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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

 

For The Quarterly Period Ended March 31, 2024

 

or

 

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the transition period from _______________ to _______________

 

Commission File Number 000-53208

 

SINO GREEN LAND CORPORATION

(Exact name of registrant issuer as specified in its charter)

 

Nevada   54-0484915

(State or other jurisdiction of

incorporation or organization)

 

(I.R.S. Employer

Identification No.)

 

No. 3 & 5, Jalan Hi Tech 7/7, Kawasan Perindustrian Hi Tech 7,

43500 Semenyih, Selangor, Malaysia.

(Address of principal executive offices, including zip code)

 

Registrant’s phone number, including area code +603 8727 8732

 

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

 

Title of each class:   Trading Symbol(s)   Name of each exchange on which registered:
Common Stock, $0.001 par value   SGLA   OTC Market – Pink Sheets

 

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 (section 232.405 of this chapter) during the preceding twelve months (or 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, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

 

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

 

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY

PROCEEDINGS DURING THE PRECEDING FIVE YEARS:

 

Indicate by check mark whether the registrant has fled all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court.

 

Yes ☐ No

 

APPLICABLE ONLY TO CORPORATE ISSUERS:

 

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

 

Class   Outstanding at May 15, 2024
Common Stock, $0.001 par value   161,809,738

 

 

 

 

 

 

TABLE OF CONTENTS

 

    Page
PART I FINANCIAL INFORMATION  
ITEM 1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS: 3
  Condensed Consolidated Balance Sheets as of March 31, 2024 (Unaudited) and June 30, 2023 3
  Condensed Consolidated Statements of Operations and Comprehensive Loss for the Three and Nine Months Ended March 31, 2024 and 2023 (unaudited) 4
  Condensed Consolidated Statements of Stockholders’ Deficit for the Three and Nine Months Ended March 31, 2024 and 2023 (unaudited) 5
  Condensed Consolidated Statements of Cash Flows for the Nine Months Ended March 31, 2024 and 2023 (unaudited) 6
  Notes to Condensed Consolidated Financial Statements for the Three and Nine Months Ended March 31, 2024 and 2023 (unaudited) 7
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 15
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 18
ITEM 4. CONTROLS AND PROCEDURES 18
PART II OTHER INFORMATION  
ITEM 1. LEGAL PROCEEDINGS 18
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS 19
ITEM 3. DEFAULTS UPON SENIOR SECURITIES 19
ITEM 4. MINE SAFETY DISCLOSURES 19
ITEM 5. OTHER INFORMATION 19
ITEM 6. EXHIBITS 19
  SIGNATURES 20

 

2

 

 

PART I FINANCIAL INFORMATION

 

ITEM 1. CONDENSED FINANCIAL STATEMENTS:

 

SINO GREEN LAND CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEETS

AS OF March 31, 2024, AND JUNE 30, 2023

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

         
   As of 
   March 31, 2024   June 30, 2023 
   (Unaudited)     
Assets          
Current assets          
Cash and cash equivalents  $94,310   $125,134 
Accounts receivable   75,020    52,796 
Inventories   173,866    198,093 
Prepaid expenses and other current assets   90,987    104,579 
Total current assets   434,183    480,602 
           
Non-current assets          
Property, plant and equipment, net   4,069,858    2,528,124 
Operating lease right-of-use assets   -    42,546 
Finance lease right-of-use assets   79,302    - 
Total Assets  $4,583,343   $3,051,272 
           
Liabilities and Stockholders’ Equity (Deficit)          
Current liabilities          
Accounts payable and accrued expense  $265,041   $152,626 
Customer advances   34,339    - 
Convertible note payable   750,000    750,000 
Notes payable, secured – current   66,259    36,266 
Advances due to the related parties   1,959,952    760,789 
Finance lease obligations – current   18,536    - 
Operating lease obligations – current   -    44,167 
Total current liabilities   3,094,127    1,743,848 
           
Non-current liabilities          
Finance lease obligations – non-current   46,446    - 
Notes payable, secured – non-current   1,879,451    1,032,606 
Notes payable, unsecured   250,335    - 
Total liabilities   5,270,359    2,776,454 
           
Stockholders’ equity (deficit)          
Preferred Stock, $0.001 par value; 20,000,000 shares authorized; 1,784,178 shares issued and outstanding at March 31, 2024 and June 30, 2023, respectively   1,784    1,784 
Common Stock, $0.001 par value; 780,000,000 shares authorized; 161,809,738 shares issued and outstanding at March 31, 2024 and June 30, 2023, respectively   161,810    161,810 
Additional paid-in-capital   2,121,929    2,121,929 
Accumulated other comprehensive income   63,902    82,050 
Accumulated deficit   (3,036,441)   (2,092,755)
Total stockholders’ equity (deficit)   (687,016)   274,818 
           
Total Liabilities and Stockholders’ Equity (Deficit)  $4,583,343   $3,051,272 

 

See accompanying notes to the condensed consolidated financial statements.

 

3

 

 

SINO GREEN LAND CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

FOR THE THREE AND NINE MONTHS ENDED March 31, 2024 AND 2023

(Currency expressed in United States Dollars (“US$”), except for number of shares)

(Unaudited)

 

                 
  

Three months ended

March 31

  

Nine months ended

March 31

 
   2024   2023   2024   2023 
                 
Net revenues  $488,820   $65,182   $1,394,346   $447,615 
                     
Cost of revenues   (619,229)   (50,458)   (1,839,634)   (435,406)
Gross (loss) profit   (130,409)   14,724    (445,288)   12,209 
                     
Operating expenses:                    
General and administrative expenses   (132,377)   (245,166)   (447,444)   (495,759)
Operating loss   (262,786)   (230,442)   (892,732)   (483,550)
                     
Other income (expense):                    
Interest income   229    67    873    215 
Interest expense   (22,544)   (6,258)   (51,827)   (6,172)
Other income (expense), net   (22,315)   (6,191)   (50,954)   (5,957)
                     
Net loss   (285,101)   (236,633)   (943,686)   (489,507)
                     
Other comprehensive income:                    
Foreign currency translation income (loss)   (18,551)   (183,448)   (18,148)   (11,352)
                     
Total comprehensive loss   (303,652)   (420,081)   (961,834)   (500,859)
                     
Loss per share                    
Basic and diluted loss per share  $(0.00)  $(0.00)  $(0.01)  $(0.00)
Basic and diluted weighted average shares outstanding   161,809,738    161,809,738    161,809,738    161,809,738 

 

See accompanying notes to the condensed consolidated financial statements.

 

4

 

 

SINO GREEN LAND CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (DEFICIT)

FOR THE THREE AND NINE MONTHS ENDED March 31, 2024 AND 2023

(Currency expressed in United States Dollars (“US$”), except for number of shares)

(Unaudited)

 

                                 
Three and nine months ended March 31, 2024
   Number of
shares
   Amount   Number of
shares
   Amount   Additional Paid-in
Capital
   Accumulated
Other
Comprehensive
Income (Loss)
  

Accumulated

Deficit

  

Total

Stockholders’

Equity (Deficit)

 
Balance, June 30, 2023   1,784,178   $1,784    161,809,738   $161,810   $2,121,929   $82,050   $(2,092,755)  $274,818 
Net loss   -    -    -    -    -    -    (385,782)   (385,782)
Foreign currency translation adjustment   -    -    -    -    -    (12,607)   -    (12,607)
Balance, September 30, 2023 (Unaudited)   1,784,178    1,784    161,809,738    161,810    2,121,929    69,443    (2,478,537)  $(123,571)
Net Loss   -    -    -    -    -    -    (272,803)   (272,803)
Foreign currency translation adjustment   -    -    -    -    -    13,010    -    13,010 
Balance, December 31, 2023 (Unaudited)   1,784,178    1,784    161,809,738    161,810    2,121,929    82,453    (2,751,340)  $(383,364)
Net Loss   -    -    -    -    -    -    (285,101)   (285,101)
Foreign currency translation adjustment   -    -    -    -    -    (18,551)   -    (18,551)
Balance as of March 31, 2024   1,784,178   $1,784    161,809,738   $161,810   $2,121,929   $63,902   $(3,036,441)  $(687,016)

 

   Three and nine months ended March 31, 2023 
   Number of
shares
   Amount   Number of
shares
   Amount   Additional Paid-in
Capital
   Accumulated
Other
Comprehensive
Income (Loss)
  

Accumulated

Deficit

  

Total

Stockholders’

Equity (Deficit)

 
Balance, June 30, 2022   1,784,178   $1,784    161,809,738   $161,810   $57,757   $35,748   $(1,015,395)  $(758,296)
Net loss   -    -    -    -    -    -    (118,234)   (118,234)
Foreign currency translation adjustment   -    -    -    -    -    32,043    -    32,043 
Balance, September 30, 2022 (Unaudited)   1,784,178    1,784    161,809,738    161,810    57,757    67,791    (1,133,629)  $(844,487)
Capital contribution attributable to related party debt extinguishment   -    -    -    -    1,852,134    -    -    1,852,134 
Net Loss   -    -    -    -    -    -    (134,640)   (134,640)
Foreign currency translation adjustment   -    -    -    -    -    (5,110)   -    (5,110)
Balance, December 31, 2022 (Unaudited)   1,784,178    1,784    161,809,738    161,810    1,909,891   $62,681   $(1,268,269)  $867,897 
Capital contribution attributable to related party debt extinguishment   -    -    -    -    307,218    -    -    307,218 
Net Loss   -    -    -    -    -    -    (236,633)   (236,633)
Foreign currency translation adjustment   -    -    -    -    -    (15,581)   -    (15,581)
Balance as of March 31, 2023   1,784,178   $1,784    161,809,738   $161,810   $2,217,109    47,100    (1,504,902)   922,901 

 

See accompanying notes to the condensed consolidated financial statements.

 

5

 

 

SINO GREEN LAND CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE NINE MONTHS ENDED March 31, 2024, AND 2023

(Currency expressed in United States Dollars (“US$”), except for number of shares)

(Unaudited)

 

         
   Nine months ended March 31, 
   2024   2023 
         
Cash flows from operating activities          
Net loss  $(943,686)  $(489,507)
Adjustments to reconcile net income to net cash provided by (used in) operating activities:          
Depreciation   225,570    192,127 
Changes in operating assets and liabilities          
Accounts receivable   (22,224)   85,469 
Inventories   24,227    (330,515)
Prepaid expenses and other current assets   13,592    161,474 
Operating lease right of use asset   41,918    90,900 
Accounts payable and accrued liabilities   112,415    (62,124)
Customer advances   34,339    (201,388)
Operating lease obligations   (44,167)   (91,077)
Net cash used in operating activities   (558,016)   (644,641)
           
Cash flows from investing activities          
Acquisition of property and equipment   (902,921)   (596,173)
Net cash used in investing activities   (902,921)   (596,173)
           
Cash flows from financing activities          
Advances from related parties, net   1,199,163    829,758 
Payments on finance lease obligations   (33,178)    - 
Principal payments of notes payable, secured   (25,459)    (2,634
Proceeds from notes payable, unsecured   265,335    - 
Principal payment of notes payable, unsecured   (15,000)   - 
Proceeds from convertible note payable   -    750,000 
Net cash provided by financing activities   1,390,861    1,577,124 
           
Effect of exchange rate changes on cash and cash equivalents   39,252    18,377 
Net changes in cash and cash equivalents   (30,824)   354,687 
Cash and cash equivalents-beginning of the period   125,134    52,440 
           
Cash and cash equivalents-end of the period  $94,310   $407,127 
           
Supplementary cash flow information:          
Interest paid  $-   $- 
Income taxes paid  $-   $- 
           
Non-cash investing and financing activities:          
Acquisition of factory building No. 5 with note payable, secured  $914,542   $- 
Capital contribution attributable to related party debt extinguishment  $-   $2,159,352 

 

See accompanying notes to the condensed consolidated financial statements.

 

6

 

 

SINO GREEN LAND CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED March 31, 2024, AND 2023

(Unaudited)

 

1. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

Organization

 

Sino Green Land Corporation (“SGLA”), formerly known as Go Silver Toprich Holding Inc., is a corporation organized under the laws of the State of Nevada on March 6, 2008.

 

Sunshine Green Land Corp., (“SGL”) a Labuan corporation, was formed on December 8, 2021. On June 30, 2023, SGL consummated a share exchange agreement with the shareholders of Tian Li Eco Holdings Sdn. Bhd (“Tian Li”), a Malaysian corporation, in which all the shares of Tian Li were exchanged for shares of SGL, and Tian Li became a wholly-owned subsidiary of SGL.

 

On October 1, 2023, SGLA completed a merger with SGL. After the merger, SGLA, SGL, and Tian Li, are collectively referred to as the “Company.”

 

Upon completion of the merger, SGLA acquired SGL in exchange for 160,349,203 shares of common stock of SGLA and 1,781,658 shares of preferred stock of SGLA. Immediately after completion of the share exchange, the Company has a total of 161,809,738 shares of common stock outstanding and 1,784,178 shares of preferred stock outstanding.

 

Prior to the merger, Luo Xiong and spouse Wo Kuk Ching and their immediate family members controlled 65.7% of SGLA, and 90% of SGL. Following the merger, Luo Xiong and spouse Wo Kuk Ching and their immediate family members controlled 89.78% of SGLA consolidated with SGL.

