation.", "label": "Common Stock, Shares, Outstanding", "terseLabel": "Common stock, shares outstanding" } } }, "localname": "CommonStockSharesOutstanding", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet_Parentheticals" ], "xbrltype": "sharesItemType" }, "us-gaap_CommonStockValue": { "auth_ref": [ "r33", "r552" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet": { "order": 1.0, "parentTag": "us-gaap_StockholdersEquity", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Aggregate par or stated value of issued nonredeemable common stock (or common stock redeemable solely at the option of the issuer). This item includes treasury stock repurchased by the entity. Note: elements for number of nonredeemable common shares, par value and other disclosure concepts are in another section within stockholders' equity.", "label": "Common Stock, Value, Issued", "terseLabel": "Common stock, $0.001 par value; 100,000,000 shares authorized; 77,385,130 and 77,298,499 shares issued and 76,705,381 and 75,377,555 outstanding at December 31,2021 and December 31,2020, respectively" } } }, "localname": "CommonStockValue", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet" ], "xbrltype": "monetaryItemType" }, "us-gaap_ComprehensiveIncomeNetOfTax": { "auth_ref": [ "r75", "r77", "r78", "r87", "r603", "r627" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount after tax of increase (decrease) in equity from transactions and other events and circumstances from net income and other comprehensive income, attributable to parent entity. Excludes changes in equity resulting from investments by owners and distributions to owners.", "label": "Comprehensive Income (Loss), Net of Tax, Attributable to Parent", "totalLabel": "COMPREHENSIVE INCOME" } } }, "localname": "ComprehensiveIncomeNetOfTax", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement" ], "xbrltype": "monetaryItemType" }, "us-gaap_ComprehensiveIncomePolicyPolicyTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for comprehensive income.", "label": "Comprehensive Income, Policy [Policy Text Block]", "terseLabel": "Comprehensive Income (Loss)" } } }, "localname": "ComprehensiveIncomePolicyPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/AccountingPoliciesByPolicy" ], "xbrltype": "textBlockItemType" }, "us-gaap_ConcentrationRiskByBenchmarkAxis": { "auth_ref": [ "r175", "r176", "r213", "r511", "r512", "r647", "r652" ], "lang": { "en-us": { "role": { "documentation": "Information by benchmark of concentration risk.", "label": "Concentration Risk Benchmark [Axis]" } } }, "localname": "ConcentrationRiskByBenchmarkAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofconcentrationpercentageTable", "http://en.kandivehicle.com/role/ScheduleofconcentrationpercentageTable0" ], "xbrltype": "stringItemType" }, "us-gaap_ConcentrationRiskByTypeAxis": { "auth_ref": [ "r175", "r176", "r213", "r511", "r512", "r647", "r652" ], "lang": { "en-us": { "role": { "documentation": "Information by type of concentration risk, for example, but not limited to, asset, liability, net assets, geographic, customer, employees, supplier, lender.", "label": "Concentration Risk Type [Axis]" } } }, "localname": "ConcentrationRiskByTypeAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConcentrationsDetails", "http://en.kandivehicle.com/role/ConcentrationsTables" ], "xbrltype": "stringItemType" }, "us-gaap_ConcentrationRiskDisclosureTextBlock": { "auth_ref": [ "r178" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for any concentrations existing at the date of the financial statements that make an entity vulnerable to a reasonably possible, near-term, severe impact. This disclosure informs financial statement users about the general nature of the risk associated with the concentration, and may indicate the percentage of concentration risk as of the balance sheet date.", "label": "Concentration Risk Disclosure [Text Block]", "terseLabel": "CONCENTRATIONS" } } }, "localname": "ConcentrationRiskDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/Concentrations" ], "xbrltype": "textBlockItemType" }, "us-gaap_ConcentrationRiskLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Concentration Risk [Line Items]" } } }, "localname": "ConcentrationRiskLineItems", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofconcentrationpercentageTable" ], "xbrltype": "stringItemType" }, "us-gaap_ConcentrationRiskTable": { "auth_ref": [ "r173", "r175", "r176", "r177", "r511", "r513", "r652" ], "lang": { "en-us": { "role": { "documentation": "Describes the nature of a concentration, a benchmark to which it is compared, and the percentage that the risk is to the benchmark.", "label": "Concentration Risk [Table]" } } }, "localname": "ConcentrationRiskTable", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofconcentrationpercentageTable" ], "xbrltype": "stringItemType" }, "us-gaap_ConsolidatedEntitiesMember": { "auth_ref": [ "r575", "r578", "r580", "r582", "r584", "r586" ], "lang": { "en-us": { "role": { "documentation": "Entities which have been consolidated for financial statement presentation purposes.", "label": "Consolidated Entities [Member]", "terseLabel": "Consolidated [Member]" } } }, "localname": "ConsolidatedEntitiesMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofcomparedtoconsolidatedassetsandliabilitiesTable", "http://en.kandivehicle.com/role/ScheduleofconsolidatedbalancesheetsinformationTable", "http://en.kandivehicle.com/role/ScheduleofconsolidatedcashflowsinformationTable", "http://en.kandivehicle.com/role/ScheduleofconsolidatedstatementsofoperationsinformationTable" ], "xbrltype": "domainItemType" }, "us-gaap_ConsolidatedEntityExcludingVieMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Consolidated entity, excluding variable interest entity (VIE) for which reporting entity is or is not primary beneficiary.", "label": "Consolidated Entity, Excluding VIE [Member]", "terseLabel": "VIE [Member]" } } }, "localname": "ConsolidatedEntityExcludingVieMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofcomparedtoconsolidatedassetsandliabilitiesTable", "http://en.kandivehicle.com/role/ScheduleofconsolidatedbalancesheetsinformationTable", "http://en.kandivehicle.com/role/ScheduleofconsolidatedcashflowsinformationTable" ], "xbrltype": "domainItemType" }, "us-gaap_ConsolidationVariableInterestEntityPolicy": { "auth_ref": [ "r486", "r491", "r492" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for consolidation to describe the significant judgments and assumptions made in determining whether a variable interest held by the entity requires the variable interest entity to be consolidated and (or) disclose information about its involvement with the variable interest entity; the methodology used by the entity for determining whether or not it is the primary beneficiary of the variable interest entity; and the significant factors considered and judgments made in determining that the power to direct the activities that significantly impact the economic performance of the variable interest entity are shared (as defined).", "label": "Consolidation, Variable Interest Entity, Policy [Policy Text Block]", "terseLabel": "Consolidation of variable interest entities" } } }, "localname": "ConsolidationVariableInterestEntityPolicy", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/AccountingPoliciesByPolicy" ], "xbrltype": "textBlockItemType" }, "us-gaap_ConstructionMember": { "auth_ref": [ "r352" ], "lang": { "en-us": { "role": { "documentation": "Building or developing real estate. Includes, but is not limited to, improvement to land for drainage, utilities, grading and subdividing.", "label": "Construction [Member]", "terseLabel": "Construction [Member]" } } }, "localname": "ConstructionMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/PropertyPlantandEquipmentDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ContractWithCustomerLiability": { "auth_ref": [ "r347", "r348", "r351" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of obligation to transfer good or service to customer for which consideration has been received or is receivable.", "label": "Contract with Customer, Liability", "terseLabel": "Total contract amount" } } }, "localname": "ContractWithCustomerLiability", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/AdvancestoSuppliersDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_CostOfGoodsAndServicesSold": { "auth_ref": [ "r95", "r569" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement": { "order": 2.0, "parentTag": "us-gaap_GrossProfit", "weight": -1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The aggregate costs related to goods produced and sold and services rendered by an entity during the reporting period. This excludes costs incurred during the reporting period related to financial services rendered and other revenue generating activities.", "label": "Cost of Goods and Services Sold", "negatedLabel": "COST OF GOODS SOLD" } } }, "localname": "CostOfGoodsAndServicesSold", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement" ], "xbrltype": "monetaryItemType" }, "us-gaap_CreditLossAdditionalImprovementsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Credit Loss, Additional Improvements [Abstract]" } } }, "localname": "CreditLossAdditionalImprovementsAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "xbrltype": "stringItemType" }, "us-gaap_CurrentIncomeTaxExpenseBenefit": { "auth_ref": [ "r130", "r434", "r445", "r447" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of current income tax expense (benefit) pertaining to taxable income (loss) from continuing operations.", "label": "Current Income Tax Expense (Benefit)", "terseLabel": "Provision for CIT" } } }, "localname": "CurrentIncomeTaxExpenseBenefit", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofincometaxexpensesTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_CustomerConcentrationRiskMember": { "auth_ref": [ "r174", "r213" ], "lang": { "en-us": { "role": { "documentation": "Reflects the percentage that revenues in the period from one or more significant customers is to net revenues, as defined by the entity, such as total net revenues, product line revenues, segment revenues. The risk is the materially adverse effects of loss of a significant customer.", "label": "Customer Concentration Risk [Member]", "terseLabel": "Customers [Member]" } } }, "localname": "CustomerConcentrationRiskMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConcentrationsDetails", "http://en.kandivehicle.com/role/ConcentrationsTables" ], "xbrltype": "domainItemType" }, "us-gaap_CustomerRelationshipsMember": { "auth_ref": [ "r464" ], "lang": { "en-us": { "role": { "documentation": "Customer relationship that exists between an entity and its customer, for example, but not limited to, tenant relationships.", "label": "Customer Relationships [Member]", "terseLabel": "Customer relations [Member]" } } }, "localname": "CustomerRelationshipsMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofgrosscarryingvalueandaccumulatedamortizationforeachmajorclassofourintangibleassetsotherthangoodwillTable" ], "xbrltype": "domainItemType" }, "us-gaap_DebtInstrumentDescription": { "auth_ref": [ "r26", "r28", "r340", "r592", "r595", "r609", "r612" ], "lang": { "en-us": { "role": { "documentation": "Identification of the lender and information about a contractual promise to repay a short-term or long-term obligation, which includes borrowings under lines of credit, notes payable, commercial paper, bonds payable, debentures, and other contractual obligations for payment. This may include rationale for entering into the arrangement, significant terms of the arrangement, which may include amount, repayment terms, priority, collateral required, debt covenants, borrowing capacity, call features, participation rights, conversion provisions, sinking-fund requirements, voting rights, basis for conversion if convertible and remarketing provisions. The description may be provided for individual debt instruments, rational groupings of debt instruments, or by debt in total.", "label": "Debt Instrument, Description", "terseLabel": "Loan borrowed, description" } } }, "localname": "DebtInstrumentDescription", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/CommitmentsandContingenciesDetails" ], "xbrltype": "stringItemType" }, "us-gaap_DebtInstrumentFaceAmount": { "auth_ref": [ "r321", "r324", "r325", "r529", "r531", "r532" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Face (par) amount of debt instrument at time of issuance.", "label": "Debt Instrument, Face Amount", "terseLabel": "SBA PPP loan program and the entire amount has qualified for forgiveness (in Dollars)" } } }, "localname": "DebtInstrumentFaceAmount", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/TaxesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DebtWeightedAverageInterestRate": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Weighted average interest rate of debt outstanding.", "label": "Debt, Weighted Average Interest Rate", "terseLabel": "Interest rate" } } }, "localname": "DebtWeightedAverageInterestRate", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/TaxesDetails" ], "xbrltype": "percentItemType" }, "us-gaap_DeferredIncomeTaxAssetsNet": { "auth_ref": [ "r416", "r417" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet": { "order": 5.0, "parentTag": "us-gaap_AssetsNoncurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount, after allocation of valuation allowances and deferred tax liability, of deferred tax asset attributable to deductible differences and carryforwards, with jurisdictional netting.", "label": "Deferred Income Tax Assets, Net", "terseLabel": "Deferred tax assets" } } }, "localname": "DeferredIncomeTaxAssetsNet", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredIncomeTaxExpenseBenefit": { "auth_ref": [ "r115", "r130", "r435", "r445", "r446", "r447" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedCashFlow": { "order": 4.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of deferred income tax expense (benefit) pertaining to income (loss) from continuing operations.", "label": "Deferred Income Tax Expense (Benefit)", "terseLabel": "Deferred taxes" } } }, "localname": "DeferredIncomeTaxExpenseBenefit", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredIncomeTaxLiabilities": { "auth_ref": [ "r30", "r31", "r425", "r594", "r611" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of deferred tax liability attributable to taxable temporary differences.", "label": "Deferred Tax Liabilities, Gross", "negatedLabel": "Total deferred tax liability" } } }, "localname": "DeferredIncomeTaxLiabilities", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofdeferredtaxassetsandliabilitiesTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredIncomeTaxLiabilitiesNet": { "auth_ref": [ "r416", "r417" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet": { "order": 2.0, "parentTag": "us-gaap_LiabilitiesNoncurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount, after deferred tax asset, of deferred tax liability attributable to taxable differences with jurisdictional netting.", "label": "Deferred Income Tax Liabilities, Net", "terseLabel": "Deferred tax liability" } } }, "localname": "DeferredIncomeTaxLiabilitiesNet", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredOfferingCosts": { "auth_ref": [ "r257" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Specific incremental costs directly attributable to a proposed or actual offering of securities which are deferred at the end of the reporting period.", "label": "Deferred Offering Costs", "terseLabel": "Offering expenses payable" } } }, "localname": "DeferredOfferingCosts", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/CommonSharesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxAssetsGross": { "auth_ref": [ "r426" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount before allocation of valuation allowances of deferred tax asset attributable to deductible temporary differences and carryforwards.", "label": "Deferred Tax Assets, Gross", "terseLabel": "Net deferred tax assets (liabilities)" } } }, "localname": "DeferredTaxAssetsGross", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofdeferredtaxassetsandliabilitiesTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxAssetsOperatingLossCarryforwards": { "auth_ref": [ "r432", "r433" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount before allocation of valuation allowances of deferred tax asset attributable to deductible operating loss carryforwards.", "label": "Deferred Tax Assets, Operating Loss Carryforwards", "terseLabel": "Loss carried forward" } } }, "localname": "DeferredTaxAssetsOperatingLossCarryforwards", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofdeferredtaxassetsandliabilitiesTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxAssetsOperatingLossCarryforwardsDomestic": { "auth_ref": [ "r432", "r433" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount before allocation of valuation allowances of deferred tax asset attributable to deductible domestic operating loss carryforwards. Excludes state and local operating loss carryforwards.", "label": "Deferred Tax Assets, Operating Loss Carryforwards, Domestic", "terseLabel": "Outside basis difference of investment in the Affiliate Company" } } }, "localname": "DeferredTaxAssetsOperatingLossCarryforwardsDomestic", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofdeferredtaxassetsandliabilitiesTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxAssetsTaxDeferredExpenseReservesAndAccrualsReserves": { "auth_ref": [ "r432", "r433" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount, before allocation of valuation allowance, of deferred tax asset attributable to deductible temporary differences from reserves, classified as other.", "label": "Deferred Tax Assets, Tax Deferred Expense, Reserves and Accruals, Reserves", "terseLabel": "Accruals and reserves" } } }, "localname": "DeferredTaxAssetsTaxDeferredExpenseReservesAndAccrualsReserves", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofdeferredtaxassetsandliabilitiesTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxAssetsValuationAllowance": { "auth_ref": [ "r427" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of deferred tax assets for which it is more likely than not that a tax benefit will not be realized.", "label": "Deferred Tax Assets, Valuation Allowance", "periodEndLabel": "Balance at December 31,2021", "periodStartLabel": "Balance at December 31,2020" } } }, "localname": "DeferredTaxAssetsValuationAllowance", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofvaluationallowanceofdeferredtaxassetsTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxLiabilities": { "auth_ref": [ "r417", "r428" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount, after deferred tax asset, of deferred tax liability attributable to taxable differences without jurisdictional netting.", "label": "Deferred Tax Liabilities, Net", "negatedLabel": "Deferred tax liability" } } }, "localname": "DeferredTaxLiabilities", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofpreliminarypurchasepriceallocationsTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxLiabilitiesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Deferred Tax Liabilities, Gross [Abstract]", "terseLabel": "Deferred tax liabilities:" } } }, "localname": "DeferredTaxLiabilitiesAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofdeferredtaxassetsandliabilitiesTable" ], "xbrltype": "stringItemType" }, "us-gaap_DeferredTaxLiabilitiesGoodwillAndIntangibleAssetsIntangibleAssets": { "auth_ref": [ "r432", "r433" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of deferred tax liability attributable to taxable temporary differences from intangible assets other than goodwill.", "label": "Deferred Tax Liabilities, Intangible Assets", "negatedLabel": "Intangible" } } }, "localname": "DeferredTaxLiabilitiesGoodwillAndIntangibleAssetsIntangibleAssets", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofdeferredtaxassetsandliabilitiesTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxLiabilitiesPrepaidExpenses": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of deferred tax consequences attributable to taxable temporary differences derived from prepaid expenses.", "label": "Deferred Tax Liabilities, Prepaid Expenses", "negatedLabel": "Expense" } } }, "localname": "DeferredTaxLiabilitiesPrepaidExpenses", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofdeferredtaxassetsandliabilitiesTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxLiabilitiesPropertyPlantAndEquipment": { "auth_ref": [ "r432", "r433" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of deferred tax liability attributable to taxable temporary differences from property, plant, and equipment.", "label": "Deferred Tax Liabilities, Property, Plant and Equipment", "negatedLabel": "Revenue" } } }, "localname": "DeferredTaxLiabilitiesPropertyPlantAndEquipment", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofdeferredtaxassetsandliabilitiesTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_DepositsAssetsCurrent": { "auth_ref": [ "r53" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet": { "order": 3.0, "parentTag": "us-gaap_AssetsCurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Carrying value of amounts transferred to third parties for security purposes that are expected to be returned or applied towards payment within one year or during the operating cycle, if shorter.", "label": "Deposits Assets, Current", "terseLabel": "Certificate of deposit" } } }, "localname": "DepositsAssetsCurrent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet", "http://en.kandivehicle.com/role/LiquidityDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_Depreciation": { "auth_ref": [ "r115", "r283" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The amount of expense recognized in the current period that reflects the allocation of the cost of tangible assets over the assets' useful lives. Includes production and non-production related depreciation.", "label": "Depreciation", "terseLabel": "Depreciation expenses" } } }, "localname": "Depreciation", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/PropertyPlantandEquipmentDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DepreciationDepletionAndAmortization": { "auth_ref": [ "r115", "r186" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedCashFlow": { "order": 2.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The aggregate expense recognized in the current period that allocates the cost of tangible assets, intangible assets, or depleting assets to periods that benefit from use of the assets.", "label": "Depreciation, Depletion and Amortization", "terseLabel": "Depreciation and amortization" } } }, "localname": "DepreciationDepletionAndAmortization", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow" ], "xbrltype": "monetaryItemType" }, "us-gaap_DepreciationExpenseOnReclassifiedAssets": { "auth_ref": [ "r280", "r282" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "For the asset that is reclassified back to held and use from held-for-sale, the depreciation expense recognized when the asset is reclassified. This represents the difference between the carrying value at the time the decision to reclassify is made and the carrying amount that the asset would have had if it had never been classified as held for sale (including consideration of depreciation expense).", "label": "Depreciation Expense on Reclassified Assets", "terseLabel": "Depreciation Expense on Reclassified Assets" } } }, "localname": "DepreciationExpenseOnReclassifiedAssets", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/OtherLongTermAssetsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DerivativeFixedInterestRate": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Fixed interest rate related to the interest rate derivative.", "label": "Derivative, Fixed Interest Rate", "terseLabel": "Rate of annual interest" } } }, "localname": "DerivativeFixedInterestRate", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/NotesReceivableDetails" ], "xbrltype": "percentItemType" }, "us-gaap_DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock": { "auth_ref": [ "r370", "r371", "r403", "r404", "r405", "r412" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for share-based payment arrangement.", "label": "Share-Based Payment Arrangement [Text Block]", "terseLabel": "STOCK AWARD" } } }, "localname": "DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/StockAward" ], "xbrltype": "textBlockItemType" }, "us-gaap_DisclosureOfCompensationRelatedCostsSharebasedPaymentsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Share-Based Payment Arrangement [Abstract]" } } }, "localname": "DisclosureOfCompensationRelatedCostsSharebasedPaymentsAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "xbrltype": "stringItemType" }, "us-gaap_DisclosureTextBlockSupplementAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Other Long Term Assets [Abstract]" } } }, "localname": "DisclosureTextBlockSupplementAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "xbrltype": "stringItemType" }, "us-gaap_DisposalGroupNotDiscontinuedOperationGainLossOnDisposal": { "auth_ref": [ "r115", "r281", "r287" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement": { "order": 4.0, "parentTag": "us-gaap_OperatingExpenses", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount before tax of gain (loss) recognized on the sale or disposal of a disposal group. Excludes discontinued operations.", "label": "Disposal Group, Not Discontinued Operation, Gain (Loss) on Disposal", "terseLabel": "Gain on disposal of long-lived assets" } } }, "localname": "DisposalGroupNotDiscontinuedOperationGainLossOnDisposal", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement" ], "xbrltype": "monetaryItemType" }, "us-gaap_DueFromAffiliateCurrent": { "auth_ref": [ "r545", "r546", "r549" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet": { "order": 10.0, "parentTag": "us-gaap_AssetsCurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of receivables due from an entity that is affiliated with the reporting entity by means of direct or indirect ownership, due within 1 year (or 1 business cycle).", "label": "Due from Affiliate, Current", "terseLabel": "Amount due from the Affiliate Company" } } }, "localname": "DueFromAffiliateCurrent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet" ], "xbrltype": "monetaryItemType" }, "us-gaap_DueFromOtherRelatedParties": { "auth_ref": [ "r133", "r545", "r625" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount receivable from related parties classified as other.", "label": "Due from Other Related Parties", "terseLabel": "Other receivables (in Dollars)" } } }, "localname": "DueFromOtherRelatedParties", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/PrinciplesofConsolidationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DueFromOtherRelatedPartiesCurrent": { "auth_ref": [ "r133", "r545" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet": { "order": 11.0, "parentTag": "us-gaap_AssetsCurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount receivable from related parties classified as other, due within one year or the normal operating cycle, if longer.", "label": "Due from Other Related Parties, Current", "terseLabel": "Amount due from related party" } } }, "localname": "DueFromOtherRelatedPartiesCurrent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet" ], "xbrltype": "monetaryItemType" }, "us-gaap_DueFromRelatedParties": { "auth_ref": [ "r35", "r133", "r311", "r313", "r314", "r318", "r319", "r320", "r545", "r598", "r625" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "For an unclassified balance sheet, amounts due from related parties including affiliates, employees, joint ventures, officers and stockholders, immediate families thereof, and pension funds.", "label": "Due from Related Parties", "terseLabel": "Amount due from related party" } } }, "localname": "DueFromRelatedParties", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DueToRelatedPartiesCurrent": { "auth_ref": [ "r56", "r133", "r311", "r313", "r314", "r318", "r319", "r320", "r545" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet": { "order": 7.0, "parentTag": "us-gaap_LiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Carrying amount as of the balance sheet date of obligations due all related parties. For classified balance sheets, represents the current portion of such liabilities (due within one year or within the normal operating cycle if longer).", "label": "Due to Related Parties, Current", "terseLabel": "Amount due to related party" } } }, "localname": "DueToRelatedPartiesCurrent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet" ], "xbrltype": "monetaryItemType" }, "us-gaap_DueToRelatedPartiesCurrentAndNoncurrent": { "auth_ref": [ "r133", "r311", "r313", "r314", "r318", "r319", "r320", "r545", "r599", "r624" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Carrying amount as of the balance sheet date of obligations due all related parties.", "label": "Due to Related Parties", "terseLabel": "Amount due to related party" } } }, "localname": "DueToRelatedPartiesCurrentAndNoncurrent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_EarningsPerShareAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Earnings Per Share [Abstract]" } } }, "localname": "EarningsPerShareAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "xbrltype": "stringItemType" }, "us-gaap_EarningsPerShareBasic": { "auth_ref": [ "r88", "r146", "r147", "r148", "r149", "r150", "r157", "r159", "r162", "r163", "r164", "r168", "r169", "r503", "r504", "r604", "r628" ], "lang": { "en-us": { "role": { "documentation": "The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.", "label": "Earnings Per Share, Basic", "terseLabel": "NET INCOME (LOSS) PER SHARE, BASIC AND DILUTED (in Dollars per share)" } } }, "localname": "EarningsPerShareBasic", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement" ], "xbrltype": "perShareItemType" }, "us-gaap_EarningsPerShareTextBlock": { "auth_ref": [ "r165", "r166", "r167", "r170" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for earnings per share.", "label": "Earnings Per Share [Text Block]", "terseLabel": "EARNINGS (LOSS) PER SHARE" } } }, "localname": "EarningsPerShareTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/EarningsLossPerShare" ], "xbrltype": "textBlockItemType" }, "us-gaap_EffectOfExchangeRateOnCashCashEquivalentsRestrictedCashAndRestrictedCashEquivalents": { "auth_ref": [ "r518" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of increase (decrease) from effect of exchange rate changes on cash and cash equivalents, and cash and cash equivalents restricted to withdrawal or usage; held in foreign currencies. Excludes amounts for disposal group and discontinued operations. Cash includes, but is not limited to, currency on hand, demand deposits with banks or financial institutions, and other accounts with general characteristics of demand deposits. Cash equivalents include, but are not limited to, short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates.", "label": "Effect of Exchange Rate on Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents, Continuing Operations", "terseLabel": "Effect of exchange rate changes" } } }, "localname": "EffectOfExchangeRateOnCashCashEquivalentsRestrictedCashAndRestrictedCashEquivalents", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow" ], "xbrltype": "monetaryItemType" }, "us-gaap_EffectiveIncomeTaxRateContinuingOperations": { "auth_ref": [ "r419" ], "lang": { "en-us": { "role": { "documentation": "Percentage of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.", "label": "Effective Income Tax Rate Reconciliation, Percent", "terseLabel": "Applicable corporate income tax rate" } } }, "localname": "EffectiveIncomeTaxRateContinuingOperations", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/TaxesDetails" ], "xbrltype": "percentItemType" }, "us-gaap_EffectiveIncomeTaxRateReconciliationChangeInEnactedTaxRate": { "auth_ref": [ "r419", "r448" ], "lang": { "en-us": { "role": { "documentation": "Percentage of the difference between reported income tax expense (benefit) and expected income tax expense (benefit) computed by applying the domestic federal statutory income tax rates to pretax income (loss) from continuing operations attributable to changes in the income tax rates.", "label": "Effective Income Tax Rate Reconciliation, Change in Enacted Tax Rate, Percent", "terseLabel": "Reduced income tax rate" } } }, "localname": "EffectiveIncomeTaxRateReconciliationChangeInEnactedTaxRate", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/TaxesDetails" ], "xbrltype": "percentItemType" }, "us-gaap_EmployeeStockOwnershipPlanESOPCompensationExpense": { "auth_ref": [ "r411" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The amount of plan compensation cost recognized during the period.", "label": "Employee Stock Ownership Plan (ESOP), Compensation Expense", "terseLabel": "Expenses for stock compensation (in Dollars)" } } }, "localname": "EmployeeStockOwnershipPlanESOPCompensationExpense", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/StockAwardDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_EquityComponentDomain": { "auth_ref": [ "r0", "r80", "r81", "r82", "r137", "r138", "r139", "r143", "r151", "r153", "r172", "r243", "r339", "r341", "r406", "r407", "r408", "r438", "r439", "r502", "r519", "r520", "r521", "r522", "r523", "r524", "r542", "r639", "r640", "r641" ], "lang": { "en-us": { "role": { "documentation": "Components of equity are the parts of the total Equity balance including that which is allocated to common, preferred, treasury stock, retained earnings, etc.", "label": "Equity Component [Domain]" } } }, "localname": "EquityComponentDomain", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/CommonSharesDetails", "http://en.kandivehicle.com/role/ShareholdersEquityType2or3", "http://en.kandivehicle.com/role/SubsequentEventDetails" ], "xbrltype": "domainItemType" }, "us-gaap_EquityMethodInvestmentOwnershipPercentage": { "auth_ref": [ "r238" ], "lang": { "en-us": { "role": { "documentation": "The percentage of ownership of common stock or equity participation in the investee accounted for under the equity method of accounting.", "label": "Percentage of acquisition of equity", "netLabel": "Ownership percentage", "terseLabel": "Remaining equity interests Percentage", "totalLabel": "Equity interests percentage", "verboseLabel": "Percentage of equity interest" } } }, "localname": "EquityMethodInvestmentOwnershipPercentage", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ContingentConsiderationLiabilityDetails", "http://en.kandivehicle.com/role/EquityMethodInvestmentintheAffiliateCompanyDetails", "http://en.kandivehicle.com/role/LiquidityDetails", "http://en.kandivehicle.com/role/PrinciplesofConsolidationDetails", "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesDetails" ], "xbrltype": "percentItemType" }, "us-gaap_EquityMethodInvestmentRealizedGainLossOnDisposal": { "auth_ref": [ "r90", "r91", "r115" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of gain (loss) on sale or disposal of an equity method investment.", "label": "Equity Method Investment, Realized Gain (Loss) on Disposal", "terseLabel": "Gain from equity sale" } } }, "localname": "EquityMethodInvestmentRealizedGainLossOnDisposal", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofequitymethodinvestmentsTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_EquityMethodInvestmentSoldCarryingAmount": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of the entity's equity method investment which has been sold.", "label": "Equity Method Investment, Amount Sold", "terseLabel": "Equity transfer payment" } } }, "localname": "EquityMethodInvestmentSoldCarryingAmount", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/EquityMethodInvestmentintheAffiliateCompanyDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_EquityMethodInvestments": { "auth_ref": [ "r16", "r189", "r237" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "This item represents the carrying amount on the entity's balance sheet of its investment in common stock of an equity method investee. This is not an indicator of the fair value of the investment, rather it is the initial cost adjusted for the entity's share of earnings and losses of the investee, adjusted for any distributions (dividends) and other than temporary impairment (OTTI) losses recognized.", "label": "Equity Method Investments", "terseLabel": "Equity transfer payment" } } }, "localname": "EquityMethodInvestments", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/LiquidityDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_EquityMethodInvestmentsAndJointVenturesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Equity Method Investments and Joint Ventures [Abstract]" } } }, "localname": "EquityMethodInvestmentsAndJointVenturesAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "xbrltype": "stringItemType" }, "us-gaap_EquityMethodInvestmentsDisclosureTextBlock": { "auth_ref": [ "r242" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for equity method investments and joint ventures. Equity method investments are investments that give the investor the ability to exercise significant influence over the operating and financial policies of an investee. Joint ventures are entities owned and operated by a small group of businesses as a separate and specific business or project for the mutual benefit of the members of the group.", "label": "Equity Method Investments and Joint Ventures Disclosure [Text Block]", "terseLabel": "EQUITY METHOD INVESTMENT IN THE AFFILIATE COMPANY" } } }, "localname": "EquityMethodInvestmentsDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/EquityMethodInvestmentintheAffiliateCompany" ], "xbrltype": "textBlockItemType" }, "us-gaap_EquityMethodInvestmentsTextBlock": { "auth_ref": [ "r241" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of equity method investments including, but not limited to, name of each investee or group of investments, percentage ownership, difference between recorded amount of an investment and the value of the underlying equity in the net assets, and summarized financial information.", "label": "Equity Method Investments [Table Text Block]", "terseLabel": "Schedule of equity method investments" } } }, "localname": "EquityMethodInvestmentsTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/EquityMethodInvestmentintheAffiliateCompanyTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ExcessStockSharesIssued": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Number of excess stock shares of an entity that have been sold or granted to shareholders.", "label": "Excess Stock, Shares Issued", "terseLabel": "Additional shares" } } }, "localname": "ExcessStockSharesIssued", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ContingentConsiderationLiabilityDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_FairValueByFairValueHierarchyLevelAxis": { "auth_ref": [ "r323", "r324", "r325", "r356", "r357", "r358", "r359", "r360", "r361", "r362", "r364", "r508", "r557", "r558", "r559" ], "lang": { "en-us": { "role": { "documentation": "Information by level within fair value hierarchy and fair value measured at net asset value per share as practical expedient.", "label": "Fair Value Hierarchy and NAV [Axis]" } } }, "localname": "FairValueByFairValueHierarchyLevelAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesDetails" ], "xbrltype": "stringItemType" }, "us-gaap_FairValueInputsLevel3Member": { "auth_ref": [ "r323", "r324", "r325", "r356", "r357", "r358", "r359", "r360", "r361", "r362", "r364", "r508", "r559" ], "lang": { "en-us": { "role": { "documentation": "Unobservable inputs that reflect the entity's own assumption about the assumptions market participants would use in pricing.", "label": "Fair Value, Inputs, Level 3 [Member]", "terseLabel": "Fair Value, Inputs, Level 3 [Member]" } } }, "localname": "FairValueInputsLevel3Member", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesDetails" ], "xbrltype": "domainItemType" }, "us-gaap_FairValueMeasurementsFairValueHierarchyDomain": { "auth_ref": [ "r323", "r324", "r325", "r356", "r357", "r358", "r359", "r360", "r361", "r362", "r364", "r557", "r558", "r559" ], "lang": { "en-us": { "role": { "documentation": "Categories used to prioritize the inputs to valuation techniques to measure fair value.", "label": "Fair Value Hierarchy and NAV [Domain]" } } }, "localname": "FairValueMeasurementsFairValueHierarchyDomain", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesDetails" ], "xbrltype": "domainItemType" }, "us-gaap_FairValueOfFinancialInstrumentsPolicy": { "auth_ref": [ "r509", "r510" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for determining the fair value of financial instruments.", "label": "Fair Value of Financial Instruments, Policy [Policy Text Block]", "terseLabel": "Fair Value of Financial Instruments" } } }, "localname": "FairValueOfFinancialInstrumentsPolicy", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/AccountingPoliciesByPolicy" ], "xbrltype": "textBlockItemType" }, "us-gaap_FinanceLoansAndLeasesReceivablePolicy": { "auth_ref": [ "r219", "r222", "r225", "r227", "r228", "r231", "r232", "r233" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for financing receivable.", "label": "Financing Receivable [Policy Text Block]", "terseLabel": "Notes Receivable" } } }, "localname": "FinanceLoansAndLeasesReceivablePolicy", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/AccountingPoliciesByPolicy" ], "xbrltype": "textBlockItemType" }, "us-gaap_FinancingReceivableAllowanceForCreditLosses": { "auth_ref": [ "r44", "r220", "r246", "r247", "r249", "r597", "r679", "r680", "r681" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of allowance for credit loss on financing receivable. Excludes allowance for financing receivable covered under loss sharing agreement.", "label": "Financing Receivable, Allowance for Credit Loss", "periodEndLabel": "BALANCE", "periodStartLabel": "BALANCE" } } }, "localname": "FinancingReceivableAllowanceForCreditLosses", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofprovisionfordoubtfulaccountsTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_FiniteLivedIntangibleAssetUsefulLife": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Useful life of finite-lived intangible assets, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days.", "label": "Finite-Lived Intangible Asset, Useful Life", "terseLabel": "Remaining useful life", "verboseLabel": "Estimated useful life (in years)" } } }, "localname": "FiniteLivedIntangibleAssetUsefulLife", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofgrosscarryingvalueandaccumulatedamortizationforeachmajorclassofourintangibleassetsotherthangoodwillTable", "http://en.kandivehicle.com/role/ScheduleofpreliminarypurchasepricetospecificintangibleassetTable" ], "xbrltype": "durationItemType" }, "us-gaap_FiniteLivedIntangibleAssetsAccumulatedAmortization": { "auth_ref": [ "r21", "r273" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Accumulated amount of amortization of assets, excluding financial assets and goodwill, lacking physical substance with a finite life.", "label": "Finite-Lived Intangible Assets, Accumulated Amortization", "terseLabel": "Less: Accumulated amortization" } } }, "localname": "FiniteLivedIntangibleAssetsAccumulatedAmortization", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofgrosscarryingvalueandaccumulatedamortizationforeachmajorclassofourintangibleassetsotherthangoodwillTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_FiniteLivedIntangibleAssetsAmortizationExpenseAfterYearFive": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of amortization for asset, excluding financial asset and goodwill, lacking physical substance with finite life expected to be recognized after fifth fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Finite-Lived Intangible Asset, Expected Amortization, after Year Five", "terseLabel": "Thereafter" } } }, "localname": "FiniteLivedIntangibleAssetsAmortizationExpenseAfterYearFive", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofamortizationexpensesTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_FiniteLivedIntangibleAssetsAmortizationExpenseNextRollingTwelveMonths": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of amortization expense for assets, excluding financial assets and goodwill, lacking physical substance with a finite life expected to be recognized in the next rolling twelve months following the latest balance sheet. For interim and annual periods when interim periods are reported on a rolling approach, from latest balance sheet date.", "label": "Finite-Lived Intangible Assets, Amortization Expense, Next Rolling 12 Months", "terseLabel": "2022" } } }, "localname": "FiniteLivedIntangibleAssetsAmortizationExpenseNextRollingTwelveMonths", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofamortizationexpenseTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_FiniteLivedIntangibleAssetsAmortizationExpenseRollingAfterYearFive": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of amortization expense for assets, excluding financial assets and goodwill, lacking physical substance with a finite life expected to be recognized after the fifth rolling twelve months following the latest balance sheet. For interim and annual periods when interim periods are reported on a rolling approach, from latest balance sheet date.", "label": "Finite-Lived Intangible Assets, Amortization Expense, Rolling after Year Five", "terseLabel": "Thereafter" } } }, "localname": "FiniteLivedIntangibleAssetsAmortizationExpenseRollingAfterYearFive", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofamortizationexpenseTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_FiniteLivedIntangibleAssetsAmortizationExpenseRollingYearFive": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of amortization expense for assets, excluding financial assets and goodwill, lacking physical substance with a finite life expected to be recognized in the fifth rolling twelve months following the latest balance sheet. For interim and annual periods when interim periods are reported on a rolling approach, from latest balance sheet date.", "label": "Finite-Lived Intangible Assets, Amortization Expense, Rolling Year Five", "terseLabel": "2026" } } }, "localname": "FiniteLivedIntangibleAssetsAmortizationExpenseRollingYearFive", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofamortizationexpenseTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_FiniteLivedIntangibleAssetsAmortizationExpenseRollingYearFour": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of amortization expense for assets, excluding financial assets and goodwill, lacking physical substance with a finite life expected to be recognized in the fourth rolling twelve months following the latest balance sheet. For interim and annual periods when interim periods are reported on a rolling approach, from latest balance sheet date.", "label": "Finite-Lived Intangible Assets, Amortization Expense, Rolling Year Four", "terseLabel": "2025" } } }, "localname": "FiniteLivedIntangibleAssetsAmortizationExpenseRollingYearFour", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofamortizationexpenseTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_FiniteLivedIntangibleAssetsAmortizationExpenseRollingYearThree": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of amortization expense for assets, excluding financial assets and goodwill, lacking physical substance with a finite life expected to be recognized in the third rolling twelve months following the latest balance sheet. For interim and annual periods when interim periods are reported on a rolling approach, from latest balance sheet date.", "label": "Finite-Lived Intangible Assets, Amortization Expense, Rolling Year Three", "terseLabel": "2024" } } }, "localname": "FiniteLivedIntangibleAssetsAmortizationExpenseRollingYearThree", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofamortizationexpenseTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_FiniteLivedIntangibleAssetsAmortizationExpenseRollingYearTwo": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of amortization expense for assets, excluding financial assets and goodwill, lacking physical substance with a finite life expected to be recognized in the second rolling twelve months following the latest balance sheet. For interim and annual periods when interim periods are reported on a rolling approach, from latest balance sheet date.", "label": "Finite-Lived Intangible Assets, Amortization Expense, Rolling Year Two", "terseLabel": "2023" } } }, "localname": "FiniteLivedIntangibleAssetsAmortizationExpenseRollingYearTwo", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofamortizationexpenseTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_FiniteLivedIntangibleAssetsAmortizationExpenseYearFive": { "auth_ref": [ "r275" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of amortization for assets, excluding financial assets and goodwill, lacking physical substance with finite life expected to be recognized in fifth fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Finite-Lived Intangible Asset, Expected Amortization, Year Five", "terseLabel": "2025" } } }, "localname": "FiniteLivedIntangibleAssetsAmortizationExpenseYearFive", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofamortizationexpensesTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_FiniteLivedIntangibleAssetsAmortizationExpenseYearFour": { "auth_ref": [ "r275" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of amortization for assets, excluding financial assets and goodwill, lacking physical substance with finite life expected to be recognized in fourth fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Finite-Lived Intangible Asset, Expected Amortization, Year Four", "terseLabel": "2024" } } }, "localname": "FiniteLivedIntangibleAssetsAmortizationExpenseYearFour", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofamortizationexpensesTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_FiniteLivedIntangibleAssetsAmortizationExpenseYearThree": { "auth_ref": [ "r275" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of amortization for assets, excluding financial assets and goodwill, lacking physical substance with finite life expected to be recognized in third fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Finite-Lived Intangible Asset, Expected Amortization, Year Three", "terseLabel": "2023" } } }, "localname": "FiniteLivedIntangibleAssetsAmortizationExpenseYearThree", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofamortizationexpensesTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_FiniteLivedIntangibleAssetsAmortizationExpenseYearTwo": { "auth_ref": [ "r275" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of amortization for assets, excluding financial assets and goodwill, lacking physical substance with finite life expected to be recognized in second fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Finite-Lived Intangible Asset, Expected Amortization, Year Two", "terseLabel": "2022" } } }, "localname": "FiniteLivedIntangibleAssetsAmortizationExpenseYearTwo", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofamortizationexpensesTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_FiniteLivedIntangibleAssetsByMajorClassAxis": { "auth_ref": [ "r268", "r269", "r273", "r276", "r570", "r574" ], "lang": { "en-us": { "role": { "documentation": "Information by major type or class of finite-lived intangible assets.", "label": "Finite-Lived Intangible Assets by Major Class [Axis]" } } }, "localname": "FiniteLivedIntangibleAssetsByMajorClassAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofgrosscarryingvalueandaccumulatedamortizationforeachmajorclassofourintangibleassetsotherthangoodwillTable", "http://en.kandivehicle.com/role/ScheduleofpreliminarypurchasepricetospecificintangibleassetTable" ], "xbrltype": "stringItemType" }, "us-gaap_FiniteLivedIntangibleAssetsGross": { "auth_ref": [ "r273", "r574" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount before amortization of assets, excluding financial assets and goodwill, lacking physical substance with a finite life.", "label": "Finite-Lived Intangible Assets, Gross", "terseLabel": "Gross carrying amount of intangible assets" } } }, "localname": "FiniteLivedIntangibleAssetsGross", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofgrosscarryingvalueandaccumulatedamortizationforeachmajorclassofourintangibleassetsotherthangoodwillTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_FiniteLivedIntangibleAssetsLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Finite-Lived Intangible Assets [Line Items]" } } }, "localname": "FiniteLivedIntangibleAssetsLineItems", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofpreliminarypurchasepricetospecificintangibleassetTable" ], "xbrltype": "stringItemType" }, "us-gaap_FiniteLivedIntangibleAssetsMajorClassNameDomain": { "auth_ref": [ "r268", "r272" ], "lang": { "en-us": { "role": { "documentation": "The major class of finite-lived intangible asset (for example, patents, trademarks, copyrights, etc.) A major class is composed of intangible assets that can be grouped together because they are similar, either by their nature or by their use in the operations of a company.", "label": "Finite-Lived Intangible Assets, Major Class Name [Domain]" } } }, "localname": "FiniteLivedIntangibleAssetsMajorClassNameDomain", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofgrosscarryingvalueandaccumulatedamortizationforeachmajorclassofourintangibleassetsotherthangoodwillTable" ], "xbrltype": "domainItemType" }, "us-gaap_FiniteLivedIntangibleAssetsNet": { "auth_ref": [ "r273", "r570" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount after amortization of assets, excluding financial assets and goodwill, lacking physical substance with a finite life.", "label": "Finite-Lived Intangible Assets, Net", "terseLabel": "Total", "verboseLabel": "Amount Assigned (in Dollars)" } } }, "localname": "FiniteLivedIntangibleAssetsNet", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofamortizationexpensesTable", "http://en.kandivehicle.com/role/ScheduleofpreliminarypurchasepricetospecificintangibleassetTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_ForeignCurrencyExchangeRateTranslation1": { "auth_ref": [ "r525", "r526" ], "lang": { "en-us": { "role": { "documentation": "Foreign exchange rate used to translate amounts denominated in functional currency to reporting currency.", "label": "Foreign Currency Exchange Rate, Translation", "terseLabel": "Exchange rate" } } }, "localname": "ForeignCurrencyExchangeRateTranslation1", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofaverageexchangerateofthereportingperiodTable" ], "xbrltype": "pureItemType" }, "us-gaap_ForeignCurrencyTransactionsAndTranslationsPolicyTextBlock": { "auth_ref": [ "r527" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for (1) transactions denominated in a currency other than the reporting enterprise's functional currency, (2) translating foreign currency financial statements that are incorporated into the financial statements of the reporting enterprise by consolidation, combination, or the equity method of accounting, and (3) remeasurement of the financial statements of a foreign reporting enterprise in a hyperinflationary economy.", "label": "Foreign Currency Transactions and Translations Policy [Policy Text Block]", "terseLabel": "Foreign Currency Translation" } } }, "localname": "ForeignCurrencyTransactionsAndTranslationsPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/AccountingPoliciesByPolicy" ], "xbrltype": "textBlockItemType" }, "us-gaap_GainLossOnDispositionOfIntangibleAssets": { "auth_ref": [ "r115" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedCashFlow": { "order": 13.