April 20, 2024

Business Active

business the management

Form 10-Q SHARING ECONOMY INTERNAT For: Mar 31

58 min read

Get instant alerts when news breaks on your stocks. Claim your 1-week free trial to StreetInsider Premium here.


 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 

FORM 10-Q

 

(Mark One)


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

 

For the quarterly period ended March 31,
2021

 


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: 001-34591

 

SHARING
ECONOMY INTERNATIONAL INC.

(Exact name of Registrant as specified
in its charter)

 

NEVADA   90-0648920
 (State or
other jurisdiction of

incorporation of organization)
  (I.R.S. Employer
Identification No.)

 

No.85 Castle Peak Road
Castle Peak Bay
Tuen Mun, N.T., Hong Kong

(Address of principal executive offices)

 

(852) 35832186

(Registrant’s telephone number, including
area code)

 

Indicate
by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports),
and (2) has been subject to such filing requirements for the past 90 days. Yes 
 No

 

Indicate
by check mark whether the registrant has submitted electronically 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 (§232.405 of this chapter) 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, a 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. (Check one):

 

Large accelerated filer Accelerated filer
Non-accelerated filer  Smaller reporting company
    Emerging growth company

 

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

 

Indicate
by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes 

No

 

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

 

Title
of each class
  Trading
Symbol(s)
  Name
of each exchange

on which registered
         

 

Indicate the number of shares outstanding
of each of the issuer’s classes of common stock, as of the latest practicable date, 193,670,023 shares of common stock are
issued and outstanding as of March 31, 2021.

 

 

 

SHARING ECONOMY INTERNATIONAL INC. AND
SUBSIDIARIES

FORM 10-Q
March 31, 2021

 

TABLE OF CONTENTS

 

 

 

FORWARD LOOKING STATEMENTS

 

This
report contains forward-looking statements regarding our business, financial condition, results of operations and prospects. Words
such as “expects,” “anticipates,” “intends,” “plans,” “believes,”
“seeks,” “estimates” and similar expressions or variations of such words are intended to identify forward-looking
statements, but are not deemed to represent an all-inclusive means of identifying forward-looking statements as denoted in this
report. Additionally, statements concerning future matters are forward-looking statements.

 

Although
forward-looking statements in this report reflect the good faith judgment of our management, such statements can only be based
on facts and factors currently known by us. Consequently, forward-looking statements are inherently subject to risks and uncertainties
and actual results and outcomes may differ materially from the results and outcomes discussed in or anticipated by the forward-looking
statements. Factors that could cause or contribute to such differences in results and outcomes include, without limitation, those
specifically addressed under the headings “Risks Factors” and “Management’s Discussion and Analysis of
Financial Condition and Results of Operations” in our annual report on Form 10-K, in “Management’s Discussion
and Analysis of Financial Condition and Results of Operations” in this Form 10-Q and information contained in other reports
that we file with the SEC. You are urged not to place undue reliance on these forward-looking statements, which speak only as
of the date of this report.

 

We
file reports with the SEC. The SEC maintains a website (www.sec.gov) that contains reports, proxy and information statements,
and other information regarding issuers that file electronically with the SEC, including us. You can also read and copy any materials
we file with the SEC at the SEC’s Public Reference Room at 100 F Street, NE, Washington, DC 20549. You can obtain additional
information about the operation of the Public Reference Room by calling the SEC at 1-800-SEC-0330 FREE. Our SEC filings are available
through our website at http://www.seii.com/investor-relations/sec-filings.

 

We
undertake no obligation to revise or update any forward-looking statements in order to reflect any event or circumstance that
may arise after the date of this report, except as required by law. Readers are urged to carefully review and consider the various
disclosures made throughout the entirety of this quarterly report, which are designed to advise interested parties of the risks
and factors that may affect our business, financial condition, results of operations and prospects.

 

 

PART 1 – FINANCIAL INFORMATION

 

ITEM 1. FINANCIAL
STATEMENTS

 

SHARING ECONOMY INTERNATIONAL INC. AND
SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS

 

    March 31,     December 31,  
    2021     2020  
    (Unaudited)     (Audited)  
ASSETS            
             
CURRENT ASSETS:            
Cash and cash equivalents   $ 444,346     $ 1,805,417  
Accounts receivable, net of allowance for doubtful accounts     25,832       38,814  
Prepaid expenses and other receivables     117,051       132,644  
Marketable securities     3,185,660       1,989,823  
                 
Total current assets     3,772,889       3,966,698  
                 
OTHER ASSETS:                
Property and equipment, net     452,027       487,336  
Intangible assets, net     132,207       156,767  
                 
Total other assets     584,234       644,103  
                 
Total assets   $ 4,357,123     $ 4,610,801  
                 
LIABILITIES AND STOCKHOLDERS’ DEFICIT                
                 
CURRENT LIABILITIES:                
Short-term bank loans   $ 6,425,437     $ 6,446,139  
Convertible note payable, net of unamortized debt discount     503,571       595,750  
Accounts payable and accrued expenses     723,861       1,264,706  
Other payable     946,483       932,220  
Due to related parties     2,504,866       2,468,375  
Deferred revenue           107  
                 
Total current liabilities     11,104,218       11,707,297  
                 
LONG-TERM LIABILITIES:                
Long-term loan     4,893,661       4,940,420  
                 
Total liabilities     15,997,879       16,647,717  
                 
STOCKHOLDERS’ DEFICIT:                
Preferred stock, Series A $0.001 par value; 50,000,000 shares authorized; 531,600 and 531,600 issued and outstanding at March 31, 2021 and December 31, 2020, respectively     532       532  
Common stock $0.001 par value; 7,400,000,000 shares authorized; 193,670,023 and 172,883,475 shares issued and outstanding at March 31, 2021 and December 31, 2020, respectively     193,669       172,883  
Additional paid-in capital     62,284,015       61,700,634  
Retained earnings     (73,249,036 )     (73,020,134 )
Accumulated other comprehensive income     9,973       (13,246 )
Total stockholders’ deficit attributed to SEII     (10,760,847 )     (11,159,331 )
                 
Non-controlling interest     (879,909 )     (877,585 )
                 
Total stockholders’ deficit     (11,640,756 )     (12,036,916 )
                 
Total liabilities and stockholders’ deficit   $ 4,357,123     $ 4,610,801  

 

See notes to unaudited condensed consolidated
financial statements.

 

 

SHARING ECONOMY INTERNATIONAL INC. AND
SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
(Unaudited)

 

    For the Three Months Ended March 31,  
    2021     2020  
             
REVENUES   $ 88,207     $ 11,909  
                 
COST OF REVENUES           (781 )
                 
GROSS PROFIT     88,207       11,128  
                 
OPERATING EXPENSES:                
Depreciation and amortization     58,306       84,590  
Selling, general and administrative     371,036       2,385,414  
Bad debt expense           122,514  
                 
Total operating expenses     429,342       2,592,518  
                 
LOSS FROM OPERATIONS     (341,135 )     (2,581,390 )
                 
OTHER INCOME (EXPENSE):                
Interest income     3       2  
Interest expense     (78,250 )     (95,831 )
Dividend income     1,722        
Gain on disposal of marketable securities     176,870        
Loss on disposal of a subsidiary           (70,901 )
Foreign currency transaction loss     7,248       (3,099 )
Other income     2,316       73,564  
                 
Total other income (expense), net     109,909       (96,265 )
                 
LOSE BEFORE PROVISION FOR INCOME TAXES     (231,226 )     (2,677,655 )
                 
PROVISIONS FOR INCOME TAXES:                
Current            
Deferred            
                 
Total Income taxes provision            
                 
NET LOSS     (231,226 )     (2,677,655 )
                 
NET LOSS ATTRIBUTABLE TO NON-CONTROLLING INTEREST     (2,324 )     (402,584 )
                 
NET LOSS ATTRIBUTABLE TO COMMON STOCKHOLDERS   $ (228,902 )   $ (2,275,071 )
                 
COMPREHENSIVE LOSS:                
Net loss   $ (231,226 )   $ (2,677,655 )
Unrealized foreign currency translation gain (loss)     23,219       (9,702 )
                 
Comprehensive loss   $ (208,007 )   $ (2,687,357 )
                 
Net loss attributable to non-controlling interest   $ (2,324 )   $ (402,584 )
Unrealized foreign currency translation loss from non-controlling interest           1,394  
                 
Comprehensive loss attributable to common stockholders   $ (205,683 )   $ (2,286,167 )
                 
NET LOSS PER COMMON SHARE:                
Continuing operations – basic and diluted   $ (0.00 )   $ (0.01 )
Discontinued operations – basic and diluted            
                 
Net loss per common share – basic and diluted   $ (0.00 )   $ (0.01 )
                 
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING:                
Basic and diluted     55,061,743       199,418,592  

  

See notes to unaudited condensed consolidated
financial statements.

 

SHARING ECONOMY INTERNATIONAL INC. AND
SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY (DEFICIT)
(Unaudited)

 

    For the three months ended March 31, 2020        
             
    Equity attributable to SEII shareholders        
    Common Stock     Common stock to be issued     Additional           Accumulated
Other
    Non-     Total  
    Number of           Number of           Paid-in     Retained     Comprehensive     controlling     Stockholders’  
    Shares     Amount     Shares     Amount     Capital     Earnings     Income     Interest     Deficit  
                                                       
Balance, January 1, 2020     199,418,592     $ 199,418       7,018,942,195       7,018,942     $ 53,699,861     $ (66,300,687 )   $ 42,597     $ (960,202 )   $ (6,300,071  
                                                                         
Loss from disposal of NCI                                               67,712       67,712  
                                                                         
Net loss for the period                                   (2,275,071 )           (402,584 )     (2,677,655 )
                                                                         
Foreign currency translation adjustment                                         (9,702 )     1,394       (8,308 )
                                                                         
Balance, March 31, 2020     199,418,592     $ 199,418       7,018,942,195       7,018,942     $ 53,699,861     $ (68,,575,758 )   $ 32,785     $ (1,293,680 )   $ (8,918,322 )

 

    Three Months Ended March 31, 2021              
                                                       
    Equity attributable to SEII shareholders              
    Preferred stock     Common stock     Additional     Accumulated
other
                Total  
    Number of
shares
    Amount     Number of
shares
    Amount     paid-in
capital
    comprehensive (loss) income     Accumulated
deficits
    Noncontrolling
interests
    shareholders’
equity (deficit)
 
                                                       
Balance as of January 1, 2021     531,600     $ 532       172,883,475       172,883     $ 61,700,634     $ (13,246 )   $ (73,020,134 )   $ (877,585 )   $ (12,036,916 )
                                                                         
Issuance of shares for director’s remuneration                 8,333,335       8,333       491,667                         500,000  
Common stock issued upon conversion of debt                     12,452,413       12,453       91,714                         104,167  
Fractional shares from reverse split                     800                                      
Foreign currency translation adjustment                                   23,219                   23,219  
Net loss for the period                                         (228,902 )     (2,324 )     (231,226 )
                                                                         
Balance as of March 31, 2021     531,600     $ 532       193,670,023       193,669     $ 62,284,015     $ 9,973     $ (73,249,036 )   $ (879,909 )   $ (11,640,756 )

 

See notes to unaudited condensed consolidated
financial statements.

