Merion (EWLU) 10-K11 Apr 222021 FY Annual reportFinancial data

Company Profile

Cover

Cover - USD ($)	12 Months Ended
Cover - USD ($)	Dec. 31, 2021	Apr. 08, 2022	Jun. 30, 2021
Cover [Abstract]
Entity Registrant Name	Merion, Inc.
Entity Central Index Key	0001517498
Document Type	10-K
Amendment Flag	false
Entity Voluntary Filers	No
Current Fiscal Year End Date	--12-31
Entity Well Known Seasoned Issuer	No
Entity Small Business	true
Entity Shell Company	false
Entity Emerging Growth Company	false
Entity Current Reporting Status	Yes
Document Period End Date	Dec. 31, 2021
Entity Filer Category	Non-accelerated Filer
Document Fiscal Period Focus	FY
Document Fiscal Year Focus	2021
Entity Common Stock Shares Outstanding		61,519,905
Entity Public Float			$ 106,347,804
Document Annual Report	true
Document Transition Report	false
Entity File Number	333-173681
Entity Incorporation State Country Code	NV
Entity Interactive Data Current	Yes
Entity Ex Transition Period	true
Entity Address Address Line 1	100 N. Barranca St
Entity Address Address Line 2	#1000
Entity Address City Or Town	West Covina
Entity Tax Identification Number	45-2898504
Entity Address Postal Zip Code	91791
City Area Code	626
Local Phone Number	331-7570
Entity Address State Or Province	CA
Auditor Name	Wei, Wei & Co., LLP
Auditor Location	Flushing, New York
Auditor Firm Id	2388

BALANCE SHEETS

BALANCE SHEETS - USD ($)	Dec. 31, 2021	Dec. 31, 2020
CURRENT ASSETS:
Cash	$ 882	$ 9,506
Accounts receivable, net	25,144	75,258
Inventories	22,174	80,730
Prepaid expenses	76,856	190,059
TOTAL CURRENT ASSETS	125,056	355,553
PROPERTY AND EQUIPMENT, net	86,043	400,694
OPERATING RIGHT-OF-USE ASSETS	398,260	612,118
DEPOSITS	15,410	15,410
TOTAL ASSETS	624,769	1,383,775
CURRENT LIABILITIES:
Loan payable - Economic Injury Disaster Loan Current	4,386	2,344
Accounts payable and accrued expenses	218,360	113,125
Deferred revenue	749,600	503,448
Operating lease liabilities - current	288,049	221,819
Long term debt - current	17,395	15,208
Due to shareholder, non-interest bearing	134,500	55,607
TOTAL CURRENT LIABILITIES	1,412,290	911,551
NON-CURRENT LIABILITIES:
Operating lease liabilities - non-current	183,397	411,584
Long term debt	60,598	79,407
Loan payable - Economic Injury Disaster Loan NonCurrent	153,583	150,000
TOTAL NON-CURRENT LIABILITIES	397,578	640,991
TOTAL LIABILITIES	1,809,868	1,552,542
SHAREHOLDERS' DEFICIT:
Common stock, $0.001 par value, 333,333,333 shares authorized, 62,286,573 and 61,519,905 shares issued and outstanding, as of December 31, 2021 and December 31, 2020, respectively*	62,287	61,520
Additional paid-in capital	26,438,841	26,439,608
Deferred stock compensation	0	(179,992)
Deficit	(25,950,532)	(24,754,208)
Stock subscription receivable	(1,735,695)	(1,735,695)
TOTAL SHAREHOLDERS' DEFICIT	(1,185,099)	(168,767)
TOTAL LIABILITIES AND SHAREHOLDERS' DEFICIT	$ 624,769	$ 1,383,775

BALANCE SHEETS (Parenthetical)

BALANCE SHEETS (Parenthetical) - $ / shares	Dec. 31, 2021	Dec. 31, 2020
SHAREHOLDERS' DEFICIT
Common stock, shares par value	$ 0.001	$ 0.001
Common stock, shares authorized	333,333,333	333,333,333
Common stock, shares issued	62,286,573	61,519,905
Common stock, shares outstanding	62,286,573	61,519,905

STATEMENTS OF OPERATIONS

STATEMENTS OF OPERATIONS - USD ($)	12 Months Ended
STATEMENTS OF OPERATIONS - USD ($)	Dec. 31, 2021	Dec. 31, 2020
SALES
TOTAL SALES	$ 1,481,068	$ 439,033
COST OF SALES
TOTAL COST OF SALES	1,035,091	454,346
GROSS PROFIT (LOSS)	445,977	(15,313)
OPERATING EXPENSES
Selling expenses	82,981	48,190
General and administrative expenses	1,271,500	1,345,007
Stock compensation expense	179,992	421,101
Loss (gain) on disposal of equipment	268,800	(16,000)
Total operating expenses	1,803,273	1,798,298
LOSS FROM OPERATIONS	(1,357,296)	(1,813,611)
OTHER INCOME (EXPENSE), net
Other income	36,870	21,136
Finance expenses	(12,890)	(156,163)
Gain on forgiveness of loan payable	137,792	131,100
Total other income (expense), net	161,772	(3,927)
LOSS BEFORE INCOME TAXES	(1,195,524)	(1,817,538)
PROVISION FOR INCOME TAXES	800	800
NET LOSS	$ (1,196,324)	$ (1,818,338)
WEIGHTED AVERAGE NUMBER OF COMMON SHARES
Weighted Average Number Of Share Outstanding Basic And Diluted	61,881,184	59,433,104
LOSS PER SHARE
Earnings Per Share Basic And Diluted	$ (0.02)	$ (0.03)
Direct Sales
SALES
TOTAL SALES	$ 43,217	$ 69,735
COST OF SALES
TOTAL COST OF SALES	29,968	35,690
OEM and Packaging
SALES
TOTAL SALES	1,437,851	369,298
COST OF SALES
TOTAL COST OF SALES	988,917	261,320
Inventory write-down
COST OF SALES
TOTAL COST OF SALES	6,908	49,358
Idle Capacity
COST OF SALES
TOTAL COST OF SALES	$ 9,298	$ 107,978

STATEMENTS OF CHANGES IN SHAREH

STATEMENTS OF CHANGES IN SHAREHOLDERS' DEFICIT - USD ($)	Total	Common Stock	Additional Paid-In Capital	Deferred Stock Compensation	Deficit	Stock Subscription Receivable
Balance, shares at Dec. 31, 2019		59,136,129
Balance, amount at Dec. 31, 2019	$ (5,315,859)	$ 59,136	$ 19,302,663	$ (601,093)	$ (22,935,870)	$ (1,140,695)
Net loss	(1,818,338)	0	0	0	(1,818,338)	0
Amortization of deferred stock compensation	421,101	$ 0	0	421,101	0	0
Issuance of common stock for cash and financing related services, shares		570,666
Issuance of common stock for cash and financing related services, amount	1,055,000	$ 571	1,699,429	0	0	(645,000)
Collection of stock subscription	50,000	$ 0	0	0	0	50,000
Issuance of common stock for debt settlement, shares		1,813,110
Issuance of common stock for debt settlement, amount	5,439,329	$ 1,813	5,437,516	0	0	0
Balance, shares at Dec. 31, 2020		61,519,905
Balance, amount at Dec. 31, 2020	(168,767)	$ 61,520	26,439,608	(179,992)	(24,754,208)	(1,735,695)
Net loss	(1,196,324)	0	0	0	(1,196,324)	0
Amortization of deferred stock compensation	179,992	$ 0	0	179,992	0	0
Vested restricted stock units, shares		766,668
Vested restricted stock units, amount	0	$ 767	767	0	0	0
Balance, shares at Dec. 31, 2021		62,286,573
Balance, amount at Dec. 31, 2021	$ (1,185,099)	$ 62,287	$ 26,438,841	$ 0	$ (25,950,532)	$ (1,735,695)

STATEMENTS OF CASH FLOWS

STATEMENTS OF CASH FLOWS - USD ($)	12 Months Ended
STATEMENTS OF CASH FLOWS - USD ($)	Dec. 31, 2021	Dec. 31, 2020
Cash Flows from Operating Activities:
Net loss	$ (1,196,324)	$ (1,818,338)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation	38,150	59,209
Loss (gain) on disposal of equipment	268,800	(16,000)
Stock compensation expense	179,992	421,101
Amortization of operating right-of-use assets	213,858	189,649
Bad debt expense	0	28,723
Inventory write-down	6,908	49,358
Gain on forgiveness of loan payable	(137,792)	(131,100)
Changes in operating assets and liabilities
Accounts receivable	50,114	(64,200)
Inventories	51,648	35,656
Prepaid expenses	113,203	(166,709)
Accounts payable and accrued expenses	110,862	102,701
Deferred revenue	246,152	496,755
Operating lease liabilities	(161,957)	(176,901)
Net Cash Used in Operating Activities	(216,386)	(990,096)
Cash Flows from Investing Activities:
Proceeds from disposal of equipment	7,700	0
Net Cash Provided by Investing Activities	7,700	0
Cash Flows from Financing Activities:
Proceeds from issuance of common stock and stock subscription	0	1,105,000
Advances from shareholder	103,148	27,927
Repayment of shareholder loan	(24,255)	(410,375)
Advances from third parties, non-interest bearing	0	10,000
Repayment of advances from third parties, non-interest bearing	0	(10,000)
Proceeds from loan payable	137,792	281,100
Principal payments of long-term debt	(16,623)	(13,287)
Net Cash Provided by Financing Activities	200,062	990,365
Net Change in Cash	(8,624)	269
Cash, beginning of year	9,506	9,237
Cash, end of year	882	9,506
Supplemental Disclosure of Cash Flow Information:
Cash paid for interest	2,075	3,866
Cash paid for income tax	800	800
Non-cash Transactions of Investing and Financing Activities:
Stock issued for debt settlement	0	5,439,329
Forgiveness of loan payable	137,792	131,100
Initial recognition of operating right-of-use assets and lease liabilities	0	278,883
Nonmonetary exchange of equipment and issuance of debt for equipment	$ 0	$ 123,902