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of gain (loss) on sale or disposal of intangible assets.", "label": "Gain (Loss) on Disposition of Intangible Assets", "negatedLabel": "Gain on disposal of long-lived assets" } } }, "localname": "GainLossOnDispositionOfIntangibleAssets", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow" ], "xbrltype": "monetaryItemType" }, "us-gaap_GainOrLossOnSaleOfStockInSubsidiary": { "auth_ref": [ "r90", "r91", "r115", "r600", "r629" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement": { "order": 4.0, "parentTag": "us-gaap_NonoperatingIncomeExpense", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of gain (loss) on sale or disposal of equity in securities of subsidiaries.", "label": "Gain (Loss) on Disposition of Stock in Subsidiary", "terseLabel": "Gain from sale of equity in the Affiliate Company" } } }, "localname": "GainOrLossOnSaleOfStockInSubsidiary", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement" ], "xbrltype": "monetaryItemType" }, "us-gaap_GeneralAndAdministrativeExpense": { "auth_ref": [ "r97" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement": { "order": 3.0, "parentTag": "us-gaap_OperatingExpenses", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The aggregate total of expenses of managing and administering the affairs of an entity, including affiliates of the reporting entity, which are not directly or indirectly associated with the manufacture, sale or creation of a product or product line.", "label": "General and Administrative Expense", "negatedLabel": "General and administrative" } } }, "localname": "GeneralAndAdministrativeExpense", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement" ], "xbrltype": "monetaryItemType" }, "us-gaap_GeneralPartnersContributedCapital": { "auth_ref": [ "r343" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The amount of capital contributed by the general partner.", "label": "General Partners' Contributed Capital", "terseLabel": "Subscribed capital contributed value" } } }, "localname": "GeneralPartnersContributedCapital", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/SubsequentEventDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_Goodwill": { "auth_ref": [ "r20", "r258", "r259", "r261", "r264", "r552", "r590" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet": { "order": 8.0, "parentTag": "us-gaap_AssetsNoncurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount after accumulated impairment loss of an asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.", "label": "Goodwill", "terseLabel": "Goodwill" } } }, "localname": "Goodwill", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet" ], "xbrltype": "monetaryItemType" }, "us-gaap_GoodwillAcquiredDuringPeriod": { "auth_ref": [ "r260", "r264" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of increase in asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized resulting from a business combination.", "label": "Goodwill, Acquired During Period", "terseLabel": "Goodwill" } } }, "localname": "GoodwillAcquiredDuringPeriod", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofpreliminarypurchasepriceallocationsTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_GoodwillAndIntangibleAssetsDisclosureAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Goodwill and Intangible Assets Disclosure [Abstract]" } } }, "localname": "GoodwillAndIntangibleAssetsDisclosureAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "xbrltype": "stringItemType" }, "us-gaap_GoodwillAndIntangibleAssetsGoodwillPolicy": { "auth_ref": [ "r263", "r264", "r265" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for goodwill. This accounting policy also may address how an entity assesses and measures impairment of goodwill, how reporting units are determined, how goodwill is allocated to such units, and how the fair values of the reporting units are determined.", "label": "Goodwill and Intangible Assets, Goodwill, Policy [Policy Text Block]", "terseLabel": "Goodwill" } } }, "localname": "GoodwillAndIntangibleAssetsGoodwillPolicy", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/AccountingPoliciesByPolicy" ], "xbrltype": "textBlockItemType" }, "us-gaap_GoodwillAndIntangibleAssetsIntangibleAssetsPolicy": { "auth_ref": [ "r270" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for intangible assets. This accounting policy may address both intangible assets subject to amortization and those that are not. The following also may be disclosed: (1) a description of intangible assets (2) the estimated useful lives of those assets (3) the amortization method used (4) how the entity assesses and measures impairment of such assets (5) how future cash flows are estimated (6) how the fair values of such asset are determined.", "label": "Goodwill and Intangible Assets, Intangible Assets, Policy [Policy Text Block]", "terseLabel": "Intangible Assets" } } }, "localname": "GoodwillAndIntangibleAssetsIntangibleAssetsPolicy", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/AccountingPoliciesByPolicy" ], "xbrltype": "textBlockItemType" }, "us-gaap_GrossProfit": { "auth_ref": [ "r93", "r129", "r188", "r198", "r201", "r204", "r207", "r240", "r308", "r309", "r310", "r313", "r314", "r315", "r316", "r317", "r319", "r320", "r514" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement": { "order": 1.0, "parentTag": "us-gaap_OperatingIncomeLoss", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Aggregate revenue less cost of goods and services sold or operating expenses directly attributable to the revenue generation activity.", "label": "Gross Profit", "terseLabel": "Gross profit", "totalLabel": "GROSS PROFIT" } } }, "localname": "GrossProfit", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement", "http://en.kandivehicle.com/role/ScheduleofconsolidatedstatementsofoperationsinformationTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_GuaranteeObligationsByNatureAxis": { "auth_ref": [ "r306" ], "lang": { "en-us": { "role": { "documentation": "Information by nature of guarantee.", "label": "Guarantor Obligations, Nature [Axis]" } } }, "localname": "GuaranteeObligationsByNatureAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/EquityMethodInvestmentintheAffiliateCompanyDetails", "http://en.kandivehicle.com/role/LiquidityDetails" ], "xbrltype": "stringItemType" }, "us-gaap_GuaranteeObligationsNatureDomain": { "auth_ref": [ "r305" ], "lang": { "en-us": { "role": { "documentation": "Represents a description of the nature of the guarantee or each group of similar guarantees.", "label": "Guarantor Obligations, Nature [Domain]" } } }, "localname": "GuaranteeObligationsNatureDomain", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/EquityMethodInvestmentintheAffiliateCompanyDetails", "http://en.kandivehicle.com/role/LiquidityDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ImpairedFinancingReceivablesTableTextBlock": { "auth_ref": [ "r224" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of impaired financing receivables.", "label": "Impaired Financing Receivables [Table Text Block]", "terseLabel": "Schedule of aging of the accounts receivable" } } }, "localname": "ImpairedFinancingReceivablesTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ImpairmentOrDisposalOfLongLivedAssetsPolicyTextBlock": { "auth_ref": [ "r279", "r288" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for recognizing and measuring the impairment of long-lived assets. An entity also may disclose its accounting policy for long-lived assets to be sold. This policy excludes goodwill and intangible assets.", "label": "Impairment or Disposal of Long-Lived Assets, Policy [Policy Text Block]", "terseLabel": "Accounting for the Impairment of Long-Lived Assets" } } }, "localname": "ImpairmentOrDisposalOfLongLivedAssetsPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/AccountingPoliciesByPolicy" ], "xbrltype": "textBlockItemType" }, "us-gaap_IncomeLossAttributableToParent": { "auth_ref": [ "r82", "r96" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount, before tax, of income (loss) attributable to parent. Includes, but is not limited to, income (loss) from continuing operations, discontinued operations and equity method investments.", "label": "Income (Loss) Attributable to Parent, before Tax", "terseLabel": "Income (loss) before income taxes", "verboseLabel": "Net income (in Dollars)" } } }, "localname": "IncomeLossAttributableToParent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/PrinciplesofConsolidationDetails", "http://en.kandivehicle.com/role/ScheduleofconsolidatedstatementsofoperationsinformationTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeLossFromContinuingOperations": { "auth_ref": [ "r94", "r116", "r146", "r147", "r148", "r149", "r160", "r164", "r476" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount after tax of income (loss) from continuing operations attributable to the parent.", "label": "Income (Loss) from Continuing Operations, Net of Tax, Attributable to Parent", "terseLabel": "Net operation loss (in Dollars)" } } }, "localname": "IncomeLossFromContinuingOperations", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/TaxesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeLossFromContinuingOperationsBeforeIncomeTaxesExtraordinaryItemsNoncontrollingInterest": { "auth_ref": [ "r85", "r188", "r198", "r201", "r204", "r207", "r588", "r601", "r607", "r630" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement": { "order": 1.0, "parentTag": "us-gaap_NetIncomeLossAvailableToCommonStockholdersBasic", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of income (loss) from continuing operations, including income (loss) from equity method investments, before deduction of income tax expense (benefit), and income (loss) attributable to noncontrolling interest.", "label": "Income (Loss) from Continuing Operations before Income Taxes, Noncontrolling Interest", "terseLabel": "Total", "totalLabel": "INCOME (LOSS) BEFORE INCOME TAXES" } } }, "localname": "IncomeLossFromContinuingOperationsBeforeIncomeTaxesExtraordinaryItemsNoncontrollingInterest", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement", "http://en.kandivehicle.com/role/ScheduleofincomelossbeforeincometaxesTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeLossFromSubsidiariesNetOfTax": { "auth_ref": [], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedCashFlow": { "order": 11.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": -1.0 }, "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement": { "order": 5.0, "parentTag": "us-gaap_NonoperatingIncomeExpense", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount after tax of income (loss) of subsidiary attributable to the parent entity.", "label": "Income (Loss) from Subsidiaries, Net of Tax", "negatedLabel": "Share of loss after tax of the Affiliate Company", "terseLabel": "Share of loss after tax of the Affiliate Company" } } }, "localname": "IncomeLossFromSubsidiariesNetOfTax", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow", "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeStatementAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Income Statement [Abstract]" } } }, "localname": "IncomeStatementAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "xbrltype": "stringItemType" }, "us-gaap_IncomeTaxAuthorityAxis": { "auth_ref": [ "r422" ], "lang": { "en-us": { "role": { "documentation": "Information by tax jurisdiction.", "label": "Income Tax Authority [Axis]" } } }, "localname": "IncomeTaxAuthorityAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofincomelossbeforeincometaxesTable", "http://en.kandivehicle.com/role/TaxesDetails" ], "xbrltype": "stringItemType" }, "us-gaap_IncomeTaxAuthorityDomain": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Agency, division or body classification that levies income taxes, examines tax returns for compliance, or grants exemptions from or makes other decisions pertaining to income taxes.", "label": "Income Tax Authority [Domain]" } } }, "localname": "IncomeTaxAuthorityDomain", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofincomelossbeforeincometaxesTable", "http://en.kandivehicle.com/role/TaxesDetails" ], "xbrltype": "domainItemType" }, "us-gaap_IncomeTaxDisclosureTextBlock": { "auth_ref": [ "r131", "r420", "r423", "r430", "r443", "r449", "r451", "r452", "r453" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.", "label": "Income Tax Disclosure [Text Block]", "terseLabel": "TAXES" } } }, "localname": "IncomeTaxDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/Taxes" ], "xbrltype": "textBlockItemType" }, "us-gaap_IncomeTaxExaminationDescription": { "auth_ref": [ "r421" ], "lang": { "en-us": { "role": { "documentation": "A brief description of status of the tax examination, significant findings to date, and the entity's position with respect to the findings.", "label": "Income Tax Examination, Description", "terseLabel": "Corporation income tax, description" } } }, "localname": "IncomeTaxExaminationDescription", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/TaxesDetails" ], "xbrltype": "stringItemType" }, "us-gaap_IncomeTaxExpenseBenefit": { "auth_ref": [ "r132", "r152", "r153", "r187", "r418", "r444", "r450", "r631" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement": { "order": 2.0, "parentTag": "us-gaap_NetIncomeLossAvailableToCommonStockholdersBasic", "weight": -1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.", "label": "Income Tax Expense (Benefit)", "negatedLabel": "INCOME TAX (EXPENSE) BENEFIT", "terseLabel": "Income tax expense (benefit)", "verboseLabel": "Income tax (benefit) expense" } } }, "localname": "IncomeTaxExpenseBenefit", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement", "http://en.kandivehicle.com/role/ScheduleofincometaxexpensesTable", "http://en.kandivehicle.com/role/ScheduleofprovisionforincometaxesTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeTaxExpenseBenefitContinuingOperationsGovernmentGrants": { "auth_ref": [ "r436" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement": { "order": 3.0, "parentTag": "us-gaap_NonoperatingIncomeExpense", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of tax (expense) benefit from continuing operations attributable to government grants to the extent recognized as a reduction of income tax expense.", "label": "Income Tax (Expense) Benefit, Continuing Operations, Government Grants", "terseLabel": "Government grants" } } }, "localname": "IncomeTaxExpenseBenefitContinuingOperationsGovernmentGrants", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeTaxHolidayAggregateDollarAmount": { "auth_ref": [ "r449" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The amount of income taxes from which a reporting entity is exempt or for which it will receive a reduction in income taxes as a result of the income tax holiday granted by the taxing jurisdiction.", "label": "Income Tax Holiday, Aggregate Dollar Amount", "terseLabel": "Tax benefit (holiday) credit" } } }, "localname": "IncomeTaxHolidayAggregateDollarAmount", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofincometaxexpenseexemptionsandreductionsTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeTaxHolidayIncomeTaxBenefitsPerShare": { "auth_ref": [ "r449" ], "lang": { "en-us": { "role": { "documentation": "Per share amount effect of the income tax benefit resulting from the income tax holidays granted by taxing jurisdictions.", "label": "Income Tax Holiday, Income Tax Benefits Per Share", "terseLabel": "Basic net income per share effect" } } }, "localname": "IncomeTaxHolidayIncomeTaxBenefitsPerShare", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofincometaxexpenseexemptionsandreductionsTable" ], "xbrltype": "perShareItemType" }, "us-gaap_IncomeTaxPolicyTextBlock": { "auth_ref": [ "r79", "r414", "r415", "r423", "r424", "r429", "r437" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for income taxes, which may include its accounting policies for recognizing and measuring deferred tax assets and liabilities and related valuation allowances, recognizing investment tax credits, operating loss carryforwards, tax credit carryforwards, and other carryforwards, methodologies for determining its effective income tax rate and the characterization of interest and penalties in the financial statements.", "label": "Income Tax, Policy [Policy Text Block]", "terseLabel": "Income Taxes" } } }, "localname": "IncomeTaxPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/AccountingPoliciesByPolicy" ], "xbrltype": "textBlockItemType" }, "us-gaap_IncomeTaxReconciliationChangeInDeferredTaxAssetsValuationAllowance": { "auth_ref": [ "r419" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of the difference between reported income tax expense (benefit) and expected income tax expense (benefit) computed by applying the domestic federal statutory income tax rates to pretax income (loss) from continuing operations attributable to increase (decrease) in the valuation allowance for deferred tax assets.", "label": "Effective Income Tax Rate Reconciliation, Change in Deferred Tax Assets Valuation Allowance, Amount", "terseLabel": "Addition to valuation allowance" } } }, "localname": "IncomeTaxReconciliationChangeInDeferredTaxAssetsValuationAllowance", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofprovisionforincometaxesTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeTaxReconciliationForeignIncomeTaxRateDifferential": { "auth_ref": [ "r419" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of the difference between reported income tax expense (benefit) and expected income tax expense (benefit) computed by applying the domestic federal statutory income tax rates to pretax income (loss) from continuing operations attributable to foreign income tax expense (benefit).", "label": "Effective Income Tax Rate Reconciliation, Foreign Income Tax Rate Differential, Amount", "terseLabel": "Effect of differing tax rates in different jurisdictions" } } }, "localname": "IncomeTaxReconciliationForeignIncomeTaxRateDifferential", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofprovisionforincometaxesTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeTaxReconciliationIncomeTaxExpenseBenefitAtFederalStatutoryIncomeTaxRate": { "auth_ref": [ "r419" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The amount of income tax expense or benefit for the period computed by applying the domestic federal statutory tax rates to pretax income from continuing operations.", "label": "Effective Income Tax Rate Reconciliation at Federal Statutory Income Tax Rate, Amount", "terseLabel": "Expected taxation at PRC statutory tax rate" } } }, "localname": "IncomeTaxReconciliationIncomeTaxExpenseBenefitAtFederalStatutoryIncomeTaxRate", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofprovisionforincometaxesTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeTaxReconciliationNondeductibleExpense": { "auth_ref": [ "r419" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of the difference between reported income tax expense (benefit) and expected income tax expense (benefit) computed by applying the domestic federal statutory income tax rates to pretax income (loss) from continuing operations attributable to nondeductible expenses.", "label": "Effective Income Tax Rate Reconciliation, Nondeductible Expense, Amount", "terseLabel": "Non-deductible expenses" } } }, "localname": "IncomeTaxReconciliationNondeductibleExpense", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofprovisionforincometaxesTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeTaxReconciliationOtherAdjustments": { "auth_ref": [ "r419" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of the difference between reported income tax expense (benefit) and expected income tax expense (benefit) computed by applying the domestic federal statutory income tax rates to pretax income (loss) from continuing operations attributable to other adjustments.", "label": "Effective Income Tax Rate Reconciliation, Other Adjustments, Amount", "terseLabel": "Effect of PRC preferential tax rates" } } }, "localname": "IncomeTaxReconciliationOtherAdjustments", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofprovisionforincometaxesTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeTaxReconciliationOtherReconcilingItems": { "auth_ref": [ "r419" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of the difference between reported income tax expense (benefit) and expected income tax expense (benefit) computed by applying the domestic federal statutory income tax rates to pretax income (loss) from continuing operations attributable to tax exempt income, equity in earnings (loss) of an unconsolidated subsidiary, minority noncontrolling interest income (loss), tax holiday, disposition of a business, disposition of an asset, repatriation of foreign earnings, repatriation of foreign earnings jobs creation act of 2004, increase (decrease) in enacted tax rate, prior year income taxes, increase (decrease) in deferred tax asset valuation allowance, and other adjustments.", "label": "Effective Income Tax Rate Reconciliation, Other Reconciling Items, Amount", "terseLabel": "Other (including inter-company transaction)" } } }, "localname": "IncomeTaxReconciliationOtherReconcilingItems", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofprovisionforincometaxesTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeTaxReconciliationPriorYearIncomeTaxes": { "auth_ref": [ "r419" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of the difference between reported income tax expense (benefit) and expected income tax expense (benefit) computed by applying the domestic federal statutory income tax rates to pretax income (loss) from continuing operations attributable to revisions of previously reported income tax expense (benefit).", "label": "Effective Income Tax Rate Reconciliation, Prior Year Income Taxes, Amount", "terseLabel": "(Over) Under-accrued EIT for previous years" } } }, "localname": "IncomeTaxReconciliationPriorYearIncomeTaxes", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofprovisionforincometaxesTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeTaxReconciliationTaxCreditsResearch": { "auth_ref": [ "r419" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of the difference between reported income tax expense (benefit) and expected income tax expense (benefit) computed by applying the domestic federal statutory income tax rates to pretax income (loss) from continuing operations attributable to research tax credit.", "label": "Effective Income Tax Rate Reconciliation, Tax Credit, Research, Amount", "terseLabel": "Research and development super-deduction" } } }, "localname": "IncomeTaxReconciliationTaxCreditsResearch", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofprovisionforincometaxesTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeTaxReconciliationTaxExemptIncome": { "auth_ref": [ "r419" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of the difference between reported income tax expense (benefit) and expected income tax expense (benefit) computed by applying the domestic federal statutory income tax rates to pretax income (loss) from continuing operations attributable to income (loss) exempt from income taxes.", "label": "Effective Income Tax Rate Reconciliation, Tax Exempt Income, Amount", "terseLabel": "Non-taxable income" } } }, "localname": "IncomeTaxReconciliationTaxExemptIncome", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofprovisionforincometaxesTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeTaxesPaid": { "auth_ref": [ "r112", "r119" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The amount of cash paid during the current period to foreign, federal, state, and local authorities as taxes on income.", "label": "Income Taxes Paid", "terseLabel": "Income taxes paid" } } }, "localname": "IncomeTaxesPaid", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncreaseDecreaseInAccountsPayable": { "auth_ref": [ "r114" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedCashFlow": { "order": 7.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The increase (decrease) during the reporting period in the aggregate amount of liabilities incurred (and for which invoices have typically been received) and payable to vendors for goods and services received that are used in an entity's business.", "label": "Increase (Decrease) in Accounts Payable", "terseLabel": "Accounts payable" } } }, "localname": "IncreaseDecreaseInAccountsPayable", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncreaseDecreaseInAccountsReceivable": { "auth_ref": [ "r114" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedCashFlow": { "order": 14.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The increase (decrease) during the reporting period in amount due within one year (or one business cycle) from customers for the credit sale of goods and services.", "label": "Increase (Decrease) in Accounts Receivable", "negatedLabel": "Accounts receivable" } } }, "localname": "IncreaseDecreaseInAccountsReceivable", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncreaseDecreaseInAccruedIncomeTaxesPayable": { "auth_ref": [ "r114" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedCashFlow": { "order": 10.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The increase (decrease) during the period in the amount due for taxes based on the reporting entity's earnings or attributable to the entity's income earning process (business presence) within a given jurisdiction.", "label": "Increase (Decrease) in Income Taxes Payable", "terseLabel": "Income tax payable" } } }, "localname": "IncreaseDecreaseInAccruedIncomeTaxesPayable", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncreaseDecreaseInDueFromRelatedParties": { "auth_ref": [ "r114" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedCashFlow": { "order": 19.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The increase (decrease) during the reporting period in receivables to be collected from other entities that could exert significant influence over the reporting entity.", "label": "Increase (Decrease) in Due from Related Parties", "negatedLabel": "Due from related party" } } }, "localname": "IncreaseDecreaseInDueFromRelatedParties", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncreaseDecreaseInInventories": { "auth_ref": [ "r114" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedCashFlow": { "order": 15.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The increase (decrease) during the reporting period in the aggregate value of all inventory held by the reporting entity, associated with underlying transactions that are classified as operating activities.", "label": "Increase (Decrease) in Inventories", "negatedLabel": "Inventories" } } }, "localname": "IncreaseDecreaseInInventories", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncreaseDecreaseInOperatingCapitalAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Increase (Decrease) in Operating Capital [Abstract]", "terseLabel": "Changes in operating assets and liabilities:" } } }, "localname": "IncreaseDecreaseInOperatingCapitalAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow" ], "xbrltype": "stringItemType" }, "us-gaap_IncreaseDecreaseInOperatingLiabilitiesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Increase (Decrease) in Operating Liabilities [Abstract]", "terseLabel": "Increase (Decrease) In:" } } }, "localname": "IncreaseDecreaseInOperatingLiabilitiesAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow" ], "xbrltype": "stringItemType" }, "us-gaap_IncreaseDecreaseInOtherAccountsPayableAndAccruedLiabilities": { "auth_ref": [ "r114" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedCashFlow": { "order": 8.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The increase (decrease) during the reporting period in other obligations or expenses incurred but not yet paid.", "label": "Increase (Decrease) in Other Accounts Payable and Accrued Liabilities", "terseLabel": "Other payables and accrued liabilities" } } }, "localname": "IncreaseDecreaseInOtherAccountsPayableAndAccruedLiabilities", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncreaseDecreaseInOtherReceivables": { "auth_ref": [ "r114" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedCashFlow": { "order": 16.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of increase (decrease) in receivables classified as other.", "label": "Increase (Decrease) in Other Receivables", "negatedLabel": "Other receivables and other assets" } } }, "localname": "IncreaseDecreaseInOtherReceivables", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncreaseDecreaseInPrepaidDeferredExpenseAndOtherAssets": { "auth_ref": [ "r114" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedCashFlow": { "order": 17.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of increase (decrease) in prepaid expenses, and assets classified as other.", "label": "Increase (Decrease) in Prepaid Expense and Other Assets", "negatedLabel": "Advances to supplier and prepayments and prepaid expenses" } } }, "localname": "IncreaseDecreaseInPrepaidDeferredExpenseAndOtherAssets", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow" ], "xbrltype": "monetaryItemType" }, "us-gaap_IntangibleAssetsDisclosureTextBlock": { "auth_ref": [ "r278" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for all or part of the information related to intangible assets.", "label": "Intangible Assets Disclosure [Text Block]", "terseLabel": "INTANGIBLE ASSETS" } } }, "localname": "IntangibleAssetsDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/IntangibleAssets" ], "xbrltype": "textBlockItemType" }, "us-gaap_IntangibleAssetsNetExcludingGoodwill": { "auth_ref": [ "r266", "r271" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet": { "order": 2.0, "parentTag": "us-gaap_AssetsNoncurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Sum of the carrying amounts of all intangible assets, excluding goodwill, as of the balance sheet date, net of accumulated amortization and impairment charges.", "label": "Intangible Assets, Net (Excluding Goodwill)", "terseLabel": "Intangible assets, net" } } }, "localname": "IntangibleAssetsNetExcludingGoodwill", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet" ], "xbrltype": "monetaryItemType" }, "us-gaap_InterestExpense": { "auth_ref": [ "r83", "r185", "r528", "r530", "r606" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement": { "order": 7.0, "parentTag": "us-gaap_NonoperatingIncomeExpense", "weight": -1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of the cost of borrowed funds accounted for as interest expense.", "label": "Interest Expense", "negatedLabel": "Interest expense" } } }, "localname": "InterestExpense", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement" ], "xbrltype": "monetaryItemType" }, "us-gaap_InterestIncomeOperating": { "auth_ref": [ "r92" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement": { "order": 1.0, "parentTag": "us-gaap_NonoperatingIncomeExpense", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of operating interest income, including, but not limited to, amortization and accretion of premiums and discounts on securities.", "label": "Interest Income, Operating", "terseLabel": "Interest income" } } }, "localname": "InterestIncomeOperating", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement" ], "xbrltype": "monetaryItemType" }, "us-gaap_InterestPaidNet": { "auth_ref": [ "r108", "r111", "r119" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of cash paid for interest, excluding capitalized interest, classified as operating activity. Includes, but is not limited to, payment to settle zero-coupon bond for accreted interest of debt discount and debt instrument with insignificant coupon interest rate in relation to effective interest rate of borrowing attributable to accreted interest of debt discount.", "label": "Interest Paid, Excluding Capitalized Interest, Operating Activities", "terseLabel": "Interest paid" } } }, "localname": "InterestPaidNet", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow" ], "xbrltype": "monetaryItemType" }, "us-gaap_InventoryDisclosureAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Inventory Disclosure [Abstract]" } } }, "localname": "InventoryDisclosureAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "xbrltype": "stringItemType" }, "us-gaap_InventoryDisclosureTextBlock": { "auth_ref": [ "r254" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for inventory. Includes, but is not limited to, the basis of stating inventory, the method of determining inventory cost, the classes of inventory, and the nature of the cost elements included in inventory.", "label": "Inventory Disclosure [Text Block]", "terseLabel": "INVENTORIES" } } }, "localname": "InventoryDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/Inventories" ], "xbrltype": "textBlockItemType" }, "us-gaap_InventoryFinishedGoods": { "auth_ref": [ "r45" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount before valuation and LIFO reserves of completed merchandise or goods expected to be sold within one year or operating cycle, if longer.", "label": "Inventory, Finished Goods, Gross", "terseLabel": "Finished goods*" } } }, "localname": "InventoryFinishedGoods", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofinventoriesTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_InventoryNet": { "auth_ref": [ "r5", "r51", "r552" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet": { "order": 5.0, "parentTag": "us-gaap_AssetsCurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount after valuation and LIFO reserves of inventory expected to be sold, or consumed within one year or operating cycle, if longer.", "label": "Inventory, Net", "terseLabel": "Inventories", "verboseLabel": "Inventory" } } }, "localname": "InventoryNet", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet", "http://en.kandivehicle.com/role/InventoriesDetails", "http://en.kandivehicle.com/role/ScheduleofinventoriesTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_InventoryPolicyTextBlock": { "auth_ref": [ "r10", "r49", "r125", "r171", "r252", "r253", "r254", "r567" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of inventory accounting policy for inventory classes, including, but not limited to, basis for determining inventory amounts, methods by which amounts are added and removed from inventory classes, loss recognition on impairment of inventories, and situations in which inventories are stated above cost.", "label": "Inventory, Policy [Policy Text Block]", "terseLabel": "Inventories" } } }, "localname": "InventoryPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/AccountingPoliciesByPolicy" ], "xbrltype": "textBlockItemType" }, "us-gaap_InventoryRawMaterials": { "auth_ref": [ "r47" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount before valuation and LIFO reserves of raw materials expected to be sold, or consumed within one year or operating cycle, if longer.", "label": "Inventory, Raw Materials, Gross", "terseLabel": "Raw material" } } }, "localname": "InventoryRawMaterials", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofinventoriesTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_InventoryWorkInProcess": { "auth_ref": [ "r46" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount before valuation and LIFO reserves of merchandise or goods in the production process expected to be completed within one year or operating cycle, if longer.", "label": "Inventory, Work in Process, Gross", "terseLabel": "Work-in-progress" } } }, "localname": "InventoryWorkInProcess", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofinventoriesTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_InvestmentsInAffiliatesSubsidiariesAssociatesAndJointVentures": { "auth_ref": [ "r23" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of investment in equity method investee and investment in and advance to affiliate.", "label": "Investments in and Advance to Affiliates, Subsidiaries, Associates, and Joint Ventures", "terseLabel": "Total consideration" } } }, "localname": "InvestmentsInAffiliatesSubsidiariesAssociatesAndJointVentures", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/EquityMethodInvestmentintheAffiliateCompanyDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LandImprovements": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount before accumulated depreciation and depletion of additions or improvements to real estate held for productive use. Examples include, but are not limited to, walkways, driveways, fences, and parking lots.", "label": "Land Improvements", "terseLabel": "Land use rights, net" } } }, "localname": "LandImprovements", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleoflanduserightsTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_LeasesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Leases and Right-of-Use-Assets [Abstract]" } } }, "localname": "LeasesAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "xbrltype": "stringItemType" }, "us-gaap_LesseeOperatingLeaseDiscountRate": { "auth_ref": [ "r538" ], "lang": { "en-us": { "role": { "documentation": "Discount rate used by lessee to determine present value of operating lease payments.", "label": "Lessee, Operating Lease, Discount Rate", "terseLabel": "Discount rate" } } }, "localname": "LesseeOperatingLeaseDiscountRate", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/LeasesandRightofUseAssetsDetails" ], "xbrltype": "percentItemType" }, "us-gaap_LesseeOperatingLeaseVariableLeasePaymentTermsAndConditions": { "auth_ref": [ "r537" ], "lang": { "en-us": { "role": { "documentation": "Description of basis, terms, and conditions on which variable lease payment for lessee's operating lease is determined.", "label": "Lessee, Operating Lease, Variable Lease Payment, Terms and Conditions", "terseLabel": "Lease payment, description" } } }, "localname": "LesseeOperatingLeaseVariableLeasePaymentTermsAndConditions", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/LeasesandRightofUseAssetsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_LessorOperatingLeaseTermOfContract": { "auth_ref": [ "r540" ], "lang": { "en-us": { "role": { "documentation": "Term of lessor's operating lease, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents reported fact of one year, five months, and thirteen days.", "label": "Lessor, Operating Lease, Term of Contract", "terseLabel": "Lease term" } } }, "localname": "LessorOperatingLeaseTermOfContract", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/LeasesandRightofUseAssetsDetails" ], "xbrltype": "durationItemType" }, "us-gaap_Liabilities": { "auth_ref": [ "r58", "r129", "r200", "r240", "r308", "r309", "r310", "r313", "r314", "r315", "r316", "r317", "r319", "r320", "r480", "r487", "r488", "r514", "r550", "r551" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet": { "order": 1.0, "parentTag": "us-gaap_LiabilitiesAndStockholdersEquity", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Sum of the carrying amounts as of the balance sheet date of all liabilities that are recognized. Liabilities are probable future sacrifices of economic benefits arising from present obligations of an entity to transfer assets or provide services to other entities in the future.", "label": "Liabilities", "totalLabel": "TOTAL LIABILITIES" } } }, "localname": "Liabilities", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet" ], "xbrltype": "monetaryItemType" }, "us-gaap_LiabilitiesAndStockholdersEquity": { "auth_ref": [ "r43", "r129", "r240", "r514", "r552", "r596", "r620" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of liabilities and equity items, including the portion of equity attributable to noncontrolling interests, if any.", "label": "Liabilities and Equity", "totalLabel": "TOTAL LIABILITIES AND STOCKHOLDERS\u2019 EQUITY" } } }, "localname": "LiabilitiesAndStockholdersEquity", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet" ], "xbrltype": "monetaryItemType" }, "us-gaap_LiabilitiesCurrent": { "auth_ref": [ "r9", "r60", "r129", "r240", "r308", "r309", "r310", "r313", "r314", "r315", "r316", "r317", "r319", "r320", "r480", "r487", "r488", "r514", "r550", "r551", "r552" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet": { "order": 1.0, "parentTag": "us-gaap_Liabilities", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Total obligations incurred as part of normal operations that are expected to be paid during the following twelve months or within one business cycle, if longer.", "label": "Liabilities, Current", "terseLabel": "Total current liabilities", "totalLabel": "TOTAL CURRENT LIABILITIES" } } }, "localname": "LiabilitiesCurrent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet", "http://en.kandivehicle.com/role/ScheduleofcomparedtoconsolidatedassetsandliabilitiesTable", "http://en.kandivehicle.com/role/ScheduleofconsolidatedbalancesheetsinformationTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_LiabilitiesCurrentAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Liabilities, Current [Abstract]", "terseLabel": "CURRENT LIABILITIES" } } }, "localname": "LiabilitiesCurrentAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet" ], "xbrltype": "stringItemType" }, "us-gaap_LiabilitiesNoncurrent": { "auth_ref": [ "r12", "r13", "r14", "r28", "r29", "r129", "r240", "r308", "r309", "r310", "r313", "r314", "r315", "r316", "r317", "r319", "r320", "r480", "r487", "r488", "r514", "r550", "r551" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet": { "order": 2.0, "parentTag": "us-gaap_Liabilities", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of obligation due after one year or beyond the normal operating cycle, if longer.", "label": "Liabilities, Noncurrent", "terseLabel": "Total non-current liabilities", "totalLabel": "TOTAL NON-CURRENT LIABILITIES" } } }, "localname": "LiabilitiesNoncurrent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet", "http://en.kandivehicle.com/role/ScheduleofcomparedtoconsolidatedassetsandliabilitiesTable", "http://en.kandivehicle.com/role/ScheduleofconsolidatedbalancesheetsinformationTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_LiabilitiesNoncurrentAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Liabilities, Noncurrent [Abstract]", "terseLabel": "NON-CURRENT LIABILITIES" } } }, "localname": "LiabilitiesNoncurrentAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet" ], "xbrltype": "stringItemType" }, "us-gaap_LoansNotesTradeAndOtherReceivablesDisclosureTextBlock": { "auth_ref": [ "r230" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for claims held for amounts due a entity, excluding financing receivables. Examples include, but are not limited to, trade accounts receivables, notes receivables, loans receivables. Includes disclosure for allowance for credit losses.", "label": "Loans, Notes, Trade and Other Receivables Disclosure [Text Block]", "terseLabel": "NOTES RECEIVABLE" } } }, "localname": "LoansNotesTradeAndOtherReceivablesDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/NotesReceivable" ], "xbrltype": "textBlockItemType" }, "us-gaap_LoansReceivableWithFixedRatesOfInterest1": { "auth_ref": [ "r216" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of loan with fixed rate of interest.", "label": "Loans Receivable with Fixed Rates of Interest", "terseLabel": "Loan interest" } } }, "localname": "LoansReceivableWithFixedRatesOfInterest1", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LongTermDebtNoncurrent": { "auth_ref": [ "r28" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet": { "order": 1.0, "parentTag": "us-gaap_LiabilitiesNoncurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount, excluding unamortized premium (discount) and debt issuance cost, of long-term debt classified as noncurrent. Excludes lease obligation.", "label": "Long-Term Debt, Excluding Current Maturities", "terseLabel": "Long-term loans" } } }, "localname": "LongTermDebtNoncurrent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet" ], "xbrltype": "monetaryItemType" }, "us-gaap_LongTermInvestments": { "auth_ref": [ "r17" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet": { "order": 6.0, "parentTag": "us-gaap_AssetsNoncurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The total amount of investments that are intended to be held for an extended period of time (longer than one operating cycle).", "label": "Long-Term Investments", "terseLabel": "Long-term investment" } } }, "localname": "LongTermInvestments", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet" ], "xbrltype": "monetaryItemType" }, "us-gaap_LongtermDebtTypeAxis": { "auth_ref": [ "r61" ], "lang": { "en-us": { "role": { "documentation": "Information by type of long-term debt.", "label": "Long-Term Debt, Type [Axis]" } } }, "localname": "LongtermDebtTypeAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/TaxesDetails" ], "xbrltype": "stringItemType" }, "us-gaap_LongtermDebtTypeDomain": { "auth_ref": [ "r61", "r307" ], "lang": { "en-us": { "role": { "documentation": "Type of long-term debt arrangement, such as notes, line of credit, commercial paper, asset-based financing, project financing, letter of credit financing. