10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

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

For the quarterly period ended September 30, 2017, or

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

For the transition period from ___________ to _____________

Commission File Number: 001-34113

WAVE SYNC CORP.

(Exact Name of Registrant as Specified in Its Charter)

Delaware	74-2559866
(State of Other Jurisdiction of Incorporation or Organization)	(I.R.S. Employer Identification No.)
11 Middlebury Blvd, Unit 3, Randolph, NJ 07869	10080
(Address of Principal Executive Offices)	(ZIP Code)

646-512-5855

(Registrant’s Telephone Number, Including Area Code)

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Sections 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 and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ☒   No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the 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	☐ (Do not check if a smaller reporting company)	Smaller reporting company	☒
		Emerging growth company	☐

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

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

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date. 

Class	Outstanding As of November 13, 2017
Common stock, par value $0.001	21,027,713

TABLE OF CONTENTS

	Page
PART I-FINANCIAL INFORMATION
Item 1. Financial Statements	1
Item 2. Management’s Discussion And Analysis Of Financial Condition And Results Of Operations	2
Item 3. Quantitative and Qualitative Disclosures About Market Risk	4
Item 4. Controls and Procedures	4
PART II-OTHER INFORMATION
Item 1. Legal Proceedings	5
Item 1A. Risk Factors	5
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	5
Item 3. Defaults Upon Senior Securities	5
Item 4. Mine Safety Disclosures	5
Item 5. Other Information	5
Item 6. Exhibits	6
SIGNATURES	7

Throughout this Quarterly Report on Form 10-Q, the “Company”, “we,” “us,” and “our,” refer to Wave Sync Corp., a Delaware corporation, and its subsidiaries, unless otherwise indicated or the context otherwise requires.

i

FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q contains certain forward-looking statements. The statements herein which are not historical reflect our current expectations and projections about the Company’s future results, performance, liquidity, financial condition, prospects and opportunities and are based upon information currently available to us and our management and our interpretation of what we believe to be significant factors affecting our business, including many assumptions about future events. Such forward-looking statements include statements regarding, among other things:

● our ability to produce, market and generate sales of our products and services;

● our ability to develop and/or introduce new products and services;

● our projected future sales, profitability and other financial metrics;

● our future financing plans;

● our anticipated needs for working capital;

● the anticipated trends in our industry;

● our ability to expand our sales and marketing capability;

● acquisitions of other companies or assets that we might undertake in the future;

● competition existing today or that will likely arise in the future; and

● other factors discussed elsewhere herein.

Forward-looking statements, which involve assumptions and describe our future plans, strategies, and expectations, are generally identifiable by use of the words “may,” “should,” “will,” “plan,” “could,” “target,” “contemplate,” “predict,” “potential,” “continue,” “expect,” “anticipate,” “estimate,” “believe,” “intend,” “seek,” or “project” or the negative of these words or other variations on these or similar words.  Actual results, performance, liquidity, financial condition and results of operations, prospects and opportunities could differ materially from those expressed in, or implied by, these forward-looking statements as a result of various risks, uncertainties and other factors, including the ability to raise sufficient capital to continue the Company’s operations.  These statements may be found under Part I, Item 2-“Management’s Discussion And Analysis Of Financial Condition And Results Of Operations,” as well as elsewhere in this Quarterly Report on Form 10-Q generally. Actual events or results may differ materially from those discussed in forward-looking statements as a result of various factors, including, without limitation, matters described in this Quarterly Report on Form 10-Q.  

In light of these risks and uncertainties, there can be no assurance that the forward-looking statements contained in this Quarterly Report on Form 10-Q will in fact occur.

Potential investors should not place undue reliance on any forward-looking statements. Except as expressly required by the federal securities laws, there is no undertaking to publicly update or revise any forward-looking statements, whether as a result of new information, future events, changed circumstances or any other reason.

The forward-looking statements in this Quarterly Report on Form 10-Q represent our views as of the date of this Quarterly Report on Form 10-Q. Such statements are presented only as a guide about future possibilities and do not represent assured events, and we anticipate that subsequent events and developments will cause our views to change.  You should, therefore, not rely on these forward-looking statements as representing our views as of any date after the date of this Quarterly Report on Form 10-Q. 

This Quarterly Report on Form 10-Q also contains estimates and other statistical data prepared by independent parties and by us relating to market size and growth and other data about our industry. These estimates and data involve a number of assumptions and limitations, and potential investors are cautioned not to give undue weight to these estimates and data. We have not independently verified the statistical and other industry data generated by independent parties and contained in this Quarterly Report on Form 10-Q. In addition, projections, assumptions and estimates of our future performance and the future performance of the industries in which we operate are necessarily subject to a high degree of uncertainty and risk.

Potential investors should not make an investment decision based solely on our projections, estimates or expectations.

ii

PART I.

FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

INDEX TO FINANCIAL STATEMENTS

Contents

	Page(s)
Report of Independent Accountant	F-1
Condensed Consolidated Balance Sheets	F-2
Condensed Consolidated Statements of Operations and Comprehensive Loss	F-3
Condensed Consolidated Statements of Cash Flows	F-4
Notes to Condensed Consolidated Financial Statements	F-5 – F-19

1

REPORT OF REGISTERED INDEPENDENT PUBLIC ACCOUNTING FIRM

To:	The Board of Directors and Stockholders of
	Wave Sync Corp.

We have reviewed the accompanying interim condensed consolidated balance sheets of Wave Sync Corp. (the “Company”) as of September 30, 2017 and December 31, 2016, and the related condensed statements of operations and comprehensive loss for the three and nine month periods ended September 30, 2017 and 2016 and statements of cash flows for the nine month periods ended September 30, 2017 and 2016. These interim consolidated financial statements are the responsibility of the Company’s management.

We conducted our review in accordance with the standards of the Public Company Accounting Oversight Board (United States). A review of interim financial information consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with the standards of the Public Company Accounting Oversight Board, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 10 to the financial statements, the Company had incurred substantial losses in previous years, which raises substantial doubt about its ability to continue as a going concern. Management’s plans in regards to these matters are also described in Note 10. These financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Based on our reviews, we are not aware of any material modifications that should be made to the accompanying interim consolidated financial statements for them to be in conformity with accounting principles generally accepted in the United States of America.

San Mateo, California	WWC, P.C.
November 14, 2017	Certified Public Accountants

F-1

WAVE SYNC CORP.

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

AS OF SEPTEMBER 30, 2017 AND DECEMBER 31, 2016

(Stated in US Dollars)

	At September 30,			At December 31,
	2017			2016
				(Audited)
ASSETS
Current Assets
Cash and cash equivalents	$	7,115		$	480,609
Accounts receivable, net		6,011			5,761
Other receivable		9,503			-
Advance to suppliers		50,397			64,633
Prepaid expenses		18,276			17,515
Prepaid taxes		3,487			2,835
Related party receivables		-			1,350,714
Total Current Assets		94,789			1,922,067
Non-Current Assets
Property, plant and equipment, net		70,458			19,764
Intangible asset, net		7,728,167			155
Deposits		662			12,456
Total Non-Current Assets		7,799,287			32,375
Total Assets	$	7,894,076		$	1,954,442
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities
Capital lease – current portion	$	9,758		$	9,352
Accounts payable		77,972			150,353
Taxes payable		9,549			8,978
Other payables		52,882			147,348
Accrued expenses		15,841			35,896
Related party payables		549,558			2,430,238
Total Current Liabilities	$	715,560		$	2,782,165
Non-current Liabilities
Capital lease		-			-
		715,560			2,782,165
Commitment and contingencies
Stockholders’ Equity
Common stock, $0.001 par value, 100,000,000 shares authorized, 21,027,162 and 19,920,325 shares issued and outstanding as of September 30, 2017 and December 31, 2016, respectively		21,027			19,920
Additional paid in capital		24,260,979			15,822,988
Accumulated deficit		(17,030,887	)		(16,590,509	)
Accumulated other comprehensive loss		(72,603	)		(80,122	)
Total Stockholders’ (Deficit) Equity		7,178,516			(827,723	)
Total Liabilities and Stockholders’ Equity	$	7,894,076		$	1,954,442

The accompanying notes are an integral part of these financial statements

F-2

WAVE SYNC CORP.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

AND COMPREHENSIVE LOSS

FOR THE THREE AND NINE MONTH PERIODS ENDED SEPTEMBER 30, 2017 AND 2016

(Stated in US Dollars)

	For the nine months ended September 30,						For the three months ended September 30,
	2017			2016			2017			2016
Revenue	$	229,153		$	-		$	20,092		$	-
Cost of revenues		834			-			8			-
Gross profit	$	228,319		$	-		$	20,084		$	-
Operating expenses
General and administrative expenses		802,121			985,281			244,950			451,358
		802,121			985,281			244,950			451,358
Operating loss	$	(573,802	)	$	(985,281	)	$	(224,866	)	$	(451,358	)
Other income (expenses)
Interest income		2,076			2,346			458			2,135
Interest expense		-			(1,113	)		-			(367	)
Other income		131,348			16,500			30,187			9,000
Other expense		-			(2,608	)		-			(2,608	)
Total other income/(expenses)		133,424			15,125			30,645			8,160
Loss before income taxes		(440,378	)		(970,156	)		(194,221	)		(443,198	)
Income tax		-			-			-			-
Net loss	$	(440,378	)	$	(970,156	)	$	(194,221	)	$	(443,198	)
Other comprehensive loss
Foreign currency translation adjustment		7,519			(14,669	)		230			(2,271	)
Comprehensive loss	$	(432,859	)	$	(984,825	)	$	(193,991	)	$	(445,469	)
Net loss per share
Basic	$	(0.02	)	$	(0.05	)	$	(0.01	)	$	(0.02	)
Diluted	$	(0.02	)	$	(0.05	)	$	(0.01	)	$	(0.02	)
Weighted average number of common shares outstanding
Basic		20,721,968			19,920,325			21,027,162			19,920,325
Diluted		20,721,968			19,920,325			21,027,162			19,920,325

The accompanying notes are an integral part of these financial statement

F-3

WAVE SYNC CORP.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOW

FOR THE NINE MONTH PERIODS ENDED SEPTEMBER 30, 2017 AND 2016

(Stated in US Dollars)

	For the nine month periods ended September 30,
	2017			2016
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$	(440,378	)	$	(970,156	)
Depreciation and amortization		13,427			7,747
Adjustments to reconcile net loss to net cash provided by operating activities and changes in operating assets and liabilities:
(Increase)/decrease in accounts receivable		(250	)		165
Increase in other receivables		(9,503	)		(41,541	)
(Increase)/decrease in related party receivables		(152,028	)		41,277
Increase in advance to suppliers		14,236			-
Increase in prepaid expenses and taxes		(1,413	)		(3,225	)
(Decrease)/increase in accounts payable		(72,382	)		(4,483	)
Decrease in accrued expenses		(19,648	)		(27,919	)
Increase/(decrease in other payables		(94,466	)		1,499,548
Increase in related party payables		332,993			228,912
Decrease in taxes payable		570			1,687
Net cash provided by (used in) operating activities		(428,842	)		732,012
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of equipment		(63,912	)		(1,798	)
Decrease in deposits		11,795			-
Net cash generated from investing activities		(52,117	)		(1,798	)
Net increase in cash and cash equivalents		(480,959	)		730,214
Effect of foreign currency translation on cash and cash equivalents		7,465			(13,932	)
Cash and cash equivalents, beginning balance		480,609			141,437
Cash and cash equivalents, ending balance	$	7,115		$	857,719
SUPPLEMENTAL DISCLOSURES:
Interest received	$	2,076		$	2,346
Interest paid	$	-		$	1,113
Income tax paid	$	-		$	-
NON-CASH FINANCING ACTIVITIES:
Related party payable formalized into convertible note	$	2,213,673		$	-
Issuance of stock for conversion of convertible note	$	2,213,673		$	-
Patent transferred in to offset balance of related party receivable	$	1,502,742		$	-
Purchase of intangible asset	$	7,728,167		$	-
Increase in additional paid in capital from purchase of intangible asset	$	6,225,425		$	-

The accompanying notes are an integral part of these financial statement

F-4

WAVE SYNC CORP.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

SEPTEMBER 30, 2017 AND DECEMBER 31, 2016

(Stated in US Dollars)

1. THE COMPANY AND PRINCIPAL BUSINESS ACTIVITIES

Wave Sync Corp. formerly known as China Bio-Energy Corp. (the “Company”), and prior to that known as China INSOnline Corp., was incorporated on December 23, 1988 as Lifequest Medical, Inc., a Delaware corporation.

In June 2010, the Company ceased all operations conducted by its then subsidiaries: Ever Trend Investment Limited, Run Ze Yong Cheng (Beijing) Technology, San Teng Da Fei Technology, and Guang Hua Insurance Agency (“Ever Trend Group”); on January 27, 2015, the Company announced the completion of the disposition of the aforementioned subsidiaries. Accordingly, the Company has excluded the accounts of Ever Trend Group in these financial statements and the accompanying notes contained herein.

On November 12, 2010, the Company entered into a share exchange agreement with Ding Neng Holdings Ltd, an investment holdings company incorporated in the British Virgin Islands (“Ding Neng Holdings”); the share exchange agreement was amended on December 6, 2010, whereby the Company, under the share exchange agreement and its related amendment, would have contemplated acquiring 100% of Ding Neng Holdings in exchange for the issuance of 26,162,505 shares of the Company’s common stock, par value $0.001. Under the share exchange agreement, the Company would have contemplated owning and operating Ding Neng Holdings and Ding Neng Holdings’ directly, and indirectly held subsidiaries: Ding Neng Bio-technology Co., Ltd. (“Ding Neng HK”), Zhangzhou Fuhua Biomass Energy Technology Co., Ltd. (“WOFE”), and Ding Neng Bio-tech. Ding Neng HK was incorporated under the laws of Hong Kong on September 10, 2010. Ding Neng HK did not have any operations. Ding Neng HK has been delinquent with its annual regulatory filings in Hong Kong, and should be considered dormant and defunct. Ding Neng HK was wholly-owned by Ding Neng Holdings. Zhangzhou Fuhua Biomass Energy Technology Co., Ltd. (“WFOE”) was incorporated as a wholly-foreign owned entity under the laws of the People’s Republic of China (“PRC”), on November 2, 2010. WFOE was wholly-owned by Ding Neng HK. Ding Neng Bio-tech was incorporated under the laws of the PRC on December 8, 2006. It was located in Zhangzhou city Fujian Province of PRC. Ding Neng Bio-tech was engaged in the production, refinement and distribution of bio-diesel fuel in Southern China. Ding Neng Bio-tech operated a biodiesel manufacturing facility in Zhangzhou city. On October 28, 2010, WFOE and Ding Neng Bio-tech entered into a set of variable interest entity agreements that included: (1) a Consulting Service Agreement with Ding Neng Bio-tech, which entitled WFOE to receive substantially all of the economic benefits of Ding Neng Bio-tech in consideration for services provided by WFOE to Ding Neng Bio-tech, (2) an Option Agreement with Xinfeng Nie, Sanfu Huang, and Shunlong Hu (the shareholders of Ding Neng Bio-tech) allowing the WFOE to acquire all the shares of Ding Neng Bio-tech as permitted by PRC laws, (3) a Voting Rights Proxy Agreement that provides WFOE with the all voting rights of the Ding Neng Bio-tech shareholders, and (4) an Equity Pledge Agreement that pledges the shares in Ding Neng Bio-tech to WFOE (VIE Agreements). These VIE Agreements granted effective control of Ding Neng Bio-tech to WFOE. On June 4, 2015, WFOE filed a civil action in Haicang District People’s Court of Xiamen, Fujian, PRC (the “Court”) against Ding Neng Bio-tech, alleging that the purposes of those certain executed VIE Agreements entered into by WFOE and Ding Neng Bio-Tech on October 28, 2010, had been frustrated, and that these VIE Agreements should be terminated. WFOE alleged that Ding Neng Bio-Tech did not make any payment of service fees to WFOE, and that Ding Neng Bio-Tech failed to perfect the security interest in the pledged stocks. On July 14, 2015, this case was settled via in-court mediation directed by the Court. As a result, WFOE and Ding Neng Bio-Tech entered into binding settlement, among other things, (i) to terminate the VIE Agreements, and (ii) that the litigation fee in the amount of RMB10,000 (approximately $1,610.50) would be borne by Ding Neng Bio-Tech. Ding Neng Holdings is delinquent with its regulatory filings and annual fees to the British Virgin Islands; accordingly, the Ding Neng Holdings should be considered dormant and defunct.

F-5

WAVE SYNC CORP.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

SEPTEMBER 30, 2017 AND DECEMBER 31, 2016

(Stated in US Dollars)

Given that the Company has not been able to exercise effective control over Ding Neng Bio-Tech or to access Ding Neng Bio-tech’s financial information since 2011, and the VIE Agreements were terminated, the Company has excluded the accounts of Ding Neng Bio-Tech’s in these financial statements and the accompanying notes contained herein; the exclusion of such accounts is considered as a type two material subsequent event that occurred prior to the issuance of the financial statements but after the balance sheets dates that required material adjustments to the financial statements presented. Ding Neng Holdings is delinquent and defunct; the Company has determined that the Company was never registered as the sole shareholder of Ding Neng Holdings pursuant to the share exchange agreement dated November 12, 2010, and amended December 6, 2010; accordingly, the Company has excluded the accounts of Ding Neng and its subsidiaries in these financial statements and the accompanying notes as contained herein; the exclusion of such accounts is considered as a type two material subsequent event that occurred prior to the issuance of the financial statements but after the balance sheets dates that required material adjustments to the financial statements presented. The Company accounted for the issuance of shares to the shareholders of Ding Neng Holdings under the contemplated share exchange transaction as a recapitalization of the Company under reverse take-over accounting; accordingly, the Company’s historical stockholders’ equity has been retroactively restated to the first period presented; as a result of the Company not being updated to Ding Neng Holdings shareholder register, and that Ding Neng Holdings being defunct, the Company has written off all investments made in Ding Neng as loss on investment in subsidiary.

