UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 10-K

þ	ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
☑	ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the year ended June 30, 2020
	For the year ended June 30, 2021
¨	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
☐	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: 000-31091

CANG BAO TIAN XIA INTERNATIONAL ART TRADE CENTER, INC.

(Exact name of registrant as specified in its charter)

Nevada	47-0925451
(State or other jurisdiction of	(I.R.S. Employer
incorporation or organization)	Identification No.)

Unit 609, Shengda Plaza, No. 61 Guoxing Ave., Meilan District, Hainan Province, China 570203

(Address of principal executive offices, Zip Code)

Registrant's telephone number, including area code: 86-898-66186181

Securities registered pursuant to Section 12(b) of the Act: None.

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

Securities registered pursuant to Section 12(g) of the Act: Common Stock, $0.001 par value.

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 þ☑ No ¨☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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 such files). Yes þ☑ No ¨☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer, “accelerated filer” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ¨☐ Accelerated filer ¨☐ Non-accelerated filer þ☑ Smaller reporting company þ☑ Emerging growth company ¨☐

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

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨☐ No þ☑

The aggregate market value of the voting and non-voting common equity held by non-afﬁliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant’s most recently completed second fiscal ~~ﬁscal~~ quarter, was $5850,~~821~~448,~~437~~375.

The number of shares of registrant’s common stock outstanding as of ~~September~~October 1513, ~~2020~~2021 was 110,319,245.

FORM 10-K

CANG BAO TIAN XIA INTERNATIONAL ART TRADE CENTER, INC.

June 30, ~~2020~~2021

TABLE OF CONTENTS

	PART I
Item 1.	Business.	1
Item 1A.	Risk Factors.	11
Item 1B.	Unresolved Staff Comments.	11
Item 2.	Properties.	11
Item 3.	Legal Proceedings.	11
Item 4.	Mine Safety Disclosures.	11
	PART II
Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.	12
Item 6.	Selected Financial Data.	13
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations.	13
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk.	1615
Item 8.	Financial Statements and Supplementary Data.	1615
Item 9.	Changes in and Disagreements With Accountants on Accounting and Financial Disclosure.	16
Item 9A.	Controls and Procedures.	16
Item 9B.	Other Information.	17
	PART III
Item 10.	Directors, Executive Officers and Corporate Governance.	18
Item 11.	Executive Compensation.	18
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.	19
Item 13.	Certain Relationships and Related Transactions, and Director Independence.	19
Item 14.	Principal Accounting Fees and Services.	20
	PART IV
Item 15.	Exhibits, Financial Statement Schedules.	21
Item 16.	Form 10-K Summary.	21

FORWARD LOOKING STATEMENTS

Some discussions in this Annual Report on Form 10-K contain forward-looking statements that have been made pursuant to the provisions of the Private Securities Litigation Reform Act of 1995. These statements involve risks and uncertainties and relate to future events or future financial performance. A number of important factors could cause our actual results to differ materially from those expressed in any forward-looking statements made by us in this Form 10-K. Forward-looking statements are often identified by words such as “believe,” “expect,” “estimate,” “anticipate,” “intend,” “project,” “plans,” “seek” and similar expressions or words which, by their nature, refer to future events. In some cases, you can also identify forward-looking statements by terminology such as “may,” “will,” “should,” “plans,” “predicts,” “potential” or “continue” or the negative of these terms or other comparable terminology.

These forward-looking statements are only predictions and involve known and unknown risks, uncertainties and other factors, which may cause our or our industry’s actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. In addition, you are directed to factors discussed in the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” section as well as those discussed elsewhere in this Form 10-K.

Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity or achievements. Except as required by applicable law, including the securities laws of the United States, we do not intend to update any of the forward-looking statements to conform these statements to actual results. However, readers should carefully review the reports and documents the Company files from time to time with the Securities and Exchange Commission (the “SEC”), particularly the Company’s Quarterly Reports on Form 10-Q and any Current Reports on Form 8-K. All written and oral forward-looking statements made subsequent to the date of this report and attributable to us or persons acting on our behalf are expressly qualified in their entirety by this section.

As used in this Form 10-K, “we,” “us,” and “our” refer to Cang Bao Tian Xia International Art Trade Center, Inc., which is also sometimes referred to as the “Company.”

YOU SHOULD NOT PLACE UNDUE RELIANCE ON THESE FORWARD-LOOKING STATEMENTS

The forward-looking statements made in this report on Form 10-K relate only to events or information as of the date on which the statements are made in this report on Form 10-K. Except as required by law, we undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events, or otherwise, after the date on which the statements are made or to reflect the occurrence of unanticipated events. You should read this report and the documents that we reference in this report, including documents referenced by incorporation, completely and with the understanding that our actual future results may be materially different from what we expect or hope.

PART I

ITEM 1. BUSINESS.

On July 27, 2020 (the “Closing Date”), we entered into a Share Exchange Agreement (the “Exchange Agreement”) by and among (i) the Company, (ii) Zhi Yuan Limited, a Cayman Islands company (“Cayman Company”), and (iii) the three beneficial shareholders of Cayman Company (each, a “Cayman Company Shareholder” and collectively, the “Cayman Company Shareholders”).

Pursuant to the terms of the Exchange Agreement, the Cayman Company Shareholders agreed to sell to Cang Bao, and Cang Bao agreed to purchase, all shares of Cayman Company held by them, which shares represent 100% of the issued and outstanding shares of Cayman Company. In exchange, Cang Bao agreed to issue to the Cayman Company Shareholders an aggregate of 75,000,000 shares of Cang Bao common stock, representing approximately 67.98% of Cang Bao’s total issued and outstanding common stock (the “Share Exchange”).

Our directors approved the Exchange Agreement and the transactions contemplated thereby. Simultaneously, the directors of Cayman Company also approved the Exchange Agreement and the transactions contemplated thereby. The Share Exchange closed on July 27, 2020. Both Yaqin Fu, who is the wife of one of our directors, and Mr. Xingtao Zhou, our President, Chief Executive Officer, Chief Financial Officer, Chairman of the Board and principal shareholder, were Cayman Company Shareholders who exchanged their Cayman Company shares for shares of the Company. After giving effect to the Share Exchange, Mr. Zhou owns 59,839,271 shares of our common stock, which represents 54.24% of our outstanding common stock, and 100% of our issued and outstanding preferred shares.

As a result of the Share Exchange, Cayman Company became our wholly owned subsidiary and we are its public holding company. After giving effect to the Share Exchange, the Company acquired 100% of the assets and operations of Cayman Company and its subsidiaries, the business and operations of which now constitutes our primary business and operations. After giving effect to the Share Exchange, we own 100% of the issued and outstanding shares of capital stock of Cayman Company. Cayman Company is a holding company that owns Cangyun (Hong Kong) Limited (“Hong Kong Company”), which in turn owns and controls Shanghai Cangyun Management Consulting Co., Ltd. (“Management Consulting”), which has entered into contractual agreements to control Hainan Cangbao Tianxia Cultural Relic Co., Ltd. (“Hainan”) and Cangbao Tianxia (Shanghai) Cultural Relic Co., Ltd. (“Tianxia Cultural Relic,” and together with Hainan, the “Target Companies” or “VIEs”).

The Exchange Agreement contains customary representations, warranties, covenants and conditions for a transaction of this type for the benefit of the parties.

For federal income tax purposes, it is intended that the Share Exchange qualify as a reorganization under the provisions of Section 368(a) of the Internal Revenue Code of 1986, as amended (the “Code”). However, we did not obtain any tax opinion and there can be no assurance that our intent that the Share Exchange qualify as a reorganization under the provisions of Section 368(a) of the Code is correct. Cayman Company is considered the acquirer for accounting and financial reporting purposes. The assets and liabilities of Cayman Company have been brought forward at their book value and no goodwill has been recognized. As a result of the acquisition of all the issued and outstanding shares of Cayman Company, we ~~have now~~ assumed Cayman Company’s business operations as our own.

The description of the Exchange Agreement and the transactions contemplated by the Exchange Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Exchange Agreement filed as Exhibit 2.1 to our Form 8-K filed with the Securities and Exchange Commission on July 27, 2020, and incorporated herein by reference.

Immediately prior to the closing of the Share Exchange described above pursuant to which Cayman Company became a wholly owned subsidiary of the Company, the Company was a “shell company,” as such term is defined in Rule 12b-2 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). As of July 27, 2020, we were no longer a shell. Item 2.01(f) of Form 8-K states that if the registrant was a “shell” company, such as the Company was immediately before the Share Exchange, then the registrant must disclose on a Current Report on Form 8-K the information that would be required if the registrant were filing a general form for registration of securities on Form 10. Accordingly, this Current Report on Form 8-K includes all of the information that would be included in a Form 10.

The Share Exchange was accounted as a business combination under common control, in which all of the combining entities or businesses are ultimately controlled by the same party or parties, both before and after the business combination, and that control is not transitory. The business combination under common control of accounting is based on the historical consolidated financial statements of the Company and Cayman Company. In accordance with ASC 805-50-45-5, for transactions between entities under common control, financial statements and financial information presented for prior periods have been retroactively adjusted to furnish comparative information. The financial statements are presented retrospectively, as though the Share Exchange Agreement between the Company and Cayman Company occurred at the beginning of the first period presented.

Corporate History

Cang Bao

Cang Bao was incorporated in the State of Nevada on March 13, 2002, as Equicap, Inc. (“Equicap”), for the purpose of entering into a merger with and re-domiciling its predecessor, Equicap, Inc., a California corporation ("Equicap California"). Effective January 25, 2005, Equicap California was merged with and into Equicap in a statutory merger based on management's belief that Nevada law is more advantageous to a corporation than California law. Equicap was considered a blank check company until its March 2007 acquisition of Usunco Automotive Limited, a British Virgin Islands company (“Usunco”). Equicap, Inc. changed its name to Zhongchai Machinery, Inc. (“Zhongchai” or the “Company”) on May 21, 2010.

Zhongchai, a Nevada corporation, was a manufacturer and distributor of gears and gearboxes and drive axles that were marketed and sold to equipment manufacturers in China.

On July 6, 2007, the Board of Directors of Zhejiang Zhongchai Machinery Co., Ltd. (“Zhejiang Zhongchai”), the China based and 75% owned subsidiary of the Company, approved and finalized an Exchange Agreement (“Exchange Agreement”) with Xinchang Keyi Machinery Co., Ltd., (“Keyi”) a corporation incorporated in the People’s Republic of China (“PRC”). Pursuant to the Exchange Agreement, Zhejiang Zhongchai purchased all the outstanding equity of Zhejiang Shengte Transmission Co., Ltd. (“Shengte”) from Keyi, the sole owner of Shengte, for approximately $3.7 million.

On March 7, 2007, the Company and Usunco Automotive, Ltd. (“Usunco”), a British Virgin Islands company, entered into an ~~agreement~~ agreement (the “Usunco Agreement”) which was consummated on March 9, 2007. Under the terms of the Usunco Agreement, the Company acquired all of the outstanding equity securities of Usunco in exchange for 18,323,944 shares of the Company’s common stock.

Because the Company had been a public shell company prior to the Usunco Agreement, that share exchange was treated as a recapitalization of the Company. As such, the historical financial information prior to that share exchange was that of Usunco and its subsidiaries. Historical share amounts were restated to reflect the effect of that share exchange.

On June 18, 2006, Usunco acquired 100% of IBC Automotive Products Inc (“IBC”), a California Corporation as of May 14, 2004 (date of inception), through the issuance of 28% of Usunco’s shares. IBC was considered a “predecessor” business to Usunco as its operations constituted the business activities of Usunco formed to consummate the acquisition of IBC. The consolidated financial statements reflected all predecessor statements of income and cash flow activities from the inception of IBC in May 2004.

On June 15, 2009, IBC was sold to certain management persons of IBC in exchange for the following: (i) the cancellation of an aggregate of 555,994 shares of common stock of the Company which those individuals owned, and (ii) the payment of $60,000 in installments pursuant to the terms of an unsecured promissory note, the final payment of which was made on November 15, 2010. As part of the transaction, the Company cancelled $428,261 through the closing date, of inter-company debt which funds had been used in the business of IBC prior to the transaction.

On September 22, 2009, Xinchang Xian Lisheng Machinery Co., Ltd. (“Lisheng”) was incorporated by Zhejiang Zhongchai and two individual investors. The total registered capital of Lisheng was RMB 5 million, of which Zhejiang Zhongchai accounted for 60%. The Company started production of die casting products in 2010 for use in gearboxes, diesel engines and other machinery products.