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the company, if longer.", "label": "Long-Term Debt, Type [Domain]" } } }, "localname": "LongtermDebtTypeDomain", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/TaxesDetails" ], "xbrltype": "domainItemType" }, "us-gaap_LossContingenciesByNatureOfContingencyAxis": { "auth_ref": [ "r294", "r296", "r297", "r298", "r299", "r303", "r304" ], "lang": { "en-us": { "role": { "documentation": "Information by type of existing condition, situation, or set of circumstances involving uncertainty as to possible loss to an enterprise that will ultimately be resolved when one or more future events occur or fail to occur.", "label": "Loss Contingency Nature [Axis]" } } }, "localname": "LossContingenciesByNatureOfContingencyAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/CommitmentsandContingenciesDetails" ], "xbrltype": "stringItemType" }, "us-gaap_LossContingencyPeriodOfOccurrence": { "auth_ref": [ "r294", "r296", "r298" ], "lang": { "en-us": { "role": { "documentation": "States when the existing condition, situation, or set of circumstances involving uncertainty occurred.", "label": "Loss Contingency, Period of Occurrence", "terseLabel": "Description of loans period" } } }, "localname": "LossContingencyPeriodOfOccurrence", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/CommitmentsandContingenciesDetails" ], "xbrltype": "stringItemType" }, "us-gaap_MachineryAndEquipmentMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Tangible personal property used to produce goods and services, including, but is not limited to, tools, dies and molds, computer and office equipment.", "label": "Machinery and Equipment [Member]", "terseLabel": "Machinery and equipment [Member]" } } }, "localname": "MachineryAndEquipmentMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofassetsestimatedusefullifeTable" ], "xbrltype": "domainItemType" }, "us-gaap_MaritimeEquipmentMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Equipment used for the primary purpose of water transportation.", "label": "Maritime Equipment [Member]", "terseLabel": "Machinery and equipment [member" } } }, "localname": "MaritimeEquipmentMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofpropertyplantsandequipmentTable" ], "xbrltype": "domainItemType" }, "us-gaap_MinorityInterestOwnershipPercentageByParent": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "The parent entity's interest in net assets of the subsidiary, expressed as a percentage.", "label": "Noncontrolling Interest, Ownership Percentage by Parent", "terseLabel": "Percentage owned in subsidiary" } } }, "localname": "MinorityInterestOwnershipPercentageByParent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/PrinciplesofConsolidationDetails" ], "xbrltype": "percentItemType" }, "us-gaap_NetCashProvidedByUsedInFinancingActivities": { "auth_ref": [ "r110" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedCashFlow": { "order": 3.0, "parentTag": "us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsPeriodIncreaseDecreaseExcludingExchangeRateEffect", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of cash inflow (outflow) from financing activities, including discontinued operations. Financing activity cash flows include obtaining resources from owners and providing them with a return on, and a return of, their investment; borrowing money and repaying amounts borrowed, or settling the obligation; and obtaining and paying for other resources obtained from creditors on long-term credit.", "label": "Net Cash Provided by (Used in) Financing Activities", "terseLabel": "Net cash provided by (used in) financing activities", "totalLabel": "Net cash provided by financing activities" } } }, "localname": "NetCashProvidedByUsedInFinancingActivities", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow", "http://en.kandivehicle.com/role/ScheduleofconsolidatedcashflowsinformationTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_NetCashProvidedByUsedInFinancingActivitiesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Net Cash Provided by (Used in) Financing Activities [Abstract]", "terseLabel": "CASH FLOWS FROM FINANCING ACTIVITIES:" } } }, "localname": "NetCashProvidedByUsedInFinancingActivitiesAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow" ], "xbrltype": "stringItemType" }, "us-gaap_NetCashProvidedByUsedInInvestingActivities": { "auth_ref": [ "r110" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedCashFlow": { "order": 2.0, "parentTag": "us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsPeriodIncreaseDecreaseExcludingExchangeRateEffect", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of cash inflow (outflow) from investing activities, including discontinued operations. Investing activity cash flows include making and collecting loans and acquiring and disposing of debt or equity instruments and property, plant, and equipment and other productive assets.", "label": "Net Cash Provided by (Used in) Investing Activities", "terseLabel": "Net cash provided by (used in) investing activities", "totalLabel": "Net cash provided by investing activities" } } }, "localname": "NetCashProvidedByUsedInInvestingActivities", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow", "http://en.kandivehicle.com/role/ScheduleofconsolidatedcashflowsinformationTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_NetCashProvidedByUsedInInvestingActivitiesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Net Cash Provided by (Used in) Investing Activities [Abstract]", "terseLabel": "CASH FLOWS FROM INVESTING ACTIVITIES:" } } }, "localname": "NetCashProvidedByUsedInInvestingActivitiesAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow" ], "xbrltype": "stringItemType" }, "us-gaap_NetCashProvidedByUsedInOperatingActivities": { "auth_ref": [ "r110", "r113", "r116" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedCashFlow": { "order": 1.0, "parentTag": "us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsPeriodIncreaseDecreaseExcludingExchangeRateEffect", "weight": 1.0 } }, "lang": { "en-us": { "role": { "documentation": "Amount of cash inflow (outflow) from operating activities, including discontinued operations. Operating activity cash flows include transactions, adjustments, and changes in value not defined as investing or financing activities.", "label": "Net Cash Provided by (Used in) Operating Activities", "terseLabel": "Net cash provided by (used in) operating activities", "totalLabel": "Net cash provided by (used in) operating activities" } } }, "localname": "NetCashProvidedByUsedInOperatingActivities", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow", "http://en.kandivehicle.com/role/ScheduleofconsolidatedcashflowsinformationTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_NetCashProvidedByUsedInOperatingActivitiesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Net Cash Provided by (Used in) Operating Activities [Abstract]", "terseLabel": "CASH FLOWS FROM OPERATING ACTIVITIES:" } } }, "localname": "NetCashProvidedByUsedInOperatingActivitiesAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow" ], "xbrltype": "stringItemType" }, "us-gaap_NetIncomeLoss": { "auth_ref": [ "r2", "r74", "r76", "r82", "r86", "r116", "r129", "r142", "r146", "r147", "r148", "r149", "r152", "r153", "r160", "r188", "r198", "r201", "r204", "r207", "r240", "r308", "r309", "r310", "r313", "r314", "r315", "r316", "r317", "r319", "r320", "r504", "r514", "r602", "r626" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedCashFlow": { "order": 1.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.", "label": "Net Income (Loss) Attributable to Parent", "terseLabel": "Net income (loss)" } } }, "localname": "NetIncomeLoss", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow", "http://en.kandivehicle.com/role/ScheduleofconsolidatedstatementsofoperationsinformationTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_NetIncomeLossAvailableToCommonStockholdersBasic": { "auth_ref": [ "r146", "r147", "r148", "r149", "r157", "r158", "r161", "r164", "r188", "r198", "r201", "r204", "r207" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement": { "order": 1.0, "parentTag": "us-gaap_ComprehensiveIncomeNetOfTax", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount, after deduction of tax, noncontrolling interests, dividends on preferred stock and participating securities; of income (loss) available to common shareholders.", "label": "Net Income (Loss) Available to Common Stockholders, Basic", "totalLabel": "NET INCOME (LOSS)" } } }, "localname": "NetIncomeLossAvailableToCommonStockholdersBasic", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement" ], "xbrltype": "monetaryItemType" }, "us-gaap_NewAccountingPronouncementsAndChangesInAccountingPrinciplesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Accounting Standards Update and Change in Accounting Principle [Abstract]" } } }, "localname": "NewAccountingPronouncementsAndChangesInAccountingPrinciplesAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "xbrltype": "stringItemType" }, "us-gaap_NewAccountingPronouncementsAndChangesInAccountingPrinciplesTextBlock": { "auth_ref": [ "r1", "r140", "r141", "r144", "r145", "r154", "r155", "r156", "r234", "r235", "r244", "r245", "r440", "r441", "r442", "r501", "r505", "r506", "r507", "r515", "r516", "r517", "r533", "r534", "r541", "r543", "r571", "r572", "r573", "r642", "r643", "r644", "r645", "r646" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for change in accounting principle. Includes, but is not limited to, nature, reason, and method of adopting amendment to accounting standards or other change in accounting principle.", "label": "Accounting Standards Update and Change in Accounting Principle [Text Block]", "terseLabel": "NEW ACCOUNTING PRONOUNCEMENTS" } } }, "localname": "NewAccountingPronouncementsAndChangesInAccountingPrinciplesTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/NewAccountingPronouncements" ], "xbrltype": "textBlockItemType" }, "us-gaap_NoncontrollingInterestInVariableInterestEntity": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Portion of equity (net assets) in a variable interest entity (VIE) not attributable, directly or indirectly, to the parent entity. That is, this is the portion of equity in a VIE that is attributable to the noncontrolling interest (previously referred to as minority interest).", "label": "Noncontrolling Interest in Variable Interest Entity", "terseLabel": "Approximate value" } } }, "localname": "NoncontrollingInterestInVariableInterestEntity", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofintercompanyactivitiesbetweennonVIEsubsidiariesandVIETable", "http://en.kandivehicle.com/role/ScheduleofreceivablesandpayablesbetweennonVIEsubsidiariesandVIETable" ], "xbrltype": "monetaryItemType" }, "us-gaap_NonoperatingIncomeExpense": { "auth_ref": [ "r99" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement": { "order": 2.0, "parentTag": "us-gaap_IncomeLossFromContinuingOperationsBeforeIncomeTaxesExtraordinaryItemsNoncontrollingInterest", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The aggregate amount of income or expense from ancillary business-related activities (that is to say, excluding major activities considered part of the normal operations of the business).", "label": "Nonoperating Income (Expense)", "totalLabel": "TOTAL OTHER INCOME (EXPENSE), NET" } } }, "localname": "NonoperatingIncomeExpense", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement" ], "xbrltype": "monetaryItemType" }, "us-gaap_NonoperatingIncomeExpenseAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Nonoperating Income (Expense) [Abstract]", "terseLabel": "OTHER INCOME (EXPENSE):" } } }, "localname": "NonoperatingIncomeExpenseAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement" ], "xbrltype": "stringItemType" }, "us-gaap_NotesPayableFairValueDisclosure": { "auth_ref": [ "r57" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Fair value portion of notes payable.", "label": "Notes Payable, Fair Value Disclosure", "terseLabel": "Notes payable, fair value" } } }, "localname": "NotesPayableFairValueDisclosure", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_NotesReceivableMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "An amount representing an agreement for an unconditional promise by the maker to pay the Entity (holder) a definite sum of money at a future date(s) within one year of the balance sheet date. Such amount may include accrued interest receivable in accordance with the terms of the note. The note also may contain provisions including a discount or premium, payable on demand, secured, or unsecured, interest bearing or noninterest bearing, among myriad other features and characteristics.", "label": "Notes Receivable [Member]", "terseLabel": "Notes Receivable [Member]" } } }, "localname": "NotesReceivableMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/NotesReceivableDetails" ], "xbrltype": "domainItemType" }, "us-gaap_NotesReceivableNet": { "auth_ref": [ "r216", "r250" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amortized cost, after allowance for credit loss, of financing receivable. Excludes financing receivable covered under loss sharing agreement and net investment in lease.", "label": "Financing Receivable, after Allowance for Credit Loss", "terseLabel": "Notes receivable from unrelated parties" } } }, "localname": "NotesReceivableNet", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/NotesReceivableDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_NumberOfOperatingSegments": { "auth_ref": [ "r180" ], "lang": { "en-us": { "role": { "documentation": "Number of operating segments. An operating segment is a component of an enterprise: (a) that engages in business activities from which it may earn revenues and incur expenses (including revenues and expenses relating to transactions with other components of the same enterprise), (b) whose operating results are regularly reviewed by the enterprise's chief operating decision maker to make decisions about resources to be allocated to the segment and assess its performance, and (c) for which discrete financial information is available. An operating segment may engage in business activities for which it has yet to earn revenues, for example, start-up operations may be operating segments before earning revenues.", "label": "Number of Operating Segments", "terseLabel": "Number of operating segment" } } }, "localname": "NumberOfOperatingSegments", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/SegmentReportingDetails" ], "xbrltype": "integerItemType" }, "us-gaap_OfficeEquipmentMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Tangible personal property used in an office setting. Examples include, but are not limited to, computers, copiers and fax machine.", "label": "Office Equipment [Member]", "terseLabel": "Office equipment [Member]" } } }, "localname": "OfficeEquipmentMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofassetsestimatedusefullifeTable", "http://en.kandivehicle.com/role/ScheduleofpropertyplantsandequipmentTable" ], "xbrltype": "domainItemType" }, "us-gaap_OperatingExpenses": { "auth_ref": [], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement": { "order": 2.0, "parentTag": "us-gaap_OperatingIncomeLoss", "weight": -1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Generally recurring costs associated with normal operations except for the portion of these expenses which can be clearly related to production and included in cost of sales or services. Includes selling, general and administrative expense.", "label": "Operating Expenses", "negatedTotalLabel": "TOTAL OPERATING EXPENSE" } } }, "localname": "OperatingExpenses", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingExpensesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Operating Expenses [Abstract]", "terseLabel": "OPERATING INCOME (EXPENSE):" } } }, "localname": "OperatingExpensesAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement" ], "xbrltype": "stringItemType" }, "us-gaap_OperatingIncomeLoss": { "auth_ref": [ "r188", "r198", "r201", "r204", "r207" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement": { "order": 1.0, "parentTag": "us-gaap_IncomeLossFromContinuingOperationsBeforeIncomeTaxesExtraordinaryItemsNoncontrollingInterest", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The net result for the period of deducting operating expenses from operating revenues.", "label": "Operating Income (Loss)", "terseLabel": "Income (loss) from operations", "totalLabel": "INCOME FROM OPERATIONS" } } }, "localname": "OperatingIncomeLoss", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement", "http://en.kandivehicle.com/role/ScheduleofconsolidatedstatementsofoperationsinformationTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingLeaseExpense": { "auth_ref": [ "r535" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of operating lease expense. Excludes sublease income.", "label": "Operating Lease, Expense", "terseLabel": "Operating lease expense" } } }, "localname": "OperatingLeaseExpense", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/LeasesandRightofUseAssetsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingLeasePayments": { "auth_ref": [ "r536", "r539" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of cash outflow from operating lease, excluding payments to bring another asset to condition and location necessary for its intended use.", "label": "Operating Lease, Payments", "terseLabel": "Cash payments for operating leases" } } }, "localname": "OperatingLeasePayments", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofinformationrelatedtooperatingleasesTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingLossCarryforwards": { "auth_ref": [ "r431" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of operating loss carryforward, before tax effects, available to reduce future taxable income under enacted tax laws.", "label": "Operating Loss Carryforwards", "terseLabel": "Indefinite carryforward period (in Dollars)" } } }, "localname": "OperatingLossCarryforwards", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/TaxesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingLossCarryforwardsValuationAllowance": { "auth_ref": [ "r427" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The portion of the valuation allowance pertaining to the deferred tax asset representing potential future taxable deductions from net operating loss carryforwards for which it is more likely than not that a tax benefit will not be realized.", "label": "Operating Loss Carryforwards, Valuation Allowance", "negatedLabel": "less: valuation allowance" } } }, "localname": "OperatingLossCarryforwardsValuationAllowance", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofdeferredtaxassetsandliabilitiesTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_OptionOnSecuritiesMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Contracts conveying rights, but not obligations, to buy or sell a specific quantity of a security at a specified price during a specified period or at a specified date.", "label": "Option on Securities [Member]", "terseLabel": "Option [Member]" } } }, "localname": "OptionOnSecuritiesMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/EarningsLossPerShareDetails" ], "xbrltype": "domainItemType" }, "us-gaap_OrganizationConsolidationAndPresentationOfFinancialStatementsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Organization, Consolidation and Presentation of Financial Statements [Abstract]" } } }, "localname": "OrganizationConsolidationAndPresentationOfFinancialStatementsAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "xbrltype": "stringItemType" }, "us-gaap_OrganizationConsolidationAndPresentationOfFinancialStatementsDisclosureTextBlock": { "auth_ref": [ "r3", "r497" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for organization, consolidation and basis of presentation of financial statements disclosure.", "label": "Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block]", "terseLabel": "ORGANIZATION AND PRINCIPAL ACTIVITIES" } } }, "localname": "OrganizationConsolidationAndPresentationOfFinancialStatementsDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/OrganizationandPrincipalActivities" ], "xbrltype": "textBlockItemType" }, "us-gaap_OtherAssetsCurrent": { "auth_ref": [ "r53", "r552" ], "calculation": { "http://en.kandivehicle.com/role/ScheduleofotherlongtermassetsTable": { "order": 6.0, "parentTag": "us-gaap_OtherAssetsNoncurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of current assets classified as other.", "label": "Other Assets, Current", "terseLabel": "Others" } } }, "localname": "OtherAssetsCurrent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofotherlongtermassetsTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherAssetsDisclosureTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for other assets. This disclosure includes other current assets and other noncurrent assets.", "label": "Other Assets Disclosure [Text Block]", "terseLabel": "OTHER LONG-TERM ASSETS" } } }, "localname": "OtherAssetsDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/OtherLongTermAssets" ], "xbrltype": "textBlockItemType" }, "us-gaap_OtherAssetsNoncurrent": { "auth_ref": [ "r22" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet": { "order": 9.0, "parentTag": "us-gaap_AssetsNoncurrent", "weight": 1.0 }, "http://en.kandivehicle.com/role/ScheduleofotherlongtermassetsTable": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of noncurrent assets classified as other.", "label": "Other Assets, Noncurrent", "terseLabel": "Other long-term assets", "totalLabel": "Total other long term asset", "verboseLabel": "Other net assets" } } }, "localname": "OtherAssetsNoncurrent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet", "http://en.kandivehicle.com/role/ScheduleofotherlongtermassetsTable", "http://en.kandivehicle.com/role/ScheduleofpreliminarypurchasepriceallocationsTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherComprehensiveIncomeForeignCurrencyTransactionAndTranslationAdjustmentNetOfTaxPortionAttributableToParent": { "auth_ref": [ "r477", "r478", "r484" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement": { "order": 2.0, "parentTag": "us-gaap_ComprehensiveIncomeNetOfTax", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount after tax and reclassification adjustments of gain (loss) on foreign currency translation adjustments, foreign currency transactions designated and effective as economic hedges of a net investment in a foreign entity and intra-entity foreign currency transactions that are of a long-term-investment nature, attributable to parent entity.", "label": "Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax, Portion Attributable to Parent", "terseLabel": "Foreign currency translation adjustment" } } }, "localname": "OtherComprehensiveIncomeForeignCurrencyTransactionAndTranslationAdjustmentNetOfTaxPortionAttributableToParent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherComprehensiveIncomeLossForeignCurrencyTransactionAndTranslationAdjustmentNetOfTax": { "auth_ref": [ "r67" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount after tax and reclassification adjustments of gain (loss) on foreign currency translation adjustments, foreign currency transactions designated and effective as economic hedges of a net investment in a foreign entity and intra-entity foreign currency transactions that are of a long-term-investment nature.", "label": "Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax", "terseLabel": "Foreign currency translation" } } }, "localname": "OtherComprehensiveIncomeLossForeignCurrencyTransactionAndTranslationAdjustmentNetOfTax", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ShareholdersEquityType2or3" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherComprehensiveIncomeLossNetOfTaxPortionAttributableToParentAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent [Abstract]", "terseLabel": "OTHER COMPREHENSIVE INCOME" } } }, "localname": "OtherComprehensiveIncomeLossNetOfTaxPortionAttributableToParentAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement" ], "xbrltype": "stringItemType" }, "us-gaap_OtherComprehensiveIncomeUnrealizedHoldingGainLossOnSecuritiesArisingDuringPeriodTax": { "auth_ref": [ "r68", "r71" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount, before adjustment, of tax expense (benefit) for unrealized holding gain (loss) on investment in debt security measured at fair value with change in fair value recognized in other comprehensive income (available-for-sale). Excludes tax expense (benefit) for unrealized gain (loss) on investment in debt security measured at amortized cost (held-to-maturity) from transfer to available-for-sale.", "label": "OCI, Debt Securities, Available-for-Sale, Unrealized Holding Gain (Loss), before Adjustment, Tax", "terseLabel": "Net off tax effect" } } }, "localname": "OtherComprehensiveIncomeUnrealizedHoldingGainLossOnSecuritiesArisingDuringPeriodTax", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ShareholdersEquityType2or3_Parentheticals" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherExpenses": { "auth_ref": [ "r98", "r632" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of expense classified as other.", "label": "Other Expenses", "terseLabel": "Expense incurred" } } }, "localname": "OtherExpenses", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/AdvancestoSuppliersDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherIntangibleAssetsNet": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount after accumulated amortization of finite-lived and indefinite-lived intangible assets classified as other.", "label": "Other Intangible Assets, Net", "terseLabel": "Intangible assets, net" } } }, "localname": "OtherIntangibleAssetsNet", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofgrosscarryingvalueandaccumulatedamortizationforeachmajorclassofourintangibleassetsotherthangoodwillTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherLiabilitiesCurrent": { "auth_ref": [ "r59", "r552" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet": { "order": 8.0, "parentTag": "us-gaap_LiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of liabilities classified as other, due within one year or the normal operating cycle, if longer.", "label": "Other Liabilities, Current", "terseLabel": "Other current liabilities" } } }, "localname": "OtherLiabilitiesCurrent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherLiabilitiesNoncurrent": { "auth_ref": [ "r62" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet": { "order": 4.0, "parentTag": "us-gaap_LiabilitiesNoncurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of liabilities classified as other, due after one year or the normal operating cycle, if longer.", "label": "Other Liabilities, Noncurrent", "terseLabel": "Other long-term liabilities" } } }, "localname": "OtherLiabilitiesNoncurrent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherNoncashInvestingAndFinancingItemsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Other Noncash Investing and Financing Items [Abstract]", "terseLabel": "SUPPLEMENTAL NON-CASH DISCLOSURES:" } } }, "localname": "OtherNoncashInvestingAndFinancingItemsAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow" ], "xbrltype": "stringItemType" }, "us-gaap_OtherNonoperatingIncomeExpense": { "auth_ref": [ "r100" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement": { "order": 6.0, "parentTag": "us-gaap_NonoperatingIncomeExpense", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of income (expense) related to nonoperating activities, classified as other.", "label": "Other Nonoperating Income (Expense)", "terseLabel": "Other income, net" } } }, "localname": "OtherNonoperatingIncomeExpense", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherPrepaidExpenseCurrent": { "auth_ref": [ "r52", "r256" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of asset related to consideration paid in advance for other costs that provide economic benefits within a future period of one year or the normal operating cycle, if longer.", "label": "Other Prepaid Expense, Current", "terseLabel": "Others" } } }, "localname": "OtherPrepaidExpenseCurrent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofadvancestosuppliersTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherReceivables": { "auth_ref": [ "r36" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet": { "order": 7.0, "parentTag": "us-gaap_AssetsCurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount due from parties in nontrade transactions, classified as other.", "label": "Other Receivables", "terseLabel": "Other receivables" } } }, "localname": "OtherReceivables", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherReceivablesNetCurrent": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount, after allowance, of receivables classified as other, due within one year or the operating cycle, if longer.", "label": "Other Receivables, Net, Current", "terseLabel": "Other receivables" } } }, "localname": "OtherReceivablesNetCurrent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherTransportationEquipmentMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Long lived, depreciable assets used for the primary purpose of transportation.", "label": "Other Transportation Equipment [Member]", "terseLabel": "Motor vehicles and other transport equipment [Member]" } } }, "localname": "OtherTransportationEquipmentMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofpropertyplantsandequipmentTable" ], "xbrltype": "domainItemType" }, "us-gaap_PatentsMember": { "auth_ref": [ "r465" ], "lang": { "en-us": { "role": { "documentation": "Exclusive legal right granted by the government to the owner of the patent to exploit an invention or a process for a period of time specified by law.", "label": "Patents [Member]", "terseLabel": "Patent [Member]" } } }, "localname": "PatentsMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofgrosscarryingvalueandaccumulatedamortizationforeachmajorclassofourintangibleassetsotherthangoodwillTable" ], "xbrltype": "domainItemType" }, "us-gaap_PaymentsToAcquireIntangibleAssets": { "auth_ref": [ "r103" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedCashFlow": { "order": 6.0, "parentTag": "us-gaap_NetCashProvidedByUsedInInvestingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The cash outflow to acquire asset without physical form usually arising from contractual or other legal rights, excluding goodwill.", "label": "Payments to Acquire Intangible Assets", "negatedLabel": "Purchases of land use rights and other intangible assets" } } }, "localname": "PaymentsToAcquireIntangibleAssets", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow" ], "xbrltype": "monetaryItemType" }, "us-gaap_PaymentsToAcquireLandHeldForUse": { "auth_ref": [ "r103" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The cash outflow for acquisition of land for use; excludes purchases of land held as inventory or as investments.", "label": "Payments to Acquire Land Held-for-use", "terseLabel": "Land use rights of gross value" } } }, "localname": "PaymentsToAcquireLandHeldForUse", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/LeasesandRightofUseAssetsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_PaymentsToAcquireLongtermInvestments": { "auth_ref": [ "r104" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedCashFlow": { "order": 9.0, "parentTag": "us-gaap_NetCashProvidedByUsedInInvestingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The cash outflow for securities or other assets acquired, which qualify for treatment as an investing activity and are to be liquidated, if necessary, beyond the current operating cycle. Includes cash flows from securities classified as trading securities that were acquired for reasons other than sale in the long-term.", "label": "Payments to Acquire Long-Term Investments", "negatedLabel": "Long-term investment" } } }, "localname": "PaymentsToAcquireLongtermInvestments", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow" ], "xbrltype": "monetaryItemType" }, "us-gaap_PaymentsToAcquirePropertyPlantAndEquipment": { "auth_ref": [ "r103" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedCashFlow": { "order": 5.0, "parentTag": "us-gaap_NetCashProvidedByUsedInInvestingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The cash outflow associated with the acquisition of long-lived, physical assets that are used in the normal conduct of business to produce goods and services and not intended for resale; includes cash outflows to pay for construction of self-constructed assets.", "label": "Payments to Acquire Property, Plant, and Equipment", "negatedLabel": "Purchases of property, plant and equipment, net" } } }, "localname": "PaymentsToAcquirePropertyPlantAndEquipment", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow" ], "xbrltype": "monetaryItemType" }, "us-gaap_PaymentsToAcquireReceivables": { "auth_ref": [ "r104" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedCashFlow": { "order": 7.0, "parentTag": "us-gaap_NetCashProvidedByUsedInInvestingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The cash outflow for the purchase of all receivables.", "label": "Payments to Acquire Receivables", "negatedLabel": "Acquisition of Jiangxi Huiyi" } } }, "localname": "PaymentsToAcquireReceivables", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow" ], "xbrltype": "monetaryItemType" }, "us-gaap_PercentageOfInterestBearingDomesticDepositsToDepositsCertificatesOfDeposit": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Percentage of interest-bearing domestic certificates of deposit liabilities to total deposit liabilities.", "label": "Percentage of Interest-Bearing Domestic Deposits to Deposits, Certificates of Deposit", "terseLabel": "Percentage of annual certificate of deposit" } } }, "localname": "PercentageOfInterestBearingDomesticDepositsToDepositsCertificatesOfDeposit", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/LiquidityDetails" ], "xbrltype": "percentItemType" }, "us-gaap_PlanNameAxis": { "auth_ref": [ "r371", "r372", "r373", "r376", "r377", "r378", "r379", "r380", "r381", "r382", "r383", "r384", "r385", "r386", "r387", "r388", "r389", "r391", "r392", "r394", "r395", "r398", "r399", "r400", "r401", "r402" ], "lang": { "en-us": { "role": { "documentation": "Information by plan name for share-based payment arrangement.", "label": "Plan Name [Axis]" } } }, "localname": "PlanNameAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/StockAwardDetails" ], "xbrltype": "stringItemType" }, "us-gaap_PlanNameDomain": { "auth_ref": [ "r371", "r372", "r373", "r376", "r377", "r378", "r379", "r380", "r381", "r382", "r383", "r384", "r385", "r386", "r387", "r388", "r389", "r391", "r392", "r394", "r395", "r398", "r399", "r400", "r401", "r402" ], "lang": { "en-us": { "role": { "documentation": "Plan name for share-based payment arrangement.", "label": "Plan Name [Domain]" } } }, "localname": "PlanNameDomain", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/StockAwardDetails" ], "xbrltype": "domainItemType" }, "us-gaap_PrepaidExpenseCurrent": { "auth_ref": [ "r7", "r52", "r255", "r256" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet": { "order": 8.0, "parentTag": "us-gaap_AssetsCurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of asset related to consideration paid in advance for costs that provide economic benefits within a future period of one year or the normal operating cycle, if longer.", "label": "Prepaid Expense, Current", "terseLabel": "Prepayments and prepaid expense" } } }, "localname": "PrepaidExpenseCurrent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet" ], "xbrltype": "monetaryItemType" }, "us-gaap_PresentValueOfFutureInsuranceProfitsPercentageOfAmortizationExpenseYearOne": { "auth_ref": [ "r610" ], "lang": { "en-us": { "role": { "documentation": "Percentage of amortization for present value of future profits of insurance contract acquired in business combination expected to be recognized during next fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Present Value of Future Insurance Profits, Expected Amortization, Percentage, Year One", "terseLabel": "After-tax profit percentage" } } }, "localname": "PresentValueOfFutureInsuranceProfitsPercentageOfAmortizationExpenseYearOne", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/PreExistedVieDetails" ], "xbrltype": "percentItemType" }, "us-gaap_ProceedsFromBankDebt": { "auth_ref": [ "r106" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedCashFlow": { "order": 1.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The cash inflow from bank borrowing during the year.", "label": "Proceeds from Bank Debt", "terseLabel": "Proceeds from short-term loans" } } }, "localname": "ProceedsFromBankDebt", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow" ], "xbrltype": "monetaryItemType" }, "us-gaap_ProceedsFromCollectionOfFinanceReceivables": { "auth_ref": [ "r101" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The cash inflow associated with the collection of receivables arising from the financing of goods and services.", "label": "Proceeds from Collection of Finance Receivables", "terseLabel": "Subsequent collection" } } }, "localname": "ProceedsFromCollectionOfFinanceReceivables", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofagingoftheaccountsreceivableTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_ProceedsFromIssuanceOfLongTermDebt": { "auth_ref": [ "r106" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedCashFlow": { "order": 2.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The cash inflow from a debt initially having maturity due after one year or beyond the operating cycle, if longer.", "label": "Proceeds from Issuance of Long-Term Debt", "terseLabel": "Proceeds from long-term loans" } } }, "localname": "ProceedsFromIssuanceOfLongTermDebt", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow" ], "xbrltype": "monetaryItemType" }, "us-gaap_ProceedsFromIssuanceOrSaleOfEquity": { "auth_ref": [ "r105" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The cash inflow from the issuance of common stock, preferred stock, treasury stock, stock options, and other types of equity.", "label": "Proceeds from Issuance or Sale of Equity", "terseLabel": "Gain from equity sale (in Dollars)", "verboseLabel": "Gross proceeds" } } }, "localname": "ProceedsFromIssuanceOrSaleOfEquity", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/CommonSharesDetails", "http://en.kandivehicle.com/role/PrinciplesofConsolidationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_ProceedsFromSaleOfLandHeldForUse": { "auth_ref": [ "r102" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The cash inflow from the sale of land held for use; excludes sales of land held as inventory or investments.", "label": "Proceeds from Sale of Land Held-for-use", "terseLabel": "Acquired for land use" } } }, "localname": "ProceedsFromSaleOfLandHeldForUse", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/LeasesandRightofUseAssetsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_ProfitLoss": { "auth_ref": [ "r2", "r74", "r76", "r82", "r109", "r129", "r142", "r152", "r153", "r188", "r198", "r201", "r204", "r207", "r240", "r308", "r309", "r310", "r313", "r314", "r315", "r316", "r317", "r319", "r320", "r477", "r482", "r483", "r495", "r496", "r504", "r514", "r607" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The consolidated profit or loss for the period, net of income taxes, including the portion attributable to the noncontrolling interest.", "label": "Net Income (Loss), Including Portion Attributable to Noncontrolling Interest", "terseLabel": "Net income (Loss)" } } }, "localname": "ProfitLoss", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ShareholdersEquityType2or3" ], "xbrltype": "monetaryItemType" }, "us-gaap_PropertyPlantAndEquipmentAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Property, Plant and Equipment [Abstract]" } } }, "localname": "PropertyPlantAndEquipmentAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "xbrltype": "stringItemType" }, "us-gaap_PropertyPlantAndEquipmentByTypeAxis": { "auth_ref": [ "r286" ], "lang": { "en-us": { "role": { "documentation": "Information by type of long-lived, physical assets used to produce goods and services and not intended for resale.", "label": "Long-Lived Tangible Asset [Axis]" } } }, "localname": "PropertyPlantAndEquipmentByTypeAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofassetsestimatedusefullifeTable", "http://en.kandivehicle.com/role/ScheduleofpropertyplantsandequipmentTable", "http://en.kandivehicle.com/role/ScheduleofrevenuesbygeographicareaTable" ], "xbrltype": "stringItemType" }, "us-gaap_PropertyPlantAndEquipmentDisclosureTextBlock": { "auth_ref": [ "r289", "r654", "r655", "r656" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for long-lived, physical asset used in normal conduct of business and not intended for resale. Includes, but is not limited to, work of art, historical treasure, and similar asset classified as collections.", "label": "Property, Plant and Equipment Disclosure [Text Block]", "terseLabel": "PROPERTY, PLANT AND EQUIPMENT" } } }, "localname": "PropertyPlantAndEquipmentDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/PropertyPlantandEquipment" ], "xbrltype": "textBlockItemType" }, "us-gaap_PropertyPlantAndEquipmentGross": { "auth_ref": [ "r18", "r284" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount before accumulated depreciation, depletion and amortization of physical assets used in the normal conduct of business and not intended for resale. Examples include, but are not limited to, land, buildings, machinery and equipment, office equipment, and furniture and fixtures.", "label": "Property, Plant and Equipment, Gross", "terseLabel": "Property, plant and equipment, gross" } } }, "localname": "PropertyPlantAndEquipmentGross", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofpropertyplantsandequipmentTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_PropertyPlantAndEquipmentLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Property, Plant and Equipment [Line Items]" } } }, "localname": "PropertyPlantAndEquipmentLineItems", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofpropertyplantsandequipmentTable" ], "xbrltype": "stringItemType" }, "us-gaap_PropertyPlantAndEquipmentNet": { "auth_ref": [ "r286", "r552", "r608", "r622" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet": { "order": 1.0, "parentTag": "us-gaap_AssetsNoncurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount after accumulated depreciation, depletion and amortization of physical assets used in the normal conduct of business to produce goods and services and not intended for resale. Examples include, but are not limited to, land, buildings, machinery and equipment, office equipment, and furniture and fixtures.", "label": "Property, Plant and Equipment, Net", "terseLabel": "Property, plant and equipment, net" } } }, "localname": "PropertyPlantAndEquipmentNet", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet", "http://en.kandivehicle.com/role/ScheduleofpropertyplantsandequipmentTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_PropertyPlantAndEquipmentPolicyTextBlock": { "auth_ref": [ "r286", "r654", "r655" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for long-lived, physical asset used in normal conduct of business and not intended for resale. Includes, but is not limited to, work of art, historical treasure, and similar asset classified as collections.", "label": "Property, Plant and Equipment, Policy [Policy Text Block]", "terseLabel": "Property, Plants and Equipment, net" } } }, "localname": "PropertyPlantAndEquipmentPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/AccountingPoliciesByPolicy" ], "xbrltype": "textBlockItemType" }, "us-gaap_PropertyPlantAndEquipmentTextBlock": { "auth_ref": [ "r286" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of physical assets used in the normal conduct of business and not intended for resale. Includes, but is not limited to, balances by class of assets, depreciation and depletion expense and method used, including composite depreciation, and accumulated deprecation.", "label": "Property, Plant and Equipment [Table Text Block]", "terseLabel": "Schedule of property, plants and equipment" } } }, "localname": "PropertyPlantAndEquipmentTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/PropertyPlantandEquipmentTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_PropertyPlantAndEquipmentTypeDomain": { "auth_ref": [ "r284" ], "lang": { "en-us": { "role": { "documentation": "Listing of long-lived, physical assets that are used in the normal conduct of business to produce goods and services and not intended for resale. Examples include land, buildings, machinery and equipment, and other types of furniture and equipment including, but not limited to, office equipment, furniture and fixtures, and computer equipment and software.", "label": "Long-Lived Tangible Asset [Domain]" } } }, "localname": "PropertyPlantAndEquipmentTypeDomain", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofpropertyplantsandequipmentTable", "http://en.kandivehicle.com/role/ScheduleofrevenuesbygeographicareaTable" ], "xbrltype": "domainItemType" }, "us-gaap_PropertyPlantAndEquipmentUsefulLife": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Useful life of long lived, physical assets used in the normal conduct of business and not intended for resale, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days. Examples include, but not limited to, land, buildings, machinery and equipment, office equipment, furniture and fixtures, and computer equipment.", "label": "Property, Plant and Equipment, Useful Life", "terseLabel": "Property, plants and equipment, Estimated useful lives" } } }, "localname": "PropertyPlantAndEquipmentUsefulLife", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofassetsestimatedusefullifeTable" ], "xbrltype": "durationItemType" }, "us-gaap_ProvisionForDoubtfulAccounts": { "auth_ref": [ "r89", "r248" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedCashFlow": { "order": 3.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of expense (reversal of expense) for expected credit loss on accounts receivable.", "label": "Accounts Receivable, Credit Loss Expense (Reversal)", "terseLabel": "Provision (reversal) of allowance for doubtful accounts" } } }, "localname": "ProvisionForDoubtfulAccounts", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow" ], "xbrltype": "monetaryItemType" }, "us-gaap_ProvisionForLoanLeaseAndOtherLosses": { "auth_ref": [ "r114", "r221", "r605" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of expense related loan transactions, lease transactions, credit loss from transactions other than loan and lease transactions, and other loss based on assessment of uncollectability from the counterparty to reduce the account to their net realizable value.", "label": "Provision for Loan, Lease, and Other Losses", "terseLabel": "Provision" } } }, "localname": "ProvisionForLoanLeaseAndOtherLosses", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofprovisionfordoubtfulaccountsTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_PublicUtilitiesApprovedDebtCapitalStructurePercentage": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Percentage of public utility's approved debt to capital, including debt and equity.", "label": "Public Utilities, Approved Debt Capital Structure, Percentage", "terseLabel": "Registered capital percentage" } } }, "localname": "PublicUtilitiesApprovedDebtCapitalStructurePercentage", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/PreExistedVieDetails" ], "xbrltype": "percentItemType" }, "us-gaap_PublicUtilitiesInventoryAxis": { "auth_ref": [ "r48" ], "lang": { "en-us": { "role": { "documentation": "Information by type of inventory held.", "label": "Inventory [Axis]" } } }, "localname": "PublicUtilitiesInventoryAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/InventoriesDetails" ], "xbrltype": "stringItemType" }, "us-gaap_PublicUtilityPropertyPlantAndEquipmentLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Public Utility, Property, Plant and Equipment [Line Items]" } } }, "localname": "PublicUtilityPropertyPlantAndEquipmentLineItems", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofassetsestimatedusefullifeTable" ], "xbrltype": "stringItemType" }, "us-gaap_PublicUtilityPropertyPlantAndEquipmentTable": { "auth_ref": [ "r670" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of information about public utility physical assets used in the normal conduct of business and not intended for resale. Includes, but is not limited to, balances by class of assets, deprecation expense and method used, including composite depreciation, and accumulated deprecation.", "label": "Public Utility, Property, Plant and Equipment [Table]" } } }, "localname": "PublicUtilityPropertyPlantAndEquipmentTable", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofassetsestimatedusefullifeTable" ], "xbrltype": "stringItemType" }, "us-gaap_ReceivableTypeDomain": { "auth_ref": [ "r65" ], "lang": { "en-us": { "role": { "documentation": "Financing arrangement representing a contractual right to receive money either on demand or on fixed and determinable dates.", "label": "Receivable [Domain]" } } }, "localname": "ReceivableTypeDomain", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/NotesReceivableDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ReceivablesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Receivables [Abstract]" } } }, "localname": "ReceivablesAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "xbrltype": "stringItemType" }, "us-gaap_RelatedPartyDomain": { "auth_ref": [ "r363", "r544", "r545" ], "lang": { "en-us": { "role": { "documentation": "Related parties include affiliates; other entities for which investments are accounted for by the equity method by the entity; trusts for benefit of employees; and principal owners, management, and members of immediate families. It also may include other parties with which the entity may control or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests.", "label": "Related Party [Domain]" } } }, "localname": "RelatedPartyDomain", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/LiquidityDetails" ], "xbrltype": "domainItemType" }, "us-gaap_RelatedPartyTransactionAxis": { "auth_ref": [ "r363", "r544", "r545", "r547" ], "lang": { "en-us": { "role": { "documentation": "Information by type of related party transaction.", "label": "Related Party Transaction [Axis]" } } }, "localname": "RelatedPartyTransactionAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/AcquisitionsDetails", "http://en.kandivehicle.com/role/ContingentConsiderationLiabilityDetails", "http://en.kandivehicle.com/role/LeasesandRightofUseAssetsDetails", "http://en.kandivehicle.com/role/OrganizationandPrincipalActivitiesDetails", "http://en.kandivehicle.com/role/OtherLongTermAssetsDetails", "http://en.kandivehicle.com/role/ScheduleofcontingentconsiderationliabilityTable" ], "xbrltype": "stringItemType" }, "us-gaap_RelatedPartyTransactionDomain": { "auth_ref": [ "r363" ], "lang": { "en-us": { "role": { "documentation": "Transaction between related party.", "label": "Related Party Transaction [Domain]" } } }, "localname": "RelatedPartyTransactionDomain", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/AcquisitionsDetails", "http://en.kandivehicle.com/role/ContingentConsiderationLiabilityDetails", "http://en.kandivehicle.com/role/LeasesandRightofUseAssetsDetails", "http://en.kandivehicle.com/role/OrganizationandPrincipalActivitiesDetails", "http://en.kandivehicle.com/role/OtherLongTermAssetsDetails", "http://en.kandivehicle.com/role/ScheduleofcontingentconsiderationliabilityTable" ], "xbrltype": "domainItemType" }, "us-gaap_RelatedPartyTransactionsByRelatedPartyAxis": { "auth_ref": [ "r363", "r544", "r547", "r575", "r576", "r578", "r579", "r580", "r581", "r582", "r583", "r584", "r585", "r586", "r587" ], "lang": { "en-us": { "role": { "documentation": "Information by type of related party. Related parties include, but not limited to, affiliates; other entities for which investments are accounted for by the equity method by the entity; trusts for benefit of employees; and principal owners, management, and members of immediate families. It also may include other parties with which the entity may control or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests.", "label": "Related Party [Axis]" } } }, "localname": "RelatedPartyTransactionsByRelatedPartyAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/LiquidityDetails" ], "xbrltype": "stringItemType" }, "us-gaap_RepaymentsOfOtherDebt": { "auth_ref": [ "r107" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedCashFlow": { "order": 6.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of cash outflow for the payment of debt classified as other.", "label": "Repayments of Other Debt", "negatedLabel": "Repayments of long-term loans" } } }, "localname": "RepaymentsOfOtherDebt", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow" ], "xbrltype": "monetaryItemType" }, "us-gaap_RepaymentsOfShortTermDebt": { "auth_ref": [ "r107" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedCashFlow": { "order": 5.