 

As SGLA and SGL were under common control at the time of the share exchange, the transaction is accounted for as a combination of entities under common control in a manner similar to the pooling-of-interests method of accounting. In pooling-of-interests accounting, the financial statements of the previously separate companies for periods before the combination are recast on a combined basis for all prior periods that the entities are under common control. The accompanying combined financial statements for all periods presented are referred to as the “consolidated” financial statements. Accordingly, the Company’s consolidated financial statements as of March 31, 2024 and June 30, 2023, and for the three-month and nine-months ended March 31, 2024 and 2023, include SGLA’s, SGL’s, and Tian Li’s historical assets, liabilities, and results of operations, including the issuance of 160,349,203 shares of common stock of SGLA and 1,781,658 shares of preferred stock of SGLA on October 1, 2023, as if the combination and issuance of shares occurred at the beginning of the earliest period presented.

 

The Company conducts its business through its subsidiary Tian Li, which operates in Malaysia as an environmental technology company and recycler of plastic waste bottles and plastic packaging materials.

 

Going concern

 

The accompanying 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 financial statements, for the nine months ended March 31, 2024, the Company incurred a net loss of $943,686, and used cash in operating activities of $558,016. These factors raise substantial doubt about the Company’s ability to continue as a going concern within one year of the date that the financial statements are issued. In addition, our independent registered public accounting firm, in its audit report to the financial statements included in the Company’s Transition Report on Form 10-KT for the for the six month transition period ended June 30, 2023, expressed substantial doubt about our ability to continue as a going concern. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

 

7

 

 

The ability of the Company to continue as a going concern is dependent on raising capital to fund its initial business plan and ultimately to attain profitable operations. Management believes additional cash required to meet the Company’s obligations as they become due will be provided by way of advances from related parties. No assurance can be given that any future financing, if needed, will be available or, if available, that it will be on terms that are satisfactory to the Company. Even if the Company is able to obtain additional financing, if needed, it may contain undue restrictions on its operations, in the case of debt financing, or cause substantial dilution for its stockholders, in the case of equity financing.

 

Basis of presentation

 

The Company’s financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”).

 

The unaudited condensed consolidated financial statements are prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) pursuant to the applicable rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial information. The unaudited condensed consolidated financial statements have been prepared on the same basis as the Company’s Transition Report Form 10-KT for the six month transition period ended June 30, 2023, and, in the opinion of management, reflect all adjustments, which consist of normal recurring adjustments, considered necessary for a fair presentation of the periods presented. The results of operations for the interim periods presented are not necessarily indicative of the results of operations to be expected for the full fiscal year ending June 30, 2024. These unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited financial statements and accompanying notes, included in the Company’s Transition Report on Form 10-KT, filed with the SEC. The condensed consolidated balance sheet as of March 31, 2024, was derived from the audited financial statements as of that date, but does not include all disclosures, including notes, required by GAAP.

 

Use of estimates

 

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates include estimates for the valuation of inventory and accruals of potential liabilities.

 

Revenue recognition

 

The Company recognizes revenue in accordance with Accounting Standards Codification (“ASC”) 606, Revenue from Contracts with Customers (“ASC 606”). The underlying principle of ASC 606 is to recognize revenue to depict the transfer of goods or services to customers at the amount expected to be collected. ASC 606 creates a five-step model that requires entities to exercise judgment when considering the terms of contract(s), which includes (1) identifying the contract(s) or agreement(s) with a customer, (2) identifying the Company’s performance obligations in the contract or agreement, (3) determining the transaction price, (4) allocating the transaction price to the separate performance obligations, and (5) recognizing revenue as each performance obligation is satisfied.

 

The Company generates revenue primarily from the sales of plastic recycle products directly to customers. The Company recognizes revenue at a point in time when the control of the products has been transferred to customers. The transfer of control is considered complete when products have been picked up by our customers or delivered to our customers. The Company recognizes revenues net of sales discount and relevant charges, and accounts for packaging, shipping and handling fees as a fulfilment cost.

 

             
   Three months ended
March 31,
   Nine months ended
March 31,
 
   2024   2023   2024   2023 
Sale of plastic recycle products  $488,820   $65,182   $1,394,346   $447,615 

 

8

 

 

Cash and cash equivalents

 

Cash and cash equivalents consist of cash on hand, demand deposits placed with banks or other financial institutions and have original maturities of less than three months. The Company’s primary bank deposits are located in Malaysia.

 

   March 31, 2024   June 30, 2023 
Cash, cash equivalents, and restricted cash          
Denominated in United States Dollars  $2,399   $23,578 
Denominated in Chinese Renminbi   42,532    7,999 
Denominated in Malaysian Ringgit   49,379    93,557 
Cash and cash equivalents  $94,310   $125,134 

 

Accounts Receivable

 

Accounts receivables are recorded at net realizable value consisting of the carrying amount less an allowance for uncollectible accounts, as needed. The Company uses the allowance method to account for uncollectible trade receivable balances. Under the allowance method, if needed, an estimate of uncollectible customer balances is made based upon specific account balances that are considered uncollectible. Factors used to establish an allowance include the credit quality and payment history of the customer. The Company did not deem it necessary to provide an allowance for doubtful accounts as of March 31, 2024 and June 30, 2023.

 

Inventories

 

Inventories are stated at the lower of cost or net realizable value, with cost determined on a first-in, first-out (“FIFO”) basis. The Company records adjustments to its inventory based on an estimated forecast of the inventory demand, taking into consideration, among others, inventory turnover, inventory quantities on hand, unfilled customer order quantities, forecasted demand, current prices, competitive pricing, and trends and performance of similar products. If the estimated net realizable value is determined to be less than the recorded cost of the inventory, the difference is recognized as a loss in the period in which it occurs. Once inventory has been written down, it creates a new cost basis for inventory that may not be subsequently written up.

 

Property and equipment

 

Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation is calculated on the straight-line basis over the following expected useful lives from the date on which they become fully operational and after taking into account their estimated residual values:

 

Categories   Expected useful life
Factory building   20 years
Factory equipment   7 years
Office equipment   3 - 10 years
Leasehold improvement   Over the shorter of estimated useful life or term of lease
Motor vehicles   3 - 10 years

 

9

 

 

Management assesses the carrying value of property and equipment whenever events or changes in circumstances indicate that the carrying value may not be recoverable. If there is indication of impairment, management prepares an estimate of future cash flows expected to result from the use of the asset and its eventual disposition. If these cash flows are less than the carrying amount of the asset, an impairment loss is recognized to write down the asset to its estimated fair value. For the three and nine months ended March 31, 2024 and 2023, the Company determined there were no indicators of impairment of its property and equipment.

 

Leases

 

The Company accounts for its leases in accordance with the guidance of ASC 842, Leases. The Company determines whether a contract is, or contains, a lease at inception. Right-of-use assets represent the Company’s right to use an underlying asset during the lease term, and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Right-of-use assets and lease liabilities are recognized at lease commencement based upon the estimated present value of unpaid lease payments over the lease term. The Company uses its incremental borrowing rate based on the information available at lease commencement in determining the present value of unpaid lease payments.

 

Income taxes

 

The Company accounts for income taxes using the asset and liability method whereby deferred tax assets are recognized for deductible temporary differences, and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized before the Company is able to realize their benefits, or that future deductibility is uncertain.

 

Tax benefits from an uncertain tax position are recognized only if it more likely than not that the tax position will be sustained on examination by the taxing authorities based on technical merits of the position. The tax benefits recognized in the financial statements from such a position are measured based on the largest benefit that has greater than 50 percent likelihood of being realized upon ultimate resolution. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment.

 

Foreign currency translation

 

The reporting currency of the Company is the United States Dollars (“US$”) and the accompanying consolidated financial statements have been expressed in US$. In addition, the Company’s operating subsidiary maintains its books and records in their respective local currency, which consists of the Malaysian Ringgit (“MYR”).

 

In general, for consolidation purposes, assets and liabilities of its subsidiaries whose functional currency is not the US$ are translated into US$ using the exchange rate on the balance sheet date. Revenues and expenses are translated at average rates prevailing during the period. The gains and losses resulting from translation of financial statements of a foreign subsidiary are recorded as a separate component of accumulated other comprehensive loss within equity.

 

Translation of amounts from the local currencies of the Company into US$ has been made at the following exchange rates for the respective periods:

 

   As of
March 31, 2024
   As of
June 30, 2023
 
Spot USD: MYR exchange rate  $4.7238   $4.6269 
Average USD: MYR exchange rate  $4.6819   $4.4902 

 

10

 

 

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

 

Net loss per share

 

The Company calculates net loss per share in accordance with ASC Topic 260, “Earnings per Share.” Basic net loss per share is computed by dividing the net loss by the weighted-average number of common shares outstanding during the period. Diluted net loss per share is computed like basic net loss per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common stock equivalents had been issued and if the additional common shares were dilutive. As of March 31, 2024, the Company had convertible notes payable that were convertible into 937,500 shares of common stock. For the periods ended March 31, 2024 and 2023, the calculations of basic and diluted loss per share are the same because these potential dilutive securities would have had an anti-dilutive effect.

 

Fair value measurements

 

The Company follows the guidance of ASC 820-10, “Fair Value Measurements and Disclosures”, with respect to financial assets and liabilities that are measured at fair value. ASC 820-10 establishes a three-tier fair value hierarchy that prioritizes the inputs used in measuring fair value as follows:

 

Level 1 : Observable inputs such as quoted prices in active markets;

Level 2 : Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and

Level 3 : Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions

 

The Company believes the carrying amounts reported in the balance sheets for accrued expenses and due to related party, approximate their fair values because of the short-term nature of these financial instruments.

 

Segment Information

 

Under ASC 280, Segment Reporting, operating segments are defined as components of an enterprise where discrete financial information is available that is evaluated regularly by the chief operating decision maker (“CODM”), in deciding how to allocate resources and in assessing performance. The Company’s operation segment consists of one component, and the Company’s Chief Executive Officer, who is also the CODM, makes decisions and manages the Company’s operations as a single operating segment.

 

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, which replaces the existing incurred loss impairment model with an expected credit loss model and requires a financial asset measured at amortized cost to be presented at the net amount expected to be collected. This new standard is effective for the Company in the fiscal years beginning after December 15, 2022, including interim periods within those fiscal years, and will be applied as a cumulative-effect adjustment to retained earnings. The Company adopted ASU 2016-03 as of July 1, 2023, with no impact on our condensed consolidated financial statements or the related disclosures.

 

Other recent accounting pronouncements and guidance issued by the FASB, its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s present or future financial statements.

 

2. PREPAYMENTS AND OTHER CURRENT ASSETS

 

Prepayments and other current assets consisted of the following as of March 31, 2024 and June 30, 2023:

 

   March 31, 2024   June 30, 2023 
         
Prepaid expenses  $49,724   $14,567 
Deposit on factory acquisition (No. 5 factory building, see Note 4)   -    35,227 
Rental and other deposits   18,042    29,089 
Prepaid rent   23,221    25,696 
Prepaid expenses  $90,987   $104,579 

 

11

 

 

3. INVENTORIES

 

Inventories primarily consisted of the following PET (polyethylene terephthalate) materials at March 31, 2024 and June 30, 2023:

 

   March 31, 2024   June 30, 2023 
         
PET flakes  $8,943   $32,655 
PET pellets   115,607    50,443 
PET strap belt   43,298    51,276 
Other PET materials   6,018    63,719 
Inventory Net  $173,866   $198,093 

 

The Company’s inventory balances have been adjusted to net realizable value resulting in a write off of approximately $89,000 and $456,000 for the three and nine months ended March 31, 2024. The write offs are recorded in cost of sales in the consolidated statements of operations and comprehensive loss.

 

4. PROPERTY AND EQUIPMENT, NET

 

Property and equipment consisted of the following at March 31, 2024 and June 30, 2023:

 

   March 31, 2024   June 30, 2023 
         
Factory buildings  $3,170,148   $1,491,279 
Factory equipment   1,334,810    1,319,673 
Office equipment   14,339    15,042 
Leasehold improvement   211,248    147,706 
Motor vehicle   16,851    17,204 
Total cost   4,747,396    2,990,904 
Accumulated depreciation   (677,538)   (462,780)
Net book value  $4,069,858   $2,528,124 

 

Depreciation and amortization expense was $677,538 for the nine months ended March 31, 2024.

 

At March 31, 2024, the factory buildings related to costs of No. 3 factory building (purchased in March 2023) and No. 5 factory building. In September, 2023, the Company signed an agreement with its landlord to acquire No. 5 factory building for approximately $1.6 Million (MYR7.75 Million). The acquisition of No. 5 factory building was completed in January 2024, and the Company paid approximately $667,000 and obtained a mortgage loan for approximately $915,000 (see Note 7).

 

5. ACCOUNTS PAYABLE AND ACCRUED LIABILITIES

 

Accrued liabilities consisted of the following as of March 31, 2024 and June 30, 2023:

 

   March 31, 2024   June 30, 2023 
         
Accounts payable  $33,935   $- 
Accrued liabilities   122,173    55,588 
Other payables   108,933    97,038 
Accounts payable and accrued expense   $265,041   $152,626 

 

The balance of accrued liabilities include accrued payroll and accrued utilities.

 

12

 

 

The balance of other payables includes a balance payable to the seller of factory building No. 5.

 

6. CONVERTIBLE NOTE PAYABLE

 

Convertible note consisted of the following as of March 31, 2024 and June 30, 2023:

 

   March 31, 2024   June 30, 2023 
         
Convertible note  $750,000   $750,000 

 

On January 9, 2023, the Company issued a convertible note payable to a third party for $750,000. The note is unsecured, has an interest rate 3% per annum, matures November 14, 2024, and is convertible into 937,500 shares of the Company’s common stock at $0.80 per share, any time after the completion of a merger between SGLA and SGL. The merger was completed October 1, 2023.

