UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

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

For the quarterly period ended ~~October~~January 31, ~~2021~~2022

☐ 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: 000-53595

SUNWIN STEVIA INTERNATIONAL, INC.

(Exact name of registrant as specified in charter)

Nevada	56-2416925
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

6 Shengwang Ave., Qufu, Shandong, China	273100
(Address of principal executive offices)	(Zip Code)

(86) 537-4424999

(Registrant's telephone number, including area code)

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

Title of each class	Trading Symbol (s)	Name of each exchange on which registered
None	SUWN	Not applicable

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 [X] No [ ]

Indicate by check mark whether the registrant has been submitted electronically and posted on its corporate Web site, if any, every Interactive Date File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes [X] 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 7(a)(2)(B) of the Securities Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No[ X] ~~No☒~~

Indicate the number of shares outstanding of each of the issuer's classes of common equity as of the latest practicable date: As of ~~December~~April 1622, ~~2021~~2022, there were 199,632,803 shares of the registrant's common stock issued and outstanding.

SUNWIN STEVIA INTERNATIONAL, INC. AND SUBSIDIARIES

FORM 10-Q

QUARTERLY PERIOD ENDED ~~OCTOBER~~JANUARY 31, ~~2021~~2022

INDEX

Page PART I-FINANCIAL INFORMATION Item 1. Financial Statements 1 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 1718 Item 3. Quantitative and Qualitative Disclosures About Market Risk 2427 Item 4. Controls and Procedures 2427 PART II-OTHER INFORMATION Item 1. Legal Proceedings 2528 Item 1A. Risk Factors 2528 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 2528 Item 3. Defaults Upon Senior Securities 2528 Item 4. Mine Safety Disclosures 2528 Item 5. Other Information 2628 Item 6. Exhibits 2629

FORWARD LOOKING STATEMENTS

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

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

We file reports with the SEC. The SEC maintains a website (www.sec.gov) that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC, including us. You can also read and copy any materials we file with the SEC at the SEC's Public Reference Room at 100 F Street, NE, Washington, DC 20549. You can obtain additional information about the operation of the Public Reference Room by calling the SEC at 1-800-SEC-0330.

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

INDEX OF CERTAIN DEFINED TERMS USED IN THIS REPORT

We are on a fiscal year ending April 30, as such the year ending April 30, 2022 is referred to as "fiscal 2022" and the year ended April 30, 2021 is referred to as "fiscal 2021". Also, the three month period ended ~~October~~January 31, ~~2021~~2022 is our ~~second~~third quarter and is referred to as the "~~second~~third quarter of fiscal 2022". Likewise, the three month period ended ~~October~~January 31, ~~2020~~2021 is referred to as the "~~second~~third quarter of fiscal 2021".

When used in this report, the terms:
	-	"Sunwin", "we", "us" and the "Company" refers to Sunwin Stevia International, Inc., a Nevada corporation formerly known as Sunwin Neutraceuticals International, Inc., and our subsidiaries;
	-	"Qufu Natural Green" refers to our wholly owned subsidiary Qufu Natural Green Engineering Co., Ltd., a Chinese limited liability company;
	-	"Sunwin USA" refers to Sunwin USA, LLC, a Delaware limited liability company, a 100% owned subsidiary of Sunwin. Sunwin USA was previously Sunwin Stevia International Corp., a Florida corporation, it changed its name to Sunwin USA in May 2009;
	-	"Qufu Shengren" refers to Qufu Shengren Pharmaceutical Co., Ltd., a Chinese limited liability company, and a 100% owned subsidiary of Qufu Natural Green. On April 30, 2020, the Company increased the total amount of capital of Qufu Sheng through a series of debt transfer and conversion agreements with investors, ownership of Qufu Natural Green became 61%; and
	-	“Qufu Shengren Import and Export" refers to Qufu Shengren Import and Export Co., Ltd., a Chinese limited liability company, a 100% owned subsidiary of Qufu Shengren.

The information which appears on our website at www.sunwininternational.com is not part of this report.

iii

ITEM I - FINANCIAL STATEMENTS

SUNWIN STEVIA INTERNATIONAL, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
	October 31, 2021 (Unaudited)	April 30, 2021
	January 31, 2022 (Unaudited)	April 30, 2021
ASSETS
CURRENT ASSETS:
Cash and cash equivalents	$~~698~~1,~~635~~143,045	$1,565,829
Accounts receivable, net	78,~~500~~695,~~106~~153	1,693,801
Accounts receivable - related party	-	5,999,791
Inventories, net	98,~~233~~863,~~808~~050	12,930,461
Prepaid expenses and other current assets	45,~~199~~310,~~309~~661	661,882
Total Current Assets	2124,~~631~~011,~~858~~909	22,851,764
Property and equipment, net	8,~~385~~306,~~563~~973	9,217,115
Land use rights, net	2,~~037~~035,~~635~~922	-
Total Assets	$3234,~~055~~354,~~056~~804	$32,068,879
LIABILITIES AND STOCKHOLDERS' EQUITY
LIABILITIES AND EQUITY
CURRENT LIABILITIES:
Accounts payable and accrued expenses	$1519,~~693~~877,~~489~~311	$11,141,408
Short-term loans	1,~~669~~764,~~373~~306	2,955,304
Due to related parties	98,~~134~~672,~~337~~479	9,843,636
Total Current Liabilities	2630,~~497~~314,~~199~~096	23,940,348
Total Liabilities	2630,~~497~~314,~~199~~096	23,940,348
Commitments and Contingencies	-	-
STOCKHOLDERS' EQUITY:
EQUITY:
Preferred stock, $0.001 par value; 1,000,000 shares authorized; no shares issued and outstanding	-	-
Common stock, $0.001 par value, 200,000,000 shares authorized; 199,632,803 and 199,632,803 shares issued and outstanding as of October 31, 2021 and April 30, 2021, respectively	199,633	199,633
Common stock, $0.001 par value, 200,000,000 shares authorized; 199,632,803 and 199,632,803 shares issued and outstanding as of January 31, 2022 and April 30, 2021, respectively	199,633	199,633
Additional paid-in capital	47,732,350	47,732,350
Accumulated deficit	(4445,~~986~~944,~~263~~369)	(43,357,208)
Accumulated other comprehensive income	5,~~239~~267,~~855~~965	5,193,512
Total Sunwin Stevia International, Inc. Stockholders' Equity	87,~~185~~255,~~575~~579	9,768,287
Noncontrolling interest	(23,~~627~~214,~~718~~871)	(1,639,756)
Total Stockholders' Equity	5,557,857	8,128,531
Total Equity	4,040,708	8,128,531
Total Liabilities and Stockholders' Equity	$32,055,056	$32,068,879
Total Liabilities and Equity	$34,354,804	$32,068,879
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements

- 1 -

SUNWIN STEVIA INTERNATIONAL, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
(UNAUDITED)
	For the Three Months Ended October 31,		For the Six Months Ended October 31,
	For the Three Months Ended January 31,		For the Nine Months Ended January 31,
	2021	2020	2021	2020
	2022	2021	2022	2021
Revenues	$10,~~108~~998,~~124~~265	$34,~~931~~230,~~149~~453	$1627,~~376~~374,~~584~~849	$913,~~219~~449,~~004~~457
Revenues - related parties	-	~~502~~2,~~695~~756,224	-	25,~~254~~010,~~518~~742
Total revenues	10,~~108~~998,~~124~~265	46,~~433~~986,~~844~~677	1627,~~376~~374,~~584~~849	1118,~~473~~460,~~522~~199
Cost of revenues	10,~~178~~214,~~745~~577	3,~~991~~871,~~702~~941	1525,~~564~~778,~~376~~953	913,~~254~~126,~~694~~635
Cost of revenues - related parties	-	~~546~~3,~~254~~431,319	-	25,~~155~~587,~~762~~081
Total cost of revenues	10,~~178~~214,~~745~~577	47,~~537~~303,~~956~~260	1525,~~564~~778,~~376~~953	1118,~~410~~713,~~456~~716
Gross profit	~~(70~~783,~~621)~~688	(~~104~~316,~~112~~583)	~~812~~1,~~208~~595,896	63(253,~~066~~517)
Operating expenses:
Selling expenses	~~379~~627,~~977~~172	~~256~~480,~~566~~221	~~748~~1,~~789~~375,961	~~567~~1,~~481~~047,702
General and administrative expenses	~~527~~710,~~010~~877	~~172~~440,~~384~~744	~~941~~1,~~653~~652,530	~~645~~1,~~560~~086,304
Research and development expenses	~~792~~840,~~367~~814	71541,~~129~~733	1,~~148~~988,~~080~~894	~~432~~974,~~567~~300
Total operating expenses, net	12,~~699~~178,~~354~~863	~~500~~1,~~079~~462,698	25,~~838~~017,~~522~~385	13,~~645~~108,~~608~~306
Loss from operations	(1,~~769~~395,~~975~~175)	(~~604~~1,~~191~~779,281)	(23,~~026~~421,~~314~~489)	(13,~~582~~361,~~542~~823)
Other income (expenses):
Other expenses	(2,864)	(2,252)	(425,971)	(1,187)
Other income (expenses)	(21,136)	80,151	(447,107)	78,964
Grant income	-	1011	-	~~576~~587
Interest income	~~490~~224	~~262~~170	2,~~142~~366	~~493~~663
Interest expense - related party	(95,842)	(4,867)	(154,591)	(21,674)
Interest expense - income (expenses): related parties	(101,176)	(5,391)	(255,767)	(27,065)
Interest expense	(2443,~~582~~230)	(4756,~~413~~506)	(3881,~~156~~386)	(~~109~~166,~~944~~450)
Total other expenses	(122,798)	(54,260)	(616,576)	(131,736)
Total other income (expenses)	(165,318)	18,435	(781,894)	(113,301)
Loss operations before income taxes	(1,~~892~~560,~~773~~493)	(~~658~~1,~~451~~760,846)	(24,~~642~~203,~~890~~383)	(13,~~714~~475,~~278~~124)
Provision for income taxes	-	-	-	-
Net loss	$(1,~~892~~560,~~773~~493)	$(~~658~~1,~~451~~760,846)	$(24,~~642~~203,~~890~~383)	$(13,~~714~~475,~~278~~124)
Less: net loss attributable to noncontrolling interest	(~~723~~602,~~911~~387)	(~~255~~681,~~071~~222)	(1,~~013~~616,~~835~~222)	(~~648~~1,~~299~~329,521)
Net loss attributable to Sunwin Stevia International, Inc.	$(1958,~~168,862~~106)	$(~~403~~1,~~380~~079,624)	$(12,~~629~~587,~~055~~161)	$(12,~~065~~145,~~979~~603)
Comprehensive income (loss):
Net loss	$(1958,~~168,862~~106)	$(~~403~~1,~~380~~079,624)	$(12,~~629~~587,~~055~~161)	$(12,~~065~~145,~~979~~603)
Foreign currency translation adjustment	6243,~~183~~344	~~549~~419,~~797~~713	72115,~~216~~560	~~680~~1,~~973~~110,686
Total comprehensive income (loss)	$(1,106,679)	$146,417	$(1,556,839)	$(385,006)
Total comprehensive loss	$(914,762)	$(659,911)	$(2,471,601)	$(1,044,917)
Less: comprehensive gain attributable to noncontrolling interest	2215,~~181~~234	~~203~~153,~~417~~777	2541,~~873~~107	~~251~~405,~~946~~723
Comprehensive loss attributable to Sunwin Stevia International, Inc.	$(1929,~~128,860~~996)	$(57813,~~000~~688)	$(12,~~582~~512,~~712~~708)	$(~~636~~1,~~952~~450,640)
Earnings per common share attributable to Sunwin Stevia International, Inc.:
Net loss per common share attributable to Sunwin Stevia International, Inc. - basic and diluted	$(0.0100)	$(0.0001)	$(0.01)	$(0.01)
Weighted average common shares outstanding - basic and diluted	199,632,803	199,632,803	199,632,803	199,632,803
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements

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SUNWIN STEVIA INTERNATIONAL, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
	For the Six Months Ended October 31,
	For the Nine Months Ended January 31,
	2021	2020
	2022	2021
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$(24,~~642~~203,~~890~~383)	$(13,~~714~~475,~~278~~124)
Adjustments to reconcile net loss to net cash (used in) provided by operating activities:
Depreciation and amortization expenses	~~736~~1,~~823~~121,490	~~626~~976,~~560~~095
Loss on disposition of property and equipment	~~386~~388,~~687~~228	-
Provisions for obsolete inventories	~~653~~854,~~505~~866	-664,772
Changes in operating assets and liabilities:
Accounts receivable and notes receivable	317,355	647,614
Accounts receivable	(865,032)	727,168
Accounts receivable - related party	-	1172,~~677,074~~894
Inventories	3,~~141~~387,~~942~~206	(1806,~~679,993~~358)
Prepaid expenses and other current assets	(34,~~560~~593,~~027~~555)	(~~320~~13,~~653~~638)
Accounts payable and accrued expenses	(12,~~488~~152,~~413)~~539	179,~~074,321~~530
Taxes payable	9444,~~263~~493	~~(88~~137,~~526)~~303
NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES	(2,445,755)	222,119
NET CASH USED IN OPERATING ACTIVITIES	(1,313,148)	(1,537,358)
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceed from disposal of equipment	8,~~028~~060	-
Purchases of property and equipment	(~~150~~322,~~258~~015)	(97528,~~289~~708)
Purchases of land use rights	(2,~~055~~064,~~960~~156)
NET CASH USED IN INVESTING ACTIVITIES	(2,~~198~~378,~~190~~111)	(97528,~~289~~708)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from short term loans	1,~~008~~094,~~096~~524	-20,555
Repayment of short term loans	-	(~~678~~911,~~362~~747)
Advance from related parties	6,~~302~~162,~~619~~053	710,~~538~~413,~~516~~224
Repayment of related party advances	(34,~~541~~007,~~521~~863)	(78,~~755~~414,~~243~~263)
NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES	3,769,194	(895,089)
NET CASH PROVIDED BY FINANCING ACTIVITIES	3,248,714	1,107,768
EFFECT OF EXCHANGE RATE ON CASH	719,~~557~~761	2845,~~918~~849
NET DECREASE IN CASH	(~~867~~422,~~194~~784)	(~~741~~912,~~341~~449)
Cash at the beginning of period	1,565,829	1,137,920
Cash at the end of period	~~698~~1,~~635~~143,045	~~396~~225,~~579~~471
SUPPLEMENTAL DISCLOSURE OF CASH FLOWS INFORMATION:
Cash paid for income taxes	$-	$-
Cash paid for interest	$4,~~885~~905	$17,~~077~~408
NON-CASH INVESTING AND FINANCING ACTIVITIES:
Property and equipment acquired on credit as payable	$3085,~~773~~630	$~~244~~232,~~896~~100
Accrued interest payable to related party	$171,944	$814,~~897~~199
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements

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SUNWIN STEVIA INTERNATIONAL, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
(UNAUDITED)
	For the Three Months Ended October 31,		For the Six Months Ended October 31,
	For the Three Months Ended January 31,		For the Nine Months Ended January 31,
	2021	2020	2021	2020
	2022	2021	2022	2021
Total shareholders’ equity, beginning balances	$7,388,447	$11,446,836	$8,128,531	$12,371,487
Total equity, beginning balances	$7,388,447	$11,446,836	$8,128,531	$12,371,487
Common stock and additional paid-in capital:
Beginning balances	47,931,983	47,931,983	47,931,983	47,931,983
Common stock issued	-	-	-	-
Ending balances	47,931,983	47,931,983	47,931,983	47,931,983
Retained Earnings
Beginning balances	(4344,~~817~~986,~~401~~263)	(4041,~~780~~184,~~993~~373)	(43,357,208)	(40,118,394)
Net loss	(1958,~~168,862~~106)	(~~403~~1,~~380~~079,624)	(12,~~629~~587,~~055~~161)	(12,~~065~~145,~~979~~603)
Ending balances	(4445,~~986~~944,~~263~~369)	(4142,~~184~~263,~~373~~997)	(4445,~~986~~944,~~263~~369)	(4142,~~184~~263,~~373~~997)
Accumulated other comprehensive income:
Beginning balances	5,~~199~~239,~~853~~855	4,~~640~~986,~~545~~925	5,193,512	4,557,898
Foreign currency translation adjustment	4028,~~002~~110	~~346~~265,~~380~~936	4674,~~343~~453	~~429~~694,~~027~~963
Ending balances	5,~~239~~267,~~855~~965	45,~~986~~252,~~925~~861	5,~~239~~267,~~855~~965	45,~~986~~252,~~925~~861
Noncontrolling Interest:
Beginning balances	(12,~~925~~627,~~988~~718)	(~~344~~396,~~699~~353)	(1,639,756)	-
Net loss	(~~723~~602,~~911~~387)	(~~255~~681,~~071~~222)	(1,~~013~~616,~~835~~222)	(~~648~~1,~~299~~329,521)
Accumulated other comprehensive income	2215,~~181~~234	~~203~~153,~~417~~778	2541,~~873~~107	~~251~~405,~~946~~724
Ending balances	(23,~~627~~214,~~718~~871)	(~~396~~923,~~353~~797)	(23,~~627~~214,~~718~~871)	(~~396~~923,~~353~~797)
Total shareholders’ equity, ending balances	$5,557,857	$11,338,182	$5,557,857	$11,338,182
Total equity, ending balances	$4,040,708	$9,997,050	$4,040,708	$9,997,050
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements

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SUNWIN STEVIA INTERNATIONAL, INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

~~OCTOBER~~JANUARY 31, ~~2021~~2022

NOTE 1 - ORGANIZATION AND OPERATIONS

DESCRIPTION OF BUSINESS

Sunwin Stevia International, Inc. ("Sunwin Stevia International"), a Nevada corporation, and its subsidiaries are referred to in this report as "we", "us", "our", "Sunwin" or the "Company".

We sell stevioside, a natural sweetener, and other pharmaceutical productions, such as Metformin. Substantially all of our operations are located in the People's Republic of China (the "PRC"). We have built an integrated company with the sourcing and production capabilities designed to meet the needs of our customers. Our operations are organized into two operating segments related to our product lines:

	-		Stevioside; and
	-		Corporate and other.

For the ~~six~~nine months ended ~~October~~January 31, ~~2021~~2022 and fiscal year 2022, our subsidiaries included in operations consisted of the following:

- Sunwin Stevia International;

- Qufu Natural Green Engineering Co., Ltd. ("Qufu Natural Green"), wholly owned by Sunwin Stevia International;

- Qufu Shengren Pharmaceutical Co., Ltd. ("Qufu Shengren"), 61% owned by Qufu Natural Green;

- Sunwin USA, LLC ("Sunwin USA"), wholly owned by Sunwin Stevia International; and

- Qufu Shengren Import and Export Co., Ltd. (“Qufu Shengren Import and Export”), wholly owned subsidiary of Qufu Shengren.

Qufu Shengren

In fiscal 2009, Qufu Natural Green acquired Qufu Shengren for $3,097,242. The purchase price was equal to the value of the assets of Qufu Shengren as determined by an independent asset appraisal in accordance with asset appraisal principles in the PRC. Prior to being acquired by us, Qufu Shengren was engaged in the production and distribution of bulk drugs and pharmaceuticals. Subsequent to the acquisition, Qufu Shengren produces and distributes steviosides with a full range of grades from rebaudioside-A 10 to 99.

Since fiscal 2018 we invested in a new production line for Metformin as one of the new product markets we intend to branch into. Metformin is the raw material of Metformin hydrochloride tablets. Metformin is the first-line medication for the treatment of type 2 diabetes, particularly in people who are not satisfied with simple diet control, especially those with obesity and hyperinsulinemia. On July 10, 2019, the Company entered into the Metformin Production Line Operation Management Agreement with an unaffiliated individual to operate the Metformin production line (see Note 9).

Qufu Shengren Import and Export

On October 9, 2019, Qufu Shengren invested RMB2,000,000 (approximately $288,000) in a new entity, Qufu Shengren Import and Export Co., Ltd., (“Qufu Shengren Import and Export”), a Chinese limited liability company, a 100% owned subsidiary of Qufu Shengren. Qufu Shengren Import and Export focuses on the export of our Stevia products, and the import and export of technology and other relevant products; we expect to increase operations in this subsidiary in the near future.

Sunwin USA

In fiscal year 2009, we entered into a distribution agreement with WILD Flavors to assist our 55% owned subsidiary, Sunwin USA, in the marketing and worldwide distribution of our stevioside-based sweetener products and issued WILD Flavors a 45% interest in Sunwin USA. In August 2012, the Company entered into an Exchange Agreement with WILD Flavors pursuant to which it purchased its 45% membership interest in Sunwin USA for an aggregate consideration of $1,625,874, which includes the issuance of 7,666,666 shares of our common stock valued at $1,533,333 and a cash payment of $92,541. The purchase included the product development and supply chain for OnlySweet.

- 5 -

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

BASIS OF PRESENTATION

The accompanying unaudited condensed consolidated financial statements include the accounts of Sunwin and all our wholly-owned subsidiaries and have been prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") and pursuant to the rules and regulations of the Securities and Exchange Commission (the "SEC") for interim financial reporting. The accompanying unaudited condensed consolidated financial statements for the interim periods presented are unaudited and reflect all adjustments (consisting only of normal recurring adjustments) which are, in the opinion of management, necessary for a fair presentation of the financial position and operating results for the periods presented. Certain financial statement amounts relating to prior periods have been reclassified to conform to the current period presentation. All intercompany accounts and transactions have been eliminated in consolidation.

These unaudited condensed consolidated interim financial statements should be read in conjunction with the financial statements and footnotes for the year ended April 30, 2021 included in our Form 10-K as filed with the SEC. The results of operations and cash flows for the ~~six~~nine months ended ~~October~~January 31, ~~2021~~2022 are not necessarily indicative of the results of operations or cash flows which may be reported for future periods or the full fiscal year.

The condensed consolidated balance sheet as of April 30, 2021 contained herein has been derived from the audited consolidated financial statements as of April 30, 2021, but do not include all disclosures required by the U.S. GAAP.

Our unaudited condensed consolidated financial statements include the accounts of Sunwin and all our wholly-owned subsidiaries in operations. All intercompany accounts and transactions have been eliminated in consolidation. Our subsidiaries for operations include the following:

- Qufu Natural Green;

- Qufu Shengren;

- Sunwin USA; and

- Qufu Shengren Import and Export

USE OF ESTIMATES

The preparation of unaudited condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the unaudited condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates include the allowance for doubtful accounts, the allowance for obsolete inventory, the useful life of property and equipment and intangible assets, assumptions used in assessing impairment of long-term assets and valuation of deferred tax assets, and the value of stock-based compensation. Actual results could differ from those estimates.

CASH AND CASH EQUIVALENTS

We consider all highly liquid investments with maturities of three months or less at the time of purchase to be cash and equivalents. As of ~~October~~January 31, ~~2021~~2022, we held $~~517~~1,~~262~~045,774 of our cash and cash equivalents with commercial banking institutions in the PRC, and $~~181~~97,~~373~~271 with banks in the United States. As of April 30, 2021, we held $1,403,969 of our cash and cash equivalents with commercial banking ~~institution~~institutions in PRC, and $161,860 in the United States.

ACCOUNTS RECEIVABLE

Accounts receivable and other receivable are reported at net realizable value. We have established an allowance for doubtful accounts based upon factors pertaining to the credit risk of specific customers, historical trends, and other information. Delinquent accounts are written off when it is determined that the amounts are uncollectible after exhaustive efforts on collection. We had ~~none~~no of allowance for doubtful accounts as of ~~October~~January 31, ~~2021~~2022 and April 30, 2021.

- 6 -

INVENTORIES

Inventories, consisting of raw materials, work in process, and finished goods related to our products, are stated at the lower of cost or estimated net realizable value that can be estimated utilizing the weighted moving average method. A reserve is established when management determines that certain slow-moving inventories may be sold at below book value. These reserves are recorded based on estimates. As of ~~October~~January 31, ~~2021~~2022, the Company did not record a reserve for slow-moving inventories. If inventory costs exceed expected market value due to obsolescence or quantities in excess of expected demand, the Company will record a write down of inventories for the difference between the lower of cost or estimated net realizable value. As of ~~October~~January 31, ~~2021~~2022 and April 30, 2021, the Company wrote down inventories of $~~653~~854,~~505~~866 and $1,276,893, respectively.

PROPERTY AND EQUIPMENT

Property and equipment are stated at cost. Depreciation and amortization are provided using the straight line method over the estimated economic lives of the assets, which range from two to thirty years. Expenditures for major renewals and betterments that extend the useful lives of property and equipment are capitalized. Expenditures for maintenance and repairs are charged to expense as incurred. In accordance with paragraph 360-10-35-17 of the Financial Accounting Standards Board (FASB) Accounting Standards Codification ("ASC"), we examine the possibility of decreases in the value of fixed assets when events or changes in circumstances reflect the fact that their recorded value may not be recoverable.

The residual value rate and useful life of property and equipment are summarized as follows:

Property and Equipment	Residual value rate	Useful life
Office equipment	10% or 5% or 0%	3-15 years
Auto and trucks	10% or 5% or 0%	2-10 Years
Manufacturing equipment	10% or 5% or 0%	2-15 Years
Buildings	10% or 5% or 0%	5-30 Years

Included in property and equipment is construction-in-progress which consisted of factory improvements and machinery pending installation and included the costs of construction, machinery and equipment, and or any interest charges arising from borrowings used to finance these assets during the period of construction or installation of the assets if applicable. No provision for depreciation is made on construction-in-progress until such time as the relevant assets are completed and ready for their intended use.

LONG-LIVED ASSETS

In accordance with ASC 360, we review and evaluate our long-lived assets, including property and equipment and land use rights, for impairment or when events or changes in circumstances indicate that the related carrying amounts may not be recoverable. An impairment is considered to exist if the total estimated future cash flows on an undiscounted basis are less than the carrying amount of the assets, including goodwill, if any. An impairment loss is measured and recorded based on discounted estimated future cash flows. In estimating future cash flows, assets are grouped at the lowest level for which there is identifiable cash flows that are largely independent of future cash flows from other asset groups. Our estimates of future cash flows are based on numerous assumptions and it is possible that actual future cash flows will be significantly different than the estimates. Based on our evaluation, we have determined certain long-lived assets that are no longer useful for our operations, and we recorded a loss on disposition of property and equipment of $~~386~~388,~~687~~228 and $nil on ~~October~~January 31, ~~2021~~2022 and April 30, 2021, respectively.

LAND USE RIGHTS

According to the law of PRC, the government owns all the land in the PRC. Companies or individuals are authorized to possess and use the land only through land use rights granted by the Chinese government for a specified period of time. Land use rights are being amortized using the straight-line method over the periods the rights are granted.

FAIR VALUE OF FINANCIAL INSTRUMENTS

We adopted ASC Section 820-10-35-37 to measure the fair value of our financial instruments. ASC Section 820-10-35-37 establishes a common definition for fair value to be applied to existing generally accepted accounting principles that require the use of fair value measurements, establishes a framework for measuring fair value, and expands disclosure about such fair value measurements. The adoption of ASC Section 820-10-35-37 did not have an impact on our financial position or operating results, but did expand certain disclosures.

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ASC Section 820-10-35-37 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Additionally, ASC Section 820-10-35-37 requires the use of valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs. These inputs are prioritized below:

Level 1:	Observable inputs such as quoted market prices in active markets for identical assets or liabilities
Level 2:	Observable market-based inputs or unobservable inputs that are corroborated by market data
Level 3:	Unobservable inputs for which there is little or no market data, which require the use of the reporting entity's own assumptions.

The carrying amounts of our financial assets and liabilities, such as cash, accounts receivable, notes receivable, prepayments and other current assets, accounts payable, taxes payable and accrued expenses, approximate their fair values because of the short maturity of these instruments.

TAXES PAYABLE

We are required to charge for and to collect value added taxes (VAT) on our sales on behalf of the PRC tax authority. We record VAT that we billed our customers as VAT payable. In addition, we are required to pay value added taxes on our primary purchases. We record VAT that is charged by our vendors as VAT receivable. We are required to file VAT return on a monthly basis with the PRC tax authority, in which we are entitled to claim the VAT that we are charged by vendors as VAT credit and these credits can be applied to our VAT payable that we billed our customers. Accordingly, these VAT payable and receivable are presented as net amounts for financial statement purposes. Taxes payable as of ~~October~~January 31, ~~2021~~2022 and April 30, 2021 amounted to $~~343~~785,~~227~~020 and $330,738, respectively, consisted primarily of VAT taxes.

REVENUE RECOGNITION

Pursuant to the guidance of ASC 606, we record revenue when persuasive evidence of an arrangement exists, product delivery has occurred, the sales price to the customer is fixed or determinable, and collectability is reasonably assured. The adoption of this guidance did not have a material impact on our unaudited condensed consolidated financial statements.

In accordance with ASC 606, we recognize revenues from the sale of stevia and other productions upon shipment and transfer of title based on the trade terms. All product sales with customer specific acceptance provisions are recognized upon customer acceptance and the delivery of the products. We report revenues net of applicable sales taxes and related surcharges. The Company determines revenue recognition through the following steps:

	•	Identify the contract with a customer;
	•	Identify the performance obligations in the contract;
	•	Determine the transaction price;
	•	Allocate the transaction price to the performance obligations in the contract; and
	•	Recognize revenue when (or as) the entity satisfies a performance obligation.

The Company is also a lessor, which is an entity that is ~~lease~~leases underlying ~~asset~~assets to ~~the~~a third party, The Company’s lease revenue is recognized under ASC Topic 842, Leases, (“ASC 842”), which was adopted on May 1, 2019. In general, the Company commences rental revenue recognition when the tenant takes possession of the leased space and the leased space is substantially ready for its intended use. The Company’s lease has been accounted for asan operating lease. Rental revenue is recognized on a straight-line basis over the terms of the lease of five years. Actual amounts billed in accordance with the lease during any given period may have been higher or lower than the amount of rental revenue recognized for the period. The difference by which straight-line rental revenue exceeded rents billed in accordance with lease agreements is recorded as “accounts receivable”. The difference by which rents billed in accordance with lease agreements exceeded straight-line rental revenue is recorded as “advances from customer”. The Company does not offset lease income and lease expense.

RELATED PARTY TRANSACTIONS

A related party is generally defined as (i) any person and or their immediate family ~~hold~~holding 10% or more of the company’s securities (ii) the Company’s management, (iii) someone that directly or indirectly controls, is controlled by or is under common control with the Company, or (iv) anyone who can significantly influence the financial and operating decisions of the Company. A transaction is considered to be a related party transaction when there is a transfer of resources or obligations between related parties. The Company conducts business with its related parties in the ordinary course of business. Related parties may be individuals or corporate entities.