 

 

SHARING ECONOMY INTERNATIONAL INC. AND
SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH
FLOWS

(Unaudited)

 

    For the Three Months
Ended March 31,
 
    2021     2019  
CASH FLOWS FROM OPERATING ACTIVITIES:            
Net loss   $ (231,226 )   $ (2,677,655 )
Adjustments to reconcile net loss from operations to net cash used in operating activities:                
Depreciation     33,769       33,842  
Amortization of intangible assets     24,537       50,748  
Written-off prepayments           122,514  
Impairment loss on marketable securities           2,001,013  
Gain on disposal of marketable securities     (176,870 )      
Loss on disposal of a subsidiary           70,901  
Amortization of debt discount     2,821        
Changes in operating assets and liabilities:                
Accounts receivable     12,982       (9,567 )
Prepaid and other receivables     15,593       28,450  
Accounts payable and accrued expenses     (40,846 )     3,063  
Other payables     23,431       17,506  
Income tax payable           (6,802 )
Deferred revenue     (107 )     589  
                 
CASH FLOWS USED IN OPERATING ACTIVITIES     (335,916 )     (365,392 )
                 
CASH FLOWS FROM INVESTING ACTIVITIES:                
Dividend received     1,722        
Purchase of marketable securities     (15,750,381 )      
Proceed from disposal of  marketable securities     14,739,214        
Proceed from disposal of a subsidiary           8,251  
                 
CASH FLOWS (USED IN) PROVIDED BY INVESTING ACTIVITIES     (1,009,445 )     8,251  
                 
CASH FLOWS FROM FINANCING ACTIVITIES:                
Repayments of bank loan     (30,555 )     (29,239 )
Advance from related party     36,491       368,340  
                 
CASH FLOWS PROVIDED BY FINANCING ACTIVITIES:     5,936       339,101  
                 
Effect of exchange rate changes     (21,646 )     (19,919 )
                 
Net change in cash and cash equivalents     (1,361,071 )     (37,959 )
                 
Cash and cash equivalents – beginning of period     1,805,417       83,667  
                 
Cash and cash equivalents – end of period   $ 444,346     $ 45,708  
                 
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:                
Cash paid for:                
Interest   $ 55,750     $ 95,831  
Income taxes   $     $  
                 
NON-CASH INVESTING AND FINANCING ACTIVITIES:                
Stock issued for director’s remuneration   $ 500,000     $  
Stock issued for redemption of convertible note and accrued interest   $ 104,167     $  

 

See notes to unaudited condensed consolidated
financial statements.

 

 

SHARING ECONOMY INTERNATIONAL INC. AND
SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED MARCH 31, 2021
(Unaudited)

 

NOTE 1 – DESCRIPTION OF
BUSINESS AND ORGANIZATION

 

Sharing Economy
International Inc. (the “Company”) was incorporated in Delaware on June 24, 1987 under the name of Malex, Inc. On
December 18, 2007, the Company’s corporate name was changed to China Wind Systems, Inc. and on June 13, 2011, the Company
changed its corporate name to Cleantech Solutions International, Inc. On August 7, 2012, the Company was re-domiciled to a Nevada
corporation. On January 8, 2018, the Company changed its corporate name to Sharing Economy International Inc. 

 

The Company’s current business initiatives
are focused on targeting the technology and global sharing economy markets, by developing online platforms and rental business
partnerships that will drive the global development of sharing through economical rental business models.

 

  Vantage Ultimate Limited (“Vantage”), a company
incorporated under the laws of British Virgin Islands on February 1, 2017 and is wholly-owned by the Company.
     
  Sharing Economy Investment Limited (“Sharing Economy”),
a company incorporated under the laws of British Virgin Islands on May 18, 2017 and is wholly-owned by Vantage.
     
  EC Advertising Limited (“EC Advertising”), a company incorporated
under the laws of Hong Kong on March 17, 2017 and is a wholly-owned by Sharing Economy.
     
  EC Rental Limited (“EC Rental”), a company incorporated
under the laws of British Virgin Islands on May 22, 2017 and is wholly-owned by Vantage.
     
  EC Assets Management Limited (“EC Assets”), a company incorporated
under the laws of British Virgin Islands on May 22, 2017 and is wholly-owned by Vantage.
     
  Cleantech Solutions Limited (formerly known as EC (Fly Car)
Limited), a company incorporated under the laws of British Virgin Islands on May 22, 2017 and is a wholly-owned by Sharing
Economy.
     
  Global Bike Share (Mobile App) Limited, a company incorporated under
the laws of British Virgin Islands on May 23, 2017 and is a wholly-owned by Sharing Economy.
     
  EC Power (Global) Technology Limited (“EC Power”), a company
incorporated under the laws of British Virgin Islands on May 26, 2017 and is wholly-owned by EC Rental.
     
  ECPower (HK) Company Limited, a company incorporated under the laws
of Hong Kong on June 23, 2017 and is wholly-owned by EC Power.
     
  EC Manpower Limited, a company incorporated under the laws of Hong Kong
on July 3, 2017 and is wholly-owned by Vantage.
     
  EC Technology & Innovations Limited (“EC Technology”),
a company incorporated under the laws of British Virgin Islands on September 1, 2017 and is wholly-owned by Vantage.
     
  Inspirit Studio Limited (“Inspirit Studios”), a company
incorporated under the laws of Hong Kong on August 24, 2015, and 51{14cc2b5881a050199a960a1a3483042b446231310e72f0dc471a7a1eddd6b0c3} of its shareholding was acquired by EC Technology on
December 8, 2017.

 

 

  EC Creative Limited (“EC Creative”), a company incorporated
under the laws of British Virgin Islands on January 9, 2018 and is wholly-owned by Vantage.
     
  3D Discovery Co. Limited (“3D Discovery”), a company incorporated
under the laws of Hong Kong on February 24, 2015, 60{14cc2b5881a050199a960a1a3483042b446231310e72f0dc471a7a1eddd6b0c3} of its shareholdings was acquired by EC Technology on January 19, 2018
and remaining 40{14cc2b5881a050199a960a1a3483042b446231310e72f0dc471a7a1eddd6b0c3} of its shareholdings was acquired by EC Technology on August 14, 2020.
     
  Sharing Film International Limited, a company incorporated under the
laws of Hong Kong on January 22, 2018 and is a wholly-owned by EC Creative.
     
  AnyWorkspace Limited (“AnyWorkspace”), a company incorporated
under the laws of Hong Kong on November 12, 2015, and 80{14cc2b5881a050199a960a1a3483042b446231310e72f0dc471a7a1eddd6b0c3} of its shareholding was acquired by Sharing Economy on January 30,
2018. On March 24, 2020, the Company disposed 80{14cc2b5881a050199a960a1a3483042b446231310e72f0dc471a7a1eddd6b0c3} equity interest of AnyWorkspace.
     
  Xiamen Great Media Company Limited (“Xiamen Great Media”),
a company incorporated under the laws of the PRC on September 5, 2018 and is a wholly-owned by EC Advertising.

 

The Company and its subsidiaries are hereinafter
referred to as (the “Company”).

 

Going Concern

 

These condensed consolidated financial
statements have been prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities
and commitments in the normal course of business. As reflected in the accompanying condensed consolidated financial statements,
the Company had a loss of approximately $231,226 for the three months ended March 31, 2021 and suffered from the accumulated deficit
of $73,249,036 at that date. The net cash used in operations were approximately $335,916 for the three months ended March 31,
2021. Management believes that its capital resources are not currently adequate to continue operating and maintaining its business
strategy for twelve months from the date of this report. The Company may seek to raise capital through additional debt and/or
equity financings to fund its operations in the future. Although the Company has historically raised capital from sales of equity
and from bank loans, there is no assurance that it will be able to continue to do so. If the Company is unable to raise additional
capital or secure additional lending in the near future, management expects that the Company will need to curtail or cease operations.

 

Management believes that these matters
raise substantial doubt about the Company’s ability to continue as a going concern. The accompanying condensed consolidated
financial statements do not include any adjustments related to the recoverability and classification of recorded asset amounts
or classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

 

Basis of Presentation

 

The accompanying unaudited condensed consolidated
financial statements have been prepared by management in accordance with both accounting principles generally accepted in the
United States (“GAAP”), and the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Certain information and
note disclosures normally included in audited financial statements prepared in accordance with generally accepted accounting principles
have been condensed or omitted pursuant to those rules and regulations, although the Company believes that the disclosures made
are adequate to make the information not misleading.

 

In the opinion of management, the consolidated
balance sheet as of December 31, 2020 which has been derived from audited financial statements and these unaudited condensed consolidated
financial statements reflect all normal and recurring adjustments considered necessary to state fairly the results for the periods
presented. The results for the period ended March 31, 2021 are not necessarily indicative of the results to be expected for the
entire fiscal year ending December 31, 2021 or for any future period.

 

These unaudited condensed consolidated
financial statements and notes thereto should be read in conjunction with the Management’s Discussion and the audited financial
statements and notes thereto included in the Annual Report on Form 10-K for the year ended December 31, 2020.

 

 

Principles of Consolidation

 

The Company’s condensed consolidated
financial statements include the financial statements of its wholly-owned and majority owned subsidiaries. All significant intercompany
accounts and transactions have been eliminated in consolidation.

 

Use of Estimates

 

The preparation of the condensed consolidated
financial statements in conformity with accounting principles generally accepted in the U.S. requires management to make estimates
and assumptions that affect the reported amounts of assets, liabilities, revenues, expenses, and the related disclosures at the
date of the financial statements and during the reporting period. Actual results could materially differ from these estimates.
Significant estimates in the three months ended March 31, 2021 and 2020 include the allowance for doubtful accounts on accounts
and other receivables, the allowance for inventory reserve, the useful life of property and equipment and intangible assets, assumptions
used in assessing impairment of long-term assets, valuation of deferred tax assets, and the value of stock-based compensation.