On December 16, 2009, Zhongchai Machinery and its wholly owned subsidiaries, Usunco and Zhongchai Holding (Hong Kong) Limited, a Hong Kong company (“Zhongchai Holding”), took action to approve transfer of the shares of Zhejiang Zhongchai Machinery Co., from Usunco to Zhongchai Holding. The transfer was completed on December 23, 2009. The purpose of the transfer was to take advantage of the tax treaty between the PRC and the Special Administrative Region of Hong Kong which reduces the withholding tax rate of the PRC on payments to entities outside of China. Usunco, which no longer had any assets after transferring all of them to Zhongchai Holding, was subsequently dissolved. The consolidated financial statements accounted for Zhejiang Zhongchai Machinery Co., in the same manner as before the transfer of the ownership. Shareholder approval by the shareholders of Zhongchai Machinery was not required under Nevada law, as there was no sale of all or substantially all the assets of the Company. The shareholder ownership and shareholder rights of Zhongchai Machinery remained the same as before the transaction.

On April 26, 2010, Zhongchai Holding (Hong Kong) Limited. (“Zhongchai Holding”), which owned 75% of the equity in Zhejiang Zhongchai Machinery Co., Ltd. (“Zhejiang Zhongchai”), executed an agreement (the “Zhejiang Agreement”) with Xinchang Keyi Machinery Co., Ltd., (“Keyi”) a corporation incorporated in the PRC. Pursuant to the Zhegiang Agreement, Zhongchai Holding purchased the residual 25% equity of Zhejiang Zhongchai Machinery Co., Ltd. (“Zhejiang Zhongchai”) from Keyi, for $2.6 million. The Zhegiang Agreement was approved by the local government agency and a new business license was issued as a Wholly Foreign Owned Enterprise.

On July 26, 2011, the Company held a Special Meeting of Shareholders. At the Special Meeting, the Company’s shareholders approved the termination the Company’s periodic reporting obligations under the Exchange Act, thereby foregoing many of the expenses associates with operating as a public company subject to SEC reporting obligations. Three days later, the Company terminated its registration with the Securities and Exchange Commission. Following such termination, the Company became dormant.

On July 27, 2011, the Company approved a 1-for-120 reverse stock split of its then outstanding shares of the Company’s Common Stock.

On May 11, 2018, the Eighth Judicial District Court of Nevada appointed Custodian Ventures, LLC as custodian for Zhongchai Machinery, Inc., proper notice having been given to the officers and directors of Zhongchai Machinery, Inc. There was no opposition.

On May 16, 2018, the Company filed a Certificate of Revival with the State of Nevada, appointing David Lazar as President, Secretary, Treasurer and sole Director. On June 19, 2018, the Company issued 3,096,200 shares of common stock to David Lazar, at par value of $0.001, for services valued at $3,096.20, and issued 10,000,000 shares of Series A Preferred Stock to David Lazar, at par value of $0.001, for services valued at $4,000,000.

On December 28, 2018, a change of control of the Company took place. Mr. Xingtao Zhou acquired all 10,000,000 shares of Series A Preferred Stock previously owned by Mr. Lazar; and Mr. Zhou and Yaqin Fu acquired, respectively, 2,432,351 and 663,849 common shares previously owned by Mr. Lazar, who resigned as an officer and director and appointed Mr. Zhou as a director, CEO and CFO, and appointed Ms. Fu’s husband, Liang Tan, as a director.

On January 8, 2019, by majority consent of its principal shareholders, the Company changed its corporate name in Nevada from Zhongchai Machinery, Inc. to Cang Bao Tian Xia International Art Trade Center, Inc., its current name; and shortly thereafter, the Company’s trading symbol was changed to TXCB.

At the closing of the Share Exchange on July 27, 2020, Cayman Company became our wholly owned subsidiary and we are its public holding company. Prior to the Share Exchange, we were a “shell,” as defined in Rule 12b-2 under the Securities Exchange Act of 1934. We had no active business, and virtually no assets. 3

~~After~~At the ~~giving~~closing ~~effect~~of to the Share Exchange, ~~the~~on ~~Company~~July ~~acquired~~27, ~~100%~~2020, ~~of the assets and operations of~~ Cayman Company ~~and~~became ~~its~~our ~~subsidiaries,~~wholly ~~the~~owned ~~business~~subsidiary and ~~operations~~we ofare ~~which~~its ~~now~~public ~~constitute~~holding ~~our primary business and operations~~company. Prior ~~After giving effect~~ to the Share Exchange, we ~~own~~were ~~100%~~a of“shell,” ~~the~~as ~~issued~~defined ~~and~~in ~~outstanding~~Rule ~~shares~~12b-2 ofunder ~~capital~~the ~~stock~~Securities ofExchange ~~Cayman~~Act ~~Company~~of 1934. ~~Cayman~~We ~~Company~~had no isactive ~~a holding company that owns Hong Kong Company~~business, ~~which in turn owns~~ and ~~controls~~virtually ~~Management~~no ~~Consulting, which has entered into contractual agreements to control the Target Companies~~assets.

After giving effect to the Share Exchange, the Company acquired 100% of the assets and operations of Cayman Company and its subsidiaries, the business and operations of which now constitute our primary business and operations. After giving effect to the Share Exchange, we own 100% of the issued and outstanding shares of capital stock of Cayman Company. Cayman Company is a holding company that owns Hong Kong Company, which in turn owns and controls Management Consulting, which has entered into contractual agreements to control the Target Companies.

Cayman Company was incorporated under the laws of Cayman Islands on April 15, 2019 to serve as an investment holding company, and Hong Kong was incorporated under the laws of Hong Kong by Cayman Company on May 22, 2019.

3Cayman Company was incorporated under the laws of Cayman Islands on April 15, 2019 to serve as an investment holding company, and Hong Kong was incorporated under the laws of Hong Kong by Cayman Company on May 22, 2019.

Overview of Cayman Company Business

Any references to the “Company,” “we,” “us,” “our” or words of similar import in this “Overview of Cayman Company Business” section refer to Cayman Company.

The Cang Bao Tian Xia International Art Trade Center (the “Center”) is a cultural service platform dedicated to creating industry standards for art investment and creating a model of online art exchanges and transactions, which allows collectors, artists, art dealers and owners to access a much larger art trading market, allowing them to engage with a wide range of collectibles or artwork investors. The online platform enables our customers to buy, sell, store and invest in various artworks, mostly antiques and some modern paintings. The words “Cang Bao Tian Xia” in our corporate name mean “Treasure World” in English.

We currently facilitate trading by individual customers of all kinds of collectibles, artworks and commodities on our online platforms, which are owned by the Center. We commenced our operations in March 2019, and our customer trading volume was growing rapidly until the advent of COVID-19. We currently have approximately 1000 customers who regularly visit our website. Currently, Shanghai and Hainan are the Center’s operating branches.

~~According~~We provide tocustomers ~~the report~~ of ~~“E-commerce~~our inonline ~~China~~platform ~~2018”~~with ~~released~~comprehensive byservices, ~~Ministry~~including ofaccount ~~Commerce~~opening, ofart ~~PRC~~investment oneducation, ~~May~~market 29information, research, ~~2019~~real-time customer support, ~~China’s~~and ~~e-commerce~~artwork ~~continues~~warehousing toservices. ~~grow~~Most inservices ~~2018~~are delivered online through our proprietary client software and call center. Our client software, which has ~~ranked~~an ~~the~~app ~~first~~version inavailable ~~global~~for ~~online~~both ~~retail~~IOS and Android, provides not only market. information ~~Data~~and ofanalysis, ~~National~~but ~~Bureau~~also ofinteractive ~~Statistics~~functions ofincluding ~~China~~live ~~indicates~~auction ~~that~~house, inlive ~~2018~~discussion boards, ~~the~~live ~~national~~video ~~e-commerce~~conference room, ~~transaction~~blogs ~~volume~~to ~~reached~~post ~~RMB~~and ~~31.63~~share ~~trillion~~artwork ~~yuan~~and ~~(approximately~~instant ~~$4.62~~messaging ~~trillion)~~with other art collectors and customer service representatives, anwhich ~~increase~~we believe ofenhances ~~8.5%~~our ~~year-over-year~~customers’ engagement.

~~China’s e-commerce transaction volume 2011-2018~~ 4

~~China’s e-commerce transaction volume (in RMB trillion yuan)~~Corporate Structure

~~Year-on-year~~Our current ~~growth~~corporate ~~rate~~structure is set forth below:

~~Source: National Bureau of Statistics of China~~Our Strategy

~~According~~We strive to ~~the~~continue ~~statistics~~building ofa ~~the~~collectible ~~Ministry~~and ofartwork ~~Commerce~~trading ofplatform ~~the~~that ~~PRC,~~is inhighly ~~2017,~~trusted ~~e-commerce~~by ~~realized~~individual ~~sales growth of 26~~customers.8% inTo ~~China.~~achieve ~~On many mainstream e-commerce platforms~~this objective, ~~cultural~~we ~~products~~are ~~such~~implementing ~~as arts and crafts flourished and developed rapidly, and art e-commerce continues to grow gradually. Online trading has become a major trend of~~ the ~~global~~following ~~collectible and art trade. We provide online and offline supporting services for domestic and international art e-commerce platforms.~~ strategies:

We● ~~provide~~strengthen ~~customers of~~ our ~~online~~brand ~~platform with comprehensive services, including account opening, art investment education, market information, research, real-time customer support,~~ and artwork warehousing services. Most services are delivered online through our proprietary client software and call center. Our client software, which has an app version available for both IOS and Android, provides not only market information and analysis, but also interactive functions including live auction house, live discussion boards, live video conference room, blogs to post and share artwork and instant messaging with other art collectors and customer service representatives, which we believe enhances our customers’ engagement.position;

4● introduce new collectibles and artwork products;

~~Corporate~~● ~~Structure~~explore mini-account business;

~~Our~~● ~~current~~selectively ~~corporate~~explore ~~structure~~acquisition isopportunities; ~~set forth below:~~and

~~Our~~● ~~Strategy~~continue to attract, cultivate and retain talent.

WeVariable Interest ~~strive~~Entity toArrangements ~~continue building a collectible and artwork trading platform that is highly trusted by individual customers. To achieve this objective, we are implementing the following strategies:~~

●In establishing ~~strengthen~~ our ~~brand~~business, we have used a variable interest entity (“VIE”) structure. In the PRC, investment activities by foreign investors are principally governed by the Guidance Catalog of Industries for Foreign Investment, which was promulgated and ~~market~~is amended ~~position;~~from time to time by the PRC Ministry of Commerce (“MOC”), and the PRC National Development and Reform Commission (the “NDRC”). In June 2018, the Guidance Catalog of Industries for Foreign Investment was replaced by the Special Administrative Measures (Negative List) for Foreign Investment Access (2018 Version) (the “Negative List”). The Negative List divides industries into two categories: restricted and prohibited. Industries not listed in the Negative List are generally open to foreign investment unless specifically restricted by other PRC regulations. Our Company and Management Consulting are considered as foreign investors or foreign invested enterprises under PRC law.

~~● introduce new collectibles and artwork products;~~5

●Although the ~~explore~~business ~~mini-account~~we conduct or will conduct through each VIE is not within the category in which foreign investment is currently restricted under the Negative List or other PRC Laws, we expect that in the future, the Target Companies will engage in marketing survey services for online marketplaces. Marketing survey services are within the category in which foreign investment is restricted pursuant to the Negative List. In addition, we intend to centralize our management and operation in the PRC to avoid being restricted in conducting certain business; activities which are important for our current or future business but are currently restricted or might be restricted in the future. As such, we believe the agreements between Management Consulting and each VIE are necessary and essential for our business operation. These contractual arrangements with each VIE and its shareholders enable us to exercise effective control over the VIEs and hence consolidate their financial results as our VIE.