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Transactions involving related parties cannot be presumed to be carried out on an arm’s-length basis, as the requisite conditions of competitive, free market dealings may not exist. Representations about transactions with related parties, if made, shall not imply that the related party transactions were consummated on terms equivalent to those that prevail in arm’s-length transactions unless such representations can be substantiated. It is not, however, practical to determine the fair value of amounts due from/to related parties due to their related party nature.

RECLASSIFICATION

Certain prior year amounts have been reclassified to conform to the current period presentation. These reclassifications had no impact on the net earnings and financial position.

GRANT INCOME

Grants received from PRC government agencies are recognized as deferred grant income and recognized in the unaudited condensed consolidated statements of operations and comprehensive loss as and when they are earned for the specific research and development projects for which these grants are designated for.

INCOME TAXES

The Company has adopted Accounting Standards Codification subtopic 740-10, Income Taxes ("ASC 740-10") which requires the recognition of deferred tax liabilities and assets for the expected future tax consequences of events that have been included in the financial statement or tax returns. Under this method, deferred tax liabilities and assets are determined based on the difference between financial statements and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Valuation allowances are recorded to reduce the deferred tax assets to an amount that it is more likely than not be realized.

We file federal and state income tax returns in the United States for our corporate operations pursuant to the U.S. Internal Revenue Code of 1986, as amended, and file separate foreign tax returns for our Chinese subsidiaries pursuant to the China's Unified Corporate Income Tax Law.

We apply the provisions of ASC 740-10-50, "Accounting for Uncertainty in Income Taxes", which provides clarification related to the process associated with accounting for uncertain tax positions recognized in our consolidated financial statements. Audit periods remain open for review until the statute of limitations has passed. The completion of review or the expiration of the statute of limitations for a given audit period could result in an adjustment to the Company's liability for income taxes. Any such adjustment could be material to the Company's results of operations for any given quarterly or annual period based, in part, upon the results of operations for the given period. As of ~~October~~January 31, ~~2021~~2022, the Company had no uncertain tax positions, and will continue to evaluate for uncertain positions in the future.

BASIC AND DILUTED EARNINGS PER SHARE

Pursuant to ASC Section 260-10-45, basic loss per common share is computed by dividing loss available to common shareholders by the weighted average number of shares of common stock outstanding for the periods presented. Diluted loss per share reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that would then share in the income of ours, subject to anti-dilution limitations. The following table presents a reconciliation of basic and diluted net loss per common share:

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	Three Months Ended October 31,		Six Months Ended October 31,
	Three Months Ended January 31,		Nine Months Ended January 31,
Numerator:	~~2021~~2022	~~2020~~2021	~~2021~~2022	~~2020~~2021
Net Loss attributable to Sunwin Stevia International, Inc.	$(1,168,862)	$(403,380)	$(1,629,055)	$(1,065,979)
Net loss attributable to Sunwin Stevia International, Inc.	$(958,106)	$(1,079,624)	$(2,587,161)	$(2,145,603)
Denominator:
Denominator for basic earnings per share - weighted average number of common shares outstanding	199,632,803	199,632,803	199,632,803	199,632,803
Stock awards, options, and warrants	-	-	-	-
Denominator for diluted earnings per share - weighted average number of common shares outstanding	199,632,803	199,632,803	199,632,803	199,632,803
Basic and diluted loss per common share attributable to Sunwin Stevia International, Inc.:
Net loss per common share - basic and diluted	$(0.0100)	$(0.0001)	$(0.01)	$(0.01)

FOREIGN CURRENCY TRANSLATION

Transactions and balances originally denominated in U.S. dollars are presented at their original amounts. Transactions and balances in other currencies are converted into U.S. dollars in accordance with ASC Section 830-20-35 and are included in determining net income or loss.

The reporting currency of the Company is the U.S. dollar. The functional currency of the parent company is the U.S. dollar and the functional currency of the Company's operating subsidiaries is the Chinese Renminbi ("RMB"). In accordance with ASC 830-20-35, the consolidated financial statements were translated into United States dollars using balance sheet date rates of exchange for assets and liabilities, and average rates of exchange for the period for the income statements and cash flows. Equity accounts were stated at their historical rate. Net gains and losses resulting from foreign exchange transactions are included in the consolidated statements of operations. Translation adjustments resulting from the process of translating the local currency financial statements into U.S. dollars are included in other comprehensive income or loss.

RMB is not a fully convertible currency. All foreign exchange transactions involving RMB must take place either through the People's Bank of China (the "PBOC") or other institutions authorized to buy and sell foreign exchange. The exchange rate adopted for the foreign exchange transactions are the rates of exchange quoted by the PBOC, which are determined largely by supply and demand. Translation of amounts from RMB into United States dollars ("$") was made at the following exchange rates for the respective periods:

As of October 31, 2021	RMB 6.41 to $1.00
As of January 31, 2022	RMB 6.36 to $1.00
As of April 30, 2021	RMB 6.47 to $1.00
Six months ended October 31, 2021	RMB 6.45 to $1.00
Nine months ended January 31, 2022	RMB 6.42 to $1.00
Six months ended October 31, 2020	RMB 6.94 to $1.00
Nine months ended January 31, 2021	RMB 6.81 to $1.00

COMPREHENSIVE LOSS

Comprehensive loss is comprised of net loss and all changes to the statements of stockholders' equity, except those due to investments by stockholders, changes in paid-in capital and distributions to stockholders. For the Company, comprehensive loss for the three and ~~six~~nine months ended ~~October~~January 31, ~~2021~~2022 and ~~2020~~2021 included net loss and unrealized gains from foreign currency translation adjustments.

RESEARCH AND DEVELOPMENT

Research and development costs are expensed as incurred and are included in general and administrative expenses in the accompanying statements of operations. Research and development costs are incurred on a project specific basis. Research and development costs were $~~792~~840,~~367~~814 and $71541,~~129~~733 for the three months ended ~~October~~January 31, ~~2021~~2022 and ~~2020~~2021, and $1,~~148~~988,~~080~~894 and $~~432~~974,~~567~~300 for the ~~six~~nine months ended ~~October~~January 31, ~~2021~~2022 and ~~2020~~2021, respectively.

- 810 –-

SHIPPING COSTS

Shipping costs are included in selling expenses and totaled $2927,~~927~~286 and $1928,~~462~~135 for the three months ended ~~October~~January 31, ~~2021~~2022 and ~~2020~~2021, and $5077,~~088~~374 and $3564,~~978~~113 for the ~~six~~nine months ended ~~October~~January 31, ~~2021~~2022 and ~~2020~~2021, respectively.

ADVERTISING

Advertising is expensed as incurred and is included in selling expenses and the Company has no expense on advertising for the three and ~~six~~nine months ended ~~October~~January 31, ~~2021~~2022, but the Company recorded $~~40,443~~nil and $5451,~~876~~081 for the three and ~~six~~nine months ended ~~October~~January 31, ~~2020~~2021, respectively.

SEGMENT REPORTING

The Company uses the "management approach" in determining reportable operating segments. The management approach considers the internal organization and reporting used by the Company's chief operating decision maker for making operating decisions and assessing performance as the source for determining the Company's reportable segments. The Company's chief operating decision maker has been identified as the chief executive officer of the Company who reviews financial information of separate operating segments based on U.S. GAAP. The chief operating decision maker now reviews results analyzed by customer. This analysis is only presented at the revenue level with no allocation of direct or indirect costs. Consequently, the Company has determined that it has only one operating segment.

RECENT ACCOUNTING PRONOUNCEMENTS

In December 2019, the FASB issued ASU 2019-12 - Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes. This ASU provides an exception to the general methodology for calculating income taxes in an interim period when a year-to-date loss exceeds the anticipated loss for the year. This update also (1) requires an entity to recognize a franchise tax (or similar tax) that is partially based on income as an income-based tax and account for any incremental amount incurred as a non-income-based tax, (2) requires an entity to evaluate when a step-up in the tax basis of goodwill should be considered part of the business combination in which goodwill was originally recognized for accounting purposes and when it should be considered a separate transaction, and (3) requires that an entity reflect the effect of an enacted change in tax laws or rates in the annual effective tax rate computation in the interim period that includes the enactment date. The standard is effective for the Company for fiscal years beginning after December 15, 2020, with early adoption permitted. The Company is currently in the process of evaluating the impact of the adoption on its consolidated financial statements.

In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”), which requires the measurement and recognition of expected credit losses for financial assets held at amortized cost. ASU 2016-13 replaces the existing incurred loss impairment model with an expected loss methodology, which will result in more timely recognition of credit losses. ASU 2016-13 is effective for annual reporting periods, and interim periods within those years, beginning after December 15, 2019, excluding entities eligible to be smaller reporting company. For all other entities, the requirements are effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. Early adoption is permitted for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. ASU 2016-13 has been amended by ASU 2019-04, ASU 2019-05, and ASU 2019-11. For entities that have not yet adopted ASU No. 2016-13, the effective dates and transition methodology for ASU 2019-04, ASU 2019-05, and ASU 2019-11 are the same as the effective dates and transition methodology in ASU 2016-13. The Company did not adopt this standard yet due to the status of smaller reporting company. We plan to adopt this standard for the year beginning May 1, 2023. We do not expect the adoption of this standard will have material impact on our consolidated financial statements.

A variety of proposed or otherwise potential accounting standards are currently under study by standard setting organizations and various regulatory agencies. Due to the tentative and preliminary nature of those proposed standards, we have not determined whether implementation of such proposed standards would be material to our consolidated financial statements.

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GOING CONCERN

Our unaudited condensed consolidated financial statements have been prepared assuming we will continue as a going concern. The Company has incurred recurring losses with a net loss of approximately $1,~~893~~560,000 and $24,~~643~~203,000 for the three and ~~six~~nine months ended ~~October~~January 31, ~~2021~~2022 and has a significant accumulated deficit of $45.09 million as of ~~October~~January 31, ~~2021~~2022. The Company's cash balance and revenues generated are not currently sufficient and cannot be projected to cover operating expenses for the next twelve months from the date of this report. These factors raise doubt as to the ability of the Company to continue as a going concern. Management's plans include attempting to improve its business profitability, its ability to generate sufficient cash flow from its operations to meet its operating needs on a timely basis, obtain additional working capital funds through debt and equity financings, and restructure on-going operations to eliminate inefficiencies to raise cash balance in order to meet its anticipated cash requirements for the next twelve months from the date of this report. Management intends to make every effort to identify and develop sources of funds. The outcome of these matters cannot be predicted at this time. There can be no assurance that any additional financings will be available to the Company on satisfactory terms and conditions, if at all.

The ability of the Company to continue as a going concern is dependent upon its ability to achieve profitable operations and raise additional capital. The accompanying unaudited condensed consolidated financial statements do not include any adjustments related to the recoverability or classification of asset-carrying amount or the amounts and classification of liabilities that may result should the Company be unable to continue as a going concern.

NOTE 3 - NONCONTROLLING INTEREST

Noncontrolling interest on the consolidated balance sheets resulted from the consolidation of Shengren, a 61.3% owned subsidiary starting from April 30, 2021. An individual investor and Shandong Yulong Mining Group Co., Ltd. (“Yulong”) hold 38.4% and 0.3% of the equity interest in Shengren effective at the end of date, April 30, 2021, respectively, pursuant to a series of debt transfer and conversion agreements entered into on April 30, 2020 between seven individual creditors and three suppliers, an individual investor with Yulong and Qufu Shengren. Noncontrolling interest amounted to a deficit of $3,214,871 and $1,639,756 as of January 31, 2022 and April 30, 2021.

NOTE 4 - INVENTORIES

As of ~~October~~January 31, ~~2021~~2022 and April 30, 2021, inventories consisted of the following:

	October 31, 2021 (unaudited)	April 30, 2021
	January 31, 2022 (unaudited)	April 30, 2021
Raw materials	$34,~~462~~497,~~239~~763	$5,850,859
Work in process	2761,~~664,935~~792	3,220,583
Finished goods	3,~~106~~603,~~634~~495	3,859,019
Inventories, gross	98,~~233~~863,~~808~~050	12,930,461
Less: reserve for obsolete inventory	-	-
Inventories, net	$98,~~233~~863,~~808~~050	$12,930,461

In the three months ended ~~October~~January 31, ~~2021~~2022 and ~~2020~~2021, the Company wrote down the obsolete inventories of $~~465~~389,~~801~~065 and $~~nil~~664,772, respectively. In the ~~six~~nine months ended ~~October~~January 31, ~~2021~~2022 and ~~2020~~2021, the Company wrote down the obsolete inventories of $~~653~~854,~~505~~866 and $~~nil~~664,772, respectively.

NOTE 5 - PREPAID EXPENSES AND OTHER CURRENT ASSETS

Prepaid expenses and other current assets as of ~~October~~January 31, ~~2021~~2022 and April 30, 2021 totaled $45,~~199~~310,~~309~~661 and $661,882, respectively. As of ~~October~~January 31, ~~2021~~2022, prepaid expenses and other current assets includes $34,~~660~~722,~~227~~834 prepayments to suppliers for merchandise that had not been shipped to us and services that had not been provided to us, and $~~539~~577,~~082~~027 for business related employees' advances. As of April 30, 2021, prepaid expenses and other current assets includes $435,006 prepayments to suppliers for merchandise that had not been shipped to us and services that had not been provided to us and $226,876 for business related employees' advances.

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NOTE 6 - PROPERTY AND EQUIPMENT

As of ~~October~~January 31, ~~2021~~2022 and April 30, 2021, property and equipment consisted of the following:

	October 31, 2021 (unaudited)	April 30, 2021
	January 31, 2022 (unaudited)	April 30, 2021
Office equipment	$~~430~~449,~~778~~966	$429,478
Auto and trucks	~~600~~604,~~164~~381	646,606
Manufacturing equipment	6,~~860~~987,~~075~~469	7,646,765
Buildings	9,~~681~~886,~~574~~116	10,476,629
Construction in process	17,~~690~~814	17,522
Property and equipment, gross	17,~~590~~945,~~281~~746	19,217,000
Less: accumulated depreciation	(9,~~204~~638,~~718~~773)	(9,999,885)
Property and equipment, net	$ 8,~~385~~306,~~563~~973	$9,217,115

For the three months ended ~~October~~January 31, ~~2021~~2022 and ~~2020~~2021, depreciation expense totaled $~~336~~368,~~757~~663 and $~~322~~349,~~121~~535, of which $~~285~~317,~~439~~272 and $~~298~~301,~~290~~655 were included in cost of revenues, respectively, and remainder was included in operating expenses. For the ~~six~~nine months ended ~~October~~January 31, ~~2021~~2022 and ~~2020~~2021, depreciation expense totaled $~~705~~1,~~193~~073,856 and $~~626~~976,~~560~~095, of which $~~599~~916,~~172~~444 and $~~581~~882,~~013~~668 were included in cost of revenues, respectively, and remainder was included in operating expenses. Depreciation is not taken during the period of construction or equipment installation. Upon completion of the installation of manufacturing equipment or any construction in progress, construction in progress balances will be classified to their respective property and equipment category.