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The cash outflow for a borrowing having initial term of repayment within one year or the normal operating cycle, if longer.", "label": "Repayments of Short-Term Debt", "negatedLabel": "Repayments of short-term loans" } } }, "localname": "RepaymentsOfShortTermDebt", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow" ], "xbrltype": "monetaryItemType" }, "us-gaap_ResaleAgreementCounterpartyAmountAtRisk": { "auth_ref": [ "r134" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The amount at risk under resale agreements (reverse repurchase agreements) is defined as the excess of the carrying amount of the resale agreements over the market value of assets delivered pursuant to the agreements by the counterparty to the registrant (or to a third party agent that has affirmatively agreed to act on behalf of the registrant) and not returned to the counterparty, except in exchange for their approximate market value in a separate transaction.", "label": "Resale Agreement Counterparty, Amount at Risk", "terseLabel": "Approximate value" } } }, "localname": "ResaleAgreementCounterpartyAmountAtRisk", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofthecashflowsbetweentheCompanyspreexistedVIEandothernonVIEentitiesTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_ResearchAndDevelopmentExpense": { "auth_ref": [ "r413", "r568", "r671" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement": { "order": 1.0, "parentTag": "us-gaap_OperatingExpenses", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The aggregate costs incurred (1) in a planned search or critical investigation aimed at discovery of new knowledge with the hope that such knowledge will be useful in developing a new product or service, a new process or technique, or in bringing about a significant improvement to an existing product or process; or (2) to translate research findings or other knowledge into a plan or design for a new product or process or for a significant improvement to an existing product or process whether intended for sale or the entity's use, during the reporting period charged to research and development projects, including the costs of developing computer software up to the point in time of achieving technological feasibility, and costs allocated in accounting for a business combination to in-process projects deemed to have no alternative future use.", "label": "Research and Development Expense", "negatedLabel": "Research and development", "terseLabel": "Research and development expenses" } } }, "localname": "ResearchAndDevelopmentExpense", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement", "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_ResearchAndDevelopmentExpensePolicy": { "auth_ref": [ "r413" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for costs it has incurred (1) in a planned search or critical investigation aimed at discovery of new knowledge with the hope that such knowledge will be useful in developing a new product or service, a new process or technique, or in bringing about a significant improvement to an existing product or process; or (2) to translate research findings or other knowledge into a plan or design for a new product or process or for a significant improvement to an existing product or process.", "label": "Research and Development Expense, Policy [Policy Text Block]", "terseLabel": "Research and Development" } } }, "localname": "ResearchAndDevelopmentExpensePolicy", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/AccountingPoliciesByPolicy" ], "xbrltype": "textBlockItemType" }, "us-gaap_RestrictedCash": { "auth_ref": [ "r15", "r123", "r589", "r617" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of cash restricted as to withdrawal or usage. Cash includes, but is not limited to, currency on hand, demand deposits with banks or financial institutions, and other accounts with general characteristics of demand deposits.", "label": "Restricted Cash", "terseLabel": "-RESTRICTED CASH AT END OF PERIOD", "verboseLabel": "Restricted cash" } } }, "localname": "RestrictedCash", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow", "http://en.kandivehicle.com/role/LiquidityDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_RestrictedCashAndCashEquivalentsAtCarryingValue": { "auth_ref": [ "r15", "r117", "r123" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet": { "order": 2.0, "parentTag": "us-gaap_AssetsCurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of cash and cash equivalents restricted as to withdrawal or usage, classified as current. Cash includes, but is not limited to, currency on hand, demand deposits with banks or financial institutions, and other accounts with general characteristics of demand deposits. Cash equivalents include, but are not limited to, short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates.", "label": "Restricted Cash and Cash Equivalents, Current", "terseLabel": "Restricted cash" } } }, "localname": "RestrictedCashAndCashEquivalentsAtCarryingValue", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet", "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_RestrictedStockAwardForfeituresDividends": { "auth_ref": [ "r339", "r341" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The value of dividends forfeited related to restricted stock awards forfeited.", "label": "Restricted Stock Award, Forfeitures, Dividends", "terseLabel": "Stock-based option expense" } } }, "localname": "RestrictedStockAwardForfeituresDividends", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_RestrictedStockMember": { "auth_ref": [ "r165" ], "lang": { "en-us": { "role": { "documentation": "Stock including a provision that prohibits sale or substantive sale of an equity instrument for a specified period of time or until specified performance conditions are met.", "label": "Restricted Stock [Member]", "terseLabel": "Restricted Stock [Member]" } } }, "localname": "RestrictedStockMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ContingentConsiderationLiabilityDetails" ], "xbrltype": "domainItemType" }, "us-gaap_RetainedEarningsAccumulatedDeficit": { "auth_ref": [ "r39", "r341", "r552", "r619", "r642", "r646" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet": { "order": 3.0, "parentTag": "us-gaap_StockholdersEquity", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The cumulative amount of the reporting entity's undistributed earnings or deficit.", "label": "Retained Earnings (Accumulated Deficit)", "terseLabel": "Accumulated deficit (the restricted portion is $4,422,033 and $4,422,033 at December 31,2021 and December 31,2020, respectively)" } } }, "localname": "RetainedEarningsAccumulatedDeficit", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet" ], "xbrltype": "monetaryItemType" }, "us-gaap_RetainedEarningsMember": { "auth_ref": [ "r0", "r137", "r138", "r139", "r143", "r151", "r153", "r243", "r406", "r407", "r408", "r438", "r439", "r502", "r639", "r641" ], "lang": { "en-us": { "role": { "documentation": "The cumulative amount of the reporting entity's undistributed earnings or deficit.", "label": "Retained Earnings [Member]", "terseLabel": "Accumulated Deficit" } } }, "localname": "RetainedEarningsMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ShareholdersEquityType2or3" ], "xbrltype": "domainItemType" }, "us-gaap_RevenueFromContractWithCustomerIncludingAssessedTax": { "auth_ref": [ "r183", "r184", "r197", "r202", "r203", "r209", "r210", "r213", "r349", "r350", "r569" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount, including tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value-added and excise.", "label": "Revenue from Contract with Customer, Including Assessed Tax", "terseLabel": "Subsidiaries from the chinese government" } } }, "localname": "RevenueFromContractWithCustomerIncludingAssessedTax", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_RevenueFromRelatedParties": { "auth_ref": [ "r92", "r311", "r313", "r314", "r318", "r319", "r320", "r650" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement": { "order": 2.0, "parentTag": "us-gaap_Revenues", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of revenue, fees and commissions earned from transactions between (a) a parent company and its subsidiaries; (b) subsidiaries of a common parent; (c) an entity and trusts for the benefit of employees, for example, but not limited to, pension and profit-sharing trusts that are managed by or under the trusteeship of the entity's management; (d) an entity and its principal, owners, management, or members of their immediate families; and (e) affiliates.", "label": "Revenue from Related Parties", "terseLabel": "REVENUES FROM THE AFFILIATE COMPANY AND RELATED PARTIES, NET" } } }, "localname": "RevenueFromRelatedParties", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement" ], "xbrltype": "monetaryItemType" }, "us-gaap_RevenueRecognitionPolicyTextBlock": { "auth_ref": [ "r126", "r127" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for revenue. Includes revenue from contract with customer and from other sources.", "label": "Revenue [Policy Text Block]", "terseLabel": "Revenue Recognition" } } }, "localname": "RevenueRecognitionPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/AccountingPoliciesByPolicy" ], "xbrltype": "textBlockItemType" }, "us-gaap_Revenues": { "auth_ref": [ "r84", "r129", "r183", "r184", "r197", "r202", "r203", "r209", "r210", "r213", "r240", "r308", "r309", "r310", "r313", "r314", "r315", "r316", "r317", "r319", "r320", "r514", "r607" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement": { "order": 1.0, "parentTag": "us-gaap_GrossProfit", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of revenue recognized from goods sold, services rendered, insurance premiums, or other activities that constitute an earning process. Includes, but is not limited to, investment and interest income before deduction of interest expense when recognized as a component of revenue, and sales and trading gain (loss).", "label": "Revenues", "terseLabel": "Revenues", "totalLabel": "REVENUES, NET" } } }, "localname": "Revenues", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement", "http://en.kandivehicle.com/role/ScheduleofconsolidatedstatementsofoperationsinformationTable", "http://en.kandivehicle.com/role/ScheduleofrevenuesbygeographicareaTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_RisksAndUncertaintiesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Concentrations [Abstract]" } } }, "localname": "RisksAndUncertaintiesAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "xbrltype": "stringItemType" }, "us-gaap_SaleOfStockNameOfTransactionDomain": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Sale of the entity's stock, including, but not limited to, initial public offering (IPO) and private placement.", "label": "Sale of Stock [Domain]" } } }, "localname": "SaleOfStockNameOfTransactionDomain", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/CommonSharesDetails" ], "xbrltype": "domainItemType" }, "us-gaap_SaleOfStockNumberOfSharesIssuedInTransaction": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "The number of shares issued or sold by the subsidiary or equity method investee per stock transaction.", "label": "Sale of Stock, Number of Shares Issued in Transaction", "terseLabel": "Aggregate of issued in units" } } }, "localname": "SaleOfStockNumberOfSharesIssuedInTransaction", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/CommonSharesDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_SaleOfStockPercentageOfOwnershipAfterTransaction": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Percentage of subsidiary's or equity investee's stock owned by parent company after stock transaction.", "label": "Sale of Stock, Percentage of Ownership after Transaction", "terseLabel": "Aggregate purchase percentage" } } }, "localname": "SaleOfStockPercentageOfOwnershipAfterTransaction", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/CommonSharesDetails" ], "xbrltype": "percentItemType" }, "us-gaap_SalesMember": { "auth_ref": [ "r499" ], "lang": { "en-us": { "role": { "documentation": "Primary financial statement caption encompassing revenue from sale of goods and services rendered in the normal course of business.", "label": "Sales [Member]", "terseLabel": "Sales [Member]" } } }, "localname": "SalesMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofconcentrationpercentageTable" ], "xbrltype": "domainItemType" }, "us-gaap_ScheduleOfAccountsNotesLoansAndFinancingReceivableTextBlock": { "auth_ref": [ "r65" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of the various types of trade accounts and notes receivable and for each the gross carrying value, allowance, and net carrying value as of the balance sheet date. Presentation is categorized by current, noncurrent and unclassified receivables.", "label": "Schedule of Accounts, Notes, Loans and Financing Receivable [Table Text Block]", "terseLabel": "Schedule of accounts receivable" } } }, "localname": "ScheduleOfAccountsNotesLoansAndFinancingReceivableTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/AccountsReceivableNetTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfAcquiredFiniteLivedIntangibleAssetsByMajorClassTextBlock": { "auth_ref": [ "r268" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of the characteristics, including initial carrying value, residual amount, weighted average useful life, of finite-lived intangible assets acquired during the period by major class. A major class is composed of intangible assets that can be grouped together because they are similar, either by nature or by their use in the operations of the company.", "label": "Schedule of Acquired Finite-Lived Intangible Assets by Major Class [Table Text Block]", "terseLabel": "Schedule of land use rights" } } }, "localname": "ScheduleOfAcquiredFiniteLivedIntangibleAssetsByMajorClassTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/LandUseRightsTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfBusinessAcquisitionsByAcquisitionTable": { "auth_ref": [ "r458", "r459", "r460" ], "lang": { "en-us": { "role": { "documentation": "Schedule reflecting each material business combination (or series of individually immaterial business combinations) completed during the period, including background, timing, and recognized assets and liabilities.", "label": "Schedule of Business Acquisitions, by Acquisition [Table]" } } }, "localname": "ScheduleOfBusinessAcquisitionsByAcquisitionTable", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofpreliminarypurchasepriceasoftheacquisitiondateTable" ], "xbrltype": "stringItemType" }, "us-gaap_ScheduleOfBusinessAcquisitionsByAcquisitionTextBlock": { "auth_ref": [ "r458", "r459" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of a material business combination completed during the period, including background, timing, and recognized assets and liabilities. This table does not include leveraged buyouts.", "label": "Schedule of Business Acquisitions, by Acquisition [Table Text Block]", "terseLabel": "Schedule of preliminary purchase price as of the acquisition date" } } }, "localname": "ScheduleOfBusinessAcquisitionsByAcquisitionTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/AcquisitionsTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfComponentsOfIncomeTaxExpenseBenefitTableTextBlock": { "auth_ref": [ "r437" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of the components of income tax expense attributable to continuing operations for each year presented including, but not limited to: current tax expense (benefit), deferred tax expense (benefit), investment tax credits, government grants, the benefits of operating loss carryforwards, tax expense that results from allocating certain tax benefits either directly to contributed capital or to reduce goodwill or other noncurrent intangible assets of an acquired entity, adjustments of a deferred tax liability or asset for enacted changes in tax laws or rates or a change in the tax status of the entity, and adjustments of the beginning-of-the-year balances of a valuation allowance because of a change in circumstances that causes a change in judgment about the realizability of the related deferred tax asset in future years.", "label": "Schedule of Components of Income Tax Expense (Benefit) [Table Text Block]", "terseLabel": "Schedule of income tax expenses" } } }, "localname": "ScheduleOfComponentsOfIncomeTaxExpenseBenefitTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/TaxesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfDeferredTaxAssetsAndLiabilitiesTableTextBlock": { "auth_ref": [ "r428" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of the components of net deferred tax asset or liability recognized in an entity's statement of financial position, including the following: the total of all deferred tax liabilities, the total of all deferred tax assets, the total valuation allowance recognized for deferred tax assets.", "label": "Schedule of Deferred Tax Assets and Liabilities [Table Text Block]", "terseLabel": "Schedule of deferred tax assets and liabilities" } } }, "localname": "ScheduleOfDeferredTaxAssetsAndLiabilitiesTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/TaxesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfEffectiveIncomeTaxRateReconciliationTableTextBlock": { "auth_ref": [ "r419" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of the reconciliation using percentage or dollar amounts of the reported amount of income tax expense attributable to continuing operations for the year to the amount of income tax expense that would result from applying domestic federal statutory tax rates to pretax income from continuing operations.", "label": "Schedule of Effective Income Tax Rate Reconciliation [Table Text Block]", "terseLabel": "Schedule of valuation allowance of deferred tax assets" } } }, "localname": "ScheduleOfEffectiveIncomeTaxRateReconciliationTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/TaxesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfEquityMethodInvestmentsLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Schedule of Equity Method Investments [Line Items]" } } }, "localname": "ScheduleOfEquityMethodInvestmentsLineItems", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofequitymethodinvestmentsTable", "http://en.kandivehicle.com/role/ScheduleofequitymethodinvestmentsTable_Parentheticals" ], "xbrltype": "stringItemType" }, "us-gaap_ScheduleOfEquityMethodInvestmentsTable": { "auth_ref": [ "r2", "r129", "r239", "r240", "r514" ], "lang": { "en-us": { "role": { "documentation": "Summarization of information required and determined to be disclosed concerning equity method investments in common stock. The summarized information includes: (a) the name of each investee or group of investees for which combined disclosure is appropriate, (2) the percentage ownership of common stock, (3) the difference, if any, between the carrying amount of an investment and the value of the underlying equity in the net assets and the accounting treatment of difference, if any, and (4) the aggregate value of each identified investment based on its quoted market price, if available.", "label": "Schedule of Equity Method Investments [Table]" } } }, "localname": "ScheduleOfEquityMethodInvestmentsTable", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofequitymethodinvestmentsTable", "http://en.kandivehicle.com/role/ScheduleofequitymethodinvestmentsTable_Parentheticals" ], "xbrltype": "stringItemType" }, "us-gaap_ScheduleOfFiniteLivedIntangibleAssetsTable": { "auth_ref": [ "r268", "r272", "r570" ], "lang": { "en-us": { "role": { "documentation": "Schedule of assets, excluding financial assets and goodwill, lacking physical substance with a finite life.", "label": "Schedule of Finite-Lived Intangible Assets [Table]" } } }, "localname": "ScheduleOfFiniteLivedIntangibleAssetsTable", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofpreliminarypurchasepricetospecificintangibleassetTable" ], "xbrltype": "stringItemType" }, "us-gaap_ScheduleOfFiniteLivedIntangibleAssetsTableTextBlock": { "auth_ref": [ "r268", "r272" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of assets, excluding financial assets and goodwill, lacking physical substance with a finite life, by either major class or business segment.", "label": "Schedule of Finite-Lived Intangible Assets [Table Text Block]", "terseLabel": "Schedule of preliminary purchase price to specific intangible asset" } } }, "localname": "ScheduleOfFiniteLivedIntangibleAssetsTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/AcquisitionsTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfForeignExchangeContractsStatementOfFinancialPositionTableTextBlock": { "auth_ref": [ "r498" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of the presentation of foreign exchange contracts on the statement of financial position, including the fair value amounts and location of such amounts.", "label": "Schedule of Foreign Exchange Contracts, Statement of Financial Position [Table Text Block]", "terseLabel": "Schedule of average exchange rate of the reporting period" } } }, "localname": "ScheduleOfForeignExchangeContractsStatementOfFinancialPositionTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfImpairedIntangibleAssetsTextBlock": { "auth_ref": [ "r277" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of impaired intangible assets excluding goodwill. This may include a description of the facts and circumstances leading to the recording of impairment charges of intangible assets in the period, the amount of the impairment charges, the methods of determining fair value of the associated assets, the caption in the income statement in which the impairment losses are aggregated, and the segment in which the impaired intangible assets are reported.", "label": "Schedule of Impaired Intangible Assets [Table Text Block]", "terseLabel": "Schedule of amortization expenses" } } }, "localname": "ScheduleOfImpairedIntangibleAssetsTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/IntangibleAssetsTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfIncomeBeforeIncomeTaxDomesticAndForeignTableTextBlock": { "auth_ref": [ "r130" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of income before income tax between domestic and foreign jurisdictions.", "label": "Schedule of Income before Income Tax, Domestic and Foreign [Table Text Block]", "terseLabel": "Schedule of valuation allowance of deferred tax assets" } } }, "localname": "ScheduleOfIncomeBeforeIncomeTaxDomesticAndForeignTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/TaxesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfIntangibleAssetsAndGoodwillTableTextBlock": { "auth_ref": [ "r262" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of goodwill and intangible assets, which may be broken down by segment or major class.", "label": "Schedule of Intangible Assets and Goodwill [Table Text Block]", "terseLabel": "Schedule of gross carrying value and accumulated amortization for each major class of our intangible assets other than goodwill" } } }, "localname": "ScheduleOfIntangibleAssetsAndGoodwillTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/IntangibleAssetsTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfInventoryCurrentTableTextBlock": { "auth_ref": [ "r10", "r48", "r49", "r50" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of the carrying amount as of the balance sheet date of merchandise, goods, commodities, or supplies held for future sale or to be used in manufacturing, servicing or production process.", "label": "Schedule of Inventory, Current [Table Text Block]", "terseLabel": "Schedule of inventories" } } }, "localname": "ScheduleOfInventoryCurrentTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/InventoriesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfOtherAssetsAndOtherLiabilitiesTableTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of assets and liabilities, classified as other.", "label": "Schedule of Other Assets and Other Liabilities [Table Text Block]", "terseLabel": "Schedule of compared to consolidated assets and liabilities" } } }, "localname": "ScheduleOfOtherAssetsAndOtherLiabilitiesTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfOtherAssetsNoncurrentTextBlock": { "auth_ref": [ "r22" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of noncurrent assets.", "label": "Schedule of Other Assets, Noncurrent [Table Text Block]", "terseLabel": "Schedule of other long term assets" } } }, "localname": "ScheduleOfOtherAssetsNoncurrentTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/OtherLongTermAssetsTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfPropertyPlantAndEquipmentTable": { "auth_ref": [ "r286" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of information about physical assets used in the normal conduct of business and not intended for resale. Includes, but is not limited to, balances by class of assets, depreciation and depletion expense and method used, including composite depreciation, and accumulated deprecation.", "label": "Property, Plant and Equipment [Table]" } } }, "localname": "ScheduleOfPropertyPlantAndEquipmentTable", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofpropertyplantsandequipmentTable" ], "xbrltype": "stringItemType" }, "us-gaap_ScheduleOfPublicUtilityPropertyPlantAndEquipmentTextBlock": { "auth_ref": [ "r670" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of public utility physical assets used in the normal conduct of business and not intended for resale. Includes, but is not limited to, balances by class of assets, depreciation expense and method used, including composite depreciation, and accumulated depreciation.", "label": "Public Utility Property, Plant, and Equipment [Table Text Block]", "terseLabel": "Schedule of asset\u2019s estimated useful life" } } }, "localname": "ScheduleOfPublicUtilityPropertyPlantAndEquipmentTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfShareBasedCompensationStockOptionsActivityTableTextBlock": { "auth_ref": [ "r375", "r390", "r393" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure for stock option plans. Includes, but is not limited to, outstanding awards at beginning and end of year, grants, exercises, forfeitures, and weighted-average grant date fair value.", "label": "Share-Based Payment Arrangement, Option, Activity [Table Text Block]", "terseLabel": "Schedule of stock option activities" } } }, "localname": "ScheduleOfShareBasedCompensationStockOptionsActivityTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/StockOptionsTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleofFiniteLivedIntangibleAssetsFutureAmortizationExpenseTableTextBlock": { "auth_ref": [ "r272" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of the amount of amortization expense expected to be recorded in succeeding fiscal years for finite-lived intangible assets.", "label": "Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block]", "terseLabel": "Schedule of amortization expense" } } }, "localname": "ScheduleofFiniteLivedIntangibleAssetsFutureAmortizationExpenseTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/LandUseRightsTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_SchedulesOfConcentrationOfRiskByRiskFactorTextBlock": { "auth_ref": [ "r173", "r175", "r176", "r177", "r511", "r513" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of the nature of a concentration, a benchmark to which it is compared, and the percentage that the risk is to the benchmark.", "label": "Schedules of Concentration of Risk, by Risk Factor [Table Text Block]", "terseLabel": "Schedule of concentration percentage" } } }, "localname": "SchedulesOfConcentrationOfRiskByRiskFactorTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConcentrationsTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_SegmentReportingAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Segment Reporting [Abstract]" } } }, "localname": "SegmentReportingAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "xbrltype": "stringItemType" }, "us-gaap_SegmentReportingDisclosureTextBlock": { "auth_ref": [ "r179", "r181", "r182", "r188", "r190", "r201", "r205", "r206", "r207", "r208", "r209", "r212", "r213", "r214" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.", "label": "Segment Reporting Disclosure [Text Block]", "terseLabel": "SEGMENT REPORTING" } } }, "localname": "SegmentReportingDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/SegmentReporting" ], "xbrltype": "textBlockItemType" }, "us-gaap_SegmentReportingPolicyPolicyTextBlock": { "auth_ref": [ "r191", "r192", "r193", "r194", "r195", "r196", "r210" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for segment reporting.", "label": "Segment Reporting, Policy [Policy Text Block]", "terseLabel": "Segments" } } }, "localname": "SegmentReportingPolicyPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/AccountingPoliciesByPolicy" ], "xbrltype": "textBlockItemType" }, "us-gaap_SellingAndMarketingExpense": { "auth_ref": [], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement": { "order": 2.0, "parentTag": "us-gaap_OperatingExpenses", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The aggregate total amount of expenses directly related to the marketing or selling of products or services.", "label": "Selling and Marketing Expense", "negatedLabel": "Selling and marketing" } } }, "localname": "SellingAndMarketingExpense", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement" ], "xbrltype": "monetaryItemType" }, "us-gaap_SeriesOfIndividuallyImmaterialBusinessAcquisitionsMember": { "auth_ref": [ "r459" ], "lang": { "en-us": { "role": { "documentation": "Represents the aggregation and reporting of combined amounts of individually immaterial business combinations that were completed during the period.", "label": "Series of Individually Immaterial Business Acquisitions [Member]", "terseLabel": "Business Combination [Member]" } } }, "localname": "SeriesOfIndividuallyImmaterialBusinessAcquisitionsMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/AcquisitionsDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ShareBasedCompensation": { "auth_ref": [ "r114" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedCashFlow": { "order": 6.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of noncash expense for share-based payment arrangement.", "label": "Share-Based Payment Arrangement, Noncash Expense", "terseLabel": "Stock based compensation expense" } } }, "localname": "ShareBasedCompensation", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow" ], "xbrltype": "monetaryItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsNonvestedNumber": { "auth_ref": [ "r384", "r385" ], "lang": { "en-us": { "role": { "documentation": "The number of non-vested equity-based payment instruments, excluding stock (or unit) options, that validly exist and are outstanding as of the balance sheet date.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Nonvested, Number", "terseLabel": "Stock opton to purchase (in Shares)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsNonvestedNumber", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/StockOptionsDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsExpectedDividendRate": { "auth_ref": [ "r400" ], "lang": { "en-us": { "role": { "documentation": "The estimated dividend rate (a percentage of the share price) to be paid (expected dividends) to holders of the underlying shares over the option's term.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Expected Dividend Rate", "terseLabel": "Expected dividend yield" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsExpectedDividendRate", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/StockOptionsDetails" ], "xbrltype": "percentItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsExpectedVolatilityRate": { "auth_ref": [ "r399" ], "lang": { "en-us": { "role": { "documentation": "The estimated measure of the percentage by which a share price is expected to fluctuate during a period. Volatility also may be defined as a probability-weighted measure of the dispersion of returns about the mean. The volatility of a share price is the standard deviation of the continuously compounded rates of return on the share over a specified period. That is the same as the standard deviation of the differences in the natural logarithms of the stock prices plus dividends, if any, over the period.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Expected Volatility Rate", "terseLabel": "Expected volatility" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsExpectedVolatilityRate", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/StockOptionsDetails" ], "xbrltype": "percentItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsRiskFreeInterestRate": { "auth_ref": [ "r401" ], "lang": { "en-us": { "role": { "documentation": "The risk-free interest rate assumption that is used in valuing an option on its own shares.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Risk Free Interest Rate", "terseLabel": "Risk free interest rate" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsRiskFreeInterestRate", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/StockOptionsDetails" ], "xbrltype": "percentItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsExercisableWeightedAverageExercisePrice": { "auth_ref": [ "r378" ], "lang": { "en-us": { "role": { "documentation": "The weighted-average price as of the balance sheet date at which grantees can acquire the shares reserved for issuance on vested portions of options outstanding and currently exercisable under the stock option plan.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercisable, Weighted Average Exercise Price", "terseLabel": "Warrants, exercisable price" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsExercisableWeightedAverageExercisePrice", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/CommonSharesDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsForfeituresAndExpirationsInPeriod": { "auth_ref": [ "r379" ], "lang": { "en-us": { "role": { "documentation": "For presentations that combine terminations, the number of shares under options that were cancelled during the reporting period as a result of occurrence of a terminating event specified in contractual agreements pertaining to the stock option plan or that expired.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Forfeitures and Expirations in Period", "terseLabel": "Number of Shares, Cancelled" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsForfeituresAndExpirationsInPeriod", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofstockoptionactivitiesTable" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsForfeituresAndExpirationsInPeriodWeightedAverageExercisePrice": { "auth_ref": [ "r379" ], "lang": { "en-us": { "role": { "documentation": "Weighted average price of options that were either forfeited or expired.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Forfeitures and Expirations in Period, Weighted Average Exercise Price", "terseLabel": "Weighted Average Exercise Price, Cancelled" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsForfeituresAndExpirationsInPeriodWeightedAverageExercisePrice", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofstockoptionactivitiesTable" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsForfeituresInPeriod": { "auth_ref": [ "r382" ], "lang": { "en-us": { "role": { "documentation": "The number of shares under options that were cancelled during the reporting period as a result of occurrence of a terminating event specified in contractual agreements pertaining to the stock option plan.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Forfeitures in Period", "terseLabel": "Number of Shares, Forfeited" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsForfeituresInPeriod", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofstockoptionactivitiesTable" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsGrantsInPeriodGross": { "auth_ref": [ "r380" ], "lang": { "en-us": { "role": { "documentation": "Gross number of share options (or share units) granted during the period.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross", "netLabel": "Shares granted to certain management members and employees as compensation", "terseLabel": "Number of Shares, Granted", "verboseLabel": "Number of shares, granted" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsGrantsInPeriodGross", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ContingentConsiderationLiabilityDetails", "http://en.kandivehicle.com/role/ScheduleofstockoptionactivitiesTable", "http://en.kandivehicle.com/role/StockAwardDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingNumber": { "auth_ref": [ "r376", "r377" ], "lang": { "en-us": { "role": { "documentation": "Number of options outstanding, including both vested and non-vested options.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Number", "periodEndLabel": "Number of Shares, Outstanding ending balance", "periodStartLabel": "Number of Shares, Outstanding beginning balance" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingNumber", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofstockoptionactivitiesTable" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingWeightedAverageExercisePrice": { "auth_ref": [ "r376", "r377" ], "lang": { "en-us": { "role": { "documentation": "Weighted average price at which grantees can acquire the shares reserved for issuance under the stock option plan.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Weighted Average Exercise Price", "periodEndLabel": "Weighted Average Exercise Price, Outstanding ending balance", "periodStartLabel": "Weighted Average Exercise Price, Outstanding beginning balance" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingWeightedAverageExercisePrice", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofstockoptionactivitiesTable" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementsByShareBasedPaymentAwardAwardTypeAndPlanNameDomain": { "auth_ref": [ "r371", "r372", "r373", "r376", "r377", "r378", "r379", "r380", "r381", "r382", "r383", "r384", "r385", "r386", "r387", "r388", "r389", "r391", "r392", "r394", "r395", "r398", "r399", "r400", "r401", "r402" ], "lang": { "en-us": { "role": { "documentation": "Award under share-based payment arrangement.", "label": "Award Type [Domain]" } } }, "localname": "ShareBasedCompensationArrangementsByShareBasedPaymentAwardAwardTypeAndPlanNameDomain", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/CommonSharesDetails", "http://en.kandivehicle.com/role/ContingentConsiderationLiabilityDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ShareBasedCompensationArrangementsByShareBasedPaymentAwardOptionsExercisesInPeriodWeightedAverageExercisePrice": { "auth_ref": [ "r381" ], "lang": { "en-us": { "role": { "documentation": "Weighted average price at which option holders acquired shares when converting their stock options into shares.", "label": "Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Exercises in Period, Weighted Average Exercise Price", "terseLabel": "Weighted Average Exercise Price, Exercised" } } }, "localname": "ShareBasedCompensationArrangementsByShareBasedPaymentAwardOptionsExercisesInPeriodWeightedAverageExercisePrice", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofstockoptionactivitiesTable" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementsByShareBasedPaymentAwardOptionsForfeituresInPeriodWeightedAverageExercisePrice": { "auth_ref": [ "r382" ], "lang": { "en-us": { "role": { "documentation": "Weighted average price at which grantees could have acquired the underlying shares with respect to stock options that were terminated.", "label": "Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Forfeitures in Period, Weighted Average Exercise Price", "terseLabel": "Weighted Average Exercise Price, Forfeited" } } }, "localname": "ShareBasedCompensationArrangementsByShareBasedPaymentAwardOptionsForfeituresInPeriodWeightedAverageExercisePrice", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofstockoptionactivitiesTable" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementsByShareBasedPaymentAwardOptionsGrantsInPeriodWeightedAverageExercisePrice": { "auth_ref": [ "r380" ], "lang": { "en-us": { "role": { "documentation": "Weighted average per share amount at which grantees can acquire shares of common stock by exercise of options.", "label": "Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Grants in Period, Weighted Average Exercise Price", "terseLabel": "Weighted Average Exercise Price, Granted" } } }, "localname": "ShareBasedCompensationArrangementsByShareBasedPaymentAwardOptionsGrantsInPeriodWeightedAverageExercisePrice", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofstockoptionactivitiesTable" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationOptionAndIncentivePlansPolicy": { "auth_ref": [ "r374", "r396", "r397", "r398", "r399", "r402", "r409", "r412" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for award under share-based payment arrangement. Includes, but is not limited to, methodology and assumption used in measuring cost.", "label": "Share-Based Payment Arrangement [Policy Text Block]", "terseLabel": "Stock Option Expenses" } } }, "localname": "ShareBasedCompensationOptionAndIncentivePlansPolicy", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/AccountingPoliciesByPolicy" ], "xbrltype": "textBlockItemType" }, "us-gaap_ShareBasedGoodsAndNonemployeeServicesTransactionBySupplierAxis": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Information by supplier.", "label": "Supplier [Axis]" } } }, "localname": "ShareBasedGoodsAndNonemployeeServicesTransactionBySupplierAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofconcentrationpercentageTable0" ], "xbrltype": "stringItemType" }, "us-gaap_SharePrice": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Price of a single share of a number of saleable stocks of a company.", "label": "Share Price", "terseLabel": "Repurchase average stock price", "verboseLabel": "Exercised price per share (in Dollars per share)" } } }, "localname": "SharePrice", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/CommonSharesDetails", "http://en.kandivehicle.com/role/StockOptionsDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_SharebasedCompensationArrangementBySharebasedPaymentAwardFairValueAssumptionsExpectedTerm1": { "auth_ref": [ "r398" ], "lang": { "en-us": { "role": { "documentation": "Expected term of award under share-based payment arrangement, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents reported fact of one year, five months, and thirteen days.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Expected Term", "terseLabel": "Expected life" } } }, "localname": "SharebasedCompensationArrangementBySharebasedPaymentAwardFairValueAssumptionsExpectedTerm1", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/StockOptionsDetails" ], "xbrltype": "durationItemType" }, "us-gaap_SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsVestedAndExpectedToVestOutstandingWeightedAverageRemainingContractualTerm1": { "auth_ref": [ "r394" ], "lang": { "en-us": { "role": { "documentation": "Weighted average remaining contractual term for fully vested and expected to vest options outstanding, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents reported fact of one year, five months, and thirteen days. Includes, but is not limited to, unvested options for which requisite service period has not been rendered but that are expected to vest based on achievement of performance condition, if forfeitures are recognized when they occur.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Remaining Contractual Term", "terseLabel": "Stock option vested term" } } }, "localname": "SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsVestedAndExpectedToVestOutstandingWeightedAverageRemainingContractualTerm1", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/StockOptionsDetails" ], "xbrltype": "durationItemType" }, "us-gaap_ShareholdersEquityAndShareBasedPaymentsTextBlock": { "auth_ref": [ "r346", "r412" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for shareholders' equity and share-based payment arrangement. Includes, but is not limited to, disclosure of policy and terms of share-based payment arrangement, deferred compensation arrangement, and employee stock purchase plan (ESPP).", "label": "Shareholders' Equity and Share-Based Payments [Text Block]", "terseLabel": "STOCK OPTIONS" } } }, "localname": "ShareholdersEquityAndShareBasedPaymentsTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/StockOptions" ], "xbrltype": "textBlockItemType" }, "us-gaap_SharesIssuedPricePerShare": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Per share or per unit amount of equity securities issued.", "label": "Shares Issued, Price Per Share", "terseLabel": "Price per share", "verboseLabel": "Average stock price per share" } } }, "localname": "SharesIssuedPricePerShare", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/CommonSharesDetails", "http://en.kandivehicle.com/role/SubsequentEventDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_SharesOutstanding": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Number of shares issued which are neither cancelled nor held in the treasury.", "label": "Shares, Outstanding", "periodEndLabel": "Balance (in Shares)", "periodStartLabel": "Balance (in Shares)" } } }, "localname": "SharesOutstanding", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ShareholdersEquityType2or3" ], "xbrltype": "sharesItemType" }, "us-gaap_ShortTermBankLoansAndNotesPayable": { "auth_ref": [ "r55", "r623" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet": { "order": 3.0, "parentTag": "us-gaap_LiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of borrowings from a bank classified as other, maturing within one year or operating cycle, if longer.", "label": "Short-Term Bank Loans and Notes Payable", "terseLabel": "Short-term loans" } } }, "localname": "ShortTermBankLoansAndNotesPayable", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet" ], "xbrltype": "monetaryItemType" }, "us-gaap_ShortTermBorrowings": { "auth_ref": [ "r25", "r552", "r592", "r616" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Reflects the total carrying amount as of the balance sheet date of debt having initial terms less than one year or the normal operating cycle, if longer.", "label": "Short-Term Debt", "terseLabel": "Short-term bank loans", "verboseLabel": "Short-term loan" } } }, "localname": "ShortTermBorrowings", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/InventoriesDetails", "http://en.kandivehicle.com/role/LiquidityDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_SignificantAccountingPoliciesTextBlock": { "auth_ref": [ "r124", "r136" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for all significant accounting policies of the reporting entity.", "label": "Significant Accounting Policies [Text Block]", "terseLabel": "SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES" } } }, "localname": "SignificantAccountingPoliciesTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_StateAdministrationOfTaxationChinaMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Designated tax department of the government of China.", "label": "State Administration of Taxation, China [Member]", "terseLabel": "PRC [Member]" } } }, "localname": "StateAdministrationOfTaxationChinaMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofincomelossbeforeincometaxesTable" ], "xbrltype": "domainItemType" }, "us-gaap_StatementEquityComponentsAxis": { "auth_ref": [ "r0", "r64", "r80", "r81", "r82", "r137", "r138", "r139", "r143", "r151", "r153", "r172", "r243", "r339", "r341", "r406", "r407", "r408", "r438", "r439", "r502", "r519", "r520", "r521", "r522", "r523", "r524", "r542", "r639", "r640", "r641" ], "lang": { "en-us": { "role": { "documentation": "Information by component of equity.", "label": "Equity Components [Axis]" } } }, "localname": "StatementEquityComponentsAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/CommonSharesDetails", "http://en.kandivehicle.com/role/ShareholdersEquityType2or3", "http://en.kandivehicle.com/role/SubsequentEventDetails" ], "xbrltype": "stringItemType" }, "us-gaap_StatementLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Statement [Line Items]" } } }, "localname": "StatementLineItems", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ShareholdersEquityType2or3" ], "xbrltype": "stringItemType" }, "us-gaap_StatementOfCashFlowsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Statement of Cash Flows [Abstract]" } } }, "localname": "StatementOfCashFlowsAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "xbrltype": "stringItemType" }, "us-gaap_StatementOfFinancialPositionAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Statement of Financial Position [Abstract]" } } }, "localname": "StatementOfFinancialPositionAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "xbrltype": "stringItemType" }, "us-gaap_StatementOfStockholdersEquityAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Statement of Stockholders' Equity [Abstract]" } } }, "localname": "StatementOfStockholdersEquityAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "xbrltype": "stringItemType" }, "us-gaap_StatementTable": { "auth_ref": [ "r137", "r138", "r139", "r172", "r569" ], "lang": { "en-us": { "role": { "documentation": "Schedule reflecting a Statement of Income, Statement of Cash Flows, Statement of Financial Position, Statement of Shareholders' Equity and Other Comprehensive Income, or other statement as needed.", "label": "Statement [Table]" } } }, "localname": "StatementTable", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ShareholdersEquityType2or3" ], "xbrltype": "stringItemType" }, "us-gaap_StockAndWarrantsIssuedDuringPeriodValuePreferredStockAndWarrants": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Value of preferred stock and warrants for common stock issued.", "label": "Stock and Warrants Issued During Period, Value, Preferred Stock and Warrants", "terseLabel": "Warrants issuance" } } }, "localname": "StockAndWarrantsIssuedDuringPeriodValuePreferredStockAndWarrants", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ShareholdersEquityType2or3" ], "xbrltype": "monetaryItemType" }, "us-gaap_StockIssuedDuringPeriodSharesEmployeeStockOwnershipPlan": { "auth_ref": [ "r32", "r33", "r339", "r341", "r410" ], "lang": { "en-us": { "role": { "documentation": "Number of shares of capital stock issued (purchased by employees) in connection with an employee stock ownership plan.", "label": "Stock Issued During Period, Shares, Employee Stock Ownership Plan", "terseLabel": "Fair value of stock option issued (in Shares)" } } }, "localname": "StockIssuedDuringPeriodSharesEmployeeStockOwnershipPlan", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/StockOptionsDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_StockIssuedDuringPeriodSharesNewIssues": { "auth_ref": [ "r32", "r33", "r339", "r341" ], "lang": { "en-us": { "role": { "documentation": "Number of new stock issued during the period.", "label": "Stock Issued During Period, Shares, New Issues", "netLabel": "Shares of common stock compensate", "terseLabel": "Registered Direct Offering (in Shares)", "verboseLabel": "Number of shares issued" } } }, "localname": "StockIssuedDuringPeriodSharesNewIssues", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ContingentConsiderationLiabilityDetails", "http://en.kandivehicle.com/role/ShareholdersEquityType2or3", "http://en.kandivehicle.com/role/StockAwardDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_StockIssuedDuringPeriodSharesRestrictedStockAwardGross": { "auth_ref": [ "r339", "r341" ], "lang": { "en-us": { "role": { "documentation": "Total number of shares issued during the period, including shares forfeited, as a result of Restricted Stock Awards.", "label": "Stock Issued During Period, Shares, Restricted Stock Award, Gross", "terseLabel": "Restricted shares of common stock compensate" } } }, "localname": "StockIssuedDuringPeriodSharesRestrictedStockAwardGross", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/StockAwardDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_StockIssuedDuringPeriodSharesRestrictedStockAwardNetOfForfeitures": { "auth_ref": [ "r32", "r33", "r339", "r341" ], "lang": { "en-us": { "role": { "documentation": "Number of shares issued during the period related to Restricted Stock Awards, net of any shares forfeited.", "label": "Stock Issued During Period, Shares, Restricted Stock Award, Net of Forfeitures", "terseLabel": "Additional shares of restrictive common stock (in Shares)" } } }, "localname": "StockIssuedDuringPeriodSharesRestrictedStockAwardNetOfForfeitures", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/AcquisitionsDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_StockIssuedDuringPeriodSharesStockOptionsExercised": { "auth_ref": [ "r32", "r33", "r339", "r341", "r381" ], "lang": { "en-us": { "role": { "documentation": "Number of share options (or share units) exercised during the current period.