●In our ~~selectively~~case, ~~explore~~Management ~~acquisition~~Consulting ~~opportunities;~~effectively assumed management of the business activities of each our VIEs through a series of agreements which are referred to as the VIE Agreements. The VIE Agreements are comprised of a series of agreements, including the Management Consultation Service Agreement, dated August 8, 2019, by and among Management Consulting, the VIEs and the three Cayman Company Shareholders, (the “Management Agreement”), the Equity Pledge Agreement, dated August 8, 2019, by and among Management Consulting, the Target Companies and the three Cayman Company Shareholders (the “Pledge Agreement”), the Call Option Agreement, dated August 8, 2019, by and among Management Consulting, the Target Companies and the three Cayman Company Shareholders (the “Option Agreement”) and the Proxy Agreement , dated August 8, 2019, by and among Management Company, the Target Companies and the three Cayman Company Shareholders, (the “Proxy Agreement”). Through the VIE Agreements, Management Consulting has the right to advise, consult, manage and operate the VIEs for an annual consulting service fee in the amount of 100% of the VIEs’ net profit. The shareholders of the VIEs have pledged all of their right, title and equity interest in the VIEs as security for Management Consulting to collect consulting services fees provided to the VIEs through the Pledge Agreement. In order to further reinforce Management Consulting’s right to control and operate the VIEs, the VIEs’ shareholders have granted Management Consulting an exclusive right and option to acquire all of their equity interests in the VIE through the Pledge Agreement.

●Management Consulting ~~continue~~has toentered ~~attract~~into a series of VIE agreements with the Target Companies’ shareholders, ~~cultivate~~upon ~~and~~the ~~retain~~same ~~talent~~material terms as described above. The material terms of the VIE Agreements with the Target Companies are as follows:

5Management Consultation Service Agreement. Pursuant to the Management Consultation Service Agreement between (a) Management Consulting, and (b) Hainan Cangbao Tianxia Cultural Relic Co., Ltd. and Cangbao Tianxia (Shanghai) Cultural Relic Co. (the “Target Companies” or “VIEs”), dated August 8, 2019, Management Consulting has the exclusive right to provide consultation and services to the Target Companies in the areas of funding, human resources, technology and intellectual property rights. For such services, the Target Companies have agreed to pay service fees in the amount of 100% of their net income, and also have the obligation to absorb 100% of their own losses. Management Consulting exclusively owns any intellectual property rights arising from the performance of this Management Consultation Service Agreement. The Management Consultation Service Agreement terminates at the same time as the Equity Pledge Agreement, described in the next paragraph.

~~Variable~~Equity Pledge ~~Interest~~Agreement. ~~Entity~~Pursuant ~~Arrangements~~to the Equity Pledge Agreement dated August 8, 2019, among Management Consulting, the Target Companies, the Target Companies’ shareholders, who are our CEO Mr. Zhou, Yaqin Fu (the wife of Liang Tan, a director of the Company), and Wei Wang (also, the “Pledgors”), each of three persons pledged all of their equity interests in the Target Companies to Management Consulting to guarantee the Target Companies’ performance of relevant obligations and indebtedness under the Management Consultation Service Agreement and the other control agreements (collectively, the “Control Agreements”). If the Pledgors breach their obligations under the Control Agreements, Management Consulting, as pledgee, will be entitled to certain rights, including the right to dispose of the pledged equity interests in order to recover the damages associated with such breaches. The Pledgors’ obligations shall be continuously valid until all of the Pledgors are no longer shareholders of the Target Companies, or until the satisfaction of all of the Pledgors’ obligations under the Control Agreements.

InCall Option ~~establishing~~Agreement. ~~our~~Pursuant ~~business,~~to wethe ~~have~~Call ~~used~~Option aAgreement ~~variable~~among ~~interest~~Management ~~entity~~Consulting, ~~(“VIE”)~~the ~~structure.~~Target InCompanies and the ~~PRC~~Pledgors, ~~investment~~dated August ~~activities~~8, by2019, ~~foreign~~Management ~~investors~~Consulting ~~are~~has ~~principally governed by~~ the ~~Guidance~~exclusive ~~Catalog~~right ofto ~~Industries~~require ~~for~~that ~~Foreign~~the ~~Investment,~~Pledgors ~~which~~fulfill ~~was promulgated~~ and iscomplete ~~amended~~all ~~from~~approval ~~time~~and toregistration procedures ~~time~~required byunder ~~the~~ PRC ~~Ministry~~laws offor ~~Commerce~~Management ~~(“MOC”),~~Consulting ~~and~~to ~~the~~purchase, ~~PRC~~or ~~National~~designate ~~Development~~one ~~and~~or ~~Reform~~more ~~Commission~~persons ~~(the~~to ~~“NDRC”). In June 2018~~purchase, ~~the~~such ~~Guidance~~shareholders’ equity ~~Catalog~~interests ofin ~~Industries~~the ~~for~~Target ~~Foreign~~Companies ~~Investment~~, ~~was~~in ~~replaced~~one byor ~~the~~multiple ~~Special~~transactions, ~~Administrative~~at ~~Measures~~any ~~(Negative~~time ~~List)~~or ~~for~~from ~~Foreign~~time ~~Investment~~to ~~Access~~time, ~~(2018~~at ~~Version)~~Management ~~(the~~Consulting’s sole ~~“Negative~~and ~~List”)~~absolute discretion. The ~~Negative~~purchase ~~List~~price ~~divides~~shall ~~industries~~be ~~into~~the ~~two~~lowest ~~categories:~~price ~~restricted~~allowed ~~and~~by ~~prohibited~~PRC laws. ~~Industries~~The ~~not~~Equity ~~listed~~Option inAgreements ~~the~~shall ~~Negative~~remain effective ~~List~~until ~~are~~all ~~generally~~the ~~open~~equity tointerests ~~foreign~~in ~~investment~~the ~~unless~~Target ~~specifically~~Companies ~~restricted~~owned by ~~other~~the ~~PRC~~Pledgors ~~regulations.~~have ~~Our~~been ~~Company~~legally ~~and~~transferred to Management Consulting ~~are considered as foreign investors~~ or ~~foreign~~its ~~invested enterprises under PRC law~~designee(s).

Although the business we conduct or will conduct through each VIE is not within the category in which foreign investment is currently restricted under the Negative List or other PRC Laws, we expect that in the future, the Target Companies will engage in marketing survey services for online marketplaces. Marketing survey services are within the category in which foreign investment is restricted pursuant to the Negative List. In addition, we intend to centralize our management and operation in the PRC to avoid being restricted in conducting certain business activities which are important for our current or future business but are currently restricted or might be restricted in the future. As such, we believe the agreements between Management Consulting and each VIE are necessary and essential for our business operation. These contractual arrangements with each VIE and its shareholders enable us to exercise effective control over the VIEs and hence consolidate their financial results as our VIE.6

InProxy Agreement. ~~our~~Pursuant ~~case, Management Consulting effectively assumed management of the business activities of each our VIEs through a series of agreements which are referred~~ to as the ~~VIE~~Proxy ~~Agreements. The VIE Agreements are comprised of a series of agreements, including the Management Consultation Service~~ Agreement, ~~dated August 8, 2019, by and~~ among Management Consulting, the ~~VIEs~~Pledgors and the ~~three~~Target ~~Cayman Company Shareholders~~Companies, ~~(the~~ ~~“Management Agreement”), the Equity Pledge Agreement,~~ dated August 8, 2019, by the ~~and~~Pledgors ~~among~~irrevocably appointed Management Consulting, ~~the~~or ~~Target Companies and the three Cayman Company Shareholders (the “Pledge Agreement”), the Call Option Agreement, dated August 8, 2019, by and among~~ Management Consulting,’s ~~the~~designee ~~Target~~to ~~Companies~~exercise ~~and~~all ~~the~~of ~~three~~their ~~Cayman~~rights ~~Company~~as a ~~Shareholders (the~~shareholder ~~“Option~~of ~~Agreement”) and~~ the ~~Proxy Agreement , dated August 8, 2019, by and among Management Company, the~~ Target Companies, ~~and~~including ~~the~~but ~~three~~not ~~Cayman~~limited ~~Company~~to ~~Shareholders, (~~the ~~“Proxy~~power ~~Agreement”).~~to ~~Through~~exercise ~~the~~all ~~VIE~~such ~~Agreements,~~shareholder’s ~~Management~~voting ~~Consulting~~rights with ~~has~~respect ~~the~~to ~~right~~all matters to ~~advise,~~be ~~consult,~~discussed ~~manage~~ and ~~operate~~voted ~~the VIEs for an annual consulting service fee~~ in ~~the~~shareholder ~~amount~~meetings of ~~100% of~~ the ~~VIEs’~~Target ~~net profit~~Companies. The ~~shareholders~~Proxy ofAgreement ~~the~~remains ~~VIEs~~effective until ~~have pledged~~ all ~~of their right, title and~~ equity ~~interest~~interests in the ~~VIEs~~Target asCompanies ~~security~~owned ~~for~~by ~~Management Consulting to collect consulting services fees provided to~~ the ~~VIEs~~Pledgors ~~through~~have ~~the~~been ~~Pledge~~legally ~~Agreement.~~transferred ~~In order~~ to ~~further reinforce~~ Management Consulting’s ~~right~~or to control and operate the VIEs, the VIEs’ shareholders have granted Management Consulting an exclusive right and option to acquire all of their equity interests in the VIE through the Pledge Agreementits designee(s).

~~Management~~Business Model Consulting has entered into a series of VIE agreements with the Target Companies’ shareholders, upon the same material terms as described above. The material terms of the VIE Agreements with the Target Companies are as follows:

Management Consultation Service Agreement. Pursuant to the Management Consultation Service Agreement between (a) Management Consulting, and (b) Hainan Cangbao Tianxia Cultural Relic Co., Ltd. and Cangbao Tianxia (Shanghai) Cultural Relic Co. (the “Target Companies” or “VIEs”), dated August 8, 2019, Management Consulting has the exclusive right to provide consultation and services to the Target Companies in the areas of funding, human resources, technology and intellectual property rights. For such services, the Target Companies have agreed to pay service fees in the amount of 100% of their net income, and also have the obligation to absorb 100% of their own losses. Management Consulting exclusively owns any intellectual property rights arising from the performance of this Management Consultation Service Agreement. The Management Consultation Service Agreement terminates at the same time as the Equity Pledge Agreement, described in the next paragraph.Operation Description

~~Equity~~The operation ~~Pledge~~team ~~Agreement.~~defined ~~Pursuant to~~ the ~~Equity~~unique ~~Pledge~~operation ~~Agreement~~mode ~~dated~~of ~~August~~"3+1" 8,of ~~2019,~~Cangbao ~~among~~Tian ~~Management~~Xia ~~Consulting,~~as the ~~Target~~core ~~Companies,~~orientation of the ~~Target~~project. ~~Companies’~~The ~~shareholders,~~closed loop ~~who~~of ~~are~~project ~~our~~operation ~~CEO~~was ~~Mr.~~achieved ~~Zhou,~~through ~~Yaqin~~interlocking Fuorganic ~~(the~~logic, ~~wife~~and ofthe ~~Liang~~revenue ~~Tan,~~generation aprospect ~~director~~ of the ~~Company),~~project ~~and~~is ~~Wei~~being realized ~~Wang~~through ~~(also,~~ the ~~“Pledgors”),~~close ~~each~~combination of ~~three~~financial ~~persons~~means ~~pledged~~and ~~all~~member ofports. ~~their~~Since ~~equity~~its ~~interests~~inception, inCang ~~the~~Bao ~~Target~~Tian ~~Companies~~Xia tohas ~~Management~~developed ~~Consulting~~from a single offline product line to ~~guarantee~~rapidly ~~the~~growing ~~Target~~product ~~Companies’~~diversification ~~performance~~in ofmultiple ~~relevant~~regions ~~obligations~~in ~~and~~mainland ~~indebtedness~~China. ~~under~~The ~~the~~Treasure ~~Management~~World-created online ~~Consultation~~App ~~Service~~is ~~Agreement~~geared ~~and~~to the ~~other~~needs ~~control~~of ~~agreements~~the ~~(collectively~~market, ~~the~~as ~~“Control~~a ~~Agreements”).~~new Ifwindow to be multiplied by the ~~Pledgors~~rapid ~~breach~~development ~~their~~of ~~obligations~~Internet ~~under~~and the ~~Control~~Internet of ~~Agreements,~~things ~~Management Consulting~~change, asto ~~pledgee,~~the ~~will~~developing betrend ~~entitled~~of toour ~~certain~~brand ~~rights~~platform, ~~including~~thus effectively expanding the ~~right~~flow toports ~~dispose~~and ofenhancing the ~~pledged~~capacity of ~~equity~~solid ~~interests~~flow, ini.e., ~~order~~the toflow ~~recover~~"member", ~~the~~"collection ~~damages~~flow" ~~associated~~and ~~with~~"capital ~~such breaches~~flow." ~~The~~At ~~Pledgors’~~the ~~obligations~~same ~~shall~~time, bewith ~~continuously~~the help ~~valid~~of ~~until~~cooperative ~~all~~insurance ofguarantee ~~the~~social ~~Pledgors~~credibility ~~are~~behind nothe ~~longer~~brand ~~shareholders~~influence, ofour ~~the~~professional ~~Target~~appraisal ~~Companies,~~team oridentifies ~~until~~trading opportunities, ~~the~~eventually ~~satisfaction~~to ofform ~~all~~an of"objects, ~~the~~people, ~~Pledgors’~~gold" ~~obligations~~ideal ~~under~~situation of the ~~Control~~inner ~~Agreements~~loop.