Organization

Organization	12 Months Ended
Organization	Dec. 31, 2021
Organization
Note 1 - Organization	Note 1 – Organization Merion, Inc. (the “Company”), a Nevada corporation, was formed on February 4, 2011. Its predecessor, E-World USA Holding, Inc., was a California company incorporated in 2007 (“E-World CA”). In April 2011, E-World CA entered into a merger agreement with its wholly-owned subsidiary, E-World USA Holding, Inc., a Nevada corporation (“E-World NV”) that was the survivor of the merger and became the Company. Under the Merger Agreement, the Company issued 30,000,000 shares of its common stock on a one for one basis for each share of E-World CA’s common stock issued and outstanding at the date of the merger. In addition, the Company issued Type A Warrants and Type B Warrants in exchange for comparable warrants issued and outstanding of E-World CA at the date of the merger. On June 27, 2017, the Company filed an amendment to its Articles of Incorporation with the Secretary of State for the State of Nevada to change its name from E-World NV to Merion, Inc. The Company is a provider of health and nutritional supplements and personal care products currently sold on the internet through its website, at www.merionus.com, and to wholesale distributors. The Company also provides Original Equipment Manufacturer (“OEM”) and packaging services of hard capsules, tablets, solid beverage (sachet packaging), teabags, powder, granules, dietary supplements for export, softgel capsules and health food. In May 2021, the Company decided to outsource to third-party manufacturers the production of its branded and OEM products rather than manufacturing through its Nevada factory. As a result, the Company disposed of its machinery and terminated its Nevada factory lease in May 2021. As the Company has significant continuing involvement in the sale of its branded and OEM products through its third-party manufacturers, this restructuring did not constitute a strategic shift that will have a major effect on the Company’s operations and financial results. Therefore, the results of operations for its Nevada factory were not reported as discontinued operations under the guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Section 205.

Going Concern

Going Concern	12 Months Ended
Going Concern	Dec. 31, 2021
Going Concern
Note 2 - Going Concern	Note 2 – Going Concern Management has determined there is substantial doubt about our ability to continue as a going concern as a result of our lack of significant revenues, significant recurring losses, and negative working capital. If we are unable to generate significant revenue or secure additional financing, we may be required to cease or curtail our operations. Our financial statements do not include adjustments that might result from the outcome of this uncertainty. Management is trying to alleviate the going concern risk by: engaging external sales representatives to sell the Company’s products, investigating and securing various financing resources, including but not limited to borrowing from the Company’s major shareholder, private placements, and the possibility of raising funds through a future public offering.