NOTE 7 – LAND USE RIGHTS

The Company acquired the land use rights for Qufu Shengren factory in cash. Qufu Shengren owns and operates a stevia facility with an annual production capable of 500 metric tons per year on 44,486 square meters (478,843 square feet) of land located in Qufu city, Shandong. The Company occupies this land pursuant to an asset acquisition agreement entered into with Shangdong Shengwang Pharmaceutical Co., Ltd. ("Pharmaceutical Corporation") to acquire the land use rights for this facility. The land use right was transferred from Pharmaceutical Corporation to Qufu Shengren, and the Company received Real Property Certificate issued by local government on May 18, 2021. The land use right expires in March 2054. The initial cost of this land use rights is RMB13,256,420 (approximately $2,052,000). We use the straight-line method for amortization over a period 33 years. During the three and ~~six~~nine months ended ~~October~~January 31, ~~2021~~2022, amortization expense amounted to $1516,~~805~~004 and $3147,~~630~~634. Land use right with net book value of $2,~~037~~035,~~635~~922 as of ~~October~~January 31, ~~2021~~2022.

NOTE 8 - RELATED PARTY TRANSACTIONS

Related parties of the Company consist of the following:
	-	Mr. Jianjun Yan, Chief Executive Officer and Director of the Company;
	-	Shandong Shengwang Pharmaceutical Co., Ltd. ("Pharmaceutical Corporation"), a Chinese limited liability company which Mr. Jianjun Yan is a legal representative and general manager of Pharmaceutical Corporation;
	-	Mr. Laiwang Zhang, former Chairman of the Board, resigned on September 7, 2021;
	-	Qufu Shengwang Import and Export Co., Ltd. ("Qufu Shengwang Import and Export"), a Chinese limited liability company, controlled by Mr. Laiwang Zhang. Due to recent changes in management ~~personal~~personnel, Qufu Shengwang Import and Export is no longer considered a related party, and transactions with Qufu Shengwang Import and Export ~~has~~have been reclassified to third party transactions in fiscal 2022; and
	-	Mr. Weidong Chai, a management member of Qufu Shengren Pharmaceutical Co., Ltd.

Accounts receivable - related party and revenue - related party

As of ~~October~~January 31, ~~2021~~2022 and April 30, 2021, $nil and $5,999,791 in accounts receivable - related party, respectively, were related to sales of products to Qufu Shengwang Import and Export. For the three and ~~six~~nine months ended ~~October~~January 31, ~~2021~~2022 we did not have revenue and cost of revenue from related party, but we recorded revenue - related party and cost of revenue – related party of $~~502~~2,~~695~~756,224 and $~~546~~3,~~254~~431,319, and $25,~~254~~010,~~518~~742 and $25,~~155~~587,~~762~~081, the three and ~~six~~nine months ended ~~October~~January 31, ~~2020~~2021, respectively, from Qufu Shengwang Import and Export.

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Due to related parties

~~The~~- ~~Company~~13 ~~mainly finance its operations through proceeds borrowed from related parties. As of October 31, 2021 and April 30, 2021, due to related parties consisted the following:~~-

	October 31,2021	April 30,2021
Pharmaceutical Corporation	$4,763,844	$3,484,266
Qufu Shengwang Import and Export	-	6,140,404
Jianjun Yan	4,138,350	-
Weidong Chai	232,143	218,966
Total	$9,134,337	$9,843,636

The Company mainly finances its operations through proceeds borrowed from related parties. As of January 31, 2022 and April 30, 2021, due to related parties consisted the following:

From time to time, we receive advances from related parties and advance funds to related parties for working capital purposes. In the six months ended October 31, 2021, the Company borrowed multiple one-year loans in aggregated amount of RMB9,820,000 (approximately $1,523,000) from Jianjun Yan, bearing an annual interest rate of 12%. The Company also borrowed two loans in amount of RMB10,717,600 (approximately $1,673,000) and RMB5,217,000 (approximately $814,000), respectively, bearing an annual interest rate of 10% and 4% from Jianjun Yan in the past years. On October 7, 2021 and April 1, 2021, these loans were extended for another one year, respectively, under the same terms and conditions and reclassified unpaid interest payable to the principal of these loans.

	January 31, 2022	April 30, 2021
Pharmaceutical Corporation	$4,601,176	$3,484,266
Qufu Shengwang Import and Export	-	6,140,404
Jianjun Yan	3,831,674	-
Weidong Chai	239,629	218,966
Total	$8,672,479	$9,843,636

OnFrom ~~September~~time 23to time, ~~2019~~we receive advances from related parties and advance funds to related parties for working capital purposes. In the nine months ended January 31, 2022, the Company borrowed amultiple one-year ~~loan~~loans in aggregated amount of ~~RMB1~~RMB9,~~221~~820,000 (approximately $~~189~~1,529,000) from ~~Weidong~~Jianjun ~~Cai~~Yan, bearing an annual interest rate of 12%. The Company also borrowed two loans in amount of RMB10,717,600 (approximately $1,685,000) and RMB5,217,000 (approximately $812,000), respectively, bearing an annual interest rate of 10% and 4% from Jianjun Yan in the past years. On ~~September~~October 237, 2021 and ~~2020~~April 1, ~~the~~2021, ~~parties~~these ~~extended~~loans ~~the~~were ~~loan~~extended for another one year, respectively, under the same terms and conditions, and reclassified unpaid interest payable to the principal of ~~this~~these ~~loan,~~loans. ~~resulting~~The incompany anrepaid ~~increase~~Jianjun ofYan ~~principal~~in ~~from~~a ~~RMB1~~total amount of RMB2,~~221~~750,000 (approximately $~~189~~428,000) tofor ~~RMB1,477,410~~part ~~(approximately~~of ~~$231,000)~~his loans in the third quarter of fiscal 2022.

~~For~~On September 23, 2019, the ~~three~~Company ~~and~~borrowed ~~six~~a ~~months~~one-year ~~ended~~loan ~~October~~of 31RMB1,221,000 (approximately $192,000) from Weidong Cai, bearing an annual interest rate of 10%. On September 23, 2021 and 2020, ~~interest~~the ~~expense~~parties ~~– related~~extended ~~parties~~the ~~related~~loan tofor ~~short-term~~another ~~loans~~year, ~~amounted~~under the same terms and conditions, reclassified unpaid interest payable to ~~$95~~the principal of this loan,~~842 and~~ $4resulting in an increase of principal from RMB1,~~867~~221,000 ~~and~~(approximately $~~154~~192,~~591~~000) ~~and~~to ~~$21~~RMB1,~~674~~477,410 ~~respectively~~(approximately $232,000).

For the three and nine months ended January 31, 2022 and 2021, interest expense – related parties related to short-term loans amounted to $101,176 and $5,391, and $255,767 and $27,065, respectively.

NOTE 9 - OPERATING LEASE

On July 10, 2019, we entered into the Metformin Production Line Operation Management Agreement (the “Agreement”) with Ru Yuan, an unaffiliated individual, to contract out the Metformin production line which was built by the Company. Under the terms of this agreement, Ru Yuan's (“lessee”) lease includes the fixed assets of Metformin production line including buildings, manufacturing equipment and construction in process. The lessee will pay to Qufu Shengren an annual contract fee of RMB3,000,000 (approximately $436,000) in July every year. On August 1, 2019, the Company (“lessor”) signed an addendum for Agreement with lessee to clarify the term of lease for five years, with conditional renewal options and the Company has the right to monitor operating and provide maintenance service for the underlying assets of the Metformin production line. The Company also has the right to terminate the Agreement if lessee fails to make payment timely. Under our analysis with the new lease standard, this lease agreement is classified as a cancellable operating lease. The Company received ~~two year release payment~~ in a total amount of ~~RMB6~~RMB9,000,000 in the past three years and the lease deposit of RMB1,000,000 as guarantee as of January 31, 2022. The Company recorded revenues of $~~106~~107,~~647~~991 and $~~100~~104,~~809~~866 from this operating lease in the three months ended ~~October~~January 31, ~~2021~~2022 and ~~2020~~2021, and the Company recorded revenues of $~~213~~321,~~429~~420 and $~~198~~303,~~201~~067 from this operating lease in the ~~six~~nine months ended ~~October~~January 31, ~~2021~~2022 and ~~2020~~2021.

NOTE 10 - ACCOUNTS PAYABLE AND ACCRUED EXPENSES

Accounts payable and accrued expenses included the following as of ~~October~~January 31, ~~2021~~2022 and April 30, 2021:

Account	~~October~~January 31, ~~2021~~2022 (unaudited)	April 30, 2021
Accounts payable	$69,~~003~~591,~~861~~677	$8,155,842
Advanced from customers	~~709~~650,~~998~~567	143,695
Advanced from third parties*	6,~~726~~797,~~399~~719	-
Accrued salary payable	~~290~~133,~~820~~935	155,071
Tax payable	~~343~~785,~~227~~020	330,738
Other payable**	1,~~619~~918,~~184~~393	2,356,062
Total accounts payable and accrued expenses	$1519,~~693~~877,~~489~~311	$11,141,408

- 14 -

* Advanced from third parties for working capital, bearing interest free and due on demands.

** As of January 31, 2022, other payables consists of general liability, worker's compensation, and medical insurance payable of $440,679, consulting fee payable of $213,368, union and education fees payable of $139,407, interest payables for short-term 12loans of $90,238, safety production fund payable of $642,660, advances from the employees of $229,207, security deposit for sub-contractor of $157,208, and other miscellaneous payables of $5,626. As of April 30, 2021, other payables consists of general liability, worker's compensation, and medical insurance payable of $412,328, consulting and service fee payable of $209,871, union and education fees payable of $137,123, interest payables for short-term loans of $147,433, safety production fund payable of $262,449, advances from the employees of $159,909, deposit for operating lease of $154,631 and other miscellaneous payables of $872,318.

** As of October 31, 2021, other payables consists of general liability, worker's compensation, and medical insurance payable of $409,230, consulting fee payable of $215,702, union and education fees payable of $138,434, interest payables for short-term loans of $50,740, safety production fund payable of $490,750, advances from the employees of $153,735, security deposit for sub-contractor of $156,111, and other miscellaneous payables of $4,482. As of April 30, 2021, other payables consists of general liability, worker's compensation, and medical insurance payable of $412,328, consulting and service fee payable of $209,871, union and education fees payable of $137,123, interest payables for short-term loans of $147,433, safety production fund payable of $262,449, advances from the employees of $159,909, deposit for operating lease of $154,631 and other miscellaneous payables of $872,318.

NOTE 11 -LOAN PAYABLE

Short-term loan payable

Short-term loans are obtained from various individual lenders that are due within one year for working capital purpose. These loans are unsecured and can be renewed with 10 days or one month advance notice prior to maturity date. As of ~~October~~January 31, ~~2021~~2022 and April 30, 2021, short-term loans consisted of the following:

	October 31, 2021 (unaudited)	April 30, 2021
	January 31, 2022 (unaudited)	April 30, 2021
Loan from Min Wu, an employee of Qufu Shengren, due on October 5, 2022, with an annual interest rate of 10%, renewed on October 6, 2021.	$34,~~344~~586	$34,019
Loans from Jianjun Yan, due on October 6, 2021, with an annual interest rate of 10%, renewed on October 7, 2020, also see Note 8.	-	1,506,610
Loan from Jianjun Yan, due on March 31, 2022, with annual interest rate of 4%, renewed on April 1, 2021, also see Note 8.	-	806,711
Loan from Junzhen Zhang, non-related individual, due on October 5, 2022, with an annual interest rate of 10%, renewed on October 6, 2021 and accrued interest converted into debt principal.	30,~~223~~435	27,215
Loan from Junzhen Zhang, non-related individual, due on November 30, 2021, with an annual interest rate of 10%, signed on December 1, 2020.	21,856	21,648
Loan from Junzhen Zhang, non-related individual, due on November 30, 2022, with an annual interest rate of 10%, signed on December 1, 2021.	22,009	21,648
Multiple Loans from Jian Chen, non-related individual, due from May 20, 2022 to October 18, 2022, with an annual interest rate of 12%, signed from May 21, 2021 to October 19, 2021.	1,014,721	-
Multiple Loans from Jian Chen, non-related individual, due from May 20, 2022 to November 14, 2022, with an annual interest rate of 12%, signed from May 21, 2021 to November 15, 2021.	1,105,053	-
Loan from Qing Kong, non-related individual, due on March 6, 2022, with an annual interest rate of 10%, renewed on March 7, 2021.	99100,~~599~~299	98,655
Loan from Qing Kong, non-related individual, due on January 8, 2022, with an annual interest rate of 10%, renewed on January 9, 2021.	41,557	41,163
Loan from Qing Kong, non-related individual, due on January 8, 2023, with an annual interest rate of 10%, renewed on January 9, 2022.	41,849	41,163
Loan from Guihai Chen, non-related individual, due on March 9, 2022, with an annual interest rate of 10%, renewed on March 10, 2021.	2425,~~900~~075	24,664
Loan from Guihai Chen, non-related individual, due on September 20, 2022, with an annual interest rate of 10%, renewed on September 21, 2021, and accrued interest converted into debt principal.	41,~~557~~849	37,421
Loan from Weifeng Kong, non-related individual, due on November 28, 2021, with an annual interest rate of 10%, renewed on November 29, 2020.	31,222	30,926
Loan from Weifeng Kong, non-related individual, due on November 28, 2022, with an annual interest rate of 10%, renewed on November 29, 2021.	31,442	30,926
Loan from Huagui Yong, non-related individual, due on April 8, 2022, with an annual interest rate of 6.3%, renewed on April 9, 2021.	78,~~055~~604	77,316
Loan from Guohui Zhang, non-related individual, due on January 16, 2022, with an annual interest rate of 4% signed on January 17, 2021.	~~251~~253,~~339~~105	248,956
Total short-term loan payable	$1,~~669~~764,~~373~~306	$2,955,304

For the three and ~~six~~nine months ended ~~October~~January 31, ~~2021~~2022 and ~~2020~~2021, interest expense related to short-term loans amounted to $2443,~~582~~230 and $4756,~~413~~506, and $3881,~~156~~386 and $~~109~~166,~~944~~450, respectively, which were included in interest expense in the accompanying unaudited condensed consolidated statements of operations and comprehensive loss.

