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1. Organization and Nature of Operations
9 Months Ended
Feb. 28, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Organization and Nature of Operations

1. Organization and Nature of Operations:

 

Business Description

 

Chineseinvestors.com, Inc. (the “Company”) was incorporated on January 6, 1997 in the State of Indiana under the corporate name “MAS Acquisition LII Corp.” Prior to June 12, 2000, the Company was a ‘blank check’ company seeking a business combination with an unidentified business.

 

On June 12, 2000, the Company acquired 8,200,000 shares of common stock, representing 100% of the outstanding shares of Chineseinvestors.com, Inc., which was incorporated in the State of California on June 15, 1999. In connection with this acquisition, Aaron Tsai, our former sole officer and director, was replaced by Chineseinvestors.com, Inc.’s officers and directors.

 

The stockholders of Chineseinvestors.com, Inc. were issued 8,200,000 shares of our common stock, or approximately 96% of our total outstanding common shares. After giving effect to the acquisition, Chineseinvestors.com, Inc. became a wholly owned subsidiary and we changed our name to Chineseinvestors.com, Inc. Immediately prior to the acquisition of Chineseinvestors.com, Inc., MAS Capital Inc. returned 8,200,000 shares of common stock for cancellation without any consideration.

 

Chineseinvestors.com, Inc. was established as an ‘in language’ (Chinese) financial information web portal, offering news and information relative to the US Equity and Financial Markets, as well as certain other specific financial markets (including China A Shares, FOREX, etc.). Over the years, various informational components have been added and the general content of the web portal has improved as the Company continues to derive a material portion of its income from the various subscription services it offers to its customers, which provide investment education, news and analysis on the US Equity and Financial Markets as well as news about particular stocks that we are following. Nevertheless, we do not provide our subscribers with individualized investment advice and never have investment discretion over any subscribers’ or site visitors’ funds. As described below, providing investor relations services for other companies, especially those requiring Mandarin language support, now accounts for our most significant revenue source.

 

The registrant’s investor relations agreements typically obligate the registrant to provide translations of the client’s releases into English from Mandarin or from English into Mandarin, to feature advertisements about the client on the www.chinesefn.com website, and otherwise to assist the client in achieving its goals, which may be to increase the client’s stock price, to increase awareness of the clients and their stock or to help the client to move from pink sheets to an established public securities market. Not all of those goals are shared by every client. Promotions geared to the Chinese American market is the underlying common thread, generally in the form of advertisements on the chinesefn.com website. The registrant also provides other services intended to increase awareness and knowledge of its clients’ businesses and stocks within the Chinese American community.

 

The registrant generally receives a fee consisting of cash, the client’s securities, or a combination of the two for the services. The securities offer success incentives and align the interests of the registrant and the client.

 

Chineseinvestors.com, Inc. has been in continuous operation since July 1999 using the web domains (uniform resource locators) of www.chineseinvestors.com and www.chinesefn.com.

 

We established a Representative Office business presence in leased office space in Shanghai, China in late 2000 from which we fulfill most of our support services. We also have a leased office presence in San Gabriel, California, New York City, NY and Flushing, NY and Richmond, British Columbia.

 

In 2010, the Company filed a Form 10 registration statement to become a public reporting company under the Exchange Act of 1934 in order to facilitate the Company’s ability to raise capital on the public market.

  

The Company selected Glendale Securities, with offices in Sherman Oaks, California, as the market maker for our common stock, the price of which is quoted on the OTC:QB marketplace.

 

As of February 28, 2019, the Company employed twenty-six (26) people in its Shanghai Office in a variety of administrative and operational capacities. All are employed full time. The Company also has approximately thirty-six (36) full-time employees and approximately eight (8) independent contractors in the US.

 

XiBiDi (“CBD”) Biotechnology Co., Ltd.

 

In March 2017, the Company established and registered XiBiDi Biotechnology Co. Ltd. (“CBD Biotech”) in Pudong Free-Trade Area in Shanghai, PRC as a wholly owned foreign enterprise (“WOFE”). CBD Biotech’s primary focus is online and retail sales of industrial hemp-infused skincare products and other complimentary products in PRC. The initial focus of CBD Biotech was the launch of CBD Magic Hemp Series, a hemp-infused skincare line.