 

7. NOTES PAYABLE, SECURED

 

In October 2022, the Company obtained a credit facility with OCBC Bank in Malaysia to provide a loan in the principal amount of MYR5,000,000 (approximately US$1,069,000) in relation to the Company’s purchase of a factory (No. 3 factory building, see Note 4). The acquisition and loan drawdown was completed in March 2023. The loan bears interest at the base lending rate, as defined, minus 2.2% (4.06% at March 31, 2024), is secured by the No. 3 factory building, matures in October 2042, and is guaranteed by certain of the Company’s shareholders.

 

In June 2023, the credit agreement with OCBC Bank was amended to provide a second loan to the Company in the principal amount of MYR4,600,000 (approximately US$1,000,000) in relation to the Company’s purchase of a factory (No. 5 factory building, see Note 4). The acquisition and loan drawdown was completed in February 2024. The loan bears interest at the base lending rate, as defined, minus 2.5% (4.06% at March 31, 2024), is secured by the No. 5 factory building, matures in December 2043, and is guaranteed by certain of the Company’s shareholders.

 

The total interest expenses were $51,827 and $22,544 for the nine months and three months ended March 31, 2024 respectively.

 

Future Minimum principal payments under the bank loans payable, secured are as follow:

 

     
2024  $66,259 
2025   66,454 
2026   67,180 
2027   70,308 
2028 onward   1,675,509 
Total   

1,945,710

 
Current portion   

(66,259

)
Long term  $1,879,451 

 

8. NOTES PAYABLE, UNSECURED

 

In January and February 2024, the Company issued two notes payable to investors for aggregate proceeds of $250,000. The notes are unsecured, bear interest at 3.6% and 10.9% per annum, and mature in two years. In addition, the Company issued one unsecured note payable in December 2023 for approximately $15,000 that was repaid in full in March 2024.

 

13

 

 

9. RELATED PARTY TRANSACTIONS

 

As of March 31, 2024 and June 30, 2023, the amount due from (due to) related parties consisted of:

SCHEDULE OF AMOUNT DUE FROM (DUE TO) RELATED PARTIES

  

March 31, 2024

  

June 30, 2023

 
           
Due from Invent Fortune Sdn. Bhd. (4)  $999,087   $917,096 
Payable to Luo Xiong and Wo Kuk Ching (1)   (900,384)   (137,922)
Payable to Empower International Trading (2)   (1,332,729)   (798,835)
Payable to TLC Global International Trading (3)   (725,926)   (741,128)
Total due to related parties, net  $(1,959,952)  $(760,789)

 

The amounts due from and payable to related parties are unsecured, non-interest bearing, and payable on demand. The Company has the right to offset amounts with related parties controlled by the same common control group.

 

  (1) Luo Xiong and spouse Wo Kuk Ching and their immediate family members own 90% of the Company’s common stock.
  (2) Entity controlled 100% by Luo Xiong
  (3) Entity controlled 100% by Wong Ching Wing, daughter of Luo Xiong and Wo Kuk Ching
  (4) Entity controlled 83% by Luo Xiong and spouse Wo Kuk Ching.

 

10. LEASES

 

During the nine months ended March 31, 2024, the Company entered into two finance leases for motor vehicles. The aggregate monthly lease payments are $1,800 with an aggregate commitment of approximately $95,000. The Company recognized financing lease right-of-use assets and related finance lease liabilities of approximately $95,000 upon commencement of the leases. As of March 31, 2023, the Company has one operating lease agreements for space (No. 5 factory building) in Malaysia. In February 2024, the Company completed the acquisition of the No. 5 factory building and space from the lessor (See Note 4).

 

  

As of

March 31, 2024

  

As of

June 30, 2023

 
         
Right-of-use assets-operating lease  $-   $42,546 
Right-of-use assets-finance leases   79,302    - 
Total right-of-use assets  $79,302   $42,546 
           
Operating lease liabilities – current  $-   $44,167 
Operating lease liabilities – non-current   -    - 
Finance lease liabilities – current   18,536    - 
Finance lease liabilities – non-current   46,446    - 
Total lease liabilities  $64,982   $44,167 

 

The components of lease expense and supplemental cash flow information related to leases for the nine months ended March 31, 2024 and 2023 are as follows:

 

Other information for the nine months ended  March 31, 2024   March 31, 2023 
         
Cash paid for amounts included in the measurement of lease obligations          
Cash payments for operating lease  $44,455   $96,372 
Cash payments for finance lease   33,178    - 
Weighted average remaining lease term (in years)          
Operating leases   -    2.75 
Finance leases   3.27    - 
Weighted average discount rate          
Operating leases   7.31%   7.31%
Finance leases   8.77%   - 

 

The undiscounted future minimum payments under the Company’s operating and finance lease liabilities and reconciliation to the operating and finance lease liabilities recognized on the consolidated balance sheet as of March 31, 2024 are as follows:

 

 

   Operating lease   Finance lease 
         
Year ending                
2024  $-   $22,131 
2025   -    22,131 
2026   -    14,029 
Thereafter   -    14,135 
Total lease payment   -    72,426 
Less: Imputed interest   -    (7,444)
Total lease obligations  $-    

64,982

 
Current   -    

(18,536

)
Long term  $-   $46,446 

 

14

 

 

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

 

The following information should be read in conjunction with (i) the financial statements of Sino Green Land Corporation, a Nevada corporation, and the notes thereto appearing elsewhere in this Form 10-Q together with (ii) the more detailed business information and the June 30, 2023 audited financial statements and related notes included in the Company’s most recent Annual Report on Form 10-KT for the nine months ended June 30, 2023 filed with the SEC on September 28, 2023. Statements in this section and elsewhere in this Form 10-Q that are not statements of historical or current fact constitute “forward-looking” statements.

 

Overview

 

Sino Green Land Corporation (the “Company” or “we” or “our”) was incorporated under the laws of the State of Nevada on March 6, 2008, under the name of Henry County Plywood Corporation, as successor by merger to a Virginia corporation incorporated in May 1948 under the same name. On March 17, 2009, we changed our name from “Henry County Plywood Corporation” to “Sino Green Land Corporation”. On January 7, 2020, we renamed from “Sino Green Land Corporation” to “Go Silver Toprich, Inc.”. On August 31, 2020, we changed the name from “Go Silver Toprich, Inc.” back to “Sino Green Land Corporation”.

 

Results of Operations

 

Revenues and Cost of Revenues

 

Net revenues were $488,820 for the three months ended March 31, 2024, reflecting an increase of $423,638, or 649.93%, from $65,182 for the three months ended March 31, 2023..The increase in net revenues was mainly due to an increase in sales of plastic recycle products from the third parties.

 

Net revenues were $1,394,346 for the nine months ended March 31, 2024, reflecting an increase of $946,731, or 211.51%, from $447,615 for the nine months ended March 31, 2023. The increase in net revenues was mainly due to an increase in sales of plastic recycle products from the third parties.

 

Cost of revenues was $619,229 for the three months ended March 31, 2024, reflecting an increase of $568,771, or 1,127.22%, from $50,458 for the three months ended March 31, 2023. The increase in cost of revenue was due to the unit cost is higher in line with our revenue increase.

 

Cost of revenues was $1,839,634 for the nine months ended March 31, 2024, reflecting an increase of $1,404,228, or 322.51%, from $435,406 for the nine months ended March 31, 2023. The increase in cost of revenue was due to the unit cost is higher in line with our revenue increase.

 

Gross Loss

 

Gross loss was $130,409 for the three months ended March 31, 2024 and gross profit was $14,724, for the three months ended March 31, 2023, reflecting a decrease of $145,133 or 985.69%. The decrease in gross loss was mainly due to the increase in the net revenues.

 

Gross loss was $445,288 for the nine months ended March 31, 2024 and gross profit was $12,209 for the nine months ended March 31, 2023, reflecting an decrease of $457,497, or 3,747.21%. primarily due to the unit cost is higher.

 

General and Administrative Expenses

 

General and administrative expenses were $132,377 for the three months ended March 31, 2024, reflecting an decrease of $112,789, or 46.01%, from $245,166 for the three months ended March 31, 2023. The general and administrative expenses was relatively flat when compared to the prior year period

 

15

 

 

General and administrative expenses were $447,444 for the nine months ended March 31, 2024, reflecting an decrease of $48,315, or 9.75%, from $495,759 for the nine months ended March 31, 2023. The general and administrative expenses was relatively flat when compared to the prior year period

 

Net Loss

 

Net loss totaled $285,101 for the three months ended March 31, 2024, an decrease of $48,468 of 20.48%, as compared to the net loss of $236,633 for the three months ended March 31, 2023. The increase was primarily due to the increase of cost of revenue and operating expense.

 

Net loss totaled $943,686 for the nine months ended March 31, 2024, an decrease of $454,179, of 92.78%, as compared to the net loss of $489,507 for the nine months ended March 31, 2023. The decrease was primarily due to the increase of cost of revenue and operating expense.

 

Liquidity and Capital Resources

 

Going concern.

 

For the six months ended March 31, 2024, Sino Green Land Corporation incurred a net loss of $943,686 and used cash in operating activities of $557,193. These factors raise substantial doubt about the Sino Green Land Corporation’s ability to continue as a going concern within one year after the date the financial statements are issued. In addition, Sino Green Land Corporation’s independent registered public accounting firm, in their report on Sino Green Land Corporation’s June 30, 2023, audited financial statements, raised substantial doubt about the Sino Green Land Corporation’s ability to continue as a going concern. No assurance can be given that any future financing, if needed, will be available or, if available, that it will be on terms that are satisfactory to the Company. Even if the Company is able to obtain additional financing, if needed, it may contain undue restrictions on its operations, in the case of debt financing, or cause substantial dilution for its stockholders, in the case of equity financing.

 

Working Capital

 

   March 31, 2024   June 30, 2023   Change 
Total current assets  $434,183   $480,602   $(46,419)
Total current liabilities   (3,094,127)   (1,743,848)   (1,350,279)
Working capital deficit  $(2,659,944)  $(2,180,342)  $(1,396,698)

 

As of March 31, 2024, We had total current assets of $434,183 consisting of cash on hand of $94,310, accounts receivables of $75,020, inventory of $173,866, and prepaid expenses and other current assets of $90,987, compared to total current assets of $480,602 as of June 30, 2023. The decrease was mainly due to the decrease in cash, inventory and prepaid expenses. We had current liabilities of $3,094,127 consisting of accounts payable and accrued expenses of $265,041, customer advances of $34,339, convertible note payable of $750,000, current portion of notes payable-secured of $66,259, advances due to related parties of $1,959,952 and financing lease obligation of $18,536, compared to total current liabilities of $1,743,848 as of June 30, 2023.

 

The Company’s net loss was $285,101 and $236,633 for the three months ended March 31, 2024 and 2023, respectively.

 

16

 

 

Cash Flows

 

  

Nine months Ended

March 31,

     
   2024   2023   Change 
Cash flows provided by (used in) operating activities  $(558,016)  $(644,641)  $86,625 
Cash flows provided by (used in) investing activities   (902,921)   (596,173)   (306,748

)

Cash flows provided by (used in) financing activities   1,390,861    1,577,124    (186,263)
Effect of exchange rate changes on cash and cash equivalents   39,252    18,377    20,875 
Net changes in cash and cash equivalents  $(30,824)  $354,687   $(385,511)

 

Cash Flow from Operating Activities

 

Cash flow used in operating activities for the nine months ended March 31, 2024 was $558,016 as compared to the amount of $644,641 used in operating activities for the nine months ended March 31, 2023, reflecting a decrement of $86,625. The decrease in net cash provided by operating activities was mainly due to the fact that the increase from the accrued assets and other payables and prepayment impact on cash flows.

 

Cash Flow from Investing Activities

 

Cash flow used in investing activities was $902,921 and $596,173 for the nine months ended March 31, 2024 and 2023, respectively. The increase in net cash flow used in investing activities was mainly due to the acquisition of PPE.

 

Cash Flow from Financing Activities

 

Cash flow provided by financing activities was $1,390,861 for the nine months ended March 31, 2024 and $1,577,124 for the nine months ended March 31, 2023, respectively. The decrease in net cash provided by financing activities was mainly due to the decrease in loan proceeds.

 

Critical Accounting Policies and Estimates

 

Use of Estimates

 

In preparing these financial statements, management makes estimates and assumptions that affect the reported amounts of assets and liabilities in the balance sheets, and expenses during the periods reported. Actual results may differ from these estimates.

 

Off-Balance Sheet Arrangements

 

As of March 31, 2024, we have no significant off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in our financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to our stockholders.

 

17

 

 

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

 

As a smaller reporting company (as defined in Rule 12b-2 of the Exchange Act), we are not required to provide the information called for by this Item 3.

 

ITEM 4. CONTROLS AND PROCEDURES.

 

DISCLOSURE CONTROLS AND PROCEDURES

 

Evaluation of Disclosure Controls and Procedures:

 

We conducted an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of March 31, 2024. This evaluation was carried out by Wo Kuk Ching (“Ms. Wo”), our Chief Executive Officer and Wong Ching Wing (“Elise”), our Chief Financial Officer, who also serve as our principal executive officer and principal financial and accounting officer, respectively. Based upon that evaluation, Ms. Wo and Elise concluded that, as of March 31, 2024, our disclosure controls and procedures were not effective due to the presence of material weaknesses in internal control over financial reporting.

 

A material weakness 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 the company’s annual or interim financial statements will not be prevented or detected on a timely basis.

 

The material weaknesses identified include (i) the Company did not maintain a functioning independent audit committee and did not maintain an independent board; (ii) the Company had inadequate segregation of duties; and (iii) the Company had an insufficient number of personnel with an appropriate level of U.S. GAAP knowledge and experience and ongoing training in the application of U.S. GAAP and SEC disclosure requirements commensurate with the Company’s financial reporting requirements.

