Goldenwell Biotech, Inc 10-Q for FY2023 Q1

Goldenwell Biotech, Inc. (GWLL)

10-Q 2023-05-19 For: 2023-03-31

Added on April 06, 2026

About this 10-Q

Goldenwell Biotech, Inc filed this 10-Q on May 19, 2023, covering the quarter ended March 31, 2023 (FY2023 Q1).

Headline figures

Quarter ended March 31, 2023, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $1422; up 258.2% from $397 a year earlier
Net loss: $33.61K; compared with a net loss of $33.38K a year earlier

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Nevada		84-2896086
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated Filer	☒	Smaller reporting company	☒
		Emerging growth company	☒

Index		Page

PART I. FINANCIAL INFORMATION

Item 1.	Financial Statements.	4

	Balance Sheet as of March 31, 2023 (unaudited) and December 31, 2022.	4

	Statement of Operations for the Three Months ended March 31, 2023 and 2022 (unaudited)	5

	Statements of Changes Stockholders’ Equity for the Three Months ended March 31, 2023 and the year ended December 31, 2022 (unaudited).	6

	Statement of Cash Flows for the Three Months ended March 31, 2023 and 2022 (unaudited).	7

	Notes to Condensed Financial Statements (unaudited).	8

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations.	12

Item 3.	Quantitative and Qualitative Disclosures About Market Risk.	15

Item 4.	Controls and Procedures.	15

PART II. OTHER INFORMATION

Item 1.	Legal Proceedings.	16

Item 1A.	Risk Factors.	16

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds.	16

Item 3.	Defaults Upon Senior Securities.	16

Item 4.	Mine Safety Disclosures.	16

Item 5.	Other Information.	16

Item 6.	Exhibits.	17

Signatures		18

GOLDENWELL BIOTECH INC
BALANCE SHEET
(Unaudited)

ASSETS	March 31, 2023			December 31, 2022

CURRENT ASSETS
Cash		44,075			45,995
Accounts Receivable		0
Inventory (related party transaction)		175,347			176,058

NONCURRENT ASSETS
Right of Use Assets		0			26,346
TOTAL ASSETS		219,422			248,400

LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
Accounts Payable		0
Lease Liability		0			25,372
Unearned Revenue		1,410			1,410
LONG-TERM LIABILITIES		50,000			20,000
TOTAL LIABILITIES		51,410			46,782

STOCKHOLDERS' EQUITY

Common stock, $0.0001 par value, 300,000,000 shares authorized, 99,000,000 issued and outstanding at December 31, 2022 99,000,000 issued and outstanding at March 31, 2023		9,900			9,900
Additional paid-in capital		1,302,504			1,302,504
Retained earnings		(1,144,392	)		(1,110,786	)
Total stockholders' equity		168,012			201,618

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY		219,422			248,400


The accompanying notes are an integral part of these financial statements.

GOLDENWELL BIOTECH INC
STATEMENT OF OPERATIONS
(Unaudited)

	Three Months Ended on
	March 31, 2023			March 31, 2022

REVENUE
Sales		1,422			397
COST OF REVENUES		(711	)		(188	)

GROSS PROFIT		711			209

OPERATING EXPENSES
General and administrative		(34,317	)		(33,596	)

Total operating expenses		(34,317	)		(33,596	)

Operation Income		(33,606	)		(33,387	)

Other Income and Expenses
Other income		0			7
Total other income (expense)		0			7

Income tax provision

NET LOSS		(33,606	)		(33,380	)

Earning per share - basic and diluted

Weighted average number of shares outstanding - basic and diluted		96,433,333			91,322,222

Title of each class	Trading Symbol(s)	Name of each exchange on which registered

GOLDENWELL BIOTECH INC
STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
FOR THE QUARTER ENDED March 31, 2023
(Unaudited)

	Common Stock				Additional Paid-In		Subscription		Accumulated
	Shares		Amount		Capital		Receivable		Deficit			Total
Balance - March 31, 2022		96,000,000		9,600		417,804				(159,070	)		268,334