In connection with the share exchange agreement with the shareholders of Ding Neng Holdings that contemplated the acquisition of Ding Neng Holdings and its subsidiaries, the Company elected to adopt the fiscal year used by Ding Neng Holdings, which was a calendar year; accordingly, the Company’s financial statements presented herein have been, and on a go-forward basis, will be prepared using a December 31 year-end date, and each operating period will cover twelve full calendar months.

Share Purchase Agreement

On October 19, 2015, the Company entered into a Share Purchase Agreement (the “Share Purchase Agreement”) with EGOOS Mobile Technology Company Limited, a British Virgin Islands holding company (“EGOOS BVI”), which owns 100% of EGOOS Mobile Technology Company Limited, a Hong Kong company (“EGOOS HK”), which owns 100% of Move the Purchase Consulting Management (Shenzhen) Co., Ltd. (“WOFE”), a foreign investment enterprise organized under the laws of the PRC, and which has, through various contractual agreements known as variable interest entity (“VIE”) agreements.  These VIE agreements provide the WOFE management control and the rights to the profits of Guangzhou Yuzhi Information Technology Co., Ltd., a corporation organized under the laws of the PRC as a variable interest entity (“GZYZ”), which owns 100% of Shenzhen Qianhai Exce-card Technology Co., Ltd., a Chinese corporation (“SQEC”), which owns 100% of Guangzhou Rongsheng Information Technology Co., Ltd., a Chinese corporation (“GZRS”) and the sole shareholder of EGOOS BVI.  The VIE agreements include: (1) an Exclusive Service Agreement between WOFE and GZYZ, which entitles WOFE to receive substantially all of the economic benefits of GZYZ in consideration for services provided by WOFE to GZYZ, (2) a Call Option Agreement with the shareholders of GZYZ, Yang Wenbin and Li Ping, allowing the WOFE to acquire all the shares of GZYZ as permitted by PRC laws, (3) a Voting Rights Proxy Agreement that provides WOFE with the all voting rights of the GZYZ’s shareholders, and (4) an Equity Pledge Agreement that pledges the shares in GZYZ to WOFE.  Management has assessed the terms of the VIE agreements and determined that the Company is the primary beneficiary of those agreements based on Management’s ability to direct the use and disposition of GZYZ assets including the payment of future profits to the Company.  Management also determined the Company has implicitly provided financial support to GYZY; accordingly, Management believes that GZYZ and its subsidiaries should be consolidated as variable interest entities of the Company.

F-6

WAVE SYNC CORP.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

SEPTEMBER 30, 2017 AND DECEMBER 31, 2016

(Stated in US Dollars)

SQEC was incorporated on November 11, 2013. The Company is in the business of design, development, and proliferation of next generation debit and credit cards for financial institutions employing innovative secured encryption technology transmitted via audio wave technology; the Company intends to work with China Union Pay and China Construction Bank under a potential pilot program to develop and market to end user bank customers and business operators to adopt these next generation of cards by developing point of sale and commercial interfaces via software and other solutions to generate demand for these cards as a value-added alternative to current generation debit and credit cards.

On January 28, 2015, ownership of SQEC’s was transferred from Bao, Shanshan to Xiang, Zuyue for a consideration of approximately $1,629,062 (RMB 10,000,000). Simultaneously, Xiang, Zuyue transferred 40% of ownership to Li, Na for a consideration of $651,625 (RMB 4,000,000). On July 24, 2015, SQEC entire ownership was collectively transferred from Xiang, Zuyue and Li, Na to Guangzhou Yuzhi Information Technology Co. Ltd. (“GZYZ”) for a consideration of approximately $1,629,062 (RMB 10,000,000).

On March 16, 2015, the GZRS was incorporated as a wholly-owned subsidiary of SQEC. GZRS has an authorized capital of RMB 1,000,000. As of the date of this report, GZRS has not been capitalized.

Pursuant to the Share Purchase Agreement the Company issued a convertible note to EGOOS BVI’s sole shareholder for 100% equity interest in EGOOS BVI. The note is convertible into 15,000,000 shares of the Company’s common stock contingent on the following conditions: (i) the Company has effectuated a reverse split of all of the issued and outstanding Common Stock as of the date of the issuance of the note (the “Reverse Split”) and (ii) the average closing price of the common stock for 3 business days within any period of 10 consecutive business days exceeds $1.00 per share (the “Conversion Conditions”). Upon conversion of the note, the existing shareholders of the Registrant will own an aggregate of 24.7% of the post-acquisition entity. The note was issued at Par, it is unsecured, interest free, and is due on the second anniversary of the issuance date of the note. In accounting for the note, the Company has assumed that the note does not carry any discount from face that requires accretion as interest expense to its results of operations, including any potential beneficial conversion features. On January 26, 2016, the reverse split was effectuated, and subsequently, on February 4, 2016, the convertible promissory note was converted into 15 million newly issued shares of the Company’s common stock. The conversion of the promissory note has been recognized retroactively to the first period presented as a component of the reverse takeover transactions detailed below.

The consolidated financial statements were prepared assuming that the Company has controlled EGOOS BVI and its intermediary holding companies, operating subsidiaries, and variable interest entities: EGOOS HK, WOFE, GZYZ, SQEC, and GZRS from the first period presented. The transactions detailed above have been accounted for as reverse takeover transactions and a recapitalization of the Company, including the conversion of the convertible promissory note; accordingly, the Company (the legal acquirer) is considered the accounting acquiree and EGOOS BVI (the legal acquiree) is considered the accounting acquirer. No goodwill has been recorded. As a result of this transaction, the Company is deemed to be a continuation of the business of EGOOS BVI and SQEC.

F-7

WAVE SYNC CORP.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

SEPTEMBER 30, 2017 AND DECEMBER 31, 2016

(Stated in US Dollars)

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

A. Method of Accounting

The Company maintains its general ledger and journals with the accrual method of accounting for financial reporting purposes. The financial statements and notes are representations of management. Accounting policies adopted by the Company conform to generally accepted accounting principles in the United States of America and have been consistently applied in the presentation of financial statements.

B. Basis of Presentation

The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“US GAAP”).

C. Principles of Consolidation

The consolidated financial statements include the accounts of the Company, its subsidiaries for which the Company is the primary beneficiary. All significant inter-company accounts and transactions have been eliminated. The consolidated financial statements include 100% of assets, liabilities, and net income or loss of those wholly-owned subsidiaries.

As of September 30, 2017, the detailed identities of the consolidating subsidiaries are as follows:

Name of Company	Place of incorporation	Attributable equity interest %			Registered capital
EGOOS Mobile Technology Company Limited (“EGOOS BVI”)	BVI		100	%	$	1
EGOOS Mobile Technology Company Limited (“EGOOS HK”)	Hong Kong		100	%		1,290
Move the Purchase Consulting Management (Shenzhen) Co., Ltd. (“WOFE”)	P.R.C. (WOFE)		100	%		-
Guangzhou Yuzhi Information Technology Co., Ltd. (“GZYZ”)	P.R.C.		100	%		150,527
Shenzhen Qianhai Exce-card Technology Co., Ltd. (“SQEC”)	P.R.C.		100	%		150,527
Guangzhou Rongsheng Information Technology Co., Ltd. (“GZRS”)	P.R.C.		100	%		1,505,267

D. Unaudited Interim Financial Information

These unaudited interim condensed consolidated financial statements have been prepared in accordance with GAAP for interim financial reporting and the rules and regulations of the Securities and Exchange Commission that permit reduced disclosure for interim periods. Therefore, certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted. In the opinion of management, all adjustments of a normal recurring nature necessary for a fair presentation of the financial position, results of operations and cash flows for the periods presented have been made. The results of operations for the interim periods presented are not necessarily indicative of the results to be expected for the year ending December 31, 2017.

F-8

WAVE SYNC CORP.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

SEPTEMBER 30, 2017 AND DECEMBER 31, 2016

(Stated in US Dollars)

The consolidated balance sheets and certain comparative information as of December 31, 2016 are derived from the audited consolidated financial statements and related notes for the year ended December 31, 2016 (“2016 Annual Financial Statements”), included in the Company’s 2016 Annual Report on Form 10-K. These unaudited interim condensed consolidated financial statements should be read in conjunction with the 2016 Annual Financial Statements.

E. Use of estimates

The preparation of the 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 disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Estimates are used for, but not limited to, the accounting for certain items such as allowance for doubtful accounts, depreciation and amortization, impairment, inventory allowance, taxes and contingencies.

F. Contingencies

Certain conditions may exist as of the date the financial statements are issued, which may result in a loss to the Company but which will only be resolved when one or more future events occur or fail to occur. The Company’s management assesses such contingent liabilities, and such assessment inherently involves an exercise of judgment. In assessing loss contingencies related to legal proceedings that are pending against the Company or un-asserted claims that may result in such proceedings, the Company’s management evaluates the perceived merits of any legal proceedings or un-asserted claims as well as the perceived merits of the amount of relief sought or expected to be sought.

If the assessment of a contingency indicates that it is probable that a material loss has been incurred and the amount of the liability can be estimated, then the estimated liability would be accrued in the Company’s financial statements. If the assessment indicates that a potential material loss contingency is not probable but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, together with an estimate of the range of possible loss if determinable and material would be disclosed.

Loss contingencies considered to be remote by management are generally not disclosed unless they involve guarantees, in which case the guarantee would be disclosed.

G. Cash and cash equivalents

The Company classifies the following instruments as cash and cash equivalents: cash on hand, unrestricted bank deposits, and all highly liquid investments purchased with original maturities of three months or less.

H. Accounts receivable

Trade receivables are recognized and carried at the original invoice amount less allowance for any uncollectible amounts. An estimate for doubtful accounts is made when collection of the full amount is no longer probable. Bad debts are written off as incurred.

F-9

WAVE SYNC CORP.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

SEPTEMBER 30, 2017 AND DECEMBER 31, 2016

(Stated in US Dollars)

I. Other receivables 

Other receivables are recognized and carried at the original invoice amount less allowance for any uncollectible amounts. An allowance for doubtful accounts is made when recovery of the full amount is doubtful.

J. Property, plant and equipment

Plant and equipment are carried at cost less accumulated depreciation. Depreciation is provided over their estimated useful lives, using the straight-line method with a salvage value of 10%. Estimated useful lives of the plant and equipment are as follows:

Computer equipment	3 years
Office furniture	5 years

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

K. Accounting for the Impairment of Long-lived assets

The long-lived assets held by the Company are reviewed in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Subtopic 360-10-35, “Accounting for the Impairment or Disposal of Long-Lived Assets,” for impairment whenever events or changes in circumstances indicate that the carrying amount of assets may not be recoverable. It is reasonably possible that these assets could become impaired as a result of technology or other industry changes. Impairment is present if carrying amount of an asset is less than its undiscounted cash flows to be generated.

If an asset is considered impaired, a loss is recognized based on the amount by which the carrying amount exceeds the fair market value of the asset. Assets to be disposed of are reported at the lower of the carrying amount or fair value less costs to sell. The Company believes no impairment has occurred to its assets during 2017.

L. Income taxes

The Company uses the accrual method of accounting to determine income taxes for the year. The Company has implemented FASB ASC 740 Accounting for Income Taxes. Income tax liabilities computed according to the United States, People’s Republic of China (PRC), and Hong Kong tax laws provide for the tax effects of transactions reported in the financial statements and consists of taxes currently due, plus deferred taxes, related primarily to differences arising from the recognition of expenses related to the depreciation of plant and equipment, amortization of intangible assets, and provisions for doubtful accounts between financial and tax reporting. The deferred tax assets and liabilities represent the future tax return consequences of those differences, which will be either taxable or deductible when the assets and liabilities are recovered or settled. Deferred taxes also are recognized for operating losses that are available to offset future income taxes.

A valuation allowance is recognized for deferred tax assets if it is more likely than not, that the deferred tax assets will either expire before the Company is able to realize that tax benefit, or that future realization is uncertain.

F-10

WAVE SYNC CORP.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

SEPTEMBER 30, 2017 AND DECEMBER 31, 2016

(Stated in US Dollars)

M. Stock-based compensation

The Company has elected to use the Black-Scholes-Merton (“BSM”) pricing model to determine the fair value of stock options on the dates of grant. Also, the Company recognizes stock-based compensation using the straight-line method over the requisite service period.

The Company values stock awards using the market price on or around the date the shares were awarded and includes the amount of compensation as a period compensation expense over the requisite service period.

For the three and nine month periods ended September 30, 2017 and 2016, no stock-based compensation has been recognized.

N. Foreign currency translation

The accompanying financial statements are presented in United States dollars. The functional currency of the Company is the Renminbi (RMB) and Hong Kong dollar (HKD). The financial statements are translated into United States dollars from RMB at year-end exchange rates as to assets and liabilities and average exchange rates as to revenues and expenses. Capital accounts are translated at their historical exchange rates when the capital transactions occurred.

Exchange Rates	9/30/2017		12/31/2016		9/30/2016
Year-end/period-end RMB : US$ exchange rate		6.6545		6.9437		6.6694
Average annual/period RMB : US$ exchange rate		6.8057		6.6430		6.5792
Year-end/period-end HKD : US$ exchange rate		7.8110		7.7543		7.7547
Average annual/period HKD : US$ exchange rate		7.7870		7.7617		7.7632

The RMB is not freely convertible into foreign currency and all foreign exchange transactions must take place through authorized institutions. No representation is made that the RMB amounts could have been, or could be, converted into US Dollar at the rates used in translation.

O. Revenue recognition

In accordance to FASB ASC 605-10, the Company will recognize product revenue net of value added tax (VAT) when persuasive evidence of an arrangement exists, delivery of the goods has occurred, or when customer acceptance has been obtained, which means the significant risks and ownership have been transferred to the customer, the price is fixed or determinable and collectability is reasonably assured. No return allowance will be made for products returns as the Company has not historically experienced returns. The Company recognized service revenue upon delivery of service and issuance of invoices to the customer.

P. Cost of revenue

Cost of revenue consists primarily of raw materials, utility and supply costs consumed in the manufacturing process, manufacturing labor, depreciation expense and direct overhead expenses necessary to manufacture finished goods as well as warehousing and distribution costs such as inbound freight charges, shipping and handling costs, purchasing and receiving costs. In the future event that the Company incurs costs of distributing products to the Company’s customers, those costs will be included in selling expenses.

F-11

WAVE SYNC CORP.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

SEPTEMBER 30, 2017 AND DECEMBER 31, 2016

(Stated in US Dollars)

Q. Earnings per share

Basic earnings per share is computed on the basis of the weighted average number of common stock outstanding during the period. Diluted earnings per share is computed on the basis of the weighted average number of common stock and common stock equivalents outstanding. Dilutive securities having an anti-dilutive effect on diluted earnings per share are excluded from the calculation.

Dilution is computed by applying the treasury stock method for options and warrants. Under this method, options and warrants are assumed to be exercised at the beginning of the period (or at the time of issuance, if later), and as if funds obtained thereby were used to purchase common stock at the average market price during the period.

R. Comprehensive loss

Comprehensive income (loss) is defined to include all changes in equity except those resulting from investments by owners and distributions to owners. The Company presents components of comprehensive income with equal prominence to other financial statements. The Company’s current component of other comprehensive income is the foreign currency translation adjustment.

S. Subsequent events

The Company evaluates subsequent events that have occurred after the balance sheet date but before the financial statements are issued. There are two types of subsequent events: (1) recognized, or those that provide additional evidence with respect to conditions that existed at the date of the balance sheet, including the estimates inherent in the process of preparing financial statements, and (2) non-recognized, or those that provide evidence with respect to conditions that did not exist at the date of the balance sheet but arose subsequent to that date.

T. Recent accounting pronouncements

On August 26, 2016, the FASB issued ASU No. 2016-15, “Statement of Cash Flows (Topic 230)”. Stakeholders indicated that there is diversity in practice in how certain cash receipts and cash payments are presented and classified in the statement of cash flows under Topic 230, Statement of Cash Flows, and other Topics. This Update addresses eight specific cash flow issues with the objective of reducing the existing diversity in practice. The amendments in this Update are effective for public business entities for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted, including adoption in an interim period. If an entity early adopts the amendments in an interim period, any adjustments should be reflected as of the beginning of the fiscal year that includes that interim period. An entity that elects early adoption must adopt all of the amendments in the same period. As a result, the Company has elected to early adopt this Update prospectively. As of December 31, 2016 and prior periods retrospective adjustments have not been applied.

As of September 30, 2017, except for the above, there are no recently issued accounting standards not yet adopted that would have a material effect on the Company’s financial statements.

U. Fair Value of Financial Instruments

ASC 825, Financial Instruments, requires that the Company discloses estimated fair values of financial instruments. The carrying amounts reported in the balance sheets for current assets and current liabilities qualifying as financial instruments are a reasonable estimate of fair value.

F-12

WAVE SYNC CORP.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

SEPTEMBER 30, 2017 AND DECEMBER 31, 2016

(Stated in US Dollars)

The Company applies the provisions of ASC 820-10, Fair Value Measurements and Disclosures. ASC 820-10 defines fair value, and establishes a three-level valuation hierarchy for disclosures of fair value measurement that enhances disclosure requirements for fair value measures. For certain financial instruments, including cash and cash equivalents, loan receivables and short-term bank loans, the carrying amounts approximate fair value due to their relatively short maturities. The three levels of valuation hierarchy are defined as follows:

· Level 1 inputs to the valuation methodology are quoted prices for identical assets or liabilities in active markets.

· Level 2 inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.

· Level 3 inputs to the valuation methodology are unobservable and significant to the fair value measurement.