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercises in Period", "terseLabel": "Stock option exercise (in Shares)", "verboseLabel": "Number of Shares, Exercised" } } }, "localname": "StockIssuedDuringPeriodSharesStockOptionsExercised", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofstockoptionactivitiesTable", "http://en.kandivehicle.com/role/ShareholdersEquityType2or3" ], "xbrltype": "sharesItemType" }, "us-gaap_StockIssuedDuringPeriodValueNewIssues": { "auth_ref": [ "r32", "r33", "r339", "r341" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Equity impact of the value of new stock issued during the period. Includes shares issued in an initial public offering or a secondary public offering.", "label": "Stock Issued During Period, Value, New Issues", "terseLabel": "Registered Direct Offering", "verboseLabel": "Value of shares issued (in Dollars)" } } }, "localname": "StockIssuedDuringPeriodValueNewIssues", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ContingentConsiderationLiabilityDetails", "http://en.kandivehicle.com/role/ShareholdersEquityType2or3" ], "xbrltype": "monetaryItemType" }, "us-gaap_StockIssuedDuringPeriodValueStockOptionsExercised": { "auth_ref": [ "r64", "r339", "r341" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Value of stock issued as a result of the exercise of stock options.", "label": "Stock Issued During Period, Value, Stock Options Exercised", "terseLabel": "Stock option exercise" } } }, "localname": "StockIssuedDuringPeriodValueStockOptionsExercised", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ShareholdersEquityType2or3" ], "xbrltype": "monetaryItemType" }, "us-gaap_StockOptionPlanExpense": { "auth_ref": [ "r115" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of noncash expense for option under share-based payment arrangement.", "label": "Stock or Unit Option Plan Expense", "terseLabel": "Stock option (in Dollars)" } } }, "localname": "StockOptionPlanExpense", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/StockOptionsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_StockRepurchasedAndRetiredDuringPeriodShares": { "auth_ref": [ "r32", "r33", "r339", "r341" ], "lang": { "en-us": { "role": { "documentation": "Number of shares that have been repurchased and retired during the period.", "label": "Stock Repurchased and Retired During Period, Shares", "terseLabel": "Stock Repurchased shares" } } }, "localname": "StockRepurchasedAndRetiredDuringPeriodShares", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/CommonSharesDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_StockRepurchasedAndRetiredDuringPeriodValue": { "auth_ref": [ "r32", "r33", "r339", "r341" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Equity impact of the value of stock that has been repurchased and retired during the period. The excess of the purchase price over par value can be charged against retained earnings (once the excess is fully allocated to additional paid in capital).", "label": "Stock Repurchased and Retired During Period, Value", "terseLabel": "Stock Repurchased value" } } }, "localname": "StockRepurchasedAndRetiredDuringPeriodValue", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/CommonSharesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_StockholdersEquity": { "auth_ref": [ "r33", "r41", "r42", "r129", "r229", "r240", "r514", "r552" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet": { "order": 2.0, "parentTag": "us-gaap_LiabilitiesAndStockholdersEquity", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Total of all stockholders' equity (deficit) items, net of receivables from officers, directors, owners, and affiliates of the entity which are attributable to the parent. The amount of the economic entity's stockholders' equity attributable to the parent excludes the amount of stockholders' equity which is allocable to that ownership interest in subsidiary equity which is not attributable to the parent (noncontrolling interest, minority interest). This excludes temporary equity and is sometimes called permanent equity.", "label": "Stockholders' Equity Attributable to Parent", "periodEndLabel": "Balance", "periodStartLabel": "Balance", "terseLabel": "Total stockholders\u2019 equity", "totalLabel": "TOTAL STOCKHOLDERS\u2019 EQUITY" } } }, "localname": "StockholdersEquity", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet", "http://en.kandivehicle.com/role/ScheduleofconsolidatedbalancesheetsinformationTable", "http://en.kandivehicle.com/role/ShareholdersEquityType2or3" ], "xbrltype": "monetaryItemType" }, "us-gaap_StockholdersEquityAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Stockholders' Equity Attributable to Parent [Abstract]", "terseLabel": "STOCKHOLDER\u2019S EQUITY" } } }, "localname": "StockholdersEquityAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet" ], "xbrltype": "stringItemType" }, "us-gaap_StockholdersEquityNoteAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Stockholders' Equity Note [Abstract]" } } }, "localname": "StockholdersEquityNoteAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "xbrltype": "stringItemType" }, "us-gaap_StockholdersEquityNoteDisclosureTextBlock": { "auth_ref": [ "r128", "r326", "r328", "r329", "r330", "r331", "r332", "r333", "r334", "r335", "r336", "r337", "r338", "r341", "r346", "r500" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.", "label": "Stockholders' Equity Note Disclosure [Text Block]", "terseLabel": "COMMON SHARES" } } }, "localname": "StockholdersEquityNoteDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/CommonShares" ], "xbrltype": "textBlockItemType" }, "us-gaap_StockholdersEquityOtherShares": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Number of increase (decrease) in shares of stock classified as other.", "label": "Stockholders' Equity, Other Shares", "terseLabel": "Total number of shares of common stock grant to key employees" } } }, "localname": "StockholdersEquityOtherShares", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/StockAwardDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_SubsequentEventDescription": { "auth_ref": [ "r553" ], "lang": { "en-us": { "role": { "documentation": "Describes the event or transaction that occurred between the balance sheet date and the date the financial statements are issued or available to be issued.", "label": "Subsequent Event, Description", "terseLabel": "Subsequent event, description" } } }, "localname": "SubsequentEventDescription", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/SubsequentEventDetails" ], "xbrltype": "stringItemType" }, "us-gaap_SubsequentEventMember": { "auth_ref": [ "r525", "r554" ], "lang": { "en-us": { "role": { "documentation": "Identifies event that occurred after the balance sheet date but before financial statements are issued or available to be issued.", "label": "Subsequent Event [Member]", "terseLabel": "Subsequent Event [Member]" } } }, "localname": "SubsequentEventMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/OrganizationandPrincipalActivitiesDetails", "http://en.kandivehicle.com/role/SubsequentEventDetails", "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesDetails" ], "xbrltype": "domainItemType" }, "us-gaap_SubsequentEventTypeAxis": { "auth_ref": [ "r525", "r554" ], "lang": { "en-us": { "role": { "documentation": "Information by event that occurred after the balance sheet date but before financial statements are issued or available to be issued.", "label": "Subsequent Event Type [Axis]" } } }, "localname": "SubsequentEventTypeAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/OrganizationandPrincipalActivitiesDetails", "http://en.kandivehicle.com/role/SubsequentEventDetails", "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesDetails" ], "xbrltype": "stringItemType" }, "us-gaap_SubsequentEventTypeDomain": { "auth_ref": [ "r525", "r554" ], "lang": { "en-us": { "role": { "documentation": "Event that occurred after the balance sheet date but before financial statements are issued or available to be issued.", "label": "Subsequent Event Type [Domain]" } } }, "localname": "SubsequentEventTypeDomain", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/OrganizationandPrincipalActivitiesDetails", "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesDetails" ], "xbrltype": "domainItemType" }, "us-gaap_SubsequentEventsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Subsequent Events [Abstract]" } } }, "localname": "SubsequentEventsAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "xbrltype": "stringItemType" }, "us-gaap_SubsequentEventsTextBlock": { "auth_ref": [ "r553", "r556" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for significant events or transactions that occurred after the balance sheet date through the date the financial statements were issued or the date the financial statements were available to be issued. Examples include: the sale of a capital stock issue, purchase of a business, settlement of litigation, catastrophic loss, significant foreign exchange rate changes, loans to insiders or affiliates, and transactions not in the ordinary course of business.", "label": "Subsequent Events [Text Block]", "terseLabel": "SUBSEQUENT EVENT" } } }, "localname": "SubsequentEventsTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/SubsequentEvent" ], "xbrltype": "textBlockItemType" }, "us-gaap_SubsidiarySaleOfStockAxis": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Information by type of sale of the entity's stock.", "label": "Sale of Stock [Axis]" } } }, "localname": "SubsidiarySaleOfStockAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/CommonSharesDetails" ], "xbrltype": "stringItemType" }, "us-gaap_SummaryOfIncomeTaxHolidayTextBlock": { "auth_ref": [ "r449" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of the income tax exemptions and reductions which have been granted by taxing authorities for a specified period, applicable term of the exemptions and reductions, estimated dollar value of tax benefits, and per share benefits.", "label": "Summary of Income Tax Holiday [Table Text Block]", "terseLabel": "Schedule of income tax expense exemptions and reductions" } } }, "localname": "SummaryOfIncomeTaxHolidayTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/TaxesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_SummaryOfValuationAllowanceTextBlock": { "auth_ref": [ "r427" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of valuation allowances to reduce deferred tax assets to net realizable value, including identification of the deferred tax asset more likely than not will not be fully realized and the corresponding amount of the valuation allowance.", "label": "Summary of Valuation Allowance [Table Text Block]", "terseLabel": "Schedule of valuation allowance of deferred tax assets" } } }, "localname": "SummaryOfValuationAllowanceTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/TaxesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_SupplementalCashFlowInformationAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Supplemental Cash Flow Information [Abstract]", "terseLabel": "SUPPLEMENTARY CASH FLOW INFORMATION" } } }, "localname": "SupplementalCashFlowInformationAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedCashFlow" ], "xbrltype": "stringItemType" }, "us-gaap_SupplementalDeferredPurchasePrice": { "auth_ref": [ "r120", "r121", "r122" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "A device of credit enhancement where a part of the purchase price for the receivable/ payable is retained to serve as a cash collateral.", "label": "Supplemental Deferred Purchase Price", "terseLabel": "Purchase price" } } }, "localname": "SupplementalDeferredPurchasePrice", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/AcquisitionsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_SupplierConcentrationRiskMember": { "auth_ref": [ "r174" ], "lang": { "en-us": { "role": { "documentation": "Reflects the percentage that purchases in the period from one or more significant suppliers is to cost of goods or services, as defined by the entity, such as total cost of sales or services, product line cost of sales or services, segment cost of sales or services. Risk is the materially adverse effects of loss of a material supplier or a supplier of critically needed goods or services.", "label": "Supplier Concentration Risk [Member]", "terseLabel": "Suppliers [Member]" } } }, "localname": "SupplierConcentrationRiskMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConcentrationsDetails", "http://en.kandivehicle.com/role/ConcentrationsTables" ], "xbrltype": "domainItemType" }, "us-gaap_TechnologyBasedIntangibleAssetsMember": { "auth_ref": [ "r462" ], "lang": { "en-us": { "role": { "documentation": "Technology-based intangible assets, including, but not limited to, patented technology, unpatented technology, and developed technology rights.", "label": "Technology-Based Intangible Assets [Member]", "terseLabel": "Technology [Member]" } } }, "localname": "TechnologyBasedIntangibleAssetsMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofpreliminarypurchasepricetospecificintangibleassetTable" ], "xbrltype": "domainItemType" }, "us-gaap_TechnologyEquipmentMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Equipment used in the creation, maintenance and utilization of information systems which include computers and peripherals.", "label": "Technology Equipment [Member]", "terseLabel": "Technology [Member]" } } }, "localname": "TechnologyEquipmentMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofgrosscarryingvalueandaccumulatedamortizationforeachmajorclassofourintangibleassetsotherthangoodwillTable" ], "xbrltype": "domainItemType" }, "us-gaap_ToolsDiesAndMoldsMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Equipment commonly used to cut, shape, and form metal and other materials into goods for sale.", "label": "Tools, Dies and Molds [Member]", "terseLabel": "Molds [Member]" } } }, "localname": "ToolsDiesAndMoldsMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofassetsestimatedusefullifeTable" ], "xbrltype": "domainItemType" }, "us-gaap_TradeAccountsReceivableMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Amount due from customers or clients for goods or services that have been delivered or sold in the normal course of business.", "label": "Trade Accounts Receivable [Member]", "terseLabel": "Trade Receivable [Member]" } } }, "localname": "TradeAccountsReceivableMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofconcentrationpercentageTable" ], "xbrltype": "domainItemType" }, "us-gaap_TradeAndOtherAccountsReceivablePolicy": { "auth_ref": [ "r218", "r219", "r223", "r225", "r227", "r231" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for accounts receivable.", "label": "Accounts Receivable [Policy Text Block]", "terseLabel": "Accounts Receivable and Due from the Affiliate Company and Related Parties" } } }, "localname": "TradeAndOtherAccountsReceivablePolicy", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/AccountingPoliciesByPolicy" ], "xbrltype": "textBlockItemType" }, "us-gaap_TradeNamesMember": { "auth_ref": [ "r463" ], "lang": { "en-us": { "role": { "documentation": "Rights acquired through registration of a business name to gain or protect exclusive use thereof.", "label": "Trade Names [Member]", "terseLabel": "Trade name [Member]" } } }, "localname": "TradeNamesMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofgrosscarryingvalueandaccumulatedamortizationforeachmajorclassofourintangibleassetsotherthangoodwillTable" ], "xbrltype": "domainItemType" }, "us-gaap_TreasuryStockCommonShares": { "auth_ref": [ "r344" ], "lang": { "en-us": { "role": { "documentation": "Number of previously issued common shares repurchased by the issuing entity and held in treasury.", "label": "Treasury Stock, Common, Shares", "terseLabel": "Treasury stock, shares" } } }, "localname": "TreasuryStockCommonShares", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet_Parentheticals" ], "xbrltype": "sharesItemType" }, "us-gaap_TreasuryStockCommonValue": { "auth_ref": [ "r66", "r344", "r345" ], "calculation": { "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet": { "order": 5.0, "parentTag": "us-gaap_StockholdersEquity", "weight": -1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount allocated to previously issued common shares repurchased by the issuing entity and held in treasury.", "label": "Treasury Stock, Common, Value", "negatedLabel": "Less: Treasury stock (679,749 shares and 0 shares with average price of $3.52 at December 31,2021 and December 31,2020, respectively)" } } }, "localname": "TreasuryStockCommonValue", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedBalanceSheet" ], "xbrltype": "monetaryItemType" }, "us-gaap_TreasuryStockMember": { "auth_ref": [ "r63", "r344" ], "lang": { "en-us": { "role": { "documentation": "Shares of an entity that have been repurchased by the entity. This stock has no voting rights and receives no dividends. Note that treasury stock may be recorded at its total cost or separately as par (or stated) value and additional paid in capital. Classified within stockholders' equity if nonredeemable or redeemable solely at the option of the issuer. Classified within temporary equity if redemption is outside the control of the issuer.", "label": "Treasury Stock [Member]", "terseLabel": "Treasury Stock" } } }, "localname": "TreasuryStockMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ShareholdersEquityType2or3" ], "xbrltype": "domainItemType" }, "us-gaap_TreasuryStockRetiredCostMethodAmount": { "auth_ref": [ "r33", "r339", "r342" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of decrease of par value, additional paid in capital (APIC) and retained earnings of common and preferred stock retired from treasury when treasury stock is accounted for under the cost method.", "label": "Treasury Stock, Retired, Cost Method, Amount", "terseLabel": "Reduced value of stock" } } }, "localname": "TreasuryStockRetiredCostMethodAmount", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/CommonSharesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_TreasuryStockSharesRetired": { "auth_ref": [ "r33", "r339", "r341" ], "lang": { "en-us": { "role": { "documentation": "Number of shares of common and preferred stock retired from treasury during the period.", "label": "Treasury Stock, Shares, Retired", "terseLabel": "Retire from treasury" } } }, "localname": "TreasuryStockSharesRetired", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/CommonSharesDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_TypeOfArrangementAxis": { "auth_ref": [ "r474" ], "lang": { "en-us": { "role": { "documentation": "Information by collaborative arrangement and arrangement other than collaborative applicable to revenue-generating activity or operations.", "label": "Collaborative Arrangement and Arrangement Other than Collaborative [Axis]" } } }, "localname": "TypeOfArrangementAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ContingentConsiderationLiabilityDetails" ], "xbrltype": "stringItemType" }, "us-gaap_UnrealizedGainLossOnInvestments": { "auth_ref": [ "r115" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of unrealized gain (loss) on investment.", "label": "Unrealized Gain (Loss) on Investments", "terseLabel": "Prior year unrealized profit realized" } } }, "localname": "UnrealizedGainLossOnInvestments", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofequitymethodinvestmentsTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_ValuationAllowanceDeferredTaxAssetChangeInAmount": { "auth_ref": [ "r428" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of increase (decrease) in the valuation allowance for a specified deferred tax asset.", "label": "Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount", "terseLabel": "Additions-change to tax expense" } } }, "localname": "ValuationAllowanceDeferredTaxAssetChangeInAmount", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofvaluationallowanceofdeferredtaxassetsTable" ], "xbrltype": "monetaryItemType" }, "us-gaap_VariableInterestEntityNotPrimaryBeneficiaryMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Variable Interest Entities (VIE) in which the entity does not have a controlling financial interest (as defined) and of which it is therefore not the primary beneficiary. VIEs of which the entity is not the primary beneficiary because it does not have the power to direct the activities of the VIE that most significantly impact the VIE's economic performance and for which it does not have the obligation to absorb losses of the VIE that could potentially be significant to the VIE or the right to receive benefits from the VIE that could potentially be significant to the VIE are not included in the consolidated financial statements of the entity.", "label": "Variable Interest Entity, Not Primary Beneficiary [Member]", "terseLabel": "Non-VIE [Member]" } } }, "localname": "VariableInterestEntityNotPrimaryBeneficiaryMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofreceivablesandpayablesbetweennonVIEsubsidiariesandVIETable" ], "xbrltype": "domainItemType" }, "us-gaap_VariableInterestEntityOwnershipPercentage": { "auth_ref": [ "r493" ], "lang": { "en-us": { "role": { "documentation": "Percentage of the Variable Interest Entity's (VIE) voting interest owned by (or beneficial interest in) the reporting entity (directly or indirectly).", "label": "Variable Interest Entity, Qualitative or Quantitative Information, Ownership Percentage", "terseLabel": "Ownership interest" } } }, "localname": "VariableInterestEntityOwnershipPercentage", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/OrganizationandPrincipalActivitiesDetails", "http://en.kandivehicle.com/role/SubsequentEventDetails", "http://en.kandivehicle.com/role/SummaryofSignificantAccountingPoliciesDetails" ], "xbrltype": "percentItemType" }, "us-gaap_VariableInterestEntityPrimaryBeneficiaryMember": { "auth_ref": [ "r479", "r480", "r487", "r488", "r489" ], "lang": { "en-us": { "role": { "documentation": "Variable Interest Entities (VIE) in which the entity has a controlling financial interest (as defined) and of which it is therefore the primary beneficiary. A controlling financial interest is determined based on both: (a) the entity's power to direct activities of the VIE that most significantly impact the VIE's economic performance and (b) the entity's obligation to absorb losses of the VIE that could potentially be significant to the VIE or the right to receive benefits from the VIE that could potentially be significant to the VIE. VIEs of which the entity is the primary beneficiary are included in the consolidated financial statements of the entity.", "label": "Variable Interest Entity, Primary Beneficiary [Member]", "terseLabel": "VIE [Member]" } } }, "localname": "VariableInterestEntityPrimaryBeneficiaryMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofreceivablesandpayablesbetweennonVIEsubsidiariesandVIETable" ], "xbrltype": "domainItemType" }, "us-gaap_VariableInterestEntityVIESizeOfVIE": { "auth_ref": [ "r481", "r490", "r493", "r494" ], "lang": { "en-us": { "role": { "documentation": "Size of the Variable Interest Entity (VIE), such as small, medium, or large in relation to certain benchmarks, or a stated measure such as number of employees, assets, net assets, revenues, or expenses.", "label": "Variable Interest Entity, Qualitative or Quantitative Information, Size of VIE", "terseLabel": "Description" } } }, "localname": "VariableInterestEntityVIESizeOfVIE", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofreceivablesandpayablesbetweennonVIEsubsidiariesandVIETable" ], "xbrltype": "stringItemType" }, "us-gaap_VehiclesMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Equipment used primarily for road transportation.", "label": "Vehicles [Member]", "terseLabel": "Motor vehicles [Member]", "verboseLabel": "Off-road vehicles [Member]" } } }, "localname": "VehiclesMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ScheduleofassetsestimatedusefullifeTable", "http://en.kandivehicle.com/role/ScheduleofrevenuesbygeographicareaTable" ], "xbrltype": "domainItemType" }, "us-gaap_WarrantExercisePriceDecrease": { "auth_ref": [ "r340" ], "lang": { "en-us": { "role": { "documentation": "Per share decrease in exercise price of warrant. Excludes change due to standard antidilution provision.", "label": "Warrant, Exercise Price, Decrease", "terseLabel": "Warrant exercise price" } } }, "localname": "WarrantExercisePriceDecrease", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/CommonSharesDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_WarrantMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Security that gives the holder the right to purchase shares of stock in accordance with the terms of the instrument, usually upon payment of a specified amount.", "label": "Warrant [Member]", "terseLabel": "Warrants [Member]", "verboseLabel": "Warrant [Member]" } } }, "localname": "WarrantMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/CommonSharesDetails", "http://en.kandivehicle.com/role/EarningsLossPerShareDetails" ], "xbrltype": "domainItemType" }, "us-gaap_WeightedAverageNumberOfSharesOutstandingBasic": { "auth_ref": [ "r157", "r164" ], "lang": { "en-us": { "role": { "documentation": "Number of [basic] shares or units, after adjustment for contingently issuable shares or units and other shares or units not deemed outstanding, determined by relating the portion of time within a reporting period that common shares or units have been outstanding to the total time in that period.", "label": "Weighted Average Number of Shares Outstanding, Basic", "terseLabel": "WEIGHTED AVERAGE SHARES OUTSTANDING BASIC AND DILUTED (in Shares)" } } }, "localname": "WeightedAverageNumberOfSharesOutstandingBasic", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://en.kandivehicle.com/role/ConsolidatedIncomeStatement" ], "xbrltype": "sharesItemType" } }, "unitCount": 6 } }, "std_ref": { "r0": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "105", "URI": "https://asc.fasb.org/extlink&oid=126987489&loc=SL124442142-165695" }, "r1": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(f)", "Topic": "105", "URI": "https://asc.fasb.org/extlink&oid=126987489&loc=SL124442142-165695" }, "r10": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=6361739&loc=d3e7789-107766" }, "r100": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03.9)", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227" }, "r101": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126954810&loc=d3e3179-108585" }, "r102": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126954810&loc=d3e3179-108585" }, "r103": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126954810&loc=d3e3213-108585" }, "r104": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126954810&loc=d3e3213-108585" }, "r105": { "Name": "Accounting Standards Codification", "Paragraph": "14", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126954810&loc=d3e3255-108585" }, "r106": { "Name": "Accounting Standards Codification", "Paragraph": "14", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126954810&loc=d3e3255-108585" }, "r107": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126954810&loc=d3e3291-108585" }, "r108": { "Name": "Accounting Standards Codification", "Paragraph": "17", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126954810&loc=d3e3367-108585" }, "r109": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126954810&loc=d3e3000-108585" }, "r11": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(19)", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r110": { "Name": "Accounting Standards Codification", "Paragraph": "24", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126954810&loc=d3e3521-108585" }, "r111": { "Name": "Accounting Standards Codification", "Paragraph": "25", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126954810&loc=d3e3536-108585" }, "r112": { "Name": "Accounting Standards Codification", "Paragraph": "25", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(f)", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126954810&loc=d3e3536-108585" }, "r113": { "Name": "Accounting Standards Codification", "Paragraph": "25", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126954810&loc=d3e3536-108585" }, "r114": { "Name": "Accounting Standards Codification", "Paragraph": "28", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126954810&loc=d3e3602-108585" }, "r115": { "Name": "Accounting Standards Codification", "Paragraph": "28", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126954810&loc=d3e3602-108585" }, "r116": { "Name": "Accounting Standards Codification", "Paragraph": "28", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126954810&loc=d3e3602-108585" }, "r117": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126954810&loc=d3e3044-108585" }, "r118": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126999549&loc=d3e4273-108586" }, "r119": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126999549&loc=d3e4297-108586" }, "r12": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 201.5-02(24))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r120": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126999549&loc=d3e4304-108586" }, "r121": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126999549&loc=d3e4313-108586" }, "r122": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126999549&loc=d3e4332-108586" }, "r123": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126999549&loc=SL98516268-108586" }, "r124": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "235", "URI": "https://asc.fasb.org/extlink&oid=126899994&loc=d3e18726-107790" }, "r125": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "235", "URI": "https://asc.fasb.org/extlink&oid=126899994&loc=d3e18823-107790" }, "r126": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "235", "URI": "https://asc.fasb.org/extlink&oid=126899994&loc=d3e18823-107790" }, "r127": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)", "Topic": "235", "URI": "https://asc.fasb.org/extlink&oid=126899994&loc=d3e18823-107790" }, "r128": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08(e)(1))", "Topic": "235", "URI": "https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690" }, "r129": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08(g)(1)(ii))", "Topic": "235", "URI": "https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690" }, "r13": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 201.5-02(25))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r130": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08(h)(1)(Note 1))", "Topic": "235", "URI": "https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690" }, "r131": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08(h)(2))", "Topic": "235", "URI": "https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690" }, "r132": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08(h))", "Topic": "235", "URI": "https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690" }, "r133": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08(k)(1))", "Topic": "235", "URI": "https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690" }, "r134": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08(m)(2)(ii))", "Topic": "235", "URI": "https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690" }, "r135": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.12-04(a))", "Topic": "235", "URI": "https://asc.fasb.org/extlink&oid=120395691&loc=d3e24072-122690" }, "r136": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "235", "URI": "https://asc.fasb.org/topic&trid=2122369" }, "r137": { "Name": "Accounting Standards Codification", "Paragraph": "23", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "250", "URI": "https://asc.fasb.org/extlink&oid=124436220&loc=d3e21914-107793" }, "r138": { "Name": "Accounting Standards Codification", "Paragraph": "24", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "250", "URI": "https://asc.fasb.org/extlink&oid=124436220&loc=d3e21930-107793" }, "r139": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "250", "URI": "https://asc.fasb.org/extlink&oid=124436220&loc=d3e21711-107793" }, "r14": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 201.5-02(26))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r140": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "250", "URI": "https://asc.fasb.org/extlink&oid=124431687&loc=d3e22499-107794" }, "r141": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)(1)", "Topic": "250", "URI": "https://asc.fasb.org/extlink&oid=124431687&loc=d3e22499-107794" }, "r142": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)(2)", "Topic": "250", "URI": "https://asc.fasb.org/extlink&oid=124431687&loc=d3e22499-107794" }, "r143": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)(3)", "Topic": "250", "URI": "https://asc.fasb.org/extlink&oid=124431687&loc=d3e22499-107794" }, "r144": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)(4)", "Topic": "250", "URI": "https://asc.fasb.org/extlink&oid=124431687&loc=d3e22499-107794" }, "r145": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)", "Topic": "250", "URI": "https://asc.fasb.org/extlink&oid=124431687&loc=d3e22499-107794" }, "r146": { "Name": "Accounting Standards Codification", "Paragraph": "11", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "250", "URI": "https://asc.fasb.org/extlink&oid=124431687&loc=d3e22694-107794" }, "r147": { "Name": "Accounting Standards Codification", "Paragraph": "11", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "250", "URI": "https://asc.fasb.org/extlink&oid=124431687&loc=d3e22694-107794" }, "r148": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "250", "URI": "https://asc.fasb.org/extlink&oid=124431687&loc=d3e22583-107794" }, "r149": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "250", "URI": "https://asc.fasb.org/extlink&oid=124431687&loc=d3e22595-107794" }, "r15": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(1))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r150": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "250", "URI": "https://asc.fasb.org/extlink&oid=124431687&loc=d3e22644-107794" }, "r151": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "250", "URI": "https://asc.fasb.org/extlink&oid=124431687&loc=d3e22644-107794" }, "r152": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "250", "URI": "https://asc.fasb.org/extlink&oid=124431687&loc=d3e22658-107794" }, "r153": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "250", "URI": "https://asc.fasb.org/extlink&oid=124431687&loc=d3e22663-107794" }, "r154": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 11.M.Q2)", "Topic": "250", "URI": "https://asc.fasb.org/extlink&oid=122038215&loc=d3e31137-122693" }, "r155": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Topic": "250", "URI": "https://asc.fasb.org/extlink&oid=122038215&loc=SL108384541-122693" }, "r156": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "250", "URI": "https://asc.fasb.org/topic&trid=2122394" }, "r157": { "Name": "Accounting Standards Codification", "Paragraph": "10", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "260", "URI": "https://asc.fasb.org/extlink&oid=126958026&loc=d3e1448-109256" }, "r158": { "Name": "Accounting Standards Codification", "Paragraph": "11", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "260", "URI": "https://asc.fasb.org/extlink&oid=126958026&loc=d3e1377-109256" }, "r159": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "260", "URI": "https://asc.fasb.org/extlink&oid=126958026&loc=d3e1252-109256" }, "r16": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(10))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r160": { "Name": "Accounting Standards Codification", "Paragraph": "60B", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "260", "URI": "https://asc.fasb.org/extlink&oid=126958026&loc=SL5780133-109256" }, "r161": { "Name": "Accounting Standards Codification", "Paragraph": "60B", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "260", "URI": "https://asc.fasb.org/extlink&oid=126958026&loc=SL5780133-109256" }, "r162": { "Name": "Accounting Standards Codification", "Paragraph": "60B", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "260", "URI": "https://asc.fasb.org/extlink&oid=126958026&loc=SL5780133-109256" }, "r163": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "260", "URI": "https://asc.fasb.org/extlink&oid=126958026&loc=d3e1337-109256" }, "r164": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "260", "URI": "https://asc.fasb.org/extlink&oid=124432515&loc=d3e3550-109257" }, "r165": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "260", "URI": "https://asc.fasb.org/extlink&oid=124432515&loc=d3e3550-109257" }, "r166": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "260", "URI": "https://asc.fasb.org/extlink&oid=124432515&loc=d3e3630-109257" }, "r167": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "260", "URI": "https://asc.fasb.org/extlink&oid=109243012&loc=SL65017193-207537" }, "r168": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Topic": "260", "URI": "https://asc.fasb.org/extlink&oid=128363288&loc=d3e3842-109258" }, "r169": { "Name": "Accounting Standards Codification", "Paragraph": "52", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Topic": "260", "URI": "https://asc.fasb.org/extlink&oid=128363288&loc=d3e4984-109258" }, "r17": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(12))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r170": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "260", "URI": "https://asc.fasb.org/topic&trid=2144383" }, "r171": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "270", "URI": "https://asc.fasb.org/extlink&oid=126900757&loc=d3e543-108305" }, "r172": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "272", "URI": "https://asc.fasb.org/extlink&oid=125520817&loc=d3e70191-108054" }, "r173": { "Name": "Accounting Standards Codification", "Paragraph": "16", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "275", "URI": "https://asc.fasb.org/extlink&oid=99393423&loc=d3e6327-108592" }, "r174": { "Name": "Accounting Standards Codification", "Paragraph": "18", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "275", "URI": "https://asc.fasb.org/extlink&oid=99393423&loc=d3e6351-108592" }, "r175": { "Name": "Accounting Standards Codification", "Paragraph": "18", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "275", "URI": "https://asc.fasb.org/extlink&oid=99393423&loc=d3e6351-108592" }, "r176": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "275", "URI": "https://asc.fasb.org/extlink&oid=99393423&loc=d3e6404-108592" }, "r177": { "Name": "Accounting Standards Codification", "Paragraph": "21", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "275", "URI": "https://asc.fasb.org/extlink&oid=99393423&loc=d3e6442-108592" }, "r178": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "275", "URI": "https://asc.fasb.org/topic&trid=2134479" }, "r179": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8657-108599" }, "r18": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(13))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r180": { "Name": "Accounting Standards Codification", "Paragraph": "18", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8672-108599" }, "r181": { "Name": "Accounting Standards Codification", "Paragraph": "21", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8721-108599" }, "r182": { "Name": "Accounting Standards Codification", "Paragraph": "21", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8721-108599" }, "r183": { "Name": "Accounting Standards Codification", "Paragraph": "22", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599" }, "r184": { "Name": "Accounting Standards Codification", "Paragraph": "22", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599" }, "r185": { "Name": "Accounting Standards Codification", "Paragraph": "22", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599" }, "r186": { "Name": "Accounting Standards Codification", "Paragraph": "22", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599" }, "r187": { "Name": "Accounting Standards Codification", "Paragraph": "22", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(h)", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599" }, "r188": { "Name": "Accounting Standards Codification", "Paragraph": "22", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599" }, "r189": { "Name": "Accounting Standards Codification", "Paragraph": "25", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8813-108599" }, "r19": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(14))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r190": { "Name": "Accounting Standards Codification", "Paragraph": "26", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8844-108599" }, "r191": { "Name": "Accounting Standards Codification", "Paragraph": "29", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8864-108599" }, "r192": { "Name": "Accounting Standards Codification", "Paragraph": "29", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8864-108599" }, "r193": { "Name": "Accounting Standards Codification", "Paragraph": "29", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8864-108599" }, "r194": { "Name": "Accounting Standards Codification", "Paragraph": "29", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8864-108599" }, "r195": { "Name": "Accounting Standards Codification", "Paragraph": "29", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8864-108599" }, "r196": { "Name": "Accounting Standards Codification", "Paragraph": "29", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8864-108599" }, "r197": { "Name": "Accounting Standards Codification", "Paragraph": "30", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8906-108599" }, "r198": { "Name": "Accounting Standards Codification", "Paragraph": "30", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8906-108599" }, "r199": { "Name": "Accounting Standards Codification", "Paragraph": "30", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8906-108599" }, "r2": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "205", "URI": "https://asc.fasb.org/extlink&oid=109222650&loc=SL51721683-107760" }, "r20": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(15))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r200": { "Name": "Accounting Standards Codification", "Paragraph": "30", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8906-108599" }, "r201": { "Name": "Accounting Standards Codification", "Paragraph": "31", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8924-108599" }, "r202": { "Name": "Accounting Standards Codification", "Paragraph": "32", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599" }, "r203": { "Name": "Accounting Standards Codification", "Paragraph": "32", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599" }, "r204": { "Name": "Accounting Standards Codification", "Paragraph": "32", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599" }, "r205": { "Name": "Accounting Standards Codification", "Paragraph": "32", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599" }, "r206": { "Name": "Accounting Standards Codification", "Paragraph": "32", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599" }, "r207": { "Name": "Accounting Standards Codification", "Paragraph": "32", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599" }, "r208": { "Name": "Accounting Standards Codification", "Paragraph": "34", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8981-108599" }, "r209": { "Name": "Accounting Standards Codification", "Paragraph": "40", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e9031-108599" }, "r21": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(16))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r210": { "Name": "Accounting Standards Codification", "Paragraph": "41", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e9038-108599" }, "r211": { "Name": "Accounting Standards Codification", "Paragraph": "41", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e9038-108599" }, "r212": { "Name": "Accounting Standards Codification", "Paragraph": "41", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e9038-108599" }, "r213": { "Name": "Accounting Standards Codification", "Paragraph": "42", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e9054-108599" }, "r214": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "280", "URI": "https://asc.fasb.org/topic&trid=2134510" }, "r215": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "310", "URI": "https://asc.fasb.org/extlink&oid=124259787&loc=d3e4647-111522" }, "r216": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "310", "URI": "https://asc.fasb.org/extlink&oid=124259787&loc=d3e4428-111522" }, "r217": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "310", "URI": "https://asc.fasb.org/extlink&oid=124259787&loc=d3e4531-111522" }, "r218": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "310", "URI": "https://asc.fasb.org/extlink&oid=123577603&loc=d3e4975-111524" }, "r219": { "Name": "Accounting Standards Codification", "Paragraph": "11B", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "310", "URI": "https://asc.fasb.org/extlink&oid=123577603&loc=SL6953423-111524" }, "r22": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(17))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r220": { "Name": "Accounting Standards Codification", "Paragraph": "11B", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)", "Topic": "310", "URI": "https://asc.fasb.org/extlink&oid=123577603&loc=SL6953423-111524" }, "r221": { "Name": "Accounting Standards Codification", "Paragraph": "11B", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(2)", "Topic": "310", "URI": "https://asc.fasb.org/extlink&oid=123577603&loc=SL6953423-111524" }, "r222": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b,d)", "Topic": "310", "URI": "https://asc.fasb.org/extlink&oid=123577603&loc=d3e5212-111524" }, "r223": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "310", "URI": "https://asc.fasb.org/extlink&oid=123577603&loc=d3e5212-111524" }, "r224": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "310", "URI": "https://asc.fasb.org/extlink&oid=123577603&loc=d3e5212-111524" }, "r225": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "310", "URI": "https://asc.fasb.org/extlink&oid=123577603&loc=d3e5033-111524" }, "r226": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "310", "URI": "https://asc.fasb.org/extlink&oid=123577603&loc=d3e5074-111524" }, "r227": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "310", "URI": "https://asc.fasb.org/extlink&oid=123577603&loc=d3e5093-111524" }, "r228": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "310", "URI": "https://asc.fasb.org/extlink&oid=123577603&loc=d3e5144-111524" }, "r229": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 4.E)", "Topic": "310", "URI": "https://asc.fasb.org/extlink&oid=122038336&loc=d3e74512-122707" }, "r23": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(18))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r230": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "SubTopic": "10", "Topic": "310", "URI": "https://asc.fasb.org/subtopic&trid=2196772" }, "r231": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "310", "URI": "https://asc.fasb.org/extlink&oid=84159169&loc=d3e10133-111534" }, "r232": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "310", "URI": "https://asc.fasb.org/extlink&oid=84159169&loc=d3e10149-111534" }, "r233": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "310", "URI": "https://asc.fasb.org/extlink&oid=84159169&loc=d3e10178-111534" }, "r234": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "20", "Subparagraph": "(d)(1)", "Topic": "310", "URI": "https://asc.fasb.org/extlink&oid=126986314&loc=SL124402458-218513" }, "r235": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "20", "Subparagraph": "(d)(2)", "Topic": "310", "URI": "https://asc.fasb.org/extlink&oid=126986314&loc=SL124402458-218513" }, "r236": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "310", "URI": "https://asc.fasb.org/topic&trid=2196771" }, "r237": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "323", "URI": "https://asc.fasb.org/extlink&oid=109237563&loc=d3e33749-111570" }, "r238": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)(1)", "Topic": "323", "URI": "https://asc.fasb.org/extlink&oid=114001798&loc=d3e33918-111571" }, "r239": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)(b)", "Topic": "323", "URI": "https://asc.fasb.org/extlink&oid=114001798&loc=d3e33918-111571" }, "r24": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(19)(a)(1))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r240": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "323", "URI": "https://asc.fasb.org/extlink&oid=114001798&loc=d3e33918-111571" }, "r241": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "323", "URI": "https://asc.fasb.org/extlink&oid=114001798&loc=d3e33918-111571" }, "r242": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "323", "URI": "https://asc.fasb.org/topic&trid=2196965" }, "r243": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "326", "URI": "https://asc.fasb.org/extlink&oid=122640432&loc=SL121648383-210437" }, "r244": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(e)(1)", "Topic": "326", "URI": "https://asc.fasb.org/extlink&oid=122640432&loc=SL121648383-210437" }, "r245": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(e)(2)", "Topic": "326", "URI": "https://asc.fasb.org/extlink&oid=122640432&loc=SL121648383-210437" }, "r246": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Topic": "326", "URI": "https://asc.fasb.org/extlink&oid=124255206&loc=SL82895884-210446" }, "r247": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "326", "URI": "https://asc.fasb.org/extlink&oid=124255953&loc=SL82919249-210447" }, "r248": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "326", "URI": "https://asc.fasb.org/extlink&oid=124255953&loc=SL82919249-210447" }, "r249": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(f)", "Topic": "326", "URI": "https://asc.fasb.org/extlink&oid=124255953&loc=SL82919249-210447" }, "r25": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(19)(a))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r250": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "326", "URI": "https://asc.fasb.org/extlink&oid=124255953&loc=SL82919230-210447" }, "r251": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "326", "URI": "https://asc.fasb.org/topic&trid=82887179" }, "r252": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "330", "URI": "https://asc.fasb.org/extlink&oid=116847112&loc=d3e4492-108314" }, "r253": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "330", "URI": "https://asc.fasb.org/extlink&oid=116847112&loc=d3e4556-108314" }, "r254": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "330", "URI": "https://asc.fasb.org/topic&trid=2126998" }, "r255": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "05", "SubTopic": "10", "Topic": "340", "URI": "https://asc.fasb.org/extlink&oid=126905020&loc=d3e5879-108316" }, "r256": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "340", "URI": "https://asc.fasb.org/extlink&oid=6387103&loc=d3e6435-108320" }, "r257": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 