 

Changes in Internal Control over Financial Reporting:

 

There were no changes in our internal control over financial reporting during the quarter ended March 31, 2024, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

 

PART II — OTHER INFORMATION

 

Item 1. Legal Proceedings

 

We are not currently involved in any legal proceedings, and we are not aware of any pending or potential legal actions.

 

Item 1A. Risk Factors.

 

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

 

18

 

 

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

 

None

 

Item 3. Defaults Upon Senior Securities

 

None

 

Item 4. Mine Safety Disclosures

 

Not applicable.

 

Item 5. Other Information.

 

None

 

ITEM 6. Exhibits

 

Exhibit No.   Description
     
31.1   Rule 13(a)-14(a)/15(d)-14(a) Certification of principal executive officer*
31.2   Rule 13(a)-14(a)/15(d)-14(a) Certification of principal financial and accounting officer*
32.1   Section 1350 Certification of principal executive officer *
32.2   Section 1350 Certification of principal financial and accounting officer *
101.INS   Inline XBRL Instance Document*
101.SCH   Inline XBRL Schema Document*
101.CAL   Inline XBRL Calculation Linkbase Document*
101.DEF   Inline XBRL Definition Linkbase Document*
101.LAB   Inline XBRL Label Linkbase Document*
101.PRE   Inline XBRL Presentation Linkbase Document*
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

* Filed herewith.

 

19

 

 

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.

 

  SINO GREEN LAND CORPORATION
  (Name of Registrant)
     
Date: May 20, 2024    
  By: /s/ Teresa Wo Kuk Ching
  Title: Chief Executive Officer

 

20

 

 

EXHIBIT 31.1

 

CERTIFICATION

 

I, Wo Kuk Ching, certify that:

 

1. I have reviewed this quarterly report on Form 10-Q of Sino Green Land Corporation (the “Company”) for the quarter ended March 31, 2024;

 

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

 

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

 

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

 

  a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
     
  b. Designed such internal control over financial reporting or caused such internal control to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.
     
  c. Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
     
  d. Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

 

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

 

  a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
     
  b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

Date: May 20, 2024 By: /s/ Wo Kuk Ching
    Wo Kuk Ching
    Chief Executive Officer
    (Principal Executive Officer)

 

 

 

 

EXHIBIT 31.2

 

CERTIFICATION

 

I, Wong Ching Wing, certify that:

 

1. I have reviewed this quarterly report on Form 10-Q of Sino Green Land Corporation (the “Company”) for the quarter ended March 31, 2024;

 

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

 

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

 

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

 

  a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
     
  b. Designed such internal control over financial reporting or caused such internal control to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.
     
  c. Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
     
  d. Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

 

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

 

  a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
     
  b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

Date: May 20, 2024 By: /s/ Wong Ching Wing
    Wong Ching Wing
    Chief Financial Officer
    (Principal Financial and 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 SINO GREEN LAND CORPORATION (the “Company”) on Form 10-Q for the quarter ended March 31, 2024, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), The undersigned hereby certifies, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that, to the best of my knowledge and belief:

 

(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 result of operations of the Company.

 

Date: May 20, 2024 By: /s/ Wo Kuk Ching
    Wo Kuk Ching
    Chief Executive Officer
    (Principal Executive 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 will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

 

 

 

 

EXHIBIT 32.2

 

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 SINO GREEN LAND CORPORATION (the “Company”) on Form 10-Q for the quarter ended March 31, 2024, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), The undersigned hereby certifies, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that, to the best of my knowledge and belief:

 

(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 result of operations of the Company.

 

Date: May 20, 2024 By: /s/ Wong Ching Wing
    Wong Ching Wing
    Chief Financial Officer
    (Principal Financial and 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 will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

 

 

 

v3.24.1.1.u2
Cover - shares
9 Months Ended
Mar. 31, 2024
May 15, 2024
Cover [Abstract]    
Document Type 10-Q  
Amendment Flag false  
Document Quarterly Report true  
Document Transition Report false  
Document Period End Date Mar. 31, 2024  
Document Fiscal Period Focus Q3  
Document Fiscal Year Focus 2024  
Current Fiscal Year End Date --06-30  
Entity File Number 000-53208  
Entity Registrant Name SINO GREEN LAND CORPORATION  
Entity Central Index Key 0001433551  
Entity Tax Identification Number 54-0484915  
Entity Incorporation, State or Country Code NV  
Entity Address, Address Line One No. 3 & 5  
Entity Address, Address Line Two Jalan Hi Tech 7/7  
Entity Address, Address Line Three Kawasan Perindustrian Hi Tech 7  
Entity Address, City or Town Semenyih, Selangor  
Entity Address, Country MY  
Entity Address, Postal Zip Code 43500  
City Area Code 603  
Local Phone Number 8727 8732  
Title of 12(b) Security Common Stock, $0.001 par value  
Trading Symbol SGLA  
Entity Current Reporting Status Yes  
Entity Interactive Data Current No  
Entity Filer Category Non-accelerated Filer  
Entity Small Business true  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Bankruptcy Proceedings, Reporting Current false  
Entity Common Stock, Shares Outstanding   161,809,738
v3.24.1.1.u2
Condensed Consolidated Balance Sheets - USD ($)
Mar. 31, 2024
Jun. 30, 2023
Current assets    
Cash and cash equivalents $ 94,310 $ 125,134
Accounts receivable 75,020 52,796
Inventories 173,866 198,093
Prepaid expenses and other current assets 90,987 104,579
Total current assets 434,183 480,602
Non-current assets    
Property, plant and equipment, net 4,069,858 2,528,124
Operating lease right-of-use assets 42,546
Finance lease right-of-use assets 79,302
Total Assets 4,583,343 3,051,272
Current liabilities    
Accounts payable and accrued expense 265,041 152,626
Customer advances 34,339
Convertible note payable 750,000 750,000
Notes payable, secured – current 66,259 36,266
Finance lease obligations – current 18,536
Operating lease obligations – current 44,167
Total current liabilities 3,094,127 1,743,848
Non-current liabilities    
Finance lease obligations – non-current 46,446
Notes payable, secured – non-current 1,879,451 1,032,606
Notes payable, unsecured 250,335
Total liabilities 5,270,359 2,776,454
Stockholders’ equity (deficit)    
Preferred Stock, $0.001 par value; 20,000,000 shares authorized; 1,784,178 shares issued and outstanding at March 31, 2024 and June 30, 2023, respectively 1,784 1,784
Common Stock, $0.001 par value; 780,000,000 shares authorized; 161,809,738 shares issued and outstanding at March 31, 2024 and June 30, 2023, respectively 161,810 161,810
Additional paid-in-capital 2,121,929 2,121,929
Accumulated other comprehensive income 63,902 82,050
Accumulated deficit (3,036,441) (2,092,755)
Total stockholders’ equity (deficit) (687,016) 274,818
Total Liabilities and Stockholders’ Equity (Deficit) 4,583,343 3,051,272
Related Party [Member]    
Current liabilities    
Advances due to the related parties $ 1,959,952 $ 760,789
v3.24.1.1.u2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares
Mar. 31, 2024
Jun. 30, 2023
Statement of Financial Position [Abstract]    
Preferred stock, par value $ 0.001 $ 0.001
Preferred stock, shares authorized 20,000,000 20,000,000
Preferred stock, shares issued 1,784,178 1,784,178
Preferred stock, shares outstanding 1,784,178 1,784,178
Common stock, par value $ 0.001 $ 0.001
Common stock, shares authorized 780,000,000 780,000,000
Common stock, shares issued 161,809,738 161,809,738
Common stock, shares outstanding 161,809,738 161,809,738
v3.24.1.1.u2
Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($)
3 Months Ended 9 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Mar. 31, 2024
Mar. 31, 2023
Income Statement [Abstract]        
Net revenues $ 488,820 $ 65,182 $ 1,394,346 $ 447,615
Cost of revenues (619,229) (50,458) (1,839,634) (435,406)
Gross (loss) profit (130,409) 14,724 (445,288) 12,209
Operating expenses:        
General and administrative expenses (132,377) (245,166) (447,444) (495,759)
Operating loss (262,786) (230,442) (892,732) (483,550)
Other income (expense):        
Interest income 229 67 873 215
Interest expense (22,544) (6,258) (51,827) (6,172)
Other income (expense), net (22,315) (6,191) (50,954) (5,957)
Net loss (285,101) (236,633) (943,686) (489,507)
Other comprehensive income:        
Foreign currency translation income (loss) (18,551) (183,448) (18,148) (11,352)
Total comprehensive loss $ (303,652) $ (420,081) $ (961,834) $ (500,859)
Loss per share        
Net loss per share - basic $ (0.00) $ (0.00) $ (0.01) $ (0.00)
Net loss per share - diluted $ (0.00) $ (0.00) $ (0.01) $ (0.00)
Weighted average number of common shares outstanding - basic 161,809,738 161,809,738 161,809,738 161,809,738
Weighted average number of common shares outstanding - diluted 161,809,738 161,809,738 161,809,738 161,809,738
v3.24.1.1.u2
Condensed Consolidated Statements of Stockholders' Equity (Deficit) (Unaudited) - USD ($)
Preferred Stock [Member]
Common Stock [Member]
Additional Paid-in Capital [Member]
AOCI Attributable to Parent [Member]
Retained Earnings [Member]
Total
Balance at Jun. 30, 2022 $ 1,784 $ 161,810 $ 57,757 $ 35,748 $ (1,015,395) $ (758,296)
Balance, shares at Jun. 30, 2022 1,784,178 161,809,738        
Net Loss (118,234) (118,234)
Foreign currency translation adjustment 32,043 32,043
Balance at Sep. 30, 2022 $ 1,784 $ 161,810 57,757 67,791 (1,133,629) (844,487)
Balance, shares at Sep. 30, 2022 1,784,178 161,809,738        
Balance at Jun. 30, 2022 $ 1,784 $ 161,810 57,757 35,748 (1,015,395) (758,296)
Balance, shares at Jun. 30, 2022 1,784,178 161,809,738        
Net Loss           (489,507)
Balance at Mar. 31, 2023 $ 1,784 $ 161,810 2,217,109 47,100 (1,504,902) 922,901
Balance, shares at Mar. 31, 2023 1,784,178 161,809,738        
Balance at Sep. 30, 2022 $ 1,784 $ 161,810 57,757 67,791 (1,133,629) (844,487)
Balance, shares at Sep. 30, 2022 1,784,178 161,809,738        
Net Loss (134,640) (134,640)
Foreign currency translation adjustment (5,110) (5,110)
Capital contribution attributable to related party debt extinguishment 1,852,134 1,852,134
Balance at Dec. 31, 2022 $ 1,784 $ 161,810 1,909,891 62,681 (1,268,269) 867,897
Balance, shares at Dec. 31, 2022 1,784,178 161,809,738        
Net Loss (236,633) (236,633)
Foreign currency translation adjustment (15,581) (15,581)
Capital contribution attributable to related party debt extinguishment 307,218 307,218
Balance at Mar. 31, 2023 $ 1,784 $ 161,810 2,217,109 47,100 (1,504,902) 922,901
Balance, shares at Mar. 31, 2023 1,784,178 161,809,738        
Balance at Jun. 30, 2023 $ 1,784 $ 161,810 2,121,929 82,050 (2,092,755) 274,818
Balance, shares at Jun. 30, 2023 1,784,178 161,809,738        
Net Loss (385,782) (385,782)
Foreign currency translation adjustment (12,607) (12,607)
Balance at Sep. 30, 2023 $ 1,784 $ 161,810 2,121,929 69,443 (2,478,537) (123,571)
Balance, shares at Sep. 30, 2023 1,784,178 161,809,738        
Balance at Jun. 30, 2023 $ 1,784 $ 161,810 2,121,929 82,050 (2,092,755) 274,818
Balance, shares at Jun. 30, 2023 1,784,178 161,809,738        
Net Loss           (943,686)
Balance at Mar. 31, 2024 $ 1,784 $ 161,810 2,121,929 63,902 (3,036,441) (687,016)
Balance, shares at Mar. 31, 2024 1,784,178 161,809,738        
Balance at Sep. 30, 2023 $ 1,784 $ 161,810 2,121,929 69,443 (2,478,537) (123,571)
Balance, shares at Sep. 30, 2023 1,784,178 161,809,738        
Net Loss (272,803) (272,803)
Foreign currency translation adjustment 13,010 13,010
Balance at Dec. 31, 2023 $ 1,784 $ 161,810 2,121,929 82,453 (2,751,340) (383,364)
Balance, shares at Dec. 31, 2023 1,784,178 161,809,738        
Net Loss (285,101) (285,101)
Foreign currency translation adjustment (18,551) (18,551)
Balance at Mar. 31, 2024 $ 1,784 $ 161,810 $ 2,121,929 $ 63,902 $ (3,036,441) $ (687,016)
Balance, shares at Mar. 31, 2024 1,784,178 161,809,738        
v3.24.1.1.u2
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)
9 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Cash flows from operating activities    
Net loss $ (943,686) $ (489,507)
Adjustments to reconcile net income to net cash provided by (used in) operating activities:    
Depreciation 225,570 192,127
Changes in operating assets and liabilities    
Accounts receivable (22,224) 85,469
Inventories 24,227 (330,515)
Prepaid expenses and other current assets 13,592 161,474
Operating lease right of use asset 41,918 90,900
Accounts payable and accrued liabilities 112,415 (62,124)
Customer advances 34,339 (201,388)
Operating lease obligations (44,167) (91,077)
Net cash used in operating activities (558,016) (644,641)
Cash flows from investing activities    
Acquisition of property and equipment (902,921) (596,173)
Net cash used in investing activities (902,921) (596,173)
Cash flows from financing activities    
Advances from related parties, net 1,199,163 829,758
Payments on finance lease obligations (33,178)
Principal payments of notes payable, secured (25,459) (2,634)
Proceeds from notes payable, unsecured 265,335
Principal payment of notes payable, unsecured (15,000)
Proceeds from convertible note payable 750,000
Net cash provided by financing activities 1,390,861 1,577,124
Effect of exchange rate changes on cash and cash equivalents 39,252 18,377
Net changes in cash and cash equivalents (30,824) 354,687
Cash and cash equivalents-beginning of the period 125,134 52,440
Cash and cash equivalents-end of the period 94,310 407,127
Supplementary cash flow information:    
Interest paid
Income taxes paid
Non-cash investing and financing activities:    
Acquisition of factory building No. 5 with note payable, secured 914,542
Capital contribution attributable to related party debt extinguishment $ 2,159,352
v3.24.1.1.u2
ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
9 Months Ended
Mar. 31, 2024
Accounting Policies [Abstract]  
ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

1. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

Organization

 

Sino Green Land Corporation (“SGLA”), formerly known as Go Silver Toprich Holding Inc., is a corporation organized under the laws of the State of Nevada on March 6, 2008.