The Company analyzes all financial instruments with features of both liabilities and equity under ASC 480, “Distinguishing Liabilities from Equity,” and ASC 815.

The following tables present the Company’s financial assets and liabilities at fair value in accordance to ASC 820-10

As of September 30, 2017:

	Quoted in Active		Significant
	Markets		Other		Significant
	for Identical		Observable		Unobservable
	Assets		Inputs		Inputs
	(Level 1)		(Level 2)		(Level 3)		Total
Financial assets:
Cash	$	7,115	$	-	$	-	$	7,115
Total financial assets	$	7,115	$	-	$	--	$	7,115
Financial liabilities:
Capital lease	$	9,758	$	-	$	-	$	9,758
Total financial assets	$	9,758	$	-	$	-	$	9,758

As of December 31, 2016:

	Quoted in Active		Significant
	Markets		Other		Significant
	for Identical		Observable		Unobservable
	Assets		Inputs		Inputs
	(Level 1)		(Level 2)		(Level 3)		Total
Financial assets:
Cash	$	480,609	$	-	$	-	$	480,609
Total financial assets	$	480,609	$	-	$	-	$	480,609
Financial liabilities:
Capital lease	$	9,352	$	-	$	-	$	9,352
Total financial assets	$	9,352	$	-	$	-	$	9,352

F-13

WAVE SYNC CORP.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

SEPTEMBER 30, 2017 AND DECEMBER 31, 2016

(Stated in US Dollars)

3. RELATED PARTY RECEIVABLES AND PAYABLES

Related party receivable consisted of the following:

	9/30/2017		12/31/2016
Xiang, Zuyue, CEO	$	-	$	1,350,714
		-		1,350,714

The amounts are unsecured, interest-free and due on demand.

Related party payable consisted of the following:

	9/30/2017		12/31/2016
Beijing Yuxin Shangfang Technology Co., Ltd.	$	284,910	$	273,043
Xiang, Zuyue, director of SQEC and shareholder		28,384		-
Lim, Jehn Ming, shareholder of EGOOS BVI		1,289		1,289
Wang, Yue, director of EGOOS HK		161,942		163,125
Wang, Zaixian, a related party and shareholder		-		1,971,871
Yang, Mei, shareholder		71,899		20,000
Li, Ping, director of WOFE		1,134		910
	$	549,558	$	2,430,238

The amounts are unsecured, interest-free and due on demand.

During the nine months ended September 30, 2017, the Company formalized the related party payables to Wang, Zaixian (“Wang”) and Yang, Mei (“Yang”) by issuing convertible notes, which were unsecured and interest-free and due on demand. These notes were convertible into 1 common share for every $2 of outstanding debt owed to those related parties. On April 6, 2017 and April 7, 2017, Wang and Yang converted the notes into 1,025,000 and 81,837 common shares, respectively.

4. PROPERTY, PLANT AND EQUIPMENT

Property, plant, and equipment consisted of the following as of September 30, 2017 and December 31, 2016:

	9/30/2017			12/31/2016
At Cost:
Machinery	$	70,252		$	7,676
Office equipment		18,931			18,142
Office furniture		13,147			12,600
	$	102,330		$	38,418
Less: Accumulated depreciation		(31,872	)		(18,654	)
	$	70,458		$	19,764

Depreciation expense for the nine month periods ended September 30, 2017 and 2016 was $13,427 and $7,747, respectively.

F-14

WAVE SYNC CORP.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

SEPTEMBER 30, 2017 AND DECEMBER 31, 2016

(Stated in US Dollars)

5. INTANGIBLE ASSET

Intangible assets consisted of the following as of September 30, 2017 and December 31, 2016:

	9/30/2017			12/31/2016
At Cost:
Patent	$	7,728,167		$	-
Software		1,292			1,239
	$	7,729,459		$	1,239
Less: Accumulated amortization		(1,292	)		(1,084	)
	$	7,728,167		$	155

On July 7, 2017, SQEC and the director and CEO of the Company, Mr. Zuyue Xiang (“Xiang”), entered into an intangible asset transfer agreement. Xiang will transfer his rights and ownership of the patent to a voice smart card and trading system for a consideration of RMB 10,000,000 (equivalent to USD 1,447,696). The patent transferred was net off with the receivable from Xiang and also increased additional paid in capital of $6,225,425 as a result of an appraised value of the patent of $7,728,167.

The patent will be amortized over a useful life of ten years. Amortization expense for the nine month periods ended September 30, 2017 and 2016 was $209 and $470, respectively.

6. ACCRUED EXPENSES

Accrued expenses consisted of the followings as of September 30, 2017 and December 31, 2016:

	9/30/2017		12/31/2016
Audit fee	$	6,500	$	35,000
Rental expense		-		895
Utilities		9,341		-
	$	15,841	$	35,895

7. TAXES PAYABLES

Taxes payable consisted of the followings as of September 30, 2017 and December 31, 2016:

	9/30/2017		12/31/2016
Value added tax	$	-	$	881
Payroll tax		8,997		5,808
Individual income tax		552		2,289
	$	9,549	$	8,978

F-15

WAVE SYNC CORP.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

SEPTEMBER 30, 2017 AND DECEMBER 31, 2016

(Stated in US Dollars)

8. STOCKHOLDERS’ EQUITY

Common stock

As of December 31, 2016 and 2015, the Company has 100,000,000 shares of common stock authorized, 19,920,325 shares issued and outstanding at par value of $0.001 per share.

On March 17, 2017, the Company and each of the two holders (the “Noteholders”) of the Company’s convertible notes (the “Convertible Notes”) entered into a convertible note exchange agreement (the “Agreement”). Pursuant to the Agreement, the Company shall issue to the two noteholders an aggregate of approximately 1,106,837 shares of common stock (the “Common Stock”) of the Company, par value $0.001, in exchange for the Noteholders’ Convertible Notes in an aggregate principal amount of $2,213,673. The common stock were subsequently issued to the two note holders on April 6, 2017 and April 7, 2017, respectively – please refer to note 3 related party receivables and payables.

As of September 30, 2017, the Company has 100,000,000 shares of common stock authorized, 21,027,162 shares issued and outstanding at par value of $0.001 per share.

9. INCOME TAXES

The Company was incorporated in the United States of America (“USA”). The Company does not generate any taxable income from its operations for the nine month periods ended September 30, 2017 and 2016.

The provision for income taxes consists of the following:

	For the nine month periods September 30,
	2017		2016
Current:
USA	$	-	$	-
Deferred:
USA		-		-
Provision for income taxes		-		-

The reconciliation of USA statutory income tax rate to the Company’s effective income tax rate is as follows:

	For the nine month periods September 30,
	2017		2016
Income tax at USA statutory rate of 34%	$	-	$	-
Others		-		-
Provision for income taxes		-		-

F-16

WAVE SYNC CORP.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

SEPTEMBER 30, 2017 AND DECEMBER 31, 2016

(Stated in US Dollars)

Uncertain Tax Positions

Interest associated with unrecognized tax benefits are classified as income tax, and penalties are classified in selling, general and administrative expenses in the statements of operations.  For the nine month periods ended September 30, 2017 and 2016, the Company had no unrecognized tax benefits and related interest and penalties expenses.  Currently, the Company is not subject to examination by major tax jurisdictions.

Deferred Income Tax Benefits

Deferred income tax benefits arise from temporary differences between the tax basis of assets and liabilities and their reported amounts in the financial statements, which will result in taxable or deductible amounts in the future. In evaluating the Company’s ability to recover the deferred tax assets, the management considers all available positive and negative evidence, including scheduled reversals of deferred tax liabilities, projected future taxable income, tax-planning strategies, and results of recent operations. In projecting future taxable income, the Company begins with historical results adjusted for the results of discontinued operations and incorporate assumptions about the amount of future state, federal, and foreign pretax operating income adjusted for items that do not have tax consequences. The assumptions about future taxable income require the use of significant judgment and are consistent with the plans and estimates that the Company is using to manage the underlying businesses. As of September 30, 2017, management was uncertain as to whether or not the Company would be able to utilize the potential deferred tax assets arising from net operating losses’ since the Company is not currently generating any revenue; accordingly, the Company has not recognized a deferred tax assets.

10. LOSS PER SHARE

Basic loss per common share from operations attributable to the Company is based on the weighted-average common shares outstanding during the relevant period. Diluted loss per common share from continuing operations attributable to the Company is based on the weighted-average common shares outstanding during the relevant period adjusted for the dilutive effect of share-based awards. The Company did not have significant share-based awards outstanding that were antidilutive and not included in the calculation of diluted loss per common share from operations attributable to the Company for the nine month periods ended September 30, 2017 and 2016.

The following table sets forth the computation of basic and diluted earnings per share of common stock:

	For the nine months ended September 30,						For the three months ended September 30,
	2017			2016			2017			2016
Basic loss per share:
Numerator:
Net loss used in computing basic earnings per share	$	(432,859	)	$	(984,825	)	$	(193,991	)	$	(445,469	)
Denominator:
Weighted average common shares outstanding		20,721,968			19,920,325			21,027,162			19,920,325
Basic loss per share	$	(0.02	)	$	(0.05	)	$	(0.01	)	$	(0.02	)
Diluted earnings per share:
Numerator:
Net loss used in computing diluted loss per share	$	(432,859	)	$	(984,825	)	$	(193,991	)	$	(445,469	)
Denominator:
Weighted average common shares outstanding
Diluted loss per share	$	(0.02	)	$	(0.05	)	$	(0.01	)	$	(0.02	)

Dilutive securities having an anti-dilutive effect on diluted (loss) earnings per share are excluded from the calculation.

F-17

WAVE SYNC CORP.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

SEPTEMBER 30, 2017 AND DECEMBER 31, 2016

(Stated in US Dollars)

11. GOING CONCERN UNCERTAINTIES

These financial statements have been prepared assuming that Company will continue as a going concern, which contemplates the realization of assets and the discharge of liabilities in the normal course of business for the foreseeable future.

As of September 30, 2017, the Company had accumulated deficits of $17,030,887 and working capital deficit of current liabilities exceeding current assets by $620,771. Management’s plan to support the Company in operations and to maintain its business strategy is to raise funds through public and private offerings and to rely on officers and directors to perform essential functions with minimal compensation. If we do not raise all of the money we need from public or private offerings, we will have to find alternative sources, such as loans or advances from our officers, directors or others. Such additional financing may not become available on acceptable terms and there can be no assurance that any additional financing that the Company does obtain will be sufficient to meet its needs in the long term. Even if the Company is able to obtain additional financing, it may contain undue restrictions on our operations, in the case of debt financing, or cause substantial dilution for our stockholders, in the case of equity financing. If we require additional cash and cannot raise it, we will either have to suspend operations or cease business entirely.

The accompanying financial statements do not include any adjustments related to the recoverability and classification of assets or the amounts and classifications of liabilities that might be necessary should the Company be unable to continue as a going concern.

12. COMMITMENTS

(a.) On June 2, 2016, the Company entered into a lease agreement for office space in Guangzhou city, Guangdong Province, P.R.C. commencing on June 1, 2016 for a three-year lease term. The monthly rental expense is approximately $2,962 (RMB 20,074).

(b.) On September 1, 2016, Mr. Zuyue Xiang entered into a lease agreement on behalf of the Company for office space in Guangdong Province, P.R.C. commencing on September 1, 2016 for a three-year lease term. The monthly rental expense is approximately $960 (RMB 6,503).

As of September 30, 2017, the outstanding lease commitments are:

Year 1	$	48,141
Year 2		35,045
	$	83,186

As of December 31, 2016, the outstanding lease commitments are:

Year 1	$	71,831
Year 2		45,331
Year 3		21,663
	$	138,825

F-18

WAVE SYNC CORP.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

SEPTEMBER 30, 2017 AND DECEMBER 31, 2016

(Stated in US Dollars)

13. CAPITAL LEASE

The Company leases certain computer equipment and furnishing under lease classified as capital lease.

On December 31, 2014, the Company entered into a capital lease agreement in the amount of RMB 181,050, which was approximately $ 28,494, with a related party leasing the following: eighteen computers, two mobile phones, one printer, and office furniture with an interest rate of 7.8% for a period of 36 months with an expiration date of December 31, 2017 where the title of the leased assets will be transferred to the Company at date of expiration of the lease.

The following is a schedule showing the future minimum lease payments under capital leases together with the present value of the net minimum lease payments as of September 30, 2017:

Year 1	$	10,329
Total minimum lease payments		10,329
Less: Amount representing interest		(571	)
Present value of net minimum lease payments	$	9,758

As of September 30, 2017, current and noncurrent obligations under capital leases are reflected as $9,758 and $0, respectively. As of September 30, 2017, the present value of minimum lease payments due within one year is $9,758.

As of December 31, 2016, current and noncurrent obligations under capital leases are reflected as $9,352 and $0, respectively. As of December 31, 2016, the present value of minimum lease payments due within one year is $9,352.

14. CONCENTRATION OF RISKS

A. Major Customer

The Company had certain customers who represented 10% or more of the Company’s total sales. For the nine month period ended September 30, 2017, the Company generated service revenue from three customers which represented 33%, 30%, and 35% of the revenue. For the nine month period ended September 30, 2016, the Company did not generate any revenue. The Company is unable to forecast if re-occurring services revenue will be generated from that customer.

B. Major Vendors and Accounts Payable

The Company had certain vendors who represented 10% or more of the Company’s total cost of sales or expenses, or whose accounts payable balances individually represented 10% or more of the Company’s total accounts payable. For the nine month period ended September 30, 2017, two vendors accounted for 20% and 80% of accounts payable, respectively. For the nine month period ended September 30, 2016, three vendors accounted for 10%, 28% and 62% of accounts payable, respectively.

C. Credit Risk

The Company maintains cash balances at several financial institutions located in the United States and the PRC. Accounts located in the United States are insured by the Federal Deposit Insurance Corporation up to $100,000. Accounts located outside of the United States are not insured and may be subject to such risk.

15. SUBSEQUENT EVENT

The Company evaluates subsequent events that have occurred after the balance sheet date but before the financial statements are issued. There are two types of subsequent events: (1) recognized, or those that provide additional evidence with respect to conditions that existed at the date of the balance sheet, including the estimates inherent in the process of preparing financial statements, and (2) non-recognized, or those that provide evidence with respect to conditions that did not exist at the date of the balance sheet but arose subsequent to that date. The Company has determined that are no material subsequent events that occur after the balance sheet date that require disclosure.

F-19

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 

The following discussion and analysis of our results of operations and financial condition since the Company’s inception should be read in conjunction with our financial statements and the notes to those financial statements that are included elsewhere in this quarterly report. All statements, other than statements of historical facts, included in this report are forward-looking statements. When used in this report, the words “may,” “will,” “should,” “would,” “anticipate,” “estimate,” “possible,” “expect,” “plan,” “project,” “continuing,” “ongoing,” “could,” “believe,” “predict,” “potential,” “intend,” and similar expressions are intended to identify forward-looking statements. Forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those projected. These risks and uncertainties include, but are not limited to, availability of additional equity or debt financing, changes in sales or industry trends, competition, retention of senior management and other key personnel, availability of materials or components, ability to make continued product innovations, adverse results of lawsuits against us and currency exchange rates. Forward-looking statements are based on assumptions and assessments made by our management in light of their experience and their perception of historical trends, current conditions, expected future developments and other factors they believe to be appropriate. Readers of this report are cautioned not to place undue reliance on these forward-looking statements, as there can be no assurance that these forward-looking statements will prove to be accurate and speak only as of the date hereof. Management undertakes no obligation to publicly release any revisions to these forward-looking statements that may reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. This cautionary statement is applicable to all forward-looking statements contained in this report.

Overview of Business

The Company is a development stage in the business of design, development, and proliferation of next generation debit and credit cards for financial institutions employing innovative secured encryption technology transmitted via audio wave technology; the Company has partnered with China Union Pay and China Construction Bank under a pilot program to develop and market to the to end using bank customers and business operators to adopt these next generation of cards by developing point of sale and commercial interfaces via software and other solutions to generate demand for these cards as a value-added alternative to current generation debit and credit cards.

Critical Accounting Policies

We prepare our consolidated financial statements in conformity with GAAP, which requires management to make certain estimates and apply judgments. We base our estimates and judgments on historical experience, current trends and other factors that management believes to be important at the time the consolidated financial statements are prepared. Due to the need to make estimates about the effect of matters that are inherently uncertain, materially different amounts could be reported under different conditions or using different assumptions.  On a regular basis, we review our critical accounting policies and how they are applied in the preparation of our consolidated financial statements. 

While we believe that the historical experience, current trends and other factors considered support the preparation of our consolidated financial statements in conformity with GAAP, actual results could differ from our estimates and such differences could be material.

Results of Operations

We are a development stage company and have generated minimal revenues from operations since our inception on November 11, 2013 to September 30, 2017.  As of September 30, 2017, we had total assets of $7,894,076 and total liabilities of $715,560. We expect we will require additional capital to meet our long term operating requirements. We expect to raise additional capital through, among other things, the sale of equity or debt securities.

We are in the process of developing our products and services. Consequently, we generated minimal revenues as of the date of this report. We have an accumulated deficit and have incurred operating losses since our inception and expect losses to continue during 2017.

2

We are in the process of developing our products and services. Consequently, we generated minimal revenues as of the date of this report. We have an accumulated deficit and have incurred operating losses since our inception and expect losses to continue during 2017.

Three Months ended September 30, 2017 and 2016

Revenue

Revenues for the three months ended September 30, 2017 were $20,092, due to the sales department failed to meet the target. We generated a de minimus amount of revenue in this quarter.