~~Call~~We believe ~~Option~~that ~~Agreement. Pursuant to~~ the ~~Call~~characteristics ~~Option~~and ~~Agreement~~style ~~among~~of ~~Management Consulting,~~ the ~~Target~~Chinese ~~Companies~~consumer ~~and~~market ~~the~~will ~~Pledgors,~~directly ~~dated~~determine ~~August 8, 2019, Management Consulting has~~ the ~~exclusive~~“treasure” ~~right~~of ~~to require that~~ the ~~Pledgors~~Treasure World, ~~fulfill~~ and ~~complete~~will ~~all~~create ~~approval~~the ~~and~~financial ~~registration~~services ~~procedures~~needed ~~required under PRC laws for Management Consulting~~ to ~~purchase,~~get orthe ~~designate~~full ~~one~~extent orof ~~more persons to purchase, such shareholders’ equity interests in~~ the ~~Target~~consumer ~~Companies~~market ,acceptance inand ~~one~~highest ormarket ~~multiple~~sense of ~~transactions~~affinity, atloan ~~any~~products ~~time or from time to time, at Management Consulting’s sole~~ and ~~absolute~~financial ~~discretion.~~services ~~The~~within ~~purchase price shall be~~ the ~~lowest~~Chinese ~~price~~consumer ~~allowed~~market bydemand ~~PRC laws. The Equity Option Agreements shall remain effective until all the equity interests~~ in the ~~Target~~global ~~Companies~~consumer ~~owned by the Pledgors have been legally transferred to Management Consulting or its designee(s)~~market.

~~Proxy~~Becoming a ~~Agreement.~~member ~~Pursuant~~of to the ~~Proxy~~Treasure ~~Agreement~~World ~~among~~is ~~Management~~a ~~Consulting,~~very ~~the~~low ~~Pledgors~~threshold ~~and~~for ~~the~~consumer ~~Target~~groups ~~Companies,~~in ~~dated~~the ~~August~~market 8,to ~~2019,~~access the ~~Pledgors~~Treasure ~~irrevocably~~Circle. ~~appointed~~We ~~Management~~believe ~~Consulting~~that the orlowering ~~Management~~of ~~Consulting’s~~entry ~~designee~~standards towill ~~exercise~~not ~~all~~have ofan ~~their~~impact ~~rights~~on asindustry aor ~~shareholder~~brand ofendorsements, ~~the~~and ~~Target Companies~~instead, ~~including~~it ~~but~~will ~~not~~introduce ~~limited~~our toCompany as the ~~power~~most toprofessional ~~exercise~~collection ~~all~~appraisal ~~such~~agency ~~shareholder’s~~providing ~~voting~~appraisal ~~rights~~services ~~with~~for ~~respect~~collections toon ~~all~~the ~~matters~~platform toand beworld-class ~~discussed~~insurance companies providing high-quality assessment guarantees for collections and ~~voted~~transactions inon ~~shareholder~~the ~~meetings~~platform. Therefore, with the people-friendly standards of the ~~Target~~Treasure ~~Companies.~~World, ~~The~~stronger ~~Proxy~~brand ~~Agreement~~endorsements ~~remains~~and ~~effective~~market ~~until~~recognition ~~all~~and ~~equity~~satisfaction ~~interests~~will ingrow. And at the ~~Target~~same ~~Companies~~time, with ~~owned~~our byappraisals, ~~the~~transactions ~~Pledgors~~and ~~have~~other ~~been~~links ~~legally~~performed ~~transferred~~inside our brand platform, our membership will continue to ~~Management~~grow ~~Consulting~~and orreflect the ~~its~~significance ~~designee(s)~~of the Treasure World.

~~Business Model~~ 7

~~Operation~~We believe ~~Description~~that the advantages of membership creation are reflected in several aspects:

· First, the new online app and offline access port makes it easier for unfamiliar persons in the market to become members, and the simple and convenient operation process enhances the members' experience and identity multiples.

~~The~~· ~~operation~~Second, ~~team~~with ~~defined~~ the ~~unique~~credibility ~~operation mode~~ of ~~"3+1"~~world-class ofinsurance ~~Cangbao~~brands ~~Tian~~behind ~~Xia as~~ the ~~core~~Treasure ~~orientation of the project. The closed loop of project operation was achieved through interlocking organic logic~~World, ~~and~~ the ~~revenue~~pure ~~generation~~collection ~~prospect~~appraisal oftrading ~~the~~platform ~~project~~service iswill ~~being~~become ~~realized~~a ~~through~~world-class ~~the~~professional ~~close~~collection ~~combination~~comprehensive ~~of financial means and member ports~~ecosystem. ~~Since~~Through ~~its~~professional ~~inception~~guarantees, ~~Cang~~any ~~Bao~~member, ~~Tian~~any ~~Xia~~collection ~~has~~and ~~developed~~any ~~from~~transaction acan ~~single~~be ~~offline~~carried ~~product~~out ~~line to rapidly growing product diversification~~ in ~~multiple regions in mainland China. The Treasure World-created online App is geared to the needs of the market, as~~ a ~~new window to be multiplied by the rapid development of Internet and the Internet of things change~~safe, tojust ~~the developing trend of our brand platform, thus effectively expanding the flow ports~~ and ~~enhancing~~strong ~~the capacity of solid flow~~environment, ~~i.e.,~~increase ~~the flow "member"~~membership, ~~"collection~~collections ~~flow"~~ and "capital ~~flow."~~market Atbehavior ~~the~~from ~~same~~hierarchy ~~time,~~to ~~with~~another ~~the help of cooperative insurance guarantee social credibility behind the brand influence~~level, ~~our professional appraisal team identifies trading opportunities, eventually~~ to ~~form~~enhance anthe ~~"objects,~~experience ~~people,~~and ~~gold"~~guarantee ~~ideal situation of the inner loop~~protection.

We· ~~believe~~Third, ~~that~~members ~~the~~can ~~characteristics~~make ~~and~~financial ~~style~~investments ofin any collection in the ~~Chinese~~platform ~~consumer~~built ~~market~~by ~~will~~the ~~directly~~brand, ~~determine~~avoiding the ~~“treasure”~~situation of ~~the~~collection ~~Treasure~~value-added ~~World,~~income ~~and~~that ~~will~~can ~~create~~only ~~the~~be ~~financial~~achieved ~~services~~by ~~needed~~owning toa ~~get~~collection independently. Membership broadens the ~~full~~traditional ~~extent~~restrictions of the ~~consumer~~industry, ~~market~~and ~~acceptance~~allow ~~and~~any ~~highest~~member ~~market~~to ~~sense~~effectively ofinvest ~~affinity,~~in ~~loan~~any ~~products~~collection ~~and~~in ~~financial~~which ~~services~~the ~~within~~member is interested, and receive the ~~Chinese~~corresponding ~~consumer~~benefits ~~market~~brought ~~demand~~by the increase in the ~~global~~value ~~consumer~~of ~~market.~~the collection in the market;

~~Becoming~~· aFourth, ~~member~~transactions of ~~the~~all ~~Treasure~~collections ~~World~~in iswhich aall ~~very~~members ~~low~~of ~~threshold for consumer groups in~~ the ~~market~~brand platform to ~~access~~which ~~the~~they ~~Treasure~~belong ~~Circle.~~will Webe ~~believe~~conducted ~~that~~under the ~~lowering~~effective supervision of ~~entry~~the ~~standards~~platform, ~~will~~which ~~not~~enhances ~~have~~the anprotection ~~impact~~of onmember ~~industry or brand endorsements~~transactions, and ~~instead,~~at itthe ~~will~~same ~~introduce~~time, ~~our~~carries ~~Company~~out aseffective ~~the~~regular ~~most~~flow ~~professional~~of ~~collection~~capital ~~appraisal~~within ~~agency~~the ~~providing~~platform. ~~appraisal~~The ~~services~~effective ~~for~~flow of collections onunder the platform ~~and~~can ~~world-class~~bring ~~insurance companies providing high~~non-~~quality~~member ~~assessment~~consumer ~~guarantees~~groups ~~for~~in ~~collections~~the ~~and~~market ~~transactions~~organically oninto the platform~~. Therefore~~, ~~with~~and ~~the~~thus ~~people-friendly~~become ~~standards~~effective registered members of the ~~Treasure~~platform. ~~World,~~At ~~stronger~~the ~~brand~~same ~~endorsements~~time, ~~and~~members ~~market~~in ~~recognition~~the ~~and~~platform ~~satisfaction~~display ~~will~~their ~~grow.~~collections ~~And~~to at the ~~same time~~platform, ~~with~~thereby ~~our~~forming ~~appraisals,~~the ~~transactions~~mutual ~~and~~promotional ~~other~~effect ~~links~~of ~~performed~~"members ~~inside~~pulling ~~our~~new ~~brand platform~~collections, ~~our~~collections ~~membership~~carrying ~~will~~new ~~continue~~members" topositively ~~grow~~guiding ~~and reflect~~ the ~~significance~~organic ~~of the Treasure World~~cycle.

7· Fifth, the effective expansion of new members will be guided by the platform's active policy during the operation of the platform, encouraging new members to actively join, thus rapidly growing and changing the platform as currently established. The platform's evaluation of the number of final members is unpredictable, because the openness of the platform will determine that the port to enter the platform is infinite, because the professionalism of the platform will determine that the endorsement of the platform will occupy the mainstream position in the market, and because the circulation of the platform will determine that the amount of resources lost by the platform will be minimal. Therefore, in terms of the acquisition of new members and the reciprocating operation of various links within the platform, we believe that the operation mechanism of Booty World will make it a leading brand in the global consumer market.

~~We believe that the advantages of membership creation are reflected in several aspects:~~Professional Appraisal

·Behind the brand, there are national and internationally recognized professional appraisal experts to ensure that each piece of collection is well-documented and real, after passing the treasure appraisal, and are responsible for each piece of art collection.

First, the new online app and offline access port makes it easier for unfamiliar persons in the market to become members, and the simple and convenient operation process enhances the members' experience and identity multiples.Professional Team

·Treasure World has what it believes is a very professional appraisal team. We have retained domestic and international talents in the process of forming the team, so that Treasure World is filled with world-class talents in all fields and positions. In terms of warehousing and storage, financial services, operation planning, cross-industry cooperation, etc., high-quality talents have formed an outstanding team. In 2018, the “Treasure World” section of the treasure track recorded by Treasure World began broadcasting on 9 Chinese TV stations across the country, premiering on Saturdays throughout the year and rebroadcasting on Sundays,

~~Second~~In 2019, ~~with the credibility of world-class insurance brands behind the~~ Treasure World, ~~the~~launched ~~pure~~this ~~collection~~section ~~appraisal~~on ~~trading~~television ~~platform~~stations ~~service will become a world-class professional collection comprehensive ecosystem. Through professional guarantees, any member, any collection and any transaction can be carried out~~ in avarious ~~safe,~~provinces ~~just~~across ~~and~~the ~~strong~~country ~~environment, increase membership, collections and capital market behavior from hierarchy~~ to ~~another~~better ~~level,~~serve toglobal ~~enhance the experience and guarantee protection~~collectors.

·8

~~Third,~~The industry's ~~members~~first ~~can~~to ~~make~~adopt ~~financial~~VR ~~investments~~2.0 intechnology, ~~any~~"360 ~~collection~~° in+ ~~the~~720 ~~platform~~°" ~~built~~display bycollections, ~~the~~global ~~brand~~collections online "touch" collection textures, ~~avoiding~~effectively captures the ~~situation~~eyes of global collection ~~value-added~~experts, ~~income~~collection ~~that~~enthusiasts ~~can~~and ~~only~~outsiders, bethrough ~~achieved~~offline promotion. byThis ~~owning~~unique amodel ~~collection~~for ~~independently.~~the ~~Membership~~industry ~~broadens~~has effectively reduced the ~~traditional~~industry ~~restrictions~~threshold offor the collection industry. At the same time, ~~and~~we ~~allow~~use ~~any~~VR ~~member~~2.0 technology to ~~effectively~~achieve ~~invest~~part inof ~~any~~the ~~collection~~transparency inof ~~which~~ the ~~member~~collection isinformation. ~~interested,~~The ~~and~~most ~~receive~~professional technology products of the ~~corresponding~~society ~~benefits~~at ~~brought~~this bystage ~~the~~are ~~increase~~used in the ~~value~~Treasure World industry. Psychology collects a large number of ~~the~~new ~~collection~~treasure inenthusiasts and ~~the~~effectively increases market; share.