5.A)", "Topic": "340", "URI": "https://asc.fasb.org/extlink&oid=122040515&loc=d3e105025-122735" }, "r258": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=99380562&loc=d3e13770-109266" }, "r259": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267" }, "r26": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(19))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r260": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267" }, "r261": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(h)", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267" }, "r262": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267" }, "r263": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=121556970&loc=d3e13854-109267" }, "r264": { "Name": "Accounting Standards Codification", "Paragraph": "24", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=122137925&loc=d3e14258-109268" }, "r265": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "SubTopic": "20", "Topic": "350", "URI": "https://asc.fasb.org/subtopic&trid=2144439" }, "r266": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=6388964&loc=d3e16212-109274" }, "r267": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=6388964&loc=d3e16225-109274" }, "r268": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(a)", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=66006027&loc=d3e16265-109275" }, "r269": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(d)", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=66006027&loc=d3e16265-109275" }, "r27": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(20))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r270": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=66006027&loc=d3e16265-109275" }, "r271": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "((a)(1),(b))", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=66006027&loc=d3e16323-109275" }, "r272": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(a)", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=66006027&loc=d3e16323-109275" }, "r273": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(a)(1)", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=66006027&loc=d3e16323-109275" }, "r274": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(a)(2)", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=66006027&loc=d3e16323-109275" }, "r275": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(a)(3)", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=66006027&loc=d3e16323-109275" }, "r276": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(d)", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=66006027&loc=d3e16323-109275" }, "r277": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=66006027&loc=d3e16373-109275" }, "r278": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "SubTopic": "30", "Topic": "350", "URI": "https://asc.fasb.org/subtopic&trid=2144471" }, "r279": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "05", "SubTopic": "10", "Topic": "360", "URI": "https://asc.fasb.org/extlink&oid=109226317&loc=d3e202-110218" }, "r28": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(22))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r280": { "Name": "Accounting Standards Codification", "Paragraph": "44", "Publisher": "FASB", "Section": "35", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "360", "URI": "https://asc.fasb.org/extlink&oid=29634951&loc=d3e1756-110224" }, "r281": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "360", "URI": "https://asc.fasb.org/extlink&oid=126905981&loc=d3e2443-110228" }, "r282": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "360", "URI": "https://asc.fasb.org/extlink&oid=126905981&loc=d3e2459-110228" }, "r283": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "360", "URI": "https://asc.fasb.org/extlink&oid=6391035&loc=d3e2868-110229" }, "r284": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "360", "URI": "https://asc.fasb.org/extlink&oid=6391035&loc=d3e2868-110229" }, "r285": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "360", "URI": "https://asc.fasb.org/extlink&oid=6391035&loc=d3e2868-110229" }, "r286": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "360", "URI": "https://asc.fasb.org/extlink&oid=6391035&loc=d3e2868-110229" }, "r287": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "360", "URI": "https://asc.fasb.org/extlink&oid=109226691&loc=d3e2941-110230" }, "r288": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 5.CC)", "Topic": "360", "URI": "https://asc.fasb.org/extlink&oid=27011434&loc=d3e125687-122742" }, "r289": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "360", "URI": "https://asc.fasb.org/topic&trid=2155823" }, "r29": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(23))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r290": { "Name": "Accounting Standards Codification", "Paragraph": "10", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(c)", "Topic": "410", "URI": "https://asc.fasb.org/extlink&oid=6393242&loc=d3e13237-110859" }, "r291": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "440", "URI": "https://asc.fasb.org/extlink&oid=123406679&loc=d3e25336-109308" }, "r292": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "440", "URI": "https://asc.fasb.org/extlink&oid=123406679&loc=d3e25336-109308" }, "r293": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "440", "URI": "https://asc.fasb.org/topic&trid=2144648" }, "r294": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "450", "URI": "https://asc.fasb.org/extlink&oid=121557415&loc=d3e14326-108349" }, "r295": { "Name": "Accounting Standards Codification", "Paragraph": "10", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "450", "URI": "https://asc.fasb.org/extlink&oid=121557415&loc=d3e14615-108349" }, "r296": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "450", "URI": "https://asc.fasb.org/extlink&oid=121557415&loc=d3e14435-108349" }, "r297": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "450", "URI": "https://asc.fasb.org/extlink&oid=121557415&loc=d3e14435-108349" }, "r298": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "450", "URI": "https://asc.fasb.org/extlink&oid=121557415&loc=d3e14557-108349" }, "r299": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "450", "URI": "https://asc.fasb.org/extlink&oid=121557415&loc=d3e14557-108349" }, "r3": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "205", "URI": "https://asc.fasb.org/topic&trid=2122149" }, "r30": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(26)(a))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r300": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "20", "Subparagraph": "(SAB Topic 5.Y.Q2)", "Topic": "450", "URI": "https://asc.fasb.org/extlink&oid=27011672&loc=d3e149879-122751" }, "r301": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "20", "Subparagraph": "(SAB Topic 5.Y.Q4)", "Topic": "450", "URI": "https://asc.fasb.org/extlink&oid=27011672&loc=d3e149879-122751" }, "r302": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "450", "URI": "https://asc.fasb.org/topic&trid=2127136" }, "r303": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "460", "URI": "https://asc.fasb.org/extlink&oid=124440162&loc=d3e12021-110248" }, "r304": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "460", "URI": "https://asc.fasb.org/extlink&oid=124440162&loc=d3e12053-110248" }, "r305": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "460", "URI": "https://asc.fasb.org/extlink&oid=124440162&loc=d3e12069-110248" }, "r306": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "460", "URI": "https://asc.fasb.org/extlink&oid=124440162&loc=d3e12069-110248" }, "r307": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=123465755&loc=SL6230698-112601" }, "r308": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.13-01(a)(4)(i))", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756" }, "r309": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.13-01(a)(4)(ii))", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756" }, "r31": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(26)(b))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r310": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.13-01(a)(4)(iii)(A))", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756" }, "r311": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.13-01(a)(4)(iii)(B))", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756" }, "r312": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.13-01(a)(4)(iii))", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756" }, "r313": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.13-01(a)(4)(iv))", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756" }, "r314": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.13-01(a)(5))", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756" }, "r315": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.13-02(a)(4)(i))", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756" }, "r316": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.13-02(a)(4)(iii)(A))", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756" }, "r317": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.13-02(a)(4)(iii)(B))", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756" }, "r318": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.13-02(a)(4)(iii)(C))", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756" }, "r319": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.13-02(a)(4)(iv))", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756" }, "r32": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(28))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r320": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.13-02(a)(5))", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756" }, "r321": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611" }, "r322": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611" }, "r323": { "Name": "Accounting Standards Codification", "Paragraph": "1D", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(c)", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=123466505&loc=SL123495340-112611" }, "r324": { "Name": "Accounting Standards Codification", "Paragraph": "69B", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=123466577&loc=SL123495735-112612" }, "r325": { "Name": "Accounting Standards Codification", "Paragraph": "69C", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=123466577&loc=SL123495737-112612" }, "r326": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "505", "URI": "https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644" }, "r327": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "505", "URI": "https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644" }, "r328": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(g)", "Topic": "505", "URI": "https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644" }, "r329": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(h)", "Topic": "505", "URI": "https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644" }, "r33": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(29))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r330": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(i)", "Topic": "505", "URI": "https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644" }, "r331": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "505", "URI": "https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644" }, "r332": { "Name": "Accounting Standards Codification", "Paragraph": "14", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "505", "URI": "https://asc.fasb.org/extlink&oid=126973232&loc=SL123496171-112644" }, "r333": { "Name": "Accounting Standards Codification", "Paragraph": "14", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "505", "URI": "https://asc.fasb.org/extlink&oid=126973232&loc=SL123496171-112644" }, "r334": { "Name": "Accounting Standards Codification", "Paragraph": "14", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "505", "URI": "https://asc.fasb.org/extlink&oid=126973232&loc=SL123496171-112644" }, "r335": { "Name": "Accounting Standards Codification", "Paragraph": "16", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "505", "URI": "https://asc.fasb.org/extlink&oid=126973232&loc=SL123496180-112644" }, "r336": { "Name": "Accounting Standards Codification", "Paragraph": "18", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "505", "URI": "https://asc.fasb.org/extlink&oid=126973232&loc=SL123496189-112644" }, "r337": { "Name": "Accounting Standards Codification", "Paragraph": "18", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "505", "URI": "https://asc.fasb.org/extlink&oid=126973232&loc=SL123496189-112644" }, "r338": { "Name": "Accounting Standards Codification", "Paragraph": "18", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "505", "URI": "https://asc.fasb.org/extlink&oid=126973232&loc=SL123496189-112644" }, "r339": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "505", "URI": "https://asc.fasb.org/extlink&oid=126973232&loc=d3e21463-112644" }, "r34": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(3)(a)(1))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r340": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "505", "URI": "https://asc.fasb.org/extlink&oid=126973232&loc=d3e21475-112644" }, "r341": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.3-04)", "Topic": "505", "URI": "https://asc.fasb.org/extlink&oid=120397183&loc=d3e187085-122770" }, "r342": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Topic": "505", "URI": "https://asc.fasb.org/extlink&oid=120397183&loc=d3e187085-122770" }, "r343": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB TOPIC 4.F)", "Topic": "505", "URI": "https://asc.fasb.org/extlink&oid=120397183&loc=d3e187171-122770" }, "r344": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Topic": "505", "URI": "https://asc.fasb.org/extlink&oid=6405813&loc=d3e23239-112655" }, "r345": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Topic": "505", "URI": "https://asc.fasb.org/extlink&oid=6405834&loc=d3e23315-112656" }, "r346": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "505", "URI": "https://asc.fasb.org/topic&trid=2208762" }, "r347": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "606", "URI": "https://asc.fasb.org/extlink&oid=126919976&loc=SL49130531-203044" }, "r348": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "606", "URI": "https://asc.fasb.org/extlink&oid=126919976&loc=SL49130532-203044" }, "r349": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "606", "URI": "https://asc.fasb.org/extlink&oid=126920106&loc=SL49130543-203045" }, "r35": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(3)(a)(2))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r350": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "606", "URI": "https://asc.fasb.org/extlink&oid=126920106&loc=SL49130545-203045" }, "r351": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "606", "URI": "https://asc.fasb.org/extlink&oid=126920106&loc=SL49130549-203045" }, "r352": { "Name": "Accounting Standards Codification", "Paragraph": "91", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "606", "URI": "https://asc.fasb.org/extlink&oid=126920602&loc=SL49130690-203046-203046" }, "r353": { "Name": "Accounting Standards Codification", "Paragraph": "91", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "606", "URI": "https://asc.fasb.org/extlink&oid=126920602&loc=SL49130690-203046-203046" }, "r354": { "Name": "Accounting Standards Codification", "Paragraph": "91", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "606", "URI": "https://asc.fasb.org/extlink&oid=126920602&loc=SL49130690-203046-203046" }, "r355": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)(i)", "Topic": "715", "URI": "https://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920" }, "r356": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)(ii)", "Topic": "715", "URI": "https://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920" }, "r357": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)(iv)(01)", "Topic": "715", "URI": "https://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920" }, "r358": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)(iv)(02)", "Topic": "715", "URI": "https://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920" }, "r359": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)(iv)(02)(A)", "Topic": "715", "URI": "https://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920" }, "r36": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(3)(a)(4))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r360": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)(iv)(02)(B)", "Topic": "715", "URI": "https://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920" }, "r361": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)(iv)(02)(C)", "Topic": "715", "URI": "https://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920" }, "r362": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)(iv)(03)", "Topic": "715", "URI": "https://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920" }, "r363": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(n)", "Topic": "715", "URI": "https://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920" }, "r364": { "Name": "Accounting Standards Codification", "Paragraph": "17", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Topic": "715", "URI": "https://asc.fasb.org/extlink&oid=123450688&loc=d3e4179-114921" }, "r365": { "Name": "Accounting Standards Codification", "Paragraph": "11", "Publisher": "FASB", "Section": "50", "SubTopic": "80", "Subparagraph": "(a)", "Topic": "715", "URI": "https://asc.fasb.org/extlink&oid=65877416&loc=SL14450702-114947" }, "r366": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "80", "Subparagraph": "(d)", "Topic": "715", "URI": "https://asc.fasb.org/extlink&oid=65877416&loc=SL14450657-114947" }, "r367": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "80", "Subparagraph": "(f)(3)", "Topic": "715", "URI": "https://asc.fasb.org/extlink&oid=65877416&loc=SL14450657-114947" }, "r368": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "80", "Subparagraph": "(a)", "Topic": "715", "URI": "https://asc.fasb.org/extlink&oid=65877416&loc=SL14450673-114947" }, "r369": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "55", "SubTopic": "80", "Topic": "715", "URI": "https://asc.fasb.org/extlink&oid=35742348&loc=SL14450788-114948" }, "r37": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(3)(b))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r370": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901" }, "r371": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)(1)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901" }, "r372": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)(2)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901" }, "r373": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)(3)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901" }, "r374": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901" }, "r375": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901" }, "r376": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)(i)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901" }, "r377": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)(ii)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901" }, "r378": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)(iii)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901" }, "r379": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)(iv)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901" }, "r38": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(30)(a)(1))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r380": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)(iv)(01)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901" }, "r381": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)(iv)(02)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901" }, "r382": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)(iv)(03)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901" }, "r383": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)(iv)(04)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901" }, "r384": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(2)(i)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901" }, "r385": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(2)(ii)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901" }, "r386": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(2)(iii)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901" }, "r387": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(2)(iii)(01)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901" }, "r388": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(2)(iii)(02)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901" }, "r389": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(2)(iii)(03)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901" }, "r39": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(30)(a)(3))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r390": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901" }, "r391": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)(1)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901" }, "r392": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)(2)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901" }, "r393": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901" }, "r394": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)(1)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901" }, "r395": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)(2)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901" }, "r396": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)(1)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901" }, "r397": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)(2)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901" }, "r398": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)(2)(i)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901" }, "r399": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)(2)(ii)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901" }, "r4": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=124098289&loc=d3e6676-107765" }, "r40": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(30)(a)(4))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r400": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)(2)(iii)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901" }, "r401": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)(2)(iv)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901" }, "r402": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)(2)(v)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901" }, "r403": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(h)(2)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901" }, "r404": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(h)(2)(i)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901" }, "r405": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(l)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901" }, "r406": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128097895&loc=SL121327923-165333" }, "r407": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(f)(1)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128097895&loc=SL121327923-165333" }, "r408": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(f)(2)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128097895&loc=SL121327923-165333" }, "r409": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 14.D.2.Q6)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=122041274&loc=d3e301413-122809" }, "r41": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(30))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r410": { "Name": "Accounting Standards Codification", "Paragraph": "10", "Publisher": "FASB", "Section": "25", "SubTopic": "40", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=109244457&loc=d3e16649-113920" }, "r411": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "40", "Subparagraph": "(c)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=109244661&loc=d3e17540-113929" }, "r412": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "718", "URI": "https://asc.fasb.org/topic&trid=2228938" }, "r413": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "730", "URI": "https://asc.fasb.org/extlink&oid=6420194&loc=d3e21568-108373" }, "r414": { "Name": "Accounting Standards Codification", "Paragraph": "25", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=123427490&loc=d3e32247-109318" }, "r415": { "Name": "Accounting Standards Codification", "Paragraph": "28", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=123427490&loc=d3e32280-109318" }, "r416": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=123427490&loc=d3e31917-109318" }, "r417": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=123427490&loc=d3e31931-109318" }, "r418": { "Name": "Accounting Standards Codification", "Paragraph": "10", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=d3e32672-109319" }, "r419": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=d3e32687-109319" }, "r42": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(31))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r420": { "Name": "Accounting Standards Codification", "Paragraph": "14", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=d3e32705-109319" }, "r421": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)(2)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=d3e32718-109319" }, "r422": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=d3e32718-109319" }, "r423": { "Name": "Accounting Standards Codification", "Paragraph": "17", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=d3e32809-109319" }, "r424": { "Name": "Accounting Standards Codification", "Paragraph": "19", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=d3e32840-109319" }, "r425": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=d3e32537-109319" }, "r426": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=d3e32537-109319" }, "r427": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=d3e32537-109319" }, "r428": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=d3e32537-109319" }, "r429": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=d3e32847-109319" }, "r43": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(32))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r430": { "Name": "Accounting Standards Codification", "Paragraph": "21", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=d3e32857-109319" }, "r431": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=d3e32559-109319" }, "r432": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=d3e32621-109319" }, "r433": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=d3e32632-109319" }, "r434": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=d3e32639-109319" }, "r435": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=d3e32639-109319" }, "r436": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=d3e32639-109319" }, "r437": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=d3e32639-109319" }, "r438": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(d)(2)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=126983759&loc=SL121830611-158277" }, "r439": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(d)(3)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=126983759&loc=SL121830611-158277" }, "r44": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(4))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r440": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(e)(1)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=126983759&loc=SL121830611-158277" }, "r441": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(e)(2)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=126983759&loc=SL121830611-158277" }, "r442": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(e)(3)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=126983759&loc=SL121830611-158277" }, "r443": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB TOPIC 6.I.5.Q1)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=122134291&loc=d3e330036-122817" }, "r444": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB TOPIC 6.I.7)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=122134291&loc=d3e330036-122817" }, "r445": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 6.I.7)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=122134291&loc=d3e330036-122817" }, "r446": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 6.I.Fact.1)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=122134291&loc=d3e330036-122817" }, "r447": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 6.I.Fact.2)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=122134291&loc=d3e330036-122817" }, "r448": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 6.I.Fact.4)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=122134291&loc=d3e330036-122817" }, "r449": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 11.C)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=122134291&loc=d3e330215-122817" }, "r45": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(6)(a)(1))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r450": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=123586238&loc=d3e38679-109324" }, "r451": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "270", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=6424409&loc=d3e44925-109338" }, "r452": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(a)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=6424122&loc=d3e41874-109331" }, "r453": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "740", "URI": "https://asc.fasb.org/topic&trid=2144680" }, "r454": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "805", "URI": "https://asc.fasb.org/extlink&oid=79982066&loc=d3e1392-128463" }, "r455": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "805", "URI": "https://asc.fasb.org/extlink&oid=79982066&loc=d3e1392-128463" }, "r456": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(h)(2)", "Topic": "805", "URI": "https://asc.fasb.org/extlink&oid=79982066&loc=d3e1392-128463" }, "r457": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(h)(3)", "Topic": "805", "URI": "https://asc.fasb.org/extlink&oid=79982066&loc=d3e1392-128463" }, "r458": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "805", "URI": "https://asc.fasb.org/extlink&oid=79982066&loc=d3e1392-128463" }, "r459": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "805", "URI": "https://asc.fasb.org/extlink&oid=79982066&loc=d3e1486-128463" }, "r46": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(6)(a)(3))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r460": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "805", "URI": "https://asc.fasb.org/extlink&oid=128092470&loc=d3e4946-128472" }, "r461": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "805", "URI": "https://asc.fasb.org/extlink&oid=128092470&loc=d3e4946-128472" }, "r462": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Topic": "805", "URI": "https://asc.fasb.org/extlink&oid=123410050&loc=d3e5227-128473" }, "r463": { "Name": "Accounting Standards Codification", "Paragraph": "14", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "805", "URI": "https://asc.fasb.org/extlink&oid=123410050&loc=d3e5263-128473" }, "r464": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Subparagraph": "(c)", "Topic": "805", "URI": "https://asc.fasb.org/extlink&oid=123410050&loc=d3e5333-128473" }, "r465": { "Name": "Accounting Standards Codification", "Paragraph": "38", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Topic": "805", "URI": "https://asc.fasb.org/extlink&oid=123410050&loc=d3e5504-128473" }, "r466": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "25", "SubTopic": "30", "Topic": "805", "URI": "https://asc.fasb.org/extlink&oid=6911189&loc=d3e6408-128476" }, "r467": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "30", "SubTopic": "30", "Topic": "805", "URI": "https://asc.fasb.org/extlink&oid=126966197&loc=d3e6578-128477" }, "r468": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "30", "SubTopic": "30", "Topic": "805", "URI": "https://asc.fasb.org/extlink&oid=126966197&loc=d3e6613-128477" }, "r469": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "35", "SubTopic": "30", "Subparagraph": "(b)", "Topic": "805", "URI": "https://asc.fasb.org/extlink&oid=126966325&loc=d3e6819-128478" }, "r47": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(6)(a)(4))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r470": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(b)", "Topic": "805", "URI": "https://asc.fasb.org/extlink&oid=126975305&loc=d3e6927-128479" }, "r471": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(c)(1)", "Topic": "805", "URI": "https://asc.fasb.org/extlink&oid=126975305&loc=d3e6927-128479" }, "r472": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(a)(1)", "Topic": "805", "URI": "https://asc.fasb.org/extlink&oid=126975305&loc=d3e7008-128479" }, "r473": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "805", "URI": "https://asc.fasb.org/topic&trid=2303972" }, "r474": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "808", "URI": "https://asc.fasb.org/extlink&oid=6931272&loc=SL5834143-161434" }, "r475": { "Name": "Accounting Standards Codification", "Paragraph": "11", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "810", "URI": "https://asc.fasb.org/extlink&oid=126929396&loc=d3e5283-111683" }, "r476": { "Name": "Accounting Standards Codification", "Paragraph": "18", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "810", "URI": "https://asc.fasb.org/extlink&oid=126929396&loc=SL4613673-111683" }, "r477": { "Name": "Accounting Standards Codification", "Paragraph": "19", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "810", "URI": "https://asc.fasb.org/extlink&oid=126929396&loc=SL4569616-111683" }, "r478": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "810", "URI": "https://asc.fasb.org/extlink&oid=126929396&loc=SL4569643-111683" }, "r479": { "Name": "Accounting Standards Codification", "Paragraph": "25", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "810", "URI": "https://asc.fasb.org/extlink&oid=116870748&loc=SL6758485-165988" }, "r48": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(6)(a))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r480": { "Name": "Accounting Standards Codification", "Paragraph": "25", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "810", "URI": "https://asc.fasb.org/extlink&oid=116870748&loc=SL6758485-165988" }, "r481": { "Name": "Accounting Standards Codification", "Paragraph": "16", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c,d)", "Topic": "810", "URI": "https://asc.fasb.org/extlink&oid=123419778&loc=SL6228967-111685" }, "r482": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)(1)", "Topic": "810", "URI": "https://asc.fasb.org/extlink&oid=109239629&loc=SL4573702-111684" }, "r483": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)", "Topic": "810", "URI": "https://asc.fasb.org/extlink&oid=109239629&loc=SL4573702-111684" }, "r484": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(3)", "Topic": "810", "URI": "https://asc.fasb.org/extlink&oid=109239629&loc=SL4573702-111684" }, "r485": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c),(3)", "Topic": "810", "URI": "https://asc.fasb.org/extlink&oid=109239629&loc=SL4573702-111684" }, "r486": { "Name": "Accounting Standards Codification", "Paragraph": "2AA", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "a", "Topic": "810", "URI": "https://asc.fasb.org/extlink&oid=123419778&loc=SL6759068-111685" }, "r487": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(bb)", "Topic": "810", "URI": "https://asc.fasb.org/extlink&oid=123419778&loc=d3e5710-111685" }, "r488": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "810", "URI": "https://asc.fasb.org/extlink&oid=123419778&loc=d3e5710-111685" }, "r489": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "810", "URI": "https://asc.fasb.org/extlink&oid=123419778&loc=d3e5710-111685" }, "r49": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(6)(b))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r490": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "810", "URI": "https://asc.fasb.org/extlink&oid=123419778&loc=d3e5728-111685" }, "r491": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "810", "URI": "https://asc.fasb.org/extlink&oid=123419778&loc=d3e5728-111685" }, "r492": { "Name": "Accounting Standards Codification", "Paragraph": "5A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "810", "URI": "https://asc.fasb.org/extlink&oid=123419778&loc=SL6759159-111685" }, "r493": { "Name": "Accounting Standards Codification", "Paragraph": "5A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "810", "URI": "https://asc.fasb.org/extlink&oid=123419778&loc=SL6759159-111685" }, "r494": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "b", "Topic": "810", "URI": "https://asc.fasb.org/extlink&oid=123419778&loc=d3e5747-111685" }, "r495": { "Name": "Accounting Standards Codification", "Paragraph": "4J", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Topic": "810", "URI": "https://asc.fasb.org/extlink&oid=120409616&loc=SL4591551-111686" }, "r496": { "Name": "Accounting Standards Codification", "Paragraph": "4K", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Topic": "810", "URI": "https://asc.fasb.org/extlink&oid=120409616&loc=SL4591552-111686" }, "r497": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "810", "URI": "https://asc.fasb.org/topic&trid=2197479" }, "r498": { "Name": "Accounting Standards Codification", "Paragraph": "4B", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)", "Topic": "815", "URI": "https://asc.fasb.org/extlink&oid=125515794&loc=SL5624163-113959" }, "r499": { "Name": "Accounting Standards Codification", "Paragraph": "4D", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "815", "URI": "https://asc.fasb.org/extlink&oid=125515794&loc=SL5624177-113959" }, "r5": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=124098289&loc=d3e6676-107765" }, "r50": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(6)(c))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r500": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "40", "Subparagraph": "(a)", "Topic": "815", "URI": "https://asc.fasb.org/extlink&oid=126731327&loc=SL126733271-114008" }, "r501": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(e)(1)", "Topic": "815", "URI": "https://asc.fasb.org/extlink&oid=126732423&loc=SL123482106-238011" }, "r502": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(e)(3)", "Topic": "815", "URI": "https://asc.fasb.org/extlink&oid=126732423&loc=SL123482106-238011" }, "r503": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(e)(4)", "Topic": "815", "URI": "https://asc.fasb.org/extlink&oid=126732423&loc=SL123482106-238011" }, "r504": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(f)", "Topic": "815", "URI": "https://asc.fasb.org/extlink&oid=126732423&loc=SL123482106-238011" }, "r505": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(c)(1)", "Topic": "815", "URI": "https://asc.fasb.org/extlink&oid=126732423&loc=SL126732908-238011" }, "r506": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(c)(2)", "Topic": "815", "URI": "https://asc.fasb.org/extlink&oid=126732423&loc=SL126732908-238011" }, "r507": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(c)(3)", "Topic": "815", "URI": "https://asc.fasb.org/extlink&oid=126732423&loc=SL126732908-238011" }, "r508": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "820", "URI": "https://asc.fasb.org/extlink&oid=126976982&loc=d3e19207-110258" }, "r509": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "60", "SubTopic": "10", "Topic": "820", "URI": "https://asc.fasb.org/extlink&oid=7493716&loc=d3e21868-110260" }, "r51": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(6))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r510": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "825", "URI": "https://asc.fasb.org/extlink&oid=123594938&loc=d3e13279-108611" }, "r511": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "825", "URI": "https://asc.fasb.org/extlink&oid=123594938&loc=d3e13531-108611" }, "r512": { "Name": "Accounting Standards Codification", "Paragraph": "21", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "825", "URI": "https://asc.fasb.org/extlink&oid=123594938&loc=d3e13537-108611" }, "r513": { "Name": "Accounting Standards Codification", "Paragraph": "21", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "825", "URI": "https://asc.fasb.org/extlink&oid=123594938&loc=d3e13537-108611" }, "r514": { "Name": "Accounting Standards Codification", "Paragraph": "28", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)", "Topic": "825", "URI": "https://asc.fasb.org/extlink&oid=123596393&loc=d3e14064-108612" }, "r515": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(e)(1)", "Topic": "825", "URI": "https://asc.fasb.org/extlink&oid=126983955&loc=SL121967933-165497" }, "r516": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(e)(2)", "Topic": "825", "URI": "https://asc.fasb.org/extlink&oid=126983955&loc=SL121967933-165497" }, "r517": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(e)(3)", "Topic": "825", "URI": "https://asc.fasb.org/extlink&oid=126983955&loc=SL121967933-165497" }, "r518": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "230", "Topic": "830", "URI": "https://asc.fasb.org/extlink&oid=123444420&loc=d3e33268-110906" }, "r519": { "Name": "Accounting Standards Codification", "Paragraph": "17", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Topic": "830", "URI": "https://asc.fasb.org/extlink&oid=118261656&loc=d3e32136-110900" }, "r52": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(7))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r520": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Subparagraph": "(a)", "Topic": "830", "URI": "https://asc.fasb.org/extlink&oid=118261656&loc=d3e32211-110900" }, "r521": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Subparagraph": "(b)", "Topic": "830", "URI": "https://asc.fasb.org/extlink&oid=118261656&loc=d3e32211-110900" }, "r522": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Subparagraph": "(c)", "Topic": "830", "URI": "https://asc.fasb.org/extlink&oid=118261656&loc=d3e32211-110900" }, "r523": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Subparagraph": "(d)", "Topic": "830", "URI": "https://asc.fasb.org/extlink&oid=118261656&loc=d3e32211-110900" }, "r524": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Topic": "830", "URI": "https://asc.fasb.org/extlink&oid=6450520&loc=d3e32583-110901" }, "r525": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Topic": "830", "URI": "https://asc.fasb.org/extlink&oid=6450520&loc=d3e32618-110901" }, "r526": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "30", "Topic": "830", "URI": "https://asc.fasb.org/extlink&oid=6897108&loc=SL6897125-166521" }, "r527": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "830", "URI": "https://asc.fasb.org/topic&trid=2175825" }, "r528": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "835", "URI": "https://asc.fasb.org/extlink&oid=6450988&loc=d3e26243-108391" }, "r529": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Topic": "835", "URI": "https://asc.fasb.org/extlink&oid=124435984&loc=d3e28551-108399" }, "r53": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(8))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r530": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Topic": "835", "URI": "https://asc.fasb.org/extlink&oid=124435984&loc=d3e28555-108399" }, "r531": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Topic": "835", "URI": "https://asc.fasb.org/extlink&oid=124429444&loc=SL124452920-239629" }, "r532": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "55", "SubTopic": "30", "Topic": "835", "URI": "https://asc.fasb.org/extlink&oid=114775985&loc=d3e28878-108400" }, "r533": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(f)(1)", "Topic": "842", "URI": "https://asc.fasb.org/extlink&oid=128293352&loc=SL126838806-209984" }, "r534": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(f)(3)", "Topic": "842", "URI": "https://asc.fasb.org/extlink&oid=128293352&loc=SL126838806-209984" }, "r535": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "842", "URI": "https://asc.fasb.org/extlink&oid=123391704&loc=SL77918638-209977" }, "r536": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Subparagraph": "(c)", "Topic": "842", "URI": "https://asc.fasb.org/extlink&oid=123391704&loc=SL77918643-209977" }, "r537": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)(2)", "Topic": "842", "URI": "https://asc.fasb.org/extlink&oid=128292326&loc=SL77918673-209980" }, "r538": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(c)(3)", "Topic": "842", "URI": "https://asc.fasb.org/extlink&oid=128292326&loc=SL77918673-209980" }, "r539": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(g)(1)", "Topic": "842", "URI": "https://asc.fasb.org/extlink&oid=128292326&loc=SL77918686-209980" }, "r54": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(9))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r540": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(a)(3)", "Topic": "842", "URI": "https://asc.fasb.org/extlink&oid=124258985&loc=SL77919359-209981" }, "r541": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(e)(1)", "Topic": "848", "URI": "https://asc.fasb.org/extlink&oid=125980421&loc=SL122150809-237846" }, "r542": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(a)(3)(iii)(03)", "Topic": "848", "URI": "https://asc.fasb.org/extlink&oid=125980421&loc=SL125981372-237846" }, "r543": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "848", "URI": "https://asc.fasb.org/extlink&oid=125980421&loc=SL125981372-237846" }, "r544": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "850", "URI": "https://asc.fasb.org/extlink&oid=6457730&loc=d3e39549-107864" }, "r545": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "850", "URI": "https://asc.fasb.org/extlink&oid=6457730&loc=d3e39549-107864" }, "r546": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "850", "URI": "https://asc.fasb.org/extlink&oid=6457730&loc=d3e39599-107864" }, "r547": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "850", "URI": "https://asc.fasb.org/extlink&oid=6457730&loc=d3e39603-107864" }, "r548": { "Name": "Accounting Standards Codification", "Paragraph": "14", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "852", "URI": "https://asc.fasb.org/extlink&oid=124437977&loc=d3e55792-112764" }, "r549": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "852", "URI": "https://asc.fasb.org/extlink&oid=124433192&loc=d3e56071-112765" }, "r55": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.19(a)(1))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r550": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "852", "URI": "https://asc.fasb.org/extlink&oid=124433192&loc=SL2890621-112765" }, "r551": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "852", "URI": "https://asc.fasb.org/extlink&oid=124433192&loc=SL2890621-112765" }, "r552": { "Name": "Accounting Standards Codification", "Paragraph": "10", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Topic": "852", "URI": "https://asc.fasb.org/extlink&oid=84165509&loc=d3e56426-112766" }, "r553": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "855", "URI": "https://asc.fasb.org/extlink&oid=6842918&loc=SL6314017-165662" }, "r554": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "855", "URI": "https://asc.fasb.org/extlink&oid=6842918&loc=SL6314017-165662" }, "r555": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "855", "URI": "https://asc.fasb.org/extlink&oid=6842918&loc=SL6314020-165662" }, "r556": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "855", "URI": "https://asc.fasb.org/topic&trid=2122774" }, "r557": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(bb)(1)", "Topic": "860", "URI": "https://asc.fasb.org/extlink&oid=121570589&loc=d3e107207-111719" }, "r558": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(bb)(2)", "Topic": "860", "URI": "https://asc.fasb.org/extlink&oid=121570589&loc=d3e107207-111719" }, "r559": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(bb)(3)", "Topic": "860", "URI": "https://asc.fasb.org/extlink&oid=121570589&loc=d3e107207-111719" }, "r56": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.19(a))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r560": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(c)(1)", "Topic": "860", "URI": "https://asc.fasb.org/extlink&oid=121570589&loc=d3e107207-111719" }, "r561": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(c)(2)", "Topic": "860", "URI": "https://asc.fasb.org/extlink&oid=121570589&loc=d3e107207-111719" }, "r562": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(c)(3)", "Topic": "860", "URI": "https://asc.fasb.org/extlink&oid=121570589&loc=d3e107207-111719" }, "r563": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)(1)", "Topic": "860", "URI": "https://asc.fasb.org/extlink&oid=121570589&loc=d3e107314-111719" }, "r564": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)(2)", "Topic": "860", "URI": "https://asc.fasb.org/extlink&oid=121570589&loc=d3e107314-111719" }, "r565": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)(3)", "Topic": "860", "URI": "https://asc.fasb.org/extlink&oid=121570589&loc=d3e107314-111719" }, "r566": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "910", "URI": "https://asc.fasb.org/extlink&oid=126937589&loc=SL119991595-234733" }, "r567": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "330", "Topic": "912", "URI": "https://asc.fasb.org/extlink&oid=6471895&loc=d3e55923-109411" }, "r568": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "25", "SubTopic": "730", "Topic": "912", "URI": "https://asc.fasb.org/extlink&oid=6472174&loc=d3e58812-109433" }, "r569": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 