Expenses

During the three month period ended September 30, 2017, we incurred general and administrative expenses and professional fees of $244,950 compared to $451,358 for the period to September 30, 2016, reflecting a decrease of $206,408 or 45%. General and administrative and professional fee expenses were generally related to corporate overhead, financial and administrative contracted services, such as legal and accounting, developmental costs, and marketing expenses. Such decrease in our expenses in the three-month periods ended September 30, 2017 and 2016 was primarily due to the decrease of bonus, office expense and business relationship expenses.

Nine Months ended September 30, 2017 and 2016

Revenue

Revenues for the nine months ended September 30, 2017 were $229,153 compared to $0 for the period to September 30, 2016, reflecting an increase of $229,153. The increase of revenue during such nine-month period was primarily attributed to our services provided to two audio bank card manufacturers in connection with establishing and maintaining the audio bank card platforms at the manufacturers’ facilities during the quarter ended March 31, 2017. 

Expenses

General and administrative and professional fee expenses were related to corporate overhead, financial and administrative contracted services, such as legal and accounting, developmental costs, and marketing expenses. General and administrative expenses and professional fees for the nine months ended September 30, 2017 were $802,121 as compared to $985,281 for the period to September 30, 2016, which represented a decrease of $183,160 or approximately 19%. Reduction in bonus, office expense and business relationship expense primarily contributed to such decrease in our expenses for the nine months ended September 30, 2017 compared to September 30, 2016.

LIQUIDITY AND CAPITAL RESOURCES

Our primary liquidity and capital resource needs are to finance the costs of our operations, to make capital expenditures and to service our debt. We continue to be dependent on our ability to generate revenues, positive cash flows and additional financing. We intend to raise capital to fund our operations in the near future although we did not have specific plans in that regard. 

Off-Balance Sheet Arrangements

We do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors.

3

Recent Accounting Pronouncements

Except for rules and interpretive releases of the SEC under authority of federal securities laws and a limited number of grandfathered standards, the FASB Accounting Standards Codification™ (“ASC”) is the sole source of authoritative GAAP literature recognized by the FASB and applicable to our company.  Management has reviewed the aforementioned rules and releases and believes any effect will not have a material impact on our company's present or future consolidated financial statements.

Quantitative and Qualitative Disclosures About Market Risk

As a “smaller reporting company”, we are not required to provide the information required by this Item.  

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

Not applicable.

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

We conducted an evaluation of the effectiveness of our “disclosure controls and procedures” (“Disclosure Controls”), as defined by Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended, as of September 30, 2017, the end of the period covered by this Quarterly Report. The Disclosure Controls evaluation was done under the supervision and with the participation of management, including our chief executive officer and chief financial officer. There are inherent limitations to the effectiveness of any system of disclosure controls and procedures. Accordingly, even effective disclosure controls and procedures can only provide reasonable assurance of achieving their control objectives. Based upon this evaluation, our chief executive officer and chief financial officer concluded that, due to our limited internal audit function, our disclosure controls were not effective as of September 30, 2017, such that the information required to be disclosed by us in reports filed under the Securities Exchange Act of 1934 is (i) recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms and (ii) accumulated and communicated to the president and treasurer, as appropriate to allow timely decisions regarding disclosure.

Changes in Internal Control over Financial Reporting

There were no changes in the Company’s internal control over financial reporting that occurred during the period covered by this Quarterly Report that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

4

PART II

OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

From time to time, we may become involved in various lawsuits and legal proceedings, which arise in the ordinary course of business. However, litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise from time to time that may harm business. We are currently not aware of any such legal proceedings or claims that will have, individually or in the aggregate, a material adverse effect on our business, financial condition or operating results.

ITEM 1A. RISK FACTORS

There have been no material changes for the risk factors disclosed in the “Risk Factors” section of our Annual Report on Form 10-K for the fiscal year ended December 31, 2016 filed on March 31, 2017. 

ITEM 2. UNREGISTERED SALE OF EQUITY SECURITIES AND USE OF PROCEEDS.

We issued an aggregate of approximately 1,106,837 shares of common stock to two noteholders in exchange for their notes in an aggregate principal amount of $2,213,673, pursuant to a convertible note exchange agreement (the “Exchange Agreement”) entered on March 17, 2017 by the two noteholders and us. The securities described in the Exchange Agreement were issued without registration under the Securities Act of 1933, as amended (the “Securities Act”), in reliance upon the exemption afforded by section 3(a)(9) of the Securities Act. Please refer to a current report on form 8-K filed with the Securities and Exchange Commission on March 23, 2017.

ITEM 3. DEFAULT UPON SENIOR SECURITIES.

Not applicable.

ITEM 4. MINE SAFETY DISCLOSURE.

Not applicable.

ITEM 5. OTHER INFORMATION.

Not applicable.

5

ITEM 6. EXHIBITS

The following exhibits are filed herewith:

Exhibit No.	Description
10.1	Convertible Note Exchange Agreement  by and among Wave Sync Corp,  Zaixian Wang and Mei Yang, dated March 17, 2017 (Incorporated by reference to the Registrant’s Current Report on Form 8-K filed with the SEC on March 23, 2017)
31.1	Certification of Chief Executive Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934
31.2	Certification of Chief Financial Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934
32.1	Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2	Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS	XBRL Instance Document
101.SCH	XBRL Taxonomy Extension Schema Document
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document
101.LAB	XBRL Taxonomy Extension Label Linkbase Document
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document

6

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. 

	WAVE SYNC CORP.
November 14, 2017	By:	/s/ Yang Liu
		Yang Liu
		Chief Executive Officer
		(Principal Executive Officer)
	By:	/s/ Ming Yi
		Ming Yi
		Chief Financial Officer
		(Principal Finance and Accounting Officer)

7

EX-31.1

EXHIBIT 31.1

CERTIFICATION OF THE CHIEF EXECUTIVE OFFICER

PURSUANT TO SECTION 302 OF THE

SARBANES-OXLEY ACT OF 2002

I, Yang Liu, certify that:

1	I have reviewed this Quarterly Report on Form 10-Q of Wave Sync Corp.;
2	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4	The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
	a.	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
	b.	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
	c.	Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
	d.	Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an Quarterly Report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
5	The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
	a.	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
	b.	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: November 14, 2017	By	/s/ Yang Liu
		Yang Liu
		Chief Executive Officer
		(Principal Executive Officer)

EX-31.2

EXHIBIT 31.2

CERTIFICATION OF THE CHIEF FINANCIAL OFFICER

PURSUANT TO SECTION 302 OF THE

SARBANES-OXLEY ACT OF 2002

I, Ming Yi, certify that:

1	I have reviewed this Quarterly Report on Form 10-Q of Wave Sync Corp.;
2	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4	The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
	a.	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
	b.	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
	c.	Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
	d.	Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an Quarterly Report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
5	The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
	a.	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
	b.	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: November 14, 2017	By	/s/ Ming Yi
		Ming Yi
		Chief Financial and Accounting Officer
		(Principal Finance Officer)

EX-32.1

EXHIBIT 32.1

CERTIFICATION PURSUANT TO

SECTION 906 OF SARBANES-OXLEY ACT OF 2002

I, Yang Liu, certify, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350, that:

1.	The Quarterly Report on Form 10-Q of Wave Sync Corp. (the “Company”) for the period ended September  30, 2017 (the “Report”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (U.S.C. 78m or 78o(d)); and
2.	The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: November 14, 2017	By:	/s/ Yang Liu
		Yang Liu
		Chief Executive Officer (Principal Executive Officer)

The foregoing certification is being furnished solely pursuant to section 906 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of section 1350, chapter 63 of title 18, United States Code) and is not being filed as part of a separate disclosure document.

EX-32.2

EXHIBIT 32.2

CERTIFICATION PURSUANT TO

SECTION 906 OF SARBANES-OXLEY ACT OF 2002

I, Ming Yi, certify, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350, that:

1.	The Quarterly Report on Form 10-Q of Wave Sync Corp. (the “Company”) for the period ended September  30, 2017 (the "Report") fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (U.S.C. 78m or 78o(d)); and
2.	The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: November 14, 2017	By:	/s/ Ming Yi
		Ming Yi
		Chief Financial Officer (Principal Financial and Accounting Officer)

The foregoing certification is being furnished solely pursuant to section 906 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of section 1350, chapter 63 of title 18, United States Code) and is not being filed as part of a separate disclosure document.

XML

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2017	Nov. 13, 2017
Document and Entity Information [Abstract]
Entity Registrant Name	Wave Sync Corp.
Entity Central Index Key	0000860131
Trading Symbol	WAYS
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Document Type	10-Q
Document Period End Date	Sep. 30, 2017
Document Fiscal Year Focus	2017
Document Fiscal Period Focus	Q3
Entity Filer Category	Smaller Reporting Company
Entity Common Stock Shares Outstanding		21,027,713

XML

Unaudited Condensed Consolidated Balance Sheets - USD ($)	Sep. 30, 2017	Dec. 31, 2016
Current Assets
Cash and cash equivalents	$ 7,115	$ 480,609
Accounts receivable, net	6,011	5,761
Other receivable	9,503
Advance to suppliers	50,397	64,633
Prepaid expenses	18,276	17,515
Prepaid taxes	3,487	2,835
Related party receivables		1,350,714
Total Current Assets	94,789	1,922,067
Non-Current Assets
Property, plant and equipment, net	70,458	19,764
Intangible asset, net	7,728,167	155
Deposits	662	12,456
Total Non-Current Assets	7,799,287	32,375
Total Assets	7,894,076	1,954,442
Current Liabilities
Capital lease - current portion	9,758	9,352
Accounts payable	77,972	150,353
Taxes payable	9,549	8,978
Other payables	52,882	147,348
Accrued expenses	15,841	35,896
Related party payables	549,558	2,430,238
Total Current Liabilities	715,560	2,782,165
Non-current Liabilities
Capital lease
Total Liabilities	715,560	2,782,165
Commitment and contingencies
Stockholders' Equity
Common stock, $0.001 par value, 100,000,000 shares authorized, 21,027,162 and 19,920,325 shares issued and outstanding as of September 30, 2017 and December 31, 2016, respectively	21,027	19,920
Additional paid in capital	24,260,979	15,822,988
Accumulated deficit	(17,030,887)	(16,590,509)
Accumulated other comprehensive loss	(72,603)	(80,122)
Total Stockholders' (Deficit) Equity	7,178,516	(827,723)
Total Liabilities and Stockholders' Equity	$ 7,894,076	$ 1,954,442

XML

Unaudited Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Sep. 30, 2017	Dec. 31, 2016
Statement of Financial Position [Abstract]
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	21,027,162	19,920,325
Common stock, shares outstanding	21,027,162	19,920,325

XML

Unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Income Statement [Abstract]
Revenue	$ 20,092		$ 229,153
Cost of revenues	8		834
Gross profit	20,084		228,319
Operating expenses
General and administrative expenses	244,950	451,358	802,121	985,281
Total operating expenses	244,950	451,358	802,121	985,281
Operating loss	(224,866)	(451,358)	(573,802)	(985,281)
Other income (expenses)
Interest income	458	2,135	2,076	2,346
Interest expense		(367)		(1,113)
Other income	30,187	9,000	131,348	16,500
Other expense		(2,608)		(2,608)
Total other income/(expenses)	30,645	8,160	133,424	15,125
Loss before income taxes	(194,221)	(443,198)	(440,378)	(970,156)
Income tax
Net loss	(194,221)	(443,198)	(440,378)	(970,156)
Other comprehensive loss
Foreign currency translation adjustment	230	(2,271)	7,519	(14,669)
Comprehensive loss	$ (193,991)	$ (445,469)	$ (432,859)	$ (984,825)
Net loss per share
Basic	$ (0.01)	$ (0.02)	$ (0.02)	$ (0.05)
Diluted	$ (0.01)	$ (0.02)	$ (0.02)	$ (0.05)
Weighted average number of common shares outstanding
Basic	21,027,162	19,920,325	20,721,968	19,920,325
Diluted	21,027,162	19,920,325	20,721,968	19,920,325

XML

Unaudited Condensed Consolidated Statements of Cash Flow - USD ($)	9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$ (440,378)	$ (970,156)
Depreciation and amortization	13,427	7,747
Adjustments to reconcile net loss to net cash provided by operating activities and changes in operating assets and liabilities:
(Increase)/decrease in accounts receivable	(250)	165
Increase in other receivables	(9,503)	(41,541)
(Increase)/decrease in related party receivables	(152,028)	41,277
Increase in advance to suppliers	14,236
Increase in prepaid expenses and taxes	(1,413)	(3,225)
(Decrease)/increase in accounts payable	(72,382)	(4,483)
Decrease in accrued expenses	(19,648)	(27,919)
Increase/(decrease in other payables	(94,466)	1,499,548
Increase in related party payables	332,993	228,912
Decrease in taxes payable	570	1,687
Net cash provided by (used in) operating activities	(428,842)	732,012
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of equipment	(63,912)	(1,798)
Decrease in deposits	11,795
Net cash generated from investing activities	(52,117)	(1,798)
Net increase in cash and cash equivalents	(480,959)	730,214
Effect of foreign currency translation on cash and cash equivalents	7,465	(13,932)
Cash and cash equivalents, beginning balance	480,609	141,437
Cash and cash equivalents, ending balance	7,115	857,719
SUPPLEMENTAL DISCLOSURES:
Interest received	2,076	2,346
Interest paid		1,113
Income tax paid
NON-CASH FINANCING ACTIVITIES:
Related party payable formalized into convertible note	2,213,673
Issuance of stock for conversion of convertible note	2,213,673
Patent transferred in to offset balance of related party receivable	1,502,742
Purchase of intangible asset	7,728,167
Increase in additional paid in capital from purchase of intangible asset	$ 6,225,425

XML

The Company and Principal Business Activities

9 Months Ended

Sep. 30, 2017

The Company and Principal Business Activities [Abstract]

THE COMPANY AND PRINCIPAL BUSINESS ACTIVITIES

1. THE COMPANY AND PRINCIPAL BUSINESS ACTIVITIES

Wave Sync Corp. formerly known as China Bio-Energy Corp. (the “Company”), and prior to that known as China INSOnline Corp., was incorporated on December 23, 1988 as Lifequest Medical, Inc., a Delaware corporation.

In June 2010, the Company ceased all operations conducted by its then subsidiaries: Ever Trend Investment Limited, Run Ze Yong Cheng (Beijing) Technology, San Teng Da Fei Technology, and Guang Hua Insurance Agency (“Ever Trend Group”); on January 27, 2015, the Company announced the completion of the disposition of the aforementioned subsidiaries. Accordingly, the Company has excluded the accounts of Ever Trend Group in these financial statements and the accompanying notes contained herein.

On November 12, 2010, the Company entered into a share exchange agreement with Ding Neng Holdings Ltd, an investment holdings company incorporated in the British Virgin Islands (“Ding Neng Holdings”); the share exchange agreement was amended on December 6, 2010, whereby the Company, under the share exchange agreement and its related amendment, would have contemplated acquiring 100% of Ding Neng Holdings in exchange for the issuance of 26,162,505 shares of the Company’s common stock, par value $0.001. Under the share exchange agreement, the Company would have contemplated owning and operating Ding Neng Holdings and Ding Neng Holdings’ directly, and indirectly held subsidiaries: Ding Neng Bio-technology Co., Ltd. (“Ding Neng HK”), Zhangzhou Fuhua Biomass Energy Technology Co., Ltd. (“WOFE”), and Ding Neng Bio-tech. Ding Neng HK was incorporated under the laws of Hong Kong on September 10, 2010. Ding Neng HK did not have any operations. Ding Neng HK has been delinquent with its annual regulatory filings in Hong Kong, and should be considered dormant and defunct. Ding Neng HK was wholly-owned by Ding Neng Holdings. Zhangzhou Fuhua Biomass Energy Technology Co., Ltd. (“WFOE”) was incorporated as a wholly-foreign owned entity under the laws of the People’s Republic of China (“PRC”), on November 2, 2010. WFOE was wholly-owned by Ding Neng HK. Ding Neng Bio-tech was incorporated under the laws of the PRC on December 8, 2006. It was located in Zhangzhou city Fujian Province of PRC. Ding Neng Bio-tech was engaged in the production, refinement and distribution of bio-diesel fuel in Southern China. Ding Neng Bio-tech operated a biodiesel manufacturing facility in Zhangzhou city. On October 28, 2010, WFOE and Ding Neng Bio-tech entered into a set of variable interest entity agreements that included: (1) a Consulting Service Agreement with Ding Neng Bio-tech, which entitled WFOE to receive substantially all of the economic benefits of Ding Neng Bio-tech in consideration for services provided by WFOE to Ding Neng Bio-tech, (2) an Option Agreement with Xinfeng Nie, Sanfu Huang, and Shunlong Hu (the shareholders of Ding Neng Bio-tech) allowing the WFOE to acquire all the shares of Ding Neng Bio-tech as permitted by PRC laws, (3) a Voting Rights Proxy Agreement that provides WFOE with the all voting rights of the Ding Neng Bio-tech shareholders, and (4) an Equity Pledge Agreement that pledges the shares in Ding Neng Bio-tech to WFOE (VIE Agreements). These VIE Agreements granted effective control of Ding Neng Bio-tech to WFOE. On June 4, 2015, WFOE filed a civil action in Haicang District People’s Court of Xiamen, Fujian, PRC (the “Court”) against Ding Neng Bio-tech, alleging that the purposes of those certain executed VIE Agreements entered into by WFOE and Ding Neng Bio-Tech on October 28, 2010, had been frustrated, and that these VIE Agreements should be terminated. WFOE alleged that Ding Neng Bio-Tech did not make any payment of service fees to WFOE, and that Ding Neng Bio-Tech failed to perfect the security interest in the pledged stocks. On July 14, 2015, this case was settled via in-court mediation directed by the Court. As a result, WFOE and Ding Neng Bio-Tech entered into binding settlement, among other things, (i) to terminate the VIE Agreements, and (ii) that the litigation fee in the amount of RMB10,000 (approximately $1,610.50) would be borne by Ding Neng Bio-Tech. Ding Neng Holdings is delinquent with its regulatory filings and annual fees to the British Virgin Islands; accordingly, the Ding Neng Holdings should be considered dormant and defunct.