·Profit Model

~~Fourth,~~Our member ~~transactions~~system ofis ~~all~~an ~~collections~~exclusive inonline ~~which~~service ~~all~~system ~~members~~created ofby ~~the~~Treasure ~~brand~~World, ~~platform to~~ which ~~they~~responds ~~belong~~to ~~will be conducted under~~ the ~~effective~~original ~~supervision~~intention of ~~the~~Treasure ~~platform,~~World: standardizing ~~which enhances~~ the ~~protection~~transactions of ~~member transactions, and at~~ the ~~same~~collection ~~time,~~industry ~~carries~~and ~~out~~providing ~~effective~~professional ~~regular~~art ~~flow~~consulting ofservices ~~capital~~for ~~within the platform~~collectors. ~~The~~In ~~effective~~order to ~~flow~~meet ~~of collections under~~ the ~~platform~~needs ~~can~~of ~~bring~~different ~~non-member consumer groups in the market organically into the platform~~collectors, ~~and~~Treasure ~~thus~~World ~~become~~has ~~effective~~comprehensively ~~registered~~upgraded ~~members~~its ofservice ~~the~~package ~~platform.~~system ~~At the same time, members in the platform display their collections~~ to ~~the~~provide ~~platform, thereby forming the mutual promotional effect of~~ personalized "~~members~~collection- ~~pulling new collections, collections carrying new members~~certification-marketing" ~~positively guiding the organic cycle~~services.

·A. Profit model: service package

~~Fifth,~~ Including the ~~effective~~business ~~expansion~~ of ~~new~~appraisal ~~members will be guided by the platform's active policy during the operation~~ of ~~the platform~~treasures, ~~encouraging~~consignment ~~new~~of ~~members to actively join~~APPs, ~~thus rapidly growing and changing the platform as currently established~~etc., ~~The platform's evaluation of~~ the ~~number~~situation of ~~final~~packaging ~~members~~services iswith ~~unpredictable,~~different ~~because~~types ~~the openness~~ of ~~the platform will determine that the port to enter the platform is infinite~~services, civilianization ~~because the professionalism~~ of ~~the~~profit ~~platform~~points, ~~will~~allowing ~~determine~~more ~~that~~people ~~the~~outside ~~endorsement of~~ the ~~platform~~industry ~~will~~to ~~occupy~~understand ~~the mainstream position in the market,~~ and ~~because~~use ~~the~~treasures ~~circulation~~through of the ~~platform will determine that the amount of resources lost by the platform will be minimal. Therefore, in terms of the acquisition of~~ new ~~members~~service ~~and the reciprocating operation of various links within the platform, we believe that the operation mechanism of Booty World will make it a leading brand in the global consumer market.~~ model;

~~Professional~~B. ~~Appraisal~~Profit model: collection and storage

~~Behind~~The Company’s ~~the~~professional ~~brand,~~storage ~~there~~and ~~are~~custody ~~national~~service ~~and~~allows ~~internationally~~those ~~recognized~~who ~~professional~~have ~~appraisal~~treasures ~~experts~~in totheir ~~ensure~~homes, ~~that~~but ~~each~~are ~~piece~~limited ofby ~~collection~~venues isand conditions, ~~well-documented~~to ~~and~~accept ~~real,~~their ~~after~~collections ~~passing~~into one of the ~~treasure~~world's ~~appraisal,~~most ~~and~~professional ~~are~~collection management ~~responsible~~systems, ~~for~~lowering ~~each~~the ~~piece~~threshold ofand ~~art~~making ~~collection.~~them available to everyone;

~~Professional~~C. ~~Team~~Profit model: Treasure consignment

~~Treasure~~Our Professional ~~World has what it believes is a very professional~~ appraisal team~~. We have retained domestic and international talents in the process of forming the team~~, soprofessional ~~that~~output ~~Treasure World is filled with world-class talents in all fields and positions. In terms of warehousing and storage~~resources, ~~financial services, operation planning, cross-industry cooperation,~~ etc., ~~high-quality~~enables ~~talents~~each ~~have~~piece ~~formed an outstanding team. In 2018, the “Treasure World” section~~ of ~~the~~collection ~~treasure~~to ~~track~~be ~~recorded~~commissioned ~~by Treasure World began broadcasting~~ on ~~9 Chinese TV stations across~~ the ~~country~~safest, most ~~premiering~~professional onand ~~Saturdays~~authoritative ~~throughout~~platform ~~the~~for ~~year~~agency storage and ~~rebroadcasting~~evaluation ~~on Sundays,~~transactions;

InD. ~~2019,~~Profit ~~Treasure~~model: ~~World~~financial ~~launched this section on television stations in various provinces across the country to better serve global collectors~~loan.

8Our authoritative guarantee group and professional financial team can maximize the commercial value of the user's collections within a reasonable range, but also connect users with high-quality financial solutions, thus generating the highest quality services will generate maximum commercial value;

~~The industry's first to adopt VR 2~~E.0 ~~technology,~~Profit "3 60 ° + 720 °" display collections, global collections online "touch" collection textures, effectively captures the eyes of global collection experts, collection enthusiasts and outsiders, through offline promotion. This unique model: ~~for~~underwriting the industry has effectively reduced the industry threshold for the collection industry. At the same time, we use VR 2.0 technology to achieve part of the transparency of the collection information. The most professional technology products of the society at this stage are used in the Treasure World industry. Psychology collects a large number of new treasure enthusiasts and effectively increases market share.agreement

~~Profit~~We provide ~~Model~~an integrated service, from the examination of a person’s collection to the docking transaction, and a transaction guarantee after the transaction is completed, to achieve an excellent service experience without worry;

~~Our~~F. ~~member~~Profit ~~system is an exclusive online service system created by Treasure World, which responds to the original intention of Treasure World~~model: standardizing the transactions of the collection industry and providing professional art consulting services for collectors. In order to meet the needs of different collectors, Treasure World has comprehensively upgraded its service package system to provide personalized "collectionAll- ~~certification~~in-~~marketing"~~one ~~services.~~ advertising

AOur market resources organically and effectively dock the most cutting-edge market promotion platforms, to maximize market promotion and the most innovative publicity ports. We believe that consumers in the hunting market find us to be an excellent publicity and promotional resource.

G. Profit model: ~~service~~VR ~~package~~Museum

~~Including~~Our offline ~~the~~VR ~~business~~(virtual ofreality) ~~appraisal~~museum ofuses ~~treasures,~~high-tech ~~consignment~~cutting-edge oftechnology ~~APPs,~~to ~~etc.,~~lead ~~the~~consumer ~~situation~~groups ~~of packaging services with different types of services, civilianization of profit points, allowing more people~~ outside the industry to understand the ~~and~~collection ~~use~~industry ~~treasures~~in ~~through~~depth and expand the ~~new~~channels ~~service~~for ~~model;~~consumer sources.

B.Employees

~~Profit~~We currently ~~model:~~employ ~~collection~~33 employees, consisting of 22 who are employed by Hainan and ~~storage~~11 of whom are employed by Shanghai Cangbao. Eight of the 33 employees at the two locations are management personnel; 11 are employed by the Company’s marketing department, who are responsible for developing new customers and maintaining existing customers; and 14 are support and administrative staff.

The Company’s professional storage and custody service allows those who have treasures in their homes, but are limited by venues and conditions, to accept their collections into one of the world's most professional collection management systems, lowering the threshold and making them available to everyone;9

C.Competition

~~Profit~~The art e-commerce market is highly competitive and many traditional art galleries and auction houses may provide a platform for artwork owners to sell their collections. However, we believe that their trading model: ~~Treasure~~is ~~consignment~~substantially different from ours. As of August 31, 2020, we believe that there were at least five active art e-commerce platforms operating nationwide in China. These trading service providers compete with each other for customers and trading volume based on factors including brand, technology, research and customer services.

~~Our~~Although some ~~Professional~~of ~~appraisal~~our ~~team,~~competitors ~~professional~~have ~~output~~greater financial resources or larger customer bases than we do, ~~etc.~~we believe that our proprietary technology platform, ~~enables~~our ~~each~~comprehensive ~~piece~~customer ofservices ~~collection~~and tostrong bebrand ~~commissioned~~recognition onin the ~~safest,~~industry ~~most~~will ~~professional~~enable ~~and~~us ~~authoritative~~to ~~platform~~compete ~~for~~effectively ~~agency~~in ~~storage~~the fast ~~and~~evolving ~~evaluation~~art ~~transactions;~~e-commerce trading industry in the PRC.

D.Government Regulation

~~Profit~~All of ~~model:~~our operations are located in China. Accordingly, our business, prospects, financial ~~loan~~condition and results of operations are influenced to a significant degree by political, economic and social conditions in China generally and by continued economic growth in China as a whole, as to which there can be no assurance.

Our authoritative guarantee group and professional financial team can maximize the commercial value of the user's collections within a reasonable range, but also connect users with high-quality financial solutions, thus generating the highest quality services will generate maximum commercial value;Intellectual Property

EThe Company owns the intellectual property of an APP and a customized tablet, which enable our customers to communicate and list artworks to trade, as well as to facilitate membership enrollment and artworks trade. The Company also owns the domain name of www.txcb.com.

~~Profit~~Research and ~~model: underwriting agreement~~Development

WeIn the ~~provide~~fiscal anyear ~~integrated~~ended ~~service~~June 30, ~~from~~2021, ~~the~~we ~~examination~~spent $0 on research and development of aour ~~person’s~~APP ~~collection~~and totablet. ~~the~~Our ~~docking~~APP ~~transaction~~was launched on January 3, 2020, and was purchased from a ~~transaction~~third ~~guarantee~~party, after ~~the~~research ~~transaction~~and isdevelopment had been completed,. toThe ~~achieve~~third anparty ~~excellent~~also ~~service~~provides ~~experience~~ongoing technical ~~without~~support ~~worry;~~and maintenance services.

F.Marketing Strategy

~~Profit~~Our ability ~~model:~~to ~~All-in-one~~establish ~~advertising~~effective marketing campaigns is the key to our success. Our advertisements promote our corporate image and our services. We believe that effectively developing and maintaining awareness of our brand is critical to attracting new and retaining existing clients. Successful promotion of our brand and our ability to attract quality clients depends largely on the effectiveness of our marketing efforts and the success of the channels we use to promote our services.

Our market resources organically and effectively dock the most cutting-edge market promotion platforms, to maximize market promotion and the most innovative publicity ports. We believe that consumers in the hunting market find us to be an excellent publicity and promotional resource.Corporate Information

GOur principal executive offices are located at Unit 609, Shengda Plaza, No. 61, Guoxing Ave. Meilan District, Hainan Province, China 570203.

~~Profit~~Our telephone ~~model:~~number VRat ~~Museum~~this address is (86) 898 66186181. Our registered office in the Cayman Islands is located at Sertus Chambers, Governors Square, Suite# 5-204,23 Lime Tree Bay Avenue, P.O. Box 2547, Grand Cayman, KY1-1104, Cayman Island. Investors should contact us for any inquiries through the address and telephone number of our principal executive offices.

Our website ~~offline~~is VRwww.txcb.com. ~~(virtual~~The ~~reality)~~information ~~museum~~contained ~~uses~~on, ~~high-tech~~or ~~cutting-edge~~that ~~technology~~can tobe ~~lead~~accessed ~~consumer~~through, ~~groups~~our ~~outside~~website ~~the~~is ~~industry~~not toa ~~understand~~part ~~the~~of, ~~collection~~and ~~industry~~shall innot ~~depth~~be deemed ~~and~~incorporated ~~expand~~into, ~~the~~this ~~channels~~Annual ~~for~~Report ~~consumer~~on ~~sources~~Form 10-K.