 

Sunshine Green Land Corp., (“SGL”) a Labuan corporation, was formed on December 8, 2021. On June 30, 2023, SGL consummated a share exchange agreement with the shareholders of Tian Li Eco Holdings Sdn. Bhd (“Tian Li”), a Malaysian corporation, in which all the shares of Tian Li were exchanged for shares of SGL, and Tian Li became a wholly-owned subsidiary of SGL.

 

On October 1, 2023, SGLA completed a merger with SGL. After the merger, SGLA, SGL, and Tian Li, are collectively referred to as the “Company.”

 

Upon completion of the merger, SGLA acquired SGL in exchange for 160,349,203 shares of common stock of SGLA and 1,781,658 shares of preferred stock of SGLA. Immediately after completion of the share exchange, the Company has a total of 161,809,738 shares of common stock outstanding and 1,784,178 shares of preferred stock outstanding.

 

Prior to the merger, Luo Xiong and spouse Wo Kuk Ching and their immediate family members controlled 65.7% of SGLA, and 90% of SGL. Following the merger, Luo Xiong and spouse Wo Kuk Ching and their immediate family members controlled 89.78% of SGLA consolidated with SGL.

 

As SGLA and SGL were under common control at the time of the share exchange, the transaction is accounted for as a combination of entities under common control in a manner similar to the pooling-of-interests method of accounting. In pooling-of-interests accounting, the financial statements of the previously separate companies for periods before the combination are recast on a combined basis for all prior periods that the entities are under common control. The accompanying combined financial statements for all periods presented are referred to as the “consolidated” financial statements. Accordingly, the Company’s consolidated financial statements as of March 31, 2024 and June 30, 2023, and for the three-month and nine-months ended March 31, 2024 and 2023, include SGLA’s, SGL’s, and Tian Li’s historical assets, liabilities, and results of operations, including the issuance of 160,349,203 shares of common stock of SGLA and 1,781,658 shares of preferred stock of SGLA on October 1, 2023, as if the combination and issuance of shares occurred at the beginning of the earliest period presented.

 

The Company conducts its business through its subsidiary Tian Li, which operates in Malaysia as an environmental technology company and recycler of plastic waste bottles and plastic packaging materials.

 

Going concern

 

The accompanying 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 financial statements, for the nine months ended March 31, 2024, the Company incurred a net loss of $943,686, and used cash in operating activities of $558,016. These factors raise substantial doubt about the Company’s ability to continue as a going concern within one year of the date that the financial statements are issued. In addition, our independent registered public accounting firm, in its audit report to the financial statements included in the Company’s Transition Report on Form 10-KT for the for the six month transition period ended June 30, 2023, expressed substantial doubt about our ability to continue as a going concern. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

 

 

The ability of the Company to continue as a going concern is dependent on raising capital to fund its initial business plan and ultimately to attain profitable operations. Management believes additional cash required to meet the Company’s obligations as they become due will be provided by way of advances from related parties. No assurance can be given that any future financing, if needed, will be available or, if available, that it will be on terms that are satisfactory to the Company. Even if the Company is able to obtain additional financing, if needed, it may contain undue restrictions on its operations, in the case of debt financing, or cause substantial dilution for its stockholders, in the case of equity financing.

 

Basis of presentation

 

The Company’s financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”).

 

The unaudited condensed consolidated financial statements are prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) pursuant to the applicable rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial information. The unaudited condensed consolidated financial statements have been prepared on the same basis as the Company’s Transition Report Form 10-KT for the six month transition period ended June 30, 2023, and, in the opinion of management, reflect all adjustments, which consist of normal recurring adjustments, considered necessary for a fair presentation of the periods presented. The results of operations for the interim periods presented are not necessarily indicative of the results of operations to be expected for the full fiscal year ending June 30, 2024. These unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited financial statements and accompanying notes, included in the Company’s Transition Report on Form 10-KT, filed with the SEC. The condensed consolidated balance sheet as of March 31, 2024, was derived from the audited financial statements as of that date, but does not include all disclosures, including notes, required by GAAP.

 

Use of estimates

 

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates include estimates for the valuation of inventory and accruals of potential liabilities.

 

Revenue recognition

 

The Company recognizes revenue in accordance with Accounting Standards Codification (“ASC”) 606, Revenue from Contracts with Customers (“ASC 606”). The underlying principle of ASC 606 is to recognize revenue to depict the transfer of goods or services to customers at the amount expected to be collected. ASC 606 creates a five-step model that requires entities to exercise judgment when considering the terms of contract(s), which includes (1) identifying the contract(s) or agreement(s) with a customer, (2) identifying the Company’s performance obligations in the contract or agreement, (3) determining the transaction price, (4) allocating the transaction price to the separate performance obligations, and (5) recognizing revenue as each performance obligation is satisfied.

 

The Company generates revenue primarily from the sales of plastic recycle products directly to customers. The Company recognizes revenue at a point in time when the control of the products has been transferred to customers. The transfer of control is considered complete when products have been picked up by our customers or delivered to our customers. The Company recognizes revenues net of sales discount and relevant charges, and accounts for packaging, shipping and handling fees as a fulfilment cost.

 

             
   Three months ended
March 31,
   Nine months ended
March 31,
 
   2024   2023   2024   2023 
Sale of plastic recycle products  $488,820   $65,182   $1,394,346   $447,615 

 

 

Cash and cash equivalents

 

Cash and cash equivalents consist of cash on hand, demand deposits placed with banks or other financial institutions and have original maturities of less than three months. The Company’s primary bank deposits are located in Malaysia.

 

   March 31, 2024   June 30, 2023 
Cash, cash equivalents, and restricted cash          
Denominated in United States Dollars  $2,399   $23,578 
Denominated in Chinese Renminbi   42,532    7,999 
Denominated in Malaysian Ringgit   49,379    93,557 
Cash and cash equivalents  $94,310   $125,134 

 

Accounts Receivable

 

Accounts receivables are recorded at net realizable value consisting of the carrying amount less an allowance for uncollectible accounts, as needed. The Company uses the allowance method to account for uncollectible trade receivable balances. Under the allowance method, if needed, an estimate of uncollectible customer balances is made based upon specific account balances that are considered uncollectible. Factors used to establish an allowance include the credit quality and payment history of the customer. The Company did not deem it necessary to provide an allowance for doubtful accounts as of March 31, 2024 and June 30, 2023.

 

Inventories

 

Inventories are stated at the lower of cost or net realizable value, with cost determined on a first-in, first-out (“FIFO”) basis. The Company records adjustments to its inventory based on an estimated forecast of the inventory demand, taking into consideration, among others, inventory turnover, inventory quantities on hand, unfilled customer order quantities, forecasted demand, current prices, competitive pricing, and trends and performance of similar products. If the estimated net realizable value is determined to be less than the recorded cost of the inventory, the difference is recognized as a loss in the period in which it occurs. Once inventory has been written down, it creates a new cost basis for inventory that may not be subsequently written up.

 

Property and equipment

 

Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation is calculated on the straight-line basis over the following expected useful lives from the date on which they become fully operational and after taking into account their estimated residual values:

 

Categories   Expected useful life
Factory building   20 years
Factory equipment   7 years
Office equipment   3 - 10 years
Leasehold improvement   Over the shorter of estimated useful life or term of lease
Motor vehicles   3 - 10 years

 

 

Management assesses the carrying value of property and equipment whenever events or changes in circumstances indicate that the carrying value may not be recoverable. If there is indication of impairment, management prepares an estimate of future cash flows expected to result from the use of the asset and its eventual disposition. If these cash flows are less than the carrying amount of the asset, an impairment loss is recognized to write down the asset to its estimated fair value. For the three and nine months ended March 31, 2024 and 2023, the Company determined there were no indicators of impairment of its property and equipment.

 

Leases

 

The Company accounts for its leases in accordance with the guidance of ASC 842, Leases. The Company determines whether a contract is, or contains, a lease at inception. Right-of-use assets represent the Company’s right to use an underlying asset during the lease term, and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Right-of-use assets and lease liabilities are recognized at lease commencement based upon the estimated present value of unpaid lease payments over the lease term. The Company uses its incremental borrowing rate based on the information available at lease commencement in determining the present value of unpaid lease payments.

 

Income taxes

 

The Company accounts for income taxes using the asset and liability method whereby deferred tax assets are recognized for deductible temporary differences, and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized before the Company is able to realize their benefits, or that future deductibility is uncertain.

 

Tax benefits from an uncertain tax position are recognized only if it more likely than not that the tax position will be sustained on examination by the taxing authorities based on technical merits of the position. The tax benefits recognized in the financial statements from such a position are measured based on the largest benefit that has greater than 50 percent likelihood of being realized upon ultimate resolution. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment.

 

Foreign currency translation

 

The reporting currency of the Company is the United States Dollars (“US$”) and the accompanying consolidated financial statements have been expressed in US$. In addition, the Company’s operating subsidiary maintains its books and records in their respective local currency, which consists of the Malaysian Ringgit (“MYR”).

 

In general, for consolidation purposes, assets and liabilities of its subsidiaries whose functional currency is not the US$ are translated into US$ using the exchange rate on the balance sheet date. Revenues and expenses are translated at average rates prevailing during the period. The gains and losses resulting from translation of financial statements of a foreign subsidiary are recorded as a separate component of accumulated other comprehensive loss within equity.

 

Translation of amounts from the local currencies of the Company into US$ has been made at the following exchange rates for the respective periods:

 

   As of
March 31, 2024
   As of
June 30, 2023
 
Spot USD: MYR exchange rate  $4.7238   $4.6269 
Average USD: MYR exchange rate  $4.6819   $4.4902 

 

 

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

 

Net loss per share

 

The Company calculates net loss per share in accordance with ASC Topic 260, “Earnings per Share.” Basic net loss per share is computed by dividing the net loss by the weighted-average number of common shares outstanding during the period. Diluted net loss per share is computed like basic net loss per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common stock equivalents had been issued and if the additional common shares were dilutive. As of March 31, 2024, the Company had convertible notes payable that were convertible into 937,500 shares of common stock. For the periods ended March 31, 2024 and 2023, the calculations of basic and diluted loss per share are the same because these potential dilutive securities would have had an anti-dilutive effect.

 

Fair value measurements

 

The Company follows the guidance of ASC 820-10, “Fair Value Measurements and Disclosures”, with respect to financial assets and liabilities that are measured at fair value. ASC 820-10 establishes a three-tier fair value hierarchy that prioritizes the inputs used in measuring fair value as follows:

 

Level 1 : Observable inputs such as quoted prices in active markets;

Level 2 : Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and

Level 3 : Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions

 

The Company believes the carrying amounts reported in the balance sheets for accrued expenses and due to related party, approximate their fair values because of the short-term nature of these financial instruments.

 

Segment Information

 

Under ASC 280, Segment Reporting, operating segments are defined as components of an enterprise where discrete financial information is available that is evaluated regularly by the chief operating decision maker (“CODM”), in deciding how to allocate resources and in assessing performance. The Company’s operation segment consists of one component, and the Company’s Chief Executive Officer, who is also the CODM, makes decisions and manages the Company’s operations as a single operating segment.

 

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, which replaces the existing incurred loss impairment model with an expected credit loss model and requires a financial asset measured at amortized cost to be presented at the net amount expected to be collected. This new standard is effective for the Company in the fiscal years beginning after December 15, 2022, including interim periods within those fiscal years, and will be applied as a cumulative-effect adjustment to retained earnings. The Company adopted ASU 2016-03 as of July 1, 2023, with no impact on our condensed consolidated financial statements or the related disclosures.

 

Other recent accounting pronouncements and guidance issued by the FASB, its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s present or future financial statements.

 

v3.24.1.1.u2
PREPAYMENTS AND OTHER CURRENT ASSETS
9 Months Ended
Mar. 31, 2024
Prepayments And Other Current Assets  
PREPAYMENTS AND OTHER CURRENT ASSETS

2. PREPAYMENTS AND OTHER CURRENT ASSETS

 

Prepayments and other current assets consisted of the following as of March 31, 2024 and June 30, 2023:

 

   March 31, 2024   June 30, 2023 
         
Prepaid expenses  $49,724   $14,567 
Deposit on factory acquisition (No. 5 factory building, see Note 4)   -    35,227 
Rental and other deposits   18,042    29,089 
Prepaid rent   23,221    25,696 
Prepaid expenses  $90,987   $104,579 

 

 

v3.24.1.1.u2
INVENTORIES
9 Months Ended
Mar. 31, 2024
Inventory Disclosure [Abstract]  
INVENTORIES

3. INVENTORIES

 

Inventories primarily consisted of the following PET (polyethylene terephthalate) materials at March 31, 2024 and June 30, 2023:

 

   March 31, 2024   June 30, 2023 
         
PET flakes  $8,943   $32,655 
PET pellets   115,607    50,443 
PET strap belt   43,298    51,276 
Other PET materials   6,018    63,719 
Inventory Net  $173,866   $198,093 

 

The Company’s inventory balances have been adjusted to net realizable value resulting in a write off of approximately $89,000 and $456,000 for the three and nine months ended March 31, 2024. The write offs are recorded in cost of sales in the consolidated statements of operations and comprehensive loss.