Given that the Company has not been able to exercise effective control over Ding Neng Bio-Tech or to access Ding Neng Bio-tech’s financial information since 2011, and the VIE Agreements were terminated, the Company has excluded the accounts of Ding Neng Bio-Tech’s in these financial statements and the accompanying notes contained herein; the exclusion of such accounts is considered as a type two material subsequent event that occurred prior to the issuance of the financial statements but after the balance sheets dates that required material adjustments to the financial statements presented. Ding Neng Holdings is delinquent and defunct; the Company has determined that the Company was never registered as the sole shareholder of Ding Neng Holdings pursuant to the share exchange agreement dated November 12, 2010, and amended December 6, 2010; accordingly, the Company has excluded the accounts of Ding Neng and its subsidiaries in these financial statements and the accompanying notes as contained herein; the exclusion of such accounts is considered as a type two material subsequent event that occurred prior to the issuance of the financial statements but after the balance sheets dates that required material adjustments to the financial statements presented. The Company accounted for the issuance of shares to the shareholders of Ding Neng Holdings under the contemplated share exchange transaction as a recapitalization of the Company under reverse take-over accounting; accordingly, the Company’s historical stockholders’ equity has been retroactively restated to the first period presented; as a result of the Company not being updated to Ding Neng Holdings shareholder register, and that Ding Neng Holdings being defunct, the Company has written off all investments made in Ding Neng as loss on investment in subsidiary.

In connection with the share exchange agreement with the shareholders of Ding Neng Holdings that contemplated the acquisition of Ding Neng Holdings and its subsidiaries, the Company elected to adopt the fiscal year used by Ding Neng Holdings, which was a calendar year; accordingly, the Company’s financial statements presented herein have been, and on a go-forward basis, will be prepared using a December 31 year-end date, and each operating period will cover twelve full calendar months.

Share Purchase Agreement

On October 19, 2015, the Company entered into a Share Purchase Agreement (the “Share Purchase Agreement”) with EGOOS Mobile Technology Company Limited, a British Virgin Islands holding company (“EGOOS BVI”), which owns 100% of EGOOS Mobile Technology Company Limited, a Hong Kong company (“EGOOS HK”), which owns 100% of Move the Purchase Consulting Management (Shenzhen) Co., Ltd. (“WOFE”), a foreign investment enterprise organized under the laws of the PRC, and which has, through various contractual agreements known as variable interest entity (“VIE”) agreements.  These VIE agreements provide the WOFE management control and the rights to the profits of Guangzhou Yuzhi Information Technology Co., Ltd., a corporation organized under the laws of the PRC as a variable interest entity (“GZYZ”), which owns 100% of Shenzhen Qianhai Exce-card Technology Co., Ltd., a Chinese corporation (“SQEC”), which owns 100% of Guangzhou Rongsheng Information Technology Co., Ltd., a Chinese corporation (“GZRS”) and the sole shareholder of EGOOS BVI.  The VIE agreements include: (1) an Exclusive Service Agreement between WOFE and GZYZ, which entitles WOFE to receive substantially all of the economic benefits of GZYZ in consideration for services provided by WOFE to GZYZ, (2) a Call Option Agreement with the shareholders of GZYZ, Yang Wenbin and Li Ping, allowing the WOFE to acquire all the shares of GZYZ as permitted by PRC laws, (3) a Voting Rights Proxy Agreement that provides WOFE with the all voting rights of the GZYZ’s shareholders, and (4) an Equity Pledge Agreement that pledges the shares in GZYZ to WOFE.  Management has assessed the terms of the VIE agreements and determined that the Company is the primary beneficiary of those agreements based on Management’s ability to direct the use and disposition of GZYZ assets including the payment of future profits to the Company.  Management also determined the Company has implicitly provided financial support to GYZY; accordingly, Management believes that GZYZ and its subsidiaries should be consolidated as variable interest entities of the Company.

SQEC was incorporated on November 11, 2013. The Company is in the business of design, development, and proliferation of next generation debit and credit cards for financial institutions employing innovative secured encryption technology transmitted via audio wave technology; the Company intends to work with China Union Pay and China Construction Bank under a potential pilot program to develop and market to end user bank customers and business operators to adopt these next generation of cards by developing point of sale and commercial interfaces via software and other solutions to generate demand for these cards as a value-added alternative to current generation debit and credit cards.

On January 28, 2015, ownership of SQEC’s was transferred from Bao, Shanshan to Xiang, Zuyue for a consideration of approximately $1,629,062 (RMB 10,000,000). Simultaneously, Xiang, Zuyue transferred 40% of ownership to Li, Na for a consideration of $651,625 (RMB 4,000,000). On July 24, 2015, SQEC entire ownership was collectively transferred from Xiang, Zuyue and Li, Na to Guangzhou Yuzhi Information Technology Co. Ltd. (“GZYZ”) for a consideration of approximately $1,629,062 (RMB 10,000,000).

On March 16, 2015, the GZRS was incorporated as a wholly-owned subsidiary of SQEC. GZRS has an authorized capital of RMB 1,000,000. As of the date of this report, GZRS has not been capitalized.

Pursuant to the Share Purchase Agreement the Company issued a convertible note to EGOOS BVI’s sole shareholder for 100% equity interest in EGOOS BVI. The note is convertible into 15,000,000 shares of the Company’s common stock contingent on the following conditions: (i) the Company has effectuated a reverse split of all of the issued and outstanding Common Stock as of the date of the issuance of the note (the “Reverse Split”) and (ii) the average closing price of the common stock for 3 business days within any period of 10 consecutive business days exceeds $1.00 per share (the “Conversion Conditions”). Upon conversion of the note, the existing shareholders of the Registrant will own an aggregate of 24.7% of the post-acquisition entity. The note was issued at Par, it is unsecured, interest free, and is due on the second anniversary of the issuance date of the note. In accounting for the note, the Company has assumed that the note does not carry any discount from face that requires accretion as interest expense to its results of operations, including any potential beneficial conversion features. On January 26, 2016, the reverse split was effectuated, and subsequently, on February 4, 2016, the convertible promissory note was converted into 15 million newly issued shares of the Company’s common stock. The conversion of the promissory note has been recognized retroactively to the first period presented as a component of the reverse takeover transactions detailed below.

The consolidated financial statements were prepared assuming that the Company has controlled EGOOS BVI and its intermediary holding companies, operating subsidiaries, and variable interest entities: EGOOS HK, WOFE, GZYZ, SQEC, and GZRS from the first period presented. The transactions detailed above have been accounted for as reverse takeover transactions and a recapitalization of the Company, including the conversion of the convertible promissory note; accordingly, the Company (the legal acquirer) is considered the accounting acquiree and EGOOS BVI (the legal acquiree) is considered the accounting acquirer. No goodwill has been recorded. As a result of this transaction, the Company is deemed to be a continuation of the business of EGOOS BVI and SQEC.

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Summary of Significant Accounting Policies

9 Months Ended

Sep. 30, 2017

Summary of Significant Accounting Policies [Abstract]

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

A. Method of Accounting

The Company maintains its general ledger and journals with the accrual method of accounting for financial reporting purposes. The financial statements and notes are representations of management. Accounting policies adopted by the Company conform to generally accepted accounting principles in the United States of America and have been consistently applied in the presentation of financial statements.

B. Basis of Presentation

The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“US GAAP”).

C. Principles of Consolidation

The consolidated financial statements include the accounts of the Company, its subsidiaries for which the Company is the primary beneficiary. All significant inter-company accounts and transactions have been eliminated. The consolidated financial statements include 100% of assets, liabilities, and net income or loss of those wholly-owned subsidiaries.

As of September 30, 2017, the detailed identities of the consolidating subsidiaries are as follows:

Name of Company	Place of incorporation	Attributable equity interest %			Registered capital
EGOOS Mobile Technology Company Limited (“EGOOS BVI”)	BVI		100	%	$	1
EGOOS Mobile Technology Company Limited (“EGOOS HK”)	Hong Kong		100	%		1,290
Move the Purchase Consulting Management (Shenzhen) Co., Ltd. (“WOFE”)	P.R.C. (WOFE)		100	%		-
Guangzhou Yuzhi Information Technology Co., Ltd. (“GZYZ”)	P.R.C.		100	%		150,527
Shenzhen Qianhai Exce-card Technology Co., Ltd. (“SQEC”)	P.R.C.		100	%		150,527
Guangzhou Rongsheng Information Technology Co., Ltd. (“GZRS”)	P.R.C.		100	%		1,505,267

D. Unaudited Interim Financial Information

These unaudited interim condensed consolidated financial statements have been prepared in accordance with GAAP for interim financial reporting and the rules and regulations of the Securities and Exchange Commission that permit reduced disclosure for interim periods. Therefore, certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted. In the opinion of management, all adjustments of a normal recurring nature necessary for a fair presentation of the financial position, results of operations and cash flows for the periods presented have been made. The results of operations for the interim periods presented are not necessarily indicative of the results to be expected for the year ending December 31, 2017.

The consolidated balance sheets and certain comparative information as of December 31, 2016 are derived from the audited consolidated financial statements and related notes for the year ended December 31, 2016 (“2016 Annual Financial Statements”), included in the Company’s 2016 Annual Report on Form 10-K. These unaudited interim condensed consolidated financial statements should be read in conjunction with the 2016 Annual Financial Statements.

E. Use of estimates

The preparation of the 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 disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Estimates are used for, but not limited to, the accounting for certain items such as allowance for doubtful accounts, depreciation and amortization, impairment, inventory allowance, taxes and contingencies.

F. Contingencies

Certain conditions may exist as of the date the financial statements are issued, which may result in a loss to the Company but which will only be resolved when one or more future events occur or fail to occur. The Company’s management assesses such contingent liabilities, and such assessment inherently involves an exercise of judgment. In assessing loss contingencies related to legal proceedings that are pending against the Company or un-asserted claims that may result in such proceedings, the Company’s management evaluates the perceived merits of any legal proceedings or un-asserted claims as well as the perceived merits of the amount of relief sought or expected to be sought.

If the assessment of a contingency indicates that it is probable that a material loss has been incurred and the amount of the liability can be estimated, then the estimated liability would be accrued in the Company’s financial statements. If the assessment indicates that a potential material loss contingency is not probable but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, together with an estimate of the range of possible loss if determinable and material would be disclosed.

Loss contingencies considered to be remote by management are generally not disclosed unless they involve guarantees, in which case the guarantee would be disclosed.

G. Cash and cash equivalents

The Company classifies the following instruments as cash and cash equivalents: cash on hand, unrestricted bank deposits, and all highly liquid investments purchased with original maturities of three months or less.

H. Accounts receivable

Trade receivables are recognized and carried at the original invoice amount less allowance for any uncollectible amounts. An estimate for doubtful accounts is made when collection of the full amount is no longer probable. Bad debts are written off as incurred.

I. Other receivables 

Other receivables are recognized and carried at the original invoice amount less allowance for any uncollectible amounts. An allowance for doubtful accounts is made when recovery of the full amount is doubtful.

J. Property, plant and equipment

Plant and equipment are carried at cost less accumulated depreciation. Depreciation is provided over their estimated useful lives, using the straight-line method with a salvage value of 10%. Estimated useful lives of the plant and equipment are as follows:

Computer equipment	3 years
Office furniture	5 years

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

K. Accounting for the Impairment of Long-lived assets

The long-lived assets held by the Company are reviewed in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Subtopic 360-10-35, “Accounting for the Impairment or Disposal of Long-Lived Assets,” for impairment whenever events or changes in circumstances indicate that the carrying amount of assets may not be recoverable. It is reasonably possible that these assets could become impaired as a result of technology or other industry changes. Impairment is present if carrying amount of an asset is less than its undiscounted cash flows to be generated.

If an asset is considered impaired, a loss is recognized based on the amount by which the carrying amount exceeds the fair market value of the asset. Assets to be disposed of are reported at the lower of the carrying amount or fair value less costs to sell. The Company believes no impairment has occurred to its assets during 2017.

L. Income taxes

The Company uses the accrual method of accounting to determine income taxes for the year. The Company has implemented FASB ASC 740 Accounting for Income Taxes. Income tax liabilities computed according to the United States, People’s Republic of China (PRC), and Hong Kong tax laws provide for the tax effects of transactions reported in the financial statements and consists of taxes currently due, plus deferred taxes, related primarily to differences arising from the recognition of expenses related to the depreciation of plant and equipment, amortization of intangible assets, and provisions for doubtful accounts between financial and tax reporting. The deferred tax assets and liabilities represent the future tax return consequences of those differences, which will be either taxable or deductible when the assets and liabilities are recovered or settled. Deferred taxes also are recognized for operating losses that are available to offset future income taxes.

A valuation allowance is recognized for deferred tax assets if it is more likely than not, that the deferred tax assets will either expire before the Company is able to realize that tax benefit, or that future realization is uncertain.

M. Stock-based compensation

The Company has elected to use the Black-Scholes-Merton (“BSM”) pricing model to determine the fair value of stock options on the dates of grant. Also, the Company recognizes stock-based compensation using the straight-line method over the requisite service period.

The Company values stock awards using the market price on or around the date the shares were awarded and includes the amount of compensation as a period compensation expense over the requisite service period.

For the three and nine month periods ended September 30, 2017 and 2016, no stock-based compensation has been recognized.

N. Foreign currency translation

The accompanying financial statements are presented in United States dollars. The functional currency of the Company is the Renminbi (RMB) and Hong Kong dollar (HKD). The financial statements are translated into United States dollars from RMB at year-end exchange rates as to assets and liabilities and average exchange rates as to revenues and expenses. Capital accounts are translated at their historical exchange rates when the capital transactions occurred.

Exchange Rates	9/30/2017		12/31/2016		9/30/2016
Year-end/period-end RMB : US$ exchange rate		6.6545		6.9437		6.6694
Average annual/period RMB : US$ exchange rate		6.8057		6.6430		6.5792
Year-end/period-end HKD : US$ exchange rate		7.8110		7.7543		7.7547
Average annual/period HKD : US$ exchange rate		7.7870		7.7617		7.7632

The RMB is not freely convertible into foreign currency and all foreign exchange transactions must take place through authorized institutions. No representation is made that the RMB amounts could have been, or could be, converted into US Dollar at the rates used in translation.

O. Revenue recognition

In accordance to FASB ASC 605-10, the Company will recognize product revenue net of value added tax (VAT) when persuasive evidence of an arrangement exists, delivery of the goods has occurred, or when customer acceptance has been obtained, which means the significant risks and ownership have been transferred to the customer, the price is fixed or determinable and collectability is reasonably assured. No return allowance will be made for products returns as the Company has not historically experienced returns. The Company recognized service revenue upon delivery of service and issuance of invoices to the customer.

P. Cost of revenue

Cost of revenue consists primarily of raw materials, utility and supply costs consumed in the manufacturing process, manufacturing labor, depreciation expense and direct overhead expenses necessary to manufacture finished goods as well as warehousing and distribution costs such as inbound freight charges, shipping and handling costs, purchasing and receiving costs. In the future event that the Company incurs costs of distributing products to the Company’s customers, those costs will be included in selling expenses.

Q. Earnings per share

Basic earnings per share is computed on the basis of the weighted average number of common stock outstanding during the period. Diluted earnings per share is computed on the basis of the weighted average number of common stock and common stock equivalents outstanding. Dilutive securities having an anti-dilutive effect on diluted earnings per share are excluded from the calculation.

Dilution is computed by applying the treasury stock method for options and warrants. Under this method, options and warrants are assumed to be exercised at the beginning of the period (or at the time of issuance, if later), and as if funds obtained thereby were used to purchase common stock at the average market price during the period.

R. Comprehensive loss

Comprehensive income (loss) is defined to include all changes in equity except those resulting from investments by owners and distributions to owners. The Company presents components of comprehensive income with equal prominence to other financial statements. The Company’s current component of other comprehensive income is the foreign currency translation adjustment.

S. Subsequent events

The Company evaluates subsequent events that have occurred after the balance sheet date but before the financial statements are issued. There are two types of subsequent events: (1) recognized, or those that provide additional evidence with respect to conditions that existed at the date of the balance sheet, including the estimates inherent in the process of preparing financial statements, and (2) non-recognized, or those that provide evidence with respect to conditions that did not exist at the date of the balance sheet but arose subsequent to that date.

T. Recent accounting pronouncements

On August 26, 2016, the FASB issued ASU No. 2016-15, “Statement of Cash Flows (Topic 230)”. Stakeholders indicated that there is diversity in practice in how certain cash receipts and cash payments are presented and classified in the statement of cash flows under Topic 230, Statement of Cash Flows, and other Topics. This Update addresses eight specific cash flow issues with the objective of reducing the existing diversity in practice. The amendments in this Update are effective for public business entities for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted, including adoption in an interim period. If an entity early adopts the amendments in an interim period, any adjustments should be reflected as of the beginning of the fiscal year that includes that interim period. An entity that elects early adoption must adopt all of the amendments in the same period. As a result, the Company has elected to early adopt this Update prospectively. As of December 31, 2016 and prior periods retrospective adjustments have not been applied.

As of September 30, 2017, except for the above, there are no recently issued accounting standards not yet adopted that would have a material effect on the Company’s financial statements.

U. Fair Value of Financial Instruments

ASC 825, Financial Instruments, requires that the Company discloses estimated fair values of financial instruments. The carrying amounts reported in the balance sheets for current assets and current liabilities qualifying as financial instruments are a reasonable estimate of fair value.