Summary of Significant Accounti

Summary of Significant Accounting Policies	12 Months Ended
Summary of Significant Accounting Policies	Dec. 31, 2021
Summary of Significant Accounting Policies
Note 3 - Summary of Significant Accounting Policies	Note 3 – Summary of Significant Accounting Policies Basis of Presentation These financial statements have been presented in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles in the United States of America requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Significant accounting estimates reflected in the Company’s financial statements include the useful lives of property and equipment, the collectability of receivables, the valuation of inventory and impairment of long-lived assets. The inputs into the Company’s judgments and estimates consider the economic implications of COVID-19 on the Company’s critical and significant accounting estimates. Actual results could differ from those estimates. Cash and cash equivalents The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. Cash and cash equivalents are comprised primarily of money market accounts and foreign and domestic bank accounts. To reduce its credit risk, the Company monitors the credit standing of the financial institutions that hold the Company’s cash and cash equivalents. Accounts Receivable Trade accounts receivable are periodically evaluated for collectability based on credit history with customers and their current financial condition. Bad debt expense or write-offs of receivables are determined on the basis of loss experience, known and inherent risks in the receivable portfolio, and current economic conditions. The accounts receivable balance and allowance for doubtful accounts are as follows: December 31, 2021 December 31, 2020 Accounts receivable $ 25,144 $ 75,258 Allowance for doubtful accounts - - Accounts receivable, net $ 25,144 $ 75,258 Movement of the allowance for doubtful accounts is as follows: Year Ended December 31, 2021 Year Ended December 31, 2020 Beginning balance $ - $ 41,011 Provision for doubtful accounts - 28,723 Less: write-offs - (69,734 ) Ending balance $ - $ - Inventories Inventories are valued at the lower of cost (determined on a first-in, first-out basis) or net realizable value. Inventory consists of nutritional products, beauty products, and raw materials to be used by the Company’s third party manufacturers. Management reviews inventory on hand for estimated obsolescence or unmarketable items, as compared to future demand requirements and the shelf life of the various products. Based on the review, the Company records inventory write-downs, when necessary, when costs exceed expected net realizable value. The inventories’ shelf lives are approximately 3 years. For the years ended December 31, 2021 and 2020, the Company recognized $6,908 and $49,358, respectively, of inventory obsolescence reserves or write-downs. Property and Equipment, net Property and equipment are stated at cost, net of accumulated depreciation. Upon disposition, the cost and related accumulated depreciation and amortization is removed from the books, and any resulting gain or loss is included in operations. The Company provides depreciation and amortization using the straight-line method over the estimated useful lives of various classes as follows: Machinery 10 years Computer and software 3 to 5 years Furniture and fixtures 5 to 10 years Vehicles 5 to 7 years Leasehold improvements over the lesser of the remaining lease term or the expected life of the improvement Repairs and maintenance are charged to operations when incurred while betterments and renewals are capitalized. Right-of-use Asset and Lease Liabilities The Company utilizes the Financial Accounting Standards Board (“FASB”) Accounting Standards Update (“ASU”) 2016-02 “Leases (Topic 842).” for all periods presented. This standard requires lessees to recognize lease assets (“right of use”) and related lease obligations (“lease liabilities”) on the balance sheet for leases with terms in excess of 12 months. Long-Lived Assets Long-lived assets, including property, equipment, and right-of-use-assets with finite lives, are reviewed for impairment whenever events or changes in circumstances (such as a significant adverse change to market conditions that will impact the future use of the assets) indicate that the carrying value of an asset may not be recoverable. The Company assesses the recoverability of the assets based on the undiscounted future cash flows the assets are expected to generate and recognizes an impairment loss when estimated discounted future cash flows expected to result from the use of the asset plus net proceeds expected from disposition of the asset, if any, are less than the carrying value of the asset. When the Company identifies an impairment, the Company reduces the carrying amount of the asset to its estimated fair value based on a discounted cash flow approach or, when available and appropriate, to comparable market values. Management reviewed the impact of COVID-19 and the related disruptions on the Company’s operating results, and based upon potential orders, it believes that currently there was no impairment during the years ended December 31, 2021 and 2020. Deferred Revenue Deferred revenue represents payments advanced by customers on specified product orders or on future orders that have not been shipped as of the balance sheet date. Deferred revenue also represents shipping fee deposits advanced by customers in relation to the unshipped product orders. Deferred revenue is reduced when the related sale is recognized in accordance with the Company’s revenue recognition policy. Fair Value of Financial Instruments The FASB accounting standards codification (“ASC”), FASB ASC 825 Financial Instruments As defined in ASC 820 Fair Value Measurement The three levels of the fair value hierarchy are as follows: Level 1 – Quoted prices that are available in active markets for identical assets or liabilities as of the reporting date. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis. Level 2 – Pricing inputs, other than quoted prices in active markets included in level 1, which are either directly or indirectly observable as of the reporting date and includes those financial instruments that are valued using models or other valuation methodologies. These models are primarily industry-standard models that consider various assumptions, including quoted forward prices for commodities, time value, volatility factors, and current market and contractual prices for the underlying instruments, as well as other relevant economic measures. Substantially all of these assumptions are observable in the marketplace throughout the full term of the instrument, can be derived from observable data or are supported by observable levels at which transactions are executed in the marketplace. Level 3 – Pricing inputs include significant inputs that are generally less observable from objective sources. These inputs may be used with internally developed methodologies that result in management’s best estimate of fair value. Revenue Recognition The Company’s revenue is recognized based on the amount of consideration the Company expects to receive in exchange for satisfying the performance obligations in accordance with ASC 606 Revenue from Contracts with Customers The core principle underlying the revenue recognition is that the Company will recognize revenue to represent the transfer of goods and services to customers in an amount that reflects the consideration to which the Company expects to be entitled in such exchange. This requires the Company to identify contractual performance obligations and determine whether revenue should be recognized at a point in time or over time, based on when control of goods and services transfers to a customer. The Company’s revenue streams are recognized at a point in time, based on when control of goods and services transfers to a customer and there are no remaining performance obligations under the contract. ASC 606 requires the use of a new five-step model to recognize revenue from customer contracts. The five-step model requires that the Company (i) identify the contract with the customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price, including variable consideration to the extent that it is probable that a significant future reversal will not occur, (iv) allocate the transaction price to the respective performance obligations in the contract, and (v) recognize revenue when (or as) the Company satisfies each performance obligation. The Company accounts for a contract with a customer when the contract is committed in writing, the rights of the parties, including payment terms, are identified, the contract has commercial substance and consideration is probable of collection. The Company derives its revenues from sales contracts with its customers with revenues being recognized upon delivery of products. Persuasive evidence of an arrangement is demonstrated via sales contracts and invoices; and the sales price to the customer is fixed upon acceptance of the sales contract. Sales rebates or discounts are recognized as a reduction of revenue when the sale is made. The Company recognizes revenue when control of the goods is transferred upon shipment to the customer by the Company and collectability of payment is reasonably assured. These revenues are recognized at a point in time after all performance obligations are satisfied. The Company also recognizes revenue on shipping and handling fees charged to the Company’s customers. Shipping and handling fee revenue is recognized when products have been delivered at a point in time. Shipping and handling fee revenues totaled $10,430 and $1,288 for the years ended December 31, 2021 and 2020, respectively. Product returns are allowed for unopened products purchased under regular sales terms within 60 days. Allowances for product returns are provided at the time the sale is recorded using historic return rates for each country and the relevant return pattern. Historically the Company has a return rate of nearly zero. Accordingly, the allowance as of December 31, 2021 and 2020 is estimated at $0. In addition to the Company’s 60-day return policy, the Company, at its discretion, may accept a customer’s application for a buy-back of products previously sold within one year at 90% of the original product’s cost less commissions and shipping costs. To date, the Company has not received any buy-back applications. As a result, no allowance for buy-backs had been recorded as of December 31, 2021 and 2020. The majority of the Company’s product sales are generated from China and all of the Company’s OEM and packaging sales are generated from the United States. Shipping and Handling Expenses Shipping and handling costs incurred by the Company are included in selling expenses and totaled $27,443 and $13,617 for the years ended December 31, 2021 and 2020, respectively. Income Taxes The Company utilizes ASC 740 Income Taxes, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred income taxes are recognized for the tax consequences in future years of differences between the tax bases of assets and liabilities and their financial reporting amounts at each period end based on enacted tax laws and statutory tax rates applicable to the periods in which the differences are expected to affect taxable income. Deferred taxes are also recognized for net operating losses that can be carried forward. A valuation allowance is established, when necessary, to reduce net deferred tax assets to the amount expected to be realized. Reverse Stock Split On June 11, 2021, the Company’s Board of Directors approved a 1-for-3 reverse stock split of the Company’s common stock and filed on July 27, 2021, a Certificate of Change with the State of Nevada effective upon filing (see Note 11). All share and per share amounts (except for par value amount) used herein and in the accompanying financial statements have been retroactively restated to reflect this reverse stock split. Basic and Diluted Earnings (Loss) Per Share Generally accepted accounting principles regarding earnings per share (“EPS”) require presentation of basic and diluted earnings (loss) per share in conjunction with the disclosure of the methodology used in computing such earnings (loss) per share. Basic earnings (loss) per share is computed by dividing net income (loss) available to common stockholders by the weighted average of common shares outstanding during the period. Diluted earnings per share takes into account the potential dilution that could occur if securities or other contracts to issue common stock were exercised and converted into common stock. These common stock equivalents are not included when the Company has a loss because they would be anti-dilutive. 766,668 shares of vested but unissued common stock are included in the basic and diluted EPS calculation for the year ended December 31, 2021. Concentration of Credit Risk Financial instruments Financial instruments that potentially subject the Company to concentrations of credit risk are cash and accounts receivable arising from its normal business activities. The Company maintains balances at financial institutions which, from time to time, may exceed Federal Deposit Insurance Corporation (FDIC) insured limits for the banks located in the United States. The Company had no uninsured balances as of December 31, 2021. Major Customers and Suppliers For the year ended December 31, 2021, one customer accounted for approximately 87% of the Company’s sales and for the year ended December 31, 2020, one customer accounted for approximately 56% of the Company’s sales. As of December 31, 2021 and 2020, one customer accounted for approximately 100% and 82% of the Company’s accounts receivable, respectively. For the year ended December 31, 2021, three suppliers accounted for 69% (35%, 23% and 11%) of the Company’s product purchases and for the year ended December 31, 2020, one supplier accounted for 72% of the Company’s product purchases. Related Parties A party is considered to be related to the Company if the party directly or indirectly or through one or more intermediaries, controls, is controlled by, or is under common control with the Company. Related parties also include principal owners of the Company, its management, members of the immediate families of principal owners of the Company and its management and other parties with which the Company may deal if one party controls or can significantly influence management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests. A party which can significantly influence the management or operating policies of the transacting parties or if it has an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests is also a related party. New Accounting Pronouncements In May 2019, the FASB issued ASU 2019-05, which is an update to ASU Update No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which introduced the expected credit losses methodology for the measurement of credit losses on financial assets measured at amortized cost basis, replacing the previous incurred loss methodology. The amendments in Update 2016-13 added Topic 326, Financial Instruments—Credit Losses, and made several consequential amendments to the Codification. The amendments in this update address those stakeholders’ concerns by providing an option to irrevocably elect the fair value option for certain financial assets previously measured at amortized cost basis. For those entities, the targeted transition relief will increase comparability of financial statement information by providing an option to align measurement methodologies for similar financial assets. Furthermore, the targeted transition relief also may reduce the costs for some entities to comply with the amendments in Update 2016-13 while still providing financial statement users with decision-useful information. In November 2019, the FASB issued ASU No. 2019-10, to update the effective date of ASU No. 2016-13 for private companies, not-for-profit organizations and certain smaller reporting companies applying this standard. The new effective date for these preparers is for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The Company has not early adopted this update and it will become effective on January 1, 2023 assuming the Company will remain eligible to be a smaller reporting company. The Company is currently evaluating the impact of this new standard on the Company’s financial statements and related disclosures. In December 2019, the FASB issued ASU 2019-12, “Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes”. The amendments in this Update simplify the accounting for income taxes by removing certain exceptions to the general principles in Topic 740. The amendments also improve consistent application of and simplify GAAP for other areas of Topic 740 by clarifying and amending existing guidance. ASU 2019-12 was effective for the Company for annual and interim reporting periods beginning January 1, 2021. The adoption of this ASU on January 1, 2021 did not have any significant impact on Company’s financial statements and related disclosures. The Company does not believe other recently issued but not yet effective accounting standards and updates, if currently adopted, would have a material effect on the Company’s financial statements.

Inventories

Inventories	12 Months Ended
Inventories	Dec. 31, 2021
Inventories
Note 4 -Inventories	Note 4 – Inventories Inventories consist of raw materials for production, work-in-progress and finished goods available for resale, and can be categorized as: December 31, 2021 December 31, 2020 Raw materials $ 12,136 $ 51,078 Work-in-progress 4,873 8,925 Finished goods 5,165 20,727 Inventories $ 22,174 $ 80,730

Property and Equipment

Property and Equipment	12 Months Ended
Property and Equipment	Dec. 31, 2021
Property and Equipment
Note 5 - Property and Equipment	Note 5 – Property and Equipment Property and equipment consist of the following: December 31, 2021 December 31, 2020 Computer equipment and software $ 114,953 $ 114,953 Furniture and fixtures 26,686 26,686 Automobiles 123,902 123,902 Leasehold improvements 40,053 40,053 Machinery - 420,000 Total 305,594 725,594 Less: accumulated depreciation and amortization (219,551 ) (324,900 ) Property and equipment, net $ 86,043 $ 400,694 Depreciation expense totaled $38,150 and $59,209 for the years ended December 31, 2021 and 2020, respectively. In May 2021, the Company determined that it would outsource to the third-party manufacturers the production of its branded and OEM products rather than manufacturing through its Nevada factory. As a result, the Company disposed of its machinery for $7,700 which resulted in $268,800 of loss on disposal of equipment for the year ended December 31, 2021.