 

v3.24.1.1.u2
PROPERTY AND EQUIPMENT, NET
9 Months Ended
Mar. 31, 2024
Property, Plant and Equipment [Abstract]  
PROPERTY AND EQUIPMENT, NET

4. PROPERTY AND EQUIPMENT, NET

 

Property and equipment consisted of the following at March 31, 2024 and June 30, 2023:

 

   March 31, 2024   June 30, 2023 
         
Factory buildings  $3,170,148   $1,491,279 
Factory equipment   1,334,810    1,319,673 
Office equipment   14,339    15,042 
Leasehold improvement   211,248    147,706 
Motor vehicle   16,851    17,204 
Total cost   4,747,396    2,990,904 
Accumulated depreciation   (677,538)   (462,780)
Net book value  $4,069,858   $2,528,124 

 

Depreciation and amortization expense was $677,538 for the nine months ended March 31, 2024.

 

At March 31, 2024, the factory buildings related to costs of No. 3 factory building (purchased in March 2023) and No. 5 factory building. In September, 2023, the Company signed an agreement with its landlord to acquire No. 5 factory building for approximately $1.6 Million (MYR7.75 Million). The acquisition of No. 5 factory building was completed in January 2024, and the Company paid approximately $667,000 and obtained a mortgage loan for approximately $915,000 (see Note 7).

 

v3.24.1.1.u2
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES
9 Months Ended
Mar. 31, 2024
Payables and Accruals [Abstract]  
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES

5. ACCOUNTS PAYABLE AND ACCRUED LIABILITIES

 

Accrued liabilities consisted of the following as of March 31, 2024 and June 30, 2023:

 

   March 31, 2024   June 30, 2023 
         
Accounts payable  $33,935   $- 
Accrued liabilities   122,173    55,588 
Other payables   108,933    97,038 
Accounts payable and accrued expense   $265,041   $152,626 

 

The balance of accrued liabilities include accrued payroll and accrued utilities.

 

 

The balance of other payables includes a balance payable to the seller of factory building No. 5.

 

v3.24.1.1.u2
CONVERTIBLE NOTE PAYABLE
9 Months Ended
Mar. 31, 2024
Debt Disclosure [Abstract]  
CONVERTIBLE NOTE PAYABLE

6. CONVERTIBLE NOTE PAYABLE

 

Convertible note consisted of the following as of March 31, 2024 and June 30, 2023:

 

   March 31, 2024   June 30, 2023 
         
Convertible note  $750,000   $750,000 

 

On January 9, 2023, the Company issued a convertible note payable to a third party for $750,000. The note is unsecured, has an interest rate 3% per annum, matures November 14, 2024, and is convertible into 937,500 shares of the Company’s common stock at $0.80 per share, any time after the completion of a merger between SGLA and SGL. The merger was completed October 1, 2023.

 

v3.24.1.1.u2
NOTES PAYABLE, SECURED
9 Months Ended
Mar. 31, 2024
Notes Payable Secured  
NOTES PAYABLE, SECURED

7. NOTES PAYABLE, SECURED

 

In October 2022, the Company obtained a credit facility with OCBC Bank in Malaysia to provide a loan in the principal amount of MYR5,000,000 (approximately US$1,069,000) in relation to the Company’s purchase of a factory (No. 3 factory building, see Note 4). The acquisition and loan drawdown was completed in March 2023. The loan bears interest at the base lending rate, as defined, minus 2.2% (4.06% at March 31, 2024), is secured by the No. 3 factory building, matures in October 2042, and is guaranteed by certain of the Company’s shareholders.

 

In June 2023, the credit agreement with OCBC Bank was amended to provide a second loan to the Company in the principal amount of MYR4,600,000 (approximately US$1,000,000) in relation to the Company’s purchase of a factory (No. 5 factory building, see Note 4). The acquisition and loan drawdown was completed in February 2024. The loan bears interest at the base lending rate, as defined, minus 2.5% (4.06% at March 31, 2024), is secured by the No. 5 factory building, matures in December 2043, and is guaranteed by certain of the Company’s shareholders.

 

The total interest expenses were $51,827 and $22,544 for the nine months and three months ended March 31, 2024 respectively.

 

Future Minimum principal payments under the bank loans payable, secured are as follow:

 

     
2024  $66,259 
2025   66,454 
2026   67,180 
2027   70,308 
2028 onward   1,675,509 
Total   

1,945,710

 
Current portion   

(66,259

)
Long term  $1,879,451 

 

v3.24.1.1.u2
NOTES PAYABLE, UNSECURED
9 Months Ended
Mar. 31, 2024
Notes Payable Unsecured  
NOTES PAYABLE, UNSECURED

8. NOTES PAYABLE, UNSECURED

 

In January and February 2024, the Company issued two notes payable to investors for aggregate proceeds of $250,000. The notes are unsecured, bear interest at 3.6% and 10.9% per annum, and mature in two years. In addition, the Company issued one unsecured note payable in December 2023 for approximately $15,000 that was repaid in full in March 2024.

 

 

v3.24.1.1.u2
RELATED PARTY TRANSACTIONS
9 Months Ended
Mar. 31, 2024
Related Party Transactions [Abstract]  
RELATED PARTY TRANSACTIONS

9. RELATED PARTY TRANSACTIONS

 

As of March 31, 2024 and June 30, 2023, the amount due from (due to) related parties consisted of:

SCHEDULE OF AMOUNT DUE FROM (DUE TO) RELATED PARTIES

  

March 31, 2024

  

June 30, 2023

 
           
Due from Invent Fortune Sdn. Bhd. (4)  $999,087   $917,096 
Payable to Luo Xiong and Wo Kuk Ching (1)   (900,384)   (137,922)
Payable to Empower International Trading (2)   (1,332,729)   (798,835)
Payable to TLC Global International Trading (3)   (725,926)   (741,128)
Total due to related parties, net  $(1,959,952)  $(760,789)

 

The amounts due from and payable to related parties are unsecured, non-interest bearing, and payable on demand. The Company has the right to offset amounts with related parties controlled by the same common control group.

 

  (1) Luo Xiong and spouse Wo Kuk Ching and their immediate family members own 90% of the Company’s common stock.
  (2) Entity controlled 100% by Luo Xiong
  (3) Entity controlled 100% by Wong Ching Wing, daughter of Luo Xiong and Wo Kuk Ching
  (4) Entity controlled 83% by Luo Xiong and spouse Wo Kuk Ching.

 

v3.24.1.1.u2
LEASES
9 Months Ended
Mar. 31, 2024
Leases  
LEASES

10. LEASES

 

During the nine months ended March 31, 2024, the Company entered into two finance leases for motor vehicles. The aggregate monthly lease payments are $1,800 with an aggregate commitment of approximately $95,000. The Company recognized financing lease right-of-use assets and related finance lease liabilities of approximately $95,000 upon commencement of the leases. As of March 31, 2023, the Company has one operating lease agreements for space (No. 5 factory building) in Malaysia. In February 2024, the Company completed the acquisition of the No. 5 factory building and space from the lessor (See Note 4).

 

  

As of

March 31, 2024

  

As of

June 30, 2023

 
         
Right-of-use assets-operating lease  $-   $42,546 
Right-of-use assets-finance leases   79,302    - 
Total right-of-use assets  $79,302   $42,546 
           
Operating lease liabilities – current  $-   $44,167 
Operating lease liabilities – non-current   -    - 
Finance lease liabilities – current   18,536    - 
Finance lease liabilities – non-current   46,446    - 
Total lease liabilities  $64,982   $44,167 

 

The components of lease expense and supplemental cash flow information related to leases for the nine months ended March 31, 2024 and 2023 are as follows:

 

Other information for the nine months ended  March 31, 2024   March 31, 2023 
         
Cash paid for amounts included in the measurement of lease obligations          
Cash payments for operating lease  $44,455   $96,372 
Cash payments for finance lease   33,178    - 
Weighted average remaining lease term (in years)          
Operating leases   -    2.75 
Finance leases   3.27    - 
Weighted average discount rate          
Operating leases   7.31%   7.31%
Finance leases   8.77%   - 

 

The undiscounted future minimum payments under the Company’s operating and finance lease liabilities and reconciliation to the operating and finance lease liabilities recognized on the consolidated balance sheet as of March 31, 2024 are as follows:

 

 

   Operating lease   Finance lease 
         
Year ending                
2024  $-   $22,131 
2025   -    22,131 
2026   -    14,029 
Thereafter   -    14,135 
Total lease payment   -    72,426 
Less: Imputed interest   -    (7,444)
Total lease obligations  $-    

64,982

 
Current   -    

(18,536

)
Long term  $-   $46,446 
v3.24.1.1.u2
ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)
9 Months Ended
Mar. 31, 2024
Accounting Policies [Abstract]  
Basis of presentation

Basis of presentation

 

The Company’s financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”).

 

The unaudited condensed consolidated financial statements are prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) pursuant to the applicable rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial information. The unaudited condensed consolidated financial statements have been prepared on the same basis as the Company’s Transition Report Form 10-KT for the six month transition period ended June 30, 2023, and, in the opinion of management, reflect all adjustments, which consist of normal recurring adjustments, considered necessary for a fair presentation of the periods presented. The results of operations for the interim periods presented are not necessarily indicative of the results of operations to be expected for the full fiscal year ending June 30, 2024. These unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited financial statements and accompanying notes, included in the Company’s Transition Report on Form 10-KT, filed with the SEC. The condensed consolidated balance sheet as of March 31, 2024, was derived from the audited financial statements as of that date, but does not include all disclosures, including notes, required by GAAP.

 

Use of estimates

Use of estimates

 

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates include estimates for the valuation of inventory and accruals of potential liabilities.

 

Revenue recognition

Revenue recognition

 

The Company recognizes revenue in accordance with Accounting Standards Codification (“ASC”) 606, Revenue from Contracts with Customers (“ASC 606”). The underlying principle of ASC 606 is to recognize revenue to depict the transfer of goods or services to customers at the amount expected to be collected. ASC 606 creates a five-step model that requires entities to exercise judgment when considering the terms of contract(s), which includes (1) identifying the contract(s) or agreement(s) with a customer, (2) identifying the Company’s performance obligations in the contract or agreement, (3) determining the transaction price, (4) allocating the transaction price to the separate performance obligations, and (5) recognizing revenue as each performance obligation is satisfied.

 

The Company generates revenue primarily from the sales of plastic recycle products directly to customers. The Company recognizes revenue at a point in time when the control of the products has been transferred to customers. The transfer of control is considered complete when products have been picked up by our customers or delivered to our customers. The Company recognizes revenues net of sales discount and relevant charges, and accounts for packaging, shipping and handling fees as a fulfilment cost.

 

             
   Three months ended
March 31,
   Nine months ended
March 31,
 
   2024   2023   2024   2023 
Sale of plastic recycle products  $488,820   $65,182   $1,394,346   $447,615 

 

 

Cash and cash equivalents

Cash and cash equivalents

 

Cash and cash equivalents consist of cash on hand, demand deposits placed with banks or other financial institutions and have original maturities of less than three months. The Company’s primary bank deposits are located in Malaysia.

 

   March 31, 2024   June 30, 2023 
Cash, cash equivalents, and restricted cash          
Denominated in United States Dollars  $2,399   $23,578 
Denominated in Chinese Renminbi   42,532    7,999 
Denominated in Malaysian Ringgit   49,379    93,557 
Cash and cash equivalents  $94,310   $125,134 

 

Accounts Receivable

Accounts Receivable

 

Accounts receivables are recorded at net realizable value consisting of the carrying amount less an allowance for uncollectible accounts, as needed. The Company uses the allowance method to account for uncollectible trade receivable balances. Under the allowance method, if needed, an estimate of uncollectible customer balances is made based upon specific account balances that are considered uncollectible. Factors used to establish an allowance include the credit quality and payment history of the customer. The Company did not deem it necessary to provide an allowance for doubtful accounts as of March 31, 2024 and June 30, 2023.

 

Inventories

Inventories

 

Inventories are stated at the lower of cost or net realizable value, with cost determined on a first-in, first-out (“FIFO”) basis. The Company records adjustments to its inventory based on an estimated forecast of the inventory demand, taking into consideration, among others, inventory turnover, inventory quantities on hand, unfilled customer order quantities, forecasted demand, current prices, competitive pricing, and trends and performance of similar products. If the estimated net realizable value is determined to be less than the recorded cost of the inventory, the difference is recognized as a loss in the period in which it occurs. Once inventory has been written down, it creates a new cost basis for inventory that may not be subsequently written up.

 

Property and equipment

Property and equipment

 

Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation is calculated on the straight-line basis over the following expected useful lives from the date on which they become fully operational and after taking into account their estimated residual values:

 

Categories   Expected useful life
Factory building   20 years
Factory equipment   7 years
Office equipment   3 - 10 years
Leasehold improvement   Over the shorter of estimated useful life or term of lease
Motor vehicles   3 - 10 years

 

 

Management assesses the carrying value of property and equipment whenever events or changes in circumstances indicate that the carrying value may not be recoverable. If there is indication of impairment, management prepares an estimate of future cash flows expected to result from the use of the asset and its eventual disposition. If these cash flows are less than the carrying amount of the asset, an impairment loss is recognized to write down the asset to its estimated fair value. For the three and nine months ended March 31, 2024 and 2023, the Company determined there were no indicators of impairment of its property and equipment.