~~Employees~~10

WeReports to ~~currently~~Security employ 33 employees, consisting of 22 who are employed by Hainan and 11 of whom are employed by Shanghai Cangbao. Eight of the 33 employees at the two locations are management personnel; 11 are employed by the Company’s marketing department, who are responsible for developing new customers and maintaining existing customers; and 14 are support and administrative staff.Holders

9We intend to furnish our shareholders annual reports containing financial statements audited by our independent registered public accounting firm and to make available quarterly reports containing unaudited financial statements for each of the first three quarters of each year. We file Quarterly Reports on Form 10-Q, Annual Reports on Form 10-K and Current Reports on Form 8-K with the SEC in order to meet our timely and continuous disclosure requirements. We may also file additional documents with the SEC if they become necessary in the course of our Company’s operations.

~~Competition~~The public may read and copy any materials that we file with the SEC at the SEC's Public Reference Room at 100 F Street, NE, Washington, D.C. 20549. The public may obtain information on the operation of the Public Reference Room by calling the SEC at 1-800-SEC-0330. The SEC maintains an Internet site that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC. The address of that site is www.sec.gov.

~~The art e-commerce market is highly competitive and many traditional art galleries and auction houses may provide a platform for artwork owners to sell their collections~~ITEM 1A. ~~However,~~RISK ~~we believe that their trading model is substantially different from ours~~FACTORS. As of August 31, 2020, we believe that there were at least five active art e-commerce platforms operating nationwide in China. These trading service providers compete with each other for customers and trading volume based on factors including brand, technology, research and customer services.

~~Although~~We are ~~some~~a ofsmaller ~~our~~reporting ~~competitors~~company ~~have~~as ~~greater~~defined ~~financial~~by ~~resources~~Rule or12b-2 ~~larger~~of ~~customer~~the ~~bases~~Securities ~~than~~Exchange weAct ~~do,~~of we1934 ~~believe that our proprietary technology platform, our comprehensive customer services~~ and ~~strong~~are ~~brand~~not ~~recognition~~required ~~in the industry will enable us~~ to ~~compete~~provide ~~effectively in~~ the ~~fast~~information under ~~evolving~~this ~~art e-commerce trading industry in the PRC~~item.

~~Government~~ITEM 1B. ~~Regulation~~UNRESOLVED STAFF COMMENTS.

~~All of our operations are located in China~~None. Accordingly, our business, prospects, financial condition and results of operations are influenced to a significant degree by political, economic and social conditions in China generally and by continued economic growth in China as a whole, as to which there can be no assurance.

~~Intellectual~~ITEM 2. ~~Property~~PROPERTIES.

~~The~~Prior to ~~Company owns~~ the ~~intellectual~~Share ~~property of an APP and a customized tablet~~Exchange, ~~which~~the ~~enable~~Company’s ~~our~~headquarters ~~customers~~were tolocated ~~communicate~~at ~~and~~5-1-1206 ~~list~~Hefeng ~~artworks to trade~~Jiangan, asNianqing ~~well~~Rd. asMeilan toDistrict, ~~facilitate~~Hainan Province, ~~membership~~China ~~enrollment~~570203. ~~and~~Since ~~artworks~~the ~~trade.~~Share ~~The~~Exchange, the Company ~~also~~no ~~owns~~longer uses the ~~domain~~foregoing ~~name of www~~property.~~txcb.com.~~

~~Research~~Effective as of the closing of the Share Exchange, the Company’s principal office is located at Unit 609, Shengda Plaza, No. 61, Guoxing Ave. Meilan District, Hainan Province, China 570203. We rent 2,100 square feet of office space at that location from an unaffiliated landlord. Our lease expires on December 31, 2021; annual rent is $40,000. We also rent an office, which is approximately 1,700 square feet, in Shanghai from an unaffiliated landlord; the annual rent is $34,600 and ~~Development~~the lease expires on July 15, 2022.

In addition, we rent space in Shanghai and Chengdu as storage spaces to display our artworks. Our storage space in Shanghai, which is located in the ~~fiscal~~historic ~~year~~town ~~ended~~of ~~September~~Zhu 30Jia Jiao, ~~2019~~is approximately 4,300 square feet. Because that space is used as a nonprofit museum, we ~~spent~~are ~~$-0-~~able to onlease ~~research~~the ~~and~~space ~~development~~from ofthe ~~our~~local ~~APP~~township ~~and~~at ~~tablet.~~no ~~Our~~cost; ~~APP~~that ~~was~~lease ~~launched~~expires on ~~January~~December 331, ~~2020,~~2021. ~~and~~Our ~~was~~VR ~~purchased~~museum, ~~from~~which ais ~~third~~approximately 7,500 ~~party~~square feet, ~~after~~is ~~research~~located in Chengdu, and ~~development~~is ~~had~~leased ~~been~~from ~~completed.~~an ~~The~~unaffiliated ~~third~~landlord; ~~party~~the ~~also~~lease ~~provides~~expires ~~ongoing~~on ~~technical~~March ~~support~~13, 2022, and ~~maintenance~~annual rent ~~services.~~is $336,000.

~~Marketing~~ITEM 3. ~~Strategy~~LEGAL PROCEEDINGS.

~~Our ability to establish effective marketing campaigns is the key to our success~~None. Our advertisements promote our corporate image and our services. We believe that effectively developing and maintaining awareness of our brand is critical to attracting new and retaining existing clients. Successful promotion of our brand and our ability to attract quality clients depends largely on the effectiveness of our marketing efforts and the success of the channels we use to promote our services. Our efforts to build our brand have caused us to incur marketing and advertising expenses in the amount of approximately $1,600,000 in 2019, which was reduced to approximately $20,000 in the first three months of 2020, the reduction being due to the Chinese New Year and COVID-19.

ItITEM 4. isMINE ~~likely~~SAFETY ~~that our future marketing efforts will require us to incur significant additional expenses as we expand our business~~DISCLOSURES.

~~Corporate Information~~Not applicable.

~~Our principal executive offices are located at Unit 609, Shengda Plaza, No. 61, Guoxing Ave. Meilan District, Hainan Province, China 570203.~~11

Our telephone number at this address is (86) 898 66186181. Our registered office in the Cayman Islands is located at Sertus Chambers, Governors Square, Suite# 5-204,23 Lime Tree Bay Avenue, P.O. Box 2547, Grand Cayman, KY1-1104, Cayman Island. Investors should contact us for any inquiries through the address and telephone number of our principal executive offices.PART II

~~Our website is www~~ITEM 5.~~txcb.com.~~ ~~The~~MARKET ~~information~~FOR ~~contained~~REGISTRANT’S ~~on,~~COMMON ~~or that can be accessed through~~EQUITY, ~~our~~RELATED ~~website~~STOCKHOLDER isMATTERS ~~not~~AND aISSUER ~~part~~PURCHASES ~~of,~~OF ~~and~~EQUITY ~~shall not be deemed incorporated into, this Annual Report on Form 10-K~~SECURITIES.

10Market Information

~~Reports~~Our trading symbol on OTC Markets is TXCB. However, there is no established public trading market for our securities and a regular trading market may not develop, or if developed, may not be sustained. A stockholder in all likelihood, therefore, will not be able to ~~Security~~resell his ~~Holders~~or her securities should he or he desire to do so when eligible for public resale. Furthermore, it is unlikely that a lending institution will accept our securities as pledged collateral for loans unless a regular trading market develops. We have no plans, proposals, arrangements, or understandings with any person with regard to the development of a trading market in any of our securities.

WePenny Stock intend to furnish our shareholders annual reports containing financial statements audited by our independent registered public accounting firm and to make available quarterly reports containing unaudited financial statements for each of the first three quarters of each year. We file Quarterly Reports on Form 10-Q, Annual Reports on Form 10-K and Current Reports on Form 8-K with the SEC in order to meet our timely and continuous disclosure requirements. We may also file additional documents with the SEC if they become necessary in the course of our Company’s operations.Considerations

~~The~~Our shares ~~public~~likely ~~may~~will ~~read~~be ~~and~~“penny ~~copy~~stocks” ~~any~~as ~~materials~~ that weterm ~~file~~is ~~with~~generally ~~the~~defined ~~SEC~~in at the ~~SEC's~~Exchange ~~Public~~Act ~~Reference~~and ~~Room~~the atrules ~~100~~and Fregulations promulgated ~~Street,~~thereunder ~~NE,~~to ~~Washington,~~mean ~~D.C.~~equity ~~20549.~~securities ~~The~~with ~~public~~a ~~may~~price ~~obtain information on the operation~~ of ~~the~~less ~~Public~~than ~~Reference~~$5.00. ~~Room~~Our byshares ~~calling~~thus ~~the~~will ~~SEC~~be atsubject ~~1-800-SEC-0330.~~to ~~The~~rules ~~SEC maintains an Internet site~~ that ~~contains~~impose sales ~~reports,~~practice ~~proxy~~ and ~~information~~disclosure ~~statements,~~requirements ~~and~~on ~~other~~broker-dealers ~~information~~who ~~regarding~~engage ~~issuers~~in ~~that~~certain ~~file~~transactions ~~electronically~~involving ~~with~~a ~~the~~penny ~~SEC~~stock. ~~The address of that site is www.sec.gov.~~

~~ITEM~~Under the 1Apenny stock regulations, a broker-dealer selling a penny stock to anyone other than an established customer or accredited investor must make a special suitability determination regarding the purchaser and must receive the purchaser’s written consent to the transaction prior to the sale. ~~RISK~~Generally, ~~FACTORS~~an individual with a net worth in excess of $1,000,000 (not including the principal residence) or annual income exceeding $200,000 individually or $300,000 together with his or her spouse is considered an accredited investor. In addition, under the penny stock regulations the broker-dealer is required to:

We· ~~are~~Deliver, prior to any transaction involving a ~~smaller~~penny ~~reporting~~stock, ~~company~~a asdisclosure ~~defined~~schedule prepared by ~~Rule~~the ~~12b~~SEC relating to the penny stock market, unless the broker-2dealer ofor the ~~Securities~~transaction ~~Exchange~~is ~~Act~~otherwise ofexempt; ~~1934~~· Disclose commissions payable to the broker-dealer and ~~are~~our ~~not~~registered ~~required~~representatives and current bid and offer quotations for the securities; · Send monthly statements disclosing recent price information pertaining to ~~provide~~the penny stock held in a customer’s account, the account’s value and information ~~under~~regarding ~~this~~the ~~item~~limited market in penny stocks; and · Make a special written determination that the penny stock is a suitable investment for the purchaser and receive the purchaser’s written agreement to the transaction, prior to conducting any penny stock transaction in the customer’s account.

~~ITEM~~Because of 1Bthese regulations, broker-dealers may encounter difficulties in their attempt to sell shares of our Common Stock, which may affect the ability of stockholders to sell their shares in the secondary market and have the effect of reducing the level of trading activity in the secondary market. ~~UNRESOLVED~~These ~~STAFF~~additional ~~COMMENTS~~sales practice and disclosure requirements could impede the sale of our securities.. In addition, the liquidity for our securities may be decreased, with a corresponding decrease in the price of our securities. Our shares in all probability will be subject to such penny stock rules and our stockholders will, in all likelihood, find it difficult to sell their securities.

~~None.~~Stockholders

~~ITEM~~As of 2.the ~~PROPERTIES~~date of this Annual Report, we had 151 holders of record of our Common Stock.

Prior to the Share Exchange, the Company’s headquarters were located at 5-1-1206 Hefeng Jiangan, Nianqing Rd. Meilan District, Hainan Province, China 570203. Since the Share Exchange, the Company no longer uses the foregoing property.12

Effective as of the closing of the Share Exchange, the Company’s principal office is located at Unit 609, Shengda Plaza, No. 61, Guoxing Ave. Meilan District, Hainan Province, China 570203. We rent 2,100 square feet of office space at that location from an unaffiliated landlord. Our lease expires on December 31, 2021; annual rent is $40,000. We also rent an office, which is approximately 1,700 square feet, in Shanghai from an unaffiliated landlord; the annual rent is $34,600 and the lease expires on July 15, 2021.Dividends

InWe have ~~addition,~~not wedeclared ~~rent~~any ~~space~~cash individends ~~Shanghai~~on ~~and~~our ~~Chengdu~~Common asStock ~~storage~~since ~~spaces to display~~ our ~~artworks.~~inception ~~Our~~and ~~storage~~do ~~space~~not inanticipate ~~Shanghai,~~paying ~~which~~such isdividends ~~located~~ in the ~~historic town of Zhu Jia Jiao, is approximately 4,300 square feet~~foreseeable future. ~~Because~~Any ~~that~~decisions ~~space is used~~ as ~~a nonprofit museum, we are able~~ to ~~lease~~future ~~the~~payments ~~space~~of ~~from~~dividends ~~the~~will ~~local~~depend ~~township at no cost; that lease expires~~ on ~~December~~our ~~31,~~earnings ~~2020.~~and ~~Our~~financial VRposition ~~museum,~~and ~~which~~such isother ~~approximately 7~~facts,~~500~~ ~~square feet, is located in Chengdu, and is leased from an unaffiliated landlord;~~ as the ~~lease~~Board ~~expires~~of onDirectors ~~March~~deems ~~13, 2022, and annual rent is $336,000~~relevant.