The Company applies the provisions of ASC 820-10, Fair Value Measurements and Disclosures. ASC 820-10 defines fair value, and establishes a three-level valuation hierarchy for disclosures of fair value measurement that enhances disclosure requirements for fair value measures. For certain financial instruments, including cash and cash equivalents, loan receivables and short-term bank loans, the carrying amounts approximate fair value due to their relatively short maturities. The three levels of valuation hierarchy are defined as follows:

· Level 1 inputs to the valuation methodology are quoted prices for identical assets or liabilities in active markets.

· Level 2 inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.

· Level 3 inputs to the valuation methodology are unobservable and significant to the fair value measurement.

The Company analyzes all financial instruments with features of both liabilities and equity under ASC 480, “Distinguishing Liabilities from Equity,” and ASC 815.

The following tables present the Company’s financial assets and liabilities at fair value in accordance to ASC 820-10

As of September 30, 2017:

	Quoted in Active		Significant
	Markets		Other		Significant
	for Identical		Observable		Unobservable
	Assets		Inputs		Inputs
	(Level 1)		(Level 2)		(Level 3)		Total
Financial assets:
Cash	$	7,115	$	-	$	-	$	7,115
Total financial assets	$	7,115	$	-	$	--	$	7,115
Financial liabilities:
Capital lease	$	9,758	$	-	$	-	$	9,758
Total financial assets	$	9,758	$	-	$	-	$	9,758

As of December 31, 2016:

	Quoted in Active		Significant
	Markets		Other		Significant
	for Identical		Observable		Unobservable
	Assets		Inputs		Inputs
	(Level 1)		(Level 2)		(Level 3)		Total
Financial assets:
Cash	$	480,609	$	-	$	-	$	480,609
Total financial assets	$	480,609	$	-	$	-	$	480,609
Financial liabilities:
Capital lease	$	9,352	$	-	$	-	$	9,352
Total financial assets	$	9,352	$	-	$	-	$	9,352

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Related Party Receivables and Payables

9 Months Ended

Sep. 30, 2017

Related Party Receivables and Payables [Abstract]

RELATED PARTY RECEIVABLES AND PAYABLES

3. RELATED PARTY RECEIVABLES AND PAYABLES

Related party receivable consisted of the following:

	9/30/2017		12/31/2016
Xiang, Zuyue, CEO	$	-	$	1,350,714
		-		1,350,714

The amounts are unsecured, interest-free and due on demand.

Related party payable consisted of the following:

	9/30/2017		12/31/2016
Beijing Yuxin Shangfang Technology Co., Ltd.	$	284,910	$	273,043
Xiang, Zuyue, director of SQEC and shareholder		28,384		-
Lim, Jehn Ming, shareholder of EGOOS BVI		1,289		1,289
Wang, Yue, director of EGOOS HK		161,942		163,125
Wang, Zaixian, a related party and shareholder		-		1,971,871
Yang, Mei, shareholder		71,899		20,000
Li, Ping, director of WOFE		1,134		910
	$	549,558	$	2,430,238

The amounts are unsecured, interest-free and due on demand.

During the nine months ended September 30, 2017, the Company formalized the related party payables to Wang, Zaixian (“Wang”) and Yang, Mei (“Yang”) by issuing convertible notes, which were unsecured and interest-free and due on demand. These notes were convertible into 1 common share for every $2 of outstanding debt owed to those related parties. On April 6, 2017 and April 7, 2017, Wang and Yang converted the notes into 1,025,000 and 81,837 common shares, respectively.

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Property, Plant and Equipment

9 Months Ended

Sep. 30, 2017

Property, Plant and Equipment [Abstract]

PROPERTY, PLANT AND EQUIPMENT

4. PROPERTY, PLANT AND EQUIPMENT

Property, plant, and equipment consisted of the following as of September 30, 2017 and December 31, 2016:

	9/30/2017			12/31/2016
At Cost:
Machinery	$	70,252		$	7,676
Office equipment		18,931			18,142
Office furniture		13,147			12,600
	$	102,330		$	38,418
Less: Accumulated depreciation		(31,872	)		(18,654	)
	$	70,458		$	19,764

Depreciation expense for the nine month periods ended September 30, 2017 and 2016 was $13,427 and $7,747, respectively.

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Intangible Asset

9 Months Ended

Sep. 30, 2017

Intangible Asset [Abstract]

INTANGIBLE ASSET

5. INTANGIBLE ASSET

Intangible assets consisted of the following as of September 30, 2017 and December 31, 2016:

	9/30/2017			12/31/2016
At Cost:
Patent	$	7,728,167		$	-
Software		1,292			1,239
	$	7,729,459		$	1,239
Less: Accumulated amortization		(1,292	)		(1,084	)
	$	7,728,167		$	155

On July 7, 2017, SQEC and the director and CEO of the Company, Mr. Zuyue Xiang (“Xiang”), entered into an intangible asset transfer agreement. Xiang will transfer his rights and ownership of the patent to a voice smart card and trading system for a consideration of RMB 10,000,000 (equivalent to USD 1,447,696). The patent transferred was net off with the receivable from Xiang and also increased additional paid in capital of $6,225,425 as a result of an appraised value of the patent of $7,728,167.

The patent will be amortized over a useful life of ten years. Amortization expense for the nine month periods ended September 30, 2017 and 2016 was $209 and $470, respectively.

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Accrued Expenses

9 Months Ended

Sep. 30, 2017

Accrued Expenses [Abstract]

ACCRUED EXPENSES

6. ACCRUED EXPENSES

Accrued expenses consisted of the followings as of September 30, 2017 and December 31, 2016:

	9/30/2017		12/31/2016
Audit fee	$	6,500	$	35,000
Rental expense		-		895
Utilities		9,341
	$	15,841	$	35,895

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Taxes Payables

9 Months Ended

Sep. 30, 2017

Taxes Payables [Abstract]

TAXES PAYABLES

7. TAXES PAYABLES

Taxes payable consisted of the followings as of September 30, 2017 and December 31, 2016:

	9/30/2017		12/31/2016
Value added tax	$	-	$	881
Payroll tax		8,997		5,808
Individual income tax		552		2,289
	$	9,549	$	8,978

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Stockholders' Equity

9 Months Ended

Sep. 30, 2017

Stockholders' Equity [Abstract]

STOCKHOLDERS' EQUITY

8. STOCKHOLDERS’ EQUITY

Common stock

As of December 31, 2016 and 2015, the Company has 100,000,000 shares of common stock authorized, 19,920,325 shares issued and outstanding at par value of $0.001 per share.

On March 17, 2017, the Company and each of the two holders (the “Noteholders”) of the Company’s convertible notes (the “Convertible Notes”) entered into a convertible note exchange agreement (the “Agreement”). Pursuant to the Agreement, the Company shall issue to the two noteholders an aggregate of approximately 1,106,837 shares of common stock (the “Common Stock”) of the Company, par value $0.001, in exchange for the Noteholders’ Convertible Notes in an aggregate principal amount of $2,213,673. The common stock were subsequently issued to the two note holders on April 6, 2017 and April 7, 2017, respectively – please refer to note 3 related party receivables and payables.

As of September 30, 2017, the Company has 100,000,000 shares of common stock authorized, 21,027,162 shares issued and outstanding at par value of $0.001 per share.

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Income Taxes

9 Months Ended

Sep. 30, 2017

Income Taxes [Abstract]

INCOME TAXES

9. INCOME TAXES

The Company was incorporated in the United States of America (“USA”). The Company does not generate any taxable income from its operations for the nine month periods ended September 30, 2017 and 2016.

The provision for income taxes consists of the following:

	For the nine month periods September 30,
	2017		2016
Current:
USA	$	-	$	-
Deferred:
USA		-		-
Provision for income taxes		-		-

The reconciliation of USA statutory income tax rate to the Company’s effective income tax rate is as follows:

	For the nine month periods September 30,
	2017		2016
Income tax at USA statutory rate of 34%	$	-	$	-
Others		-		-
Provision for income taxes		-		-

Uncertain Tax Positions

Interest associated with unrecognized tax benefits are classified as income tax, and penalties are classified in selling, general and administrative expenses in the statements of operations.  For the nine month periods ended September 30, 2017 and 2016, the Company had no unrecognized tax benefits and related interest and penalties expenses.  Currently, the Company is not subject to examination by major tax jurisdictions.

Deferred Income Tax Benefits

Deferred income tax benefits arise from temporary differences between the tax basis of assets and liabilities and their reported amounts in the financial statements, which will result in taxable or deductible amounts in the future. In evaluating the Company’s ability to recover the deferred tax assets, the management considers all available positive and negative evidence, including scheduled reversals of deferred tax liabilities, projected future taxable income, tax-planning strategies, and results of recent operations. In projecting future taxable income, the Company begins with historical results adjusted for the results of discontinued operations and incorporate assumptions about the amount of future state, federal, and foreign pretax operating income adjusted for items that do not have tax consequences. The assumptions about future taxable income require the use of significant judgment and are consistent with the plans and estimates that the Company is using to manage the underlying businesses. As of September 30, 2017, management was uncertain as to whether or not the Company would be able to utilize the potential deferred tax assets arising from net operating losses’ since the Company is not currently generating any revenue; accordingly, the Company has not recognized a deferred tax assets.

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Loss Per Share

9 Months Ended

Sep. 30, 2017

Loss Per Share [Abstract]

LOSS PER SHARE

10. LOSS PER SHARE

Basic loss per common share from operations attributable to the Company is based on the weighted-average common shares outstanding during the relevant period. Diluted loss per common share from continuing operations attributable to the Company is based on the weighted-average common shares outstanding during the relevant period adjusted for the dilutive effect of share-based awards. The Company did not have significant share-based awards outstanding that were antidilutive and not included in the calculation of diluted loss per common share from operations attributable to the Company for the nine month periods ended September 30, 2017 and 2016.

The following table sets forth the computation of basic and diluted earnings per share of common stock:

	For the nine months ended September 30,						For the three months ended September 30,
	2017			2016			2017			2016
Basic loss per share:
Numerator:
Net loss used in computing basic earnings per share	$	(432,859	)	$	(984,825	)	$	(193,991	)	$	(445,469	)
Denominator:
Weighted average common shares outstanding		20,721,968			19,920,325			21,027,162			19,920,325
Basic loss per share	$	(0.02	)	$	(0.05	)	$	(0.01	)	$	(0.02	)
Diluted earnings per share:
Numerator:
Net loss used in computing diluted loss per share	$	(432,859	)	$	(984,825	)	$	(193,991	)	$	(445,469	)
Denominator:
Weighted average common shares outstanding
Diluted loss per share	$	(0.02	)	$	(0.05	)	$	(0.01	)	$	(0.02	)

Dilutive securities having an anti-dilutive effect on diluted (loss) earnings per share are excluded from the calculation.

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Going Concern Uncertainties

9 Months Ended

Sep. 30, 2017

Going Concern Uncertainties [Abstract]

GOING CONCERN UNCERTAINTIES

11. GOING CONCERN UNCERTAINTIES

These financial statements have been prepared assuming that Company will continue as a going concern, which contemplates the realization of assets and the discharge of liabilities in the normal course of business for the foreseeable future.

As of September 30, 2017, the Company had accumulated deficits of $17,030,887 and working capital deficit of current liabilities exceeding current assets by $620,771. Management’s plan to support the Company in operations and to maintain its business strategy is to raise funds through public and private offerings and to rely on officers and directors to perform essential functions with minimal compensation. If we do not raise all of the money we need from public or private offerings, we will have to find alternative sources, such as loans or advances from our officers, directors or others. Such additional financing may not become available on acceptable terms and there can be no assurance that any additional financing that the Company does obtain will be sufficient to meet its needs in the long term. Even if the Company is able to obtain additional financing, it may contain undue restrictions on our operations, in the case of debt financing, or cause substantial dilution for our stockholders, in the case of equity financing. If we require additional cash and cannot raise it, we will either have to suspend operations or cease business entirely.

The accompanying financial statements do not include any adjustments related to the recoverability and classification of assets or the amounts and classifications of liabilities that might be necessary should the Company be unable to continue as a going concern.

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Commitments

9 Months Ended

Sep. 30, 2017

Commitments [Abstract]

COMMITMENTS

12. COMMITMENTS

(a.) On June 2, 2016, the Company entered into a lease agreement for office space in Guangzhou city, Guangdong Province, P.R.C. commencing on June 1, 2016 for a three-year lease term. The monthly rental expense is approximately $2,962 (RMB 20,074).

(b.) On September 1, 2016, Mr. Zuyue Xiang entered into a lease agreement on behalf of the Company for office space in Guangdong Province, P.R.C. commencing on September 1, 2016 for a three-year lease term. The monthly rental expense is approximately $960 (RMB 6,503).

As of September 30, 2017, the outstanding lease commitments are:

Year 1	$	48,141
Year 2		35,045
	$	83,186

As of December 31, 2016, the outstanding lease commitments are:

Year 1	$	71,831
Year 2		45,331
Year 3		21,663
	$	138,825

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Capital Lease

9 Months Ended

Sep. 30, 2017

Capital Lease [Abstract]

CAPITAL LEASE

13. CAPITAL LEASE

The Company leases certain computer equipment and furnishing under lease classified as capital lease.

On December 31, 2014, the Company entered into a capital lease agreement in the amount of RMB 181,050, which was approximately $ 28,494, with a related party leasing the following: eighteen computers, two mobile phones, one printer, and office furniture with an interest rate of 7.8% for a period of 36 months with an expiration date of December 31, 2017 where the title of the leased assets will be transferred to the Company at date of expiration of the lease.

The following is a schedule showing the future minimum lease payments under capital leases together with the present value of the net minimum lease payments as of September 30, 2017:

Year 1	$	10,329
Total minimum lease payments		10,329
Less: Amount representing interest		(571	)
Present value of net minimum lease payments	$	9,758

As of September 30, 2017, current and noncurrent obligations under capital leases are reflected as $9,758 and $0, respectively. As of September 30, 2017, the present value of minimum lease payments due within one year is $9,758.

As of December 31, 2016, current and noncurrent obligations under capital leases are reflected as $9,352 and $0, respectively. As of December 31, 2016, the present value of minimum lease payments due within one year is $9,352.

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Concentration of Risks

9 Months Ended

Sep. 30, 2017

Concentration of Risks [Abstract]

CONCENTRATION OF RISKS

14. CONCENTRATION OF RISKS

A. Major Customer

The Company had certain customers who represented 10% or more of the Company’s total sales. For the nine month period ended September 30, 2017, the Company generated service revenue from three customers which represented 33%, 30%, and 35% of the revenue. For the nine month period ended September 30, 2016, the Company did not generate any revenue. The Company is unable to forecast if re-occurring services revenue will be generated from that customer.

B. Major Vendors and Accounts Payable

The Company had certain vendors who represented 10% or more of the Company’s total cost of sales or expenses, or whose accounts payable balances individually represented 10% or more of the Company’s total accounts payable. For the nine month period ended September 30, 2017, two vendors accounted for 20% and 80% of accounts payable, respectively. For the nine month period ended September 30, 2016, three vendors accounted for 10%, 28% and 62% of accounts payable, respectively.

C. Credit Risk

The Company maintains cash balances at several financial institutions located in the United States and the PRC. Accounts located in the United States are insured by the Federal Deposit Insurance Corporation up to $100,000. Accounts located outside of the United States are not insured and may be subject to such risk.

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Subsequent Event

9 Months Ended

Sep. 30, 2017

Subsequent Event [Abstract]

SUBSEQUENT EVENT

15. SUBSEQUENT EVENT

The Company evaluates subsequent events that have occurred after the balance sheet date but before the financial statements are issued. There are two types of subsequent events: (1) recognized, or those that provide additional evidence with respect to conditions that existed at the date of the balance sheet, including the estimates inherent in the process of preparing financial statements, and (2) non-recognized, or those that provide evidence with respect to conditions that did not exist at the date of the balance sheet but arose subsequent to that date. The Company has determined that are no material subsequent events that occur after the balance sheet date that require disclosure.

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Summary of Significant Accounting Policies (Policies)

9 Months Ended

Sep. 30, 2017

Summary of Significant Accounting Policies [Abstract]

Method of Accounting

A. Method of Accounting

The Company maintains its general ledger and journals with the accrual method of accounting for financial reporting purposes. The financial statements and notes are representations of management. Accounting policies adopted by the Company conform to generally accepted accounting principles in the United States of America and have been consistently applied in the presentation of financial statements.

Basis of Presentation

B. Basis of Presentation

The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“US GAAP”).

Principles of Consolidation

Name of Company	Place of incorporation	Attributable equity interest %			Registered capital
EGOOS Mobile Technology Company Limited (“EGOOS BVI”)	BVI		100	%	$	1
EGOOS Mobile Technology Company Limited (“EGOOS HK”)	Hong Kong		100	%		1,290
Move the Purchase Consulting Management (Shenzhen) Co., Ltd. (“WOFE”)	P.R.C. (WOFE)		100	%		-
Guangzhou Yuzhi Information Technology Co., Ltd. (“GZYZ”)	P.R.C.		100	%		150,527
Shenzhen Qianhai Exce-card Technology Co., Ltd. (“SQEC”)	P.R.C.		100	%		150,527
Guangzhou Rongsheng Information Technology Co., Ltd. (“GZRS”)	P.R.C.		100	%		1,505,267

Unaudited Interim Financial Information

D. Unaudited Interim Financial Information

These unaudited interim condensed consolidated financial statements have been prepared in accordance with GAAP for interim financial reporting and the rules and regulations of the Securities and Exchange Commission that permit reduced disclosure for interim periods. Therefore, certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted. In the opinion of management, all adjustments of a normal recurring nature necessary for a fair presentation of the financial position, results of operations and cash flows for the periods presented have been made. The results of operations for the interim periods presented are not necessarily indicative of the results to be expected for the year ending December 31, 2017.