 

Cash and Cash Equivalents

 

For purposes of the consolidated statements
of cash flows, the Company considers all highly liquid instruments purchased with a maturity of three months or less and money
market accounts to be cash equivalents. The Company maintains with various financial institutions mainly in the PRC, Hong Kong
and the U.S. At March 31, 2021 and December 31, 2020, cash balances held in banks in the PRC and Hong Kong of $444,346 and $1,805,417,
respectively, are uninsured.

 

Available-for-sale marketable securities

 

Available-for-sale marketable securities
are reported at fair value using the market approach based on the quoted prices in active markets at the reporting date. The Company
classifies the valuation techniques that use these inputs as Level 1 of fair value measurements. Any unrealized losses that are
deemed other-than-temporary are included in current period earnings and removed from accumulated other comprehensive income (loss).

 

Realized gains and losses on marketable
securities are included in current period earnings. For purposes of computing realized gains and losses, the cost basis of each
investment sold is generally based on the weighted average cost method.

 

The Company regularly evaluates whether
the decline in fair value of available-for-sale securities is other-than-temporary and objective evidence of impairment could
include:

 

The severity and duration of
the fair value decline;

 

Deterioration in the financial
condition of the issuer; and

 

Evaluation of the factors that
could cause individual securities to have an other-than-temporary impairment.

 

Fair Value of Financial Instruments

 

The Company adopted the guidance of ASC
Topic 820 for fair value measurements which clarifies the definition of fair value, prescribes methods for measuring fair value,
and establishes a fair value hierarchy to classify the inputs used in measuring fair value as follows:

 

Level 1 – Inputs are unadjusted quoted
prices in active markets for identical assets or liabilities available at the measurement date.

 

Level 2 – Inputs are unadjusted quoted
prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in
markets that are not active, inputs other than quoted prices that are observable, and inputs derived from or corroborated by observable
market data.

 

Level 3 – Inputs are unobservable inputs
which reflect the reporting entity’s own assumptions on what assumptions the market participants would use in pricing the
asset or liability based on the best available information. The Company did not measure these assets at fair value at March 31,
2021 and December 31, 2020.

 

 

The carrying amounts reported in the consolidated
balance sheets for cash and cash equivalents, restricted cash, notes receivable, accounts receivable, inventories, advances to
suppliers, deferred tax assets, receivable from sale of subsidiary, prepaid expenses and other, short-term bank loans, bank acceptance
notes payable, note payable, accounts payable, accrued liabilities, advances from customers, amount due to a related party, VAT
and service taxes payable and income taxes payable approximate their fair market value based on the short-term maturity of these
instruments.

 

ASC Topic 825-10 “Financial Instruments”
allows entities to voluntarily choose to measure certain financial assets and liabilities at fair value (fair value option). The
fair value option may be elected on an instrument-by-instrument basis and is irrevocable, unless a new election date occurs. If
the fair value option is elected for an instrument, unrealized gains and losses for that instrument should be reported in earnings
at each subsequent reporting date. The Company did not elect to apply the fair value option to any outstanding instruments.

 

The following table presents information
about the Company’s assets and liabilities that were measured at fair value as of March 31, 2021 and December 31, 2020,
and indicates the fair value hierarchy of the valuation techniques the Company utilized to determine such fair value.

 

    March 31,     Quoted
Prices In
Active
Markets
    Significant
Other
Observable
Inputs
    Significant
Other
Unobservable
Inputs
 
Description   2021     (Level 1)     (Level 2)     (Level 3)  
Assets:                        
Marketable securities, available-for-sale   $ 3,185,660     $ 3,185,660     $     $  
                                 
    December 31,     Quoted
Prices In
Active Markets
    Significant
Other
Observable
Inputs
    Significant
Other
Unobservable
Inputs
 
Description   2020     (Level 1)     (Level 2)     (Level 3)  
Assets:                        
Marketable securities, available-for-sale   $ 1,989,823     $ 1,989,823     $     $  

 

As of March 31, 2021 and December 31,
2020, the Company did not have any nonfinancial assets and liabilities that are recognized or disclosed at fair value in the financial
statements, at least annually, on a recurring basis, nor did the Company have any assets or liabilities measured at fair value
on a non-recurring basis.

 

Concentrations of Credit Risk

 

The Company’s
operations are carried out in Hong Kong. Accordingly, the Company’s business, financial condition and results of operations
may be influenced by the political, economic and legal environment in Hong Kong. The Company’s operations in Hong Kong are
subject to specific considerations and significant risks not typically associated with companies in North America. The Company’s
results may be adversely affected by changes in governmental policies with respect to laws and regulations, anti-inflationary
measures, currency conversion and remittance abroad, and rates and methods of taxation, among other things.

 

Financial instruments
which potentially subject the Company to concentrations of credit risk consist principally of cash and trade accounts receivable.
Substantially all of the Company’s cash is maintained with state-owned banks within the Hong Kong, and none of these deposits
are covered by insurance. The Company has not experienced any losses in such accounts and believes it is not exposed to any risks
on its cash in bank accounts. A significant portion of the Company’s sales are credit sales which are primarily to customers
whose ability to pay is dependent upon the industry economics prevailing in these areas; however, concentrations of credit risk
with respect to trade accounts receivables is limited due to generally short payment terms. The Company also performs ongoing
credit evaluations of its customers to help further reduce credit risk.

 

 

Accounts Receivable

 

Accounts receivable are presented net
of an allowance for doubtful accounts. The Company maintains allowances for doubtful accounts for estimated losses. The Company
reviews the accounts receivable on a periodic basis and makes general and specific allowances when there is doubt as to the collectability
of individual balances. In evaluating the collectability of individual receivable balances, the Company considers many factors,
including the age of the balance, a customer’s historical payment history, its current credit-worthiness and current economic
trends. Accounts are written off after exhaustive efforts at collection. At March 31, 2021 and December 31, 2020, the Company
has established, based on a review of its outstanding balances, no allowance for doubtful accounts in the accounts.

 

Property and Equipment

 

Property and equipment are carried at
cost and are depreciated on a straight-line basis over the estimated useful lives of the assets. The cost of repairs and maintenance
is expensed as incurred; major replacements and improvements are capitalized. When assets are retired or disposed of, the cost
and accumulated depreciation are removed from the accounts, and any resulting gains or losses are included in the statements of
operations in the year of disposition. The Company examines the possibility of decreases in the value of fixed assets when events
or changes in circumstances reflect the fact that their recorded value may not be recoverable. Impairment loss has been recorded
in current period.

 

    Useful life
Office equipment and furniture   5 years
Vehicles   5 years
Vessels   5 years

 

Depreciation expense for the three months
ended March 31, 2021 and 2020 amounted to $33,769 and $33,842, respectively.

 

Impairment of long-lived assets and
intangible assets

 

In accordance with ASC Topic 360, the
Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount
of the assets may not be fully recoverable, or at least annually. The Company recognizes an impairment loss when the sum of expected
undiscounted future cash flows is less than the carrying amount of the asset. The amount of impairment is measured as the difference
between the asset’s estimated fair value and its book value. At March 31, 2021 and December 31, 2020, the Company conducted
an impairment assessment on property, equipment and intangible asset based on the guidelines established in ASC Topic 360 to determine
the estimated fair market value of property, equipment and intangible asset as of March 31, 2021 and December 31, 2020. Such analysis
considered future use of such equipment, consultation with equipment resellers, subsequent sales of price of equipment held for
sale, and other industry factors. Upon completion of the annual impairment analysis, no impairment charges on long-lived assets
need to charged.

 

Revenue recognition

 

In May 2014, FASB issued an update Accounting
Standards Update (“ASU”) (“ASU 2014-09”) establishing Accounting Standards Codification (“ASC”)
Topic 606, Revenue from Contracts with Customers (“ASC 606”). ASU 2014-09, as amended by subsequent ASUs on
the topic, establishes a single comprehensive model for entities to use in accounting for revenue arising from contracts with
customers and supersedes most of the existing revenue recognition guidance. This standard, which is effective for interim and
annual reporting periods in fiscal years that begin after December 15, 2017, requires an entity to recognize revenue to depict
the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects
to be entitled in exchange for those goods or services and also requires certain additional disclosures. The Company adopted this
standard in 2018 using the modified retrospective approach, which requires applying the new standard to all existing contracts
not yet completed as of the effective date and recording a cumulative-effect adjustment to retained earnings as of the beginning
of the fiscal year of adoption. Based on an evaluation of the impact ASU 2014-09 will have on the Company’s sources of revenue,
the Company has concluded that ASU 2014-09 did not have a material impact on the process for, timing of, and presentation and
disclosure of revenue recognition from customers.

 

 

The Company derives its revenues from
the sale of licence and advertising right and in a term of certain periods. The Company applies the following five steps in order
to determine the appropriate amount of revenue to be recognized as it fulfills its obligations under each of its agreements:

 

  identify the contract with a customer;
     
  identify the performance obligations in the contract;
     
  determine the transaction price;
     
  allocate the transaction price to performance obligations in the contract; and
     
  recognize revenue as the performance obligation is satisfied.

 

Income taxes

 

The Company is governed by the Income
Tax Law of the PRC, Inland Revenue Ordinance of Hong Kong and the U.S. Internal Revenue Code of 1986, as amended. The Company
accounts for income taxes using the asset/liability method prescribed by ASC 740, “Accounting for Income Taxes.” Under
this method, deferred tax assets and liabilities are determined based on the difference between the financial reporting and tax
bases of assets and liabilities using enacted tax rates that will be in effect in the period in which the differences are expected
to reverse. The Company records a valuation allowance to offset deferred tax assets if, based on the weight of available evidence,
it is more-likely-than-not that some portion, or all, of the deferred tax assets will not be realized. The effect on deferred
taxes of a change in tax rates is recognized as income or loss in the period that includes the enactment date.

 

On December 22, 2017, the United States
signed into law the Tax Cuts and Jobs Act (the “Act”), a tax reform bill which, among other items, reduces the current
federal income tax rate in the United States to 21{14cc2b5881a050199a960a1a3483042b446231310e72f0dc471a7a1eddd6b0c3} from 35{14cc2b5881a050199a960a1a3483042b446231310e72f0dc471a7a1eddd6b0c3}. The rate reduction is effective January 1, 2018, and is permanent.