Debt

Debt	12 Months Ended
Debt	Dec. 31, 2021
Debt
Note 6 - Debt	Note 6 – Debt Loan payable - Paycheck Protection Program (“PPP”) On April 17, 2020, the Company received loan proceeds in the amount of approximately $131,100 under the U.S. Small Business Administration (“SBA”) Paycheck Protection Program (“PPP”). The PPP, established as part of the Coronavirus Aid, Relief and Economic Security Act (“CARES Act”), provides for loans to qualifying businesses for amounts up to 2.5 times of the average monthly payroll expenses of the qualified business. The loans and accrued interest are forgivable after eight weeks (or an extended 24-week covered period) as long as the borrower uses the loan proceeds for eligible purposes, including payroll, benefits, rent and utilities, and maintains its payroll levels. The loan forgiveness amount will be reduced for the Economic Injury Disaster Loan (“EIDL”) advance of $10,000 that the Company received on April 28, 2020. The amount of loan forgiveness will be further reduced if the borrower terminates employees or reduces salaries during the eight-week period by more than 25%. The Company filed for loan forgiveness and the application was approved on January 8, 2021. The PPP loan was accounted for as a government grant and the forgiveness of the loan was recorded in other income during the year ended December 31, 2020. On February 2, 2021, the Company received loan proceeds of $137,792 under the U.S. Small Business Administration (“SBA”) second round of the Paycheck Protection Program (“PPP”). The Company filed for loan forgiveness and the application was approved on October 20, 2021. The PPP loan was accounted for as a government grant and the forgiveness of the loan was recorded in other income during the year ended December 31, 2021. Loan payable – Economic Injury Disaster Loan (“EIDL”) On July 17, 2020, the Company received a loan in the amount of $150,000 from the Small Business Administration (“SBA”) EIDL program administered by the SBA pursuant to the CARES Act. In accordance with the requirements of the CARES Act, the Company used the proceeds primarily for working capital to alleviate economic injury caused by the COVID pandemic occurring in the month of January 2020 and continuing thereafter. The SBA loan is scheduled to mature on July 17, 2050 with a 3.75% interest rate and is subject to the terms and conditions applicable to loans administered by the SBA under the CARES Act. The monthly payable, including principal and interest of $731, commences on July 17, 2022. The obligation is payable as follows: Year ended December 31, Amount (Unaudited) 2022 $ 4,386 2023 8,772 2024 8,772 2025 8,772 2026 8,772 Thereafter 229,463 Total SBA loan payment 268,937 Less: interest (110,968 ) Present value of SBA loan 157,969 Less; current portion of SBA loan (4,386 ) Non-current portion of SBA loan $ 153,583 Interest expense for the year ended December 31, 2021 amounted to $5,625. Due to third parties, interest bearing The Company borrowed money from third parties to fund operations. These third parties consisted of friends of Mr. Dinghua Wang, the Chairman, Chief Executive and Financial Officer of the Company, and the spouse of a former board member of the Company. These advances had a weighted average annual interest rate of 10%. and were unsecured. The full balance of the loans of $1,500,000 was transferred to DW California Food Distribution LLC (“DW Food”), a California limited liability company that is owned by Mr. Dinghua Wang, through a debt sale agreement in December 2020. This balance due to DW Food was subsequently paid with shares of the Company’s common stock in December 2020 (See Note 7 – Related Party Transactions). Interest expense for the years ended December 31, 2021 and 2020 for the above loans amounted to $0 and $136,937, respectively. Long term debt In March 2020, the Company purchased and financed a vehicle with a six year loan for approximately $124,000. The Company traded in a fully depreciated vehicle and received a credit of $16,000. The monthly payments are $1,715 from March 2020 to February 2026, with interest at 4.56% per annum. The obligation is payable as follows: Year ended December 31 , Amount (Unaudited) 2022 $ 17,395 2023 18,203 2024 19,049 2025 19,934 2026 3,412 Total long-term debt payment 77,993 Less: current portion (17,395 ) Long term debt $ 60,598 Interest expense for the years ended December 31, 2021 and 2020 for the above loan amounted to $3,961 and $3,866, respectively.

Related Party Transactions

Related Party Transactions	12 Months Ended
Related Party Transactions	Dec. 31, 2021
Related Party Transactions
Note 7 - Related Party Transactions	Note 7 – Related Party Transactions Due to shareholder, non-interest bearing From time to time, Mr. Dinghua Wang advances monies to the Company and the Company repays such advances. Such business transactions are recorded as due to or from Mr. Dinghua Wang at the time of the transaction. During the years ended December 31, 2021 and 2020, advances totaled $103,148 and $27,927, respectively, and repayments totaled $24,255 and $410,375, respectively. As of December 31, 2021 and 2020, the balance due to Mr. Dinghua Wang, non-interest bearing, amounted to $134,500 and $55,607, respectively. This balance is unsecured. Advance from related party, interest bearing The Company borrowed $30,000 from a related party to fund operations in July 2016. This related party is the son of Mr. Dinghua Wang. The advance had an annual interest rate of 10%, was unsecured and was due on March 20, 2024. The advance of $30,000 was transferred to DW Food, a related party, through a debt sale agreement in December 2020. This balance due to DW Food was subsequently paid with shares of the Company’s common stock in December 2020. Interest expense for the years ended December 31, 2021 and 2020 for the above loans amounted to $0 and $2,753, respectively.

Income Taxes

Income Taxes	12 Months Ended
Income Taxes	Dec. 31, 2021
Income Taxes
Note 8 - Income Taxes	Note 8 – Income Taxes The following table reconciles the U.S. statutory rates to the Company’s effective tax rate for the years ended December 31, 2021 and 2020: Year ended December 31, 2021 Year ended December 31, 2020 Federal statutory rate 21.0 % 21.0 % State statutory rate 7.0 % 7.0 % Valuation allowance (25.0 )% (24.2 )% Permanent difference * (3.1 )% (3.8 )% Effective tax rate (0.1 )% (0.0 )% ________ *Represents 50% of meal and entertainment expenses and stock compensation expenses that are not deductible offset by the forgiveness of the PPP loan which is not taxable. The Company uses the asset and liability method, where deferred tax assets and liabilities are determined based on the expected future tax consequences of temporary differences between the carrying amounts of assets and liabilities for financial and income tax reporting purposes. Deferred taxes are also recognized for net operating loss carry forwards which can be utilized to offset taxable income in the future. Net operating losses for the years from 2017 through December 31, 2021 of approximately $6.3 million will not expire but are limited to 80% of income until utilized. Net operating losses for the year ended 2016 and prior years of approximately $4.0 million will expire in the years from 2031 to 2036. As deferred tax assets may not be fully realizable due to potential recurring losses, management has provided a 100% valuation allowance for the deferred tax assets. The components of the deferred tax assets are as follows: December 31, 2021 December 31, 2020 Amortization of intangible assets $ - $ 181,333 Net operating losses 2,892,295 2,593,424 Deferred tax assets 2,892,295 2,774,757 Valuation allowance (2,892,295 ) (2,774,757 ) Deferred tax assets, net $ - $ - Changes in the valuation allowance for deferred tax assets increased by $117,538 and $441,734 for the years ended December 31, 2021 and 2020, respectively. As of December 31, 2021, federal tax returns filed for 2018, 2019 and 2020 remain subject to examination by the taxing authorities. As of December 31, 2021, California tax returns filed for 2017, 2018, 2019 and 2020 remain subject to examination by the taxing authorities

Leases

Leases	12 Months Ended
Leases	Dec. 31, 2021
Leases
Note 9 - Leases	Note 9 – Leases Operating leases Effective January 1, 2019, the Company adopted ASU 2016-02, “Leases” (Topic 842), and elected the practical expedients that did not require us to reassess: (1) whether any expired or existing contracts are, or contain, leases, (2) lease classification for any expired or existing leases and (3) initial direct costs for any expired or existing leases. The Company adopted the practical expedient that allows lessees to treat the lease and non-lease components of a lease as a single lease component. In January 2019, the Company entered an office lease agreement with a 5-year lease term starting in March 2019 and ending in February 2024. The Company recognized lease liabilities of approximately $618,000, with a corresponding right-of-use (“ROU”) asset in the same amount based on the present value of the future minimum rental payments of the lease, using an effective interest rate of 4.78%, which was determined using the Company’s estimated incremental borrowing rate. As of December 31, 2021, the remaining term of the lease is 2.17 years. In March 2020, the Company entered another office lease agreement with a 3-year lease term starting in March 2020 and ending in February 2023. The Company recognized lease liabilities of approximately $279,000, with a corresponding right-of-use (“ROU”) asset in the same amount based on the present value of the future minimum rental payments of the new lease, using an effective interest rate of 4.78%, which was determined using the Company’s incremental borrowing rate. As of December 31, 2021, the remaining term of the lease is 1.17 years. The Company leased factory space on a month-to-month basis, which it classified as an operating lease. This lease was terminated in May 2021. Leases with an initial term of 12 months or less are not recorded on the balance sheet. The Company’s lease agreements do not contain any material residual value guarantees or material restrictive covenants. For the years ended December 31, 2021 and 2020, lease expenses amounted to $253,146 and $264,479, respectively, of which, $14,000 and $42,000 are short-term lease expenses, respectively. The maturity of the Company’s lease obligations is presented below: Year ended December 31 , Amount 2022 $ 302,795 2023 163,885 2024 24,656 Total lease payments 491,336 Less: interest (19,890 ) Present value of lease liabilities 471,446 Less: current portion of lease liabilities (288,049 ) Non-current portion of lease liabilities $ 183,397