11.L)", "Topic": "924", "URI": "https://asc.fasb.org/extlink&oid=6472922&loc=d3e499488-122856" }, "r57": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.19,20,22)", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r570": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "926", "URI": "https://asc.fasb.org/extlink&oid=120154696&loc=d3e54445-107959" }, "r571": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "20", "Subparagraph": "(f)(1)", "Topic": "926", "URI": "https://asc.fasb.org/extlink&oid=120154821&loc=SL120154904-197079" }, "r572": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "20", "Subparagraph": "(f)(2)", "Topic": "926", "URI": "https://asc.fasb.org/extlink&oid=120154821&loc=SL120154904-197079" }, "r573": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "20", "Subparagraph": "(f)(3)", "Topic": "926", "URI": "https://asc.fasb.org/extlink&oid=120154821&loc=SL120154904-197079" }, "r574": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "340", "Topic": "928", "URI": "https://asc.fasb.org/extlink&oid=6473545&loc=d3e61844-108004" }, "r575": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "50", "SubTopic": "235", "Subparagraph": "(a)", "Topic": "932", "URI": "https://asc.fasb.org/extlink&oid=126939881&loc=d3e61929-109447" }, "r576": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "50", "SubTopic": "235", "Subparagraph": "(b)", "Topic": "932", "URI": "https://asc.fasb.org/extlink&oid=126939881&loc=d3e61929-109447" }, "r577": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "50", "SubTopic": "235", "Subparagraph": "b", "Topic": "932", "URI": "https://asc.fasb.org/extlink&oid=126939881&loc=SL6806780-109447" }, "r578": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "50", "SubTopic": "235", "Subparagraph": "(a)", "Topic": "932", "URI": "https://asc.fasb.org/extlink&oid=126939881&loc=d3e62059-109447" }, "r579": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "50", "SubTopic": "235", "Subparagraph": "(b)", "Topic": "932", "URI": "https://asc.fasb.org/extlink&oid=126939881&loc=d3e62059-109447" }, "r58": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.19-26)", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r580": { "Name": "Accounting Standards Codification", "Paragraph": "28", "Publisher": "FASB", "Section": "50", "SubTopic": "235", "Subparagraph": "(a)", "Topic": "932", "URI": "https://asc.fasb.org/extlink&oid=126939881&loc=d3e62395-109447" }, "r581": { "Name": "Accounting Standards Codification", "Paragraph": "28", "Publisher": "FASB", "Section": "50", "SubTopic": "235", "Subparagraph": "(b)", "Topic": "932", "URI": "https://asc.fasb.org/extlink&oid=126939881&loc=d3e62395-109447" }, "r582": { "Name": "Accounting Standards Codification", "Paragraph": "33", "Publisher": "FASB", "Section": "50", "SubTopic": "235", "Subparagraph": "(a)", "Topic": "932", "URI": "https://asc.fasb.org/extlink&oid=126939881&loc=d3e62479-109447" }, "r583": { "Name": "Accounting Standards Codification", "Paragraph": "33", "Publisher": "FASB", "Section": "50", "SubTopic": "235", "Subparagraph": "(b)", "Topic": "932", "URI": "https://asc.fasb.org/extlink&oid=126939881&loc=d3e62479-109447" }, "r584": { "Name": "Accounting Standards Codification", "Paragraph": "35A", "Publisher": "FASB", "Section": "50", "SubTopic": "235", "Subparagraph": "(a)", "Topic": "932", "URI": "https://asc.fasb.org/extlink&oid=126939881&loc=SL6807758-109447" }, "r585": { "Name": "Accounting Standards Codification", "Paragraph": "35A", "Publisher": "FASB", "Section": "50", "SubTopic": "235", "Subparagraph": "(b)", "Topic": "932", "URI": "https://asc.fasb.org/extlink&oid=126939881&loc=SL6807758-109447" }, "r586": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "50", "SubTopic": "235", "Subparagraph": "(c)(1)", "Topic": "932", "URI": "https://asc.fasb.org/extlink&oid=126939881&loc=d3e61872-109447" }, "r587": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "50", "SubTopic": "235", "Subparagraph": "(c)(2)", "Topic": "932", "URI": "https://asc.fasb.org/extlink&oid=126939881&loc=d3e61872-109447" }, "r588": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "25", "SubTopic": "20", "Topic": "940", "URI": "https://asc.fasb.org/extlink&oid=126941158&loc=d3e41242-110953" }, "r589": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03(1)(a))", "Topic": "942", "URI": "https://asc.fasb.org/extlink&oid=126897435&loc=d3e534808-122878" }, "r59": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.20)", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r590": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03(10)(1))", "Topic": "942", "URI": "https://asc.fasb.org/extlink&oid=126897435&loc=d3e534808-122878" }, "r591": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03(11))", "Topic": "942", "URI": "https://asc.fasb.org/extlink&oid=126897435&loc=d3e534808-122878" }, "r592": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03(13))", "Topic": "942", "URI": "https://asc.fasb.org/extlink&oid=126897435&loc=d3e534808-122878" }, "r593": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03(15)(1))", "Topic": "942", "URI": "https://asc.fasb.org/extlink&oid=126897435&loc=d3e534808-122878" }, "r594": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03(15)(2))", "Topic": "942", "URI": "https://asc.fasb.org/extlink&oid=126897435&loc=d3e534808-122878" }, "r595": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03(16))", "Topic": "942", "URI": "https://asc.fasb.org/extlink&oid=126897435&loc=d3e534808-122878" }, "r596": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03(23))", "Topic": "942", "URI": "https://asc.fasb.org/extlink&oid=126897435&loc=d3e534808-122878" }, "r597": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03(7)(2))", "Topic": "942", "URI": "https://asc.fasb.org/extlink&oid=126897435&loc=d3e534808-122878" }, "r598": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03.10(3))", "Topic": "942", "URI": "https://asc.fasb.org/extlink&oid=126897435&loc=d3e534808-122878" }, "r599": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03.15(3),(4))", "Topic": "942", "URI": "https://asc.fasb.org/extlink&oid=126897435&loc=d3e534808-122878" }, "r6": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=124098289&loc=d3e6676-107765" }, "r60": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.21)", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r600": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.9-04(13)(g))", "Topic": "942", "URI": "https://asc.fasb.org/extlink&oid=120399700&loc=SL114874048-224260" }, "r601": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.9-04(15))", "Topic": "942", "URI": "https://asc.fasb.org/extlink&oid=120399700&loc=SL114874048-224260" }, "r602": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.9-04(22))", "Topic": "942", "URI": "https://asc.fasb.org/extlink&oid=120399700&loc=SL114874048-224260" }, "r603": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.9-04(26))", "Topic": "942", "URI": "https://asc.fasb.org/extlink&oid=120399700&loc=SL114874048-224260" }, "r604": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.9-04(27))", "Topic": "942", "URI": "https://asc.fasb.org/extlink&oid=120399700&loc=SL114874048-224260" }, "r605": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.9-04.11)", "Topic": "942", "URI": "https://asc.fasb.org/extlink&oid=120399700&loc=SL114874048-224260" }, "r606": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.9-04.9)", "Topic": "942", "URI": "https://asc.fasb.org/extlink&oid=120399700&loc=SL114874048-224260" }, "r607": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "235", "Subparagraph": "(SX 210.9-05(b)(2))", "Topic": "942", "URI": "https://asc.fasb.org/extlink&oid=120399901&loc=d3e537907-122884" }, "r608": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "360", "Topic": "942", "URI": "https://asc.fasb.org/extlink&oid=124429447&loc=SL124453093-239630" }, "r609": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "470", "Subparagraph": "(a)", "Topic": "942", "URI": "https://asc.fasb.org/extlink&oid=123599511&loc=d3e64711-112823" }, "r61": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.22)", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r610": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "20", "Subparagraph": "(3)", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=122135039&loc=d3e569990-122904" }, "r611": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(15)(b)(2))", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=126734703&loc=d3e572229-122910" }, "r612": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(16))", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=126734703&loc=d3e572229-122910" }, "r613": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(5))", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=126734703&loc=d3e572229-122910" }, "r614": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(a)(12))", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=126734703&loc=d3e572229-122910" }, "r615": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(a)(15)(b)(1))", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=126734703&loc=d3e572229-122910" }, "r616": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(a)(16)(a)(1))", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=126734703&loc=d3e572229-122910" }, "r617": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(a)(2))", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=126734703&loc=d3e572229-122910" }, "r618": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(a)(23)(a)(3))", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=126734703&loc=d3e572229-122910" }, "r619": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(a)(23)(a)(4))", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=126734703&loc=d3e572229-122910" }, "r62": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.24)", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r620": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(a)(25))", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=126734703&loc=d3e572229-122910" }, "r621": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(a)(3))", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=126734703&loc=d3e572229-122910" }, "r622": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(a)(8))", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=126734703&loc=d3e572229-122910" }, "r623": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03.16)", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=126734703&loc=d3e572229-122910" }, "r624": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03.17)", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=126734703&loc=d3e572229-122910" }, "r625": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03.3)", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=126734703&loc=d3e572229-122910" }, "r626": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.7-04(18))", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=120400993&loc=SL114874131-224263" }, "r627": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.7-04(22))", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=120400993&loc=SL114874131-224263" }, "r628": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.7-04(23))", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=120400993&loc=SL114874131-224263" }, "r629": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.7-04(3)(a))", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=120400993&loc=SL114874131-224263" }, "r63": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.29,30)", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r630": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.7-04(8))", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=120400993&loc=SL114874131-224263" }, "r631": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.7-04(9))", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=120400993&loc=SL114874131-224263" }, "r632": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.7-04.7)", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=120400993&loc=SL114874131-224263" }, "r633": { "Name": "Accounting Standards Codification", "Paragraph": "4H", "Publisher": "FASB", "Section": "50", "SubTopic": "40", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=116884468&loc=SL65671331-158438" }, "r634": { "Name": "Accounting Standards Codification", "Paragraph": "7A", "Publisher": "FASB", "Section": "50", "SubTopic": "40", "Subparagraph": "(d)", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=124506351&loc=SL117782755-158439" }, "r635": { "Name": "Accounting Standards Codification", "Paragraph": "13H", "Publisher": "FASB", "Section": "55", "SubTopic": "40", "Subparagraph": "(a)", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=126561865&loc=SL117783719-158441" }, "r636": { "Name": "Accounting Standards Codification", "Paragraph": "13H", "Publisher": "FASB", "Section": "55", "SubTopic": "40", "Subparagraph": "(b)", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=126561865&loc=SL117783719-158441" }, "r637": { "Name": "Accounting Standards Codification", "Paragraph": "13H", "Publisher": "FASB", "Section": "55", "SubTopic": "40", "Subparagraph": "(c)", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=126561865&loc=SL117783719-158441" }, "r638": { "Name": "Accounting Standards Codification", "Paragraph": "29F", "Publisher": "FASB", "Section": "55", "SubTopic": "40", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=126561865&loc=SL117819544-158441" }, "r639": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(e)", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=124501264&loc=SL117420844-207641" }, "r64": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.29-31)", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r640": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(f)(1)", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=124501264&loc=SL117420844-207641" }, "r641": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(f)(2)", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=124501264&loc=SL117420844-207641" }, "r642": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(g)(2)(i)", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=124501264&loc=SL117420844-207641" }, "r643": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(g)(2)(ii)", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=124501264&loc=SL117420844-207641" }, "r644": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(g)(2)(iii)", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=124501264&loc=SL117420844-207641" }, "r645": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(g)(2)(iv)", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=124501264&loc=SL117420844-207641" }, "r646": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(h)(2)", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=124501264&loc=SL117420844-207641" }, "r647": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "50", "SubTopic": "825", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=123600520&loc=SL75241803-196195" }, "r648": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "45", "SubTopic": "210", "Topic": "946", "URI": "https://asc.fasb.org/extlink&oid=118262064&loc=SL116631418-115840" }, "r649": { "Name": "Accounting Standards Codification", "Paragraph": "21", "Publisher": "FASB", "Section": "45", "SubTopic": "210", "Topic": "946", "URI": "https://asc.fasb.org/extlink&oid=118262064&loc=SL116631419-115840" }, "r65": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.3,4)", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r650": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.6-07.1(c))", "Topic": "946", "URI": "https://asc.fasb.org/extlink&oid=120401555&loc=SL114874292-224272" }, "r651": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "310", "Subparagraph": "(SX 210.12-29(Footnote 4))", "Topic": "948", "URI": "https://asc.fasb.org/extlink&oid=120402547&loc=d3e617274-123014" }, "r652": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "310", "Topic": "954", "URI": "https://asc.fasb.org/extlink&oid=126942805&loc=d3e3115-115594" }, "r653": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "440", "Subparagraph": "(a)", "Topic": "954", "URI": "https://asc.fasb.org/extlink&oid=6491277&loc=d3e6429-115629" }, "r654": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "360", "Subparagraph": "(d)", "Topic": "958", "URI": "https://asc.fasb.org/extlink&oid=126982197&loc=d3e99779-112916" }, "r655": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "360", "Topic": "958", "URI": "https://asc.fasb.org/extlink&oid=126982197&loc=d3e99893-112916" }, "r656": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "50", "SubTopic": "360", "Topic": "958", "URI": "https://asc.fasb.org/extlink&oid=126982197&loc=SL120174063-112916" }, "r657": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "360", "Subparagraph": "(SX 210.12-28(Column B))", "Topic": "970", "URI": "https://asc.fasb.org/extlink&oid=120402810&loc=d3e638233-123024" }, "r658": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "360", "Subparagraph": "(SX 210.12-28(Column C))", "Topic": "970", "URI": "https://asc.fasb.org/extlink&oid=120402810&loc=d3e638233-123024" }, "r659": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "360", "Subparagraph": "(SX 210.12-28(Column D))", "Topic": "970", "URI": "https://asc.fasb.org/extlink&oid=120402810&loc=d3e638233-123024" }, "r66": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.30)", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r660": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "360", "Subparagraph": "(SX 210.12-28(Column E))", "Topic": "970", "URI": "https://asc.fasb.org/extlink&oid=120402810&loc=d3e638233-123024" }, "r661": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "360", "Subparagraph": "(SX 210.12-28(Column F))", "Topic": "970", "URI": "https://asc.fasb.org/extlink&oid=120402810&loc=d3e638233-123024" }, "r662": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "360", "Subparagraph": "(SX 210.12-28(Column G))", "Topic": "970", "URI": "https://asc.fasb.org/extlink&oid=120402810&loc=d3e638233-123024" }, "r663": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "360", "Subparagraph": "(SX 210.12-28(Column H))", "Topic": "970", "URI": "https://asc.fasb.org/extlink&oid=120402810&loc=d3e638233-123024" }, "r664": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "360", "Subparagraph": "(SX 210.12-28(Column I))", "Topic": "970", "URI": "https://asc.fasb.org/extlink&oid=120402810&loc=d3e638233-123024" }, "r665": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "360", "Subparagraph": "(SX 210.12-28(Footnote 2))", "Topic": "970", "URI": "https://asc.fasb.org/extlink&oid=120402810&loc=d3e638233-123024" }, "r666": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "360", "Subparagraph": "(SX 210.12-28(Footnote 4))", "Topic": "970", "URI": "https://asc.fasb.org/extlink&oid=120402810&loc=d3e638233-123024" }, "r667": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "360", "Subparagraph": "(SX 210.12-28(Footnote 5))", "Topic": "970", "URI": "https://asc.fasb.org/extlink&oid=120402810&loc=d3e638233-123024" }, "r668": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "310", "Subparagraph": "(c)", "Topic": "976", "URI": "https://asc.fasb.org/extlink&oid=6497875&loc=d3e22274-108663" }, "r669": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "310", "Subparagraph": "(b)", "Topic": "978", "URI": "https://asc.fasb.org/extlink&oid=126945304&loc=d3e27327-108691" }, "r67": { "Name": "Accounting Standards Codification", "Paragraph": "10A", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126968391&loc=SL7669646-108580" }, "r670": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Topic": "980", "URI": "https://asc.fasb.org/extlink&oid=84167750&loc=d3e42232-110370" }, "r671": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "985", "URI": "https://asc.fasb.org/extlink&oid=6501960&loc=d3e128462-111756" }, "r672": { "Name": "Exchange Act", "Number": "240", "Publisher": "SEC", "Section": "12", "Subsection": "b" }, "r673": { "Name": "Exchange Act", "Number": "240", "Publisher": "SEC", "Section": "12", "Subsection": "b-2" }, "r674": { "Name": "Exchange Act", "Number": "240", "Publisher": "SEC", "Section": "12", "Subsection": "d1-1" }, "r675": { "Name": "Form 10-K", "Number": "249", "Publisher": "SEC", "Section": "310" }, "r676": { "Name": "Form 20-F", "Number": "249", "Publisher": "SEC", "Section": "220", "Subsection": "f" }, "r677": { "Name": "Form 40-F", "Number": "249", "Publisher": "SEC", "Section": "240", "Subsection": "f" }, "r678": { "Name": "Forms 10-K, 10-Q, 20-F", "Number": "240", "Publisher": "SEC", "Section": "13", "Subsection": "a-1" }, "r679": { "Name": "Regulation S-K (SK)", "Number": "229", "Paragraph": "(a)", "Publisher": "SEC", "Section": "1405", "Subparagraph": "(1)" }, "r68": { "Name": "Accounting Standards Codification", "Paragraph": "10A", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(f)", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126968391&loc=SL7669646-108580" }, "r680": { "Name": "Regulation S-K (SK)", "Number": "229", "Paragraph": "(a)", "Publisher": "SEC", "Section": "1405", "Subparagraph": "(3)" }, "r681": { "Name": "Regulation S-K (SK)", "Number": "229", "Paragraph": "(c)", "Publisher": "SEC", "Section": "1405" }, "r682": { "Name": "Regulation S-T", "Number": "232", "Publisher": "SEC", "Section": "405" }, "r683": { "Name": "Regulation S-X (SX)", "Number": "210", "Publisher": "SEC", "Section": "11", "Subsection": "03" }, "r684": { "Footnote": "2", "Name": "Regulation S-X (SX)", "Number": "210", "Publisher": "SEC", "Section": "12", "Subsection": "28" }, "r685": { "Footnote": "4", "Name": "Regulation S-X (SX)", "Number": "210", "Publisher": "SEC", "Section": "12", "Subsection": "28" }, "r686": { "Footnote": "4", "Name": "Regulation S-X (SX)", "Number": "210", "Publisher": "SEC", "Section": "12", "Subsection": "29" }, "r687": { "Footnote": "5", "Name": "Regulation S-X (SX)", "Number": "210", "Publisher": "SEC", "Section": "12", "Subsection": "28" }, "r688": { "Name": "Regulation S-X (SX)", "Number": "210", "Paragraph": "(a)", "Publisher": "SEC", "Section": "12", "Subsection": "04" }, "r689": { "Name": "Regulation S-X (SX)", "Number": "210", "Paragraph": "Column B", "Publisher": "SEC", "Section": "12", "Subsection": "28" }, "r69": { "Name": "Accounting Standards Codification", "Paragraph": "10A", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126968391&loc=SL7669646-108580" }, "r690": { "Name": "Regulation S-X (SX)", "Number": "210", "Paragraph": "Column C", "Publisher": "SEC", "Section": "12", "Subsection": "28" }, "r691": { "Name": "Regulation S-X (SX)", "Number": "210", "Paragraph": "Column D", "Publisher": "SEC", "Section": "12", "Subsection": "28" }, "r692": { "Name": "Regulation S-X (SX)", "Number": "210", "Paragraph": "Column E", "Publisher": "SEC", "Section": "12", "Subsection": "28" }, "r693": { "Name": "Regulation S-X (SX)", "Number": "210", "Paragraph": "Column F", "Publisher": "SEC", "Section": "12", "Subsection": "28" }, "r694": { "Name": "Regulation S-X (SX)", "Number": "210", "Paragraph": "Column G", "Publisher": "SEC", "Section": "12", "Subsection": "28" }, "r695": { "Name": "Regulation S-X (SX)", "Number": "210", "Paragraph": "Column H", "Publisher": "SEC", "Section": "12", "Subsection": "28" }, "r696": { "Name": "Regulation S-X (SX)", "Number": "210", "Paragraph": "Column I", "Publisher": "SEC", "Section": "12", "Subsection": "28" }, "r697": { "Name": "Regulation S-X (SX)", "Number": "210", "Paragraph": "a", "Publisher": "SEC", "Section": "12", "Subsection": "04" }, "r698": { "Name": "Regulation S-X (SX)", "Number": "210", "Paragraph": "(a)", "Publisher": "SEC", "Section": "13", "Subparagraph": "(4)(i)", "Subsection": "01" }, "r699": { "Name": "Regulation S-X (SX)", "Number": "210", "Paragraph": "(a)", "Publisher": "SEC", "Section": "13", "Subparagraph": "(4)(ii)", "Subsection": "01" }, "r7": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(g)", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=124098289&loc=d3e6676-107765" }, "r70": { "Name": "Accounting Standards Codification", "Paragraph": "11", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126968391&loc=d3e637-108580" }, "r700": { "Name": "Regulation S-X (SX)", "Number": "210", "Paragraph": "(a)", "Publisher": "SEC", "Section": "13", "Subparagraph": "(4)(iii)", "Subsection": "01" }, "r701": { "Name": "Regulation S-X (SX)", "Number": "210", "Paragraph": "(a)", "Publisher": "SEC", "Section": "13", "Subparagraph": "(4)(iv)", "Subsection": "01" }, "r702": { "Name": "Regulation S-X (SX)", "Number": "210", "Paragraph": "(a)", "Publisher": "SEC", "Section": "13", "Subparagraph": "(4)(iv)", "Subsection": "02" }, "r703": { "Name": "Regulation S-X (SX)", "Number": "210", "Paragraph": "c", "Publisher": "SEC", "Section": "5", "Subparagraph": "Schedule I", "Subsection": "04" }, "r704": { "Name": "Regulation S-X (SX)", "Number": "210", "Paragraph": "c", "Publisher": "SEC", "Section": "5", "Subparagraph": "Schedule III", "Subsection": "04" }, "r705": { "Name": "Regulation S-X (SX)", "Number": "210", "Paragraph": "c", "Publisher": "SEC", "Section": "7", "Subparagraph": "Schedule II", "Subsection": "05" }, "r706": { "Name": "Regulation S-X (SX)", "Number": "210", "Publisher": "SEC", "Section": "9", "Subsection": "06" }, "r707": { "Name": "Securities Act", "Number": "230", "Publisher": "SEC", "Section": "405" }, "r71": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126968391&loc=d3e640-108580" }, "r72": { "Name": "Accounting Standards Codification", "Paragraph": "14", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126968391&loc=d3e681-108580" }, "r73": { "Name": "Accounting Standards Codification", "Paragraph": "14A", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126968391&loc=SL7669686-108580" }, "r74": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126968391&loc=SL7669619-108580" }, "r75": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126968391&loc=SL7669619-108580" }, "r76": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126968391&loc=SL7669625-108580" }, "r77": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126968391&loc=SL7669625-108580" }, "r78": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126968391&loc=d3e557-108580" }, "r79": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=124431353&loc=SL116659661-227067" }, "r8": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=124098289&loc=d3e6676-107765" }, "r80": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=124431353&loc=SL124442407-227067" }, "r81": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=124431353&loc=SL124442411-227067" }, "r82": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=124431353&loc=SL124452729-227067" }, "r83": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(210.5-03(11))", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227" }, "r84": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03(1))", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227" }, "r85": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03(10))", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227" }, "r86": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03(20))", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227" }, "r87": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03(24))", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227" }, "r88": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03(25))", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227" }, "r89": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03(5))", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227" }, "r9": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=124098289&loc=d3e6904-107765" }, "r90": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03(b)(7)(c))", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227" }, "r91": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03(b)(9)(a))", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227" }, "r92": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03.1(e))", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227" }, "r93": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03.1,2)", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227" }, "r94": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03.13)", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227" }, "r95": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03.2(a),(d))", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227" }, "r96": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03.20)", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227" }, "r97": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03.4)", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227" }, "r98": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03.4,6)", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227" }, "r99": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03.7)", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227" } }, "version": "2.1" } ZIP 141 0001213900-22-044285-xbrl.zip IDEA: XBRL DOCUMENT begin 644 0001213900-22-044285-xbrl.zip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l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end

H/? M84QL?H$>LG*M/R""\1AW_U$SSVI;%ZP-I-O%__3T Y)RS%(Q)@RWY0*<4I6. MN5(_C8NFL?5#^V4REEB ???D4\(AV LA4+4VC8'/8"U!F=E[)NI]4.H^)_7> M)T_V($'M<%YYS 0H"TRJ/G/@\W1;ZZQ9UT_="*.WB51CR;?#8SW; M#NQC8>8H>X!%]%ZC55WDNGNJ_$[07QP6[^-C[N8>1Y0I2O&PC(A[^'(,\CZ) MX?%=\+/IM+ DR4ID'S@>%4N49ZO"9-X]+N[N;W.NN%0\&<+09PH%*%VHW&NG^'8P6%:KL!W: W?,PI'6/&NM<%=DY? M\6:[*<\1IR0ASL:"SY)*+)4*\K;/:G@\J]D=F:JK *H%S)FY?=_M0:.BJRO? MEE73^-WP)#N"R'2XQ>:Q.THEI!;4PCY3S&0"/X$B1O3ICHBG.PZ)T=GGBY>ZTEUB]PVGT :BQS2T@3C9>3// MOA;YSZR^+Y8-*O4,VN)W$L:C[MXT[$Y,M6I?UKNKC*D6[>%<9Y!X6@/X?E95 MYN>)??]O^[[GZ?\!4$L#!!0 ( M$ U66:'DS6@, #@* 8 >&PO M=V]R:W-H965T&ULK99=CZ,V%(;_BD6K:E?:AJ\ R31!VLEH MM;UH%4VZ[475"P=.@C4&4]LDN_WU/38,)0F9F4B=BPF&\_&\]O&Q%TNJ[("2JHFHH8*O^R$+*G&H=R[JI9 <^M4<; 6OS,XJL$S,5*V0CR9P<_YTO$,$7#(M E! M\>< *^#<1$*.O[N@3I_3. Z?GZ-_LN)1S)8J6 G^!\MUL71F#LEA1QNN'\7Q M,W2"(A,O$US9_^38VD:10[)&:5%VSDA0LJK]I5^[B1@X^-,K#D'G$+S5(>P< M0BNT);.R'JBFZ4**(Y'&&J.9!SLWUAO5L,HLXT9+_,K03Z MR@UYV8..%5^)M- K&:M1$[,@G5J%L1CE9 M"\5L=?WY<:NTQ!K[:TQJ&WLZ'MMLO#M5TPR6#NXL!?( 3OK#=W[L_30F_'\* M=C(-83\-X4O1TU_!3@#EN)OMRF-?(+EHMGK7<-QBF6@J4PBL(@^"VOF^%\3SWNQ$Q+07,7U1Q$J4)2X9;I7LZ0.I MJ20'RAL84I,:L'456,ZC_&W\9,#E33S//Z-_S>H$/NKAHQO@+:(BM-&%D.P? MR,=HVX#1 X\9!O/9='ZE M1)*>-[F=%P\UI6F5LVH_!IU>]="S%Z%_PV-9 M-?+;*?88ZNR"($[FR71^!GII=J4,YCWA_"9">@")9S^I);AIAE3=EP>RCBG8!E3+_:!+M$ MP^XVG0:!%X9G0MY@V(IQ!\>ZN5/]0N6>58IPV*&G-TEP*65[36D'6M3VI-\* MC?<&^UC@U0ZD,<#O.R'T\\!<'OK+8OHO4$L#!!0 ( M$ U5LRQQ1&@< M *X: 8 >&PO=V]R:W-H965T&ULK9EA;^(X$(;_BL6= M3EVI+;&=V$FO1:(06J0N5(3NWNET'[)@(+ME5*;JW9;SE9B'N-^%2!$(];1XS.&H?O,RCM4ADE"8H$XN;5A=?]2C1"W*+ M+Y%XD4??D0[E6YI^UP?#^4W+THI$+&9*NPCAXUGT1!QK3Z#CQ]YIZW!.O?#X M^YOW01X\!/,ME**7QE^CN5K=M-P6FHM%N(W5)'VY%_N '.UOEL8R_XM>]K96 M"\VV4J7K_6)0L(Z2W6?XND_$T0+,:A:0_0)27F#7+*#[!30/=*JE:[A05GH'GP4:)K-T+=#90RKE)W2!GH(^.OO]TW5;@2CM MNCW;"[C="2 U C!!G]-$K23RD[F8OW?0AF@.(9&WD&Y)H\>^F%TBBL\1L0@V M".J=OMQJD$,/&::Y/UKC;Y^I0V[1/]UO4F5P_?YKRM;.F6UVIF_J*[D)9^*F M!9LA1?8L6IT_?L/,^M,4Z0Q>W?8C;;O+>F?A?_-&3'Z#!9/P9/8TF_D-W MZO?18W>.AVW7YAZY;C\?!UI9 MMCD4=@B%G11*K396.:U.-J.N7=)7->3,(Y:#J5DA/RCDC0I[XV"*Q@-T-Q[W M Q2,'_HFF;QR]@ON$.HZI)Q'@R6C-B6.:YF%N@>A;J/0N\DX"-#C9#P8&C/I M5G>9$9N[K*S08$AMEWNT)I/>0:#76&?&C_ZD.QV.[M!P!)>IC\[\OQ[]4>!_ MNC+I]3ZRSGR0LW=Q8ZM F-5\E8//,)NMDQKCK0+4)I;+'5S>G*HAP9[%N%NS M.P5H<3-I#RK%*PRKTBRS2M$+V^*,5,JBP9!RQZJ_1PO>XD:L=7JK,%D*R"5: MA%&&GL-X*W25F<$X ^5 M"]R29MP&JS 3.UQ)&+T7<#<@%;[J7TZ/TT!6 E,'I>7&WF2).7$(J]VR@L&D MF<%CT)OMB\TY2H2Q(R,FWEH>C#]EI55#/8 04L,#4M"6G$1;(Q5J1R=2A2GA M+K83CZA6W\PGOAO,4R[?_E& I,J6(D' M31=QRQV:P?(".[8-P*ZIGZ2@,&D>3@N51;8A@I%?,V&1Z@RJ9SMF>^5B:;!T M+)MC5I?N@J"DF:!P+:!W*3<*-:"1P%#-O4IZ#>,J]+Z>C5G-Y$\*C!+WA"9' M/["8^/>0W.&7MPO#J+F1R;_:YWR4M_>A%V0FS60>I)F(E@F:;;-,)+.?",:5 M1,;A[L'Q_+^M5'7S(:ERUK.(Y]%R+VTPQ+!QT)_6$)D61*;-1#YUS_9NCI^ M4>R"5%KNI$V6#I1.5E,Z:4%EVDSEK_[P[EX_!>M^@9[_SD?!?7?B!VC\- VF MW5%?#R^WW6#8RQ^9]8_*]%MLQ?B$CH.[>)VCTQ/_QZ>.G2S5\UE'Z_Q5>]W:N3PLWN3<[G M,%M&B42Q6(!+ZY)#LK/=RY'=@4HW^?N%;ZE2Z3K_NA(A=+W: /Z_2%/U=J!/ M<'A%U?D?4$L#!!0 ( M$ U68__G9; < *,U 8 >&PO=V]R:W-H M965T&ULO5MMOU,L&PSQ> "3II_?P(38R19-N[>Y4/\MONLI&=7$H_@^BDOOI4KQBKT8YUF MY;&.*OZQ6([+3<&B>>.T3L?$,)SQ.DJR MT>2Z^>ZNF%SGVRI-,G97H'*[7D?%\RU+\Z>;$1Z]?'&?+%=5_<5XCN\MZ&@?LW8\?/^"'C2=YYUYB$HVS=.O MR;Q:W8S<$9JS1;1-J_O\Z7?6=LBN\>(\+9O_Z&EGZW@C%&_+*E^WSKP%ZR3; MO48_VH$X<,#F$0?2.A#1P3[B8+8.IN# AU+M8+4.ENA@''&P6P=;<+"<(PY. MZ^"(?;"..-#6H6%_O!O=AII95$63ZR)_0D5MS='J-PV_C3=G),GJ5/Q<%?S7 MA/M5DVF>E7F:S*.*S='GBK_P/*M*E"_0=!5E2U:B).,_Y/&W59[.65&^^L4E MF+Y'_O=M4CVC*_3E\PR]_O7-];CB[:E1QW$;^W87FQR-O5[G+;C">ZKW_IM7 M7KDMGH_ZS_3^'^;SI*Z&*$5W43*_XMV<1INDBE(%EG\"*XZWZVW:#.*,+9(X MJ10@P?D@GZH5*Q ?(#Z_K.K"?V3H8Q;G:X9>_Y&7I6JTPQ/CE4M=&_-DV6<, MV6<,:7"L(SBW41IE,4-1Q;L:OT4F_@T1 WLJ_G=(3H-43XJ/$YNX)C=]/.19 MMKHB%J6>8_<-9[(AL3W'PR8U^I:^ A([CFM3T^E;!JK@A!+3=G'?,E1$Q]2U M'8_0O65O1,W]B)IGC>CKNM)64<'*-V>-[@[5%D?7LH263[7AZ\7N7;F)8G8S MXME6LN*1C2:O?L&.\5Y559!@/B18 D6 H'U$L+:)X2E38AF1D-)66YWE9;- M4?04%7-5$EA25F)*Q030AE-W!JFXMZ2,LPS;-6PBE!]0O ()U2VVW.)J2Y< M>\^3?1%/AY6LXLR6FE-S9F(JT*:-/K1N(<%\2+ $BP$ NOE@[//!T>;#],Z M#5*^@M>;;+Z#XHLX.KE-N77D% M9PIE#A0Q ,()U2TG)I^DU&NQMZ?+NY"N4P7LR4WBU)F>N*N9:ALPM((AP7Q( ML 2+ 0"ZZ4$-CIQP] FQ=>H**):SGC9HRE%"BW&^;D]A0*:70)T/#F@FA5 M 84 0/V$.%"[\!D[]GS3+/?L!ROBI%0G!98F=-,P!)EAJH\VA'$L[^\\;%,I MI \5,H ""A5#Q=ON&(=M[]/524U8KS4IZ3HUG[>8MD"=@CUM\*$3.BB:#XH6 M@**%9PQPG^].",-Z)>PO5J'DA,QYJ\<8,E\# B$KR N6+#,4;XN"9?$SJOAR7.ZNMI34 @D^4RB@&120 M?PF0IJ!E10MSRFS+%":Y\!S+/KN=^H7U\M<]FV]W!XI\0JXOG#\L%DF:1!5K M3BZB[+D]*RH1:PZ+E)1?(-BH*0<"FF%9GKLBU+5LSQ/78J"0 110>$[;^VQW MVA;6BUOJN#\( M5*8NI2Z_8A6+3!'?,*G#_X[-H9U A?4*U>G3H2,!X%J M4Z!H 2A:"(763XQ.G\)Z@6K(*1&6]2EB&*Z8"%#Z%)9E'HJIZQ&I&J'T*2B@ M4-ETU_ .#H[[?'4"%=8K5)>>%F%9H.+<49M*=0PJ4(&B^:!H 2A:"(76OYVB M$ZF(7J3:Y<7#]ODA4A\0Z?T']G;:HO470-,CQ!"TXQEH7/\2-&6I0P&%YXQ$ MG]-.9R)ZG:F^M8E7>KLW+D\R?($6HV$8$FU&9&GJBAB6+6SF?-"H 2A:2&2) M2NA#G^>#>Z'^ X%*CSF8;5 5"Q3-!T4+0-'"2]!T(C3I5"X"H'+I,09<%T,! MS:" ?"*K7(2XCDD]87L80(4,B2QR22'[;'8:%X'5N/1P0XB%TKB@@'PHH(#( MHI5G$,\SA44G/,.P3VLG;I'_0=S2QQC"-92X162!B%"*'>D6/JB( 110>$;3 M^UQWTA:Y2-K"2DH5TA8U7?%:3&%V;)I6,8(=;!!QXI0M MB%*/<(*X:H>82QJVU-] P9O?4"%*U"T M !0MA$+;)<;XX.F3^O&E/Z-BF60E2MF"PQMO*6>RV#T1M/M0Y9OF@92'O*KR M=?-VQ:(Y*VH#_OLBSZN7#_4S+OOGLB;_ E!+ P04 " +1 -56LBD.'$" M #9!0 & 'AL+W=O$,AY;3MI=Z8"[\RW[9^\=O2R8@:D2/WANRS&]H"2'@JV$ MO5.;+]#Z.7-\F1+&?\FFC0TIR5;&JJH%HX**RV9D3VT>=@#1X @;@'Q:T!R M -!O 7UOM%'F;5TSR]*15ANB732RN8G/C4>C&R[=*\ZMQE...)M.E31*\)Q9 MR,G0O"0)TUMF+ MM_8F\9N,UY#U2#_Z0.(PCO8(FOX[/'Q#3K_+=M_S]0_P=0EV^=U-ZOMM.G]> M+8S5^'/_VI>^ACW9S^X*?FAJEL&88D4;T&N@Z?%1- @O]UG_3V0O$I%TB4C> M8D^_@4M!02Q[(E 46-/[[#8< \_AVM$Z33Y%28@OL=XU\M>P1F*P4R45Z*5O M'H9D:B5M\T=UNUU_NO)E^6I_@GVK:3-_:)JF=\OTDDM#!!1(&?;.SRC132-I M%E;5OA87RF)E^VF)O1>T"\#S0BF[7;@+NFZ>_@902P,$% @ "T0#526. MU/V "P +S, !@ !X;"]W;W)K/R8[Y2&?PR MSXME7,%I<7=2K@H5S^J;END)\SS_9!DGV='9:7WMNC@[S==5FF3JNB#E>KF, MBZD+)V>GJ_A.353U8W5=P-G)=I19LE19F>09*=3\ M\U&/?NK[GKZAEOB9J(=RYYAH4V[S_)<^&JK--4C M@1Y_;P8]VCY3W[A[_#SZ16T\&',;EZJ?IW\FLVKQ^2@\(C,UC]=I-&UHHUEMUGEG1?Y "BT-H^F#VC?UW6!-DNDP3JH"?DW@ONJLGV=E MGB:SN%(S,JG@'\2H*DD^)_VX7) +B'-)CLF/R3EY]\?[TY,*'JIO/9EN'O"E M>0"S/( R\CW/JD5)!ME,S?8'. %MMRJS9Y6_,.>(YVKZD7#Z@3"/442A_NMO M]QSJ\*T'>3T>MWFP-_E&+BZO_IR0B_'5=W)U/1CW;H:CKZ37OQG^'-X,!Y-/ MF-^:804^K%Z^G\I5/%6?CV!]EJJX5T=G__P'];U_83:_T6!['A!;#PC7Z&">J+K>2> MFG*KIG0&JC?[+ZRG9GI7.>2@:9Y-DU21S.@/U_795$_]59'?)S!ER>T3@;19 MQ%62W35Y)ZD256)6RK>,Z1L-MN1.V*CG\3 *_%9\NX(A8RP*+=$-M@H'3H6O=;1J<'E7J'M5E''Z7F>Q M.(4,%F=310#SR"Q?WU;S=0IAG.9KF F8*4%70Y\)*EJ&=,6.J62A%^&&A%M# MPA<\/U=% =.NBA_Q219V'BR\@',J6PIVY8XE%U' &*YAM-4P_JQD O/\]J6="6E+W?E]LTP)($Z$?AL4N737S7AG(&^2V#A99-;U:,^5JC: MO#OY(0*RDU(1P);M#; 3H6;V]3.+[7W=Q"PGC(U*, 2N85UHM$0I3C4 M21P.Q<.W&FW?&88^4"?@GO4VD*&9@TKNX]L4CYI$)IL4S(]8.VQ=21HQ$4AJ M@1!JT)NZX7N8W$W=@'T%>;;8 M\64SH_+ZJB,K(:C+(LIX&_P002AM0Y_:@,/@,W4#=&]VK_E$32++]6J5)EIC MT!UFW2I^:@CF]CR9/2]QW)XN2#. $)\*WC8(@7/N<^[YW$*=J %TZD;TWE+/ M;#*#U%HCXNLAT#GNJW!M8UT7Z $] F#^N&W,X#QSX_SYLU&%2NLJ=Q47%6H, M0_!4AA9E#5HSZDRXPVQ:* )\@[*U/KH/1EF:&YE3MP_-+>^ MU6C[=AN49VZ4W^966$"VQ,JZV,QHX/N\74$B@L?Y("5VSG7$02>"4//0N>,X/G[(5*/:^4V\<"2:^P M$&6G^L$D*:P!%@I+AF4&:9D;:8>;8AQJ"I>N"'Q*T2TA$+GC0$CFV5:K05GF M1MD1UBIXM]8<+\G>O[IIP+H8"^6F'T9M0Q#4EAZ4&U 064PQ:,R"@[I8P]'/ MP>0U72SF1/F#T] ;C;;O!0/MS WMU^MBNH"D6_<_(:@0P.KI UFE,:"C7NNZ M5%QIA/^@^T2H/Q"8IE0&(O#:M!T3#43( V$#/0/HS WH>X:D6G.8E:30/>U= MGI5D%1#\!!:8@W*Q+C0?0T: $KQC$"+)64@IM;!%;E"$?%LG3PG:7$4@.J"016D;S-T//KPTYP;LN;LTOV[(8MV8TC5L5:R; MO0THMV#RW<'CT(!PI-R6C'J^:%<8F&0@:.0+"V7D!K&Y&[&OBWRJU*QLN-7! MW06.@+GFLI[7;BX@DI+)(!*1)>GQGYO ME-3.R6\PGKLQOMY=:JH_F"CU)-(-N#IA;1IRA_3B>!?D10 EK1^TV2$FR4(( M$;-4W=SP >[F Y=ZYE>J6(+J]ZK9:T"518"<>J%DG?F$" HN @MSX0;NN;OX M1IE+H_3+?(4CI35C0+"]-O5")('N IF4EH8:-U#-PX,(R\5PU!OU7[/MYJ0 M!^^[O=%H^UXP.,]?P/F]+%PN\J)J)F *J0T/7A>C(XG4N(B<[OLP'EF6B3!8 M+MQ8/C9M$ECLKU':/> !;0:!EOAAP"-;HT$8.!=N.-\W*]WF KM5OU%SXU8A M,,]" !WI66!'&)P7A^#\:ZQ"D!W(B>R4,XB@WN:EEBI7&%@7;EC?5SDIRW6] M_U=O&BR7P*_*NAFO:?!#7!2Q91O0_91#PH-4_I)&C#-AZ4>(G:UW-RMX)OKU MYIMN&*V+I\8^U"2TO*?,]]O+W_W8PXF!,,1 N(G!?O34HRJFB2YDFJ#E*\V0 MRP_/,80 SG8KFGF20; !PU#S?V-''8]HET.P")*Z=:-(& XA?J.GL+7J!606 M7;X A6?4X16('-7\T.?20BV$H1;B!6HQN"'#47\\Z$T&<$!JH.Z-SIN#P7]^ M#'_V+@>CFTE]<3R8W(R'_9M!\SMJ%$(W.(7DQMKE#B()9@5 -Z0MJ1B^(=RM M@<%\KJ95S4X?I\V>9*$Y:7.,1P/I[4=2AK*SV+!&@.?;M3;\0+CYP4'.)[T; M\F7P=3@::1IU=4'^&O3&J&'(KKQ@DGE^9QL&$_4E1(5;6@+2T CIIA$'VS: MRV#5]6 \O#I'W][IL@/JAWZ 5*68:,<%^X89(B'=1.+88=EKK.BR -^Q!NM_GF_RX MOKX%39F$_-OI-[(U.T@JW^!J?1,45$U'"/75;^P8H)Q.=LF#WC2DD:4PE(8Z M2#=U&&_>1VS:=F_F#?).OZJJ>7_\2-26GOPA(OI!>![Z%JY$*$D(%4#GW4&W M28?S?VDHBWS=UL7F)2^T*ZZ/X]:6\4X1X-@T=#_\D.G2)38!(-7N:Z+[+]X: M7N._P&MVBU1=O6[[HZJJTOK]_'I[ZGD/^OF]!I@FL=DE01GIYLF[+U?+P&?= M[@\BR*GOBT[*/MGY]&"IBKOZBXR2U*%I7NG?7MU^]=&KOW5H7?]"/_6;;S?, M,,VG)-_CXB[)2I*J.0SI?0S YT7S=49S4N6K^@.'V[RJ\F5]N%#Q3!5: 'Z? MYWGU?*(?L/U&YNS_4$L#!!0 ( M$ U6N_;Z55P( +0% 8 >&PO M=V]R:W-H965T&ULK53;CM,P$/T5*R"T*\'FTFR!TD;JA14\ M+*JV6GA /+C)I+'6B8,]O?#WC)TT=*NV\,!+[!G/.9XSSLQPJ_23*0"0[4I9 MF9%7(-8#WS=I 24W-ZJ&BDYRI4N.9.J5;VH-/'.@4OI1$/3]DHO*2X;.-]?) M4*U1B@KFFIEU67+]:P)2;4=>Z.T=#V)5H'7XR;#F*U@ /M9S39;?L62BA,H( M53$-^<@;AX-I;.-=P%E!1[N]^QW3CMI67(#4R6_B0R+D??.8QGD?"WQ06T_0:OGUO*E2AKW M9=LFMG_KL71M4)4MF#(H1=6L?-?6X0 0]L\ HA80'0/B,X!>"^@YH4UF3M:, M(T^&6FV9MM'$9C>N-@Y-:D1E7W&!FDX%X3"9JLHH*3*.D+$%TD)/A(:IG$VY M*=@=/;-A5W.NR5T BI1+<\W>L,?%C%V]O![Z2%E8+C]M;YPT-T9G;@PC=J^( MR["/50;96!J7D*(X^:U8#>@)>\>A'V@P^G!/\G MLF?RXTY^?(D]^0)6>,Z0[QCD.;7K*;D-1]]QV$FS2>+W81Q0_3>'0OX:UJ3H M'S1 "7KEYH)AJ5I7V/Q'G;<;/6/7<4?^"8VD9H+\H6GFV3W7*U$9)B$GRN#F M+4T WO0&DV4W:51I>/9'*X2E&_[/=MG(H%MSV= M"X4W,VT6W.'1S/LV-X(G?M,BZX\&@]/^@DO5.7OMUV[,V6M=N$PJ<6.8+18+ M;E9O1::7;SK#3K5P*^>IHX7^V>N^C671"Z$LE(K9L3L36<\ M?/GVF.@]P1=,9D$ B$[$C#AQ_'L5$9!DQ@AA?2YZ= M^DC:V/Q=<7_O=82G?<%7];@@G%3GESAF\E=CGSJ[-G"OY-P\F4@F[,5+%,N<9&Y/!I)/"ONX['$4; M^G')]FU@.WJ"[7#$+K5RJ67G*A'))H,^9*P%'56"OAWMY?A.Q#UV-.RRT6 T MW,/OJ%;\R/,[^@'%NVRBE=693)IV$%8H%Q;TC+V7BL,PL,L=%@7BTEGVW_'4 M.H/(^E^;B8( Q^T"4+:]M#F/Q9M.3F>91]$Y^_67X>G@U1[UCFOUCO=Q/[N^ M_3"^NOAS?']Q?<7&5^_8S>W%U>3B9OR9C2?W%U\N[B_.[]J$WL_VZOK^/!JR MW]@/\6?_A"5E="_B5.E,SQ%*[(/11=YE%PKN//CUEQ>CT>"5)V--,O]B^.J0 M+;EE"$AM6/$._O4_HX9W ,C?XK=@E-W$:A9@9'/?8 MV++"@D4JC)!P.FUTPBPL*^68Z$7.U:H\G&G#F@)6RX -DD"S7;%]Y$@$!D 3 MXDHUCVPQM3*1W.!UET&;1-C8R"GDF!(D]MA'8.G7@AN((I)(*O9)JK3@;"+= MJLO^3,5?DJLY E(_PA*BRVZ$SC-!X@R?O[+L5N3%-),QJ3])$::U7?W3KC8W MMY/*OL$(I=Y,VD@K4?.I3\@@(71AN=%)$0L3]%QP5HWO51PPZ;;:B<$EW^I9)SH7I=]=LEV*%<$:S/OKL.RY9%>);(%T.4) 8CB M;L+&A=,6F4!6^_QY4I^Z\:H\M,N2_K3/RY/'"P'/\,,Z0IO:LOJP52EI5-(C M3Q^%=81VFR<&KNNWE:8]K(7$\T#](Z:+4[P602K%%\A)'6WMVD60%M/OV;.6 M#E$2-=+BYPJB&( E9. M"\36[>5;=G3*+F664;.!\!>5&#OG!R@0/ [,29XL:S([63O1:>>=4^5H;Z]) MB%&TX _")V+-D21"V#Y(.O9K(1\!R4%/CZU(AJIC*HWB!?)\*%^V^<355X)GHK>"HZ MY@EK.(Z:58_'4 NEMTZ S4VP^$:I(PH.L%WHJ_.Y&C/9R"$!FX M/PPC]([*HIN@TQ'%Q)JL2G:&:ZNT(KMMRE29OZP?NR"^=>C=@B#M+7=@N&)W M2YZOY5A%3^7<[JYU[EVKZ+V8&H\](>5:P+XMY>#?\Z#>?:E\(P.]OS\( 9TH M5RH"\I81-&(2 HU&STH+16O@*4/^O5!S#$.@&GL7TF_Y("I=58N:\U5(M6:('^VW#(70#L[0O"VJ]3K :YP\ M^(,KLL;A6IENB3S4,AM!E32)GMS^D=,\<_@DWH;WZ_YE":,BY$KFF8Y],^Y+ M4"F)[U?)H-CZ@!"=! R\=S!05FDZ?/Y]!WD4TMD&%#4JVI@$U.Q&+['<"+A=^X8-4=A0]\7"BY:0 MB,! =D>'M&4(B8+718X)@!;(LO7;MCJT#WXVD:\,Y6V=/*A]*C 7!#S;5+BE M>7L2_/]WJ6TT"8)T^BTD!G%!OG6.AG#'\+1E1AJ\"+7-/B" MI:7(D3BBNSF_(<-]6&- QN\$'.JJ'7O'^"R(R-U*9-3>/O9B8H7630L6KS3#P/1/=0#D?"_Y=N'S$K@B\MVL;:81$ M2ZF[ON2*ST-<[&;>!N7FK'_X?60:#IY%[[5;1^AXO1#H5*C6Z_4$!1 MKZ+V[6#9*59UZ(FYH[MW,"(IE79P;$)]"<9@GDMJ 3>:,(1*F\"HSRH6_N#- MGBWP7 G'DD)$-<)FXI$B&^YD-[<3+,R++ S5 9S+?>@^=?88/-FX& &9!^'M M9NFB$="^AYP5:(L0E%5KE.B_A?(FH@"A":H*$2DR'^'3$G$L=3EV9<$_(#C6 MZ:J.T8V=$W,91Z$UUHAM'->(.Z2FP71_!7EGA M[T6:1^:T0+=Y,BXKA[]SJDC00*SBC&:&C1ZTK/;A^J;"S/-O 5W90>7UP_VE MI7U[#5W5Z-^\6NA]-Z(".K4&_A/BMI[3YFWBI;P%87_Q+<\TBIX!KE"-;=BQ MOKKY":1@3:2X+20UA5&+]6KCE30_!0A/V*5DM84!T0]CP+N"M(_6G1.UH9N% MJIX0J1=]>@[8N/SYZH=/EH?A\*G!&>;7PG6;_9]J9)YJ9JF+C$6P2 M^>CO&J+M2? 3B?!-UM>C&$'E:J,K;&O!PAY/6J<'21I*\FX_U*#O1733Z"FM M])%&/3$PTW_7(F]RQZX!%Q3GU0>+K8'II+J>:3:UWAC^*$M7"VH>IZANY=3$ M_M*P)7N$85"OUR-R>8N]U/5=@R?,5N7F'0'0S\O^@ &&7T-TFR@NP? MQ[U3M@A7#X<4O*%][U9"'4#_T+MLR(I0L^STM/?\6:O8_O714>_HF;=K':U1 MN;WD!3=2FC>"&4VIX-TT#VXENO2TX/QV4G-U^)&^"_U M)XN[<2^ED)703AK-K%B=#L[3-Q=])^"[_!ER9VX-.J?LO#EZ>!XP JQ MXHWRUV;S5]'Z,R=YN5$N_&>;N#:#QKQQWE3M9MQ74L=??M?&86_#\>2)#5F[ M(0MV1T7!RG?<\[,3:S;,TFI(HXO@:M@-XZ0F4&Z\Q5N)??[L5_E'(POIMR=C M#W'T<)RW6R_BUNR)K6G&/ACM2\>N="&*^P+&L*,W)NN,NE?A.Y",V38@P'\>\S-*F3TNA=+BC:MY+DX'X+T3]E8, MSG[\(3V_OO_[E_?OWG_^UV.&/;_U;Q\_7R49>\UZ&>QS M*9)+4]5<;UG)BY 24J]9SFOIN6)FQ0ZRH^/A;#;'WR'CCAXA[J):"MO'?LBX M9E+G2',GPJ;Y?)AF1\-L,6-J MH;4(*X9!?NO(CS\<9^G16P<]K@Q+PH4 MK=<">U=LA%6L(,T6PQ)_6PV#4. \1E]HH MLY8(/:W[6>JRX>PJ-]I4,@_/=HMRF/E. &=3![-^,UHP6.,:CCMHBP$D8Y6A MQ6MS*ZP.:UW)E6*=Z4E80](;^&&I93!:R_KGB.$A\A*IY]C+V60"OB!@A\ ^ M6Z!G-1Q,KP0\=:^PB7LF$?>-AM]PN7.3/>(F&GAR_>&"S;,Y&HE2U!-?'AQ/ MNYM7(_:);\EF1RX])RKZ!*Y4O!"(-PP!(+@ E$I%$0!DC_E)(5T.C@1X@/QE M WXA.@#56(1 ,^JQ[/CU+VPE%3&/DH $W%Q=TNM(GD570-Y#2('*#KN'3*Z> MM9;GI01X+J%TP9A"#H-TP-#%" )TY/VR 0OA>$10=$PH=KC?S^6-C#$02J[E M$OF, #//[\#D94CI5G:CBIC+25.3_( !X=IC<+3H,=B108L[S\),P;:"6T)).]+%]]MQL:67B8@Y$_GQ ML.*NI):8C@H$B(#UU*^@LFC:H3#L1@D5@?0Q\!MPM&BH%X (-;=?P[);3G4V M>F: Z0K3A+$HA!83LO7;0$H@!3_.4?A4M -JQ2U5B;ZTA.+!&U12"_Y"+]*& M^D@KNE,3B@']%93LF/S">\IW3_G/* ,=&DFC:'E"D0[IL$>4R6,MZ!NB:'(1 M*4C!0!CWJO"WL,TG3\"6'&2S[X?M7N9B&^@(GN2&/V;5Z#8AMLB9%ME M;@E/:DFPL@,FX@PA4(T$1?5WS;*2/D0X8KQ7GTE.4'9+W587?5YCLE81%K[R MK4O=PM#/?A)+VU!;Q+33!OK9HBG7A"&:[!4F%W3.SVVCW44G5KV_"'*9+.T6 M$-;46SW-*'32(J^S[$4BHJ2NZ;I8BQ%O4%I):JL=[! 7Y09_V^$"I'$2Q\?T&TVG$PF]/<7BCI*[[0:5<;Y#$JQ%NP1-@"54%Z*U MDZ.7N#BEQ?,?6OTCI&R1#FT",X["Q%>%T]@PB5E%@T*CVYX7"DU@5SNU=IG@ M944&0%HK.I@3ILL]N%ZL^##H1I@TQ8A!6(R*K1#\],EOAA11QK6GN^5;5L'"JT;&MH,FO5P+C9Q#2M=MZB&^&)15$[A0B*6G.AQ)>.^D$BI:*4$*2S.I"NV- M ^,H=RPS!94G&B_ \0ESTS#90FA"LR[3XF>T $?[#]R\V]W4';P72T:XU[VVF/ CP/A1%1DP>'T=%CWRO& M>Q^/0)!U^$3F:'#5/GY'ZI_V7^'.X\>GW?+X"0_M8(UIABFQPM;)Z&@^B&>< M[L:;.GR*6AJ/PA8N2X'29VD!WJ^,\=T-*>B_39[]#U!+ P04 " +1 -5 M]#+OJ*P" #]!0 &0 'AL+W=OC@K132CJ+".7T9QS8KL&2VHS1*.EDI4S)'2[.. MK3;(\N!4BCCI=L_BDG$9I<.P-S/I4&V\;3WQ= M.+\1IT/-UCA']ZQGAE9Q0\EYB=)R)<'@:A2->Y>3@;N M&$47$>2X8AOAGM3V&];QG'I>IH0-7]A6MOU^!-G&.E76SJ2@Y+(:V5N=AY;# M1?<3AZ1V2(+NZJ*@\H8YE@Z-VH+QUD3SDQ!J\"9Q7/I'F3M#IYS\7#IAEEM0 M*Y@9M"@=\[D:QH[0WB#.:LRDPB2?8'H)W"OI"@M3F6/^+R F38VPY%W8)#E( MO,&L _W>%TBZ2>\ K]\$V@^\_O\$"C_'2^L,_1J_]L5<$0?[B;Y<+JUF&8XB M[9GF%:/TY+AWUKTZH'?0Z!T3\?QN#H^W,'N:SJL5QIASDL=VUWR)3T M'0><@C5*-$R('95PAL&8M4"&DU@M2!F7 ?$LN;>9>_&5\(*](BP1IMDBS1K$/CL1!D5]79[#:];5R5]%_S MJC'>,[/FE&"!*W+M=LY/(S!5LZD63NE0X$OEJ%V$:4']&8TWH/.5HH>K%_Z" MIN.G?P!02P,$% @ "T0#57/0FE#V!@ 61, !D !X;"]W;W)K&ULK5A;4]LX%'[WKSB3MCO)3.HD!@HMEYD0Z)8NA4S# MWF]7HF3GG&3*@*GN.;F=(9L_BHYSU3:,X2QY3)7M3OO^EE3.2MDR-W-M8G M1ZJT4N1\K,&46<;T\I1+M3AN#5KUP6-J=MRV(2V-55C$C@DSD_C^[J_RPPG#0?X(AJA@BA]LK!$3D&96(UO!?+9D[$6>2P*R0VH&8Q4;I04"2./ M'?4L*B"R7EP)._7"HB>$#2+XI'*;&CC/$YX\%-!#9 V\J(9W&FV5>,;C$'8& M78CZT6"+O)W&W!TG;^>?FPN_#Z?&:DR3/S99[N7N;I9+I?/.%"SFQRVL#!>U!AT)FT:#<,AF<\5ML*@7IADN1"<+5)KA1_W"%SIT, M#CM=8+!(4?;R-2E/H)&^? 2RBTABI0NEG:TE)K-V[R5;.(,^* 3W _XY#-I1 M!WY+^9^"T1%:)^"&QVFNI)HCZF\H78'Y3:7T>_QY= CMG0YX35?8]<[1C_,E M_,13$4LR(81+FX2-)QY3KKICK_]J(ZS:(%@W"-J?= @?2OA%,(4-:4Z1- Z< MPC^:9':>:TL(XU*;DF$ K0(VU[S*)'['XY)8,24^LKPD7%%_@(W@L7;,2E>T M2+L0-MT*'6>8!UIP[6N>LC%C.8X?ET6(;,VQ1%*4%E)AP*1,^]:Q1H99K("; M&$L[A*%!YR(ECH;N5D0H$_4**Q$^\@_Z_5>U>SA:AB;&,.4YGV')=.%663)9 MTZ0Q#ACJ$$F)57A?1!O A7 ^FW$W_^ 3TW$*@UW74J-U?Z(SQRNPZ"O\721SY9XTZ904-CE?'M!;-%!=;B;E48P3GU(8W.J\H"T_8# MHY9%'23L;JH0_WZU.NXU=V%O[Q5X/-/EYAS9W7L5-!1;8#Z[SH/VWEIKF>#F M9.&468S$$B8+5MS+7C:F/;)LG>F9+?&A%<&_M.)-!W[%5OF%K)A@?9301&>D M'H6B)@1'^$R83UFY"6.PL:.B@*"]WX')*!B65AEDP2QO)[UICU7BAQE'Q.P? M3!%J-]F3OIG0V*2'&WZ'6W;0/L#43#$%&Q/.[^(47<&#=AV'SJ9@WSMO,WOM MQ&;RK@[5[=8$_T,:HV5OZZJL? @7^2VV$>JX:,'EZ%&ZWK]]9OPG(UB)VE-> M#]:]WH4?)T,$..AWX"/9>2>"L5:W:!G'IBB6#XJ\<7BW 5PQ>=K_X.CM&\1S M9^FY:]/!)VY3E51NY-CZOKG,Y7CY(R74?*51]%N6"3>KV=QP%EJ1HW%ZDBO= M1*Q1K,C!22N5^X6PFI""!*RL8.DS@K%HM*>^[*%J; M2>@7*V0UW=[Z^T((UWGPGD^U6Q\&!_YT^T V8DX:6%YY$VZJ>0C#>COQ>\;W MG$LW].J!B:Z3E;DXYN@^3.,4H09KX_,IHTF8"AN MN, \,+C[P%<:QZE.O+N"*D)K*INPNFC5"Q+N1P+C--,J:]:OZA)&&!\HK?:0 M6,US\1>M,<@_1^L]MS<@,$RZ+'DYV _W\1XK)6U?2:G=RD$[O] 8Q*^H"9U$ ME#Z 0Y=!> ODV13/ZYN@-Y1E=,- *=SKVFA@X#<+3I\08LF,\9M6HU#Y)@XP[U5!*H+U!(O$Q2 M@!^ZO]]]7&AUR):<:=PE,=[!FKN<(<0-"U5*W.L8+H+.)R]7PT%4+]^$;^N# M+JUKA=\;74Y*&0C:ME^[G75)K8 64\=(^8/.<;6A^9QIY^9-#613+Z V=8^* M2[S-47M)PDVWY][*YPZ<*'/W48?J @/JOWPTI\UWHZ'_7')/[C\Z82;/!5Y? M))\A:S_&PO=V]R:W-H965TVATP-$+D74 M(, H&3WU_2JXJ,5]8(1\4TF8_.+T[X M?7SPIZ*MWUL+MF1E[3UOON739,B$2%,6&$'B;T.7I#4#@<:/'6;2J63!_?43 M^M=H.VQ924^75O^E\E!.D[-$Y%3(1H?O=OL[[>PY9;S,:A]_Q;9]>_PI$5GC M@ZUVPF!0*=/^RX>='_8$SH9O"(QW N/(NU4467Z10"0&_^\9GF+>_(Z+M?+N:]E1M,$!>');2B9O7\W^C#\?(#U2+WJDX$C]#B=N2>J!<2R=C;2 # M0DDBL\9;K7)X)A>%,M)D2FKA PY0B,$+9?@1]P(5'I&JH11W@^5 _#:?WZ!& M?S0*CD!^&A0T2XA@L;LG09W'IX++HXV9)H=>WI 2_38Y(V#BITY4/W(BLA0^RI @J>J3QG28_=I7)J*Z(/F$#(()D L.%U*@O>O207JQQ7CA_Y=:T,6S>[&5SB&:B.U55Q\]QO,Q?,^1 M!6:I(.,0?1WAG2).438?EQO$S#9X!S&W7TNBK26$;T5:T2;&#FN.@K>&H]#? M9:O'U/(]<-N6*BLYIE6\ 1_5AAAERPGW;Y.OVVR1*PSU-JMA218:&+%3",YZA;-1J=\S?O!:YTSWYEM%;AVG> 0SH1UUW6GWH3!O MY^/S\_8KXTJZM8*G-!40'0X^GB;"M9.[W01;QVFYL@&S-RY+?.R0XP>X+RSJ M<[=A!=WGT^Q_4$L#!!0 ( M$ U6Z4"%4'2L %!^ 9 >&PO=V]R M:W-H965TPK+K3L_$/(!$DD09!%@ *)KWZ^=LN0 $9?MV1\R#JT01R#QY]BV/?CJ6 MU>=ZJW6CONSRHO[YR;9I]L^?/:M76[U+ZD&YUP5\LRZK7=+ QVKSK-Y7.DGI MI5W^+(ZBZ;-=DA5/?OF)?O>^^N6G\M#D6:'?5ZH^['9)=7JA\_+X\Y/A$_.+ M#]EFV^ OGOWRTS[9Z'O=?-J_K^#3,[M*FNUT46=EH2J]_OG)[?#YBS$^3P_\ MD>EC[?VL\"3+LOR,'UZG/S^)$""=ZU6#*R3POP=]I_,<%P(P_I(UG]@M\47_ M9[/Z*SH[G&69U/JNS/^1I"ZZW*O*;_JB,_ M.QX]4:M#W90[>1D@V&4%_S_Y(GCP7IA'%UZ(Y868X.:-",I?DR;YY:>J/*H* MGX;5\ #;#-YK?KEG8JARK>ZS39&MLU52-.IVM2H/19,5 M&_6^S+-5INN?GC6P'[[U;"5KO^"UXPMK#V/UIBR:;:U>%JE.VPL\ T MM+&! M]D7\Z(J_ZM5 C8:ABJ-X^,AZ(WOZ$:TWNK#>BZ3.:CS[^TK7NF@2XI3_<[NL MFPKXY?_VG9E7'/>OB#+TO-XG*_WSDSVN63WH)[_\^[\-I]&/C\ [MO".'UO] ME_M/;][Z5NG_]V]O7KU[?W;[]J&[O[MY]>OOQ]=O?U/MWO[^^>_WR MO@_RQ]=^^^[CRV"J;M2W;Z*NDNO@Y:HLREVV4DF1$K,TP$*Y^I#5GVOU<:N# MNW*W3XK3O__;/![.?@1T[W5%B*Y54FD%KZ>'5:-3E17J;IL5R4#=PE<@\C6( M5JB:K5;=-9:'&L"OZU"MX85BE<&.N%#&H@Z0\-MU ,3U-MPE)[74L-,Z/^AB M!9LN3[3!W@ >*NT?*-<;6%H7#UE5%J",FMJ"&=(#\OY&%[!)KFK@(8T<15!O M$4@=\(JG@7H-L*4,9/^Y=%(5('2,F?JP_!.4EVI*M2L?M-T=5#$HFP+40U7! M(4Y*?UEMDV*C%1Q3U^JXU84"!B[JA%1?'>!JJ<93%8E@^H,NX-,R4U>X>1S] M^.'-"_II^.-U"$MDJZT"V>@#_B"8Y9LPU6M'O&IWA;5LU6 MW>YT!4_3T!N21Y0=9,<*3I \ B,;#GQ,O$.)9"!F+95M">X3( M(_X&F+TB\.&=O9@?P@4"O!>BYJ/!+0+/O_**J?7!6#ZP")\>W\7S.-( ?*399Z!\49UUVPKK6^: M#!9L;DYR52[2"<%!M!!L8/\,2U$8'GZG?<.A@JXL#X1_2P0(FF(!7ME6CS^@" P#=_'4ID0SC8BEF( MG3W9J?Y15HW[5I6E#"F3XFNKX4,-'4UG]%*:5<"3( ]E!4^[3Q;<'P/D(X9A MU ?#H3@_&XB=8!HDJ8'?P^>B%"!4"LX>D"2K&U8)X,N"E ,W_W7(B IP#B!7 MUIR08BEN7>Z## ]Z+%#%''9[)_9G2M-9U4 MV34J!K1,C=Z)98 3TD*IMQ(IQ5X$JR.P)-E*?*?*R%BF&1B,"K7(NBIWN#(@VCAH:N?6:D9>45.#N@(VB)#N/45F7ZVWKT6"=HAA%]G@F![W _ M#J,01JU@NA2[Y8@:B;")*W0 M_6T4&B\$;$(."+TK*5 &! 4M!Q(>RTE>!&/)"C1&+?X/;/>?L'JF[@$_C7J1 M-,"])W5_3/:ANK]3MX>FK/<@6,Q:?\_ ._J2J;\=LE/FN>>B+#0Y>0$1$)MMW#@C7:A;. MAW$811$C>Q3.QB/^V(]O]4WXOLUK<-G!2WD+# %/@..UN@[NC'*F'UXZY>S; M-PME#1*QV>:GFSR#)]&!>0 Y%"MW $$A;B67$URE38:QCB?M)&#H*.TXOX%J M J)1I/12GYD' #"]#CZT381RGP/Z[$0%*,0:L&:%F@+%ZDQ<@EPCIQ#R@:H9 M>_CT&/""WI,GJX %ZB8X0TCFN>G.1$-XEJ,(BP]+S&E^I[_L=5$;1P*$8GVHR,/ T]?T M]4K4%J5**&QB!8.G @8D[7R;_GDP(@./PB.'%5MB@\5,Z$TN:"\U24$E*2CG M;"V^JX;X"_GOUP;I5 MS/*PH?$[U.T:K#1AVZ@&?.2#:.SWH).18\U2GGA@JP3D.B5T/?IWD)UB# M,>:PD]6!9?*=A=QE ]'M:_E1E-%99RO0*G7-WJ"W'>?5@>.!UTM)#B3HLN8Y M_M^#7, %A>'.4 \,7UC&8W]LFU0;A'&]5LDF0;^IC4.5K%%U@RN,5IF= \U MS@'57[;@UC;"7;!&D&>?=9YM01MU7LHX(05[+)'> %J!&Y1'L@/]1,LH!BFK ME*4:5PFJ3]HK!6;X34 MESBD#-")DI$E,&BY!S[9D/M-B1E,'C$+<]B;,A?]$S_1/O0L;$K>CR%]J+1D M_?*3Q )D[9.-IT_H5^6A"4BR) 4;&J)0& V:239"#^H\%\VL#DXKB=H>U@7V M>0=R4.XM(C8,.+-^"P= RKH,^#R:\YP2H;'57WW>5(#$U"QE3B?!8.M%IA7Z MAB3=R $/NK*2[L6@ Z?WD,A'<'H:73!?$P<+?Z(F\EA1K]?HKP(OK/N(2PS# M-H4D0K@O1%/O;4'G/W6TK,DJHOL&W)"RC4/W@=#:SO%+,(3/NYRS-7I8]J"P M]B*<>^2F\E #8PA< 1Y=I 9PQ@FO1*&M,-)#IT">P+@($U,0V_QU . P]('7 M=MJ%E8@%U$8KCD-%@[-Z=KA):O(+C"Q?4,!'RF"!,*-+$=(;UBXCR&A=V3QS M9>(KNH&=# $E?=Q@6C>5C%Y3X4X>&B^_&5),#4Y)D9+LE.W'K+/NJ607W+N8 MBI)_N!*%VCV>[@6?%J%]](06 $E*@LL[7 SF"L+_'!F]][CD"<>#V#Y%9S1P M7P)Q&/JT]\$)SA$.00G;!]@68W]&0Q\+PTY/A_-!9(%!Z,YR3?18/!B9I[X[ M8NB";8BS!_?IQ+&"A'[S^31IM@H:TANH,%$R)[R(*0)CP7 N,W(ZMCU4(^] MP;R0Y47,;*.*J+V'"-=@PCIV0L@1D-K+&OE&RA*H +/TY*3+%77:[C =>0.Q M-$<2Z(Y(_,T.14TE.!.,MXR<')44&Q4RC)F57*17O*B!)H2I.C$IU$>L)T/( MA"<[ZN 38- \4;$-"*TQ9[72Y <%C_'8F4J"PU-:))J,PG@V8^8=#J,PGBZ^ MIJG)8]U3R<+W_KN^^R)JQ1[.5YS5-?(6FU#4W1@+)A7G M,8.&^'")K4725I09=\>Z?1=\S4=S4$@IH*59(K'=,-^TPCOO["9_>6\= B^2 M4%?#ZV"(\K40+?%4#1?A8C8/%Z,A?AB&T3@*1]$X6 Q;ZF0>CH:SON)Y&"_F831"8&) QF(#@#$,LK XYHWDXG1%0^"_R#.!]<$:PC:0_4II-ZB72H%7UDOY> M"AMCXDY6VK1BL.$!;*!?WF]W7)S9]2&\9Q(O3@4U#7!)J\IM^YV@U\N49A:N M=IL#&- &ZFIS';REBH*7)GK;*=!Y/JY7Y>**$*V85>Q_V :%7?(EVQT )#(> M5#7Z(EEB#)+%BT6/?:=-2&$R2::#!I>F8-7:'=O]DD@Y2[O&%\-0G(JAPB"@ MGE(Q@^ 5%8T[AR) ,64LWD>G3%3H:RX[G"^* 62U@)Y M]M1OZY'W*3 [VX?2#4G&=EL\%:_'">" 2&'92LU)$ A^HG[ _AT4V4%P:7%* MH[@-,#7;#G[_]4W1B$FG*-+<9$W"P)8!R< >*/EIZ(K9$K4"DBZ]XP3"6PQ(_EDT@X%/K Z45,+*F9,[*Z!;,#Y<8<%"B#&%? M:9V2:J=JQ(;2=]Q]T^)'"61KGRNEV&1==W]EZE\"U;+AXID)V-O'Q'R(8\\I\GA51&L=*WY[P MPU0^Z3I4R)EM5;.JWN8A:RYZH>9MEQ.Q7P3T+SFV?!XL7-%BIFB )M_6Y6I; M=0LQND;MWVY$U84^8HV3>V"P(.RUA23[K,$"%)J(J^PZ^!V?^@28H!L7--WT=P8+\/06 N!!EP F=VJ1.@?42D)C4$4C7!>5B)#=@UM>MB MUCZ5R/WV_D[-Q_% ?=J71< %P')O1$J^17OR]P1L# !&9@-"5"Y%Z.,9GL]3 M)4M]*L6EZ0" R'<=2-B]XO+UI+EX47!;;G 'EG#49BP1M.+W')AZ#D#T*C*J M?J-0;3B,Q,(=Q["82/I9[L\O1YC(E>[BH,7ZTY:BJ2M6U/-K*EJ;LL7O9;&Y M^1T@3,%"DP+S&8E+"V(;-7=6Z4Y7F>W%R7&IG)827Y-QM,C*DUOB Q1;%@KI=J84GW[0QJ"NL@HT<2UMT](W*=VX$MF&Z 35 MAX1;ADFI'#),?V(ET=7 28LBHWTLP0E0HVD4^!BJU*]>,'F&+5&S9[A(SK!! MNE::?W3J6@=,A5UAX_@JV[/9+HP_9OI>UIAA(I,A+<>RI,=.AI-M-2"3O@OJ M*O/BYB\:K;8VE%=?49F\& YH#E#[PJ:5Q_-U+# MR.96,J;15)FWB!&Q[;"B8B/A\\YEQ:F.;74\!^.P!09J^WV.94=1\&VM/@\< M;7>@=J@M%+RGJC0^O'55+]W/HFP^W^1(B>4]XR5E?,14)>>HW.D9V8C656/= MVHXMHTN06UKV*Y'E 0YR!IIEI!6*HIO%1ETN:G#YJ,D1ZD##2D2 M(PD9)=+M03M+.-1$'K0P'!<0R7O- *X[G&T"B4B@J('L&$-[4C=[; MSH7GZ&U:->BXS&RC6KL T1;C'^$5\% -\/85_]91"8:"P5]F6%_ (A1MH,S%M*Y9]QB%&-/M]H>!=LXM:7K.$U"7Q.!R]S%IA"]8OV( M6Z/Q&^S=L4%^BHX:R8SK>&H+4]#:RYKH?K+@XA"]KK,\1__F4',R1"#F\ZUM MX34T7V 0Q,5 )OW5&3=<#ZS";6,07Y746)-\P<8HSME;N7*"Q'9:KANZCA"^ M=,9(:-UV2PX@Y-QD/ CN(=C:FZ8F4 ,IM6]R6$Q]6XQFA4&9Q)\0(%?MC+=% M(Y.