ITEM 3 6. ~~LEGAL~~SELECTED ~~PROCEEDINGS~~FINANCIAL DATA.

~~None~~We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

ITEM 4 7. ~~MINE~~MANAGEMENT’S ~~SAFETY~~DISCUSSION ~~DISCLOSURES~~AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

~~Not~~This discussion ~~applicable~~summarizes the significant factors affecting the operating results, financial condition, liquidity and cash flows of the Company for the fiscal years ended June 30, 2021 and 2020. The discussion and analysis that follows should be read together with our financial statements and the notes to the financial statements included elsewhere in this Annual Report on Form 10-K. Except for historical information, the matters discussed in this section are forward looking statements that involve risks and uncertainties and are based upon judgments concerning various factors that are beyond the Company’s control. Consequently, and because forward-looking statements are inherently subject to risks and uncertainties, the actual results and outcomes may differ materially from the results and outcomes discussed in the forward-looking statements. You are urged to carefully review and consider the various disclosures made by us in this report.

11Business Development

~~PART~~On July II27, 2020 (the “Closing Date”), we entered into a Share Exchange Agreement (the “Exchange Agreement”) by and among (i) the Company, (ii) Zhi Yuan Limited, a Cayman Islands company (“Cayman Company”), and (iii) the three beneficial shareholders of Cayman Company (each, a “Cayman Company Shareholder” and collectively, the “Cayman Company Shareholders”). Pursuant to the Exchange Agreement, we issued to the Cayman Company Shareholders an aggregate of 75,000,000 shares of Cang Bao common stock, representing approximately 67.98% of Cang Bao’s total issued and outstanding common stock (the “Share Exchange”).

~~ITEM~~As a 5result of the Share Exchange, Cayman Company became our wholly owned subsidiary and we are its public holding company. ~~MARKET~~After ~~FOR~~giving effect ~~REGISTRANT’S~~to ~~COMMON~~the ~~EQUITY~~Share Exchange, ~~RELATED~~the ~~STOCKHOLDER~~Company ~~MATTERS~~acquired ~~AND~~100% ~~ISSUER~~of ~~PURCHASES~~the OFassets ~~EQUITY~~and ~~SECURITIES~~operations of Cayman Company and its subsidiaries, the business and operations of which now constitutes our primary business and operations. After giving effect to the Share Exchange, we own 100% of the issued and outstanding shares of capital stock of Cayman Company. Cayman Company is a holding company that owns Cangyun (Hong Kong) Limited (“Hong Kong Company”), which in turn owns and controls Shanghai Cangyun Management Consulting Co., Ltd. (“Management Consulting”), which has entered into contractual agreements to control Hainan Cangbao Tianxia Cultural Relic Co., Ltd. (“Hainan”) and Cangbao Tianxia (Shanghai) Cultural Relic Co., Ltd. (“Tianxia Cultural Relic,” and together with Hainan, the “Target Companies” or “VIEs”).

~~Market~~The Company ~~Information~~now operates an online and offline cultural exchange service platform, through which we are dedicated to create industry standards for art investment and to create a model of online art exchanges and transactions, which allows collectors, artists, art dealers and owners to access a much larger art trading market, allowing them to engage with a wide range of collectibles or artwork investors.

~~Our~~Cang Bao ~~trading~~Tian ~~symbol~~Xia onInternational ~~OTC~~Art ~~Markets~~Trade isCenter, ~~TXCB~~Inc. ~~However,~~ ~~there~~has isadministrative nooffices ~~established~~located ~~public~~at ~~trading~~Unit ~~market for our securities and a regular trading market may not develop~~609, orShengda ~~if developed~~Plaza, ~~may not be sustained~~No. ~~A stockholder in all likelihood~~61, ~~therefore,~~Guoxing ~~will not be able to resell his or her securities should he or he desire to do so when eligible for public resale~~Ave. Meilan ~~Furthermore~~District, itHainan ~~is unlikely that a lending institution will accept our securities as pledged collateral for loans unless a regular trading market develops. We have no plans~~Province, ~~proposals,~~China ~~arrangements, or understandings with any person with regard to the development of a trading market in any of our securities~~570203.

~~Penny~~The Company’s ~~Stock~~fiscal ~~Considerations~~year end is June 30.

Our shares likely will be “penny stocks” as that term is generally defined in the Exchange Act and the rules and regulations promulgated thereunder to mean equity securities with a price of less than $5.00. Our shares thus will be subject to rules that impose sales practice and disclosure requirements on broker-dealers who engage in certain transactions involving a penny stock.13

~~Under~~Critical accounting ~~the~~policies ~~penny stock regulations, a broker-dealer selling a penny stock to anyone other than an established customer or accredited investor must make a special suitability determination regarding the purchaser~~ and must receive the purchaser’s written consent to the transaction prior to the sale. Generally, an individual with a net worth in excess of $1,000,000 (not including the principal residence) or annual income exceeding $200,000 individually or $300,000 together with his or her spouse is considered an accredited investor. In addition, under the penny stock regulations the broker-dealer is required to:estimates

·Our condensed ~~Deliver,~~consolidated ~~prior~~financial tostatements ~~any~~are ~~transaction~~prepared ~~involving~~in aaccordance ~~penny~~with ~~stock,~~GAAP. aThe ~~disclosure~~preparation ~~schedule~~of ~~prepared~~these byfinancial ~~the~~statements ~~SEC~~requires us ~~relating~~ to make estimates and judgments that affect the ~~penny~~reported ~~stock~~amounts ~~market~~of assets and liabilities, ~~unless~~disclosure of contingent assets and liabilities at the ~~broker-dealer~~date orof the ~~transaction~~financial isstatements, ~~otherwise~~and ~~exempt;~~the ·reported ~~Disclose~~amounts ~~commissions~~of ~~payable~~revenues toand expenses during the ~~broker-dealer~~reporting period. We continually evaluate our estimates and judgments, our ~~registered~~commitments ~~representatives~~to ~~and~~strategic ~~current~~alliance ~~bid~~partners and ~~offer~~the ~~quotations~~timing ~~for~~of the ~~securities;~~achievement ·of ~~Send~~collaboration milestones. ~~monthly~~We ~~statements~~base ~~disclosing~~our ~~recent~~estimates ~~price~~and ~~information~~judgments ~~pertaining~~on historical experience and other factors that we believe to be reasonable under the circumstances. ~~penny~~All ~~stock~~estimates, ~~held~~whether inor anot ~~customer’s~~deemed ~~account~~critical, ~~the~~affect ~~account’s~~reported ~~value~~amounts of assets, liabilities, revenues and ~~information~~expenses, as ~~regarding~~well ~~the~~as ~~limited~~disclosures ~~market~~of incontingent ~~penny~~assets ~~stocks;~~and liabilities. These estimates and ·judgments ~~Make~~are aalso ~~special~~based ~~written~~on ~~determination~~historical ~~that~~experience ~~the~~and other ~~penny~~factors ~~stock~~that isare abelieved ~~suitable~~to ~~investment~~be ~~for~~reasonable under the ~~purchaser~~circumstances. ~~and~~Materially ~~receive~~different ~~the~~results ~~purchaser’s~~can ~~written~~occur ~~agreement~~as tocircumstances ~~the~~change and ~~transaction,~~additional ~~prior~~information tobecomes ~~conducting~~known, ~~any~~even ~~penny~~for ~~stock~~estimates ~~transaction~~and injudgments ~~the~~that ~~customer’s~~are ~~account~~not deemed critical.

Because of these regulations, broker-dealers may encounter difficulties in their attempt to sell shares of our Common Stock, which may affect the ability of stockholders to sell their shares in the secondary market and have the effect of reducing the level of trading activity in the secondary market. These additional sales practice and disclosure requirements could impede the sale of our securities.. In addition, the liquidity for our securities may be decreased, with a corresponding decrease in the price of our securities. Our shares in all probability will be subject to such penny stock rules and our stockholders will, in all likelihood, find it difficult to sell their securities.Going Concern

~~Stockholders~~The accompanying audited consolidated financial statements have been prepared assuming that the Company will continue as a going concern; however, the Company has incurred a net loss of $8,445,157 for the year ended June 30, 2021. As of June 30, 2021, the Company had an accumulated deficit of $33,499,423, working capital deficit of $17,113,370.

AsThe ofCompany ~~the~~plans ~~date~~to ofcontinue ~~this~~its ~~Annual~~expansion ~~Report~~and investments, which wewill ~~had~~require ~~151~~continued ~~holders~~improvements ofin ~~record~~revenue, ofnet ~~our~~income, ~~Common~~and ~~Stock~~cash flows.

12Results of Operations

~~Dividends~~Results of Operations for the year ended June 30, 2021 and 2020

WeThe following ~~have~~table ~~not~~sets ~~declared~~forth ~~any~~key ~~cash~~components ~~dividends~~of onCompany’s ~~our~~results ~~Common~~of ~~Stock~~operations ~~since~~for ~~our inception and do not anticipate paying such dividends in~~ the ~~foreseeable~~year ~~future.~~ended ~~Any~~June ~~decisions~~30, as2021 ~~to future payments of dividends will depend on our earnings~~ and ~~financial~~2020. ~~position~~The ~~and~~discussion following ~~such other facts, as~~ the ~~Board~~table ofaddresses ~~Directors~~these ~~deems relevant~~results.

ITEM 6. SELECTED FINANCIAL DATA.

	For the year Ended June 30,
	2021		2020		Fluctuation		%
Net revenues	$	1,303,486		7,153,948		(5,850,462)		(81.8)	%
Cost of revenues		1,730,812		4,005,174		(2,274,362)		(56.8)	%
Gross margin		(427,326)		3,184,774		(3,576,100)		(113.6)	%
Operating expenses		7,681,231		5,039,882		2,641,349		52.4	%
Loss from operations		(8,108,557)		(1,891,108)		(6,217,449)		328.8	%
Interest income		7,699		7,929		(230)		(2.9)	%
Interest expense		-		-		-		-
Other income (expense)		(342,487)		(64,139)		(278,348)		434.0	%
Provision for income taxes expense		1,812		12,696		(10,884)		85.7	%
Net loss		(8,445,157)		(1,960,014)		(6,485,143)		330.9	%

WeRevenues. For ~~are~~the ayear ~~smaller~~ended June ~~reporting~~30, ~~company~~2021 asand ~~defined~~2020, bywe ~~Rule~~had ~~12b-2~~revenue of ~~the~~$1,303,486 ~~Securities~~and ~~Exchange~~$7,153,948 ~~Act~~respectively, representing a decrease of ~~1934~~$5,850,462 or 81.8%, which were derived from service package sales for the members and ~~are~~the ~~not~~sales ~~required~~and leasing income from multimedia tablets. The significant decrease in revenue was due to ~~provide~~there ~~the~~were ~~information~~decrease ~~under~~in ~~this~~revenue ~~item~~from service package in 2021.

~~ITEM~~Cost 7of Revenue. For ~~MANAGEMENT’S~~the ~~DISCUSSION~~year ~~AND~~ended June ~~ANALYSIS~~30, OF2021 ~~FINANCIAL~~and ~~CONDITION~~2020, ~~AND~~we ~~RESULTS~~had OFcost ~~OPERATIONS~~of revenue of $1,730,812 and $4,005,174 respectively, representing an decrease of $2,274,362 or 56.8%. The cost of revenue represents costs of maintaining our platform such as network service artwork merchandise and gifts sent to members and cost of multimedia tablets. The decrease in cost was in line with the decrease in revenue.