The consolidated balance sheets and certain comparative information as of December 31, 2016 are derived from the audited consolidated financial statements and related notes for the year ended December 31, 2016 (“2016 Annual Financial Statements”), included in the Company’s 2016 Annual Report on Form 10-K. These unaudited interim condensed consolidated financial statements should be read in conjunction with the 2016 Annual Financial Statements.

Use of estimates

E. Use of estimates

The preparation of the 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 disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Estimates are used for, but not limited to, the accounting for certain items such as allowance for doubtful accounts, depreciation and amortization, impairment, inventory allowance, taxes and contingencies.

Contingencies

F. Contingencies

Certain conditions may exist as of the date the financial statements are issued, which may result in a loss to the Company but which will only be resolved when one or more future events occur or fail to occur. The Company’s management assesses such contingent liabilities, and such assessment inherently involves an exercise of judgment. In assessing loss contingencies related to legal proceedings that are pending against the Company or un-asserted claims that may result in such proceedings, the Company’s management evaluates the perceived merits of any legal proceedings or un-asserted claims as well as the perceived merits of the amount of relief sought or expected to be sought.

If the assessment of a contingency indicates that it is probable that a material loss has been incurred and the amount of the liability can be estimated, then the estimated liability would be accrued in the Company’s financial statements. If the assessment indicates that a potential material loss contingency is not probable but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, together with an estimate of the range of possible loss if determinable and material would be disclosed.

Loss contingencies considered to be remote by management are generally not disclosed unless they involve guarantees, in which case the guarantee would be disclosed.

Cash and cash equivalents

G. Cash and cash equivalents

The Company classifies the following instruments as cash and cash equivalents: cash on hand, unrestricted bank deposits, and all highly liquid investments purchased with original maturities of three months or less.

Accounts receivable

H. Accounts receivable

Trade receivables are recognized and carried at the original invoice amount less allowance for any uncollectible amounts. An estimate for doubtful accounts is made when collection of the full amount is no longer probable. Bad debts are written off as incurred.

Other receivables

I. Other receivables 

Other receivables are recognized and carried at the original invoice amount less allowance for any uncollectible amounts. An allowance for doubtful accounts is made when recovery of the full amount is doubtful.

Property, plant and equipment

J. Property, plant and equipment

Plant and equipment are carried at cost less accumulated depreciation. Depreciation is provided over their estimated useful lives, using the straight-line method with a salvage value of 10%. Estimated useful lives of the plant and equipment are as follows:

Computer equipment	3 years
Office furniture	5 years

Accounting for the Impairment of Long-lived assets

K. Accounting for the Impairment of Long-lived assets

The long-lived assets held by the Company are reviewed in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Subtopic 360-10-35, “Accounting for the Impairment or Disposal of Long-Lived Assets,” for impairment whenever events or changes in circumstances indicate that the carrying amount of assets may not be recoverable. It is reasonably possible that these assets could become impaired as a result of technology or other industry changes. Impairment is present if carrying amount of an asset is less than its undiscounted cash flows to be generated.

If an asset is considered impaired, a loss is recognized based on the amount by which the carrying amount exceeds the fair market value of the asset. Assets to be disposed of are reported at the lower of the carrying amount or fair value less costs to sell. The Company believes no impairment has occurred to its assets during 2017.

Income taxes

L. Income taxes

The Company uses the accrual method of accounting to determine income taxes for the year. The Company has implemented FASB ASC 740 Accounting for Income Taxes. Income tax liabilities computed according to the United States, People’s Republic of China (PRC), and Hong Kong tax laws provide for the tax effects of transactions reported in the financial statements and consists of taxes currently due, plus deferred taxes, related primarily to differences arising from the recognition of expenses related to the depreciation of plant and equipment, amortization of intangible assets, and provisions for doubtful accounts between financial and tax reporting. The deferred tax assets and liabilities represent the future tax return consequences of those differences, which will be either taxable or deductible when the assets and liabilities are recovered or settled. Deferred taxes also are recognized for operating losses that are available to offset future income taxes.

A valuation allowance is recognized for deferred tax assets if it is more likely than not, that the deferred tax assets will either expire before the Company is able to realize that tax benefit, or that future realization is uncertain.

Stock-based compensation

M. Stock-based compensation

The Company has elected to use the Black-Scholes-Merton (“BSM”) pricing model to determine the fair value of stock options on the dates of grant. Also, the Company recognizes stock-based compensation using the straight-line method over the requisite service period.

The Company values stock awards using the market price on or around the date the shares were awarded and includes the amount of compensation as a period compensation expense over the requisite service period.

For the three and nine month periods ended September 30, 2017 and 2016, no stock-based compensation has been recognized.

Foreign currency translation

N. Foreign currency translation

The accompanying financial statements are presented in United States dollars. The functional currency of the Company is the Renminbi (RMB) and Hong Kong dollar (HKD). The financial statements are translated into United States dollars from RMB at year-end exchange rates as to assets and liabilities and average exchange rates as to revenues and expenses. Capital accounts are translated at their historical exchange rates when the capital transactions occurred.

Exchange Rates	9/30/2017		12/31/2016		9/30/2016
Year-end/period-end RMB : US$ exchange rate		6.6545		6.9437		6.6694
Average annual/period RMB : US$ exchange rate		6.8057		6.6430		6.5792
Year-end/period-end HKD : US$ exchange rate		7.8110		7.7543		7.7547
Average annual/period HKD : US$ exchange rate		7.7870		7.7617		7.7632

The RMB is not freely convertible into foreign currency and all foreign exchange transactions must take place through authorized institutions. No representation is made that the RMB amounts could have been, or could be, converted into US Dollar at the rates used in translation.

Revenue recognition

O. Revenue recognition

In accordance to FASB ASC 605-10, the Company will recognize product revenue net of value added tax (VAT) when persuasive evidence of an arrangement exists, delivery of the goods has occurred, or when customer acceptance has been obtained, which means the significant risks and ownership have been transferred to the customer, the price is fixed or determinable and collectability is reasonably assured. No return allowance will be made for products returns as the Company has not historically experienced returns. The Company recognized service revenue upon delivery of service and issuance of invoices to the customer.

Cost of revenue

P. Cost of revenue

Cost of revenue consists primarily of raw materials, utility and supply costs consumed in the manufacturing process, manufacturing labor, depreciation expense and direct overhead expenses necessary to manufacture finished goods as well as warehousing and distribution costs such as inbound freight charges, shipping and handling costs, purchasing and receiving costs. In the future event that the Company incurs costs of distributing products to the Company’s customers, those costs will be included in selling expenses.

Earnings per share

Q. Earnings per share

Basic earnings per share is computed on the basis of the weighted average number of common stock outstanding during the period. Diluted earnings per share is computed on the basis of the weighted average number of common stock and common stock equivalents outstanding. Dilutive securities having an anti-dilutive effect on diluted earnings per share are excluded from the calculation.

Dilution is computed by applying the treasury stock method for options and warrants. Under this method, options and warrants are assumed to be exercised at the beginning of the period (or at the time of issuance, if later), and as if funds obtained thereby were used to purchase common stock at the average market price during the period.

Comprehensive loss

R. Comprehensive loss

Comprehensive income (loss) is defined to include all changes in equity except those resulting from investments by owners and distributions to owners. The Company presents components of comprehensive income with equal prominence to other financial statements. The Company’s current component of other comprehensive income is the foreign currency translation adjustment.

Subsequent events

S. Subsequent events

The Company evaluates subsequent events that have occurred after the balance sheet date but before the financial statements are issued. There are two types of subsequent events: (1) recognized, or those that provide additional evidence with respect to conditions that existed at the date of the balance sheet, including the estimates inherent in the process of preparing financial statements, and (2) non-recognized, or those that provide evidence with respect to conditions that did not exist at the date of the balance sheet but arose subsequent to that date.

Recent accounting pronouncements

T. Recent accounting pronouncements

On August 26, 2016, the FASB issued ASU No. 2016-15, “Statement of Cash Flows (Topic 230)”. Stakeholders indicated that there is diversity in practice in how certain cash receipts and cash payments are presented and classified in the statement of cash flows under Topic 230, Statement of Cash Flows, and other Topics. This Update addresses eight specific cash flow issues with the objective of reducing the existing diversity in practice. The amendments in this Update are effective for public business entities for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted, including adoption in an interim period. If an entity early adopts the amendments in an interim period, any adjustments should be reflected as of the beginning of the fiscal year that includes that interim period. An entity that elects early adoption must adopt all of the amendments in the same period. As a result, the Company has elected to early adopt this Update prospectively. As of December 31, 2016 and prior periods retrospective adjustments have not been applied.

As of September 30, 2017, except for the above, there are no recently issued accounting standards not yet adopted that would have a material effect on the Company’s financial statements.

Fair Value of Financial Instruments

U. Fair Value of Financial Instruments

ASC 825, Financial Instruments, requires that the Company discloses estimated fair values of financial instruments. The carrying amounts reported in the balance sheets for current assets and current liabilities qualifying as financial instruments are a reasonable estimate of fair value.

The Company applies the provisions of ASC 820-10, Fair Value Measurements and Disclosures. ASC 820-10 defines fair value, and establishes a three-level valuation hierarchy for disclosures of fair value measurement that enhances disclosure requirements for fair value measures. For certain financial instruments, including cash and cash equivalents, loan receivables and short-term bank loans, the carrying amounts approximate fair value due to their relatively short maturities. The three levels of valuation hierarchy are defined as follows:

· Level 1 inputs to the valuation methodology are quoted prices for identical assets or liabilities in active markets.

· Level 2 inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.

· Level 3 inputs to the valuation methodology are unobservable and significant to the fair value measurement.

The Company analyzes all financial instruments with features of both liabilities and equity under ASC 480, “Distinguishing Liabilities from Equity,” and ASC 815.

The following tables present the Company’s financial assets and liabilities at fair value in accordance to ASC 820-10

As of September 30, 2017:

	Quoted in Active		Significant
	Markets		Other		Significant
	for Identical		Observable		Unobservable
	Assets		Inputs		Inputs
	(Level 1)		(Level 2)		(Level 3)		Total
Financial assets:
Cash	$	7,115	$	-	$	-	$	7,115
Total financial assets	$	7,115	$	-	$	--	$	7,115
Financial liabilities:
Capital lease	$	9,758	$	-	$	-	$	9,758
Total financial assets	$	9,758	$	-	$	-	$	9,758

As of December 31, 2016:

	Quoted in Active		Significant
	Markets		Other		Significant
	for Identical		Observable		Unobservable
	Assets		Inputs		Inputs
	(Level 1)		(Level 2)		(Level 3)		Total
Financial assets:
Cash	$	480,609	$	-	$	-	$	480,609
Total financial assets	$	480,609	$	-	$	-	$	480,609
Financial liabilities:
Capital lease	$	9,352	$	-	$	-	$	9,352
Total financial assets	$	9,352	$	-	$	-	$	9,352

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Summary of Significant Accounting Policies (Tables)

9 Months Ended

Sep. 30, 2017

Summary of Significant Accounting Policies [Abstract]

Schedule of consolidating subsidiaries

Name of Company	Place of incorporation	Attributable equity interest %			Registered capital
EGOOS Mobile Technology Company Limited (“EGOOS BVI”)	BVI		100	%	$	1
EGOOS Mobile Technology Company Limited (“EGOOS HK”)	Hong Kong		100	%		1,290
Move the Purchase Consulting Management (Shenzhen) Co., Ltd. (“WOFE”)	P.R.C. (WOFE)		100	%		-
Guangzhou Yuzhi Information Technology Co., Ltd. (“GZYZ”)	P.R.C.		100	%		150,527
Shenzhen Qianhai Exce-card Technology Co., Ltd. (“SQEC”)	P.R.C.		100	%		150,527
Guangzhou Rongsheng Information Technology Co., Ltd. (“GZRS”)	P.R.C.		100	%		1,505,267

Schedule of estimated useful lives of the plant and equipment

Computer equipment	3 years
Office furniture	5 years

Schedule of foreign currency translation exchange rates to assets and liabilities

Exchange Rates	9/30/2017		12/31/2016		9/30/2016
Year-end/period-end RMB : US$ exchange rate		6.6545		6.9437		6.6694
Average annual/period RMB : US$ exchange rate		6.8057		6.6430		6.5792
Year-end/period-end HKD : US$ exchange rate		7.8110		7.7543		7.7547
Average annual/period HKD : US$ exchange rate		7.7870		7.7617		7.7632

Schedule of financial assets and liabilities at fair value

As of September 30, 2017:

	Quoted in Active		Significant
	Markets		Other		Significant
	for Identical		Observable		Unobservable
	Assets		Inputs		Inputs
	(Level 1)		(Level 2)		(Level 3)		Total
Financial assets:
Cash	$	7,115	$	-	$	-	$	7,115
Total financial assets	$	7,115	$	-	$	--	$	7,115
Financial liabilities:
Capital lease	$	9,758	$	-	$	-	$	9,758
Total financial assets	$	9,758	$	-	$	-	$	9,758

As of December 31, 2016:

	Quoted in Active		Significant
	Markets		Other		Significant
	for Identical		Observable		Unobservable
	Assets		Inputs		Inputs
	(Level 1)		(Level 2)		(Level 3)		Total
Financial assets:
Cash	$	480,609	$	-	$	-	$	480,609
Total financial assets	$	480,609	$	-	$	-	$	480,609
Financial liabilities:
Capital lease	$	9,352	$	-	$	-	$	9,352
Total financial assets	$	9,352	$	-	$	-	$	9,352

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Related Party Receivables and Payables (Tables)

9 Months Ended

Sep. 30, 2017

Related Party Receivables and Payables [Abstract]

Schedule of related party receivable

	9/30/2017		12/31/2016
Xiang, Zuyue, CEO	$	-	$	1,350,714
		-		1,350,714

Schedule of related party payable

	9/30/2017		12/31/2016
Beijing Yuxin Shangfang Technology Co., Ltd.	$	284,910	$	273,043
Xiang, Zuyue, director of SQEC and shareholder		28,384		-
Lim, Jehn Ming, shareholder of EGOOS BVI		1,289		1,289
Wang, Yue, director of EGOOS HK		161,942		163,125
Wang, Zaixian, a related party and shareholder		-		1,971,871
Yang, Mei, shareholder		71,899		20,000
Li, Ping, director of WOFE		1,134		910
	$	549,558	$	2,430,238

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Property, Plant and Equipment (Tables)

9 Months Ended

Sep. 30, 2017

Property, Plant and Equipment [Abstract]

Schedule of property, plant, and equipment

	9/30/2017			12/31/2016
At Cost:
Machinery	$	70,252		$	7,676
Office equipment		18,931			18,142
Office furniture		13,147			12,600
	$	102,330		$	38,418
Less: Accumulated depreciation		(31,872	)		(18,654	)
	$	70,458		$	19,764

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Intangible Asset (Tables)

9 Months Ended

Sep. 30, 2017

Intangible Asset [Abstract]

Schedule of Intangible assets

	9/30/2017			12/31/2016
At Cost:
Patent	$	7,728,167		$	-
Software		1,292			1,239
	$	7,729,459		$	1,239
Less: Accumulated amortization		(1,292	)		(1,084	)
	$	7,728,167		$	15

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Accrued Expenses (Tables)

9 Months Ended

Sep. 30, 2017

Accrued Expenses [Abstract]

Schedule of accrued expenses

	9/30/2017		12/31/2016
Audit fee	$	6,500	$	35,000
Rental expense		-		895
Utilities		9,341
	$	15,841	$	35,895

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Taxes Payables (Tables)

9 Months Ended

Sep. 30, 2017

Taxes Payables [Abstract]

Schedule of taxes payable

	9/30/2017		12/31/2016
Value added tax	$	-	$	881
Payroll tax		8,997		5,808
Individual income tax		552		2,289
	$	9,549	$	8,978

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Income Taxes (Tables)

9 Months Ended

Sep. 30, 2017

Income Taxes [Abstract]

Schedule of provision for income taxes

	For the nine month periods September 30,
	2017		2016
Current:
USA	$	-	$	-
Deferred:
USA		-		-
Provision for income taxes		-		-

Schedule of reconciliation of USA statutory income tax rate

	For the nine month periods September 30,
	2017		2016
Income tax at USA statutory rate of 34%	$	-	$	-
Others		-		-
Provision for income taxes		-		-

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Loss Per Share (Tables)

9 Months Ended

Sep. 30, 2017

Loss Per Share [Abstract]

Schedule of computation of basic and diluted earnings per share of common stock

	For the nine months ended September 30,						For the three months ended September 30,
	2017			2016			2017			2016
Basic loss per share:
Numerator:
Net loss used in computing basic earnings per share	$	(432,859	)	$	(984,825	)	$	(193,991	)	$	(445,469	)
Denominator:
Weighted average common shares outstanding		20,721,968			19,920,325			21,027,162			19,920,325
Basic loss per share	$	(0.02	)	$	(0.05	)	$	(0.01	)	$	(0.02	)
Diluted earnings per share:
Numerator:
Net loss used in computing diluted loss per share	$	(432,859	)	$	(984,825	)	$	(193,991	)	$	(445,469	)
Denominator:
Weighted average common shares outstanding
Diluted loss per share	$	(0.02	)	$	(0.05	)	$	(0.01	)	$	(0.02	)

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Commitments (Tables)

9 Months Ended

Sep. 30, 2017

Commitments [Abstract]

Schedule of outstanding lease commitments

As of September 30, 2017, the outstanding lease commitments are:

Year 1	$	48,141
Year 2		35,045
	$	83,186

As of December 31, 2016, the outstanding lease commitments are:

Year 1	$	71,831
Year 2		45,331
Year 3		21,663
	$	138,825

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Capital Lease (Tables)

9 Months Ended

Sep. 30, 2017

Capital Lease [Abstract]