- 1315 -

NOTE 12 - SEGMENT INFORMATION

The following information is presented in accordance with ASC Topic 280, "Segment Reporting", for the three and ~~six~~nine months ended ~~October~~January 31, ~~2021~~2022 and ~~2020~~2021; we accounted for two reportable business segments - (1) natural sweetener (stevioside), and (2) corporate and other pharmaceutical. Our reportable segments are strategic business units that offer different products and are managed separately based on the fundamental differences in their operations. Condensed financial information with respect to these reportable business segments for the three and ~~six~~nine months ended ~~October~~January 31, ~~2021~~2022 and ~~2020~~2021 is as follows:

	Three Months Ended October 31,		Six Months Ended October 31,
	Three Months Ended January 31,		Nine Months Ended January 31,
	2021	2020	2021	2020
	2022	2021	2022	2021
Revenues:
Stevioside - third party	$10,~~001~~890,~~477~~274	$34,~~830~~125,~~340~~587	$1627,~~163~~053,~~155~~429	$913,~~020~~146,~~803~~390
Stevioside - related party	-	~~502~~2,~~695~~756,224	-	25,~~254~~010,~~518~~742
Total Stevioside	10,~~001~~890,~~477~~274	46,~~333~~881,~~035~~811	1627,~~163~~053,~~155~~429	1118,~~275~~157,~~321~~132
Corporate and other – third party	~~106~~107,~~647~~991	~~100~~104,~~809~~866	~~213~~321,~~429~~420	~~198~~303,~~201~~067
Corporate and other – related party	-	-	-	-
Total Corporate and other	~~106~~107,~~647~~991	~~100~~104,~~809~~866	~~213~~321,~~429~~420	~~198~~303,~~201~~067
Total segment and consolidated revenues	$10,~~108~~998,~~124~~265	$46,~~433~~986,~~844~~677	$1627,~~376~~374,~~584~~849	$1118,~~473~~460,~~522~~199
Interest expense:
Stevioside	$(~~119~~144,~~934~~182)	$(5261,~~018~~727)	$(~~190~~334,~~605~~787)	$(~~131~~192,~~125~~852)
Corporate and other	-	-	-	-
Total segment and consolidated interest expense	$(~~119~~144,~~934~~182)	$(5261,~~018~~727)	$(~~190~~334,~~605~~787)	$(~~131~~192,~~125~~852)
Depreciation and amortization:
Stevioside	$~~312~~332,~~038~~025	$~~266~~289,~~078~~361	$~~623~~955,~~881~~906	$~~519~~809,~~854~~215
Corporate and other	5652,~~349~~642	5660,~~042~~174	~~112~~165,~~942~~584	~~106~~166,~~706~~880
Total segment and consolidated depreciation and amortization	$~~368~~384,~~387~~667	$~~322~~349,~~120~~535	$~~736~~1,~~823~~121,490	$~~626~~976,~~560~~095
Income (loss) from operations before income taxes:
Stevioside	$(1,~~941~~615,~~725~~128)	$(~~705~~1,~~674~~808,789)	$(24,~~753~~369,~~962~~070)	$(13,~~769~~578,~~927~~716)
Corporate and other	4854,~~952~~635	47,~~223~~943	~~111~~165,~~072~~687	55103,~~649~~592
Total loss from continuing operations before income taxes	$(1,~~892~~560,~~773~~493)	$(~~658~~1,~~451~~760,846)	$(24,~~642~~203,~~890~~383)	$(13,~~714~~475,~~278~~124)

	October 31,2021	April 30,2021
	January 31, 2022	April 30, 2021
Segment property and equipment:
Stevioside	$56,~~663~~580,~~314~~695	$7,354,695
Corporate and other	21,~~722~~726,~~249~~278	1,862,420
Total property and equipment	$8,~~385~~306,~~563~~973	$9,217,115

NOTE 13 - CONCENTRATIONS AND CREDIT RISK

(i) Customer Concentrations

For the three and ~~six~~nine months ended ~~October~~January 31, ~~2021~~2022 and ~~2020~~2021, customers accounting for 10% or more of the Company's revenue were as follows:

- 1416 -

	For the three months ended October 31,		For the six months ended October 31,
	For the three months ended January 31,		For the nine months ended January 31,
Customer	~~2021~~2022	~~2020~~2021	~~2021~~2022	~~2020~~2021
A (1)	3938.74%	1139.34%	3938.08%	1927.61%
B	~~18.5%~~-	-	1110.5%	-16.3%
C	-12.2%	-	-	~~25.7%~~-
D	-	10.9%	-	10.4%

(1) Qufu Shengwang Import and Export Co., Ltd is a related party in fiscal 2021.

- Less than 10%.

(ii) Vendor Concentrations

For the three and ~~six~~nine months ended ~~October~~January 31, ~~2021~~2022 and ~~2020~~2021, suppliers accounting for 10% or more of the Company's purchase were as follows:

	For the three months ended October 31,		For the six months ended October 31,
	For the three months ended January 31,		For the nine months ended January 31,
Supplier	~~2021~~2022	~~2020~~2021	~~2021~~2022	~~2020~~2021
A	~~40.5%~~-	-	~~53.6%~~-	-17.0%
B	-	-28.5%	1332.63%	-12.3%
C	-	33.5%	-	24.6%
D	-	12.0%	-	-
D	-	20.3%	-	24.3%
G	-	-	-	17.3%
F	-	18.2%	-	10.6%
H	-	16.2%	-	-
I	-	22.8%	-	14.1%

- Less than 10%.

(iii) Credit Risk

Financial instruments which potentially subject us to concentrations of credit risk consist principally of cash and trade accounts receivable. We place our cash with high credit quality financial institutions in the United States and the PRC. As of ~~October~~January 31, ~~2021~~2022 and April 30, 2021, we had $~~517~~1,~~262~~045,774 and $1,403,969 of cash balance held in PRC banks, respectively. PRC banks protect consumers against loss if their bank or thrift institution fails, and each of our PRC bank account is insured up to RMB500,000 (approximately $71,000). As a result, cash held in PRC financial institutions of $~~394~~853,~~268~~057 and $1,224,263 are not insured as of ~~October~~January 31, ~~2021~~2022 and April 30, 2021. We have not experienced any losses in such accounts through ~~October~~January 31, ~~2021~~2022. Our cash position by geographic area was as follows:

Country:	~~October~~January 31, ~~2021~~2022		April 30, 2021
United States	$~~181~~97,~~373~~271	268.05%	$161,860	10.3%
China	~~517~~1,~~262~~045,774	7491.05%	1,403,969	89.7%
Total cash and cash equivalents	$~~698~~1,~~635~~143,045	100.00%	$1,565,829	100.00%

Almost all of our sales are credit sales which are primarily to customers whose ability to pay is dependent upon the industry economics prevailing in these areas; however, we believe that the concentration of credit risk with respect to trade accounts receivable is limited due to generally short payment terms. We also perform ongoing credit evaluations of our customers to help further reduce potential credit risk.

NOTE 14 - SUBSEQUENT EVENTS

The Company has evaluated subsequent events through the date the financial statements were issued and filed with the Securities and Exchange Commission. Based on our evaluation, no other event has occurred requiring adjustment or disclosure in the notes to the consolidated financial statements.

- 1517 -

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

The following discussion should be read in conjunction with the information contained in the preceding unaudited condensed consolidated financial statements and footnotes and our 2021 Annual Report on Form 10-K for fiscal year ended April 30, 2021.

OVERVIEW

We sell stevioside, a natural sweetener. Stevioside is a natural zero calorie sweetener extracted from the leaf of the stevia plants. Substantially all of our operations are located in the PRC. We have built an integrated company with the production and distribution capabilities designed to meet the needs of our customers.

Our operations were organized in two operating segments related to our product lines:

	-		Stevioside, and
	-		Corporate and other.

Going Concern

The accompanying unaudited condensed consolidated financial statements have been prepared assuming that the Company will continue as a going concern. The Company has a significant accumulated deficit and incurred recurring losses. The Company's cash balance and revenues generated are not currently sufficient and cannot be projected to cover operating expenses for the next twelve months from the date of this report. These factors raise doubt as to the ability of the Company to continue as a going concern. Management's plans include attempting to improve its business profitability, its ability to generate sufficient cash flow from its operations to meet its operating needs on a timely basis, obtain additional working capital funds through debt and equity financings, and restructure on-going operations to eliminate inefficiencies to raise cash balance in order to meet its anticipated cash requirements for the next twelve months from the date of this report. Management intends to make every effort to improve its current sales forecast to further develop and expand the international markets for its new products as well as continuing with the current sources of funds to meet working capitals needs on as needed basis. There can be no assurance that these plans and arrangements will be successful.

The COVID-19 Pandemic

Consequently, the COVID-19 pandemic may adversely affect the Company’s business operations, financial condition and operating results for 2021, including but not limited to material negative impact to the Company’s total revenues, production capability, ability to conduct marketing and sales, and slower collection of accounts receivables. We believe the effect of the COVID-19 pandemic will be most significant in our raw material purchasing and our sales. Due to the effect of the global COVID-19 pandemic, we expect the sourcing and availability of stevia raw material will have increased difficulties and costs for fiscal 2022.

We experienced difficulty in the delivery of our products, the ability to ship through ground transportation was very limited, if any, across provinces in China and in air shipments internationally was also very limited, if any, this caused us to be unable to timely deliver our products even if sales were made. In 2020 and 2021, China slowly resumed normal, however, as the global situation worsen, many of our international clients are pausing their operations and no longer making new orders. We expect this low demand and difficulty in transportation situation to remain in fiscal 2022.

Reduction of Carbon Emission

China issued plans to reduce the carbon intensity of its economy 60%-65% per unit of GDP by 2030, compared with 2005 levels. In order to reach this goal by 2030, China will need to strengthen regulations already in place, introduce and strictly enforce laws and penalties, and hasten sweeping changes to how it produces and consumes energy, goods and raw materials. China will take additional action to reduce waste, promote renewables and unconventional fuel, and reform its electricity network as part of its plan to significantly reduce carbon emissions before 2030.

- 1618 -

In the past two months, we had been asked to lower capacity and cut production in half due to government’s carbon emission reduction requirements. Also, we will be facing government’s guidelines regarding air pollution in the overall attempt to create a better environment for the Beijing Winter Olympic Game in addition to the carbon emission reduction requirements for the coming years. Those are all unpredictable facts that will significantly impair our ability to maintain optimal production and will negatively impact our overall ability to generate revenue.

Recent Developments

On September 7, 2021, Mr. Laiwang Zhang and Ms. Dongdong Lin resigned their position as Directors of the Company due to health and personal reasons. ~~Mr. Zhang's and Ms. Lin’s resignations are not due to any disagreement with the Company on any matter related to operations, policies, or practices.~~ After careful consideration and discussion with the Company’s management, the Board of Directors appoints Mr. Jianjun Yan, effective September 7, 2021, and Mr. Yuyi Liu, effective September 7, 2021 as a Director of the Company, Mr. Yan’s and Mr. Liu’s responsibility and compensation shall be reasonable and in accordance with their employment agreements.

On September 30, 2021, Ms. Dongdong Lin resigned her position as Chief Executive Officer (“CEO”) of the Company due to personal reasons. ~~Ms. Lin’s resignation is not due to any disagreement with the Company on any matter related to operations, policies, or practices.~~ On September 30, 2021, the Company appointed Mr. Jianjun Yan as CEO of the Company and as General Manager of Qufu Natural Green Engineering Co., Ltd (“Qufu Natural Green”), a wholly owned subsidiary of the Company. Mr. Yan, 52 years old, is currently serving as a Director of the Company, and has over 18 years of experience in the pharmaceutical production industry. Graduated from Hunan Medical University in 1993, Mr. Yan has worked in various positions in multiple pharmaceutical companies, such as Hunan Pharmaceuticals, Shandong Haisen Pharmaceuticals, Shandong Haishan Pharmaceuticals, etc. Since June 2021, Mr. Yan has also successfully founded and managed his own pharmaceutical production technology company, Qufu Shenghao Biotech Co., Ltd. We believe Mr. Yan’s expertise and experience in the industry will be greatly beneficial to the future growth of the Company.

On March 11, 2022, Mr. Yuqiang Lai resigned his position as Director of the Company due to personal reasons. As of the same date, Mr. Jianjun Yan resigned as Director and CEO of the Company due to personal reasons.

The resignations of Mr. Zhang, Ms. Lin, Mr. Lai and Mr. Yan are not due to any disagreement with the Company on any matter related to operations, policies, or practices.

On March 11, 2022, the Company appointed Mr. Chunchun Wang as a Director and CEO of the Company. Mr. Wang has been working in the pharmaceutical industry since his graduation from Qufu Yuandong Professional Technical College in 2005 and has been working with the Company since March 2006 in various positions in our technology and web-based sales departments and is currently serving as the General Manager of web-based operations. We believe Mr. Wang’s expertise and experience in the industry as well as his experience with us will be greatly beneficial to the future growth of the Company. Mr. Wang is not a party of any related party transactions with the Company.

On March 11, 2022, the Company appointed Ms. Fanjun Wu as a Director of the Company. Ms. Wu has been our Chief Financial Officer since April 30, 2004. Since 1997, she has been employed by Qufu Natural Green, serving as Director of Finance from 1997 to 1998 and thereafter as Chief Financial Officer. From 1992 to 1996, Ms. Wu was a Director of Finance for our subsidiary Shengya Veterinary Medicine, which was owned by Shandong Group prior to our acquisition in 2004. Ms. Wu graduated from Qufu Industrial College in 1995 with a Bachelor's Degree in Accounting. We believe Ms. Wu’s expertise and experience in the industry as well as her experience with us will be greatly beneficial to the future growth of the Company. Ms. Wu is not a party of any related party transactions with the Company.

OUR PERFORMANCE

Our revenues totaled approximately $10,~~108~~998,000 during the three months ended ~~October~~January 31, ~~2021~~2022, an increase of ~~120~~57.84%, as compared with the same period in ~~2020~~2021, and our gross margin increased to ~~(0.~~7).1% from (24.35)%. Our total operating expenses in the three months ended ~~October~~January 31, ~~2021~~2022 increased by approximately $1716,~~199,~~000, or ~~239~~49.80% compared to the same period in ~~2020~~2021 primarily due to an increase of approximately $~~123~~147,000, or 4830.16% in selling expense, an increase of approximately $~~355~~270,000, or ~~205~~61.73% in general and administrative expense and an increase of approximately $~~721~~299,000, or ~~1,014~~55.02% in research and development expenses. Our net loss for the three months ended ~~October~~January 31, ~~2021~~2022 was approximately $1,~~893~~560,000, compared to a net loss $~~658~~1,761,000 in the same period in ~~2020~~2021.

Our revenues totaled approximately $1627,~~377~~375,000 during the ~~six~~nine months ended ~~October~~January 31, ~~2021~~2022, an increase of 4248.73%, as compared with the same period in ~~2020~~2021, and our gross margin increased to 5.08% from 0(1.54)%. Our total operating expenses in the ~~six~~nine months ended ~~October~~January 31, ~~2021~~2022 increased by approximately $1,~~193~~909,000, or 7261.54% compared to the same period in ~~2020~~2021 primarily due to an increase of approximately $~~181~~328,000, or 31.93% in selling expense, an increase of approximately $~~296~~566,000, or 4552.91% in general and administrative expense, and an increase of approximately $~~716~~1,015,000, or ~~165~~104.41% in research and development expenses. Our net loss for the ~~six~~nine months ended ~~October~~January 31, ~~2021~~2022 was approximately $24,~~643~~203,000, compared to a net loss of $13,~~714~~475,000 in ~~six~~nine months ended ~~October~~January 31, ~~2020~~2021.

~~While~~- we19 have broadened our stevia product offerings to include a number of higher quality stevia grades needed in new product formulations we are developing to introduce to the U.S. and European food and beverage industry, the demand for higher grade stevia products has yet to materialize to the degree we had anticipated, and we hope that our sales volume in higher grade stevia products will increase in fiscal 2022 as demand resumes and increases after the effects of the global pandemic. Stevia has become more widely accepted by the food industry and many new stevia manufacturers have entered this industry in the past few years; recently we have introduced a new product line. We are now focusing on new types of stevia products, including tablets, liquid, High A products, and others. We expect to consistently increase our sales of our new products; however, we cannot quantify this increase and its effects on future periods.-

While we have broadened our stevia product offerings to include a number of higher quality stevia grades needed in new product formulations we are developing to introduce to the U.S. and European food and beverage industry, the demand for higher grade stevia products has yet to materialize to the degree we had anticipated, and we hope that our sales volume in higher grade stevia products will increase in fiscal 2023 as demand resumes and increases after the effects of the global pandemic. Stevia has become more widely accepted by the food industry and many new stevia manufacturers have entered this industry in the past few years; recently we have introduced a new product line. We are now focusing on new types of stevia products, including tablets, liquid, High A products, and others. We expect to consistently increase our sales of our new products; however, we cannot quantify this increase and its effects on future periods.