Cash receipt from stock subscription receivable								-

Shares issued for cash $0.001 stock price		-		-		-							-
				-		-							-
Shares issued for cash $0.01 stock price		-		-		-							-
													-
Net loss for the period										(26,800	)		(26,800	)
Balance - June 30, 2022		96,000,000		9,600		417,804		0		(185,871	)		241,533

Cash receipt from stock subscription receivable								-

Shares issued for cash $0.001 stock price		-		-		-							-
				-		-							-
Shares issued for cash $0.01 stock price		-		-		-							-
													-
Net loss for the period										(4,584	)		(4,584	)
Balance - Sep 30, 2022		96,000,000		9,600		417,804				(190,454	)		236,950

Cash receipt from stock subscription receivable								-

Shares issued for cash $0.001 stock price		-		-		-							-
				-		-							-
Shares issued for cash $0.01 stock price		-		-		-							-
													-
Shared issued for compensation expense at $0.295 stock price		3,000,000		300		884,700							885,000
Net loss for the period										(920,332	)		(920,332	)
Balance - December 31, 2022		99,000,000		9,900		1,302,504				(1,110,786	)		201,618

Cash receipt from stock subscription receivable								-

Shares issued for cash $0.001 stock price		-		-		-							-
				-		-							-
Shares issued for cash $0.01 stock price		-		-		-							-
													-
Net loss for the period										(33,606	)		(33,606	)
Balance - March 31, 2023		99,000,000		9,900		1,302,504				(1,144,392	)		168,012

GOLDENWELL BIOTECH INC
STATEMENT OF CASH FLOWS
(unaudited)

	For the Three Months Ended on March 31
	2023			2022
Cash Flows from Operating Activities:

Net Loss		(33,606	)		(33,380	)

Adjustments to reconcile net loss to net cash
used in operating activities:
Changes in operating assets
Change in Accounts Receivable		0
Change in inventory deposit		0			0
Change in inventory		711			188
Change in right of use asset		26,346			6,452
Changed in operating liabilities
Change in Accounts Payable		0			(111,488	)
Unearned Revenue		(0	)
Change in Lease liability		(25,372	)		(7,427	)
Net Cash used in Operating Activities		(31,921	)		(145,655	)

Cash flows from Financing Activities:
Proceeds from long-term loan		30,000
Proceeds from issuance of common stock		0
Additional paid-capital		0
Stock subscription receivable		0
Net Cash provided by Financing Activities		30,000

Net change in cash		(1,921	)		(145,655	)
Cash at beginning of period		45,996			213,556
Cash at end of period		44,075			67,901

	March 31, 2023			December 31, 2022
Income tax benefit at statutory rate	$	(7,057	)		(206,870	)
Change in valuation allowance		7,057			206,870
Income tax expense		—			—

	March 31, 2023			December 31, 2022
Net operating loss carry forward	$	240,322			233,265
Valuation allowance		(240,322	)		(233,265	)
Net deferred tax assets		—			—

Number		Description

3.1		Articles of Incorporation
3.2		Bylaws
31.1		Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2		Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1		Certification of Principal Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2*		Certification of Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS *		Inline XBRL Instance Document
101.SCH *		Inline XBRL Taxonomy Extension Schema Document
101.CAL *		Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF *		Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB *		Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE *		Inline XBRL Taxonomy Extension Presentation Linkbase Document
104*		Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

	GOLDENWELL BIOTECH, INC.

Date: May 18, 2023	By:	/s/ Shuang Liu
	Name:	Shuang Liu
	Title:	Chief Executive Officer (principal executive officer)

1.	I have reviewed this quarterly report on Form 10-Q of Goldenwell Biotech, Inc.;

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 quarterly report;

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

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

	(a)	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

	(b)	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

	(c)	Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

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

	(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 18, 2023	/s/ Shuang Liu
	Name: Shuang Liu
	Title: Chief Executive Officer
	(principal executive officer)

Date: May 18, 2023	/s/ Hua Xie
	Name: Hua Xie
	Title: Secretary
	(principal accounting officer and principal financial officer)

	(1)	such Quarterly Report on Form 10-Q for the quarter ended March 31, 2023 fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

	(2)	the information contained in such Quarterly Report on Form 10-Q for the quarter ended March 31, 2023 fairly presents, in all material respects, the financial condition and results of operations of Goldenwell Biotech, Inc.