 

The Act has caused the Company’s
deferred income taxes to be revalued. As changes in tax laws or rates are enacted, deferred tax assets and liabilities are adjusted
through income tax expense. Pursuant to the guidance within SEC Staff Accounting Bulletin No. 118 (“SAB 118”), as
of December 31, 2020, the Company recognized the provisional effects of the enactment of the Act for which measurement could be
reasonably estimated. Since the Company has provided a full valuation allowance against its deferred tax assets, the revaluation
of the deferred tax assets did not have a material impact on any period presented. The ultimate impact of the Act may differ from
these estimates due to the Company’s continued analysis or further regulatory guidance that may be issued as a result of
the Act.

 

The Company applied the provisions of
ASC 740-10-50, “Accounting for Uncertainty in Income Taxes,” which provides clarification related to the process associated
with accounting for uncertain tax positions recognized in the Company’s financial statements. Audit periods remain open
for review until the statute of limitations has passed. The completion of review or the expiration of the statute of limitations
for a given audit period could result in an adjustment to the Company’s liability for income taxes. Any such adjustment
could be material to the Company’s results of operations for any given quarterly or annual period based, in part, upon the
results of operations for the given period. As of March 31, 2021 and December 31, 2020, the Company had no uncertain tax positions,
and will continue to evaluate for uncertain positions in the future.

 

Stock-Based Compensation

 

FASB’s ASC Topic 718, Stock
Compensation (formerly, FASB Statement 123R) (“ASC Topic 718”), prescribes accounting and reporting standards
for all stock-based payment transactions in which employee and non-employee services are acquired. The Company measures the cost
of employee and non-employee services received in exchange for an award of equity instruments based on the grant-date fair value
of the award.

 

The Company estimates the fair value of
each restricted stock award as of the date of grant using the closing price as reported by the OTC Markets Group Inc. (the “OTCM”)
on the date of grant. The fair value determined represents the cost for the award and is recognized over the vesting period during
which an employee is required to provide service in exchange for the award. The Company accounts for forfeitures of restricted
stock as they occur.

 

 

Foreign Currency Translation

 

The reporting currency of the Company
is the U.S. dollar. The functional currency of the parent company is the U.S. dollar and the functional currency of the Company’s
operating subsidiaries is the Chinese Renminbi (“RMB”) or Hong Kong dollars (HKD). For the subsidiaries and affiliates,
whose functional currencies are the RMB or HKD, results of operations and cash flows are translated at average exchange rates
during the period, assets and liabilities are translated at the unified exchange rate at the end of the period, and equity is
translated at historical exchange rates. As a result, amounts relating to assets and liabilities reported on the statements of
cash flows may not necessarily agree with the changes in the corresponding balances on the balance sheets. Translation adjustments
resulting from the process of translating the local currency financial statements into U.S. dollars are included in determining
comprehensive loss.

 

The Company did not enter into any material
transaction in foreign currencies. Transaction gains or losses have not had, and are not expected to have, a material effect on
the results of operations of the Company.

 

Translation of amounts from RMB and HK$
into US$ has been made at the following exchange rates for the period ended March 31, 2021 and March 31, 2020:

 

    March 31, 
2021
    March 31, 
2020
 
Period-end RMB:US$ exchange rate     6.,5536       7.1363  
Period average RMB:US$ exchange rate     6.5000       6.8609  
Period-end HK$:US$ exchange rate     7.7742       7.7872  
Period average HK$:US$ exchange rate     7.8000       7.8000  

 

Loss Per Share of Common Stock

 

ASC Topic 260 “Earnings per Share,”
requires presentation of both basic and diluted earnings per share (“EPS”) with a reconciliation of the numerator
and denominator of the basic EPS computation to the numerator and denominator of the diluted EPS computation. Basic EPS excludes
dilution. Diluted EPS reflects the potential dilution that could occur if securities or other contracts to issue common stock
were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the earnings of
the entity.

 

Basic net loss
per share is computed by dividing net loss available to common stockholders by the weighted average number of shares of common
stock outstanding during the period. Diluted net loss per share is computed by dividing net loss by the weighted average number
of shares of common stock, common stock equivalents and potentially dilutive securities outstanding during each period. The Company
did not have any common stock equivalents or potentially dilutive common stock outstanding during the three months ended March
31, 2021 and 2020. In a period in which the Company has a net loss, all potentially dilutive securities are excluded from the
computation of diluted shares outstanding as they would have had an anti-dilutive impact. 

 

The following
table presents a reconciliation of basic and diluted net loss per share:

 

    Three months ended
March 31,
 
    2021     2020  
Net Loss for basic and diluted attributable to common shareholders   $ (231,226 )   $ (2,275,071 )
                 
Weighted average common stock outstanding – basic and diluted     55,061,743       199,418,592  
                 
Net loss per common share – basic and diluted   $ (0.00 )   $ (0.01 )

 

Noncontrolling interest

 

The Company accounts for noncontrolling
interest in accordance with ASC Topic 810-10-45, which requires the Company to present noncontrolling interests as a separate
component of total shareholders’ equity on the consolidated balance sheets and the consolidated net loss attributable to
the its noncontrolling interest be clearly identified and presented on the face of the consolidated statements of operations and
comprehensive loss.

 

 

Comprehensive
Loss

 

Comprehensive loss is comprised of net
loss and all changes to the statements of stockholders’ equity, except those due to investments by stockholders, changes
in paid-in capital and distributions to stockholders. For the Company, comprehensive loss income for the three months ended March
31, 2021 and 2020 included net loss and unrealized gain from foreign currency translation adjustments. 

 

Reclassification

 

Certain reclassifications have been made
in prior period’s consolidated financial statements to conform to the current year’s financial presentation. The reclassifications
have no effect on previously reported net loss.

 

Recent Accounting
Pronouncements

 

In
June 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses
on Financial Instruments
. The amendments included in ASU 2016-13 require the measurement of all expected credit losses for
financial assets held at the reporting date based on historical experience, current conditions, and reasonable and supportable
forecasts. Although the new standard, known as the current expected credit loss (“CECL”) model, has a greater impact
on financial institutions, most other organizations with financial instruments or other assets (trade receivables, contract assets,
lease receivables, financial guarantees, loans and loan commitments, and held-to-maturity (HTM) debt securities) are subject to
the CECL model and will need to use forward-looking information to better evaluate their credit loss estimates. Many of the loss
estimation techniques applied today will still be permitted, although the inputs to those techniques will change to reflect the
full amount of expected credit losses. In addition, the ASU amends the accounting for credit losses on available-for-sale debt
securities and purchased financial assets with credit deterioration. ASU 2016-13 was originally effective for public companies
for fiscal years beginning after December 15, 2019. In November of 2019, the FASB issued ASU 2019-10, Financial Instruments—Credit
Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842): Effective Dates
, which delayed the implementation
of ASU 2016-13 to fiscal years beginning after December 15, 2022, including interim periods within those fiscal years for smaller
reporting companies. The Company is currently evaluating the impact that the adoption of this guidance will have on its consolidated
financial statements.

 

In January 2017,
the FASB issued ASU 2017-04, Intangibles – Goodwill and Other: Simplifying the Test for Goodwill Impairment (ASC 350). The
standard eliminates the requirement to measure the implied fair value of goodwill by assigning the fair value of a reporting unit
to all assets and liabilities within that unit (the Step 2 test) from the goodwill impairment test. Instead, if the carrying amount
of a reporting unit exceeds its fair value, an impairment loss is recognized in an amount equal to that excess, limited by the
amount of goodwill in that reporting unit. The guidance is effective for the Company beginning after December 15, 2022 and aligns
with the effective date of ASU 2016-13. Early adoption is permitted. The Company is
currently evaluating the impact that the adoption of this guidance will have on its consolidated financial statements.

 

In December 2019,
the FASB issued ASU No. 2019-12, Income Taxes (Topic 740)Simplifying the Accounting for Income Taxes.
The new standard eliminates certain exceptions related to the approach for intraperiod tax allocation, the methodology for calculating
income taxes in an interim period, and the recognition of deferred tax liabilities for outside basis differences related to changes
in ownership of equity method investments and foreign subsidiaries. The guidance also simplifies aspects of accounting for franchise
taxes and enacted changes in tax laws or rates, and clarifies the accounting for transactions that result in a step-up in the
tax basis of goodwill. For public business entities, it is effective for fiscal years beginning after December 15, 2020, including
interim periods within those fiscal years. The Company is currently evaluating the potential impact of this standard on its consolidated
financial statements.

 

In June 2020,
the FASB issued ASU No. 2020-06, Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging
– Contracts in Entity’s Own Equity (Subtopic 815-40).
 This standard eliminates the beneficial conversion and cash
conversion accounting models for convertible instruments. It also amends the accounting for certain contracts in an entity’s
own equity that are currently accounted for as derivatives because of specific settlement provisions. In addition, the new guidance
modifies how particular convertible instruments and certain contracts that may be settled in cash or shares impact the diluted
EPS computation. For public business entities, it is effective for fiscal years beginning after December 15, 2021, including interim
periods within those fiscal years using the fully retrospective or modified retrospective method. Early adoption is permitted
but no earlier than fiscal years beginning after December 15, 2020, including interim periods within those fiscal years. The Company
is currently evaluating the potential impact of this standard on its consolidated financial statements.

 

 

From time to
time, new accounting pronouncements are issued by the FASB or other standard setting bodies that the Company adopts as of the
specified effective date. The Company does not believe that the impact of recently issued standards that are not yet effective
will have a material impact on the Company’s financial position or results of operations upon adoption.

 

NOTE 2 – PROPERTY
AND EQUIPMENT

 

At March 31, 2021 and December 31, 2020,
property and equipment consisted of the following:

 

    Useful life   March 31,
2021
    December 31,
2020
 
                     
Office equipment   5 years     25,792       25,872  
Motor vehicle   5 years     72,382       72,382  
Yacht   5 years     589,577       591,404  
          687,751       689,658  
Less: accumulated depreciation         (235,724 )     (202,322 )
                     
        $ 452,027     $ 487,336  

 

Depreciation expense from continuing operations
for the periods ended March 31, 2021 and 2020 amounted to $33,769 and $33,842.

 

NOTE 3 – INTANGIBLE
ASSETS

 

As of March 31, 2021 and December 31,
2020, intangible assets consisted of the following:

 

    Useful life   March 31,
2021
    December 31,
220
 
                     
Other intangible assets   3 – 5 years     843,967       844,246  
Redemption code   5 years     750,000       750,000  
Goodwill   infinite     27,353       27,353  
          1,621,320       1,621,599  
Less: accumulated amortization         (739,113 )     (714,832 )
Less: impairment loss         (750,000 )     (750,000  
                     
        $ 132,207     $ 156,767  

 

Amortization of intangible assets attributable to future periods
is as follows:

 

Year ending March 31:   Amount  
2021   $ 83,899  
2022     17,962  
2023     2,993  
    $ 104,854  

 

For the three
months ended March 31, 2021 and 2020, amortization of intangible assets amounted to $24,537 and $50,748, respectively.