Our Outlook

We believe that there are significant opportunities for worldwide growth in our Stevioside segment, not only in the U.S. and EU markets but also in our domestic market. For the fiscal year ended April 30, 2021 and beyond, we will continue to focus on our core business of producing and selling stevioside series products.

- 17 -

Currently there is a world-wide movement of lowering sugar intake, and more and more consumers are becoming aware of the health benefits associated with reduction of sugar intake. According to research data, 40% of Chinese consumers stated that they "will not mind paying more for food and beverages with more natural ingredients" and 80% of the interview consumers express a goal of "having a healthier diet". We believe that, in this search of a more natural and healthy diet and lifestyle, natural sweeteners such as stevia will become the mainstream sweetener in the food and beverage markets.

Some of the recent favorable observations related to the stevia markets in fiscal ~~2021~~2022 include:

	-		Chinese domestic food and beverages, particularly herbal tea manufacturers and the pharmaceutical industry, have increased the use of steviosides, and new health awareness trends have also resulted in some new governing laws supporting the growth of this industry;
	-		Southeast and South Asia have renewed and increased their interest in stevia, particularly high grade stevia;
	-		New global product launches mentioning stevia have increased 13% per year on average from 2014 to 2018; and
	-		Stevia has been growing in popularity in the last 10 years throughout all the global markets.

Meanwhile, we are also facing challenges in competitive pricing and raw materials for the fiscal years ended April 30, ~~2021~~2022 and ~~2020~~2021, as well as negative impact from the global COVID-19 pandemic. During the fiscal years ended April 30, ~~2021~~2022, the market prices of stevioside products continue to be impacted by strong price competition among Chinese manufacturers. With this being a product gaining large market shares in China, in the recent years we have seen many competitors entering the market. These new competitors use lower pricing as their effort to gain market share as they initially entering the market, thus driving down the average prices for stevia products. We expect the pressure from pricing competition to continue in fiscal ~~2022~~2023. We anticipate the price of stevia leaves, the raw material used to produce our stevioside series products, will also continue to increase in fiscal ~~2022~~2023 since the demand for raw material may increase as the market grows, while the production of the raw material experiences negative impact due to the global pandemic.

We intend to make adjustments internally in order to better operate in this market; our goal is to increase sales and develop new client bases through our marketing effort, decrease our production expenses while maintaining the stability and quality of our products, and decrease our overall expenditures. We believe while there are challenges and risks in this market, our high quality high grade product and the formulations developed by our internal research and development team differentiates us from other competitors and our efforts will lead to sustainable growth in the future.

RESULTS OF OPERATIONS

The following table summarizes our results from operations for the three month periods ended ~~October~~January 31, ~~2021~~2022 and ~~2020~~2021. The percentages represent each line item as a percent of revenues:

For the Three Months ended October 31, 2021
	Stevioside		Corporate and Other		Consolidated
Revenues	$ 10,001,477	100.0%	$ 106,647	100.0%	$ 10,108,124	100.0%
Cost of goods sold	10,121,030	101.2%	57,715	54.1%	10,178,745	100.7%
Gross profit	(119,553	)(1.2)%	48,932	45.9%	(70,621)	(0.7)%
Selling expenses	379,977	3.8%	-	-	379,977	3.8%
General and administrative expenses	527,010	5.3%	-	-	527,010	5.2%
Research and development expenses	792,367	7.9%	-	-	792,367	7.8%
Income (loss) from operations	(1,818,907)	(18.2)%	48,932	45.9%	(1,769,975)	(17.5)%
Other (expenses) income	(122,818)	(1.2)%	20	0.0%	(122,798)	(1.2)%
Income (loss) from operations before income taxes	$ (1,941,725)	(19.4)%	$ 48,952	45.9%	$ (1,892,773)	(18.7)%

- 20 -

- 18 -

For the Three Months ended January 31, 2022
	Stevioside		Corporate and Other		Consolidated
Revenues	$10,890,274	100.0%	$107,991	100.0%	$10,998,265	100.0%
Cost of goods sold	10,161,251	93.3%	53,326	49.4%	10,214,577	92.9%
Gross profit	729,023	6.7%	54,665	50.6%	783,688	7.1%
Selling expenses	627,172	5.8%	-	-	627,172	5.7%
General and administrative expenses	710,827	6.5%	50	0.0%	710,877	6.5%
Research and development expenses	840,814	7.7%	-	-	840,814	7.6%
Income (loss) from operations	(1,449,790)	(13.3)%	54,615	50.6%	(1,395,175)	(12.7)%
Other income (expenses)	(165,338)	(1.5)%	20	0.0%	(165,318)	(1.5)%
Income (loss) from operations before income taxes	$(1,615,128)	(14.8)%	$54,635	50.6%	$(1,560,493)	(14.2)%

For the Three Months ended October 31, 2020
For the Three Months ended January 31, 2021
	Stevioside		Corporate and Other		Consolidated
Revenues	$46,~~333~~881,~~035~~811	100.0%	$~~100~~104,~~809~~866	100.0%	$46,~~433~~986,~~844~~677	100.0%
Cost of goods sold	47,~~483~~246,~~351~~458	~~103~~105.53%	5456,~~605~~802	54.2%	47,~~537~~303,~~956~~260	~~102~~104.35%
Gross profit	(~~150~~364,~~316~~647)	(3.5.3)%	4648,~~204~~064	45.8%	(~~104~~316,~~112~~583)	(24.35)%
Selling expenses	~~255~~480,~~990~~210	57.90%	~~576~~11	0.60%	~~256~~480,~~566~~221	56.89%
General and administrative expenses	~~173~~440,~~979~~634	46.04%	~~(1,595)~~110	(10.6)1%	~~172~~440,~~384~~744	36.93%
Research and development expenses	71541,~~129~~733	17.69%	-	-	71541,~~129~~733	17.68%
Income (loss) from operations	(~~651~~1,~~414~~827,224)	(1526.06)%	47,~~223~~943	4645.87%	(~~604~~1,~~191~~779,281)	(1325.65)%
Other expenses	(54,260)	(1.3)%	-	-	(54,260)	(1.3)%
Other income	18,435	0.3%	-	-	18,435	0.3%
Income (loss) from operations before income taxes	$(705,674)	(16.3)%	$47,223	46.8%	$(658,451)	(14.9)%
Income (loss) from continuing operations before income taxes	$(1,808,789)	(26.3)%	$47,943	45.7%	$(1,760,846)	(25.2)%

The following table summarizes our results from operations for the ~~six~~nine month periods ended ~~October~~January 31, ~~2021~~2022 and ~~2020~~2021.

For the Six Months ended October 31, 2021
For the Nine Months ended January 31, 2022
	Stevioside		Corporate and Other		Consolidated
Revenues	$ 1627,~~163~~053,~~155~~429	100.0%	$ ~~213~~321,~~429~~420	100.0%	$ 1627,~~376~~374,~~584~~849	100.0%
Cost of goods sold	1525,~~461~~623,~~999~~250	9594.7%	~~102~~155,~~377~~703	48.04%	1525,~~564~~778,~~376~~953	9594.02%
Gross profit	~~701~~1,~~156~~430,179	45.3%	~~111~~165,~~052~~717	5251.06%	~~812~~1,~~208~~595,896	5.08%
Selling expenses	~~748~~1,~~789~~375,961	45.61%	-	-	~~748~~1,~~789~~375,961	45.60%
General and administrative expenses	~~941~~1,~~653~~652,480	56.81%	-50	-0.1%	~~941~~1,~~653~~652,530	56.70%
Research and development expenses	1,~~148~~988,~~080~~894	7.14%	-	-	1,~~148~~988,~~080~~894	7.03%
Income (loss) from operations	(23,~~137~~587,~~366~~156)	(13.23)%	~~111~~165,~~052~~667	5251.05%	(23,~~026~~421,~~314~~489)	(12.45)%
Other (expenses) income	(616,596)	(3.8)%	20	0.0%	(616,576)	(3.8)%
Other income (expenses)	(781,914)	(2.9)%	20	0.0%	(781,894)	(2.9)%
Income (loss) from operations before income taxes	$ (24,~~753~~369,~~962~~070)	(1716.01)%	$ ~~111~~165,~~072~~687	5251.05%	$ (24,~~642~~203,~~890~~383)	(1615.14)%

For the Six Months ended October 31, 2020
For the Nine Months ended January 31, 2021
	Stevioside		Corporate and Other		Consolidated
Revenues	$1118,~~275~~157,~~321~~132	100.0%	$~~198~~303,~~201~~067	100.0%	$1118,~~473~~460,~~522~~199	100.0%
Cost of goods sold	1118,~~303~~550,~~750~~208	~~100~~102.32%	~~106~~163,~~706~~508	5354.80%	1118,~~410~~713,~~456~~716	99101.54%
Gross profit	(28393,~~429~~076)	(02.32)%	91139,~~495~~559	46.20%	63(253,~~066~~517)	0(1.54)%
Selling expenses	~~566~~1,~~905~~047,115	5.08%	~~576~~587	0.32%	~~567~~1,~~481~~047,702	45.97%
General and administrative expenses	~~610~~1,~~290~~050,924	5.48%	35,~~270~~380	1711.87%	~~645~~1,~~560~~086,304	5.69%
Research and development expenses	~~432~~974,~~567~~300	35.84%	-	-	~~432~~974,~~567~~300	35.83%
Income (loss) from operations	(13,~~638~~465,~~191~~415)	(1419.51)%	55103,~~649~~592	2834.12%	(13,~~582~~361,~~542~~823)	(1318.82)%
Other expenses	(~~131~~113,~~736~~301)	(10.26)%	-	-	(~~131~~113,~~736~~301)	(10.16)%
Income (loss) from operations before income taxes	$(1,769,927)	(15.7)%	$55,649	28.1%	$(1,714,278)	(14.9)%
Income (loss) from continuing operations before income taxes	$(3,578,716)	(19.7)%	$103,592	34.2%	$(3,475,124)	(18.8)%

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Revenues

Total revenues in the three months ended ~~October~~January 31, ~~2021~~2022 increased by approximately ~~128~~57.04%, as compared to the same period in ~~2020~~2021, primarily due to an increasing demand from domestic and international markets after COVID-19 pandemic. Our Stevioside segment, revenues from sales increased by ~~130~~58.82%, from 9798.75% to 9899.90% of our total revenues in the three months ended ~~October~~January 31, ~~2020~~2022 and 2021. We sold ~~359~~273 metric tons and ~~149~~227 metric tons of stevioside for the three months ended ~~October~~January 31, ~~2021~~2022 and ~~2020~~2021, respectively.

Total revenues in the ~~six~~nine months ended ~~October~~January 31, ~~2021~~2022 increased by 4248.73% as compared to the same period in ~~2020~~2021. Stevioside revenues, accounts for 98.78% and 98.34% of our total revenues in the ~~six~~nine months ended ~~October~~January 31, ~~2021~~2022 and ~~2020~~2021, respectively. During the ~~six~~nine months ended ~~October~~January 31, ~~2021~~2022, within our Stevioside segment, our sales volume increased by approximately ~~191~~237 metric tons, from ~~382~~609 metric tons to ~~573~~846 metric tons, a 5038.19% increase. With the restructuring of our product line, we also continue to increase the sales of our low grade stevia products. Our low grade stevia and A3-97 products generated more than 4445.38% and 4143.72% of total revenue of our Stevioside segment for three and ~~six~~nine months ended ~~October~~January 31, ~~2021~~2022, respectively.

-Our 19products -including enzyme treated stevia have been well accepted by the market, especially in the U.S. We generated approximately $3,150,000 and $7,271,000 in revenue from producing over 83 metric tons and 225 metric tons of the customized orders for restructuring by enzyme based on our Stevioside products which accounted for approximately 32.3% and 27.8% of our total revenues of Stevioside segment in the three and nine months ended January 31, 2022, respectively.

Our ~~products~~unit ~~including~~sale ~~enzyme~~price ~~treated~~fluctuated ~~stevia~~from ~~have~~month ~~been~~to ~~well~~month ~~accepted~~in the three and nine months ended January 31, 2022, which was mainly affected by the market, ~~especially~~environment; in the ~~U.S.~~average Weunit ~~generated~~sales ~~approximately~~price ~~$2,416,000~~of our stevia products has decreased because of our effort to stay ahead of competition and $4to gain market share for the three and nine months ended January 31,~~105~~ 2022,~~000~~ as compared to the same period in ~~revenue~~2021. ~~from~~We ~~producing~~are ~~over~~facing 86challenges ~~metric~~in ~~tons~~competitive pricing and ~~142~~sourcing ~~metric~~of ~~tons~~raw ofmaterials, and the ~~customized~~market ~~orders~~prices ~~for~~of ~~restructuring~~stevioside byproducts ~~enzyme~~were ~~based~~impacted onby ~~our~~strong ~~Stevioside~~price ~~products~~competition ~~which~~among ~~accounted~~Chinese ~~for~~manufacturers. We ~~approximately~~also ~~23%~~anticipate ~~and~~the ~~25%~~price of stevia leaves, the raw material used to produce our ~~total~~stevioside ~~revenues~~series ofproducts, ~~Stevioside~~to ~~segment~~continue to increase in the ~~three~~near ~~and~~future. ~~six~~In the nine months ended ~~October~~January 31, ~~2021~~2022, ~~respectively~~some of our stevia products, such as A3-95, A3-80, A3-98 and A3-99, were sold for a loss in order to avoid further losses resulting from spoilage of overstocked inventory.

Our unit sale price fluctuated from month to month in the three and six months ended October 31, 2021, which was mainly affected by the market environment; the average unit sales price of our stevia products has decreased because of our effort to stay ahead of competition and to gain market share for the three and six months ended October 31, 2021, as compared to the same period in 2020. We are facing challenges in competitive pricing and sourcing of raw materials, and the market prices of stevioside products were impacted by strong price competition among Chinese manufacturers. We also anticipate the price of stevia leaves, the raw material used to produce our stevioside series products, to continue to increase in the near future. In the six months ended October 31, 2021, some of our stevia products, such as A3-95, A3-80, A3-50, and A3-99, were sold for a loss in order to avoid further losses resulting from spoilage of overstocked inventory.

Cost of Revenues and Gross Margin

Cost of revenues in the three and ~~six~~nine months ended ~~October~~January 31, ~~2021~~2022 increased by ~~124~~39.39% and 3637.48%, compared to the same period in ~~2020~~2021, respectively. Cost of revenues as a percentage of revenues decreased from ~~102~~104.35% and 99101.54% to ~~100~~92.79% and 9594.02% during the three and ~~six~~nine months ended ~~October~~January 31, ~~2021~~2022 compared to the same period in ~~2020~~2021, respectively. Gross margin in Stevioside segment increased from (3.5.3)% to (16.2)7% for the three months ended by ~~October~~January 31, ~~2021~~2022, compared the same period in ~~2020~~2021. Gross margin in Stevioside segment increased from (02.32)% to 45.3% for the ~~six~~nine months ended by ~~October~~January 31, ~~2021~~2022, compared the same period in ~~2020~~2021, which was primarily due to the epidemic of the novel strain of coronavirus COVID-19 pandemic adversely affected businesses and economic activities in fiscal year 2021.