Commitments and Contingencies

Commitments and Contingencies	12 Months Ended
Commitments and Contingencies	Dec. 31, 2021
Commitments and Contingencies
Note 10 - Commitments and Contingencies	Note 10 – Commitments and Contingencies Contingencies Coronavirus (COVID-19) At the end of 2019, there was an outbreak of a novel strain of coronavirus (COVID-19) which has spread rapidly to many parts of China and other parts of the world, including the United States. The pandemic resulted in quarantines, travel restrictions, and the temporary closure of stores and facilities in China, United States, and elsewhere around the world. Substantially all of the Company’s revenues are concentrated in China and the United States. Consequently, the COVID-19 pandemic had and may continue to materially adversely affect the Company’s business operations, financial condition and operating results for 2022, including but not limited to the material negative impact to the Company’s suppliers and delivery of products, total revenues, slower collection of accounts receivable and additional bad debt expense. The situation remains highly uncertain for any further outbreak or resurgence of COVID-19 and its new variants. It is therefore difficult for the Company to estimate the impact on our business or operating results that might be adversely affected by any further outbreak or resurgence of COVID-19 and its new variants. In addition, due to COVID-19 going around the world and some of the raw materials to produce our products are sourced from outside of the United States, the suppliers have been and might continue to be negatively impacted due to supply chain disruption, increases of shipping costs and shortages of raw materials around the world. Consequently, COVID-19 has continued to materially adversely affect the Company’s business operations, financial condition and operating results for 2021, including but not limited to the raw material shortage, delay of shipment, and increased price for the Company’s products manufactured by our suppliers. Because of the uncertainty surrounding COVID-19, the financial impact for 2022 cannot be reasonably estimated at this time. The Company’s operations started to recover as total revenues for year ended December 31, 2021 were higher as compared to the same period of 2020. There can be no assurance that we will be able to maintain or increase our revenues for 2022.

Equity

Equity	12 Months Ended
Equity	Dec. 31, 2021
Equity
Note 11 - Equity	Note 11 – Equity Reverse stock split On June 11, 2021, the Company’s Board of Directors approved a 1-for-3 reverse stock split of the Company’s common stock. On July 27, 2021, the Company filed a Certificate of Change with the State of Nevada (the “Certificate”) to effect a 1-for-3 reverse stock split of the Company’s authorized shares of common stock, par value $0.001 (the “Common Stock”), accompanied by a corresponding decrease in the Company’s issued and outstanding shares of Common Stock (the “Reverse Stock Split”), effective upon filing. Following the Reverse Stock Split, the number of authorized shares of Common Stock was reduced from 1,000,000,000 to 333,333,333. Private placements During year ended December 31, 2020, the Company entered into a series of Securities Purchase Agreements with various unrelated third party purchasers, pursuant to which the Company sold to these purchasers in private placements an aggregate of 566,667 shares of the Company’s common stock, at a purchase price of $3.00 per share for an aggregate offering price of $1,700,000. In connection with the private placements, the Company issued an aggregate of 4,000 shares of Common Stock to various unrelated third-party individuals located outside the United States as compensation for introducing private placement investors outside of the U.S. to the Company. These shares were valued at $12,000, which was determined by using the associated average private placement purchase price of $3.00 per share. The value of the shares was accounted for as a reduction of additional paid-in capital because the issuances were made as compensation for financing-related services in connection with the Company’s private placement. As of December 31, 2021 and 2020, $1,735,695 was unpaid and recognized as stock subscription receivables in the accompanying statements of changes in shareholders’ deficit. During the years ended December 31, 2021 and 2020, the Company received $0 and $50,000 of the stock subscription receivables, respectively. Settlement of debt On December 11, 2020, the Company entered into a Debt Repayment Agreement with Mr. Dinghua Wang and DW Food, a company that is owned by him, pursuant to which the Company agreed to repay $5,243,839 of debt owed to Mr. Dinghua Wang and his Company in the form of shares of Common Stock of the Company for an aggregate of 1,747,947 shares at a price of $3.00 per share, which was determined by using the latest private placement purchase price of $3.00 per share. As a result, there was no gain/loss recorded in these transactions. The Debt Repayment was completed pursuant to the exemption from registration provided by Regulation D promulgated under the Securities Act of 1933, as amended. On December 21, 2020, the Company entered into a Debt Repayment Agreement with Mr. Dinghua Wang and DW Food, a company that is owned by him, pursuant to which the Company agreed to repay $195,490 of debt owed to Mr. Dinghua Wang and his Company in the form of shares of Common Stock of the Company for an aggregate of 65,163 shares at a price of $3.00 per share, which was determined by using the latest private placement purchase price of $3.00 per share. As a result, there was no gain/loss recorded in this transaction. The Debt Repayment was completed pursuant to the exemption from registration provided by Regulation D promulgated under the Securities Act of 1933, as amended. Common stock issued for consulting services On March 13, 2019, the Company entered into a consulting agreement with Global Merchants Union (“GMU”), pursuant to which GMU was to provide business, financial operations and planning consultation services to the Company for consideration of $7,500 per month and a one-time stock payment of 333,334 shares of common stock of the Company (the “Share Payment”). The monthly payments in the agreement were cancelled in May 2019. However, GMU was required to provide services in respect to the stock compensation for the remaining term of the agreement until March 12, 2020. For the years ended December 31, 2021 and 2020, amortization of deferred compensation of these shares amounted to $0 and $125,000, respectively. Issuance of restricted common stock On July 13, 2018, the Board of Directors of the Company approved the grant of 766,668 restricted stock units (the “RSUs”) to three employees of the Company, pursuant to the Merion, Inc. 2018 Omnibus Equity Plan. The RSUs vested 30% each on July 13, 2019 and 2020 and the remaining 40% of the RSUs vested on July 13, 2021, in each case provided that the employee remains employed, in good standing, by the Company. These shares were valued at $851,000, determined using the closing price of the Company’s common stock on July 13, 2018 of $1.11 per share, and were being amortized ratably over the term of the vesting period of three years on a straight line basis. The Company accounts for the restricted common stock as equity-settled awards in accordance with ASC 718. For the years ended December 31, 2021 and 2020, amortization of deferred stock compensation of these shares amounted to $179,992 and $296,101, respectively. Although the RSUs were fully vested in July 2021, the Company has not instructed the transfer agent to issue the shares of common stock. However, the 766,668 shares of common stock to be issued are being shown as outstanding as of July 13, 2021 for financial statement purposes. The following table summarizes unvested restricted common stock activity for the years ended December 31, 2021 and for the year ended December 31, 2020: Number of shares Weighted average grant-date fair value per share Outstanding as of December 31, 2019 536,668 $ 1.11 Granted - - Vested 230,000 - Forfeited - - Outstanding as of December 31, 2020 306,668 1.11 Granted - - Vested 306,668 - Forfeited - - Outstanding as of December 31, 2021 - $ -