 

 

NOTE 4 –
BANK LOANS

 

Bank loans of $4,893,661 represented amount
due to one financial institution in Hong Kong that are repayable in a term of 30 years, with 360 monthly installments and interest
is charged at the annual rate of 2.5{14cc2b5881a050199a960a1a3483042b446231310e72f0dc471a7a1eddd6b0c3} below its best lending rate.

 

Revolving credit line of $6,425,437 is
expected to be repaid in the next twelve months and interest is charged at the rate of 1.63{14cc2b5881a050199a960a1a3483042b446231310e72f0dc471a7a1eddd6b0c3} per annum over the Hong Kong Dollar
Best Lending Rate.

 

At March 31, 2021, the banking facilities
of the Company were secured by:

 

  Personal guarantee
by the directors of the Company’s subsidiary;
     
  Legal charge and rental assignment
over the leasehold land and buildings owned by its related companies which are controlled by the major shareholder of the
Company, Mr. Chan Tin Chi; and
     
  Hong Kong Mortgage Corporation
Limited.

 

At March 31, 2021 and December 31, 2020,
bank loans consisted of the following:

 

    March 31,
2021
    December 31,
2020
 
Mortgage loan   $ 4,893,661     $ 5,064,142  
Line of revolving loan     6,425,437       6,322,417  
                 
Total bank loans   $ 11,319,098     $ 11,386,559  
                 
Reclassifying as:                
Current portion   $ 6,425,437     $ 6,446,139  
Long-term portion (more than 12 months)     4,893,661       4,940,420  
                 
Total bank loans   $ 11,319,098     $ 11,386,559  

 

Interest related to the bank loans was
$55,750 and $95,831 for the three months ended March 31, 2021 and 20 respectively. All interests are included in interest expense
on the accompanying condensed consolidated statements of operations.

 

NOTE 5 – CONVERTIBLE
NOTE PAYABLE

 

Securities purchase agreement and related convertible note
and warrants

 

On May 2, 2018, pursuant to a securities
purchase agreement, the Company closed a private placement  of securities with Iliad Research and Trading, L.P. (the “Investor”)
pursuant to which the Investor purchased a Convertible Promissory Note (the “Iliad Note”) in the original principal
amount of $900,000, convertible into shares of common stock of the Company (the “Common Stock”), upon the terms and
subject to the limitations and conditions set forth in the Iliad Note, and a two year Warrant to purchase 134,328 shares of Common
Stock at an exercise price of $7.18 per share (the “Warrant”). In connection with the Iliad Note, the Company paid
an original issue discount of $150,000 and paid issuance costs of $45,018 which will be reflected as a debt discount and amortized
over the Iliad Note term. The Iliad Note bears interest at 10{14cc2b5881a050199a960a1a3483042b446231310e72f0dc471a7a1eddd6b0c3} per annum, is unsecured, and is due on the date that is fifteen
months from May 2, 2018. The warrants shall expire on the last calendar day of the month in which the second anniversary of the
Issue Date occurs.

 

On November 8, 2018, the Company converted
an aggregate of $27,811 and $47,189 outstanding principal and interest of the Iliad Note, respectively, into a total of 36,621
shares of its common stock.

 

 

On January 11, 2019, the Company converted
an aggregate of $34,103 and $15,897 outstanding principal and interest of the Iliad Note, respectively, into 266,667 shares of
its common stock.

 

On April 30, 2020, the Company converted
an aggregate of $100,000 and $0 outstanding principal and interest of the Iliad Note, respectively, into 10,059 shares of its
common stock.

 

During the December, 2020, the Company
converted an aggregate of $235,000 and $158,017 outstanding principal and interest of the Iliad Note, respectively, into 18,944,773
shares of its common stock.

 

The Investor has the right at any time
after May 2, 2018 until the outstanding balance has been paid in full to convert all or any part of the outstanding balance into
shares of common stock of the Company at conversion price of $6.70 per share (the “Lender Conversion Price”). The
Lender Conversion Price is subject to certain adjustments set forth in the Iliad Note. The conversion price for each Redemption
Conversion (the “Redemption Conversion Price”) shall be the lesser of (a) the Lender Conversion Price, and (b) the
Market Price; provided, however, in no event shall the Redemption Conversion Price be less than $2.00 per share (“Conversion
Price Floor”) unless the Company waive the Conversion Price Floor.

 

This debt instrument includes embedded
components including a put option. The Company evaluated these embedded components to determine whether they are embedded derivatives
within the scope of ASC 815 that should be separately carried at fair value. ASC 815-15-25-1 provides guidance on when an embedded
component should be separated from its host instrument and accounted for separately as a derivative. Based on this analysis, the
Company believes that the put option is clearly and closely related to the debt instrument and does not meet the definition of
a derivative. Accordingly, in connection with this Iliad Note, the Company recorded a debt discount for (a) the original issue
discount of $150,000 (b) the relative fair value of the warrants issued of $152,490 and (c) legal fees and other fees paid in
connection with the Iliad Note aggregating $45,018. There is no beneficial conversion feature on this Iliad Note. The debt discount
shall be accreted on a straight line basis over the term of this Iliad Note.

 

On April 7, 2020,
pursuant to a securities purchase agreement, the Company closed a private placement of securities with Power Up Lending Group
Ltd. (“Power Up”) pursuant to which Power Up purchased a Convertible Promissory Note (the “Power Up Note”)
in the original principal amount of $83,000, with additional tranches of up to $1,000,000 in the aggregate over the next twelve
(12) months, subject to the discretion of both parties. The Power Up Note is convertible into shares of the common stock of the
Company at a price equal to 65{14cc2b5881a050199a960a1a3483042b446231310e72f0dc471a7a1eddd6b0c3} of the average of the two (2) lowest trading prices for the Company’s common stock during
the twenty (20) trading day period ending on the latest complete trading day prior to the conversion date. The Power Up Note bears
interest at 8{14cc2b5881a050199a960a1a3483042b446231310e72f0dc471a7a1eddd6b0c3} per annum and is due on October 7, 2021.

 

During the December,
2020, the Company converted an aggregate of $127,820 and $0 outstanding principal and interest of the Power Up Note, respectively,
into 8,228,775 shares of its common stock.

 

On April 14,
2020, the Company and Black Ice Advisors, LLC (“Black Ice”) entered into a Securities Purchase Agreement, whereby
the Company issued a note to Black Ice (the “Black Ice Note”) in the original principal amount of $110,000.The Black
Ice Note contains an original issue discount of $10,000 which will be reflected as a debt discount and amortized over the Black
Ice Note term. The Black Ice Note is convertible into shares of the common stock of the Company at a price equal to 60{14cc2b5881a050199a960a1a3483042b446231310e72f0dc471a7a1eddd6b0c3} of the
lowest trading price of the Company’s common stock for the fifteen (15) prior trading days including the day upon which
a Notice of Conversion is received by the Company. The Black Ice Note bears interest at 10{14cc2b5881a050199a960a1a3483042b446231310e72f0dc471a7a1eddd6b0c3} per annum and is due on April 14,
2021.

 

During the December,
2020, the Company converted an aggregate of $15,000 and $0 outstanding principal and interest of the Black Ice Note, respectively,
into 987,180 shares of its common stock.

 

During the January
2021, the Company converted an aggregate of $95,000 and $9,167 outstanding principal and interest of the Black Ice Note, respectively,
into 12,452,413 shares of its common stock.

 

 

At December 31, 2020 and 2019, convertible
debt consisted of the following:

 

    March 31,
2021
    December 31,
2020
 
Principal   $ 503,571     $ 598,571  
Unamortized discount           (2,821 )
Convertible debt, net   $ 503,571     $ 595,750  

 

The amortization
of discount was $2,821 and $0 for the periods ended March 31, 2021 and 2020. As of March 31, 2021 and December 31, 2020, accrued
interest amounted to $756,409 and $701.794, respectively.

 

NOTE 6 – RELATED
PARTY TRANSACTIONS

 

Due to related parties

 

From time to time, during 2021 and 2020,
the Company receive advances from Chan Tin Chi Family Company Limited (formerly known as YSK 1860 Co., Limited), who is the major
shareholder of the Company for working capital purposes. These advances are non-interest bearing and are payable on demand. During
the period ended March 31, 2021, the Company repaid to Chan Tin Chi Family Company Limited for working capital totaled $115,855.
During the period ended March 31, 2020, the Company received advances from Chan Tin Chi Family Company Limited for working capital
totaled $310,493. As of March 31, 2021 and December 31, 2020, amounts due to Chan Tin Chi Family Company Limited amounted to $1,701,714
and $1,817,569, respectively.

 

At March 31, 2020 and December 31, 2019,
amounts due to related companies amounted to $803,152 and $650,806, respectively. 

 

The amounts are unsecured, interest-free
and have no fixed terms of repayment.

 

NOTE 7 – STOCKHOLDERS’
EQUITY

 

Preferred
Stock

 

The Company has
authorized 50,000,000 shares of preferred stock Series A, with a par value of $0.001 per share. There were 531,600 and 531,600
preferred shares issued and outstanding at March 31, 2021 and December 31, 2020.

 

Common Stock

 

The Company has
authorized 7,400,000,000 shares of common stock with a par value of $0.001 per share.

 

As of March 31,
2021 and December 31, 2020, the Company has 193,670,023 shares and 172,883,435 shares of common stock issued and outstanding,
respectively.

 

Preferred
stock issued for services and acquisition of a non-wholly owned subsidiary

 

During the year
ended December 31, 2020, the Company issued an aggregate of 531,600 shares of preferred stock to one consultant and vendors for
the services rendered and to be rendered. These shares were valued at the fair market value on the grant date using the reported
closing share price on the date of grant. At the end of each financial reporting period prior to issuance of these shares, the
fair value of these shares is measured using the fair value of the Company’s preferred stock at reporting date. During the
year ended December 31, 2020, the fair value of the above mentioned shares issued and the change in value of the shares to be
issued was $202,008. The Company recognizes stock-based professional fees over the period during which the services are rendered
by such consultant or vendor. For the year ended December 31, 2020, the Company recorded stock-based consulting and service fees
to service provider of $202,008. In connection with the issuance/future issuance of shares to consultants and vendors, the Company
recorded prepaid expenses of $0 which will be amortized over the remaining service period.