+5Q!ZK2780X5"D5"WFUSPNN/"!.X+W&CO21GGYY*\2*PK&7R,86WQE>VP MWY@S4/=:!]S2/37N^+WFVN4'T[-N''*QULD&W/Y-TA5!Z@@S7>XUK]%))"Z! M'S07J[.ZLU1 M=%4 \/"B5&)-K;QRC0AA,A9AC8'.'B%V#6M50R&O2K$CE'W MNJN]N8DM0R4&D5 ME80O)0C14S_5@=+F'=W?PF9&J,7BZ6@>+F;#<#&?4H[FZ2R,Q]-P-(QMD/5M MKMA9O_KN.OC-I2%^XS2$^TT@B8E.![!KTF4]86_V4$H_,6VZSY4I 6+>:D^9 M ,K:4U/UR?.*3>F@W4087,7\.D'AEQ[064"GC#I,C*OG6:>P)[G2.4-6\,6E MQB:Z2O*G3V#A\3K.*N!V=[($NZRJ@%_9421/N[=UU/>G*)>#);S\U-9A[BT^ M5L:]7D0YZEW>(>FQ*H$)^1HT&9=F\CSD0*][--LJ0"TK1((&VR93P205$X/O$=6GPS >C<+A(I8VF7 X MPMI[?%9DT)63"I/0[$8*W)Z4)707Q:6"SW*1H!0*O,1"U;2/9.Q;89HI'*WI MZB\]!2Z!!,E)(8D"RJ%:1%%I!SQ ZQUPOY6KC;7-!4F8D;,[9;8MV>:CZ8U7$ M!F))P_)%NQ B6]H,# 8.P:U_]])V5?G-_NUK.BW/ M1F"44IC..:I XV/O/Q)3H-]@6Y[-C950+4NPF-7Q$QUS(AL*')"9JB2_[E9"?[RG(C6)$^"<0+OCIOB'VXS$BYG;C M^6233H-;(#-1W/B4#V]>0*1PQU47[V;,VD;[7X>OD2,2@(#97A"Y O;20B3 M5?Y-E=X9,%M;#FK-@^$X@7PNSJ,&9Y+:!DIBILX>G&AOY;UM P%WO&-IT'-; M+RPK]^:"]L 79S)$R[#],UK3]:K8.-3J\:,&[=[HYTI&F1V/QT$)P"0# "MH M69GSWF,T-\%[;NK7>"?LS8OGZM/]KYUY--/!:#*?P_\F\6P6W,K5OXL/C\>+ M!?QO$45#=;6_)@M2Z2U.-P,I$'Q=80;T6K6^"T117^7T':5E>6X$W2+@P3$H M:]X %2RZ-B>7_2RI#&H\=$*3?^$5;"07]\S]Z:;*E@>>' 2;\'? *M[($ZF= MR-4IV)T&!2@[&NJ86P*1*B:]0PLL"H0LH@^0CJXV0 MWMV094Q.N$?HK&9S>L%ZWW6RHP0&9CXP-9.8T2!]PCMHTZH#FKT^@ F##M12 M$3L;S=-XRDXH"FKQK^M 0F&\11MPIQA)'<&-R=%X'MU@D^!9R-Q_"6*UQ7$* MKMZ&[2UT1VV7?(;#FJ%0=^]^?>.F0K6+=7W+WM&R+[_HU8'4.WCP=+@35=F:NM_NVL=HZB MI=);Z6R_I8+[G?D*#<@(XJ*%3$J3E05.,B@,UY&QDY1#.^.0EMRQ1 (&4!VR M>FL]*S-:AM*Z0NB>9B)JJBLHNA/J4L=Y'R7.2R@F"]6@VT Y,D*<"S#>?[C# M&25JHTL(!_9;LBL6G)8=!9ZL@">;,D_4L3I'_LN251TY.2SG>-#N)V M5M)-T'/DVC"^='V% )_<4KQ:Z^SQ=#_19ZL/M_MP^ MK*3:,S2D4@^O9%)$\$L]C 9) &?UYYLUSBEH=6-:SG)7O5W/D"%2]X T<^UC M14GW4W#*L*H,6DO*%.S =W*N%%,RP3I!33\[^%LF1S(%_F7T![Y'!7S@3(5H M?CS16HN3P4; \4#2!&=0B3?]D,GT*J\!6V[#TI5T>]V /H'W)$V,=B^.2XSG M@5)JKR'SP>FD-W*LSGF_+ULER2^YXG26O/I("2B9NN/#&#A,I#R@J\^M H&N M,?M5IA3XMX)<5K \,9\3>Z L'O$DNC;9(J]JW']PFKO&< 9=.%T/.'^!Z]+UF$1:,]BK M)QO2[L\03]2;==0;T7FA(9XO\+HI.F#RA9N^EH:/-'))PMYS0&ASZ[2V>MI< M%LPG=;#*B7=#Z3265'GH>2Z^89=;M?0$I0X;28"B74UXAAH7^:TJ:D/AS=WP M3AW@J4'UN.IYX-5.F-".M W?4R7%5"MS_ZJ5>:>:_%FAM,.O>,,+83-I2I=4 M"?Q0[5S@NB]:('L?-9^ZEK3&%>:&DG2",."6/@>P0 ML5V+I=X)265WY&%59=1/8'J91I/H)HYL!<[&,NW39]T E]8"J%%(EJW6./0O M63>PZ+&=-A)@W*"3#Y1,(\FX/]? M+:\I\JMTHULC NW0+EK))GVH4KZZ[H#KCW_EV9U5[MV'DHRM'$HRBE:P_LRHG7M,ID.W$^SS0< MV5H>]O-BAK-")W\%N'2CNK#K1$8WG5_*]/IF>8+ 69O=M9D(YQU_=ZAYU(L4 M+TW^R,4CY@3&0: ,#(VNZEK'@\T@]RDU.YXB*"! !GH-K]MCRL!;N59_SXKM M(<$9))^3DH[P7Q"&? ;-KNY757E@=3.Z;L\S>_S>^?GM!%==O*1^R5P_8F&Y MP-CJ;PC:75UX^F20&(-2&J*>MJ>S\+J)I.)6 \*F:QI-P&B^H M6>&_4?4]G/7IWLME\3N.TSC,Q??_(1-",0D#I"[DHJ;ILJNQWW4ED_%5V>UTE9^?"LCM MP(P!H M36%2M%TS#6=GV:9$.&@^^HSEW>\+!'7<2RW+Z+1I5P M"A]ICP!=%TS($@@\E*O1K20=R2J7]W D8L['(6R=5^*IJLYMMM9F7/ *X+6 M,PXG*3<"[-Z8(!Y13M$SA^CR!6QOIG:=OYS92%VJ^C;Y9]XEN>NK+4KVJ].^ M0WVF4O2&"*X589I^0["E 3$J%_1J,][BD9MP-N66X.PN>\O;IK7-E4GN:C$1 MIE&[;_51O016VO %.IXEBX<+V,ENCVJSV2!,<>:G&[Z 8PO3$(G^[ZW^$U6V M+/]1K[9%F9<;;J-9UF6UK"GY3GW4= 6@KCU+X=B2:)35 < BTZ*Q_P@[ DPT M8D?SF ;#1S?WFE2EAR#S)P=6.-OD0&E*JEV*\X');JP6H(ALML'YPI),/8)* MG$0_&'D#[=3%+X\(])N+F4O"'FC-7S' X8$MIB1EN 7X@Z46(IS=[6II%IQY M:,0Z/X6!F3Y\1OW,>%.BP$W#G7=7VNFC;ZL2NNKQ'ILH*M;]V5DC:TVL9^I[ MW+Z=>/TI9IJRWF1%X4W(Z.:#Y/?U)=B"=A&$SR>#+_TC[M[M.MDAVG1'4DR"9*BF(]"0HH%)Q&>9^4U^CR4M*V] MS198$V$B7"+-:6!:#5]X,Z:E3&9F-!!266Z'$3!LN>[A5&[>E"$RG,@L&V,Z MS.;4T8$*38-]@#!,\C#VGHP)Y0E 2QIVY-V?G$@PUH7#9U*4%R;^@X_,U__P MANR7D[HU]Z7:%0VO+5*T5=^1B1E7EXG>@X?+?R!$M?>D%P-/F(ZLZG$(M=T? MD\^]$@9J[1'%Y5T-HVQPQUKXE\C0WPR(\22F"ATQ$)E?V86IVV,*!X\K5J08 M:,S0OY$9\(!I:A#V1C^W+FS:4M:K"WJ1SLQ3OSB%8/[T#O5A!IZ>0YE<;75Z MP&?-4!V.J>U=)]88/44[_^_QV"Q;IP]6*(!*C%K._%EKF%?"#CWT"/P>+5KC M7+9D!CCE*RB*YZ%Y]';6:6JWQ@4>F["PDHB1D0E-&RMQT1D/&J-88PJ QSOV M,8UMO,XX%)0_,L+78"^8>83C$98(W!U&'M0U'/,@"&TZ?D5DQ5YO)+W2C M>9^K.U]_W[?N*K]SQ=;7+H=#0T-,/'4IG K>,_D0U2_-UG!4?S=SRPG'],QG M83R,PMD\PIE!XW ,_T93G-ES!;\>CN;A;#)7U_!Y,0S'\VDXFH^#WRIT:*0Q ME48-S1=Q.(EF.%IG,@GA'_QT@U]-PW@\"^?3V#3K2:&=?6UWSJ<*%IA-P]DH MHKWAM2BV&P 6 )S@/&T>7Q3<4X&\[Z%HCA=*-PMIA_"WVB M[Z7/=![&HPD.;<"]9A!EPUXQTV<>+N)Y.!\M"! <" 6P38:C,_K$X6(V"N<1 M(F,"!![&8X/5$1!U%BY&HV^@3S0%(LQ&3)\1A/R+V#&WJUPAH<9(ZY&Z)HK0>O#%(IR.X;#QE%^=C8$$(__% M"+8?XZPH==V6K1=F=!5= &Y)U(7I&]]$I+M+?W6$,#Y'G@]G$2)Z-"5F,BA' MEHL![^.1#*>R33><4D$90F3/D<\0\8"F"'[![#>*PC&L'(T8$:-Q'$XC>'0T ME=5039^M.)P/PPF\AL- X"6$#)@^(EJ"6,U0UA=,E>%L%DX +>B6 B<35@#-31>(*(F/0<&0@ J@'WBV06&^#:I?90A MQDA1).*(P0$LFW/A5S/\VQ?1)7Z(YX (>&PX'),$ Q) I\X7I(Y , #SXYA% M<13-2-N!+GV4'T";#^> @S'-BHN0,<+9F#@,=,)P-@ZGHGR'<^2N<1A/QX_R M \"X@!47\REK*ASV.9].>V"$^0'PWC*2_D=J? MXN;'9T'_\Q?U#_)92X?]\(T <+3BWKNP[V.LZK25IZE4-!BI'R[RIZ^A/(VD MIH.A?:N7#UN:R-,\P'6#\=F&;=YHZ1RG8]1D.ICU[MKA5ZM=G&;!ME%X]9(6 M^/])%JLS/'T!5(DN4Z6E)SR] $M=0)!3#[Y"\!2 FGR5*BW)=Y(.E![,OX$J M3LBM@*LAOME&/&'J%84M_ZJ'[*K^O8'-HZH>'1.BT97\F;UK-Q\FR_880.E"#[39&X<@QC\'K21=G%_2;<1=PB?+3ZBD:&@QMA)A6W0 MEHYY*W"\9J#QXWC*'FL<+<)%-/[:5A(S=K<"_@,>G,0C<2!!L4Y'L3AX9A]R M2<'U7\2+[W*,_T?(TG^<2V0!**,8C,-4W%)PE2?@(LR=+V8$&G3F;\@Y74^ )$,V(L09R.X1_X\E76>$"?89X&+QY.9F? MK^X^M1]\>3&>?5,-U-\.ZG]E2;GC:4?V3GB R?962EC29GVI)C2*CT34G>D5 M/:G[VD[LOQ2T!X\'[>U:A;N'1[.NX3?(7"X5Y;HW;45AT/>WHI]Y?^5[!Z#2 MWS*GIJJBX3_X;7^KS)]+O^6_$NX>Y[^U#JC?9 7.IUG#J]%@-GG"$X_,AZ;< MT]\,7Y9-4^[H1_P;1+K"!^#[=5DVY@-N8/^(_"__#U!+ P04 " +1 -5 M-"PW!+($ !F"@ &0 'AL+W=OC5**G)05FC%#*R&[7%T-CDB>V_PIX"- M;7PSRF2I]7<:7*7#=I\(@83$$0+'OR>8@I0$A#1^5)CM.B0Y-K]WZ)<^=\QE MR2U,M?PF4I<-VZ=MEL**E]+=Z\U7J/(Y)KQ$2^M_V2;8'F'$I+1.YY4SCG.A MPC__6=6AX7#:?\4AKAQBSSL$\BP_<\='%T9OF"%K1*,/GZKW1G)"D2@+9W!5 MH)\;S;%NXR31I7)"K=F=T0J_$\"Z.WO1(,ZX8''&_R?A-G?XZ5U!EOE MGWVY!^2C_=],_?X'U4\SYZ"WTTGWUCX^GT M]G'^<#7_PN[N;^?X/9W=S.8/BWUD?P-W^S!K?62'[$W<1J5:OU1JKAW["P^- M<:H+!RF[4JT_2@4H4W3282X#=CE>3)BPML351L47CJN4F]2RQR+E#A"IZ[T. MHT&'O7]W&L?]\TNAN$H$EXB+@I0AYB&;&DB%8]?:6K#LPX,N1,(&\7Z51+O=XR/.=PS&UIB&P2XLD0#T^1 M54U,-(AA1@34VXP/1K% .C,A9@;\:2[D1+A.JA6E8^,5E"1A)$2V^ M0B>&&PKR)7Y$Q[2IHD\=[\W06FX9)SGIN$3D7#A'9*\4:O04G(+#"VD#_4^' M4;_3>E,^6HRB\]=%[" Y(YXX)1^*^A72-5&OC$ZCXX-0A&N4Z-GY]"@^Z.Y: MX"$3UK/"PQE,4/BYIK[E4*!FU:FB1;F4B)3HO.!*^,;@SJN6:+R"4D#2S.8H M&5;!0*&-[^9G>U0. ^(V2UO+K0^ZF$V9TR_D^)T:<=Q!;1-9IF2R7V7V7Y6[ M[ 'C33V7;0O3+R0/43"^EQ2=<-I6>X]Y%,(PUK$?)3?$!:M2@2*10;5 M64M!^J2-;8:473AR.JQ GB(II>]4\J$-M5;"-RP%E?C&0#^P+9*4AT/'FP&V MU5("-7/K-G$Z]'(<[3FJ?&/$T6'_M#Z.V*2TJ*RU5) E ?5L_8@:A[?#LWEX@=UP@\UIF805NO:['X_;S(1731@X M7?B7Q%([Y.4_,WP(@B$#7%]I;(5J0 'JI^7H7U!+ P04 " +1 -5KOX- M^$8# ">!P &0 'AL+W=O[7^ [?^G#J^3 GC?V%=VR9G 60K8U6Y!9."DLOZG_W8 MQF$/3."Y=4F96TRXGG!VE M2F8HK68N1F806N)T.V&VQ4]J?/(+?)S C9*V,' E<\R?$X0DIE&4[!1-DJ., M[S#K0B_N0!(E\1&^7N-AS_/U?LM#^#*>&YID]NLA9VNJ_F$J]T N3<4R' ;T M @SJ1PQ&+U_$9]';(T+[C=#^,?91>G>;7MT^W(\?/MS=S@ZI.XH_K.[V[N&J M=0&OX3D[O&(GD/KKA=H 7?"6+1 VR&B&+I- >;JK)B M3D?PWWYP*_<2:7\)$&EHAIDG8Y*:4L>7%^G<$:IH/R\!DK$H<<9[M5,2M[2 M=P8#WK^Z?#:K3?,9US7WR;SN7#=,+SF5%H$+@D;=\], =-T-ZHE5E:_ ?034$L#!!0 ( M$ U4N/<:=?P, ,P' M 9 >&PO=V]R:W-H965TT"SN4;@H45FA%1C,9]%B?+V\\/;!X"^!C3T:@\]DJ_6#GWSDLRCQ MA%!BYCP"H\\CWJ"4'HAH?.LPHSZD=SP>']#?A=PIERVS>*/EWX*[8A9=1< Q M9[5T:]U\P"Z?UQXOT]*&?VA:VTD2059;I\O.F1B40K5?]M35X F'CUY-(#N65Z%O$6 MLQ%,QD-(DW1\!F_2)SL)>)-?)=MG"?\LMM89NAO_/I=P"W?Q/)SOEVM;L0QG M$36$1?.(T?S%;^/+Y.T9LA<]V8MSZ//58GWW\>[]AD[FRV9#)[-:P^;#8KUZ MCNAYJ+LO7U>#-_ [G,2$KP4.;G19,;6'C,FLELRA!>ROAPS7HZ+"V5 XX3LJ MTX8SE2%=6E? 8G,#Z64RA)_K/(2F$%E!;?RM%E0K8,!K)B'433GF.W2@<]]@ M(@.F.' A:X?\-(,1+(/Q:8K^EU%. :>V9 2N(*ZA4VF)/:(AX0%5EULT/GSP MLT#B91V1\!Z\-@='@Y4VSL\HAM!\!+>_(NE]VA1ME]M)TP'C_U&_$YK35-U, MUAQ#V$H[\A=,RGU;%9(QP#PG70/B?$R6Y")[ %WY(>RD$@_T*M0&4$'3('\'I6S)"UMG8]*TQ8$ME[D MPP(^HC<^4M@2 MS2Z\(Y;*42O7BFV_VC]5BU:AOYNW[]QG9G:"3D=B3J[)Z(_7$9CV[6@G3E=! MK[?:D?J'84'/+1IO0/NYI@O137R _@&?_P]02P,$% @ "T0#58:.''+H M P F@@ !D !X;"]W;W)K&ULA5;;;MLX$'W7 M5PS41=$"2G2S?*MMP'9<-(LD#=RT^[#8!UH:640E427I.-ZOWZ$DJP[@>%]L M4IHYY\R%0TWV0OY4&:*&ER(OU=3.M*[&KJOB# NFKD6%);U)A2R8IJWW;QP=KOLVT M>>#.)A7;XC?4WZM'23NW0TEX@:7BH@2)Z=2>^^-%S]C7!C\X[M7)&DPD&R%^ MFLUM,K4](PASC+5!8/3WC$O, MZ&QJ#VU(,&6[7*_%_@NV\40&+Q:YJG]AW]CVR#C>*2V*UID4%+QL_ME+FX<3 MAZ'WAD/0.@2U[H:H5GG#-)M-I-B#--:$9A9UJ+4WB>.E*DM)S\]F\>Q MV)5:P1ICY,]LDZ,##Z@GKB9T8^/&+=*B00K>0/(#N!>ESA2LR@23UP NR>JT M!4=MB^ BX@W&UQ#Z#@1>X%_ "[M8PQHO? -O*3'A&NZ$4@[,$UI37[ <;HM* MBF>D5J,\_#W?*"VI6?XYEX*&H'>>P!R@L:I8C%.;3HA"^8SV[/T[O^]]NB"_ MU\GO74*?S9?+K]\?GK[!>K5OCZM+-^#*W@+$XY] M8XA?H0.EX4.L%@ !_A@^][ M3M ?P<=S7 Z4--F(,'"&H[X3>E%#&/4&CA\.X"E#JXF"EUO0M3R%VH0F=08Z M0RC:W@"1@FD47@^DL\K&UOR5])NC09?.Q?QN_K!GYX@23P MB*1-V F)[_B4C_Y@U)%=6<<#8L+^71!J:YIW5/U4BH+B_K4CA*/9GYQ$O7#X MLN,'3J"#/A4I]-^6&P:.-QI>TNN;<)IK29%?/L^MS@\<]N2\*E-OZ5E10TS971_>TNWCGS7WSV[RYM>^9 MW/)208XIN7K7@\@&V=R$S4:+JKY]-D+3758O,_IX0&D,Z'TJA#YN#$'W.3+[ M#U!+ P04 " +1 -5K+V)[1@# ! !@ &0 'AL+W=O;0],@:=-#L0=: M&EE$*5(EZ2C>7[]#R5%=('4O$H><]_AF-#-:-$I_-R6BA9=*2+/T2FOKRR P M68D5,R-5HZ230NF*63+U+C"U1I:WH$H$<1A.@HIQZ:T6[=Z]7BW4W@HN\5Z# MV5<5TXI'WNO' =Z5U&\%J4;,=/J+]4M]KLH*>)><52L.5!(W%TEM' MEU>I\V\=GC@VYF0-+I*M4M^=<9LOO= )0H&9=0R,7L]XC4(X(I+QX\CI]57*6':)S2=;Q)[ MD.V-5=413 HJ+KLW>SGFX00P"W\#B(^ N-7=7=2JO&&6K19:-:"=-[&Y11MJ MBR9Q7+J/\F@UG7+"V=6M?$9IE>9H%H$E0K<=9$?P50>.?P..8OBHI"T-;&2. M^:\$ 2GIY<2O;Q+6GGP7>?/F\&401#.*&!DP\\8!1\UWW\/\R!&2B4H+8TEP-* M/%9;U&WR3XW! VNHX"QJS@1%\09*BB&&I%DPR8S&'S9*!$D+_;C\=U-Q5^NG>S]2/3.RX-""P( M&HZF8P]T-Z\ZPZJZG1%;96GBM,N21CQJYT#GA5+VU7 7]#^-U?]02P,$% M @ "T0#5;B'#+NQ @ -08 !D !X;"]W;W)K&ULA97;8H=-^T5Q0<(.10\ RF=)M.D&=*F%YU>"'O!FLB2*\EQ M\O9=V>"0#I ;K,._G_Z5O;,]%2!DG:6 M2N?,TE2O?%-H9&D=E L_"H*AGS,NO7A4K]WJ>*1**[C$6PVFS'.FGZKS+H%/QX5;(5W:'\6MYIF?DM)>8[2<"5!XW+L3<+SZ<#I:\$]Q\IL MC<%ELE#JP4TNT[$7.$,H,+&.P.CQB!Z0*WQQOZESIWRF7! M#%XH\8NG-AM[IQZDN&2EL'-5?<5U/L>.ERAAZE^H&FW4]R IC57Y.I@M@--@3T"T#HAJW\U!M/2O90[JVF7 M4YR-;Y1% W-,D#^RA<"1;XGJ]OQD39@VA&@/(8S@6DF;&9C)%-/7 )_LM)ZB MC:=I=)#X&9,>],,N1$$4'N#UVQS[-:^_A_>2G8'?DX6QFKZ%/[LR;3B#W1Q7 M'^>F8 F./2H @_H1O?C#NW 8?#K@3Z;?9KO\ MO4WHT.OX"/^S8&(Z:@ETL9@O4+>7VP6;H4:HF(&C?M3OAM$IR/J3T.VEP5*K M'$JI43"+*11,6XZF1U#8 0U>0\/N(!ATA_V@X7;>Y%(!V P8#-\#D[)D KBT MQ#,6-.FZP'(E5U!E/,G@:-@+J2R$)$W#?6:Z167!@0N*33HG1Q[H)LFU4RL*NK&L%"6VDP]S*BO MHW8"VE\J>F/KB3N@_:>(_P%02P,$% @ "T0#54N380G1 P ,@@ !D M !X;"]W;W)K&ULA59M;^,V#/Z>7T'XBN(.\.*W M)$W;)$#Z,JS [EHTO>[#L ^*S<3:R9(G*4VS7S]*=MQ>D79?8KV0#Q^2(IG) M5ND?ID2T\%P)::9!:6U]%D4F+[%BIJ]JE'2S4KIBEK9Z'9E:(RN\4B6B-(Y' M4<6X#&83?W:G9Q.UL8)+O--@-E7%].X"A=I.@R38']SS=6G=032;U&R-"[3? MZSM-NZA#*7B%TG E0>-J&LR3LXN!D_<"CQRWYM4:G"=+I7ZXS4TQ#6)'" 7F MUB$P^CSA)0KA@(C&/RUFT)ETBJ_7>_1?O>_DRY(9O%3B#U[8"H MS22R!.T$HKR%N6A@TG=@DA2^*FE+ ]>RP.)G@(@X=<32/;&+]$/$*\S[D"4A MI'&:?("7=8YF'B_[/T])(-?X" @[*/4H^=@NB@QBI)YB1(SL%*"RMF<]5QV7(KB M7JL*-=M1T5H2T<#E$RV5WD&]T7E)U0.?DR]P!(,P2>)PG UIG61A$I^$H^PP MQCTG@I'=K2TE&6" MP)U@' Z&(UIGH_ D(V/CM'?\Z31+TG-X*#FY5ZD-&=/H\R8M>5\BL#=59K3N)JY4\[S_N-K>QG6WM+<,@2&6!TP75!1]KN?!@* M-'PMN5S3G:1F=_T(E2I0A"X=6^IJ[JM1,$L9^M/;3;YTH: MZED.RO?^/C%#N%15S>0.2 HU07#I:;R+1"B^4JA?V?(-7^JV5+Y8+2E:307' MC9CU6>E4VV!0R(ZR<3^C_B8$M>K0&WL;%2>59OUX+^7\K5TZB/P>L=\&^8WJ MEC1@B8#/-,L,.5=KM2;/# T$L:/)D%-F73S(99_2]GJ?S)KC%>JUGU:&O*,H-2V] M.^T&XKR9 R_BS33]RO2:2P,"5Z0:]T^& >AF0C4;JVH_%9;*THSQRY*&.FHG M0/Q^XPQT?Q-F_P%02P,$% @ "T0#53P.QNLG"0 *Q8 !D !X M;"]W;W)K&ULG5C9;N,X%GW75Q#N0J,#J&S)>U; MJ4JC>DDJ79VJP6 P#[1$V>Q(HIJD[/)\_9Q++98=)P_]8FLA[W+NN0MUM57Z MV:R%L.Q[EN;FNK>VMK@8#$RT%ADW?56('&\2I3-N<:M7 U-HP6.W*4L'PR"8 M#C(N\][-E7OVJ&^N5&E3F8M'S4R995SO;D6JMM>]L-<\^")7:TL/!C=7!5^) M/X7]6CQJW U:*;',1&ZDRID6R75O$5[_P96Y93R/V=W?I2P O+T:6*B@A8.H%G=;B1N^(BXZ)\XS/ZS6!JK097_GO*] MDCP^+9G2Y\(4/!+7/>2'$7HC>C<__A!.@\LW[!ZW=H_?DG[S^.7SX]V7IW_# M[M\7#T]L\?"1W?WQ]9?'^[N'IU/&OBWNX?/3G1>.V7OVIF#6PN45!)=Q>(D6 M+VZ82AAB)+*ET&V^N-I@)MP[I\/Q_YL-/;N>;2&GWIW9"76GI^/ M_C/8?YD.F?AT)_A[,.:"+:*HS,J4$XJQ +='RO+749SGJ/;"#.9,9? Y#W$TG_C@8^M-YP)X0J0\J M*WB^^_&'^3"<71KVJ\S7)?<29(<"Q!%>IX)LHK!JE/>HLLHJ2-\RF<+0HM4T>0OM- R]IMD=H00!R5&MV%Z)(I+2 <3R8S/P@"E.P2[U@& MK=IXY!%W!+.ZK&O\BYWG\Y<[^R?=4TGR7BL>M\'VV=TW5'QKB5#(ZV<\<=U$ MRXB92"EGQ=$"@]9FVUUFRPMF=N!_Y@)@5"9(*@"A5"*+>%X2HJ4&D("(L*R M9C70_:-[IK:Y<>OX$I"Q0JNX(A&.-=\!8T_"=1DO7 M'JIBT4:@3]WGR).N"9G@-22UX1Y2WE(I-!1F$CDLB(.487W<>ZC+AEA. M.VC>T6"P)N::6A?TP*.8B@!M5SIVVUU.-$@[^&,D8B70'14:;M8A]%YE$2&3 M3@0GC60'*4-LMV!,$AB.?R?W!]N4.I0L1S-P <@*W%BIJVTN:2#<_8 MH:Q$PC[#$P'@]ZE\R4;'"T6^D5HY\=R1RM8QPO\Z5ZE:[2X="N.S%\PY$M5Y MT:T>"]/,9C&B65T#4BUHND%=UN+]7HY7+R70VI#@64,B4V+JV$A3!<>X M>( M;[+YCWKMXC2Z/MOR;H9 T3W7T9H&AR$1ZM@>AV4'&:KC2R%RE[N4592]!U(J MWF@ZL;$<T2M55ZJ&''WV\Y%P\9W&JJ97;"1..:ZM>Z93U*9B*L!KX]35"?Z!&!C1@>[)E UVDV$ MWJ 1.TFCQN=C_+'HUS(7;.37$7A:-TKWK4.+#0[,54+4\R"5!D]\YQF-Y.@6 M6F4UM-T -H!:P;-*=&T&2>T<-*CFH35E2R!&AQF#$% OH8<5N'\A>!85<(E MT&8'.D4D7_EN6&S*54?YGBJ-NZY$H,HY(JC:%_*-J0+]#@G>T/DH,3I^'$P; M3@<*JG:C,B3R9U&A[II]AR?4T$Q;1<%=GJ]$IZHEX&CU#JH1ZDH>*C0@J4M= MQQZ\:ASN5"A>VK72+O,1V*CJ\))\=]1PE.A,+GL[6]O677*XB&E7;2NG"86H MZK[M\&%E1GTTSQ4F8U09&L*)%/#1,G=4SBU@;Z_]AD%BPUU$B=;.^AKYO3\> M+I;HMCCQT;'2T/R=IN\-+.Y.QKB4U%G5\4!#G>5%1\ 4KTZ,,Y4XX@7&N^X0 MX[TUQ% V2>)@.R!@;,**T_VPI9:KE'WV26T%7/19W Y1##23RIVG3\KP/5D) MH9-5VHU]VY!V!S3(%9:":;K"D%'85>T!H@JKM\)-&9K2L6:=L:HX]))Z G5> MM("EZ_C$37(6EE";=<>Q+_>W(X>0_"7"DG[@7[Z;^^6R*1U@-6KO):@.?^J>^!0TZ'_ R MM"'WF9+2K,QM]2VO?=I^"5U4'P#WRZO/J&ARJ'X&F"?8&O1GDU[5Z)H;!,Y] M#EPJ:U7F+M>"H_G1 KQ/W,&VNB$%[??AF_\#4$L#!!0 ( M$ U7('L6R MT00 $4* 9 >&PO=V]R:W-H965TR,J%N\4Z"[IN'JZ0J%W%P.@L%NXFM= M5L9.C*87:U[B/9K?UG>*I-$>95DWV.I:MJ!P=3F8!9.KV.H[A=]KW.B#,=A, M%E)^L\+M\G+@VX!08&$L J?/ UZC$!:(POB^Q1SL75K#P_$._6>7.^6RX!JO MI?BC7IKJTFMZWA;5DO!,),:S3Z8F0(UBZ.BBW$50\1O@$1A/!9MJ;2<-,N<7D,,*)X M]D&%NZ"NPG<1/V QA"A@$/IA\ Y>M$\R['M,]%K7N#E@/I#HWK P?3''X+4_^F='.)] M#O%[Z-/;+_/9EX^W5Y]N8'9_?S._?RW =R%>#_#+K_,;+TC@'%YX."B5Q_M2 MU6TANB52,WWO:H5+D*9"1=,[10UR!51!TFEY@VS+8=)1*+AM1,U@S0VVQNV& MP:)JI9#E$RD44A&!@!M ;6IJ.1)6O%;> Q<=6N_DV"KQMD!J%%/!NE-%15WI M%KK6U&T)95 OEEI@3[RO:$]0Z)/)CLR -VP"'@M=I7'4"1+U"UQGVS_<^'L=+D5$9 M)MY\OP?@PQ-RI>$$XCQD890\C[SK%]NS5X_\F/E9NOMZ=_VN1.S-GS4Y_6_7 9UD2L,"/X=P+4I;&&8O2G M=,RR-/,^H=83F+U1[,.\3N!TE]"9$Z*DN,WI M-&11DK.0CC):#M@XC%@:DNYA*J=A'+%Q,B:5<^\T8E%.%KGO %D<)2R@-CKS M;E_L.+1TN9Y $+$PSID_SDF@<1026N0(R[R%D]#F!V2X7\%(E[@HX&5C:6GFSMBJ-V0KPS1 M@2M;-NC[7T^\/ZV2=QR":S7R'%+$(?.)"5&2V(GH6(R/Q00"EBW8DKB M.(I8YD?>_#F B,591K_0FTO#Q3$K7KLE1@=7.Q&Z= \8:G?;Y/TMOY_=OY%F M_=/@6;U_8'WFJJRI$P2NR-0?CI,!J/[1T@M&KMU#82$-=8\;5O3.0V45:'TE MI=D)UL'^Y3C]#U!+ P04 " +1 -5V3O$G1X# #K!@ &0 'AL+W=O MUD0I9&GMK\#W'K>K(8#)9"O'#+#ZG,\(%%88"(QL\6T]F'-(Y=>8?^P>9.N2RYP@M1_)6G>CUS1@ZDF/%-H6_%]A.V M^0P-7B(*9;^P;6Q9[$"R45J4K3,Q*/.J^?/'M@X=AY'_@@-K'9CEW02R+"^Y MYO.I%%N0QIK0C&!3M=Y$+J],4^ZTI-V<_/3\FE@C@$9L]);:C=,Y.(EYB<@:#P 7FL^ $WF"?XL#B M#?XL1?AGL51:TG'X]UBV#59X',M8(SA^Z 0OD+G?GK5T'DOS_!--PS M#4^ASZ\77R_AX>X*;C]__'1_=XS>28#C]+Y^N[_J!1&\@V?X<+_&WH4H:UX] MO7XU8D'\7D%AJK6A:LFF6HF@"Z@TB ST&B$3!=WCO%I->M0G+)3^B-ZW/4/H1N0*;Q.+:RST)W-!KWKE&I"2R29%-N"JXQ!5X*J?/_N+W# M;T:CP VC -["FSB*W8"-X6WO^A#QS!A#*9P18E0G_,W(B-K+;/_,#U(S*DRM=HITWQ M= :+3K#>\V 5/FK(R+(-:X!(3^,UTQ0V)XUJ:ZXFO;]?HM:'AHBI/.O(@XX< M=N1A1XYV\OWON*08A^XP(J70O#@HYK%S[G4&4(ER9<>L.3N;2C>S:*_=3_)% M,\!^FS?/P!&ULM5=M;]LV$/ZN7T&X0=$"XH6W%GJK:"2W:MB:G+DNK5.1-J>=8).YN%&SY?6%SHC4XK.F>WS/Y676OX MZK4H!2^9-%Q)HMGLK#,.3\X3I'<$OW.V-%OO!"V9*O4%/SX49YT %6*"Y181 M*#SNV5LF! *!&G=KS$XK$AFWWS?HOSC;P98I->RM$G_PPB[..L,.*=B,UL+> MJ.5[MK:GCWBY$L;]DV5#&R<=DM?&JG+-#!J47#9/^K#VPQ;#,'B&(5HS1$[O M1I#3\AVU='2JU9)HI 8T?'&F.FY0CDL,RJW5L,N!SXZN[()IR8,53@!XHU6H6;30[CPXBOF/Y M,8E#GT1!%![ BUM+8X<7?]=2LF4I^6L\-59#2"A /2)?O%D,9= A/#HKMHXRYJB)H1B TKI["_B8]'98$O $_8MC\\Q'#\WF4K$6J+:0U :]%'H.P1B?U!D/K] M-/"N-:OH"AH$[$%W(@)UJ TC&BN1O.*O2>+'2>@G68IO8>;'0=^[1#+\51I: MF[:<&:@YNR Y?LQX3BVLY%3FT"I ^BL.0%T2@N!HZ/?[@V\$2^@] %;4N26E M$H4!\M1/T]C/@LQS?0Y6P!U=IYXS!V$!-P65AGX\2, N4-//LMASGC",_"#+T402P S\9)AYZ86R\?3%S3MA=#7P7 MM+>JK*A,"2>RIJAE963]WC[<0%*-[#L*"2 MS&C.!;\;7KCZ63#-RE(5^%&6-J<.^'PT&.W9Z+NWV&_O=&&VEAK<_1LYD>'[D M,A!Y67AW-=7@'61ITZ;QQE9+6/VP5@O(JREC MH)[FUL)3S69-JC28^_*EQ?8.8V_G%7DNKYIT2H=^&*2-X-:&@D$EYOQ_%Q[V M0S_-DD;Z;E+N>!'ZXSTK/#@=;L;#$ZFN$ %!,!P@N*U9N[FN1"S*<:6Y<#HT M4H&*W5-IR04$694\)W\J">5:VX6"P&"+Y](EQ1KVGF(.%5X;^8)AS<#DQ'UJ M=V5C_W G8"%66QI.P2 X>4$B$]C!IE'5 H%Q#!8<6C]^\2;U:A2 MP4VE#"M\9\Q:>:?(43*$UJ>R4:-S>!1_+F/O6)ZCDD/7A[!JS!\:#?:1RS^;"J"J;)PRW"O M"[C6,8T$L#]3RFX^4$![41S] U!+ P04 " +1 -55]UQ/= 1 #Z+0 M&0 'AL+W=O>O0'E\I^0J M6A:I[]PD58[CV61V)G'%N3L[N[4/$ E)2"A"ER"M:'[]G&Z '[(EQS.U#XDE M$6@TND]WGP;X>F>*[W:M5"E^;++M,FNXL%@OC95F>EOMW*E[E7YV_:NP+>K1DJJ-RJWVN2B4,LW9]?1JWU\%K23A3'?ZQ,I&HIJZS\8G8?E-_/F.0E)K/\O]BY ML='T3"25+*L\&\KIG)QR7Q9XJC&O?/M5_E#V]54)4?3#5>*GO7/3XA/3HEC\U>3E MVHK;/%7IH8 KZ- H$M>*O(N?E?A>)7TQC$(1#^+H&7G#9F-#EC=\;F/B?Z\7 MMBS@^O\[MD_WGS\RI^B7R^$&V-%//ZE'WPP._6@BE#\ MSUI]TS)?B?^$#EI\5W._D-A1_ICD_M/A0 MZ;UF]=W8#T@Z,A>_5S+3R[V05GQ $/* 3\@'C?A]<)M#W+;05C7:?OCT];91 M-^$M0PWLJS4&"9*%$BHO=9FI5,"26XF%8+ZT2O!#QPJ\8Y@R&O\BD"Q9RE[) MP@I&#Q1(^\&UH&7%C2I*O81-G9$>H'_J)Q7*3^N+Z]RMO$? [['D)3EBS^.P M:Q:4= 3MULKICGUB2/>1^K'54 *>T,@H!7[,LOVS[GBQ-]:PNJV21%F[K""U MUE,KMR,\6W=UL4&CIR[M4UVM5S;M'SJ9UEDH57N;Q)._R0@67E"4-P9]\76M MD-8-G)8;J *\II;U*%2N=C(+R)_R0>J,\,SCN_@&A!M'*@G-?6P\#@F#'VEO M"ZM3+8L.?@EXM[DJ5GN&S]]-OOI.)KY/"E,%/B)XV<0&5 ME[H4R\)L@A9IRFU($Z3U1FSQO\$F(3I5^ E% K:I8)05P4394F_\CDQ%R,EA M0*&62\4%L<$NX)Y^0\'Q?DNU30I%^"S5!KO32TS=AT&YEB4'12F_PQO0PJ"T M)J;*RSIV"M3KUI?W)(EX;<"ZG7-*:IMRBXG)'05I3'/*9JG ?3ISDK; M&$S6L#<^B#2[9B>]@6*/->>XSGPJ1ID\*5\ M0#9<9/M \G.HL=A3O"^!0H0N]&^&DU%;[-ZLX2;K4PO#1P).,-AE2JF%&DN13S.SY7TEQI;D(,*#RV/[(-4/.E4\T$MS:5^FR,/@1 !G1^'< MY/6R% 0(0+ N95WL4GR7)OD.!7:RCB::\=N]4)MM9O:*U-]2HJ"H(35*Q"SI M%M2B7"Y%GJND(V,9V*!$V-J#6&@B]MA((5<0:TOV3THF+KS;I;4*6, ?DV@& MPTZ7:Y$92[L@M+AX!50H*E*]9/\D/I)V:XU][A2GV=R4T )&_X?B/)\UX/+A MB+R\)!S#U N=D[R3GJ%9"*(40 U@&D2^P(X29Y^7N+8UWPLQ2=L!DU*;!32L MV12+I?0H=M(&DD=[R>2Q..I/AZP9[1?EO6P+V\+E4I=U,!:ILC _..* H?-X MWH_!2K,,GB($=\Q$HX=Q?S)_+)F\XN4&I^1&X_ZHE0OS;-U&L[V#R].=.T]V M4W:=%\F0$$/U8F$HYK$?2F[0@_=)@P/?DT 4P[M*Y"P0HAB21FE5. U+2R6ZE@D.#X-J$(G,N)FY+GAI"5Z>_D<525G$./ MRTLMMIFX Q1(7XML+;F^X4?U0S;&6>SK23!T(*MR#9;C\BKU;#R>!Q#%(?H# M6!1DO1HL?B4'KP/[-KM]UDINZY0P$6"-WJVE-TK:BO+5@3J9+%"IRL9^O'MB M.E*LD(1<5W7I8P0&D6 9(I9"MU 'VI.;#6SBFK!#G335WL4W!#,E M#5Y_J9!-CY ;#1YC=D>F 6;FC.F285%,HI2Y83KG4 MV0RVPQI/?7B,0=6Q&CR)U4?)N>XXB#\=*7LOC$6&!'<"1<4V]ZM#Y7;QADV= M+(049Z1!\*3PUNTT""85K&=(#AG6U7-VOZ3Y1"+MJX X_M])")]:!5TA 0LA M <%-51![?Q7<-=T8:4"]X;F(PW@Z#*/I&)^'@S@0X\CHL1FC<(#QPV@L M>N-P.)J'TS@6%_4Y39>*]7Q^NH#D"89.PM%\@,^8-QA-PV@R%Q?DZH!C?.4DB%!$5>CT]XX6]HAZPM8'AKH@/U!+N#U06C<.>&1Y^W/3$[K_ M=7O?>MI"V_"DOWRTBX;@GHMIR&:?QF2:83B;#,+A< B3_@>A"0MR+FHYODB1 MK'FG)9IU1058<\A2"4)5U?F#B-8/]I.)A$D'O+9)/,[(1R MNFQH)P35:Y7B&Y*I3;5ON":3,!K,Q!Q*#B8=,;2UHSTB:LET@*5I61&%T6@< M3H91\ G-%IF&J*D/T%X4SJ>3<,(C>]-P!J4O>."Q/BX*A^,X',S&8A)!Y'@> M?#G5<3SN07N8!Z-,9C$M-!K/@%\R=N\S&LD+1WDOZZB_!=X),=C<@S:5]; 9 MQL-P%$\A:Q2.9S3[.DT=08)?CK1Z8@;HS\/Y? C5)S$^C>/@/;>T5- 2!>;? M:6T)!@.L,1Q MK@,_F(2;]2VOX>@Z7 $D5,,^,PLN@=;9I5/O$A7E[YY%F4A MH]N6!=>$ M$%113TGX,-UR,(^F$= ;X3, CUB>#4D$$)3X]'9)#CN(W4YL,?\KSC!<88?11$M1*$TGLU\U()9RGS%$4MA/8,] M)B[:IH1KX"ZH.6=O-(D1$ 1S!.8(.XK').*(J@T7II&S,<)^-J!IV-^,ZA<5 MH4\G\-/K:$_5"%K/\&\^)$#/PCD,-$!$@@YA<\?BMP>S8$0XY:BA-8=#U,WI MZ34/E@R97"Z/IH9S2B. R8@DGPNX"@:;HAP?QA8!=X4>:D4PH#4_-UR5 = A MIPTWI>IU/FU/-!BLY\/V*$)XNL(\Y*#R^08^V!'+1TI$KL)*S%?K$[Z#FX4/ MAD[=#1_1IH[]^TH\UAN>E$""\]-Z53 $X(ZZP+V.1\,/$(_Y>PE#7?Y&A-62&I@Y^[8KD0[X)[P&4N]G_K:I7OG M$K1W+N)G=RXE=;@4M_7I!T+[?-"?'9I_TC&_/PCB>X:0:_IR"?#4]!ZH"PX$&+XSI$C1*XU&B9G5WW_F'@F@UG M0+^(&@L?8KB M__M'KN+%1Z[!"XY+#YJ/ $PX_8MJ'>3ZI9>PEUJBIZQLNW*(G/!O[D]20;&,"^Y8XNV.@5"A?W M;> 0N+2[8VIE6YDU&>MIS06J_\H4DY#4]'4]4N*B/E<^O-2BU$99BM:F"P9N M ="@)#]O ?^?.T"G[#.ZH@&#S9G!H>F#GM0,AM-H3FR9:A0*(/'-\6SD>3D- M0GD?#\"@HYDKX%,PZ^FH+>#H+N=A' W0@\Q8"*K;*'+M#16QP%UMU1G]6'FD M+N58G)ZV"!5'+_=$R66T/)$9O),9/P93?>0*H@E-S6_(OKWTRQ!\.GUO0_;1 M/=-E,+NX1$,AJJV(('$X&8%"^48?9I<-(PEZBPM**,$' MD^E4HE"YS@S0"%Y\RA V-;6Y,B;ZP)>[-_YDHWL]_.@B^FK>7A>V.>R@^WB1,L%!+';A]O/@ MZ^;ZGK?!A;]'XI=OY-1O9.?=<#/IH M#_E/%/22"W%S_>7V'HT)J&$>^$PU#3O.K=]J,87)Y8,NT,]>:R3X+R@ :LGF MND4>,!LL?:\2M/Y$MEGLA8!<3W08%U:O-K)D M,_I;/L1'P:^SY(G>4I5NEJ%%%Z8H# AW4P]KK<)NO:=8>W0H&3)A\%7'(!.+3C[P"_M#%F; .PQ8PYOFYMPWAD=)""ZG+LR.EUIXG]1.Y6P M2>?/SJH<+Q,8Q@^K'94HE;JQ1._=X8K<%PBFSMUP]N:&J0!5YO:@;:>WGNBUH0N,3:1&U(FX6M/=%=PXBVAIZRW8/U M[@UPH9;0C/-J[E; M(>\&* M_J-022L#"Z7=?H'N=#9I;/Z,LMPQ(<)KR EUS M(KVRRGG9+7(0)NG(->=7A=IK6Q>C=$'IR*R[;''7;K]W[O.UP]U8T"M,*'1BR MR!)3!_WI^$P4[DUC]Z4T6WZ[=V'*TFSXXUI)0)\&X/G2F++^0@LTKWN__2=0 M2P,$% @ "T0#5>'2C$M'! > D !D !X;"]W;W)K&ULG5;;;N,V$'WW5PRT[J(%?)%D.\DFM@$G<9H--IL@3EH411]H M>6P12XE:DHKCO^^0E)0T%S_TQ1:EF3/G#&>&'&^E^J%31 -/F!].Q>W>KIF-9&L%S MO%6@RRQC:G>*0FXG0134+^[X)C7V17\Z+M@&%V@>BEM%JWZ#LN(9YIK+'!2N M)\$L.CX=6GMG\ ?'K7[Q#%;)4LH?=O%U-0E"2P@%)L8B,/I[Q#,4P@(1C9\5 M9M"$M(XOGVOT"Z>=M"R9QC,I_N0KDTZ"HP!6N&:E,'=R>XF5GI'%2Z30[A>V MWG88!Y"4VLBL.^H1C6LI]4 M>*<>+_X +XKA6N8FU3#/5[CZ+T"?R#4,XYKA:;P7\1R3'@RB#L1A'.W!&S2* M!PYO\+\4P]^SI3:*BN6?]\1[Z.'[T+:!CG7!$IP$U"$:U2,&T\^?HH/P9 _Q M84-\N ]]^FT^6\P7,/M^#G=??[^\[]Y<=!\6\^YLL9C?+]YCNQ?O?;;?;^[G M$'V!SY^.XB@Z@?U!X3[%UIG,"I;O(&6:VC3'+:Z 4R83J0JIF$&0ZS5/$(3/ M/$T26)S!K#12DX'1':IYDP(#@RHC8XA&D/DB6BN9P17+2QH8=1&$8&1K5B@N M8!#ZLNA9(MY'['P<*-B.AHI3$0=GJM]8;);6& M1R9*Y]P>] B="V&GYI8VE24_2ZY(H$N)(>D;^8@J=^FE[_8-;3MH[J-?\3PM M&5RPQ$KD&K'O:.&+D6O];6MZ4/4D M*I_KYE?:E[*PS41D"42!D/FFZTJ@,B$9%GW)2#0UF#L&?G/=07C4&1P. M>T#'ES/;(5. =BPW-%M[:;XI6WRBRT"5G?;AE\YH=$AI*8M"N&UCHL5S?U'P M9[:@>ES9WGD%I'U=V5D@Z%J@CUM_-=Q:9TRG=??Z:?'&NPT^.+PW5OLO3L,, MU<:=^78<48?X@[%YVUPK9OXT?3;W=Y)KIC8\UQ1V3:YA[W 4^*VJ%T86[FQ= M2D,GM7M,Z6J$RAK0][64IE[8 ,UE:_HO4$L#!!0 ( M$ U5#6Y5Q]0D M @A 9 >&PO=V]R:W-H965T[39Z0]6ZKTBPZ%,.PNCA)]W@B-6;QHM;0?BICKIEJ(!%=F M*HVYP==TWM*+5/# +HJC5L?S3ELQETGCXLS^]C&].%.9B60B/J9,9W',T]6E MB-3RO-%NE#]\DO/0T ^MB[,%GXN),'\N/J;XUEI;"60L$BU5PE(Q.V^,VB\N M3^A^>\-G*9:Z\IE1)%.EOM"7<7#>\,@A$0G?D 6./[?B2D01&8(;7PN;C?66 MM+#ZN;3^QL:.6*9K2-M_V3*_ MM]MK,#_31L7%8G@0RR3_R^\*'"H+!MZ>!9UB0=D0DF9F!17)=:9BRN5&)G,16(8/FH9B)1;N-Y)/I61-*NSEL$^ M='?++VQ>YC8[>VRV.^P]S(::O4X"$=0-M.#@VLM.Z>5EYZ#%5\)OLF[;91VO MTSY@K[N.NFOM=??8N\PT?M$:,<=3F=B(-?O/:*I-BCKY[ZZ8J]/.#OR=K?DT/6+ZZN/]R,/_S^^L,-P\?)^-7K M3Z.;\?4']FX\NAR_&]_\>Y?'!VWN]OC#]_9E)+6UQJQMJ>]RO]I4L"5\R*OKV529AQ M-DK8O[ART0!IBM*,5NQ+HI;H88W?DT"R"1C$.)?<&('=)TN^P*Y-E[TS09,] M^^V70:?CO:SLTVL.N^B\ M*"+'G]5N<(Y.RBO/&3-,>NHBF.XD=N2<2P"F4>]2"5,&[4KG$H2G5L>6;_-%FI'':_9 M7R-6V*'Q(=+?D9DRLY/+B3.IV"I3ZMJ% M,5^QJ0!D<#:E\E/([HK-,I.E%'B5Y^!$MJ [.,HK"&QHP&U7"G+$0'K%HW(H&Y$=#&)==F"X+& AI*<2MB^I&V$*G! M)&4)QK%,L*$XGMJU@!,%H$!:CLQ7)N*.*BX5@JT$3W437;,J=L>"PFT34G[@ M9*+,QI-9JN+2T2)!!"FK0DK-QJGL,-^*]#LS+B."D.#*';=K-\YA>D41!8U\ MSX2DWB<@4@'DDSP358; 7>B'Q,=0MMEHLK]"V,I)82L2_./4,:ZSC=T9&Q%\ M'!]O%8'-4AK+Y)<)*9@%U !YH3,D+[?<9&^HWL,<1R9H9C%,'!%/4;'YU"%J ML[7J[*K5' IXAHUF,M4FMT1)1&/,)';DZ5P8I,CW54K-&*W.F4W;)N\ HCU)L9T;0[S=Z:&7(F*$BV7OW/9%. -GONL#UT3_LGQ;WY MEL^I!!9$M(6A19;Z(0J(*,(7C\)MZ![H\2IN6L"S8!LXYUN &PY.W4';JW3N M$X [;9[V2^2<[T:.[4%NA +=5>0AOR4^$0FZW(\R0K1H]VUZ3\5!,A!)LH.*4=NHB1,86^ M_T*^7UU_'K\Z;@_)"V@OCW%K"C8/#5?K(,X-A7?$ --"<;FT[]L,8Z)OU9Q7 M:V+'LN;.[,8\$,4DB7"2L/,L6T!?4-@T[4B_YO3-QN-Q";Q"_TLB],GZ9M(K MHSEXD[Z\L!K@WG:.3009L/Q!YHORLG-BCN5S0&Z'M=<<=+^_UUP'%7\K ZN6 MP-E[NP:IB>3?1(A5@L'V4"L];X]284>#C5)!F<IN,4)K)@?>\$ -V!5 I\C6O05ON,BO)C!F\27G$;"0J6F5%D96"IE?T[8 M[Z/1QZ93,MA3('@LHSV"_IT#+-9V.]VNZYT.OHG']E>E\X_R&"MYS/GG>(S. M)<0P[1]T*)E]9O>PNG=^GKIG>]4]"JND$F?'F:=RWJE+_]CR@+X/*$DS%$?78P%? MZ;P':1T)?[(:%$1+O]V0^1FLK0G<=7Z0XF^[O9.^VP?%;2O^,C^U3+C.3ST MX$A^;/A=22#;AP#LX_R$0T ],5N)"S)1W/=_= ZPA?:X8X"3DTD=HWW:?RM_ M>V7L0\VQ'@?=DZX[[ Z^Z330\1ZC3PJ"?ECD.SM$_@%4JLK^!\'BK&'IM3&Y MO/XWSN" MJGZ]EOIMISD26A$]_ 0MD*K_]8F56$#N_-.0EV+#>5AL_*Q#DW-?;%3G/B!" M&=>)OAY95#Y57ZL,;>QD!1USF>93=S/#]UBIZ9GR$:DC[HC4=#G[]C_706'4 M4EO LUT!#XVH#=OG*#PA@ T,7&OE2PM 0TXK-=\;ZR&27OE=2DN#([M,:)=3X-:'PZ%L.*)0]U MNO-EQ\Z9>5R$18RD*TD2J(#B'$7X%H>E?*#3U@QMBC2O'TU6HH4V4=D<,@EC M /1'4HY>1(#W1%P%:+M3J5Y4) -;&>M.M>60/Q>U,O_:-ZI"N.T?\/X!@=Q) M]D0^^7FT4Y.B M^YY'6YFR/17;-JI[CWZJF7^(-*COC_KNH-UQ/<^S]HZZ;A\*"5]=IY!WH(MH MU<3^B"#2SE,XB>WU^]Z,9TN!AN&Z>"[UHBZ.MO0CC- :Y^IA)Y#$^]1]Q([9 M.M!'6KD_UVM%SC8X'CLW=B8_ J*CRK*CC4MLU[O.5N7M-#R9VW?PE&<0;OZB M>OWK^C7_*'^[O;D]_W\$WD/ R(3DRPQ+O6:_U\B%??G%J(5]USU5QJC8?@P% M1P!T Z[/E#+E%]I@_3\_7/P/4$L#!!0 ( M$ U78ZPI,1P< )85 9 M >&PO=V]R:W-H965TG#YT^0"0DFW>W\O)<5#I+"WXK055YSN3NFF=B>S$*1LV+NW23:'HQ MOCPOV8;?<_U+>2OQ:=Q:B=.<%RH5!4B^OAA=!:^OIR1O!/Z7\JWJ_0:*9"7$ M9WIX%U^,?'*(9SS29('A?P_\AF<9&4(W_JAMCMHM2;'_N['^HXD=8UDQQ6]$ M]FL:Z^1BM!Q!S->LRO2=V/[$ZWAF9"\2F3)_86ME)XL11)72(J^5T8,\+>S_ M[+'.0T]AZ1]0"&N%T/AM-S)>OF&:79Y+L05)TFB-?IA0C38ZEQ94E'LM<35% M/7UY(_(@Z/&KQ#8\\F 0NA'X8'+$W:0.<&'N3 _;NM8@^)R*+N53?P]L_JE3OX(/0 M''Z[6BDML2U^WQ>WM3K=;Y5&Y;4J6<0O1C@+BLL'/KK\[IM@[I\=\7G:^CP] M9OWRYN/[]Q\_P/U/5W=O[_#>.#YBDL(0I-A MWX6?61&GP O-)8\A+;0 !O<\JF2J4Z[@MI)1@GT/5QO).O?EWM\%6K@E*J8K@%>K%-TB@!DL4F M+5FQ X5EI!5Z9Q5==!C=E7R3*AM G$H<>!#K-9=IL7&!H< &?=LPK+E8.Z?N MU)^ZD],0JB+5:A#,+_2F<<8%SM"!2" "*8VV4!M$P4'1L ST[/BT49!<)5'3 MS):B#G2A9!(>6%9QY\3W?#^ $LM0FZK--,-("JTQ+ _XWA2V3,HZ,TTN,7)K MH-ZPKS_P[U>KVX7F,(W*K9U2II&Q/!JY; ^.';$G MQJN2$C-Q%_/ 7UI@9AX*O MX1"H"3 'F&XTL=94]?2QT4=C)!O7#E*B6(%=8I0:J_W667I!KW6LFW6:G3K- M&.*/G^"_F5BQ#&Y8F6J6N?"N0,@?8$K;&U>; : T00]F8&\F*1#T)3)P-?_V MASHR0BY^E VFP] MD>J*C+MD&> [+DT[K= ;ZY1B6#LJOBTX=G"@*'"Z5VEXN(H_X:&W71/^,E&/"2TX%+$'@(;5]!3('?,-/R M.3/!$69ROHZ99I[_$C/!B\SD'&>FKA=>8*9A[QWGJ7K0"F)*1S^3EG[@[]./ M,Z"?<#YSI\O%7Z6?'O8=P/(A$1V4=_X)2GK>$X?(:5_-.G9R##OI8_[^XUSU MW'E&87P*J[P:P_>/;DVJM\PK/8(7]K3]QV]F7K*;:ST2HS3GC&C*76 MS_K[V[?=4&^U16(B"Y4LNBE1FNG**+-*)T*F_\>U5:4=9"4[3E8;L4X9AE-5 MIFWXC7NUUW@D-+,;\X@6R,SN*9@&7@@K"Z:U0?RJTDW6NNAJ>0&MO?4=32 MFEZOTRPU?'';'24&_6"O.6P^5DT[Q&T[)"SNY]4&V8)/BSU_/ M51'7/-#+#9)XX>V[BAGW[LIR+C?F1I R4Q7:7INU;]M+QRM[U]:)VQO+]TQN M4DQ6QM>HZGN+V0BDO06T#UJ4YN9M);06N?F9<(;>D@"NKP4"3?U &[17L9=_ M E!+ P04 " +1 -5]HO2]U($ #L"0 &0 'AL+W=OJ\R9R7-A-F1M%JYS\S&1N9/P"L])*I$<]0Y!VH1?7[M/*/?J!>QC! M@Q0FTW O$DSV 7K$I244-82FT5'$.XR[T \[$ 51> 2OWR;8=WC]GTD0_KI9 M:*/H*/Q]*-<*:7 8R9;'M2Y9C&.?SK]&M49_\O%#>!%\.L)ST/(<'$.?S)]G MM[_#[.GY\^QQ?HC< ]M"-+2"AN<=,!G"K2RHJ#5S M=4&#@AN#"#)UJU/)5&('=UQ1[4BEFQ7KQ\066%DJN<;$32X5$\9::*>TK)4V M$LJ5BC.J&&_0&09!)P@"T!DCZ=[A??QP%867GS3$1(48.: ., -, +ZBBKE& M*!6/'<>38?=O>6@&P6D7;FC;:Q&UDWR!*'9T9^[L?B>&E\J;)Z?=:ZZX0^I4]Q W M_+LRN/8>5\6"=H:FO[K;A +>T%;1Y>C-5D8;2L.&J$A0HT1G7C7+< C]MLQ. MP-:(]ZL]=P1R!F?>?5U'"9D%M9DSNF4BIDNQ-J.K+D7>./UGU(A ?B:F'?V_ M0.&[0)7LC*NW@X@LSAI-WUI.A> MTLM!56^+:F!DZ>[SA33T.G"?&3W'4%D#6D^E-,W !F@?>)-_ 5!+ P04 M" +1 -5/A!+1FL& $@ &0 'AL+W=OO&"A!T "R#LI6Y/@ Y".G71NQV_1 'U;42%R8W&5VEY;5 M7]^9)46+,NTD;5'TP3*/G9EOOKEVN;_0YL;&B [NTD39@U;L7/:ZV[51C*FP M'9VAHC*$VZ8:\W[*9"JM;AOG]V:0[W=>X2J?#2@,W3 M5)CE$29Z<=#JMU8//LEY[/A!]W _$W.\0O=3=FGHKEMIFO]@I\E+NS:-; G$ZUO^.;]]*#58T"88.18@Z!_MWB,2<**",:74F>K M,LF"Z]M"#*K=-I*4P(4JF*_^*NY&%-8-1[1" L!4*/NS#D49X()P[WC5Z X=6D MC2^\JUZ:P$G%0;ERAMY*DG.'5TY'-S!>"#/=[SI2R(^[42E\5 B'CPCW0SC7 MRL463M44-Q1T"4D%)US!.0J?U'B"40<&_3:$O;#_A+Y!Y=[ ZQL\YEXL#&X= M4=BF<"F6E$T.QL8(-4=__?MX8IVAU/BCR?M"]W:S;BZ7US83$1ZTJ!XLFEML M';YXUA_V]IY OETAWWY*^^'5]<7Q1QA_'G\Z:8+VM/"/%]>G03B +5A3 ^]5 M$&FERGI82!>#BQ%$EFFIG.=#S^#<=. =*K.$7W,0%@2DF$[0\#M>?J0I5_CF M1!I2I8V%'_CYBV>C,.SM^=?^NK_WLKTF(7(7:R/_Q&G #X]UF@FU!*CVP'$?+5DLYMM!_M6>I,5 9>0HP*0G)<>L3VF\1=)BY1VD M/D4# *,^>#%A )@PYI^6@DZ(_7/1:)X;<&H@V+6$8Q+TT2RBV0UN9BDB!GGJ) D00* M7B#OMGP*LBB9,):3C.A!/>O -?D\$]+ K4AR9!9*,SR8;9'[9=T1#C4M^)26 M-B#$)^T+"/[$3SEZ[,$F1#J1D1D6:?*@7#CE0F/*RZ*B'YC3@"1>/:Q:TZ0; MZZQO#24RTESGA<2)1#U7OK;U;9FEAI.(T@ K-S+* SWU$::I7W3.0<_7W& C MS(;4T 4YHRF7*(X_4-AL/DFEX_!/EE4A5$#IQK_%EPR1$M[C;9Y47#;!)>T3 MQBM3?C\$;YD&N,HG6[YD[DON8<$P(Y18CG;!@'<8Y5P@1"95CW9< S>X!$RS M1"\1;4%L+=Z!3Y("9$E_D\'O#OEF=W@8>UKH#7*:VWP%@N-RWQTA'/K #!L# M0W53("I3B1#@K=34?FH4PU\@4G:Z7E U><$6A?LA&Y6LP@W.EM#)^:;E;D8SB3-B(PW#T]B6.* M1P+]D2=PU*Z-_E6DP\&H/:PUG)INGHIEV.1X7F:14 MRP3-^FIX-U!]#SM&O&.X:*?,$'QHN:"[P5^\M)&8K6?*42;6DYU7.RTPQ?>&XL;IS)_Q M)]HYG?K+& 7YP@OH_4QKM[IA ]5'G\._ %!+ P04 " +1 -56(M5&"<& M "7#P &0 'AL+W=O=7 M["AIQ^[0EDC='=LSLB,G3NM+;269M-,'2%R):$B 4#+[M=W 5"T[,A.TYD^ M],$606+/[IX]6 #[2ZD^ZQ31P&V>"7W02(TI]II-/4LQ9WI7%BCHRURJG!D: MJD53%PI9XHSRK!FW6KUFSKAH'.Z[=Y?J<%^6)N,"+Q7H,L^9NCO"3"X/&E%C M]>**+U)C7S0/]PNVP<[XM+1:-FC9+P'(7F4H#"^4%C%.T==>Q\-^$#QZ5> M>P:;R53*SW9PFAPT6C8@S'!F+ *CGQL\QBRS0!3&EPJS4;NTANO/*_03ESOE M,F4:CV7VD2_$:3L\_C*\G M9^/S"3W"Y.T81BSUPIP=$O0L?4Q3K%M269E(E&KAY MTO6:6UI3NIRE]XAAP-U':J<::[\/TW511:\JG(WQ/B!,&_KQZB7O#[&LG#< M!#.FU!T7"[AA68G>#3-5G!9KETQHH*B=WH6P_)JI)T2HH%O M=2'\EN*?G%&,/Y-'#A.HX*1@N%C@T?W!ND M*H*18%83&.5E>:),%-JMW-(0QS\$=3$,TG(W^LEMP<)Y7#HH *.A89FK"4]0 M,;<#DX>KLR-HMP:TDV69?;7%"J+PEM/V:FU?=NI/V[M!G>REDC=40TZ(HX08 MXK8!.TCK[(RISR2+*UR4F7_KY8B^S&5A);%:ZG(I2,4I+^R+$Q0+VCK) QD1 M#*ERZ)EV_/LW46]%_B/%(QTGO(LY5]I0';/YRDW%6TUPP>X<_Q4%4;<3MEHM M^_>(@N E-=*: HH"KK$@*4\))&I],Q)-F9,4_XM0UCHUG:5FLA1VH=D"<*>+ M^TWS28V4M/^K]:"JM4"A5(BD.UIE>F/@2T9KE) RM(X?5^PK4KP"2,0K(KZ* MIUZ9KB_93.RT A6GF&PP5L#.'S$0$,KCB))2V85R+X$OM%QII5B/7D6;MK=- M?> ;Q*UBNT.F", >HX .05X6JX.0:T+TT +;JI"N$EQ(-P,(S#7GM @TX_C.E%+^JLXZXZO$W9 MQ[O5&82==B\#<,AU<2RW*'L^GV:>GG/6"FH&!G_B[SY M/0SJ\0YTPUZW%UR74]_%R7F7G+?;'>>S DXG6&S?+;0\AQ[TH"JF" ML.E0W5R[+.6H%NY*:(\/9.KO3?7;^M8Y\I>M^^G^RDI%I!5!_0/G9-K:[7<; MH/PUT ^,+-S5:RH-7>3<8THW9U1V GV?2VE6 ^N@OHL?_@U02P,$% @ M"T0#59;SG5Y$"P U!P !D !X;"]W;W)K&UL MM5GO4QLY$OT^?X7*N[655'D--I"0!*@"A\TF%P@5R&WM7=T'>4;C49B1)I(& MQ__]O98T/PR&S5W=?4BP9Z16Z_7KURWY:*7-K2V$<.Q[52I[/"JY-A5W^&J6.[8V@F=^4E7NS'9W7^Q47*K1R9%_=F5.CG3C2JG$ ME6&VJ2INUF>BU*OCT734/O@LEX6C!SLG1S5?BFOAOM17!M]V.BN9K(2R4BMF M1'X\.IV^/MNG\7[ WZ58V<%G1CM9:'U+7]YGQZ-=//G9B+LB1# M<.-;M#GJEJ2)P\^M]=_\WK&7!;=BKLL_9.:*X]'AB&4BYTWI/NO5[R+NYX#L MI;JT_G^V"F,/9B.6-M;I*DZ&!Y54X2__'G$83#C;_#0M[+M]SQ MDR.C5\S0:%BC#WZK?C:S M\[!6>O@V>Q)BV]%.F%[ MTS&;[LG\T\7%^]O+LXO;Z[9Z>5; M-O]T>?/^\MWYY?S]^?4V9Y\V=_GIYCR9';!?V9.&V;N&&ZZ<$#8AX.I29$N1 M,3"PY$X87C)H!%)$W;)2] M\73_8#S;/V3//E^)ARTOXTG+R;>228M4]JU M9FC8 +<)^X)4-'B$80]!\Q@G+<9\:42PP"UT6K"O&G"S4O*%+*5;M\AZ3SMX M)^R]8J>UD25Y]7+\USCD$NS!SDN^LHUT"5^B?ECGM[,9=:*:$VJ32> ^TQ*:)"R"]E<-\;1R#_APBV-G&,'8\;+4BR1\@&[J.! GVI$ M3U^VT 9Y*;(?C"PQAC-@ "&ID0N\T@W>@7B\KHW^+E%!1+EF/\\FKUKJ^,UE MJ+*DE8DKN+M'VX7@)N#=!8#628$-ZB*GNC9!VH 5:S9[.8[H<_:UR60JX44E M,NF'(:3Z%CD+37H 24CGB"PJ.PH_Q<8*YTKA=X@9G:4Q?5L5$C0DSV 2#)%Y MWG+'H[K239G!5@W'.KX,P%$^C9'.UB4P1[%'6+PJ@TPYS8$$K^@_3 36 )C^NIQ-V:A.LC1(IJ@6>MV72XWO_Z>X8,"E!S@Z@Z;*EI#F-%. M4[?&;,&-*'1) I:6T"3?QFD8]GY$&8GB\3=X*MF-2 NE2[TD-GNQ'T.>TE[H M_;!6Z6EW22J,@PD?1VR8(DE;I8U3VXNU,VD026T"&CK/)>;X(!.67Y0DQES# MZ=!#."-1CH( 41 ]X(($M^Q?8[4Y+R7>*\E]#OZPK6NTUP!5;1B[1 O\)UK@ M0%G2")^:$'VA*#X0'R]]L'XG=O[ MI(W0ALPZZW>?26$IO* G[!AETA#)< MI&(7146)-G\9R0>E\]A'Q>H&S&49KW":L.3S0A2\S&E^1RA/(N%M#KAEDU6A M,0C;"/N%EJ>@/+4;FQL?X ,YTV90D_>"_DXB#RM]%QP%5I6T0320\(@)Y4B* MA:PO1O E"7H:UT+&,)6F6D4%>_D0P-E""(!X9>H3Q#'1>.P7R0N,!ZD9(_ M,".]$]ORD5;_RP1+'D^P/DZ.'^<2 M?.B&D>T/7"%?UK3TK ]Y=#/0SK;7:VB$L*F1"R+$ OYO4^S(B^1)Q05I @K_B=K^@$*VWY)- M;J!J0X4J$0"\TR6Z (V0L_+*)FV1T,.NM]7/I]Z(H2&; AGV_O2546@.W:J M3=9QN45GV,'$O;]%B[^"J;A;*B%H3 'CFF)G&S 1-$D.:>"$S2>@>;")PH?, M%;<4']^V&9TUX16,M/F9Z;0)2MW7#'^J\-/TUF@C&-6#8"><*C2T#7_1\"!] M1=]JY'3V>T:V8D4>.MFW!VV)]AWN(%T/OA@XOMA7TQ9#^TT-IT%A9ZM2\ MXJ.-LZ(<#\XV0T7>OG9HV'!V]YVT\%'RCZ@[]HNN?0,9 !'5^K!/A/:YQCK M6V=#1E+[J&SP%LFP6!/9TK+)VJ@$ OCCU&]B86)"DX9[Z?#0;[1$ND*X4D^G M!UF:W,NRI_N:^UGV.-/0=K:ZLH&EM%M\Z*M"+S2OMLIH)I0,FA)SZ65H6XG# MH0:5ZW&RI:WV34W?S< ;C"!R,PF;T%X95D";98;^TV>T!: M#?:(0:;9-9A%?%2B8[5;9-Y_7$^;#&1110"'Z@.6?RAAJ>B))%(*%)G MBD]D;)MP,.6KMJ1=)/%)ETQ2W:$+:AW1>=1^S7"*:<^<.!IIBF$\%3T.&(Y\ MM$^ &EEP'[-)+))'2MTYM^X'SP(/C@+VX5& /7(42+J:CUW* M*J:/5/[^RO,+06P"DK\3G=6B,4OV&872-U 8>8G*,,20FG;4)+N]9^?WNO;D M7L_._@<]>[A'>[792S[HEOXH$,9D6(X7./JCS;$]DR,H(7"6K@?:I(1=NLN M5*$G85!=Z6(]07W,1"[H,L0AX7,$8ZE1QBR4;K/ZVZ11?%'Z]IW2G1([)*BV M5M(+NG88,PG8%#$>^021(O+$JX=[/@5BM!K!X!E(XB\':+U^(-TM-JKMT]JV M8^#=J.[K.-[8%)QJ! YSRQ!AB8T2==76RXGN M,)F04LD@=8;.?]B!)ZZNP=F =M9XF#RR5K3U-\,JQL9^!UH&OOG[#-A -J4B M'CRB\UZS)A"5/*I,CTB2TN5@L%M&<>$9&1>=0S%]AQQ(XXT8#:#W= )P:-?\ M+9U6PO>8Z#:6\1+L,ES!TD4QU@I+4L:%:\)RV*F 1G0!%B&E>!JRVCHE\EP\ M 6WC&M^7M\=U,,H#/-GV2\7.X)U^LCL-OU3UP\/O M?=L9NS)='(VMQC>;+>*5(FN]0:CZ@T%P* M4-@<^R?1X6EJ]9W"5X[W^MD:;"2W4GZSPN?ZV \M(>RQ,A:!T><.S[#O+1#1 M^+[%]''S]1/Z;RYVBN66:3R3_1^\-MVQ7_A08\,VO;F6]Y]P&T]F\2K9 M:_<+]Y-N7/I0;;21P]:8& Q<3%_VL,W#,X,B_(5!O#6('>_)D6/Y@1FV/%+R M'I35)C2[<*$Z:R+'A;V4M5%TRLG.+-?84HH-7.,HE>&B/9H;@K6'\VH+<3I! MQ+^ B&(XE\)T&E:BQOHEP)SX[$C%3Z1.X[V('[ Z@"0*( [C: ]>L@LR<7C) M_PT2_CJYU4912?S]6KP36OHZFFV30SVR"H]]Z@.-Z@[]Y;LW41Z^W\,UW7%- M]Z$OUZN/YZN+&[A>75U>WWR^^/@:P;T0KQ.\N+Q9>7$.,_C) ]QTZ)W)863B M$3JF00H$:GO%7*[TE+T#JP9;M7=OBCA:O-?4EWFO6$Y'K;;PO)._*Q?@(+N)JOI& M[KS+.U0:*:UO(8F#/"^#LLQ)B,L@*=,@2@MOBCXK@B+*@Z0H(%T$64S+//-N MI"&PMU!&05K8TY2$11Z4<1AD4>*=LW^DHBS+>E.1M]57&)DRUEN9=-,U.2U7"'%(>-TA)-B5U\#Q1>5E(623O\KJS=\< 6VJPKZ5K(5W!8+W?<9RD=;:) MO;;3W>W.?H!(2$)#$BQ 6G9__9Y[P9?D1]*9?+$E$;BXSW//!5]MC/WBUDJ5 MXB9+<_=Z;UV6Q8N# Q>O52;=OBE4CB=+8S-9XJM=';C"*IGPIBP]B :#Z4$F M=;YW](I_.[='KTQ5ICI7YU:X*LNDO7VC4K-YO3?<:WZXT*MU23\<'+TJY$I= MJO)S<6[Q[:"5DNA,Y4Z;7%BU?+UW/'SQ9DSK><%O6FU<[[,@2Q;&?*$OI\GK MO0$II%(5ER1!XM^U.E%I2H*@QI^US+WV2-K8_]Q(?\^VPY:%=.K$I/_22;E^ MO3??$XE:RBHM+\SF%U7;,R%YL4D=_Q4;OW8TWA-QY4J3U9NA0:9S_U_>U'[H M;9@/'M@0U1LBUML?Q%J^E:4\>F7-1EA:#6GT@4WEW5!.YQ24R]+BJ<:^\N@X M_K/23I.'W*N#$A+I]X.XWOW&[XX>V#V,Q$>3EVLGWN6)2K8%'$"55I^HT>=- M]*C$MRK>%Z-A**)!-'Q$WJBU;\3R1E^Q#^:)M]K%J7&55>*_QPM76J3$_^XS MVHLG M5Z=GGR[OT^WQW9_.KMX%T4P\%WTYXH.6^>I&![]4^E8WWP1_"T5J8EFJ)-"Y M^%F:&_Q[JZY1K05JKQ2_FUR%XM\ZOZW$B2YOPW;[N377.H_Q=".=('Q0B4"A M?3+7*ELH*X93"N-PNK]]HC ;!$/F0N>:6:W J%+L4:#V?0XQHJ$$84<$1>8E,T#ZI20^RMR$RBTNZ)S!,Q' A9 M%$I:"?.;1_03/ (?+&Y%N5;B_.)$7)9X*$[94.!0)5-R6Z$L!)\MESHF5<_R MX"PNS;9V).'$9(7,;^F+-=5J+7Y?JS_(E>(?4$.+*Q6OV57V&3_!]T%8%]<=<+]0HOXRS3EG0K?H1Y%!^GMW;P=0,0:L2DJ&\.!<("% M';3JXN,;@6AD&E'%L4_9(S<:V*D0Q2>S_5GS[!G$BUBZM2@-'WH%7[JELL:Z M_8#46VKK2DC[D033BMWC+!\731X\;K1_V!U'*5I(S0GZH<+CX:'WM'>&5=3 MX",Z,?CN)S;AC0;-H:=H2$G"X0GI(%?)O QJ9UQ6!2))Y8<^*8Y75O$72BQ* MOX4J-TKEO+3<&)QB2\Z 7LZ@1R"$SE5*S"?S<#8;"+>6B">YTZJ5=A3=1*#! MQ%_$4]KYTP_S*!J\O.1E_&7X\EEP-SY"R7@M;I'^G CT-%1&I,HY[ &2 M4%R&#\5V=2P##E;0K5;9.0%E[0V.#4'&NLQ-J M,Y8F!;DA(WH^8 @#Y7:P'?V"BBC#1*J M6C@@B.JR&4*9\C50U$>FI35978^^,BC$'RHT@)$OE8C_CE@[?!@3G"^(2KX0 MI[NP5*>&XU-]/(.M>(:[M=!XE@LEN0^+Q"]F YD6P ]7HT5A65YQ)X$IM1BJ MM2TI/0F!OH.>Z&FNG\K4RNY+/S:1L=P_I,PM>,%]F"S9%'BF9WXM+_#R*."ACS][78#@*C&&5+3'FY4BV=U%-O[)V4&0MR Z#Y]FPYKGNHUT"4+-(%F#10MCDECUP M3$@B5GK!+2$KH"YZ48.KWQT7G0I\DO@#_H9+NA!(YTRL MR:4U^^WZ1A1.9M-P--QNXH!]S4,M4;\,S-DW;70HG2M'0:-!#=Z7-D5" MZZQ*_?F90I=*P.'7.B8V9KX0\R-PXGP3E*>%<4XO4J0M:E8"YME,[?IV9DK2 M9,6QP),XA3EZJ2GCG/B5!@HQ8KMTS0:ZK0BBE:!:MX)R++9ZX?4^OCP15Z;0 ML9@3<7I/.W[C'1^[PS@^W60']DC4*J9LY_BP*WN2!I-0O"&/$'E +BYTSH[8 MH4](MW W&@^ MX(D']9_U'51K0AQD.'M)NN;.I#J1+4YD/'8@%;DFH8/ MSW5^11"?>5Y DP*JH=[M\4JE.H,K4 \[M%>VBW81AEG 3@NVO,$#FWNQ3=^" M$R+\3\0LG ^FX6PZ"]YOU$>\76-*RW1])=H^B_/=H+'XI?R@$]V[L;C9V,23O0G M8A).YU$XF R#XXR2^B])]0XDP'HN_=I$A&(V&X6CT3PXP\&6P;9^-@H'A^-P M/AP$;ZG?T4Q9RIM>U3P=8L4L'(\B\>S>2!+(2W\+$)MZ]'PR'82C\>P./.YZ M:8,.RZTD=QYTT *HQ21MQ:U\5^7HR 3>JHGS=;NOJ=>@)=*D03TMZ+P;&+N$ M2^OKDZ^5$2"50@Y(C.^X59"$E;'ZT13HEUO-9_JEAK@17K]K^_*C@7P1M./& M+06A#:N8/4>;^>XF^I&AN2K!T%9NP6U3.5MU%H"I-82^7M_UM3L^]##BC$@4 M-6Y-DV?+6MPN"M<,@OVZ,Y-0>B0&O*\,U$VLFOL4[UY)G0#X3C,WNH2ITH1) M2PLW;.PV7%2ND<&*>D[";$MRRX7&EI)P5\5E4!_\:,2.\=B?1].A M7N44' D[JMPLZ.JR%EM4):-@G%8)P4OC9]]0&+X*SW_P/:RQ$@O3VY#/^![M MGAEYO^5O5UH?< 4%QKF'KH:::;W+EC[(-@PN(39;J^SAVXE5C8@-'](NR$W^ M/%%\.4F^XD #U7 F:!$1OA9%:^(%EVJWAMBDXIJ 4@35*3-;"]?DE>(DP]1, M5TZ.IH4__%L*MPMSVXC=DH%E51(K,6WCYWO.C8(6^.]N 71TC5!3:S^L8')9 M22X+GKK9!VB5*]M.YO13VR")!0;W$1%U0[<02>_PK4"UZX@T>S".^]1E">S M^ (<=AV)\9G7E$4WA(R[&<1SWLY[.RL'^U'06UDKAU0&+Z1NG4)2?1%'D/1GB#NVYY?GO$-$#I*]R6OH2Y0,/Z'I-KKQ4;]&UO#>Y[ M@:/H/?[M"@+BJ"3,IR&\_$LC"8S&B0.PT,DPS"*@E_/+B_% M^XNSC^+L_-W%L7_MA163"<;F,3Y-,7*,IH/@T[LKP8N?B&@43@^GX?"09#T% M!9K,IV%T>"B>W?<>[Z#WDC4#O/*K9$(YT +_OK7]M7U;?>Q?TG;+_:ONCQ+H M#,-3M<36P?YLLB>L?WWLOY2FX%>V"U.6)N./:R5!$V@!GB\-8EA_H0/:=_A' M_P=02P,$% @ "T0#5>"EQ2VV!P F!8 !D !X;"]W;W)K&ULQ5A9<^,V$G[GKT!I=E.9%"V1U.F)[2I?J4RE9N*R)]FK M]@$B(0D9$F 4++WU^_7X&'9(\M*;39YL$6"0/?7=S=.-MI\MBLA'+LOROGRG>#@4U7HN"VKTNA\&6A3<$=7LUR8$LC>.8/%?D@B:+)H.!2]&V:HHN'FX$+G>G/;B7KMP*Y-G M+2Y%GA,AP/BUH=GK6-+![>>6^G=>=L@RYU9]'(,R9ZJ2YD#B<=>, M/,HK[OC9B=$;9F@WJ-&#%]6?!CBIR"AWSN"KQ#EW=F/$T?6]M$YD#"*?#!R( MTJ=!VA"XJ DD+Q"($_9!*[>R[%IE(GM*8 T':2DA721[*5X)=(^&\8A2Z(D MWD-OV(DX]/2&+XO(MD1D_SJ?6V?@#O_>)6U-:[2;%H7(.UOR5)SV$ -6F+7H MG7WU)IY$W^Y!.NJ0CO91/[NYO3ZZ_OO[NT_75^SG]]>[X.TG\/''3](EMK*.NQ4QE)N5VR!^/<'ZO-+2490 M+F17(N<;#B.!NS:E-AY?B17E@E07)5*$K^H%_/%,)N;V-V&E^V7[SD52A_; M_]!J^9GHW*5&5WUD .QNJY[O66N^34W:#9@(M57^28WS30K"3>ZF&AQ"-40% MS5'6FXJ&*!9R73.A'<@X+<<#$.ZIB<$7-;'/XK$)S[)G"7%:Z$38TL?=NXG;?7/*\$^_HO;R'A-F]J/E\'G^%LEZZ3 M63B>)3#3,21_1HN^=YL/(!R'LQDL'DU?$"GZ8T2"U\VFL$TT_!U$FH6S:!K& MR][Q?VI+J^U1 'E#5]4VS\B( F):4^V4\30AK&YS)'V?=INBW2'+." M\0JJ9P-L4P)]C[4"U)N$WB"IN_BFQZ'];<=AJ0BT.3K09LF5;^S!^7*%7,ND M1_^+GU\TRV6!"M(,+;!**K+*-#+YBX[<$^I#G\LJKSG M.+D6;4\,#+X,=\<,T<;O^!$@OI7"7_DTPZ8@N9K6H1^0KCA,[0=?Z%%DC]12 ME&9ON[E@E>]UD)R)FES(E%H@#+>-LY#FE'8PNJT[<@H],JR?)CM7H++.>);) MNF/?-5<^CM%$.#!B+50%+FX%]1,;-/W4@U&G#<9+H40]*'^+VPT6?_CV+"P)&2I%+Q<0]*HU:BL!/&SK?$ >5.#*&@1L2\1-7IJ M<\Y.#6\E'Q!8"_1F7@,*"S_U[_HLTWG.#8SE2^)&6N&EH9L)"RLW"52"*CAT M_>\S-H%4:YVOO5^UEQ6BBSC9AIR'N]%5#G,N%H_7*CX7PE[U?-1A__)BYB\%@*K?KBL%OMKEW/Z]O&Q^WU MG>T';I82RL_% D>C_G3<8Z:^!ZU?G"[]W>-<.Z<+_[@2/!.&-N#[0F,F:UZ( M07<9??9?4$L#!!0 ( M$ U4K"=]CD@0 .@) 9 >&PO=V]R:W-H M965T<<9-.,D.-,83<@)F0TFFZFVPV M--F=W=D'81]C-;;D2C*$_?5[)!L*@6;V :/;^S+ MTF18Y4\L19G(Q\-K>:N&!SU)C%UK#?L%F.$'S6-PKFK76*#'/46@N M!2A,!MY5^V+4M>?=@2>."[TQ!FO)5,IG.[F)!UY@"6&&D;$(C/[F>(U99H&( MQO<:TUNKM(*;XQ7Z)V<[V3)E&J]E]@>/33KPSCR(,6%E9A[DXC/6]IQ8O$AF MVGUA49T-SSV(2FUD7@L3@YR+ZI^]U'[8$#@+?B(0U@*AXUTI:L 7 MK@VM-0HEX[+J+Q&CI.!F:;DG3%6<*N(K/45D[G+*<6$3E I MC!LI)=U)< C4YEP*"H-4HL9E2*5OPUGDV;]2_&9]7V^NW<=M,4D%!Z%_UEG% M%XYL+K3/5O.F54.=@7"L4S2UUTCQ*=&@5.6V9T1T(=!*:?-HNMQE+G=(42"N MJ*50=]!TGS9W25,K@"E2!T(ZM4AEEBT_4+J0 JN?Q]SF.UF[LJRQ:YE34==? M3&E>;L;^O@[?VKA]<^+JWAB:?% *4UW$ MZ]7U,^:JNKU_'*_>0!3R&:<2R# AT< _/?% 5>^*:F)DX>[RJ33T,G##E)YB MJ.P!VD^D-*N)5;!^W W_ U!+ P04 " +1 -56LC"3J,L "YBP &0 M 'AL+W=O?:-WSV6U8=ZKW6C/A[RHO[^R;YICL^?/:LW>WU(ZE%YU 5\LBVK0]+ K]7N M67VL=)+22X?\63P>SY\=DJQX\L-W]+>WU0_?E:/ MWS^)GI@_O,MV^P;_\.R'[X[)3K_7S>_'MQ7\]LRNDF8'7=196:A*;[]_\B)Z M_C*>X0OTQ!^9?JR]GQ4>95V6'_"7U^GW3\8(D<[UIL$E$OC?@[[7>8XK 1Q_ MR:)/[)[XHO^S6?TG.CP<9IW4^K[,_YFES?[[)\LG*M7;Y)0W[\K'OVLY$ &X M*?.:_JL>^=G%[(G:G.JF/,C+ ,$A*_C_R4=!A/?"B ENWHB@_#%I MDA^^J\I'5>'3L!K^0$>EMP&XK,!;>=]4\&D&[S4_O-ALRE/19,5.O2WS;)/I M.E3K,_]R5C?FC[??/6M@.WSIV4:6?LE+QU>6CF+UIBR:?:U>%:E.VPL\ S@M ML+$!]F4\N.*/>C-2DRA4\3B.!M:;V,-/:+W)E?5>)G56JW*KWE:ZUD63$*'\ MKQ?KNJF 7/YWWYEYQ6G_BLA#S^MCLM'?/SGBFM6#?O+#?_Y'-!]_.P#OU,([ M'5K]AU>;LB@/V48E14HWU&2;)%?OLOI#W0?KX&K]L-XDM\'0-NJWO0[NR\,Q M*<[_^1_+.%I\"Q@\ZHIP5ZNDT@I>3T^;1J"ATOZ!@=0! MKW@>J=< 6\I ]I]+)U4!W,68J4_K/T$B(N$#K5'!KS:/6_,GOH_.=\1%K)SRJIZQ+>Q1,\9LT^V-#N&9_B ME[)J]NK%05?P-"WW3UTWNBK4JU,%:R%TW>GG*\L#.">LCMD;_H#6 [J MH)/Z5*&BLN<'./ (Q(65/F1-@^>#U=95F:0,$K,2_G30S;Y,2?(WR<>$F=>[ M$S@OLNQ(#J/!(03;O>3E6VO"[BH$TF /M$]N.@5T;V^ M#3YC-_7B_7VPC,<**"59YQG8#BB;FWVE]5V3P>FWN,@#+;*'WY-JLS\; 7*L MLK*"&_^79DF2%<<3K'FJ60;QU:!(<(LP&=J5_"4";XFL !(@*$!$/^B\)FLK M5:61'0U2/SPCDNS3&Y-0*->('CBH-E((K,\/NA%.#?#$M>'7Y^IGW#J(%+%+ M_"T:>(#[%%BXO1)M7I\ $/CDKU.)/ ,'VS"]LZTI.]7?RJIQWZJRE*&[I/C4 M:OA00T?3&;V49A4P$#!O6<'3[C<+[K Z\J:,]Y8BEN7QR##@SX6* ]/ MAZ.341<2WID F4>X@!'8/LO/+-;K!FE\D]1[8FKZ ?>'N\?'0RL+-7\(+,[& M;@V?;'1&QPU1^@,A^G_ANW!_J;TWC\G9?TA^9;$"#U4GV"S/DG6&PA+?K/>@ M,NY 11R GHL/*B]!B\NN=C6ZH,>D @W?"$HV\-L9,?E@N/G?<&]8J(/G!,F,G &=!BG\@802 MP%QE>HN+G2HZ+BLY.0A+,=@'@!0UPU(+/EN7%6@,M@ ]=( "HA>!E1_+4YZJ M??* F %[*'E(LASQ%R /\G'PG-DA0_,(U!LXVPAQ!QJT-0#XX'[MQ"*.3&*Q+3D>*)21I MUA*0)&L11V!FD*L/[S,7KI.<#"4X4IMC1382F8D]DM(MI%F]R4O<#&#S\?D( MAWJZ#*,5_IO0LT]7<3B=SDBY;!5XM_JP!E8S'BY)A>Y?QZ$QF4 GY(#0^Y+< M=T!0T+)VX;&<^$4PEFQ 8M1BK,%V_PU6S]1[P$^C7B8-4.]9O7],CJ%Z?Z]> MG)JR/@)C,6G](P-3[F.F_G[*SIGG2XBPT&21!G",MD!HX:8!5VB#]AXNB\A. M22R4E3"B1R[H"NZ$G"9RN4PYWD,H$>W1VX9^0+A6BW 9Q>%X/&9D3\+%=,*_ M]N-;?1:^7^0U^!=@I?P"! %/#%J)MQ'LCV^F'5TZV]]F&@TM=L0TW MM\'5/7P5;!%9 ]/N]OGY+L_@2;2Q'D!4B"(^ 2\30Y$)#];<+D/?T1-() /0 MECMP" @E&7CW2(QK?:'!!G&XL#A<#.+P75L)]F%N<($KF$MO@\[*ROT>T.]. MS !UL_:H61FE0.UU)N94KI'+B'"!(S)VY>@QX"-]))=% ?OD*+R#+Z'0/I^^ M8Q.P_)FLPNDL#F?S*?.$FDY)!'6)?. ZEO8ZEH/7\1H(!DQZT)N]1#SX\I6K MT+>!MZKR?J9X"$5J2-(@/O+R49!=HJ4(UBO8K2#[\^Q?)/-9BMR(04N_W;*0 MX1>VH,D?K?E0H[A+-9H99#6+5[*6"&+P2.%?W!W\T&2GVRN!%D4_*P5'&/W. MP:54=RFV^>!V0<'#J=G =X"%\I< ;(:2HR=@?).M 6^@C,6?4.;"1A@[@U7W MH )'ZA?=!!<(R3R_R]E3("!AZ%1TX;-JT,%C.Y;_(I>F^3-$Z2@K;- MMN*,:/#^D?G<6?3'#<490?^7<) -1@W# )TG8"!\08G6'Q9+*\L'JT$^>&%, M\7?6S&8V!GB-':I>;,%JH\LR2<:_"WHZ"ML-+CW%3;:W@;_/J"46(UI>5HWVU/N/!R.C:(+ M&B#_4 @0W67]@.;E1CLKT:R.42]T#3#RA0 -6W*'/-$UDA.$:(W20'L1T&W M"E;3CVQ1 WW]=4HV9V/G6@"#?@ I? W_W97(+<3FH9@X>W!BRXJ":@(!GK,! M'R5E=D)_'LYQ2NQZ\.+.0NOHZ^2Y (N"$%WAGIDZ,(R$SL-^Z3:(8S;K4IV M"1KW;1RJ9(LZ$OPU-!W94O50X[PD_7$/OE?9'B1LYZ6,0[RP MQQKO&T K<(/RD11N_Z5EY"B75R#F&U? M Q7 @A6%_]DN=M*Q_:*05J\;WQ>*/W*Z+B/1F:3E$>AD1SXBA3HQ',LDS+&9 ME*GH7_@;[4//PJ9DHINK#Y66.'I^%H>5[+UDY\E(^E-Y:@+B+$EJA.92*-8# MTE8V0C/_,KO#I Z>%;':$=8%\OD5^* \6D3L&' F_18.X"KK,N#S:,X<2!B! MS:O-AUT%2$S-4N9T$K%HOT $CD''R+ M:#5:J@.X+TCHO<Q?8I.J.!^QJ(4>C?O0].<(EP<$M9/\"V&*!B-/21 M,.ST-%J.QA88A.XB($J/Q:.)>>J+7;,NV.9RCF ^G=DID_C$#K16JC^))_7](3SK)G+M<['"&2T'*LT M.=P79!8\C#I>UE# M E@-1NN.%*PC2?A8 (S[C+2.70_EV!L,7EI:Q/0+BHC:>XAP#2JLHR?D.@(2 M>UDCGTCN# 5@EIX==[DT:=L]*B#3X!!]43I:[AHC8'5C28[*!BB ML0N1!(>GV-UX-@GCQ8*)-XK&83Q??4I2D\5ZI+R:;_UW;>/@SU.Z(Z3X^ !; MA6SF#T7YF.MTUW%1I,@%DW_ 6[KBR@$P=>2.)+?17%*?JV,X-? Y"WA/Y 12 M[(+>6JW8POF$L;I%VF(5BK(;_=NDXF![T! =KK'^3FKO,F/N6+/OBJTY&"C% MFX*[-$LDMI#LLU;XU3N[";*_MP:!YTFHF^@VB)"_5B(EGJIH%:X6RW UB?"7 M*!Q/Q^%D/ U644N<+,-)M CG<:PFX7(.O\WCX%?@,/=$%"ZC&?Q;J/ET'L;Q ME#\OP?PYZP0>G(2K.9#:9*S^2\W&X7(9\1/-8TE/U+C]*IFLW U784S^#. . OGXUFX6$1?B:_Q_QV^XF48KY;A>(+ Q(",U32F"]5'"ZG"SQ5!V-W@(,+##&S.N1,EN%\ MM@BGXSG^,H&[6\$=S@, O<6J[+((L3IST3>H$84YR^< ]D%DQ:/@OXCRP33! M1)?VT/U9M$D5/Y67.6&5>NUJ4*MZF2DOSX(^<2=U8HJ;6/$ -M N[]<[SL_L MVA#>,XGGIX*8!KBD^.M%^YV@U\J4\C NR3 ',* -1K^BL2LP'0_&OWZAO)F+ M,_46D@XN<26,M;L-NFNK7SHI;L\ ]_+$G%.EXV85&T>V'NF0?,P.)\ 7:3;* MNWZ4) 9Z\&)BHSMQT,;?,6$N4S"'2Y,G;96B+79+)"&L79V;H7:.$U%J'>B" MXD2CX"6BY.5:]>@I M>[^*3]XGK_%B'XJ%)!D;%6)&>26- >X,>M6W% \5#!B]0.6ZZ$\&077%J<8 MC]L 8^%MS_SK-T4-*Z7>>.D=R@GM:/8(A?;M>A1O.S:ITI)UUJ_PE^9RA5![NTX_6RB">UC8K#&6<$7 M]_B)V'.+3,F_U52;U"/=B4[\XZ1Z0Z?!>J2LYMCDY?YR/K"OT2^0(!!\2M4! MAP,@#F'B(ANVARNJ*+%+4FEKUBKVR,\F-E-1C28L&H^B;Q"2>+3X!DY6G+A M11\YE%IXM2K"NU]N-/)+SDB\XA7>(U*T2#NN0MUMB")QNJMWE22'$"9K*/''4L=-.K7@97 MO:)>]K?!9VRG[#.!]XPVSW#0VZ4^*)5%V3,@V=/AQ#>1HI+" F$*,/SH_8:4 M!)C=R(/E@S@SZ&JXV+X5*<&IUN@9Y-E6FQP#NR%5@DG%.XKL<4QXI'Y&XVA? MYBEFOBI;CTY%W =,&/[+WQ+7M+X";J^$5TBE\@=!CDL*G6A\$^ GQ:NKD7IE M4W 6S =15PEFR,FG?AZ\/&4YRZ=X? >6-UF1P1O0IP!\=>X@.#(/_ H2 XQB M]\G,O%DV .F#!IC0KW5_SE/[&Y?<4;Z2O2_&][5+(L&*.(#3(?Y@?1)-CUF- MLK&A+"*5:.:9J="WHJWK!MJ*.Y,_Q;P(R694()DM3K6JR09U:\Z*HJ9HYYNQ M0@ST!7D)?![,;-)B)@.#)HI-W-8V+1MBJ *U5;M.7A?Z$9/@7/6&90Q>(5AR MS!K,YJ%*&V+SV+%Y/,CF/^,VOP,JJ4FLOL[7@\MOL-NA;7^$? ]M/D%&E MJNLF<:$9;B(A;63M]HK6064O>46B"@P\MG)J;&,G:&X_D!IA2ABIOX-!".N' M9*5+CXF_Y8X*0PD08!TP;(R53W!@"2)!8,QYV,24)>(#3!OM1VM>TSDY)I?5 MYOYA$<+"(;$28)MMFS,S5*NN5U$3GLVQH+6!B4.DOS2C8!3:94R%PUVV/D-B\98>TUU&R;+]7-9[.Y^ MAB.F8#,A?GHEQU>T\=W\:>LFOF#W%A]P'DQL)E1-=P M9G"O22I8F M#EG2XP;#B#9UE4GA$W5I9"3O?3C)[2))1H@-"6C2X('G7K9"[A+869^]8$_G M\%BMI-/:553[!6N&K;O( 5??/1K8PBXO*.!*%IV(]S#FD%0K#W68^6 /!U07 M]F:?Z!>;=J 2]*QX*/,'- 9^IF*&@!)]_;1L\R]XQ^VP!:6/3='[ 30K%21\ MQ$))QO(%-DQM.Q:.<=6&"66Q:=?62=Z=%*70#]$H71J^S9:AQN;EH1CXH%QS MK;W1<&_O.R0:N*9W#!:R::_@^IJ>W@]8PGJQ? L;I.60#2WGSL=S9=XB1L%" M\XHR]W3?]R[%1$4A5H5R\ BVP,#"\9AC#E_T9UMI+@-'>P<0B]0( -9S51J? MT[HJU]J'*37&C88IL:1G&TA-#-YD)>>HW.F9&/#:-XUU:SJJWB&B_ QUYRI; M/ -=:H],M>85$JPMA"2^N$H4X,8+S$SM%,6MMKJ2R+1+\64<.&190JQ1Z2U: M7+4M"'%= 21H@JR1RB.IM:1XC")[21I)6;V59(=VH"%!9S@UHTBUYO3Y'JE> M3M*.C1(%;0P%!40R7B5.*^[$#:HB\L@K)'T+$-[5C3[:,J#G"HQY*Z8=E9EM M5&L7N+35]%MX!1P [Q]Q6^*+4&1<0RK=N_ 1E*R930]N;Y>*)%*8^T+#[>4 MM7- =1X/Z'&C28>W1\S>P((>]7)@RB.9&PQWUNWT20VKU%L,\5 PVMLD<)NT M*9*;WAN/()M]59YV>_7J#PH8L;E0;K=WV%AKO6K6V_U73TKC6&98; -LE!W@ MC(64]AJO ]G8D_VVX,=6(>ZI ;-)Z&.ZX#)WL8EC56(REIMA\!,LA+-!J13M M8.(95S[89J:@M9S9&P7OP98^F0A#$0$KUW1P6H2)(1K-"GU?B#YO-J6JGCRP:^;IX!;FOK?C2 M*%#(T>SV#PE>#YSEPWV!&FUGK#'.KO&+Q#HD'88Q#%O)P':"7^4V4N^U#KB) M9VZ\G?>:"P'>F2XEX^^(-9'LP*O:)5T6I/)*T]=4\QJ=P/<:Z$%SY4=6=Y8* MJ- @U4"P<&(4HHVM8C05/2%2EKF;$QR\0NR:.D4&PS:'LN'6G<9@!PM@_5U9 M?<(CZA7>)MIAIA",SMG M7]ED,KT'L8,/O',A82DYQ5P(FJ@M+\J/A5*43!QJ]ZJKN:L\N )_.^[9*-!@ M(0U95A\,U9J@DI=ZY%XYHA2/".[F]APW=45/5TL@Q7BRA<+><42'RZ M"./I/)Q$L?54/\^>_8)6H,BUMT7#_6U_<[&LOU$LJYF) %#OT>*55&BCAI7SI[C8[*%[:+FX";F MUPD*/]N(]A;:M53Q9JQE3\&'/>&_SAFR@KM]&QLK+LEE.H.1A#VLFX!;BDB9 M'K*J I9G6YN# M,N!L;)Z'[,MWCV9+EZB$CN[A1H]V(U-6493%G:\9C!ZIVAB_)3O2I&^ET"WH MMJDBTAQ]*ZXF9)N79BU8_\%D5:3_G 2I+8.S+YBG.BH[LQ9$5E)8F9'FBL\0 M;JF 8'F*J&O$YNTZ1[[MKH M(B?$D[!%[X))JA\(OD20/(W">#()HU4L97MA-,%:H/@BKZ@KQQ4FY-YUMKA< M,DNHW\]E4RZBY<,BRW631L/MI*\Y _\;&ER]TNIKFDD+[&!TZ[9=<)/$WM(@ M#WH*S#T)T"2%!*DH_6!OD-+,8-U;RX\+4UV>ON4RI-J8O+#N&FQ]D!X4)I?J M 0G=_TZ%1"[1=VU+NYR#5E^(*;:<.)N-KJQ?,&)I,G#F$Y5/('B)-,)(P,@' M@D8>@ 8L$DXKP./LM62%8=2VTFO).A\:HW>IF9=<81J%Q#R?M*.]+>R9K"QW MVMNN7U^6?JH+RW#8@9+"V+UT#N0B: =@:3+@-XP'"=>2%'".3%OFE*>J/PZ! MV$ L:5B^:"E@&MB MCH:[F'^225OW9M+4;^BU\;WW2H6OZ6LN;X.A?4A*("T268E#]8FX$W>>R2 3 MI(S?00K 3^\;XA,>M6:&*EQ.?^N4+ <^O5Z';MP';B1V>5WWO8.R=O;W/2K9EY[*R23] MLPX*_&PPQ&K"1PWZ ML='/E4QP?7Q\')4 3#("L(*6GK[L)D&%';SE-BV-7;YO7CY7O[__L3.S;SZ: MS)9+^-\L7BR"%]*@?O7AZ72U@O^MQN-HD!U=+W4TW$R-]%CI/4Z%!7X7A-]@ MGJ%_0.G7M$4-P\,*E>;L4ADE MU8P83Y&NTQ^V =80%QJ8\3)-E:U// 42-N'/@*2]\762QY6F7=B=YB@I.SC, M=,9;N6M5")<0FZ(V3_]1\7E2I43_*(G* J$+*-SJ(ZN-D-[=D+1-@J='.%A5 MX>27];/JY$#1/@P38APS,9/3^H3,J'U7'=!LXQI&USI02W;^8LQBXPEEN=%! M/1.[*NEXN$I: D^]EN;PJU>H^*_;P*P)!!QP;3*)+$(FIC?BY?@.:^8O@E[] M/8&;/8[ <@4)6%!)+=N'Y /<@)DZ>O_KCV_T[*N/>G,B)?)I6 S;P2WA$S,;E0ZZO9AV=Z>S";%5O!*)HE*/YW,:) D4U9_ MN-OB:*E6AX*E?3=OQM6EFDOJ'I#&#O]646+O')PSK*P!82^I4'8D.WD="KKP MA76C :5A1F'BBK18;DG6GHX&D"2Z@$J_N(9.9 MJ%['E(ROH+DXMC^0?@/C6 K[[5[L'QO#$N6(G1O"!Z>3WLFQ.N?]LF"SQ*ZE M)_DB]OP;16AEEJ,/8^ PD?+8USZK>5CDN'+4>+@<]6]EF6)HK5?*?$T):HTQ M:UZS'0%BO018W)F/Z1+,;'3DL;5DK25Q;PY\*K+F8F(N8I*9R294VV_PP)! M(D'.E>C;L#.AQQ:O9=1VT89#6IFHKT$&6\$%=ZD/^0Y+(NO 'E=B71R;0&O MG^;K\NDF!#52%H]X$EV;&*]7SM-_N;"CPDL9\T>YJ&YYV0=*R5J:+NY7-HV*DBPJ1#KUBGSC"9I(++N(8 M^.&!2X;KOFB!['W4M'YVBT]L:9^E@_:D3$&*SW[;K*H;L3@U]: #C(9CZ.)X M[K)45* U3&Y2-A"#0Z+=>>QD2BIM)]65UP#WW$128^+A2BU/@C#B0&@&LG.) M[2(4*AJ3!%2''S951H54ILAT,AO?Q6-;>F#]TO;ILVY0A=8"J)%)UJV2:S3+ M638PZ['Q8#C 6NFO:$Z2V]HZG+4K.^_RB=<,P==VYF"W MJ02U10S8R(+A_PI]HPW@TDVEQ7([F;1Y.=K!Z\?@.407]<^W9OBQ=_S#J>:! M<5*U86*6SHTS)S!6"T7]: 1J5SN>;'JE3ZC9(5=!D1R0U:+;]D1>,*%NU3^R M8G]*<)+9AZ2D(_P/\-X^@&17[S=5>6)Q,[EMC^X=GEYSV4;H*A:NB5]2UP,: MEHL66H5=0;O<%EO8O9$50Q:;:Q*(AYL$7KM*^.L] ,-K7#'=&DS@=197[B^! MJ YO0#W64U/Y#DU#PCL5DC-U4FSK%L"SI%AK&1?>Z0#,JI8/ZCKX1CT(()O=K7%EU(*DV;S6A+8C M<=G1P/[":CP/Y^)#/U7S>!;.XQ75D/T_J7.)715W/%S%W>D/>2\3=>[9-^;0 M @+P3YGUWTN77U/B?;KH3?GDWA@6!#HM9)*&J=RNL<=C(_.UG4O?*=+%&9KX MJ+8A"BP,,2N#8+1TVXX+V,W=^'@,#$I,G/J?N!@F/WN5?$W+#X S^,- 7&2] M\]4?;&J[.E2.<"F)0QI@ YXB?C*#][RY]A:P8>IPE7+Q<*7'>@#_J.QYKL?G\U.@^*F C$X,8L&-8MR7*JR$&. ZV/+1(GWH>U R.ZJ#(KGRW5NHS%T& MX'1$3<2RLCTR@*J7**)!>P1HN&)JA4#@P:Z-;D6V219RY0/.?L_Y.(2MR^HI MJH3B[A=K,5RQ">&U@(-@9ZG$ -B]49/\Q5$4T.&HD7P VYO)KYK/>[7!B@Q+Y"? M[[BMUQ83G4/U/_?Z3U2)LOQO>K,ORKS<<6'FNBZK=4UI-&IOHLZ\NO8TL2-+ MNJ.L#@ 6^5H<++O%*B[CB]KQCJ:N?G!SKS=#ZKXR?Z)VA?/Q3A3;I[(.,3TQ M;85Y/V21W3ZX7%@R$(\@M6?C;PR_@0#MXI='9_L]-4PE80^TYKOE<*AVBRA) M7N\!_F"MY1(N6MI;D@5G@1NVSL]A8+YFY>+V,V-+BXXQ=>;>2!LGCSZO+L$5 MUARQ\*UB]91=]&_41'JFHH"[EA*OIM!\;8S>947A35GKABCE[_4UV()V.I// MQ\7%K2-S\QQ[DM:_"*XE<"55U^I.#Q%7NJ(I\R2]W;B3;7+ 2/V!.)D829'' M3P$!B@3,QGB>C5><^5#2MK9'/K JPL0WZ&K.(U-A_]+[,AU)>)LY7X14YMMH M# 1;;GLHE7L69! AQ];+QJ@.LSD5NZ% TZ ?P F7*)QM7S6!' +07@V[<>Z+ M !.,=,#A,ZE7$B+^@X_,0P5P,,C'LWIANK#;:4"O&T"D5=^1B1@WUR^]!P_7 MO[91M?>D%P./F1Y9U..W[=C],1_2RV$@U@8$E]=P3@F*CK;P6]/1G@^(\,2C M#MUE(#(_L0O?;H\J' T+5KPQD)BA/^&S9C C1U1L"S)+C)Y,M_\MJ3;&VFG_D!M M(49EPOZ\7HPJ8E4U6@1^72VM<XHN81C@&2"-QD!![V M&DUYF" JX1T'3TFMF(DN9!>ZKZQXKNY]^?V^-:+E5U>A\-I%\&BVF_%7K[FK MP5N^/D3U*[,U'-7?S33WXJC'Y2*,HW&X6(YQ[N0TG,*_R1SG/M[ GZ/),ES, MENH6?E]%X70Y#R?+:?"W"@T::2:@<97+51S.Q@L\-KXW 6SVAK6BF<3&"Q\:RST)J_2;!5 M4?Q4X73.V1B.MD*0P@A G,:T,CCR$8$8T=+QBLX?+Y= 5[:N!Q8 G."7W_ ( MS#!>K,)%M.A;((;33<+%:ODY]S/^TON9+\-X,L/96KC7(IQ'L%?,][,,5_$R M7$Y6! @.%0789M'DXG[B<+68A,LQ(F,&%QS%4X/5"5SJ(EQ-)I]Q/^,Y7,)B MPO\+7"*F/ 2[Q:VE5N\**F>-<3 M=4LW0NO!!ZMP/H7#QG-^=3&%*YCX+XYA^RG.&U6W;=YZ:<:?TEB1%D==&9+V M69=T?^WK%0GC2Z3Y<#%&1$_F1$P&Y4AR,>!].I$!I[9\CD-6R$.(["72&2(> MT#2&/S#Y3<;A%%8>3Q@1DVD M$-N+1A$UI5P[2!!3O%&\Q F# U@VY\*/%O@E?^-K]! O M 1'P6!1-B8,!"2!3ERL21\ 8@/EIS*PX&2](VH$L':0'D.;1$G PI7G#8R2, M<#$E"@.9$"VFX5R$;[1$ZIJ&\7PZ2 \ XPI67"WG+*EP8/QR/N^!<3FAFYS& MLT_2 RPSG8*(6Q*B8'7"'\D;6'(&RBGZ'&J8++&K:"[B?(+?[ >KSOJ..QW# MI_-Y. =!\I9=E(1G,,+ENQEL_3TF_B1@WS\+^I^_*G^0SEHR[)O/!("]%??> ME7V'2-5)*T]2J?%HHKZY2I^^A/(DDIJ/(OM6+QVV))$G>8#J1M.+#=NTT9(Y M3L:HV7RTZ-VU0Z]6NCC)@H7J\.HU*?#_\UJLS/#D!=S*^/JMM.2$)Q=@J2L( M %"S3]Y*B_,=I\--CY:?<2N.R2V#JPC?;".>,/43N2U?:R&[FH]> MQV90U*-A0G=T(]\G?NN^8P;K[VVVVXOUD0TS!5I;KMA@ Z$(-M-L:0R#&.P> MU)%V<7])MQ'7^E\L/J&Q\R#&V$B%;5"73GDK,+P6(/'C>,X6:SQ>A:OQ]%-; MB<_8W0KH#VAP%D_$@ 3!.I_$8N"9?<@D!=-_%:^^R##^MUQ+_W&N70M .8Y! M.08FPM(9MS> MH6A'H008;&^%A"5LUA=J0J4XX%%WAC;UA.YK^ZU/UYSV8-AI;^D27[X[@"@ZGN=YU125S3?/\%"=?M7'+2$ M34O/7\1/GL&;[O$?OCN"F0&HWV4%CHW;PJOCT6+VA.&ULQ5E=;]LZ$GWWKR!\ M]UXD%VS"#XFBVB1 TH^]7:#;H.F]^[#8!T6F8Z&RY$IRTOS[/4/9LIS(3MHN ML ].1(F<&9Z9.3.43N[*ZDL]'E\7*62B5\TSX^5$.9XGF3%^.S$W[NLSD[*99-GA;NL6+V2$$+_(R_,G=7]ZX9;>6Z++_0X/WD="S((I>[M"$1"?[=NM6SF.JG=ZS+_5S9I9J=C.V83-TV6>?.IO/O#K384DKRT MS&O_E]VU)IA77-VU7J#E5-VE=T4V31+DZ)AYVE: M+HLF*V[899EG:>9J=O YNR:&8U>UM, MW&1;P#$L[LQ6:[,OU%Z);UQZQ+3D3 DE]\C3'0S:R],[Y%TD=583")>5JUW1 M)#YD_GU^73<5 N<_0WMN)0;#$BF;7M:+)'6GXP7)K&[=^.RW7Z01K_;8&W3V M!ONDGUTA.R?+W)')R0VY"1?-S"'*O>-J9$SJLEORV)#M>Z4/VWZ^5I-TL='7 MPA*/'QSCYM>NZIS#/BZ;NDF*":V^3O*D2!V[6E[7[NL20(\0P.L,/9"'(\F: MDL6"39+[FOV-R9C'D>6QEC207 2":Q&,8C]/VM5$R[6,N%&*:6X-1D:-/M[" MBFZ&Y%:&^$7,!(8K%;3/R\*Q>Y=@HN:Q$5QIP7YGH>#6RG9&X#1-#;D3(HTB.?@PO\7-X*" ,#31\%\.'9@33?;B^+N>+I+@'+K?@6S?Q-^MNMZRW6X(P9Q^2*IV-H(? M4D>CW]GGF1ME18J25+L>W,^*S9345Z2V;+-G3DMWNN8.#R9+U\U.ORZS.O/6 ME=/1/[*DN/F6L3^6V7W&&5SH9TVR>E'60 ,BR[O"5?4L6]#@G4-$S/"'WGY/X'945"!183[]8I<2K\^TU(Y)S/IUF>98T'<)^KGS% M%E565NL-K$T[8GLH*>PH*7P^)=6U:TBEC%[5S-5-AOI)=M=NNLQ9GDT'66FO M@F%6NEAF^<2GEA(OD+P^$$6 M#?"Y=? (:EWO=C[I1OO0,AU:YOEH(8O0 3'W+9TAA!RKR'$K0J_5<.X;05W?S#RB4'A/KKT"ID#A)\^7+QD?UZ]>6"C.=*AM?@7JB@: MG:_VL7-R$,0Q_L5"R'T81AV&T;,Q3,NB1J,R\6$&_FP88NKFTO7O=L'GUR MMZY8.B)Q&W$%AHO Q:@H 0_P0T7#X "W)3@U"BT[Q#B6/+"&:QN,_EZ5=8WT M+J=9TQ8B&RL>BHB(%S4*/UR]H$>H?V!TBQKYO@ #.G:08^UARS@]M%!!>(B* M%VGA=6.9X*$*O6HOB6L-82@-VX*N'6!V0-O?;))O?EM4=U%9E8S))"YA8J"\ M9(5=>1.E%ZUBOW]E[>B?.)>LQ$ ,-$Q#]KBQE44\TA&0P)0LXSF46Q'S_"/ M^%[_H,%0&H7>PZ)0&]$\1*KU#WH5U&"K8V\(M0NP+93ZD7\4&AO49T%@A'"P M5,$:50VG1NAY]#/\(PR<$.G6/UI 7Q1U_HE"!$YL1K1\AU,.?'P)= RM6R%% M !-LE MO/VQA%_W2?X<]&2:[U6RH_D=;B">%3FODWKFZU!*%U1R;I/76^O-8^L2D"+ 4_10-\)W"CS0DM> #)0K?> MT8%"$X>IVJRD%67QXI%$:26Z/H5PM+2(+$,F"A]@R/6(""AN0T5&$0]AP$;B M6AHZCVNT'TWF0RRTGCA,Y"5ZMD(/: =L-!0K,#,6 R9N"T4S'D>2&TMRK JI MC>UP0^:#0L-P)06'Z/3+#!4J*?%N:.X]*P%A'!YBCQJX,8@)J'!@PW $ MH$!,*]2ZX1;QYP,B((^2$W5K#E!>[XL>X3 D.W@>>4]9 (%I4@:>5@ "B-[& MGB.1K4 ^4"T_:!%Y"@;![XT'E!@<"CB4TTA08/ H\!$&HI)1@&/7*AXL15> M$T"P-QY@8PR)L34M?8: U!HS8*/5WI.!"I^,!X@) O"N]4!!NL?/DR!$XD06 MRN=$@X9*&9M5C<&!)2*IX=!V X&GQG #=MO#;7'';?%W<-OF6++%UU5BZ MBVG^GV[I>*G'2?"*V.V5+2[J<0]$[0!H0T%]TNF1# N?],H6NVS8!)X^LL_P MRH9(.A)ADE;N2W@I-J]>Q8^U,Q[Q:5[>/=G*[-?P\T<6=(OYTK^*(I0HY.CE M3#;)DHH@VEOFJ%/T.SG L7\"48?4_MYFI/#Z?MW(0K1_,[_&'$UE@!RP<=M! MHR"@B0WMNBE2:$2I/^B$]T5N%&7%+;UU>"A<^S=\H/#VU UU$<$K2ITPA&J MG5*F/4(H$?-8!$^IFF+S1?I(%?("N1$JO>KH452,5JN.>ZW'GQ%P%HM5_%TG ME?^)6X:WL\LML%(H%$:S.B?@[!*B/;*;T\:!?VV*%BE4JW/"]SL(O:)$/QNI M]D0#+H],J^' ("9 &:)%#7PB\0O")T-AAW\D;09'4AW:Q](WH^V)0VE_W/OX M,G?5C?_$5#/_$K+]#M/=[3YCG;>%U'2 !W;1J14*EV[15^V"2@Z1-XLQV2OOO=W8@ M9!)DZB0^!'SVW>/GSH]S&6RX>) AHH*G)$[ET J5RBYL6_HA)DPV>88IK:RX M2)@B4ZQMF0ED@0E*8MMSG*Z=L"BU1@,S-Q>C <]5'*4X%R#S)&'B>8(QWPPM MU]I-W$3K4.D)>S3(V!H7J+YF3/K:WSA\BW C M*V/0F2PY?]#&53"T'$T(8_251F#T]XA3C&,-1#1^;S&M=(@+<-\ SO8B/#\I(I-AH(O@&AO0E-#TRJ)IK(1:D^E(42 MM!I1G!I->>ICJ@33-9+PYI8M8Y1O![8B<.UB^UN@20'D'0%R/9CQ5(42/J8! M!G\#V,2JI.;MJ$V\6L1+])O0.UCJ9IJHI!P-\-DB>+7 MH2QK,?05N9 9\W%HT1V0*![1&KU^Y7:=#S4,VR7#MD%OO>PPX.Z:'.%*82(/ MJ"7A-!'B/P%?A5_I"AT!9=[4.<:U$/;P&]"H+4R!73Z\U3'!-0;ME0;OU!IDC!GSQ6I[D_XI5+]&>)]Q-(U?&%I$!5 MSS -J?G"C*64 _5+!5/>/(=K%32AXS2@K17M:F'3_E)&":&ULC55=;]LV%'WWKR#484@ -OJ6[VB(I J?;'H8]T-*5350279*R MTW^_2TI674PQ]F*3U+WGG'MX2P!-7JNR5G-GK_7AWG55MH>*J3MQ M@!J_%$)63.-4[EQUD,!RFU25;N!YB5LQ7CN+F5U[EHN9:'3):WB61#55Q>3W M)93B-'=\Y[RPX;N]-@ON8G9@.W@!_+,[5%R7D&MN*B)A&+NI/[],C;Q M-N!/#B=U,2:FDJT07\WD8SYW/",(2LBT06#X=X05E*4!0AG?.DRGIS2)E^,S M^N^V=JQERQ2L1/D7S_5^[DP