We believe the effect of the COVID-19 pandemic is the most significant in our raw material purchasing and our sales. Due to the effect of the global COVID-19 pandemic, we expect the sourcing and availability of stevia raw material will have increased difficulties and costs for fiscal 2022. As a result of COVID-19 related gathering laws, farmers are not able to have the same amount of nursery workers as previous years, resulting in a decrease of stevia plants, and relevant safety measures also resulted in an increase of general planting costs. We expect this to cause a shortage of stevia leaves harvest this year and along with the effect of the rain seasons, we expect to see an increase in our cost of raw material. After we resumed production, the effect of the COVID-19 pandemic on transportation has also made it difficult for us to efficiently procure our raw materials.

Selling Expenses

For the three months ended ~~October~~January 31, ~~2021~~2022, we had an increase of approximately $~~123~~147,000, or 4830.16% in selling expenses, as compared to the same period in ~~2020~~2021. The increase was primarily due to the approximately $4354,000 increase in local sales taxes, and $51113,000 increase in commission expenses, ~~$82,000 increase in promotion and marketing expenses, $10,000 increase in shipping and freight, and $7,000 increase in salary,~~ offset by $2319,000 decrease in ~~office~~promotion ~~expenses,~~and ~~$6,000~~marketing ~~decrease in travel expense, $40,000 decrease in advertising~~ expenses and $1,000 decrease in miscellaneous expense in the three months ended ~~October~~January 31, ~~2021~~2022.

For the ~~six~~nine months ended ~~October~~January 31, ~~2021~~2022, we had an increase of approximately $~~181~~328,000, or 31.93% in selling expenses, as compared to the same period in ~~2020~~2021. The increase was primarily due to the approximately $62115,000 increase in local sales taxes, $66179,000 increase in commission expenses, $9677,000 increase in promotion and marketing expenses, $1413,000 increase in shipping and freight, ~~$7,000 increase in travel expense,~~ and $24,000 increase in salary, offset by $58,000 decrease in office expenses, $5551,000 decrease in advertising expenses and $61,000 decrease in miscellaneous expense in the ~~six~~nine months ended ~~October~~January 31, ~~2021~~2022.

- 22 -

General and Administrative Expenses

Our general and administrative expenses for the three months ended ~~October~~January 31, ~~2021~~2022 increased by approximately $~~355~~270,000, or ~~205~~61.73% from the same period in ~~2020~~2021. The increase was primarily due to an increase of approximately $6852,000 in depreciation and amortization expenses, $5476,000 increase in salary and wage expenses, $3419,000 increase in safety production fund, $~~120~~43,000 increase in ~~repairs~~service and ~~maintenance~~professional fees, $126,000 increase in ~~office~~repairs ~~expense~~and maintenance fees, $1067,000 increase in ~~travel~~office expense and $8312,000 increase in miscellaneous expense, offset by a decrease of $262,000 in ~~service~~hospitality expense and ~~professional~~$3,000 ~~fee~~decrease in travel expense.

-Our 20general -and administrative expenses for the nine months ended January 31, 2022 increased by approximately $566,000, or 52.1% from the same period in 2021. The increase was primarily due to an increase of approximately $163,000 in depreciation and amortization expenses, due to a land use right we purchased in 2021, $185,000 increase in salary and wage expenses, $50,000 increase in safety production fund, $28,000 increase in repairs and maintenance fees, $15,000 increase in insurance expense, $77,000 increase in office expense, $65,000 increase in service and professional fees and $7,000 increase in miscellaneous expenses, offset by a decrease of $24,000 in hospitality expenses.

Our general and administrative expenses for the six months ended October 31, 2021 increased by approximately $296,000, or 45.9% from the same period in 2020. The increase was primarily due to an increase of approximately $111,000 in depreciation and amortization expenses, due to a land use right we purchased in 2021, $110,000 increase in salary and wage expenses, $30,000 increase in safety production fund, $22,000 increase in repairs and maintenance fees, $12,000 increase in insurance expense, $10,000 increase in office expense, $11,000 increase in travel expense, and $12,000 increase in miscellaneous expenses, offset by a decrease of $22,000 in hospitality expenses.

Research and Development Expense

For the three and ~~six~~nine months ended ~~October~~January 31, ~~2021~~2022, our research and development expenses amounted to approximately $~~792~~841,000 and $1,~~148~~989,000, as compared to $71542,000 and $~~433~~974,000 for the same period in ~~2020~~2021, respectively. The increase of $~~721~~299,000 and $~~715~~1,015,000 were primarily due to the increase in materials used for R&D purpose in the three and ~~six~~nine months ended ~~October~~January 31, ~~2021~~2022.

Other Income (Expenses)

For the three months ended ~~October~~January 31, ~~2021~~2022, other expense, net of other income, amounted to approximately $~~123~~165,000, an increase of $69184,000 as compared to the other ~~expense~~income, net of other ~~income~~expense, amounted to approximately $5418,000 for the three months ended ~~October~~January 31, ~~2020~~2021. The increase of other expenses was primarily attributable to an increase of $9196,000 in interest expenses to related parties and an increase in other expense of $1101,000, offset by a decrease of $2313,000 in interest expense to third parties.

For the ~~six~~nine months ended ~~October~~January 31, ~~2021~~2022, other expense, net of other income, amounted to approximately $~~617~~782,000, an increase of $~~485~~669,000 as compared to the other expense, net of other income, amounted to approximately $~~132~~113,000 for the ~~six~~nine months ended ~~October~~January 31, ~~2020~~2021. The increase of other expenses was primarily attributable to an increase in other expenses of $~~425~~526,000 mainly attributable to a loss on disposition of property and equipment in the ~~six~~nine months ended ~~October~~January 31, ~~2021~~2022, and an increase of $~~133~~229,000 in interest expenses to related parties, offset by a decrease of $7285,000 in interest expense to third parties, net of an increase of $12,000 in interest income.

Net Loss

As a result of the foregoing, our loss was $1,~~893~~560,000 ~~and $2,643,000~~ for the three ~~and six~~ months ended ~~October~~January 31, ~~2021~~2022, as compared with loss from operations of $~~658,000 and $~~1,~~714~~761,000 for the three and ~~six~~nine months ended ~~October~~January 31, ~~2020~~2021, a ~~change~~decrease of $1200,~~234,~~000 ~~and $929~~,~~000,~~ or ~~187~~11.54% ~~and 54~~.~~2%,~~ ~~respectively.~~ The ~~increase~~decrease in net losses were primarily due to ~~increased~~decreased operating expenses and increased gross profit, offset by an increase of other expenses in the three ~~and six~~ months ended ~~October~~January 31, ~~2021~~2022, compared to the three ~~and six~~ months ended ~~October~~January 31, ~~2020~~2021.

As a result of the foregoing, our loss was $4,203,000 for the nine months ended January 31, 2022, as compared with loss from operations of $3,475,000 for the nine months ended January 31, 2021, an increase of $728,000, or 21.0%. The increase in net losses were primarily due to increased operating expenses and increased other expenses in the nine months ended January 31, 2022, compared to the nine months ended January 31, 2021.

Net Loss Attributable to Sunwin Stevia International, Inc.

Our net loss attributable to Sunwin Stevia International, Inc. in the three and ~~six~~nine months ended ~~October~~January 31, ~~2021~~2022 was approximately $1958,~~169,~~000 and $12,~~629~~587,000, or $(0.0100) and $(0.01) per share (basic and diluted), compared to net loss of $~~403~~1,080,000 and $12,~~066~~146,000, or $(0.0001) and $(0.01) per share (basic and diluted), in the three and ~~six~~nine months ended ~~October~~January 31, ~~2020~~2021, respectively.

- 23 -

Net Loss Attributable to Noncontrolling Interest

Noncontrolling interest represents the ownership interests an individual investor and Shangdong Yulong Mining Group Co., Ltd. ("Yulong") hold in Qufu Shengren. The amount recorded as noncontrolling interest in our unaudited condensed consolidated statements of loss and comprehensive loss is computed by multiplying the after-tax loss by 38.7%, the percentage ownership in Qufu Shengren not directly attributable to us. Net loss attributable to noncontrolling interest amounted to $~~724~~602,000 and $1,~~014~~616,000 for the three and ~~six~~nine months ended ~~October~~January 31, ~~2021~~2022, compared to net loss attributable to noncontrolling interest of $~~255~~681,000 and $~~648~~1,330,000 for the three and ~~six~~nine months ended ~~October~~January 31, ~~2020~~2021.

Foreign Currency Translation Gain

The functional currency of our subsidiaries and variable interest entities operating in the PRC is the Chinese Yuan or Renminbi ("RMB"). The financial statements of our subsidiaries are translated to U.S. dollars using period end rates of exchange for assets and liabilities, and average rates of exchange (for the period) for revenues, costs, and expenses. Net gains and losses resulting from foreign exchange translations are included in the Comprehensive loss on the unaudited condensed consolidated statements of operations and comprehensive loss. As a result of foreign currency translations, which are a non-cash adjustment, we reported a foreign currency translation gain of $6243,000 and $72116,000, and $~~550~~420,000 and $~~681~~1,101,000 for the three and ~~six~~nine months ended ~~October~~January 31, ~~2021~~2022 and ~~2020~~2021, respectively. This non-cash gain had the effect of reducing our reported comprehensive loss.

- 21 -

LIQUIDITY AND CAPITAL RESOURCES

Liquidity is the ability of a company to generate sufficient cash to meet its operational cash requirements.

On ~~October~~January 31, ~~2021~~2022, we had working capital deficit of approximately $46,~~865~~302,000, including cash of approximately $~~699~~1,143,000, as compared to working deficit of $1,089,000, including cash of approximately $1,566,000 at April 30, 2021. The approximate $~~867~~423,000 decrease in our cash at ~~October~~January 31, ~~2021~~2022 from April 30, 2021 is primarily attributable to net cash used in operating activities of approximately $21,~~446~~313,000 and net cash used in investing activities of approximately $2,~~198~~378,000, offset by net cash provided by financing activities of approximately $3,~~769~~249,000 during the ~~six~~nine months ended ~~October~~January 31, ~~2021~~2022. The Company's cash balance and revenues generated are not currently sufficient and cannot be projected to cover operating expenses for the next twelve months from the date of this report. These factors raise doubt as to the ability of the Company to continue as a going concern. Management's plans include attempting to improve its business profitability, its ability to generate sufficient cash flow from its operations to meet its operating needs on a timely basis, obtain additional working capital funds through debt and equity financings, and restructure on-going operations to eliminate inefficiencies to raise cash balance in order to meet its anticipated cash requirements for the next twelve months from the date of this report. Management intends to make every effort to improve its current sales force as to further develop and expand the international markets for its new products as well as continuing with the current sources of funds to meet working capital needs on as needed basis. There can be no assurance that these plans and arrangements will be successful.

The COVID-19 Pandemic. On January 30, 2020, the World Health Organization declared the coronavirus outbreak a "Public Health Emergency of International Concern" and on March 10, 2020, declared it to be a pandemic. Actions taken around the world to help mitigate the spread of the coronavirus include restrictions on travel, quarantines in certain areas, and forced closures for certain types of public places and businesses. The coronavirus and actions taken to mitigate it have had and are expected to continue to have an adverse impact on the economies and financial markets of many countries, including the geographical areas in China in which the Company operates. Consequently, the COVID-19 pandemic may adversely affect the Company’s business operations, financial condition and operating results for 2021 and 2022, including but not limited to material negative impact to the Company’s total revenues, slower collection of accounts receivables and significant impairment to the Company’s equity investments. Due to the high uncertainty of the evolving situation, the Company has limited visibility on the full impact brought upon by the COVID-19 pandemic and the related financial impact cannot be estimated at this time.

Capital Resources

The following table provides certain selected balance sheets comparisons as of ~~October~~January 31, ~~2021~~2022 and April 30, 2021:

	October 31, 2021	April 30, 2021	Increase (Decrease)	%
Cash and cash equivalents	$698,635	$1,565,829	$(867,194)	(55.4)%
Accounts receivable, net	7,500,106	1,693,801	5,806,305	342.8%
Accounts receivable - related party	-	5,999,791	(5,999,791)	(100.0)%
Inventories, net	9,233,808	12,930,461	(3,969,653)	(28.6)%
Prepaid expenses and other current assets	4,199,309	661,882	3,537,427	534.4%
Total current assets	21,631,858	22,851,764	(1,219,906)	(5.3)%
Property and equipment, net	8,385,563	9,217,115	(831,552)	(9.0)%
Land use rights	2,037,635	-	2,037,635	100%
Total assets	$32,055,056	$32,068,879	$(13,823)	(0.0)%
Accounts payable and accrued expenses	$15,693,489	$11,141,408	$4,552,081	40.9%
Short-term loans	1,669,373	2,955,304	(1,285,931)	(43.5)%
Due to related parties	9,134,337	9,843,636	(709,299)	(7.2)%
Total current liabilities	26,497,199	23,940,348	2,556,851	10.7%
Total liabilities	26,497,199	$23,940,348	$2,556,851	10.7%

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- 22 -

	January 31, 2022	April 30, 2021	Increase (Decrease)	%

Cash and cash equivalents	$1,143,045	$1,565,829	$(422,784)	(27.0)%
Accounts receivable, net	8,695,153	1,693,801	7,001,352	413.4%
Accounts receivable - related party	-	5,999,791	(5,999,791)	(100.0)%
Inventories, net	8,863,050	12,930,461	(4,067,411)	(31.5)%
Prepaid expenses and other current assets	5,310,661	661,882	4,648,779	702.4%
Total current assets	24,011,909	22,851,764	1,160,145	5.1%
Property and equipment, net	8,306,973	9,217,115	(910,142)	(9.9)%
Land use rights	2,035,922	-	2,035,922	100%
Total assets	$34,354,804	$32,068,879	$2,285,925	7.1%

Accounts payable and accrued expenses	$19,877,311	$11,141,408	$8,735,903	78.4%
Short-term loans	1,764,306	2,955,304	(1,190,998)	(40.3)%
Due to related parties	8,672,479	9,843,636	(1,171,157)	(11.9)%
Total current liabilities	30,314,096	23,940,348	6,383,748	26.6%
Total liabilities	30,314,096	$23,940,348	$6,383,748	26.6%

We maintain cash and cash equivalents in China and United States. On ~~October~~January 31, ~~2021~~2022 and April 30, 2021, bank deposits were as follows:

Country	~~October~~January 31, ~~2021~~2022	April 30, 2021
United States	$~~181~~97,~~373~~271	$161,860
China	~~517~~1,~~262~~045,774	1,403,969
Total	$~~698~~1,~~635~~143,045	$1,565,829

The majority of our cash balances on ~~October~~January 31, ~~2021~~2022 are in the form of RMB stored in bank account of China. Cash held in banks in the PRC is not insured. The value of cash on deposit in mainland China of $~~517~~1,~~262~~045,774 as of ~~October~~January 31, ~~2021~~2022 has been converted based on the exchange rate as of ~~October~~January 31, ~~2021~~2022. In 1996, the Chinese government introduced regulations, which relaxed restrictions on the conversion of the RMB; however, restrictions still remain, including but not limited to restrictions on foreign invested entities. Foreign invested entities may only buy, sell or remit foreign currencies after providing valid commercial documents at only those banks authorized to conduct foreign exchanges. Furthermore, the conversion of RMB for capital account items, including direct investments and loans, is subject to PRC government approval. Chinese entities are required to establish and maintain separate foreign exchange accounts for capital account items. We cannot be certain Chinese regulatory authorities will not impose more stringent restrictions on the convertibility of the RMB, especially with respect to foreign exchange transactions. Accordingly, cash on deposit in banks in the PRC is not readily deployable by us for use outside of China.