 

 

Common stock
issued for services

 

During the period
ended March 31, 2021, the Company issued an aggregate of 8,333,335 shares of common stock to the Board of Directors and Advisory
Committee members for the services rendered. For the period ended March 31, 2021, the Company recorded service fee to the Board
of Directors and Advisory Committee members of HK$500,000.

 

Common stock
issued for debt conversion

 

In January 2021,
the Company issued 12,452,413 shares of its common stock upon conversion of debt (note 5).

 

NOTE 8 – CONCENTRATIONS

 

Customers

 

For the three months ended March 31, 2021,
there was no single customer accounted for 10{14cc2b5881a050199a960a1a3483042b446231310e72f0dc471a7a1eddd6b0c3} of the Company’s total outstanding accounts receivable at March 31, 2021.

 

For the three months ended March 31, 2020,
there was no single customer accounted for 10{14cc2b5881a050199a960a1a3483042b446231310e72f0dc471a7a1eddd6b0c3} of the Company’s total outstanding accounts receivable at March 31, 2020.

 

Suppliers

 

For the three months ended March 31, 2021,
there was no single supplier accounted for approximately 10{14cc2b5881a050199a960a1a3483042b446231310e72f0dc471a7a1eddd6b0c3} of the Company’s total outstanding accounts payable at March
31, 2021.

 

For the three months ended March 31, 2020,
there was no single supplier accounted for approximately 10{14cc2b5881a050199a960a1a3483042b446231310e72f0dc471a7a1eddd6b0c3} of the Company’s total outstanding accounts payable at March
31, 2020.

 

NOTE 9 –
COMMITMENT AND CONTINGENCIES

 

Litigation: 

 

On April 25, 2019, ECPower (HK) Company
Limited (“EC Power”), a subsidiary of SEII, filed a claim against The Dairy Farm Limited (“Dairy Farm”)
in respect of the cooperation agreement between the two parties for the battery rental business at 7-Eleven outlets in Hong Kong
during the period from September 2017 to February 2018. The claim is for a total compensation of HK$1,395,000 (approximately
$178,846) which comprises of (i) HK$45,000 (approximately $5,769) as compensation for interest and administration cost incurred
as a result of Dairy Farm’s delay in payment of EC Power’s share of the rental income, and (ii) HK$1,350,000 (approximately
$173,077) as compensation for Dairy Farm’s early termination of the cooperation agreement without any valid proof of fault
on the part of EC Power.

 

Legal proceedings:

 

On June 10, 2020, the Company’s
subsidiary, Ecrent Worldwide Company Limited (“Ecrent Worldwide”), a wholly owned subsidiary of Universal Sharing
Limited (formerly known as Ecrent Holdings Limited), received a writ of summon (the “Summon”) issued by Messrs Wilkinson &
Grist on behalf of Mr. Michael Andrew BERMAN and Mr. Eric Hans ISRAEL, who were the former Chief Executive Officer and Chief Financial
Officer of Ecrent (America) Company Limited (“Ecrent America”) and Ecrent (USA) Company Limited (“Ecrent USA”).
Both Ecrent America and Ecrent USA were the former subsidiaries of Universal Sharing Limited. On the same day, the Summon also
delivered to Mr. Chan Tin Chi, the major shareholder of SEII and his spouse, Ms. Deborah Yuen Wai Ming. Pursuant to the US Judgement
dated on September 25, 2019 issued by the Supreme Court of the State of New York County of Nassau, the Summon demands Ecrent Worldwide,
Mr. Chan Tin Chi, and Ms. Deborah Yuen Wai Ming to fully settle an amount of approximately $241,706 and $103,841 to Mr. Berman
and Mr. Israel, respectively representing the unpaid salary, benefits, expenses and incentive bonus. SEII intends to dispute these
proceedings that the US Judgement is not enforceable under the Hong Kong jurisdiction.

 

 

In accordance with applicable accounting
guidance, the Company records accruals for certain of its outstanding legal proceedings, investigations or claims when it is probable
that a liability will be incurred, and the amount of loss can be reasonably estimated. The Company evaluates, on a quarterly basis,
developments in legal proceedings, investigations or claims that could affect the amount of any accrual, as well as any developments
that would make a loss contingency both probable and reasonably estimable. The Company discloses the amount of the accrual if
the financial statements would be otherwise misleading.

 

When a loss contingency is not both probable
and estimable, the Company does not establish an accrued liability. However, if the loss (or an additional loss in excess of the
accrual) is at least a reasonable possibility and material, then the Company discloses an estimate of the possible loss or range
of loss, if such estimate can be made or discloses that an estimate cannot be made.

 

NOTE 10 – SUBSEQUENT EVENTS 

 

In accordance with ASC Topic 855, “Subsequent
Events
”, which establishes general standards of accounting for and disclosure of events that occur after the balance
sheet date but before financial statements are issued, the Company has evaluated all events or transactions that occurred after
March 31, 2021, up through May [x], 2021, the Company issued the unaudited condensed consolidated financial statements.

 

The Company is currently in default under
Iliad Note with the outstanding  balance of $503,571 in principal and $756,409 accrued interest at December 31, 2020. The
remaining outstanding balance of Iliad Note was $1,259,980 at March 31, 2021. At the date of filing, both parties have not reached
into the mutual agreement.

 

On April 28, 2021, the Company and Pyram
LC Architecture Limited (“Pyram”) entered into a Note Purchase Agreement, whereby the Company issued a note to Pyram
(the “Pyram Note”) in the principal amount of $38,462. The Pyram Note is a convertible into shares of the common stock
of the Company at a price equal to 70{14cc2b5881a050199a960a1a3483042b446231310e72f0dc471a7a1eddd6b0c3} of the average closing prices for the Company’s common stock during the ten (10)
trading day period ending on the latest complete trading day prior to the conversion date.

 

 

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

 

Overview

 

Historically,
our primary operations involved the design, manufacture and distribution of a line of proprietary high and low temperature dyeing
and finishing machinery to the textile industry, which has terminated in December, 2019.

 

With the termination of the manufacturing
businesses, we are actively exploring other new ventures and opportunities that could contribute to our business in the future.

 

Given the termination
of our manufacturing business, we continued to pursue what we believe are high growth opportunities for the Company, particularly
our new business divisions focused on the development of sharing economy platforms and related rental businesses within the company.
These initiatives are still in an early stage and are dependent in large part on availability of capital to fund their future
growth. We did not generate significant revenues from our sharing economy business initiatives in 2020 or during the three months
ended March 31, 2021.

 

Recent developments

 

Inspirit Studio

 

During the period, BuddiGo, the sharing economy mobile platform developed by Inspirit Studio Limited (“Inspirit Studio”),
continuously promoted its service to the local market in Hong Kong. BuddiGo offers a wide range of errand services. Currently,
about 80 percent of the orders received are for on-demand urgent delivery of items such as documents, flowers and cakes. Food
delivery services are also available. During the period from June 2018 to June 30, 2019, over 1,200 individuals have officially
registered as sell-side buddies, who completed over 600 delivery orders from June 2018 to June 30, 2020, majority orders were
happened in the third quarter of year 2018. In addition, BuddiGo has signed up with a number of local business partners to provide
ongoing delivery services for these clients. BuddiGo’s goal is to connect with the community and deliver localized content
featuring BuddiGo’s core features and advantages. BuddiGo is actively seeking strategic investors or collaborative parties
who are enthusiastic about its business model and can help achieve its business targets and expand into different countries.

 

3D Discovery Co. Limited

 

3D Discovery, an IT service provider that
develops virtual tours for the real estate, hospitality and interior design industries. 3D Discovery’s space capturing and
modeling technology is already used by some of Hong Kong’s leading property agencies to provide their clients
with a truly immersive, first-hand experience of a physical space while saving them time and money. According to Goldman Sachs,
the Real Estate virtual reality (“VR”) industry is predicted to reach $2.6 billion in 2025, supported by
a potential user base of over 1.4 million registered real estate agents in some of the world’s largest markets. Apart from
its existing profitable operations, 3D Discovery is developing a mobile app, Autocap, which allows users to create an interactive
virtual tour of a physical space by using a mobile phone camera.

 

3D Discovery successfully completed a number of projects during
the year. First, its “3D Virtual Tours in Hong Kong” generated about 1,371,000 impressions in 2018. In addition, 3D
Discovery partnered with Midland Realty, one of the largest real estate agencies in Hong Kong, to establish the “Creation
200 3D Virtual Tours.”.

 

EC Advertising
Limited

 

We started meeting
with a number of potential clients there and anticipate that this advertising company will confirm with them several marketing
campaigns. In order to maximize our exposure to the potential clients in Mainland China, we are developing a strategic media plan
which will cover major cities in Mainland China such as Beijing, Shanghai, Guangzhou and Shenzhen. Major banks, real estate developers
and consumer products manufacturers and retailers are our target clients. More importantly, our presence in Mainland China can
facilitate the rollout of franchise programs of our business units, which is one of the revenue drivers for the Company.

 

 

ECrent Platform
Business 

 

In December 2019, we have acquired the
ECrent global businesses.

 

Going forward,
we will continue targeting the technology and global sharing economy markets, by developing online platforms and rental business
partnerships that will drive the global development of sharing through economical rental business models.

 

Critical Accounting Policies and Estimates

 

Our discussion
and analysis of our financial condition and results of operations are based upon our consolidated financial statements, which
have been prepared in accordance with accounting principles generally accepted in the United States. The preparation of these
consolidated financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities,
revenues and expenses, and related disclosure of contingent assets and liabilities. We continually evaluate our estimates, including
those related to bad debts, inventories, recovery of long-lived assets, income taxes and the valuation of equity transactions.

 

We base our estimates
on historical experience and on various other assumptions that we believed to be reasonable under the circumstances, the results
of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent
from other sources. Any future changes to these estimates and assumptions could cause a material change to our reported amounts
of revenues, expenses, assets and liabilities. Actual results may differ from these estimates under different assumptions or conditions.
We believe the following critical accounting policies affect our more significant judgments and estimates used in the preparation
of the consolidated financial statements.

 

Accounts Receivable

 

We have a policy
of reserving for uncollectible accounts based on our best estimate of the amount of probable credit losses in our existing accounts
receivable. We periodically review our accounts receivable to determine whether an allowance is necessary based on an analysis
of past due accounts and other factors that may indicate that the realization of an account may be in doubt. Account balances
deemed to be uncollectible are charged to the allowance after all means of collection have been exhausted and the potential for
recovery is considered remote.