Subsequent Events

Subsequent Events	12 Months Ended
Subsequent Events	Dec. 31, 2021
Subsequent Events
Note 12 - Subsequent Events	Note 12 – Subsequent Events The Company evaluated all events and transactions that occurred after December 31, 2021 up through the date the Company issued these financial statements on April 8, 2022. Based on the review, the Company did not identify any subsequent events that would have required adjustment or disclosure in the financial statements.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	12 Months Ended
Summary of Significant Accounting Policies (Policies)	Dec. 31, 2021
Summary of Significant Accounting Policies
Basis of Presentation	These financial statements have been presented in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”).
Use of Estimates	The preparation of financial statements in conformity with generally accepted accounting principles in the United States of America requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Significant accounting estimates reflected in the Company’s financial statements include the useful lives of property and equipment, the collectability of receivables, the valuation of inventory and impairment of long-lived assets. The inputs into the Company’s judgments and estimates consider the economic implications of COVID-19 on the Company’s critical and significant accounting estimates. Actual results could differ from those estimates.
Cash and cash equivalents	The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. Cash and cash equivalents are comprised primarily of money market accounts and foreign and domestic bank accounts. To reduce its credit risk, the Company monitors the credit standing of the financial institutions that hold the Company’s cash and cash equivalents.
Accounts Receivable	Trade accounts receivable are periodically evaluated for collectability based on credit history with customers and their current financial condition. Bad debt expense or write-offs of receivables are determined on the basis of loss experience, known and inherent risks in the receivable portfolio, and current economic conditions. The accounts receivable balance and allowance for doubtful accounts are as follows: December 31, 2021 December 31, 2020 Accounts receivable $ 25,144 $ 75,258 Allowance for doubtful accounts - - Accounts receivable, net $ 25,144 $ 75,258 Movement of the allowance for doubtful accounts is as follows: Year Ended December 31, 2021 Year Ended December 31, 2020 Beginning balance $ - $ 41,011 Provision for doubtful accounts - 28,723 Less: write-offs - (69,734 ) Ending balance $ - $ -
Inventories	Inventories are valued at the lower of cost (determined on a first-in, first-out basis) or net realizable value. Inventory consists of nutritional products, beauty products, and raw materials to be used by the Company’s third party manufacturers. Management reviews inventory on hand for estimated obsolescence or unmarketable items, as compared to future demand requirements and the shelf life of the various products. Based on the review, the Company records inventory write-downs, when necessary, when costs exceed expected net realizable value. The inventories’ shelf lives are approximately 3 years. For the years ended December 31, 2021 and 2020, the Company recognized $6,908 and $49,358, respectively, of inventory obsolescence reserves or write-downs.
Property and Equipment, net	Property and equipment are stated at cost, net of accumulated depreciation. Upon disposition, the cost and related accumulated depreciation and amortization is removed from the books, and any resulting gain or loss is included in operations. The Company provides depreciation and amortization using the straight-line method over the estimated useful lives of various classes as follows: Machinery 10 years Computer and software 3 to 5 years Furniture and fixtures 5 to 10 years Vehicles 5 to 7 years Leasehold improvements over the lesser of the remaining lease term or the expected life of the improvement Repairs and maintenance are charged to operations when incurred while betterments and renewals are capitalized.
Right-of-use Asset and Lease Liabilities	The Company utilizes the Financial Accounting Standards Board (“FASB”) Accounting Standards Update (“ASU”) 2016-02 “Leases (Topic 842).” for all periods presented. This standard requires lessees to recognize lease assets (“right of use”) and related lease obligations (“lease liabilities”) on the balance sheet for leases with terms in excess of 12 months.
Long-Lived Assets	Long-lived assets, including property, equipment, and right-of-use-assets with finite lives, are reviewed for impairment whenever events or changes in circumstances (such as a significant adverse change to market conditions that will impact the future use of the assets) indicate that the carrying value of an asset may not be recoverable. The Company assesses the recoverability of the assets based on the undiscounted future cash flows the assets are expected to generate and recognizes an impairment loss when estimated discounted future cash flows expected to result from the use of the asset plus net proceeds expected from disposition of the asset, if any, are less than the carrying value of the asset. When the Company identifies an impairment, the Company reduces the carrying amount of the asset to its estimated fair value based on a discounted cash flow approach or, when available and appropriate, to comparable market values. Management reviewed the impact of COVID-19 and the related disruptions on the Company’s operating results, and based upon potential orders, it believes that currently there was no impairment during the years ended December 31, 2021 and 2020.
Deferred Revenue	Deferred revenue represents payments advanced by customers on specified product orders or on future orders that have not been shipped as of the balance sheet date. Deferred revenue also represents shipping fee deposits advanced by customers in relation to the unshipped product orders. Deferred revenue is reduced when the related sale is recognized in accordance with the Company’s revenue recognition policy.
Fair Value of Financial Instruments	The FASB accounting standards codification (“ASC”), FASB ASC 825 Financial Instruments As defined in ASC 820 Fair Value Measurement The three levels of the fair value hierarchy are as follows: Level 1 – Quoted prices that are available in active markets for identical assets or liabilities as of the reporting date. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis. Level 2 – Pricing inputs, other than quoted prices in active markets included in level 1, which are either directly or indirectly observable as of the reporting date and includes those financial instruments that are valued using models or other valuation methodologies. These models are primarily industry-standard models that consider various assumptions, including quoted forward prices for commodities, time value, volatility factors, and current market and contractual prices for the underlying instruments, as well as other relevant economic measures. Substantially all of these assumptions are observable in the marketplace throughout the full term of the instrument, can be derived from observable data or are supported by observable levels at which transactions are executed in the marketplace. Level 3 – Pricing inputs include significant inputs that are generally less observable from objective sources. These inputs may be used with internally developed methodologies that result in management’s best estimate of fair value.
Revenue Recognition	The Company’s revenue is recognized based on the amount of consideration the Company expects to receive in exchange for satisfying the performance obligations in accordance with ASC 606 Revenue from Contracts with Customers The core principle underlying the revenue recognition is that the Company will recognize revenue to represent the transfer of goods and services to customers in an amount that reflects the consideration to which the Company expects to be entitled in such exchange. This requires the Company to identify contractual performance obligations and determine whether revenue should be recognized at a point in time or over time, based on when control of goods and services transfers to a customer. The Company’s revenue streams are recognized at a point in time, based on when control of goods and services transfers to a customer and there are no remaining performance obligations under the contract. ASC 606 requires the use of a new five-step model to recognize revenue from customer contracts. The five-step model requires that the Company (i) identify the contract with the customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price, including variable consideration to the extent that it is probable that a significant future reversal will not occur, (iv) allocate the transaction price to the respective performance obligations in the contract, and (v) recognize revenue when (or as) the Company satisfies each performance obligation. The Company accounts for a contract with a customer when the contract is committed in writing, the rights of the parties, including payment terms, are identified, the contract has commercial substance and consideration is probable of collection. The Company derives its revenues from sales contracts with its customers with revenues being recognized upon delivery of products. Persuasive evidence of an arrangement is demonstrated via sales contracts and invoices; and the sales price to the customer is fixed upon acceptance of the sales contract. Sales rebates or discounts are recognized as a reduction of revenue when the sale is made. The Company recognizes revenue when control of the goods is transferred upon shipment to the customer by the Company and collectability of payment is reasonably assured. These revenues are recognized at a point in time after all performance obligations are satisfied. The Company also recognizes revenue on shipping and handling fees charged to the Company’s customers. Shipping and handling fee revenue is recognized when products have been delivered at a point in time. Shipping and handling fee revenues totaled $10,430 and $1,288 for the years ended December 31, 2021 and 2020, respectively. Product returns are allowed for unopened products purchased under regular sales terms within 60 days. Allowances for product returns are provided at the time the sale is recorded using historic return rates for each country and the relevant return pattern. Historically the Company has a return rate of nearly zero. Accordingly, the allowance as of December 31, 2021 and 2020 is estimated at $0. In addition to the Company’s 60-day return policy, the Company, at its discretion, may accept a customer’s application for a buy-back of products previously sold within one year at 90% of the original product’s cost less commissions and shipping costs. To date, the Company has not received any buy-back applications. As a result, no allowance for buy-backs had been recorded as of December 31, 2021 and 2020. The majority of the Company’s product sales are generated from China and all of the Company’s OEM and packaging sales are generated from the United States.
Shipping and Handling Expenses	Shipping and handling costs incurred by the Company are included in selling expenses and totaled $27,443 and $13,617 for the years ended December 31, 2021 and 2020, respectively.
Income Taxes	The Company utilizes ASC 740 Income Taxes, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred income taxes are recognized for the tax consequences in future years of differences between the tax bases of assets and liabilities and their financial reporting amounts at each period end based on enacted tax laws and statutory tax rates applicable to the periods in which the differences are expected to affect taxable income. Deferred taxes are also recognized for net operating losses that can be carried forward. A valuation allowance is established, when necessary, to reduce net deferred tax assets to the amount expected to be realized.
Reverse Stock Split	On June 11, 2021, the Company’s Board of Directors approved a 1-for-3 reverse stock split of the Company’s common stock and filed on July 27, 2021, a Certificate of Change with the State of Nevada effective upon filing (see Note 11). All share and per share amounts (except for par value amount) used herein and in the accompanying financial statements have been retroactively restated to reflect this reverse stock split.
Basic and Diluted Earnings (Loss) Per Share	Generally accepted accounting principles regarding earnings per share (“EPS”) require presentation of basic and diluted earnings (loss) per share in conjunction with the disclosure of the methodology used in computing such earnings (loss) per share. Basic earnings (loss) per share is computed by dividing net income (loss) available to common stockholders by the weighted average of common shares outstanding during the period. Diluted earnings per share takes into account the potential dilution that could occur if securities or other contracts to issue common stock were exercised and converted into common stock. These common stock equivalents are not included when the Company has a loss because they would be anti-dilutive. 766,668 shares of vested but unissued common stock are included in the basic and diluted EPS calculation for the year ended December 31, 2021.
Concentration of Credit Risk	Financial instruments Financial instruments that potentially subject the Company to concentrations of credit risk are cash and accounts receivable arising from its normal business activities. The Company maintains balances at financial institutions which, from time to time, may exceed Federal Deposit Insurance Corporation (FDIC) insured limits for the banks located in the United States. The Company had no uninsured balances as of December 31, 2021. Major Customers and Suppliers For the year ended December 31, 2021, one customer accounted for approximately 87% of the Company’s sales and for the year ended December 31, 2020, one customer accounted for approximately 56% of the Company’s sales. As of December 31, 2021 and 2020, one customer accounted for approximately 100% and 82% of the Company’s accounts receivable, respectively. For the year ended December 31, 2021, three suppliers accounted for 69% (35%, 23% and 11%) of the Company’s product purchases and for the year ended December 31, 2020, one supplier accounted for 72% of the Company’s product purchases.
Related Parties	A party is considered to be related to the Company if the party directly or indirectly or through one or more intermediaries, controls, is controlled by, or is under common control with the Company. Related parties also include principal owners of the Company, its management, members of the immediate families of principal owners of the Company and its management and other parties with which the Company may deal if one party controls or can significantly influence management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests. A party which can significantly influence the management or operating policies of the transacting parties or if it has an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests is also a related party.
New Accounting Pronouncements	In May 2019, the FASB issued ASU 2019-05, which is an update to ASU Update No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which introduced the expected credit losses methodology for the measurement of credit losses on financial assets measured at amortized cost basis, replacing the previous incurred loss methodology. The amendments in Update 2016-13 added Topic 326, Financial Instruments—Credit Losses, and made several consequential amendments to the Codification. The amendments in this update address those stakeholders’ concerns by providing an option to irrevocably elect the fair value option for certain financial assets previously measured at amortized cost basis. For those entities, the targeted transition relief will increase comparability of financial statement information by providing an option to align measurement methodologies for similar financial assets. Furthermore, the targeted transition relief also may reduce the costs for some entities to comply with the amendments in Update 2016-13 while still providing financial statement users with decision-useful information. In November 2019, the FASB issued ASU No. 2019-10, to update the effective date of ASU No. 2016-13 for private companies, not-for-profit organizations and certain smaller reporting companies applying this standard. The new effective date for these preparers is for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The Company has not early adopted this update and it will become effective on January 1, 2023 assuming the Company will remain eligible to be a smaller reporting company. The Company is currently evaluating the impact of this new standard on the Company’s financial statements and related disclosures. In December 2019, the FASB issued ASU 2019-12, “Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes”. The amendments in this Update simplify the accounting for income taxes by removing certain exceptions to the general principles in Topic 740. The amendments also improve consistent application of and simplify GAAP for other areas of Topic 740 by clarifying and amending existing guidance. ASU 2019-12 was effective for the Company for annual and interim reporting periods beginning January 1, 2021. The adoption of this ASU on January 1, 2021 did not have any significant impact on Company’s financial statements and related disclosures. The Company does not believe other recently issued but not yet effective accounting standards and updates, if currently adopted, would have a material effect on the Company’s financial statements.