 

Leases

Leases

 

The Company accounts for its leases in accordance with the guidance of ASC 842, Leases. The Company determines whether a contract is, or contains, a lease at inception. Right-of-use assets represent the Company’s right to use an underlying asset during the lease term, and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Right-of-use assets and lease liabilities are recognized at lease commencement based upon the estimated present value of unpaid lease payments over the lease term. The Company uses its incremental borrowing rate based on the information available at lease commencement in determining the present value of unpaid lease payments.

 

Income taxes

Income taxes

 

The Company accounts for income taxes using the asset and liability method whereby deferred tax assets are recognized for deductible temporary differences, and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized before the Company is able to realize their benefits, or that future deductibility is uncertain.

 

Tax benefits from an uncertain tax position are recognized only if it more likely than not that the tax position will be sustained on examination by the taxing authorities based on technical merits of the position. The tax benefits recognized in the financial statements from such a position are measured based on the largest benefit that has greater than 50 percent likelihood of being realized upon ultimate resolution. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment.

 

Foreign currency translation

Foreign currency translation

 

The reporting currency of the Company is the United States Dollars (“US$”) and the accompanying consolidated financial statements have been expressed in US$. In addition, the Company’s operating subsidiary maintains its books and records in their respective local currency, which consists of the Malaysian Ringgit (“MYR”).

 

In general, for consolidation purposes, assets and liabilities of its subsidiaries whose functional currency is not the US$ are translated into US$ using the exchange rate on the balance sheet date. Revenues and expenses are translated at average rates prevailing during the period. The gains and losses resulting from translation of financial statements of a foreign subsidiary are recorded as a separate component of accumulated other comprehensive loss within equity.

 

Translation of amounts from the local currencies of the Company into US$ has been made at the following exchange rates for the respective periods:

 

   As of
March 31, 2024
   As of
June 30, 2023
 
Spot USD: MYR exchange rate  $4.7238   $4.6269 
Average USD: MYR exchange rate  $4.6819   $4.4902 

 

 

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

 

Net loss per share

Net loss per share

 

The Company calculates net loss per share in accordance with ASC Topic 260, “Earnings per Share.” Basic net loss per share is computed by dividing the net loss by the weighted-average number of common shares outstanding during the period. Diluted net loss per share is computed like basic net loss per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common stock equivalents had been issued and if the additional common shares were dilutive. As of March 31, 2024, the Company had convertible notes payable that were convertible into 937,500 shares of common stock. For the periods ended March 31, 2024 and 2023, the calculations of basic and diluted loss per share are the same because these potential dilutive securities would have had an anti-dilutive effect.

 

Fair value measurements

Fair value measurements

 

The Company follows the guidance of ASC 820-10, “Fair Value Measurements and Disclosures”, with respect to financial assets and liabilities that are measured at fair value. ASC 820-10 establishes a three-tier fair value hierarchy that prioritizes the inputs used in measuring fair value as follows:

 

Level 1 : Observable inputs such as quoted prices in active markets;

Level 2 : Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and

Level 3 : Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions

 

The Company believes the carrying amounts reported in the balance sheets for accrued expenses and due to related party, approximate their fair values because of the short-term nature of these financial instruments.

 

Segment Information

Segment Information

 

Under ASC 280, Segment Reporting, operating segments are defined as components of an enterprise where discrete financial information is available that is evaluated regularly by the chief operating decision maker (“CODM”), in deciding how to allocate resources and in assessing performance. The Company’s operation segment consists of one component, and the Company’s Chief Executive Officer, who is also the CODM, makes decisions and manages the Company’s operations as a single operating segment.

 

Recent accounting pronouncements

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, which replaces the existing incurred loss impairment model with an expected credit loss model and requires a financial asset measured at amortized cost to be presented at the net amount expected to be collected. This new standard is effective for the Company in the fiscal years beginning after December 15, 2022, including interim periods within those fiscal years, and will be applied as a cumulative-effect adjustment to retained earnings. The Company adopted ASU 2016-03 as of July 1, 2023, with no impact on our condensed consolidated financial statements or the related disclosures.

 

Other recent accounting pronouncements and guidance issued by the FASB, its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s present or future financial statements.

 

v3.24.1.1.u2
ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)
9 Months Ended
Mar. 31, 2024
Accounting Policies [Abstract]  
SCHEDULE OF REVENUE RECOGNITION

 

             
   Three months ended
March 31,
   Nine months ended
March 31,
 
   2024   2023   2024   2023 
Sale of plastic recycle products  $488,820   $65,182   $1,394,346   $447,615 
SCHEDULE OF PRIMARY BANK DEPOSITS

Cash and cash equivalents consist of cash on hand, demand deposits placed with banks or other financial institutions and have original maturities of less than three months. The Company’s primary bank deposits are located in Malaysia.

 

   March 31, 2024   June 30, 2023 
Cash, cash equivalents, and restricted cash          
Denominated in United States Dollars  $2,399   $23,578 
Denominated in Chinese Renminbi   42,532    7,999 
Denominated in Malaysian Ringgit   49,379    93,557 
Cash and cash equivalents  $94,310   $125,134 
SCHEDULE OF ESTIMATED USEFUL LIVE

 

Categories   Expected useful life
Factory building   20 years
Factory equipment   7 years
Office equipment   3 - 10 years
Leasehold improvement   Over the shorter of estimated useful life or term of lease
Motor vehicles   3 - 10 years
SCHEDULE OF FOREIGN EXCHANGE RATES

Translation of amounts from the local currencies of the Company into US$ has been made at the following exchange rates for the respective periods:

 

   As of
March 31, 2024
   As of
June 30, 2023
 
Spot USD: MYR exchange rate  $4.7238   $4.6269 
Average USD: MYR exchange rate  $4.6819   $4.4902 
v3.24.1.1.u2
PREPAYMENTS AND OTHER CURRENT ASSETS (Tables)
9 Months Ended
Mar. 31, 2024
Prepayments And Other Current Assets  
SCHEDULE OF PREPAYMENTS AND OTHER CURRENT ASSETS

Prepayments and other current assets consisted of the following as of March 31, 2024 and June 30, 2023:

 

   March 31, 2024   June 30, 2023 
         
Prepaid expenses  $49,724   $14,567 
Deposit on factory acquisition (No. 5 factory building, see Note 4)   -    35,227 
Rental and other deposits   18,042    29,089 
Prepaid rent   23,221    25,696 
Prepaid expenses  $90,987   $104,579 
v3.24.1.1.u2
INVENTORIES (Tables)
9 Months Ended
Mar. 31, 2024
Inventory Disclosure [Abstract]  
SCHEDULE OF PET (POLYETHYLENE TEREPHTHALATE) MATERIALS

Inventories primarily consisted of the following PET (polyethylene terephthalate) materials at March 31, 2024 and June 30, 2023:

 

   March 31, 2024   June 30, 2023 
         
PET flakes  $8,943   $32,655 
PET pellets   115,607    50,443 
PET strap belt   43,298    51,276 
Other PET materials   6,018    63,719 
Inventory Net  $173,866   $198,093 
v3.24.1.1.u2
PROPERTY AND EQUIPMENT, NET (Tables)
9 Months Ended
Mar. 31, 2024
Property, Plant and Equipment [Abstract]  
SCHEDULE OF PROPERTY AND EQUIPMENT

Property and equipment consisted of the following at March 31, 2024 and June 30, 2023:

 

   March 31, 2024   June 30, 2023 
         
Factory buildings  $3,170,148   $1,491,279 
Factory equipment   1,334,810    1,319,673 
Office equipment   14,339    15,042 
Leasehold improvement   211,248    147,706 
Motor vehicle   16,851    17,204 
Total cost   4,747,396    2,990,904 
Accumulated depreciation   (677,538)   (462,780)
Net book value  $4,069,858   $2,528,124 
v3.24.1.1.u2
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES (Tables)
9 Months Ended
Mar. 31, 2024
Payables and Accruals [Abstract]  
SCHEDULE OF ACCRUED LIABILITIES

Accrued liabilities consisted of the following as of March 31, 2024 and June 30, 2023:

 

   March 31, 2024   June 30, 2023 
         
Accounts payable  $33,935   $- 
Accrued liabilities   122,173    55,588 
Other payables   108,933    97,038 
Accounts payable and accrued expense   $265,041   $152,626 
v3.24.1.1.u2
CONVERTIBLE NOTE PAYABLE (Tables)
9 Months Ended
Mar. 31, 2024
Debt Disclosure [Abstract]  
SCHEDULE OF CONVERTIBLE NOTE

Convertible note consisted of the following as of March 31, 2024 and June 30, 2023:

 

   March 31, 2024   June 30, 2023 
         
Convertible note  $750,000   $750,000 
v3.24.1.1.u2
NOTES PAYABLE, SECURED (Tables)
9 Months Ended
Mar. 31, 2024
Notes Payable Secured  
SCHEDULE OF MINIMUM PRINCIPAL PAYMENTS

Future Minimum principal payments under the bank loans payable, secured are as follow:

 

     
2024  $66,259 
2025   66,454 
2026   67,180 
2027   70,308 
2028 onward   1,675,509 
Total   

1,945,710

 
Current portion   

(66,259

)
Long term  $1,879,451 
v3.24.1.1.u2
RELATED PARTY TRANSACTIONS (Tables)
9 Months Ended
Mar. 31, 2024
Related Party Transactions [Abstract]  
SCHEDULE OF AMOUNT DUE FROM (DUE TO) RELATED PARTIES

SCHEDULE OF AMOUNT DUE FROM (DUE TO) RELATED PARTIES

  

March 31, 2024

  

June 30, 2023

 
           
Due from Invent Fortune Sdn. Bhd. (4)  $999,087   $917,096 
Payable to Luo Xiong and Wo Kuk Ching (1)   (900,384)   (137,922)
Payable to Empower International Trading (2)   (1,332,729)   (798,835)
Payable to TLC Global International Trading (3)   (725,926)   (741,128)
Total due to related parties, net  $(1,959,952)  $(760,789)

 

The amounts due from and payable to related parties are unsecured, non-interest bearing, and payable on demand. The Company has the right to offset amounts with related parties controlled by the same common control group.

 

  (1) Luo Xiong and spouse Wo Kuk Ching and their immediate family members own 90% of the Company’s common stock.
  (2) Entity controlled 100% by Luo Xiong
  (3) Entity controlled 100% by Wong Ching Wing, daughter of Luo Xiong and Wo Kuk Ching
  (4) Entity controlled 83% by Luo Xiong and spouse Wo Kuk Ching.
v3.24.1.1.u2
LEASES (Tables)
9 Months Ended
Mar. 31, 2024
Leases  
SCHEDULE OF OPERATING AND FINANCE LEASE AGREEMENT

 

  

As of

March 31, 2024

  

As of

June 30, 2023

 
         
Right-of-use assets-operating lease  $-   $42,546 
Right-of-use assets-finance leases   79,302    - 
Total right-of-use assets  $79,302   $42,546 
           
Operating lease liabilities – current  $-   $44,167 
Operating lease liabilities – non-current   -    - 
Finance lease liabilities – current   18,536    - 
Finance lease liabilities – non-current   46,446    - 
Total lease liabilities  $64,982   $44,167 
SCHEDULE OF SUPPLEMENTAL CASH FLOW AND OTHER INFORMATION RELATED TO LEASES

The components of lease expense and supplemental cash flow information related to leases for the nine months ended March 31, 2024 and 2023 are as follows:

 

Other information for the nine months ended  March 31, 2024   March 31, 2023 
         
Cash paid for amounts included in the measurement of lease obligations          
Cash payments for operating lease  $44,455   $96,372 
Cash payments for finance lease   33,178    - 
Weighted average remaining lease term (in years)          
Operating leases   -    2.75 
Finance leases   3.27    - 
Weighted average discount rate          
Operating leases   7.31%   7.31%
Finance leases   8.77%   - 
SCHEDULE OF FUTURE MINIMUM PAYMENTS

 

   Operating lease   Finance lease 
         
Year ending                
2024  $-   $22,131 
2025   -    22,131 
2026   -    14,029 
Thereafter   -    14,135 
Total lease payment   -    72,426 
Less: Imputed interest   -    (7,444)
Total lease obligations  $-    