Accounts receivable, net of allowance for doubtful accounts, including accounts receivable from related parties, ~~decreased~~increased by approximately $~~193~~1,002,000 during the ~~six~~nine months ended ~~October~~January 31, ~~2021~~2022. The days for sales outstanding in accounts receivable decreased to 8527 days as of ~~October~~January 31, ~~2021~~2022, as compared to 97 days as of April 30, 2021. Accounts receivable, net of allowance for doubtful accounts, excluding accounts receivable from the related parties, increased by approximately $57,~~806~~001,000 during the ~~six~~nine months ended ~~October~~January 31, ~~2021~~2022, but accounts receivable from related parties decreased by approximately $6,000,000, due to no revenue from related parties from fiscal 2022 and reclassification partial receivables from a related party to account receivable from third parties from fiscal 2022. We will reevaluate and categorize accounts receivable for sales and will target to improve our collection effort in accounts receivable in fiscal 2022.

Inventories on ~~October~~January 31, ~~2021~~2022, net of reserve for obsolescence, totaled approximately $98,~~234~~863,000, as compared to $12,930,000 as of April 30, 2021. The decrease is primarily due to our increase in revenue, thus inventory turnover rate increased. Accordingly, inventory ending balance decreased. Meanwhile, we did impairment on the inventories.

Our accounts payable and accrued expenses were approximately $1519,~~693~~877,000 on ~~October~~January 31, ~~2021~~2022, an increase of approximately $48,~~552~~736,000 from April 30, 2021. The increase is primarily result from reclassification of partial liabilities from related parties to other payables from third parties from fiscal 2022.

~~Loans payable on October 31, 2021 and April 30, 2021 totaled approximately $1,669,000 and $2,955,000, respectively. These loans payable consisted of short~~-~~term~~ ~~loans~~25 ~~from multiple non~~-related individuals, which bear annual interest rates of 4% - 12%. Range of maturity dates of the loans payable was from November 28, 2021 to October 18, 2022. During the six months ended October 31, 2021, the Company borrowed new short term loans and received proceeds in a total amount of approximately $1,008,000 in cash.

~~Due~~Loans topayable ~~related parties~~ on ~~October~~January 31, ~~2021~~2022 and April 30, 2021 totaled approximately $91,~~134~~764,000 and $92,~~844~~955,000, respectively. ~~The~~These ~~decrease~~loans ~~was~~payable aconsisted ~~result~~ of ~~the~~short-term ~~reclassification~~loans ~~partial liabilities~~ from multiple non-related ~~parties~~individuals, towhich ~~other~~bear ~~payables~~annual ~~from~~interest ~~third~~rates ~~parties~~of ~~from~~4% ~~fiscal~~- ~~2022~~12%. Range As of ~~October~~maturity ~~31,~~dates ~~2021,~~of the ~~balance~~loans wepayable ~~owed~~was ~~Pharmaceutical~~from ~~Corporation~~March 6, ~~Mr.~~2022 ~~Jianjun~~to ~~Yan~~November ~~and~~28, Mr2022. During ~~Weidong~~the ~~Chai~~nine ~~amounted~~months toended ~~approximately~~January $431,~~764,000,~~ $42022,~~138,000~~ ~~and $232,000, respectively. On April 30, 2021,~~ the ~~balance~~Company weborrowed ~~owed~~new toshort ~~Pharmaceutical~~term ~~Corporation,~~loans ~~Qufu Shengwang Import~~ and ~~Export~~received ~~and~~proceeds ~~Mr.~~in ~~Weidong Chai,~~ a ~~management~~total ~~member~~amount of ~~Qufu Shengren Pharmaceutical Co., Ltd.,~~ approximately ~~amounted to~~ $31,~~484~~095,000, ~~$6,140,000~~in ~~and $219,000, respectively~~cash.

Due to related parties on January 31, 2022 and April 30, 2021 totaled approximately $8,672,000 and $9,844,000, respectively. The decrease was a result of the reclassification of partial liabilities from related parties to other payables from third parties from fiscal 2022. As of January 31, 2022, the balance we owed Pharmaceutical Corporation, Mr. Jianjun Yan and Mr. Weidong Chai amounted to approximately $4,601,000, $3,832,000 and $240,000, respectively. On April 30, 2021, the balance we owed to Pharmaceutical Corporation, Qufu Shengwang Import and Export and Mr. Weidong Chai, a management member of Qufu Shengren Pharmaceutical Co., Ltd., amounted to approximately $3,484,000, $6,140,000 and $219,000, respectively.

Cash Flows Analysis

NET CASH FLOW (USED IN) ~~PROVIDED BY~~ OPERATING ACTIVITIES:

Net cash used in operating activities was approximately $21,~~446~~313,000 for the ~~six~~nine months ended ~~October~~January 31, ~~2021~~2022, primarily due to a net loss of approximately $24,~~643~~203,000 adjusted by non-cash working capital, depreciation and amortization expenses of $~~737~~1,121,000, provision for obsolete inventories of $~~654~~855,000 and loss on disposition of property and equipment of $~~387~~388,000. Changes in operating assets and liabilities include an increase of approximately $3865,~~560,~~000 in ~~prepaid~~accounts ~~expenses~~receivable ~~and~~from ~~other~~third ~~current~~party ~~assets~~ and ~~a decrease~~ inan ~~accounts~~increase ~~payable and accrued expenses~~ of approximately $14,~~488~~594,000 in prepaid expenses and other current assets, offset by a decrease of approximately $~~317~~3,387,000 in ~~accounts~~inventories, ~~receivable~~an increase ~~and~~in ~~note~~accounts ~~receivable~~payable ~~from~~and ~~third~~accrued ~~party,~~expenses ~~a decrease~~ of approximately $32,~~142~~153,000 ~~in inventories~~ and an increase of approximately $9444,000 in taxes payable.

Net cash used in operating activities was approximately $1,537,000 for the nine months ended January 31, 2021, primarily due to a net loss of approximately $3,475,000, adjusted by non-cash 23working capital, depreciation expense of $976,000 and provision for obsolete inventory of approximately $665,000, an increase of approximately $806,000 in inventories, an increase of approximately $14,000 in prepaid expenses and other current assets, offset by a decrease of approximately $727,000 in accounts receivable and note receivable from a third party, a decrease of approximately $173,000 in accounts receivable - related party, an increase in accounts payable and accrued expenses of approximately $80,000, and an increase of approximately $137,000 in taxes payable.

Net cash provided by operating activities was approximately $222,000 for the six months ended October 31, 2020, primarily due to a decrease of approximately $648,000 in accounts receivable and note receivable from a third party, a decrease of approximately $1,677,000 in accounts receivable - related party and an increase in accounts payable and accrued expenses of approximately $1,074,000, offset by an increase of approximately $1,680,000 in inventories, an increase of approximately $321,000 in prepaid expenses and other current assets, a decrease of approximately $89,000 in taxes payable, and a net loss of approximately $1,714,000 adjusted by non-cash working capital, depreciation expense of $627,000.

NET CASH FLOW USED IN INVESTING ACTIVITIES:

Net cash used in investing activities from operations amounted to approximately $2,~~198~~378,000 during the ~~six~~nine months ended ~~October~~January 31, ~~2021~~2022 due to capital expenditures for property and equipment of approximately $~~150~~322,000 and land use rights of approximately $2,~~056~~064,000, offset by ~~proceed~~proceeds from disposal of equipment of $8,000.

Net cash used in investing activities from operations amounted to approximately $97529,000 during the ~~six~~nine months ended ~~October~~January 31, ~~2020~~2021 due to capital expenditures for property and equipment.

NET CASH FLOW PROVIDED BY ~~(USED IN)~~ FINANCING ACTIVITIES:

Net cash provided by financing activities from operations amounted to approximately $3,~~769~~249,000 in the ~~six~~nine months ended ~~October~~January 31, ~~2021~~2022, primarily due to proceeds from short term loans in a total amount of $1,~~008~~095,000 and advances received from related parties of approximately $6,~~303~~162,000, offset by repayment of related party advances of approximately $34,~~542~~008,000.

Net cash ~~used~~provided inby financing activities from operations amounted to approximately $~~895~~1,108,000 in the ~~six~~nine months ended ~~October~~January 31, ~~2020~~2021, primarily due to ~~repayment~~proceeds from loan of ~~short~~approximately ~~term~~$21,000 ~~loans~~and inadvances areceived ~~total~~from ~~amount~~related parties of approximately $~~678~~10,413,000, ~~and~~offset by repayment of ~~related~~short ~~party~~term ~~advances~~loans in a total amount of approximately $7912,~~755,~~000 and ~~offset~~repayment byof ~~advances received from~~ related ~~parties~~party advances of approximately $78,~~539~~414,000.

Off Balance Sheet Arrangements

Under SEC regulations, we are required to disclose our off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, such as changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to investors. An off-balance sheet arrangement means a transaction, agreement or contractual arrangement to which any entity that is not consolidated with us as a party, under which we have:

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	-		Any obligation under certain guarantee contracts,
	-		Any retained or contingent interest in assets transferred to an unconsolidated entity or similar arrangement that serves as credit, liquidity or market risk support to that entity for such assets,
	-		Any obligation under a contract that would be accounted for as a derivative instrument, except that it is both indexed to our stock and classified in stockholder's equity in our statement of financial position, and
	-		Any obligation arising out of a material variable interest held by us in an unconsolidated entity that provides financing, liquidity, market risk or credit risk support to us, or engages in leasing, hedging or research and development services with us.

We do not have any off-balance sheet arrangements that we are required to disclose pursuant to these regulations. In the ordinary course of business, we enter into operating lease commitments, purchase commitments and other contractual obligations. These transactions are recognized in our financial statements in accordance with accepted accounting principles generally accepted in the U.S. ("U.S. GAAP").

CRITICAL ACCOUNTING POLICIES

The preparation of financial statements in conformity with U.S. GAAP requires estimates and assumptions that affect the reported amounts of assets and liabilities, revenues and expenses, and related disclosures of contingent assets and liabilities in the consolidated financial statements and accompanying notes. The SEC has defined a company's critical accounting policies as the ones that are most important to the portrayal of the company's financial condition and results of operations, and which require the company to make its most difficult and subjective judgments, often as a result of the need to make estimates of matters that are inherently uncertain. We have key accounting policies, which involve the use of estimates, judgments and assumptions that are significant to understanding our results, which are described in Note 2 to our unaudited condensed consolidated financial statements. Although we believe that our estimates, assumptions and judgments are reasonable, they are based upon information presently available. Actual results may differ significantly from these estimates under different assumptions, judgments or conditions.

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ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not applicable to smaller reporting company.

ITEM 4. CONTROLS AND PROCEDURES.

Evaluation of Disclosure Controls and Procedures

We maintain disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934 (the "Exchange Act") that are designed to ensure that information required to be disclosed by us in reports that we file under the Exchange Act is recorded, processed, summarized and reported as specified in the SEC's rules and forms and that such information required to be disclosed by us in reports that we file under the Exchange Act is accumulated and communicated to our management, including our Chief Executive Officer ("CEO"), and our Chief Financial Officer ("CFO"), to allow timely decisions regarding required disclosure.

Our management, with the participation of our CEO and CFO, performed an evaluation of the effectiveness of our disclosure controls and procedures as of ~~October~~January 31, ~~2021~~2022.

Based on this evaluation our management concluded that our disclosure controls and procedures were not effective as of ~~October~~January 31, ~~2021~~2022 such that the information relating to our company, required to be disclosed in our Securities and Exchange Commission reports (i) is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms and (ii) is accumulated and communicated to our management, including our CEO, to allow timely decisions regarding required disclosure.

Management's Report on Internal Control over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act. Our management is also required to assess and report on the effectiveness of our internal control over financial reporting in accordance with Section 404 of the Sarbanes-Oxley Act of 2002 ("Section 404"). As reported in our Form 10-K for the year ended April 30, 2021, management assessed the effectiveness of our internal control over financial reporting as of April 30, 2021 and, during our assessment, management identified significant deficiencies related to (i) the U.S. GAAP expertise of our internal accounting staff, (ii) our internal audit functions and (iii) a lack of segregation of duties within accounting functions. Although management believes that these deficiencies do not amount to a material weakness, our internal controls over financial reporting were not effective at April 30, 2021.

~~Due~~- to27 our size and nature, segregation of all conflicting duties may not always be possible and may not be economically feasible. As a result, we have not been able to take steps to improve our internal controls over financial reporting during the three months ended October 31, 2021. However, to the extent possible, we will implement procedures to assure that the initiation of transactions, the custody of assets and the recording of transactions will be performed by separate individuals.-

Due to our size and nature, segregation of all conflicting duties may not always be possible and may not be economically feasible. As a result, we have not been able to take steps to improve our internal controls over financial reporting during the three months ended January 31, 2022. However, to the extent possible, we will implement procedures to assure that the initiation of transactions, the custody of assets and the recording of transactions will be performed by separate individuals.

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

In light of this significant deficiency, we performed additional analyses and procedures in order to conclude that our consolidated financial statements for the three months ended ~~October~~January 31, ~~2021~~2022 included in this quarterly report on Form 10-Q were fairly stated in accordance with the U.S. GAAP. Accordingly, management believes that despite our significant deficiency, our consolidated financial statements for the three months ended ~~October~~January 31, ~~2021~~2022 are fairly stated, in all material respects, in accordance with the U.S. GAAP.

Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting identified in connection with the evaluation of our controls performed during the three months ended ~~October~~January 31, ~~2021~~2022 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS.

ITEM 1 A. RISK FACTORS.

Risk factors describing the major risks to our business can be found under Item 1A, "Risk Factors", in our fiscal 2021 Annual Report on Form 10-K. There has been no material change in our risk factors from those previously discussed in the fiscal 2021 Annual Report on Form 10-K.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

None.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

None.

ITEM 4. MINE SAFETY DISCLOSURE.

None.

ITEM 5. OTHER INFORMATION.

None.

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ITEM 6. EXHIBITS

Exhibit No.		Description of Exhibit
31.1		Section 302 Certificate of Chief Executive Officer.*
31.2		Section 302 Certificate of Chief Financial Officer.*
32.1		Section 906 Certificate of Chief Executive Officer and Chief Financial Officer.*
101.INS		XBRL INSTANCE DOCUMENT**
101.SCH		XBRL TAXONOMY EXTENSION SCHEMA**
101.CAL		XBRL TAXONOMY EXTENSION CALCULATION LINKBASE**
101.DEF		XBRL TAXONOMY EXTENSION DEFINITION LINKBASE**
101.LAB		XBRL TAXONOMY EXTENSION LABEL LINKBASE**
101.PRE		XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE**

* - Filed herewith.

** - In accordance with Regulation S-T, the XBRL-formatted interactive data files that comprise Exhibit 101 to this Quarterly Report on Form 10-Q shall be deemed "furnished" and not "filed".

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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.

	SUNWIN STEVIA INTERNATIONAL, INC.
Dated: December 17, 2021	By: /s/ Jianjun Yan
Dated: April 22, 2022	By: /s/ Chunchun Wang
	Jianjun Yan,
	Chunchun Wang
	Chief Executive Officer
Dated: December 17, 2021	By: /s/ Fanjun Wu
Dated: April 22, 2022	By: /s/ Fanjun Wu
	Fanjun Wu,
	Chief Financial Officer

- 2729 -

Filing Compare · SUNWIN STEVIA INTERNATIONAL, INC.