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Tables)	12 Months Ended
Summary of Significant Accounting Policies (Tables)	Dec. 31, 2021
Summary of Significant Accounting Policies
Schedule Accounts receivable balance and allowance for doubtful accounts	December 31, 2021 December 31, 2020 Accounts receivable $ 25,144 $ 75,258 Allowance for doubtful accounts - - Accounts receivable, net $ 25,144 $ 75,258
Schedule of Movement of the allowance for doubtful accounts	Year Ended December 31, 2021 Year Ended December 31, 2020 Beginning balance $ - $ 41,011 Provision for doubtful accounts - 28,723 Less: write-offs - (69,734 ) Ending balance $ - $ -
Summary of estimated useful lives	Machinery 10 years Computer and software 3 to 5 years Furniture and fixtures 5 to 10 years Vehicles 5 to 7 years Leasehold improvements over the lesser of the remaining lease term or the expected life of the improvement

Inventories (Tables)

Inventories (Tables)	12 Months Ended
Inventories (Tables)	Dec. 31, 2021
Inventories
Schedule of Inventories	December 31, 2021 December 31, 2020 Raw materials $ 12,136 $ 51,078 Work-in-progress 4,873 8,925 Finished goods 5,165 20,727 Inventories $ 22,174 $ 80,730

Property and Equipment (Tables)

Property and Equipment (Tables)	12 Months Ended
Property and Equipment (Tables)	Dec. 31, 2021
Property and Equipment
Schedule Property and Equipment	December 31, 2021 December 31, 2020 Computer equipment and software $ 114,953 $ 114,953 Furniture and fixtures 26,686 26,686 Automobiles 123,902 123,902 Leasehold improvements 40,053 40,053 Machinery - 420,000 Total 305,594 725,594 Less: accumulated depreciation and amortization (219,551 ) (324,900 ) Property and equipment, net $ 86,043 $ 400,694

Debt (Tables)

Debt (Tables)	12 Months Ended
Debt (Tables)	Dec. 31, 2021
Debt
Schedule of short term debt	Year ended December 31, Amount (Unaudited) 2022 $ 4,386 2023 8,772 2024 8,772 2025 8,772 2026 8,772 Thereafter 229,463 Total SBA loan payment 268,937 Less: interest (110,968 ) Present value of SBA loan 157,969 Less; current portion of SBA loan (4,386 ) Non-current portion of SBA loan $ 153,583
Schedule of long term debt	Year ended December 31 , Amount (Unaudited) 2022 $ 17,395 2023 18,203 2024 19,049 2025 19,934 2026 3,412 Total long-term debt payment 77,993 Less: current portion (17,395 ) Long term debt $ 60,598

Income Taxes (Tables)

Income Taxes (Tables)	12 Months Ended
Income Taxes (Tables)	Dec. 31, 2021
Income Taxes
Reconciliation of statutory tax rate	Year ended December 31, 2021 Year ended December 31, 2020 Federal statutory rate 21.0 % 21.0 % State statutory rate 7.0 % 7.0 % Valuation allowance (25.0 )% (24.2 )% Permanent difference * (3.1 )% (3.8 )% Effective tax rate (0.1 )% (0.0 )%
Schedule of deferred tax assets	December 31, 2021 December 31, 2020 Amortization of intangible assets $ - $ 181,333 Net operating losses 2,892,295 2,593,424 Deferred tax assets 2,892,295 2,774,757 Valuation allowance (2,892,295 ) (2,774,757 ) Deferred tax assets, net $ - $ -

Leases (Tables)

Leases (Tables)	12 Months Ended
Leases (Tables)	Dec. 31, 2021
Leases
Schedule lease obligations	Year ended December 31 , Amount 2022 $ 302,795 2023 163,885 2024 24,656 Total lease payments 491,336 Less: interest (19,890 ) Present value of lease liabilities 471,446 Less: current portion of lease liabilities (288,049 ) Non-current portion of lease liabilities $ 183,397

Equity (Tables)

Equity (Tables)	12 Months Ended
Equity (Tables)	Dec. 31, 2021
Equity
Summary of unvested restricted common stock activity	Number of shares Weighted average grant-date fair value per share Outstanding as of December 31, 2019 536,668 $ 1.11 Granted - - Vested 230,000 - Forfeited - - Outstanding as of December 31, 2020 306,668 1.11 Granted - - Vested 306,668 - Forfeited - - Outstanding as of December 31, 2021 - $ -

Organization (Details Narrative

Organization (Details Narrative) - Merger agreement [Member] - E-World USA Holdings, Inc. [Member]	1 Months Ended
	Apr. 30, 2011shares
Common stock issued at merger agreement	30,000,000
Common stock issued at merger agreement, description	In April 2011, E-World CA entered into a merger agreement with its wholly-owned subsidiary, E-World USA Holding, Inc.,

Summary of Significant Accoun_4

Summary of Significant Accounting Policies (Details) - USD ($)	Dec. 31, 2021	Dec. 31, 2020
Summary of Significant Accounting Policies
Accounts receivable	$ 25,144	$ 75,258
Allowance for doubtful accounts	0	0
Accounts receivable, net	$ 25,144	$ 75,258

Summary of Significant Accoun_5

Summary of Significant Accounting Policies (Details 1) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Summary of Significant Accounting Policies
Beginning balance	$ 0	$ 41,011
Provision for doubtful accounts	0	28,723
Less: write-offs	0	(69,734)
Ending balance	$ 0	$ 0

Summary of Significant Accoun_6

Summary of Significant Accounting Policies (Details 2)	12 Months Ended
Summary of Significant Accounting Policies (Details 2)	Dec. 31, 2021
Estimated useful lives	3 years
Machinery [Member]
Estimated useful lives	10 years
Computer and software [Member] \| Minimum [Member]
Estimated useful lives	3 years
Computer and software [Member] \| Maximum [Member]
Estimated useful lives	5 years
Furniture and fixtures [Member] \| Minimum [Member]
Estimated useful lives	5 years
Furniture and fixtures [Member] \| Maximum [Member]
Estimated useful lives	10 years
Vehicles [Member] \| Minimum [Member]
Estimated useful lives	5 years
Vehicles [Member] \| Maximum [Member]
Estimated useful lives	7 years
Leasehold improvement [Member]
Estimated useful lives for leasehold improvement	over the lesser of the remaining lease term or the expected life of the improvement

Summary of Significant Accoun_7

Summary of Significant Accounting Policies (Details Narrative) - USD ($)	Jun. 11, 2021	Dec. 31, 2021	Dec. 31, 2020
Product warranty description		the Company’s 60-day return policy, the Company, at its discretion, may accept a customer’s application for a buy-back of products previously sold within one year at 90% of the original product’s cost less commissions and shipping costs.
Inventory write-down		$ 6,908	$ 49,358
Description of reverse stock split	1-for-3 reverse stock split
Product purchases		69.00%
Inventories shelf lives		3 years
TOTAL SALES		$ 1,481,068	439,033
Selling expenses		$ 82,981	$ 48,190
Restricted Common Stock [Member]
Unvested restricted common stock, outstanding		766,668
One Customer [Member]
Product purchases		35.00%	72.00%
Product sales		87.00%	56.00%
Accounts receivable		100.00%	82.00%
Three Customer [Member]
Product purchases		11.00%
Two Customer [Member]
Product purchases		23.00%
Shipping and Handling [Member]
TOTAL SALES		$ 10,430	$ 1,288
Selling expenses		$ 27,443	$ 13,617

Inventories (Details)

Inventories (Details) - USD ($)	Dec. 31, 2021	Dec. 31, 2020
Inventories
Raw materials	$ 12,136	$ 51,078
Work-in-progress	4,873	8,925
Finished goods	5,165	20,727
Total Inventories	$ 22,174	$ 80,730