64,982

 
Current   -    

(18,536

)
Long term  $-   $46,446 
v3.24.1.1.u2
SCHEDULE OF REVENUE RECOGNITION (Details) - USD ($)
3 Months Ended 9 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Mar. 31, 2024
Mar. 31, 2023
Accounting Policies [Abstract]        
Sale of plastic recycle products $ 488,820 $ 65,182 $ 1,394,346 $ 447,615
v3.24.1.1.u2
SCHEDULE OF PRIMARY BANK DEPOSITS (Details) - USD ($)
Mar. 31, 2024
Jun. 30, 2023
Cash and Cash Equivalents [Line Items]    
Cash and cash equivalents $ 94,310 $ 125,134
United States Dollars [Member]    
Cash and Cash Equivalents [Line Items]    
Cash and cash equivalents 2,399 23,578
Chinese Renminbi [Member]    
Cash and Cash Equivalents [Line Items]    
Cash and cash equivalents 42,532 7,999
Malaysian Ringgits [Member]    
Cash and Cash Equivalents [Line Items]    
Cash and cash equivalents $ 49,379 $ 93,557
v3.24.1.1.u2
SCHEDULE OF ESTIMATED USEFUL LIVE (Details)
Mar. 31, 2024
Factory Building [Member]  
Property, Plant and Equipment [Line Items]  
Property plant and equipment, Expected useful life 20 years
Equipment [Member]  
Property, Plant and Equipment [Line Items]  
Property plant and equipment, Expected useful life 7 years
Office Equipment [Member] | Minimum [Member]  
Property, Plant and Equipment [Line Items]  
Property plant and equipment, Expected useful life 3 years
Office Equipment [Member] | Maximum [Member]  
Property, Plant and Equipment [Line Items]  
Property plant and equipment, Expected useful life 10 years
Leasehold Improvements [Member]  
Property, Plant and Equipment [Line Items]  
Property, Plant, and Equipment, Useful Life, Term, Description [Extensible Enumeration] us-gaap:UsefulLifeTermOfLeaseMember
Vehicles [Member] | Minimum [Member]  
Property, Plant and Equipment [Line Items]  
Property plant and equipment, Expected useful life 3 years
Vehicles [Member] | Maximum [Member]  
Property, Plant and Equipment [Line Items]  
Property plant and equipment, Expected useful life 10 years
v3.24.1.1.u2
SCHEDULE OF FOREIGN EXCHANGE RATES (Details)
Mar. 31, 2024
Jun. 30, 2023
Accounting Policies [Abstract]    
Spot USD: MYR exchange rate 4.7238 4.6269
Average USD: MYR exchange rate 4.6819 4.4902
v3.24.1.1.u2
ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($)
3 Months Ended 9 Months Ended
Oct. 01, 2023
Mar. 31, 2024
Dec. 31, 2023
Sep. 30, 2023
Mar. 31, 2023
Dec. 31, 2022
Sep. 30, 2022
Mar. 31, 2024
Mar. 31, 2023
Net Income (Loss) Attributable to Parent   $ 285,101 $ 272,803 $ 385,782 $ 236,633 $ 134,640 $ 118,234 $ 943,686 $ 489,507
Net Cash Provided by (Used in) Operating Activities               $ 558,016 $ 644,641
Sino Green Land Corp [Member]                  
Ownership percent 65.70%                
Sunshine Green [Member]                  
Ownership percent 90.00%                
Sunshine Green Land Corp., [Member]                  
Ownership percent 89.78%                
Sunshine Green [Member] | Common Stock [Member]                  
Preferred stock 160,349,203                
Shares exhanged 161,809,738                
Convertible notes payable, shares               937,500  
Sunshine Green [Member] | Preferred Stock [Member]                  
Preferred stock 1,781,658                
Shares exhanged 1,784,178                
v3.24.1.1.u2
SCHEDULE OF PREPAYMENTS AND OTHER CURRENT ASSETS (Details)
RM in Thousands
Mar. 31, 2024
USD ($)
Sep. 30, 2023
USD ($)
Sep. 30, 2023
MYR (RM)
Jun. 30, 2023
USD ($)
Prepayments And Other Current Assets        
Prepaid expenses $ 49,724     $ 14,567
Deposit on factory acquisition (No. 5 factory building, see Note 4) $ 1,600,000 RM 7,750 35,227
Rental and other deposits 18,042     29,089
Prepaid rent 23,221     25,696
Prepaid expenses $ 90,987     $ 104,579
v3.24.1.1.u2
SCHEDULE OF PET (POLYETHYLENE TEREPHTHALATE) MATERIALS (Details) - USD ($)
Mar. 31, 2024
Jun. 30, 2023
Inventory [Line Items]    
Inventory Net $ 173,866 $ 198,093
PET Flakes [Member]    
Inventory [Line Items]    
Inventory Net 8,943 32,655
PET Pellets [Member]    
Inventory [Line Items]    
Inventory Net 115,607 50,443
PET Strap Belt [Member]    
Inventory [Line Items]    
Inventory Net 43,298 51,276
Other PET Materials [Member]    
Inventory [Line Items]    
Inventory Net $ 6,018 $ 63,719
v3.24.1.1.u2
INVENTORIES (Details Narrative) - USD ($)
3 Months Ended 9 Months Ended
Mar. 31, 2024
Mar. 31, 2024
Inventory Disclosure [Abstract]    
Inventory Write off $ 89,000 $ 456,000
v3.24.1.1.u2
SCHEDULE OF PROPERTY AND EQUIPMENT (Details) - USD ($)
Mar. 31, 2024
Jun. 30, 2023
Property, Plant and Equipment [Line Items]    
Total cost $ 4,747,396 $ 2,990,904
Accumulated depreciation (677,538) (462,780)
Net book value 4,069,858 2,528,124
Factory Building [Member]    
Property, Plant and Equipment [Line Items]    
Total cost 3,170,148 1,491,279
Equipment [Member]    
Property, Plant and Equipment [Line Items]    
Total cost 1,334,810 1,319,673
Office Equipment [Member]    
Property, Plant and Equipment [Line Items]    
Total cost 14,339 15,042
Leaseholds and Leasehold Improvements [Member]    
Property, Plant and Equipment [Line Items]    
Total cost 211,248 147,706
Vehicles [Member]    
Property, Plant and Equipment [Line Items]    
Total cost $ 16,851 $ 17,204
v3.24.1.1.u2
PROPERTY AND EQUIPMENT, NET (Details Narrative)
RM in Thousands
1 Months Ended 9 Months Ended
Jan. 31, 2024
USD ($)
Mar. 31, 2024
USD ($)
Sep. 30, 2023
USD ($)
Sep. 30, 2023
MYR (RM)
Jun. 30, 2023
USD ($)
Property, Plant and Equipment [Abstract]          
Depreciation and amortization expense   $ 677,538      
Deposit on factory acquisition   $ 1,600,000 RM 7,750 $ 35,227
Paid of acquisition property $ 667,000        
Mortgage loan $ 915,000        
v3.24.1.1.u2
SCHEDULE OF ACCRUED LIABILITIES (Details) - USD ($)
Mar. 31, 2024
Jun. 30, 2023
Payables and Accruals [Abstract]    
Accounts payable $ 33,935
Accrued liabilities 122,173 55,588
Other payables 108,933 97,038
Accounts payable and accrued expense  $ 265,041 $ 152,626
v3.24.1.1.u2
SCHEDULE OF CONVERTIBLE NOTE (Details) - USD ($)
Mar. 31, 2024
Jun. 30, 2023
Jan. 09, 2023
Debt Disclosure [Abstract]      
Convertible note $ 750,000 $ 750,000 $ 750,000
v3.24.1.1.u2
CONVERTIBLE NOTE PAYABLE (Details Narrative) - USD ($)
Jan. 09, 2023
Mar. 31, 2024
Feb. 29, 2024
Jan. 31, 2024
Jun. 30, 2023
Debt Disclosure [Abstract]          
Convertible note payable $ 750,000 $ 750,000     $ 750,000
Interest rate 3.00%   10.90% 3.60%  
Maturity date Nov. 14, 2024        
Debt conversion shares 937,500        
Share price $ 0.80        
v3.24.1.1.u2
SCHEDULE OF MINIMUM PRINCIPAL PAYMENTS (Details) - USD ($)
Mar. 31, 2024
Jun. 30, 2023
Notes Payable Secured    
2024 $ 66,259  
2025 66,454  
2026 67,180  
2027 70,308  
2028 onward 1,675,509  
Total 1,945,710  
Current portion (66,259) $ (36,266)
Long term $ 1,879,451 $ 1,032,606
v3.24.1.1.u2
NOTES PAYABLE, SECURED (Details Narrative)
1 Months Ended 3 Months Ended 9 Months Ended
Jun. 30, 2023
USD ($)
Oct. 31, 2022
USD ($)
Mar. 31, 2024
USD ($)
Mar. 31, 2024
USD ($)
Jun. 30, 2023
MYR (RM)
Oct. 31, 2022
MYR (RM)
Debt Instrument [Line Items]            
Interest expense     $ 22,544 $ 51,827    
Loans Payable [Member] | OCBC Bank [Member]            
Debt Instrument [Line Items]            
Principal amount   $ 1,069,000       RM 5,000,000
Debt instrument, description   The loan bears interest at the base lending rate, as defined, minus 2.2% (4.06% at March 31, 2024), is secured by the No. 3 factory building, matures in October 2042, and is guaranteed by certain of the Company’s shareholders.        
Second Loans Payable [Member] | OCBC Bank [Member] | Credit Agreement [Member]            
Debt Instrument [Line Items]            
Principal amount $ 1,000,000       RM 4,600,000  
Debt instrument, description The loan bears interest at the base lending rate, as defined, minus 2.5% (4.06% at March 31, 2024), is secured by the No. 5 factory building, matures in December 2043, and is guaranteed by certain of the Company’s shareholders.          
v3.24.1.1.u2
NOTES PAYABLE, UNSECURED (Details Narrative) - USD ($)
1 Months Ended 3 Months Ended 9 Months Ended
Feb. 29, 2024
Mar. 31, 2024
Mar. 31, 2024
Mar. 31, 2023
Jan. 31, 2024
Jan. 09, 2023
Notes Payable Unsecured            
Proceeds from Notes Payable $ 250,000          
Debt Instrument, Interest Rate, Stated Percentage 10.90%       3.60% 3.00%
Debt Instrument, Term   2 years        
[custom:PrincipalPaymentOfNotesPayableUnsecured]   $ 15,000 $ 15,000    
v3.24.1.1.u2
SCHEDULE OF AMOUNT DUE FROM (DUE TO) RELATED PARTIES (Details) - USD ($)
Mar. 31, 2024
Jun. 30, 2023
Invent Fortune Sdn. Bhd. [Member]    
Related Party Transaction [Line Items]    
Due from Invent Fortune Sdn. Bhd. [1] $ 999,087 $ 917,096
Luo Xiong and WoKuk Ching [Member]    
Related Party Transaction [Line Items]    
Total due to related parties, net [2] (900,384) (137,922)
Empower International Trading [Member]    
Related Party Transaction [Line Items]    
Total due to related parties, net [3] (1,332,729) (798,835)
TLC Global International Trading [Member]    
Related Party Transaction [Line Items]    
Total due to related parties, net [4] (725,926) (741,128)
Related Party [Member]    
Related Party Transaction [Line Items]    
Total due to related parties, net $ (1,959,952) $ (760,789)
[1] Entity controlled 83% by Luo Xiong and spouse Wo Kuk Ching.
[2] Luo Xiong and spouse Wo Kuk Ching and their immediate family members own 90% of the Company’s common stock.
[3] Entity controlled 100% by Luo Xiong
[4] Entity controlled 100% by Wong Ching Wing, daughter of Luo Xiong and Wo Kuk Ching
v3.24.1.1.u2
SCHEDULE OF RELATED PARTY TRANSACTIONS (Details) (Parenthetical)
9 Months Ended
Mar. 31, 2024
Luo Xiang And Wo Kuk Ching [Member]  
Related Party Transaction [Line Items]  
Equity method investment, ownership percentage 90.00%
Luo Xiang [Member]  
Related Party Transaction [Line Items]  
Equity method investment, ownership percentage 100.00%
Wong Ching Wing [Member]  
Related Party Transaction [Line Items]  
Equity method investment, ownership percentage 100.00%
Wo Kuk Ching [Member]  
Related Party Transaction [Line Items]  
Equity method investment, ownership percentage 83.00%
v3.24.1.1.u2
SCHEDULE OF OPERATING AND FINANCE LEASE AGREEMENT (Details) - USD ($)
Mar. 31, 2024
Jun. 30, 2023
Leases    
Right-of-use assets-operating lease $ 42,546
Right-of-use assets-finance leases 79,302
Total right-of-use assets 79,302 42,546
Operating lease liabilities – current 44,167
Operating lease liabilities – non-current
Finance lease liabilities – current 18,536
Finance lease liabilities – non-current 46,446
Total lease liabilities $ 64,982 $ 44,167
v3.24.1.1.u2
SCHEDULE OF SUPPLEMENTAL CASH FLOW AND OTHER INFORMATION RELATED TO LEASES (Details) - USD ($)
9 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Leases    
Cash payments for operating lease $ 44,455 $ 96,372
Cash payments for finance lease $ 33,178
Weighted average remaining lease term (in years) Operating leases   2 years 9 months
Weighted average remaining lease term (in years) Finance leases 3 years 3 months 7 days
Weighted average discount rate Operating leases 7.31% 7.31%
Weighted average discount rate finance leases 8.77%
v3.24.1.1.u2
SCHEDULE OF FUTURE MINIMUM PAYMENTS (Details) - USD ($)
Mar. 31, 2024
Jun. 30, 2023
Leases    
2024,Operating lease  
2024,Financing lease 22,131  
2025,Operating lease  
2025,Financing lease 22,131  
2026,Operating lease  
2026,Financing lease 14,029  
Thereafter,Operating lease  
Thereafter,,Financing lease 14,135  
Total lease payment,Operating lease  
Total lease payment,Financing lease 72,426  
Less imputed interest,Operating lease  
Less imputed interest,Financing lease (7,444)  
Operating lease, Total lease obligations  
Finance lease, Total lease obligations 64,982  
Operating lease Current $ 44,167
Finance lease Current (18,536)
Operating lease Long term
Finance lease Long term $ 46,446
v3.24.1.1.u2
LEASES (Details Narrative) - USD ($)
9 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Jun. 30, 2023
Property, Plant and Equipment [Line Items]      
Lease payments $ 33,178  
Financing lease right-of-use assets 79,302  
Finance lease liabilities 64,982    
Vehicles [Member]      
Property, Plant and Equipment [Line Items]      
Lease payments 1,800    
Aggregate commitment 95,000    
Vehicles [Member] | Two Finance Leases [Member]      
Property, Plant and Equipment [Line Items]      
Financing lease right-of-use assets 95,000    
Finance lease liabilities $ 95,000    

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