 

As a basis for
estimating the likelihood of collection has been established, we consider a number of factors when determining reserves for uncollectable
accounts. We believe that we use a reasonably reliable methodology to estimate the collectability of our accounts receivable.
We review our allowances for doubtful accounts on at least a quarterly basis. We also consider whether the historical economic
conditions are comparable to current economic conditions. If the financial condition of our customers or other parties that we
have business relations with were to deteriorate, resulting in an impairment of their ability to make payments, additional allowances
may be required.

 

Property and Equipment

 

Property and equipment are stated at cost
less accumulated depreciation. Depreciation is computed using straight-line method over the estimated useful lives of the assets.
The estimated useful lives of the assets are as follows:

 

    Useful Life
Office equipment and furniture   5 Years
Vehicles   5 Years
Vessels   5 Years

 

The cost of repairs
and maintenance is expensed as incurred; major replacements and improvements are capitalized. When assets are retired or disposed
of, the cost and accumulated depreciation are removed from the accounts, and any resulting gains or losses are included in the
statements of income and comprehensive income in the year of disposition.

 

We examine the
possibility of decreases in the value of fixed assets when events or changes in circumstances reflect the fact that their recorded
value may not be recoverable. We recognize an impairment loss when the sum of expected undiscounted future cash flows is less
than the carrying amount of the asset. 

 

 

Stock-based Compensation

 

FASB’s ASC Topic 718, Stock
Compensation (formerly, FASB Statement 123R) (“ASC Topic 718”), prescribes accounting and reporting standards
for all stock-based payment transactions in which employee and non-employee services are acquired. The Company measures the cost
of employee and non-employee services received in exchange for an award of equity instruments based on the grant-date fair value
of the award.

 

The Company estimates the fair value of
each restricted stock award as of the date of grant using the closing price as reported by the OTC Markets Group Inc. (the “OTCM”)
on the date of grant. The fair value determined represents the cost for the award and is recognized over the vesting period during
which an employee is required to provide service in exchange for the award. The Company accounts for forfeitures of restricted
stock as they occur.

 

Currency Exchange Rates

 

Our functional
currency is the U.S. dollar, and the functional currency of our operating subsidiaries is the RMB and Hong Kong Dollar.

 

Our exposure
to foreign exchange risk primarily relates to currency gains or losses resulting from timing differences between signing of sales
contracts and settling of these contracts. Furthermore, we translate monetary assets and liabilities denominated in other currencies
into RMB, the functional currency of our operating subsidiary. Our results of operations and cash flow are translated at average
exchange rates during the period, and assets and liabilities are translated at the unified exchange rate at the end of the period.
Translation adjustments resulting from this process are included in accumulated other comprehensive income in our statement of
shareholders’ equity. We have not used any forward contracts, currency options or borrowings to hedge our exposure to foreign
currency exchange risk. We cannot predict the impact of future exchange rate fluctuations on our results of operations and may
incur net foreign currency losses in the future.

 

Our financial
statements are expressed in U.S. dollars, which is the functional currency of our parent company. The functional currency of our
operating subsidiaries and affiliates is RMB and the Hong Kong dollar. To the extent we hold assets denominated in U.S. dollars,
any appreciation of the RMB or HKD against the U.S. dollar could result in a charge in our statement of operations and a reduction
in the value of our U.S. dollar denominated assets. On the other hand, a decline in the value of RMB or HKD against the U.S. dollar
could reduce the U.S. dollar equivalent amounts of our financial results.

 

Recent Accounting Pronouncements 

 

In February 2016, the FASB issued ASU
2016-02, “Leases (Topic 842)”. Under ASU 2016-02, lessees will be required to recognize all leases (with the exception
of short-term leases) at the commencement date including a lease liability, which is a lessee’s obligation to make lease
payments arising from a lease, measured on a discounted basis; and a right-of-use (ROU) asset, which is an asset that represents
the lessee’s right to use, or control the use of, a specified asset for the lease term. Leases with a term of twelve months
or less will be accounted for similar to existing guidance for operating leases. In December 2017, January 2018, July 2018, December
2018, December 2019 and March 2020, the FASB issued ASU 2017-13, ASU 2018-01, ASU 2018-10 & 11, ASU 2018-20 and ASU 2019-01,
respectively, which contain modifications and improvements to ASU 2016-02. The amendments provide entities with an additional
(and optional) transition method to adopt the new leases standard. Under the Optional Transition Method, an entity initially applies
the new leases standard at the adoption date and recognizes a cumulative-effect adjustment to the opening balance of retained
earnings in the period of adoption. On January 1, 2019, the Company adopted ASC Topic 842 using the modified retrospective approach
and elected to utilize the Optional Transition Method. In addition, the Company elected the land easement transition practical
expedient and did not reassess whether an existing or expired land easement is a lease or contains a lease if it has not historically
been accounted for as a lease. The adoption did not impact the Company’s previously reported consolidated financial statements
nor did it result in a cumulative effect adjustment to retained earnings as of January 1, 2019. 

 

In June 2018, the FASB issued ASU 2018-07,
Compensation—Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment. ASU 2018-07 aligns the accounting
for share based payments granted to non-employees with that of share based payments granted to employees. The Company early adopted
ASU No. 2018-07 in the fourth quarter of 2018 and there was no cumulative effect of adoption. The adoption of this ASU did not
have a material impact on our financial position, results of operations, cash flows, or presentation thereof.

 

 

RESULTS OF OPERATIONS

 

Three months ended March 31, 2021 and
2020

 

The following table sets forth the results
of our operations for the three months ended March 31, 2021 and 2020:

 

    Three Months ended
March 31,
 
    2021     2020  
    Dollars     Dollars  
Revenues   $ 88,207     $ 11,909  
Cost of revenues           781  
Gross profit (loss)     88,207       11,128  
Operating expenses     429,342       2,592,518  
Loss from operations     (341,135 )     (2,581,390 )
Other income (expense), net     109,909       (96,265 )
Loss before provision for income taxes     (231,226 )     (2,677,655 )
Provision for income taxes            
Net loss   $ (231,226 )   $ (2,677,655 )

 

Revenues.

 

During the three months ended March 31,
2021, we recognized revenues from our sharing economy business of $88,207 compared to $11,909 for the three months ended March
31, 2020, an increase of $76,298, or 640.7{14cc2b5881a050199a960a1a3483042b446231310e72f0dc471a7a1eddd6b0c3}.

 

Cost of revenues.

 

Cost of revenues includes domain and hosting
costs. For the three months ended March 31, 2021, cost of revenues was $0 as compared to $781 for the three months ended March
31, 2020, a decrease of $781, or 100{14cc2b5881a050199a960a1a3483042b446231310e72f0dc471a7a1eddd6b0c3}.

 

Gross loss and gross margin.

 

Our gross profit was $88,207 for the three
months ended March 31, 2021 as compared to gross loss of $11,128 for the three months ended March 31, 2020, representing gross
margins of 100{14cc2b5881a050199a960a1a3483042b446231310e72f0dc471a7a1eddd6b0c3} and 93.4{14cc2b5881a050199a960a1a3483042b446231310e72f0dc471a7a1eddd6b0c3}, respectively. The increase in our gross margin for the three months ended March 31, 2021 was primarily
attributed to the reduced scale of commissions paid to the agents.

 

Operating expenses

 

For the three months ended March 31, 2021,
operating expenses were $429,342 as compared to $2,592,518 for the three months ended March 31, 20209, a decrease of $2,163,176,
or 83.4{14cc2b5881a050199a960a1a3483042b446231310e72f0dc471a7a1eddd6b0c3}, due to the decrease in selling, general and administrative expenses and bad debt expense.

 

Loss from operations.

 

As a result of the factors described above,
for the three months ended March 31, 2021, loss from operations amounted to $341,135, as compared to $,581,390 for the three months
ended March 31, 2020.

 

Other income (expense).

 

Other income (expense) includes interest
income, interest expense, foreign currency transaction gain (loss), loss on disposal of a subsidiary, and other income. For the
three months ended March 31, 2021, total other income (expense), net, amounted to $109,909 as compared to $96,265 for the three
months ended March 31, 2020, an increase of $206,174, or 214.2{14cc2b5881a050199a960a1a3483042b446231310e72f0dc471a7a1eddd6b0c3}. The increase in other income, net, was primarily attributable
to gain on disposal of marketable securities incurred in the three months ended March 31, 2021.

 

Income
tax provision
Income tax expense was $0 for the three months ended March 31, 2021 and 2020.

 

 

Net loss.

 

As a result of the foregoing, our net
loss was $231,226, or $(0.00) per share (basic and diluted), for the three months ended March 31, 2021, as compared with net loss
$676,642, or (0.01) per share (basic and diluted), for the three months ended March 31, 2020, a change of approximately $445,416,
or 65.8{14cc2b5881a050199a960a1a3483042b446231310e72f0dc471a7a1eddd6b0c3}.

 

Liquidity and Capital Resources

 

As of March 31, 2021 and December 31,
2020, we had cash and cash equivalents of approximately $444,346 and $1,805,417, respectively.

 

The following table sets forth a summary
of our cash flows for the periods as indicated:

 

    For the Three Months ended  
    March 31,  
    2021     2020  
Net cash used in operating activities   $ (335,916 )   $ (365,392 )
Net cash provided by investing activities   $ (1,009,445 )   $ 8,251  
Net cash provided by financing activities   $ 5,936     $ 339,101  
Effect of exchange rate changes on cash and cash equivalents   $ (21,646 )   $ (19,919 )
Net decrease in cash and cash equivalents   $ (1,361,071 )   $ (37,959 )
Cash and cash equivalents at beginning of period   $ 1,805,417     $ 83,667  
Less: cash and cash equivalents from discontinued operations   $     $  
Cash and cash equivalents at end of period   $ 444,346     $ 45,708  

 

The following table sets forth a summary
of changes in our working capital from December 31, 2020 to March 31, 2021 (dollars in thousands):

 

    March 31,
2021
    December 31,
2020
    Change in Working Capital     Percentage Change  
Working capital:                        
Total current assets   $ 3,773     $ 3,967     $ (194 )     (4.89 ){14cc2b5881a050199a960a1a3483042b446231310e72f0dc471a7a1eddd6b0c3}
Total current liabilities     11,104       11,707       (603 )     (5.15 ){14cc2b5881a050199a960a1a3483042b446231310e72f0dc471a7a1eddd6b0c3}
Working capital   $ (7,331 )   $ (7,740 )   $ (409 )     (5.28 ){14cc2b5881a050199a960a1a3483042b446231310e72f0dc471a7a1eddd6b0c3}

 

Working
capital

 

Total
working capital as of March 31, 2021 amounted to approximately negative $7.3 million, as compared to approximately negative $7.7
million as of December 31, 2020. The deterioration in working capital was due mainly to a decline in net assets.