Schedule of future minimum lease payments under capital leases

Year 1	$	10,329
Total minimum lease payments		10,329
Less: Amount representing interest		(571	)
Present value of net minimum lease payments	$	9,758

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The Company and Principal Business Activities (Details)					1 Months Ended					9 Months Ended
	Feb. 04, 2016 shares	Jul. 14, 2015 USD ($)	Jul. 14, 2015 CNY (¥)	Dec. 06, 2010 $ / shares shares	Jul. 24, 2015 USD ($)	Jul. 24, 2015 CNY (¥)	Jan. 28, 2015 USD ($)	Jan. 28, 2015 CNY (¥)	Oct. 28, 2010	Sep. 30, 2017 shares	Mar. 16, 2015 CNY (¥)
The Company and Principal Business Activities (Textual)
Equity method investment, description										On October 19, 2015, the Company entered into a Share Purchase Agreement (the "Share Purchase Agreement") with EGOOS Mobile Technology Company Limited, a British Virgin Islands holding company ("EGOOS BVI"), which owns 100% of EGOOS Mobile Technology Company Limited, a Hong Kong company ("EGOOS HK"), which owns 100% of Move the Purchase Consulting Management (Shenzhen) Co., Ltd. ("WOFE"), a foreign investment enterprise organized under the laws of the PRC, and which has, through various contractual agreements known as variable interest entity ("VIE") agreements. These VIE agreements provide the WOFE management control and the rights to the profits of Guangzhou Yuzhi Information Technology Co., Ltd., a corporation organized under the laws of the PRC as a variable interest entity ("GZYZ"), which owns 100% of Shenzhen Qianhai Exce-card Technology Co., Ltd., a Chinese corporation ("SQEC"), which owns 100% of Guangzhou Rongsheng Information Technology Co., Ltd., a Chinese corporation ("GZRS") and the sole shareholder of EGOOS BVI.
Ding Neng Holdings [Member]
The Company and Principal Business Activities (Textual)
Acquired interest from investment holdings company				100.00%
Issuance of common stock for acquisition				26,162,505
Common stock par value | $ / shares				$ 0.001
Ding Neng Holdings [Member] | WFOE [Member]
The Company and Principal Business Activities (Textual)
Entity agreements, description									(1) a Consulting Service Agreement with Ding Neng Bio-tech, which entitled WFOE to receive substantially all of the economic benefits of Ding Neng Bio-tech in consideration for services provided by WFOE to Ding Neng Bio-tech, (2) an Option Agreement with Xinfeng Nie, Sanfu Huang, and Shunlong Hu (the shareholders of Ding Neng Bio-tech) allowing the WFOE to acquire all the shares of Ding Neng Bio-tech as permitted by PRC laws, (3) a Voting Rights Proxy Agreement that provides WFOE with the all voting rights of the Ding Neng Bio-tech shareholders, and (4) an Equity Pledge Agreement that pledges the shares in Ding Neng Bio-tech to WFOE (VIE Agreements).
Litigation settlement fee		$ 1,610.50	¥ 10,000
SQEC [Member]
The Company and Principal Business Activities (Textual)
Business combination, consideration transferred					$ 1,629,062	¥ 10,000,000	$ 1,629,062	¥ 10,000,000
Xiang, Zuyue [Member]
The Company and Principal Business Activities (Textual)
Acquired interest from investment holdings company							40.00%	40.00%
Business combination, consideration transferred							$ 651,625	¥ 4,000,000
GZRS [Member]
The Company and Principal Business Activities (Textual)
Authorized capital | ¥											¥ 1,000,000
EGOOS BVI [Member]
The Company and Principal Business Activities (Textual)
Acquired interest from investment holdings company										100.00%
Business combination, consideration transferred description										(i) the Company has effectuated a reverse split of all of the issued and outstanding Common Stock as of the date of the issuance of the note (the "Reverse Split") and (ii) the average closing price of the common stock for 3 business days within any period of 10 consecutive business days exceeds $1.00 per share (the "Conversion Conditions"). Upon conversion of the note, the existing shareholders of the Registrant will own an aggregate of 24.7% of the post-acquisition entity.
Note converted into share	15,000,000									15,000,000

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Summary of Significant Accounting Policies (Details)	9 Months Ended
	Sep. 30, 2017 USD ($)
EGOOS BVI [Member]
Schedule of consolidating subsidiaries
Name of Company	EGOOS Mobile Technology Company Limited ("EGOOS BVI")
Place of incorporation	BVI
Attributable equity interest %	100.00%
Registered capital	$ 1
EGOOS HK [Member]
Schedule of consolidating subsidiaries
Name of Company	EGOOS Mobile Technology Company Limited ("EGOOS HK")
Place of incorporation	Hong Kong
Attributable equity interest %	100.00%
Registered capital	$ 1,290
WOFE [Member]
Schedule of consolidating subsidiaries
Name of Company	Move the Purchase Consulting Management (Shenzhen) Co., Ltd. ("WOFE")
Place of incorporation	P.R.C. (WOFE)
Attributable equity interest %	100.00%
Registered capital
GZYZ [Member]
Schedule of consolidating subsidiaries
Name of Company	Guangzhou Yuzhi Information Technology Co., Ltd. ("GZYZ")
Place of incorporation	P.R.C.
Attributable equity interest %	100.00%
Registered capital	$ 150,527
SQEC [Member]
Schedule of consolidating subsidiaries
Name of Company	Shenzhen Qianhai Exce-card Technology Co., Ltd. ("SQEC")
Place of incorporation	P.R.C.
Attributable equity interest %	100.00%
Registered capital	$ 150,527
GZRS [Member]
Schedule of consolidating subsidiaries
Name of Company	Guangzhou Rongsheng Information Technology Co., Ltd. ("GZRS")
Place of incorporation	P.R.C.
Attributable equity interest %	100.00%
Registered capital	$ 1,505,267

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Summary of Significant Accounting Policies (Details 1)	9 Months Ended
	Sep. 30, 2017
Computer equipment [Member]
Schedule of estimated useful lives of the plant and equipment
Estimated useful lives of the plant and equipment	3 years
Office furniture [Member]
Schedule of estimated useful lives of the plant and equipment
Estimated useful lives of the plant and equipment	5 years

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Summary of Significant Accounting Policies (Details 2)	Sep. 30, 2017	Dec. 31, 2016	Sep. 30, 2016
Year-end/period-end RMB [Member]
Intercompany Foreign Currency Balance [Line Items]
Foreign currency translation, Exchange Rates	6.6545	6.9437	6.6694
Average annual/period RMB [Member]
Intercompany Foreign Currency Balance [Line Items]
Foreign currency translation, Exchange Rates	6.8057	6.6430	6.5792
Year-end/period-end HKD [Member]
Intercompany Foreign Currency Balance [Line Items]
Foreign currency translation, Exchange Rates	7.8110	7.7543	7.7547
Average annual/period HKD [Member]
Intercompany Foreign Currency Balance [Line Items]
Foreign currency translation, Exchange Rates	7.7870	7.7617	7.7632

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Summary of Significant Accounting Policies (Details 3) - USD ($)	Sep. 30, 2017	Dec. 31, 2016
Financial assets:
Cash	$ 7,115	$ 480,609
Total financial assets	7,115	480,609
Financial liabilities:
Capital lease	9,758	9,352
Total financial liabilities	9,758	9,352
Quoted in Active Markets for Identical Assets (Level 1) [Member]
Financial assets:
Cash	7,115	480,609
Total financial assets	7,115	480,609
Financial liabilities:
Capital lease	9,758	9,352
Total financial liabilities	9,758	9,352
Significant Other Observable Inputs (Level 2) [Member]
Financial assets:
Cash
Total financial assets
Financial liabilities:
Capital lease
Total financial liabilities
Significant Unobservable Inputs (Level 3) [Member]
Financial assets:
Cash
Total financial assets
Financial liabilities:
Capital lease
Total financial liabilities

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Summary of Significant Accounting Policies (Details Textual)	Sep. 30, 2017
Summary of Significant Accounting Policies (Textual)
Percentage of salvage value	10.00%

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Related Party Receivables and Payables (Details) - USD ($)	Sep. 30, 2017	Dec. 31, 2016
Related Party Transaction [Line Items]
Related party receivable		$ 1,350,714
Xiang, Zuyue, CEO [Member]
Related Party Transaction [Line Items]
Related party receivable		$ 1,350,714

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Related Party Receivables and Payables (Details 1) - USD ($)	Sep. 30, 2017	Dec. 31, 2016
Related Party Transaction [Line Items]
Related party payable	$ 549,558
Beijing Yuxin Shangfang Technology Co., Ltd. [Member]
Related Party Transaction [Line Items]
Related party payable	284,910	273,043
Lim, Jehn Ming, shareholder of EGOOS BVI [Member]
Related Party Transaction [Line Items]
Related party payable	1,289	1,289
Wang, Yue, director of EGOOS HK [Member]
Related Party Transaction [Line Items]
Related party payable	161,942	163,125
Wang, Zaixian, a related party and shareholder [Member]
Related Party Transaction [Line Items]
Related party payable		1,971,871
Yang, Mei, shareholder [Member]
Related Party Transaction [Line Items]
Related party payable	71,899	20,000
Li, Ping, director of WOFE [Member]
Related Party Transaction [Line Items]
Related party payable	1,134	$ 910
Xiang, Zuyue, director of SQEC and shareholder [Member]
Related Party Transaction [Line Items]
Related party payable	$ 28,384

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Related Party Receivables and Payables (Details Textual) - shares			9 Months Ended
	Apr. 07, 2017	Apr. 06, 2017	Sep. 30, 2017
Related Party Receivables and Payables (Textual)
Conversion of common stock, shares	81,837	1,025,000
Related party convertible, description			These notes were convertible into 1 common share for every $2 of outstanding debt owed to those related parties.

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Property, Plant and Equipment (Details) - USD ($)	Sep. 30, 2017	Dec. 31, 2016
Property, Plant and Equipment [Line Items]
Property, plant, and equipment, gross	$ 102,330	$ 38,418
Less: Accumulated depreciation	(31,872)	(18,654)
Property, plant and equipment, net	70,458	19,764
Machinery [Member]
Property, Plant and Equipment [Line Items]
Property, plant, and equipment, gross	70,252	7,676
Office equipment [Member]
Property, Plant and Equipment [Line Items]
Property, plant, and equipment, gross	18,931	18,142
Office furniture [Member]
Property, Plant and Equipment [Line Items]
Property, plant, and equipment, gross	$ 13,147	$ 12,600

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Property, Plant and Equipment (Details Textual) - USD ($)	9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016
Property, Plant and Equipment (Textual)
Depreciation expense	$ 13,427	$ 7,747

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Intangible Asset (Details) - USD ($)	Sep. 30, 2017	Dec. 31, 2016
At Cost:
Intangible assets, Gross	$ 7,729,459	$ 1,239
Less: Accumulated amortization	(1,292)	(1,084)
Intangible assets, Net	7,728,167	155
Patent [Member]
At Cost:
Intangible assets, Gross	7,728,167
Software [Member]
At Cost:
Intangible assets, Gross	$ 1,292	$ 1,239

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Intangible Asset (Details Textual)	9 Months Ended
	Sep. 30, 2017 USD ($)	Sep. 30, 2016 USD ($)	Jul. 07, 2017 USD ($)	Jul. 07, 2017 CNY (¥)
Intangible Asset (Textual)
Ownership transfer payment			$ 1,447,696	¥ 10,000,000
Amortization expenses	$ 209	$ 470
Patent value	7,728,167
Increase in additional paid in capital from purchase of patent	$ 6,225,425
Useful life of patent	P10Y0M0D

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Accrued Expenses (Details) - USD ($)	Sep. 30, 2017	Dec. 31, 2016
Accrued Expenses [Abstract]
Audit fee	$ 6,500	$ 35,000
Rental expense		895
Utilities	9,341
Accrued expenses	$ 15,841	$ 35,896

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Taxes Payables (Details) - USD ($)	Sep. 30, 2017	Dec. 31, 2016
Taxes Payables [Abstract]
Value added tax		$ 881
Payroll tax	8,997	5,808
Individual Income tax	552	2,289
Taxes payable	$ 9,549	$ 8,978

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Stockholders' Equity (Details)	1 Months Ended
	Mar. 17, 2017 USD ($) Vendors $ / shares shares	Sep. 30, 2017 $ / shares shares	Dec. 31, 2016 $ / shares shares	Dec. 31, 2015 $ / shares shares
Stockholders' Equity (Textual)
Common stock, par value (in dollars per share) | $ / shares		$ 0.001	$ 0.001
Common stock, shares authorized		100,000,000	100,000,000
Common stock, shares issued		21,027,162	19,920,325
Common stock, shares outstanding		21,027,162	19,920,325
Common Stock [Member]
Stockholders' Equity (Textual)
Common stock, par value (in dollars per share) | $ / shares	$ 0.001			$ 0.001
Common stock, shares authorized				100,000,000
Common stock, shares issued	1,106,837			19,920,325
Common stock, shares outstanding				19,920,325
Number of noteholders | Vendors	2
Aggregate principal amount | $	$ 2,213,673
Issued to note holders, description	The two note holders on April 6, 2017 and April 7, 2017.

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Income Taxes (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Deferred:
Provision for income taxes
USA [Member]
Current:
Current provision for income taxes
Deferred:
Deferred provision for income taxes
Provision for income taxes

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Income Taxes (Details 1) - USD ($)	9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016
Income Taxes [Abstract]
Income tax at USA statutory rate of 34%
Others
Provision for income taxes

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Income Taxes (Details Textual)	9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016
USA [Member]
Income Taxes (Textual)
Statutory rate	34.00%	34.00%

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Loss Per Share (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Numerator:
Net loss used in computing basic earnings per share	$ (193,991)	$ (445,469)	$ (440,378)	$ (970,156)
Denominator:
Weighted average common shares outstanding	21,027,162	19,920,325	20,721,968	19,920,325
Basic loss per share	$ (0.01)	$ (0.02)	$ (0.02)	$ (0.05)
Numerator:
Net loss used in computing diluted loss per share	$ (193,991)	$ (445,469)	$ (440,378)	$ (970,156)
Denominator:
Weighted average common shares outstanding	21,027,162	19,920,325	20,721,968	19,920,325
Diluted loss per share	$ (0.01)	$ (0.02)	$ (0.02)	$ (0.05)

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Going Concern Uncertainties (Details) - USD ($)	Sep. 30, 2017	Dec. 31, 2016
Going Concern Uncertainties (Textual)
Accumulated deficit	$ (17,030,887)	$ (16,590,509)
working capital deficit of current liabilities exceeding current assets	$ 620,771

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Commitments (Details) - USD ($)	Sep. 30, 2017	Dec. 31, 2016
Commitments [Abstract]
Year 1	$ 48,141	$ 71,831
Year 2	35,045	45,331
Year 3		21,663
Total	$ 83,186	$ 138,825

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Commitments (Details Textual)	Sep. 01, 2016 USD ($)	Sep. 01, 2016 CNY (¥)	Jun. 02, 2016 USD ($)	Jun. 02, 2016 CNY (¥)
Lease Agreement [Member]
Commitments (Textual)
Monthly rental expense			$ 2,962	¥ 20,074
Term of lease			3 years	3 years
Mr. Zuyue Xiang [Member]
Commitments (Textual)
Monthly rental expense	$ 960	¥ 6,503
Term of lease	3 years	3 years

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Capital Lease (Details)	Sep. 30, 2017 USD ($)
Capital Lease [Abstract]
Year 1	$ 10,329
Total minimum lease payments	10,329
Less: Amount representing interest	(571)
Present value of net minimum lease payments	$ 9,758

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Capital Lease (Details Textual)	1 Months Ended
	Dec. 31, 2014 USD ($)	Dec. 31, 2014 CNY (¥)	Sep. 30, 2017 USD ($)	Dec. 31, 2016 USD ($)
Capital Lease (Textual)
Obligations under current capital leases			$ 9,758	$ 9,352
Obligations under noncurrent capital leases
Present value of minimum lease payments due			$ 9,758	$ 9,352
Computer equipment and furnishing [Member]
Capital Lease (Textual)
Capital lease agreement	$ 28,494	¥ 181,050
Lease expiration date	Dec. 31, 2017	Dec. 31, 2017
Lease description	Eighteen computers, two mobile phones, one printer, and office furniture with an interest rate of 7.8% for a period of 36 months.	Eighteen computers, two mobile phones, one printer, and office furniture with an interest rate of 7.8% for a period of 36 months.

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Concentration of Risks (Details)	9 Months Ended
	Sep. 30, 2017 USD ($) Vendors	Sep. 30, 2016 Vendors
United States [Member]
Concentration of Risks (Textual)
Federal deposit insurance amount | $	$ 100,000
Revenue [Member]
Concentration of Risks (Textual)
Number of customer	3
Revenue [Member] | Customer One [Member]
Concentration of Risks (Textual)
Concentration risk, Percentage	33.00%
Revenue [Member] | Customer Two [Member]
Concentration of Risks (Textual)
Concentration risk, Percentage	30.00%
Revenue [Member] | Customer Three [Member]
Concentration of Risks (Textual)
Concentration risk, Percentage	35.00%
Accounts Payable [Member]
Concentration of Risks (Textual)
Concentration risk, Percentage	10.00%
Number of vendors	2	3
Accounts Payable [Member] | Vendor One [Member]
Concentration of Risks (Textual)
Concentration risk, Percentage	20.00%	10.00%
Accounts Payable [Member] | Vendor Two [Member]
Concentration of Risks (Textual)
Concentration risk, Percentage	80.00%	28.00%
Accounts Payable [Member] | Vendor Three [Member]
Concentration of Risks (Textual)
Concentration risk, Percentage		62.00%
Cost of Sales [Member]
Concentration of Risks (Textual)
Concentration risk, Percentage	10.00%