The information contained in this quarter report on Form 10-Q is intended to update the information contained in our Form 10-K dated March 31, 2022, for the year ended December 31, 2021 and presumes that readers have access to, and will have read, the "Management's Discussion and Analysis of Financial Condition and Results of Operations" and other information contained in such Form 10-K. The following discussion and analysis also should be read together with our financial statements and the notes to the financial statements included elsewhere in this Form 10-Q.

The following discussion contains certain statements that may be deemed "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements appear in a number of places in this Report, including, without limitation, "Management's Discussion and Analysis of Financial Condition and Results of Operations." These statements are not guarantees of future performance and involve risks, uncertainties and requirements that are difficult to predict or are beyond our control. Forward-looking statements speak only as of the date of this quarter report. You should not put undue reliance on any forward-looking statements. We strongly encourage investors to carefully read the factors described in our Form S-1/A registration statement, filed on April 16. 2021, in the section entitled "Risk Factors" for a description of certain risks that could, among other things, cause actual results to differ from these forward-looking statements. We assume no responsibility to update the forward-looking statements contained in this quarter report on Form 10-Q. The following should also be read in conjunction with the unaudited Condensed Consolidated Financial Statements and notes thereto that appear elsewhere in this report.





Company Overview


The Company has seen a business opportunity in wholesaling and retailing high quality, sustainable, environmentally friendly bio-carbon-based fertilizer (herein referred to as "BCBF"), which is capable of not only increasing the crop yield but also at the same time preserving the environment. The Company's BCBF is sourced from, and produced by, a third party through heating straw in a closed container with little or no available air. This method is also known as thermal decomposition of organic material under limited supply of oxygen at relatively low temperature. In accordance with requirements imposed by the PRC Ministry of Agriculture, the Company's Supplier of BCBF has registered with Sichuan Province Provincial Department of Agriculture and Rural Affairs, which has an effective period of 5 years, from December 2019 to December 2024. The Company does not maintain or operate any production and/or manufacturing of any BCBF facility, machine and/or equipment.

The Company is currently wholesaling and retailing BCBF through its wholly owned subsidiary SCQC. Management of the Company believes that the BCBF sold by the Company is capable of maintaining soil fertility, enhancing crop yield, improving soil structure, improving water and fertilizer retention capability and improving fertilizer utilization efficiency and effectiveness. This is achieved through balancing carbon and nitrogen content, neutralizing soil pH while at the same time creating soil particle structure that is conducive to plant growth.

The BCBF sold by the Company, produced through straw thermal decomposition, replaces the function of activated carbon. The combination of soil and BCBF is capable of absorbing and reducing pollution content such as heavy metals from agricultural residual wastes. Further, the combination of water and BCBF is capable of purifying water by producing carbohydrate and glucose, which could be absorbed by, and is conducive to the growth of, plants. Additionally, BCBF possesses outstanding water storage capacity, which can store up to 10 times the water content when compared to soil without BCBF, which in turn provides farmers greater flexibility during times of hardship such as a drought.

As such, the management of the Company believes that the Company's BCBF is not only a superior option compared to conventional fertilizer in terms of environmentally sustainability, but also from an economic perspective due to the improvement in crop yield quality and quantity. The Company's BCBF consists of roughly 45% organic matter, 20% bio-charcoal, 10% humic acid, 5% NPK and boats an effective microorganism count of 20,000,000 per gram.





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Results of operations


Three months ended June 30, 2022 and 2021

The Company generated revenue in the amount of $10,864 for the three months ended June 30, 2022 while the cost of revenue for was $6,428, which resulted in gross profit of $4,436 and a margin of 41%.

The Company generated revenue in the amount of $40,455 for the three months ended June 30, 2021 while the cost of revenue for was $21,581, which resulted in gross profit of $18,874 and a margin of 46.65%.

Fluctuation in gross profit margin caused by fluctuation in unit selling price, which varies amongst customers, depending on number of factors including customer historical purchase quantity and payment terms

The general and administrative expenses for the three months ended June 30, 2022 and 2021 were $40,511 and $31,878 respectively, primarily related to salary and social contribution, storage and logistic expenses, lease expenses, audit fees and consultancy fees.

As result, the Company incurred an operating loss of $36,071 and $12,988 for the three months ended June 30, 2022 and 2021, respectively.

Six months ended June 30, 2022 and 2021

The Company generated revenue in the amount of $24,826 for the six months ended June 30, 2022 while the cost of revenue for was $14,248, which resulted in gross profit of $10,578 and a margin of 43%.