 

Net cash used
in operating activities was $335,916 for the three months ended March 31, 2021, and consisted primarily of a net loss of $231,226,
adjusted for depreciation and amortization of $58,306 and gain on disposal of marketable securities of $176,870, an decrease in
accounts receivable of $12,982, an increase in prepaid expenses and other receivables of $15,593, a decrease in accounts payable
and accruals of $40,846, an increase in other payable of $23,431, a decrease in deferred revenue of $107.

 

Net cash flow used in investing activities
was $1,009,445 for the three months ended March 31, 2021 as compared to $8,251 for the three months ended March 31, 2020. For
the three months ended March 31, 2020, net cash flow provided by investing activities reflects cash received from disposal of
subsidiary of $8,251.

 

Net cash flow
provided by financing activities was $5,936 for the three months ended March 31, 2021 as compared to $339,101 for the three months
ended March 31, 2020. During the three months ended March 31, 2021, we received advances from related party of $36,491, offset
by repayments for bank loans of $30,555.

 

 

We have historically
funded our capital expenditures through cash flow provided by operations and bank loans. We intend to fund the cost by obtaining
financing mainly from local banking institutions with which we have done business in the past. We believe that the relationships
with local banks are in good standing and we have not encountered difficulties in obtaining needed borrowings from local banks. 

 

Contractual Obligations and Off-Balance
Sheet Arrangements

 

Contractual Obligations

 

We have certain fixed contractual obligations
and commitments that include future estimated payments. Changes in our business needs, cancellation provisions, changing interest
rates, and other factors may result in actual payments differing from the estimates. We cannot provide certainty regarding the
timing and amounts of payments. We have presented below a summary of the most significant assumptions used in our determination
of amounts presented in the tables, in order to assist in the review of this information within the context of our consolidated
financial position, results of operations, and cash flows. The following tables summarize our contractual obligations as of March
31, 2021 (dollars in thousands), and the effect these obligations are expected to have on our liquidity and cash flows in future
periods.

 

    Payments Due by Period  
Contractual obligations:   Total     Less than
1 year
    1-3 years     3-5 years     5+ years  
Bank loans   $ 11,319     $ 6,425     $ 4,894     $     $  
Convertible note (1)     504       504                    
Total   $ 11,823     $ 6,929     $ 4,894     $     $  
   
(1) Convertible note is currently in default with the outstanding balance of $838,571 in principal
and $85,803 accrued interest at March 31, 2020. In April 2020, an amount of $100,000 was redeemed and converted 502,955 shares
of the Company’s common stock. The remaining outstanding balance of Iliad Note was $1,269,464 at April 30, 2020. At
the date of filing, both parties have not reached into the mutual agreement.

 

Off-balance Sheet Arrangements

 

We have not entered into any other financial
guarantees or other commitments to guarantee the payment obligations of any third parties. We have not entered into any derivative
contracts that are indexed to our shares and classified as shareholder’s equity or that are not reflected in our consolidated
financial statements. Furthermore, we do not have any retained or contingent interest in assets transferred to an unconsolidated
entity that serves as credit, liquidity or market risk support to such entity. We do not have any variable interest in any unconsolidated
entity that provides financing, liquidity, market risk or credit support to us or engages in leasing, hedging or research and
development services with us.

 

Inflation

 

The effect of inflation on our revenue
and operating results was not significant.

 

ITEM 3. QUANTITATIVE
AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

 

Not required
for smaller reporting companies.

 

ITEM 4. CONTROLS
AND PROCEDURES

 

Disclosure
Controls and Procedures

 

As required by Rule 13a-15 under the Exchange
Act, our management, including Anthony Che Chung Chan, our chief executive officer, and Ka Man Lam, our chief financial officer,
evaluated the effectiveness of the design and operation of our disclosure controls and procedures as of March 31, 2021. 

 

 

Disclosure controls and procedures refer
to controls and other procedures designed to ensure that information required to be disclosed in the reports we file or submit
under the Securities Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules
and forms of the SEC and that such information is accumulated and communicated to our management, including our chief executive
officer and chief financial officer, as appropriate, to allow timely decisions regarding required disclosure. In designing and
evaluating our disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well
designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management is required
to apply its judgment in evaluating and implementing possible controls and procedures.

 

Management conducted its evaluation of
disclosure controls and procedures under the supervision of our chief executive officer and our chief financial officer. Based
on that evaluation, the management concluded that, because our internal controls over financial reporting are not effective, as
described below, our disclosure controls and procedures were not effective as of March 31, 2021.

 

Management’s Report on Internal
Control over Financial Reporting

 

Our management is responsible for establishing
and maintaining adequate internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) under the Securities
Exchange Act. Our management is also required to assess and report on the effectiveness of our internal control over financial
reporting in accordance with Section 404 of the Sarbanes-Oxley Act of 2002 (“Section 404”). Our management identified
material weaknesses related to (i) Lack of segregation of duties within accounting functions, (ii) Lack of accounting expertise
in US GAAP, and (iii) Insufficient written policies and procedures for accounting and financial reporting with respect to the
requirements and application of both US GAAP and SEC guidelines. Our internal controls over financial reporting were not effective
at March 31, 2021.

 

Due to the current size and nature of
business, segregation of all conflicting duties may not always be possible and may not be economically feasible, and we continue
to rely on third parties for a significant portion of the preparation of our financial statements. As a result, we have not been
able to take steps to improve our internal controls over financial reporting. However, to the extent possible, we will implement
procedures to assure that the initiation of transactions, the custody of assets and the recording of transactions will be performed
by separate individuals.

 

A material weakness (within the meaning
of PCAOB Auditing Standard No. 5) is a deficiency, or a combination of deficiencies, in internal control over financial reporting,
such that there is a reasonable possibility that a material misstatement of our annual or interim financial statements will not
be prevented or detected on a timely basis. A significant deficiency is a deficiency, or a combination of deficiencies, in internal
control over financial reporting that is less severe than a material weakness, yet important enough to merit attention by those
responsible for oversight of the company’s financial reporting.

 

In light of these material weaknesses,
we performed additional analyses and procedures in order to conclude that our consolidated financial statements for the fiscal
quarter ended March 31, 2021 included in this Quarterly Report on Form 10-Q were fairly stated in accordance with the U.S. GAAP.
Accordingly, management believes that despite our material weaknesses, our consolidated financial statements for the fiscal quarter
ended March 31, 2021 are fairly stated, in all material respects, in accordance with the U.S. GAAP.

 

Changes in Internal Controls over
Financial Reporting

 

There were no changes (including corrective
actions with regard to significant deficiencies or material weaknesses) in our internal controls over financial reporting that
occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect,
our internal control over financial reporting. 

 

 

PART II – OTHER
INFORMATION

 

ITEM 5. EXHIBITS

 

 

* Filed herein

 

 

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.

 

  SHARING ECONOMY INTERNATIONAL INC.
     
Date: May 24, 2021 By: /s/ Anthony Che Chung Chan
    Anthony Che Chung Chan
Chief Executive Officer and
    Principal Executive Officer
     
Date: May 24, 2021 By: /s/ Ka Man Lam
    Ka Man Lam
Chief Financial Officer and
    Principal Accounting Officer

 

Exhibit 31.1

 

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

PURSUANT TO SECTION 302 OF THE

SARBANES-OXLEY ACT OF 2002

 

I, Anthony Che Chung Chan, certify that:

 

1. I have reviewed this
quarterly report on Form 10-Q of Sharing Economy International Inc.;

 

2. Based on my knowledge,
this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements
made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

3. Based on my knowledge,
the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the
financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

 

4.  The registrant’s
other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange
Act Rules 13a-15(e) and 15d-15(e)) and internal controls 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 quarterly 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;

 

  d) disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting;

 

5. The registrant’s
other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the
registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent
function):

 

  a) all significant deficiencies and material weaknesses in the design or operation of internal controls 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 controls over financial reporting.

 

Dated: May 24, 2021 By: /s/ Anthony Che Chung Chan
   

Anthony Che Chung Chan

Chief Executive Officer
(Principal Executive Officer)

 

 

 

Exhibit 31.2

 

CERTIFICATION OF PRINCIPAL FINANCIAL AND ACCOUNTING
OFFICER

PURSUANT TO SECTION 302 OF THE

SARBANES-OXLEY ACT OF 2002

 

I, Ka Man Lam, certify that:

 

1. I have reviewed this
quarterly report on Form 10-Q of Sharing Economy International Inc.;

 

2. Based on my knowledge,
this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements
made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

3. Based on my knowledge,
the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the
financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

 

4.  The registrant’s
other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange
Act Rules 13a-15(e) and 15d-15(e)) and internal controls 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 quarterly 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;

 

  d) disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting;

 

5. The registrant’s
other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the
registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent function):

 

  a) all significant deficiencies and material weaknesses in the design or operation of internal controls 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 controls over financial reporting.

 

Dated: May 24, 2021 By: /s/ Ka Man Lam
   

Ka Man Lam

Chief Financial Officer
(Principal Accounting Officer)

 

 

Exhibit 32.1

 

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

 

In connection with the Quarterly
Report of Sharing Economy International Inc. (the “Company”) on Form 10-Q for the period ended March 31, 2021, as filed with
the Securities and Exchange Commission on the date hereof (the “Report”), Anthony Che Chung Chan, chief executive officer
of the Company, and Ka Man Lam, chief financial officer of the Company, certify, pursuant to 18 U.S.C. section 1350 of the Sarbanes-Oxley
Act of 2002, that:

 

  (1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

 

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

 

Date: May 24, 2021 By: /s/ Anthony Che Chung Chan
   

Anthony Che Chung Chan

Chief Executive Officer

    (Principal Executive Officer) 

 

Date: May 24, 2021 By: /s/ Ka Man Lam
   

Ka Man Lam

Chief Financial Officer

(Principal Accounting Officer)

 

A signed original of this written statement required
by Section 906, or other document authenticating, acknowledging, or otherwise adopting the signature that appears in typed form within
the electronic version of this written statement has been provided to the Company and will be retained by the Company and furnished to
the Securities and Exchange Commission or its staff upon request.

 

 

You may have missed