 

CBD Biotech obtained Wholesale Alcohol License in November 2017 from Shanghai Wine Monopoly Bureau, effective October 24, 2017 for a three-year term, which allows CBD Biotech to act as a liquor distributor. CBD Biotech entered into a wholesale agreement with China GuiZhou HanTai Wine, Inc. to distribute its liquor product - Yantai 1985. The Company announced its plans to spin off CBD Biotech in February 2018, which was later postponed. In December 2018, the Company announced that it had retained Boustead Securities, LLC as underwriter for the planned Initial Public Offering (“IPO”) of CBD Biotech concurrently with a listing on a national securities exchange.

 

As of February 28, 2019, CBD Biotech employed twelve (12) people in its Shanghai Office in a variety of administrative and operational capacities. All are employed full time.

 

ChineseHempOil.com, Inc.

 

In April 2017, the Company established ChineseHempOil.com, Inc. dba “Chinese Wellness Center,” a Delaware corporation, as a wholly owned subsidiary of the Company. ChineseHempoil.com, Inc. is responsible for the development and operation of online and retail sales of industrial hemp-based products in the United States. Chinese Wellness Center is the Company’s retail store located in the predominantly Chinese community of San Gabriel, California, next to the Company’s headquarters. ChineseInvestors.com, Inc. announced the release of its first industrial hemp oil product line, OptHemp, a premium, private label oil, made from full-spectrum, Colorado grown, GMO-Free, hemp, manufactured using a CO2 Extraction process. In or about February 2018, the Company announced its plans to spin off ChineseHempOil.com, Inc., which was later postponed. In December 2018, the Company announced that it had retained Boustead Securities, LLC as underwriter for the planned Initial Public Offering (“IPO”) of CBD Biotech, concurrently with a listing on a national securities exchange. ChineseHempOil.com, Inc. will no longer be part of this planned spin-off.

 

As of February 28, 2019, ChineseHempOil.com, Inc. employed six (6) full time employees in the United States.

 

CBD Biotechnology, Inc.

 

In June 2017, the Company formed CBD Biotechnology, Inc. (“CBD Canada”), incorporated in the Province of British Columbia, as a WOFE, which is intended to focus on the sales of industrial hemp consumer products similar to those marketed by the Company’s other subsidiaries via online and other distribution channels.

 

Newcoins168.com Ltd

 

In April 2018, the Company established NewCoins168.com Digital Media Technology Ltd. (Shanghai) as a WOFE registered in China Free Trade Zone, with registered capital of 10 million RMB.

 

As of February 28, 2019, NewCoins168 employed one (1) person in its Shanghai Office in a variety of administrative and operational capacities.

 

Bitcoin Trading Academy LLC 

 

In or about March 2018, the Company established Bitcoin Trading Academy, LLC, a California limited liability company, formerly known as Stock Surge Momentum. LLC, a California limited liability company, with Warren (Wei) Wang, the Company’s CEO, as its sole managing member. Mr. Wang has transferred all of his interest in Bitcoin Trading Academy, LLC to the Company for $1 consideration. Bitcoin Trading Academy LLC began offering in person and on-line courses on cryptocurrency investment and trading education in July 2018.

 

CIIX Online LTD

 

In August 2018, the Company formed CIIX Online Ltd. (“CIIX Online”), a corporation incorporated in the Province of British Columbia, which is anticipated to focus on the sales of the Company’s subscription service to consumers.

 

As of February 28, 2019, CIIX Online employed one (1) person in its Canada Office in a variety of administrative and operational capacities.

 

Blue Ocean Capital Holding LLC

 

On November 11, 2018, the Company established Blue Ocean Capital Holding LLC (“Blue Ocean”), a Delaware limited liability company, as a 90% owned subsidiary of the Company. Blue Ocean is in the process of acquiring AMC International Securities LLC, a registered broker-dealer that is to be a wholly owned subsidiary of Blue Ocean, which is intended operate as a security business as a member of the Financial Industry Regulatory Authority (“FINRA”), a self-regulatory organization under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). In that regard, the Company deposited $75,000 into William W. Uchimoto Law’s escrow account as of February 28, 2019.