The Company generated revenue in the amount of $59,691 for the six months ended June 30, 2021 while the cost of revenue for was $31,835, which resulted in gross profit of $27,856 and a margin of 46.67%.

Management of the Company believes the fluctuation in revenue consider to be norm of business nature due to limited operational history and expect to stabilize over longer comparable periods and in future operation.

The general and administrative expenses for the six months ended June 30, 2022 and 2021 were $72,399 and $67,822 respectively, primarily related to salary and social contribution, storage and logistic expenses, lease expenses, audit fees and consultancy fees.

As result, the Company incurred an operating loss of $61,814 and $39,932 for the six months ended June 30, 2022 and 2021, respectively.

Liquidity and Capital Resources

Six months ended June 30, 2022 and 2021

Cash Used In Operating Activities

For the six months ended June 30, 2022, the Company used $62,749 in operating activity, of which primarily consist of net loss, repayment of other payables and accrued liabilities and reduction in lease liability contra by amortization and decrease in inventories.

For the six months ended June 30, 2021, the Company used $16,422 in operating cash flow, of which primarily consist of net loss and repayment of other payables and accrued liabilities, offsetting by decreased in inventories.

Cash Used In Investing Activities

For the six months ended June 30, 2022 and 2021, the Company didn't generate nor used any cash in investing activities.

Cash Provided by Financing Activities

For the six months ended June 30, 2022, the Company has received cash provided by director amounted $49,621.

For the six months ended June 30, 2021, the Company has received $26,964 advancement from director pertaining to expenses paid on behalf.





Foreign Currency


Most of our revenues and operating expenses are denominated in Renminbi. The Renminbi is currently freely convertible under the "current account," which includes dividends, trade and service-related foreign exchange transactions, but not under the "capital account," which includes foreign direct investment and loans. Under our current corporate structure, our company in the United States may rely on dividend payments from our PRC subsidiaries to fund any cash and financing requirements we may have.

Under existing PRC foreign exchange regulations, payments of current account items, including payment of dividends, interest payments and trade and service-related foreign exchange transactions, can be made in foreign currencies without prior approval of the State Administration of Foreign Exchange, or SAFE, by complying with certain procedural requirements. Our PRC subsidiaries may also retain foreign exchange in its current account, subject to a ceiling approved by SAFE, to satisfy foreign exchange liabilities or to pay dividends. However, we cannot assure you that the relevant PRC governmental authorities will not limit or eliminate our ability to purchase and retain foreign currencies in the future.





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Since a significant amount of our future revenues will be denominated in Renminbi, the existing and any future restrictions on currency exchange may limit our ability to utilize revenues generated in Renminbi to fund our business activities outside China, if any, or expenditures denominated in foreign currencies.

Foreign exchange transactions under the capital account are subject to limitations and require registration with or approval by the relevant PRC governmental authorities. In particular, any transfer of funds from us to any of our PRC subsidiaries, either as a shareholder loan or as an increase in registered capital, is subject to certain statutory limit requirements and registration or approval of the relevant PRC governmental authorities, including the relevant administration of foreign exchange and/or the relevant examining and approval authority. Our ability to use the U.S. dollar proceeds of the sale of our equity or debt to finance our business activities conducted through our PRC subsidiaries will depend on our ability to obtain these governmental registrations or approvals. In addition, because of the regulatory issues related to foreign currency loans to, and foreign investment in, domestic PRC enterprises, we may not be able to finance the operations of our PRC subsidiaries by loans or capital contributions. We cannot assure you that we can obtain these governmental registrations or approvals on a timely basis, if at all.

The amount of cash denominated in RMB is approximately CNY26,906 (Equivalent to USD 4,016) as of June 30, 2022.

Off-balance Sheet Arrangements

We have no significant off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in our financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to our stockholders as of June 30, 2022.





Contractual Obligations


As a smaller reporting company, we are not required to provide the aforementioned information.





Critical Accounting Policies



Recent accounting pronouncements

In June 2016, the FASB issued ASU 2016-13, Measurement of Credit Losses on Financial Instruments (Topic 326). ASU 2016-13 requires entities to use a forward-looking approach based on current expected credit losses ("CECL") to estimate credit losses on certain types of financial instruments, including trade receivables. This may result in the earlier recognition of allowances for losses. ASU 2016-13 is effective for the Company beginning January 1, 2023, and early adoption is permitted.

The Company reviews new accounting standards as issued. Management has not identified any other new standards that it believes will have a significant impact on the Company's consolidated financial statements.

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