Property and Equipment (Details

Property and Equipment (Details) - USD ($)	Dec. 31, 2021	Dec. 31, 2020
Property and equipment, gross	$ 305,594	$ 725,594
Less: accumulated depreciation and amortization	(219,551)	(324,900)
Property and equipment, net	86,043	400,694
Machinery [Member]
Property and equipment, gross	0	420,000
Leasehold improvement [Member]
Property and equipment, gross	40,053	40,053
Computer equipment and software [Member]
Property and equipment, gross	114,953	114,953
Furniture and fixtures [Member]
Property and equipment, gross	26,686	26,686
Automobile [Member]
Property and equipment, gross	$ 123,902	$ 123,902

Property and Equipment (Detai_2

Property and Equipment (Details Narrative) - USD ($)	12 Months Ended
Property and Equipment (Details Narrative) - USD ($)	Dec. 31, 2021	Dec. 31, 2020
Property and Equipment
Depreciation expense	$ 38,150	$ 59,209
Loss (gain) on disposal of equipment	268,800	(16,000)
Proceeds from disposal of equipment	$ 7,700	$ 0

Debt (Details)

Debt (Details)	Dec. 31, 2021USD ($)
Debt
2022	$ 4,386
2023	8,772
2024	8,772
2025	8,772
2026	8,772
Thereafter	229,463
Total SBA loan payment	268,937
Less: interest	(110,968)
Present value of SBA loan	157,969
Current portion of SBA loan	(4,386)
Non-current portion of SBA loan	$ 153,583

Debt (Details 1)

Debt (Details 1) - USD ($)	Dec. 31, 2021	Dec. 31, 2020
Debt
2022	$ 17,395
2023	18,203
2024	19,049
2025	19,934
2026	3,412
Total long-term debt payment	77,993
Less: current portion	(17,395)	$ (15,208)
Long term debt	$ 60,598

Debt (Details Narrative)

Debt (Details Narrative) - USD ($)	1 Months Ended			12 Months Ended
Debt (Details Narrative) - USD ($)	Jul. 17, 2020	Apr. 17, 2020	Mar. 31, 2020	Dec. 31, 2021	Dec. 31, 2020	Apr. 28, 2020
Proceeds from loan payable - paycheck protection program				$ 137,792	$ 281,100
Paycheck Protection Program ("PPP") [Member]
Proceeds from loan		$ 131,100
Advance received						$ 10,000
Description of loan forgiveness		The amount of loan forgiveness will be further reduced if the borrower terminates employees or reduces salaries during the eight-week period by more than 25%
Third party borrowing One [Member]
Due to third parties, interest bearing				1,500,000
Interest expense				$ 0	136,937
Description of due to third party, interest bearing				The full balance of the loans of $1,500,000 was transferred to DW California Food Distribution LLC (“DW Food”), a California limited liability company that is owned by Mr. Dinghua Wang, through a debt sale agreement in December 2020.
Vehicles [Member]
Interest expense				$ 3,961	$ 3,866
Long term loan			$ 124,000
Loan term			6 years
Periodic payment, monthly			$ 1,715
Interest rate			4.56%
Periodic payment term			from March 2020 to February 2026
Proceeds from sale of assets			$ 16,000
SBA [Member]
Proceeds from loan payable - paycheck protection program				137,792
Interest expense				$ 5,625
Maturity date description	July 17, 2050
Interest rate	3.75%
Loans payable included principle and interest	$ 731
Loan payable	$ 150,000

Related Party Transactions (Det

Related Party Transactions (Details Narrative) - USD ($)	1 Months Ended	12 Months Ended
Related Party Transactions (Details Narrative) - USD ($)	Jul. 31, 2016	Dec. 31, 2021	Dec. 31, 2020	Mar. 31, 2020	Jan. 31, 2019
Proceeds from related party debt		$ 103,148	$ 27,927
Interest rate				4.78%	4.78%
Due to shareholder, non-interest bearing		134,500	55,607
Chief Executive Officers [Member]
Proceeds from related party debt	$ 30,000
Interest expense		0	2,753
Interest rate	10.00%
Maturity date	Mar. 20, 2024
Due to shareholder, interest bearing			30,000
Mr. Dinghua Wang [Member] \| Unsecured loan [Member]
Due to shareholder, non-interest bearing		134,500	55,607
Repayment of shareholder loan, non-interest bearing		$ 24,255	$ 410,375

Income Taxes (Details)

Income Taxes (Details)	12 Months Ended
Income Taxes (Details)	Dec. 31, 2021	Dec. 31, 2020
Income Taxes
Federal statutory rate	21.00%	21.00%
State statutory rate	7.00%	7.00%
Valuation allowance	(25.00%)	(24.20%)
Permanent difference	(3.10%)	(3.80%)
Effective tax rate	(0.10%)	(0.00%)

Income Taxes (Details 1)

Income Taxes (Details 1) - USD ($)	Dec. 31, 2021	Dec. 31, 2020
Income Taxes
Amortization of intangible assets	$ 0	$ 181,333
Net operating losses	2,892,295	2,593,424
Deferred tax assets	2,892,295	2,774,757
Valuation allowance	(2,892,295)	(2,774,757)
Deferred tax assets, net	$ 0	$ 0

Income Taxes (Details Narrative

Income Taxes (Details Narrative) - USD ($)	12 Months Ended
Income Taxes (Details Narrative) - USD ($)	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2016
Income Taxes
Operating loss carry-forward expiry description	Net operating losses for the years from 2017 through December 31, 2021 of approximately $6.3 million will not expire but are limited to 80% of income until utilized. Net operating losses for the year ended 2016 and prior years of approximately $4.0 million will expire in the years from 2031 to 2036.
Deferred tax assets, valuation allowance percentage	100.00%
Net operating loss	$ 6,300,000		$ 4,000,000
Changes in the valuation allowance	$ 117,538	$ 441,734

Lease (Details)

Lease (Details)	Dec. 31, 2021USD ($)
Year ended December 31,
2022	$ 302,795
2023	163,885
2024	24,656
Total lease payments	491,336
Less: interest	(19,890)
Present value of lease liabilities	471,446
Less: current portion of lease liabilities	(288,049)
Non-current portion of lease liabilities	$ 183,397

Lease (Details Narrative)

Lease (Details Narrative) - USD ($)	1 Months Ended		12 Months Ended
Lease (Details Narrative) - USD ($)	Mar. 31, 2020	Jan. 31, 2019	Dec. 31, 2021	Dec. 31, 2020
Operating lease labilities	$ 279,000	$ 618,000
Effective interest rate	4.78%	4.78%
Lease expenses			$ 253,146	$ 264,479
Short-term lease expenses			$ 14,000	$ 42,000
Operating lease, lease term	3 years
Operating lease, remaining term			1 year 2 months 1 day
Lease Agreements [Member]
Operating lease, lease term		5 years
Operating lease, remaining term			2 years 2 months 1 day

Equity (Details)

Equity (Details) - Restricted Common Stock [Member] - $ / shares	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Number of shares, outstanding, beginning	306,668	536,668
Number of shares, Vested	306,668	230,000
Number of shares, outstanding, ending	0	306,668
Weighted average grant date fair value per share, beginning	$ 1.11	$ 1.11
Weighted average grant date fair value per share, Granted	0	0
Weighted average grant date fair value per share, Vested	0	0
Weighted average grant date fair value per share, Forfeited	0	0
Weighted average grant date fair value per share, ending	$ 0	$ 1.11

Equity (Details Narrative)

Equity (Details Narrative) - USD ($)	Jun. 11, 2021	Dec. 11, 2020	Mar. 13, 2019	Jul. 13, 2018	Dec. 21, 2020	Dec. 31, 2021	Dec. 31, 2020	Jul. 27, 2021
Stock Subscription Receivable						$ (1,735,695)	$ (1,735,695)
Stock subscription received						$ 0	$ 50,000
Common stock, authorized shares						333,333,333	333,333,333
Description of reverse stock split	1-for-3 reverse stock split
Common stock, shares issued						62,286,573	61,519,905
Consulting Agreement [Member] \| Global Merchants Union [Member]
Common stock, shares issued			333,334
Amortization of deferred stock compensation						$ 0	$ 125,000
Monthly consulting fee			$ 7,500
Omnibus Equity Plan [Member] \| Restricted Stocks [Member]
Purchase price per share				$ 1.11
Common stock, shares issued				766,668
Amortization of deferred stock compensation						$ 179,992	$ 296,101
Vested description						The RSUs vested 30% each on July 13, 2019 and 2020 and the remaining 40% of the RSUs vested on July 13, 2021
Common stock, shares sold, value				851,000
Securities Purchase Agreement [Member] \| Private Placement [Member]
Purchase price per share							$ 3
Common stock, shares issued during the period, amount							$ 1,700,000
Common stock, shares issued during the period, shares							566,667
Securities Purchase Agreement [Member] \| Third Party Individuals [Member] \| Private Placement [Member]
Purchase price per share							$ 3
Common stock, shares issued during the period, amount							$ 12,000
Common stock, shares issued during the period, shares							4,000
Mr. Dinghua Wang [Member]
Repayment of debt		$ 5,243,839			$ 195,490
Purchase price per share		$ 3			$ 3
Common stock shares issued upon conversion of debt		1,747,947			65,163
Latest private placement purchase price per share		$ 3			$ 3
Reverse stock split [Member]
Common stock, authorized shares	1,000,000,000							333,333,333
Common stock par value						$ 0.001
Description of reverse stock split	1-for-3 reverse stock split