~~This~~Gross ~~discussion~~Margin. We ~~summarizes~~generated ~~the~~gross profit ~~significant~~of ~~factors~~$(427,326) ~~affecting~~and ~~the~~$ ~~operating results~~3, ~~financial condition~~184,774 ~~liquidity and cash flows of the Company~~ for the ~~fiscal~~year ~~years~~ ended June 30, ~~2020~~2021 and ~~2019.~~2020, ~~The discussion and analysis that follows should be read together~~ with ~~our~~a ~~financial~~gross ~~statements~~margin ~~and~~of ~~the notes to the financial statements included elsewhere in this Annual Report on Form 10-K~~(32.8)% ~~Except for historical information, the matters discussed in this section are forward looking statements that involve risks~~ and ~~uncertainties and are based upon judgments concerning various factors that are beyond the Company’s control~~44.0% Consequently, and because forward-looking statements are inherently subject to risks and uncertainties, the actual results and outcomes may differ materially from the results and outcomes discussed in the forward-looking statementsrespectively. ~~You are urged to carefully review and consider the various disclosures made by us in this report.~~

~~Business~~Operating ~~Development~~expenses. The total operating expenses was $7,681,231 and $5,039,882 for the year ended June 30, 2021 and 2020, representing an increase of $2,641,349 or 52.4%. The increase was mainly due to market expansion.

OnLoss ~~July~~from ~~27,~~Operations. For ~~2020 (~~the ~~“Closing~~year ended ~~Date”)~~June 30, we2021 ~~entered into a Share Exchange Agreement (the “Exchange Agreement”) by~~ and ~~among (i) the Company~~2020, ~~(ii)~~we ~~Zhi~~had ~~Yuan~~loss ~~Limited,~~from aoperations ~~Cayman Islands company (“Cayman Company”), and (iii) the three beneficial shareholders~~ of ~~Cayman Company (each~~$8,108,557 ~~a “Cayman Company Shareholder”~~ and ~~collectively~~$1,891,108 ~~the “Cayman Company Shareholders”). Pursuant to the Exchange Agreement~~respectively, werepresenting ~~issued to the Cayman Company Shareholders~~ an ~~aggregate~~increase in loss of 75$6,~~000~~217,~~000~~449 ~~shares~~or ~~of Cang Bao common stock, representing approximately 67~~328.988% ~~of Cang Bao’s total issued and outstanding common stock (the “Share Exchange”)~~.

AsNet ~~a result of the Share Exchange, Cayman Company became our wholly owned subsidiary and we are its public holding company~~loss. For ~~After giving effect to~~ the ~~Share~~year ~~Exchange,~~ended ~~the Company acquired 100% of the assets and operations of Cayman Company and its subsidiaries~~June 30, ~~the~~2021 ~~business~~ and ~~operations of which now constitutes our primary business and operations. After giving effect to the Share Exchange~~2020, we ~~own~~had ~~100%~~net ofloss ~~the issued and outstanding shares~~ of ~~capital stock of Cayman Company. Cayman Company is a holding company that owns Cangyun (Hong Kong) Limited (“Hong Kong Company”)~~$8,445,157 ~~which in turn owns~~ and ~~controls Shanghai Cangyun Management Consulting Co.~~$1,960,014 ~~Ltd. (“Management Consulting”)~~respectively, ~~which~~representing ~~has~~a ~~entered~~decrease ~~into~~of ~~contractual agreements to control Hainan Cangbao Tianxia Cultural Relic Co.~~$6,485,143 ~~Ltd.~~or ~~(“Hainan”) and Cangbao Tianxia (Shanghai) Cultural Relic Co~~330.~~, Ltd~~9%. ~~(“Tianxia~~The ~~Cultural~~increase in ~~Relic,”~~net ~~and~~loss ~~together~~was ~~with~~mainly ~~Hainan,~~due to the ~~“Target~~decrease ~~Companies”~~in orsales ~~“VIEs”)~~revenues.

The Company now operates an online and offline cultural exchange service platform, through which we are dedicated to create industry standards for art investment and to create a model of online art exchanges and transactions, which allows collectors, artists, art dealers and owners to access a much larger art trading market, allowing them to engage with a wide range of collectibles or artwork investors.14

~~Prior to the Share Exchange, the Company was a shell,~~ Liquidity and ~~its~~Capital business objective was to seek a business combination with an operating company. We accomplished the business combination by completing the Share Exchange, and we are no longer a shell. Please refer to the unaudited Pro Forma Financial Information for the business combination.Resources

~~Cang~~Working ~~Bao~~Capital ~~Tian~~Deficit. As ~~Xia~~of June ~~International~~30, ~~Art~~2021 ~~Trade~~and ~~Center~~2020, ~~Inc.~~the ~~has~~Company ~~administrative~~a ~~offices~~working ~~located~~capital atdeficit ~~5-1-1206~~of ~~Hefeng~~$ ~~Jiangan~~(17,113,370) ~~Nianqing~~and ~~Rd.~~$ ~~Meilan District~~(4, ~~Haikou~~739, ~~Hainan Province~~357), ~~China 570203~~respectively.

Cash Flows. The following is a summary of the Company’s ~~fiscal~~cash ~~year~~flows ~~end~~from isoperating, ~~June~~investing ~~30.~~and financing activities:

	For the year ended June 30, 2021			For the year ended June 30, 2020
Net cash used in operating activities	$	(1,595,879	)	$	(1,567	)
Net cash used in (provided by) investing activities		(163,156	)		11,654
Net cash provided by financing activities		33,748			78,671
Effect of exchange rate change on cash		215,197			(438,545	)
Net decrease in cash and cash equivalents	$	(1,510,090	)	$	(349,787	)

~~Critical accounting policies and estimates~~ Operating Activities.

~~Our~~Net ~~condensed~~cash ~~consolidated~~used in ~~financial~~operating ~~statements~~activities ~~are~~was ~~prepared~~approximately ~~in accordance with GAAP~~$1.6 ~~The~~million ~~preparation~~for ofthe ~~these~~year ~~financial~~ended ~~statements~~June ~~requires~~30, us2021, as compared to ~~make~~approximately ~~estimates and judgments that affect the reported amounts of assets and liabilities~~$1,567 ~~disclosure~~net ofcash ~~contingent~~used ~~assets~~in ~~and~~operating ~~liabilities~~activities atfor the ~~date~~year ofended ~~the~~June ~~financial statements~~30, ~~and~~2020. ~~the~~Net ~~reported~~cash ~~amounts~~used ofin ~~revenues~~operating ~~and~~activities for ~~expenses during~~ the ~~reporting~~year ~~period.~~ended WeJune ~~continually~~30, ~~evaluate~~2021 ~~our~~was ~~estimates~~mainly ~~and~~due ~~judgments, our commitments~~ to ~~strategic alliance partners and~~ the ~~timing~~decrease of ~~the~~approximately ~~achievement of collaboration milestones~~$6.2 Wemillion ~~base~~accounts ~~our~~payable, ~~estimates~~the ~~and~~decrease ~~judgments~~of onapproximately $3.6 ~~historical~~million ~~experience~~of ~~and~~accounts ~~other~~receivables, ~~factors~~the ~~that~~increase weof ~~believe~~approximately ~~to be reasonable under the circumstances~~$6.6 ~~All~~million ~~estimates, whether or not deemed critical, affect reported amounts~~ of ~~assets~~prepayments, ~~liabilities, revenues~~ and ~~expenses,~~the asincrease ~~well as disclosures~~ of ~~contingent~~approximately ~~assets and liabilities~~$16.7 million ~~These~~of ~~estimates~~customer ~~and~~deposits, ~~judgments are also based on historical experience~~ and ~~other~~the ~~factors~~increase ~~that~~of ~~are~~approximately ~~believed to be reasonable under the circumstances~~$1.1 ~~Materially~~million ~~different~~of ~~results~~other ~~can~~receivable ~~occur~~- asrelated ~~circumstances change and additional information becomes known, even for estimates and judgments that are not deemed critical~~party.

~~Going~~Net ~~Concern~~cash used in operating activities for the year ended June 30, 2020 was mainly due to the increase of approximately $7.8 million accounts payable, the increase of approximately $3.4 million of accounts receivables, the increase of approximately $1.1 million of prepayments, and the decrease of approximately $1.2 million of other payables and accrued liabilities.

~~The accompanying financial statements have been prepared in conformity with GAAP, which contemplate continuation of the Company as a going concern~~Investing Activities. The Company has not completed its efforts to establish a stabilized source of revenues sufficient to cover operating costs over an extended period of time. These conditions raise substantial doubt as to our ability to continue as a going concern.

~~Results~~Net cash used in investing activities was $163,156 for the year ended June 30, 2021. Net cash used in investing activities mainly reflect disposal of ~~Operations~~intangible assets of $12,812, offset by purchases of equipment of $175,968.

~~Note:~~Net ~~The~~cash ~~Company’s~~provided by ~~Share~~investing ~~Exchange~~activities was ~~completed~~$11,654 onfor ~~July~~the 27year ended June 30, 2020. ~~The~~ ~~following~~Net ~~discussion~~cash ~~describes~~provided ~~the~~by ~~Company’s~~investing ~~operations~~activities ~~and~~mainly ~~financial~~reflect ~~condition~~disposal ~~before~~of ~~the~~intangible ~~completion~~assets of ~~the~~$5,155, ~~Share~~offset ~~Exchange.~~by ~~Please~~purchases ~~refer~~of equipment toof ~~the unaudited Pro Forma Financial Information for the business combination~~$16,809.

~~Comparison of twelve-month periods ended June 30, 2020 and 2019~~Financing Activities.

~~Revenue~~Net cash provided by financing activities was $33,748 and $78,671 for the year ended June 30, 2021 and 2020, respectively, both of which referred to the proceeds from related parties.

~~For~~Off-Balance Sheet ~~the year ended June 30, 2020, the Company generated $0 in revenues. For the year ended June 30, 2019, the Company generated $0 in revenues.~~Arrangements

~~Expenses~~As of June 30, 2021 and 2020, we did not have any off-balance sheet arrangements as defined in Item 303(a)(4)(ii) of Regulation S-K promulgated under the Securities Act of 1934.

~~For~~Contractual Obligations ~~the years ended June 30, 2020~~ and 2019, we incurred operating expenses of $84,539 and $48,856 respectively, representing an increase of $35,683, or 73%. The increase in operating expenses is mainly attributable to the increase of $34,750 in legal expense.Commitments

~~Net~~As of ~~Loss~~June 30, 2021 and 2020, we did not have any contractual obligations.

~~For~~Critical Accounting the years ended June 30, 2020 and 2019, we incurred a net loss of $84,539 and $48,856 respectively, representing an increase of $35,683, or 73%. The increase in net loss is mainly attributable to the increase of $34,750 in legal expense.Policies

14Our significant accounting policies are described in the notes to our financial statements for the year ended June 30, 2021 and 2020, and are included elsewhere in this report.

~~Liquidity~~ITEM ~~and~~7A. QUANTITATIVE ~~Capital~~AND ~~Resources~~QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

~~As of June 30, 2020, the Company has no business operations and $0 cash resources other than that provided by Management~~Not applicable. We are dependent upon interim funding provided by Management or an affiliated party to pay professional fees and expenses. Management and an affiliated party have provided funding as may be required to pay for accounting fees and other administrative expenses of the Company until the Company enters into a business combination. The Company would be unable to continue as a going concern without interim financing provided by Management. As of June 30, 2020, we had $0 in cash. As of June 30, 2019, we had $0 in cash.

~~If we require additional financing, we cannot predict whether equity or debt financing will become available at terms acceptable to us, if at all~~ITEM 8. FINANCIAL ~~The~~STATEMENTS ~~Company~~AND ~~depends~~SUPPLEMENTARY ~~upon services provided by Management and an affiliated party to fulfill its filing obligations under the Exchange Act~~DATA. ~~At present, the Company has no financial resources to pay for such services.~~

~~The~~Reference is ~~Company~~made ~~does~~to ~~not~~Pages ~~currently~~F-1 ~~engage~~through inF-34 ~~any~~comprising ~~business~~a ~~activities~~portion ~~that provide cash flow. The costs~~ of ~~investigating~~this ~~and~~Annual ~~analyzing~~Report ~~business~~on ~~combinations,~~Form maintaining the filing of Exchange Act reports, the investigation, analyzing, and consummation of an acquisition for an unlimited period of time will be paid from additional money contributed by Xingtao Zhou, our Chief Executive Officer and Director, or an affiliated party10-K.

~~During the next 12 months we anticipate incurring costs related to:~~15

·ITEM 9. CHANGES ~~filing~~IN ofAND ~~Exchange~~DISAGREEMENTS ~~Act~~WITH ~~reports;~~ACCOUNTANTS ·ON ~~franchise~~ACCOUNTING ~~fees,~~AND ~~registered~~FINANCIAL ~~agent fees, legal fees and accounting fees; and · investigating, analyzing and consummating an acquisition or business combination~~DISCLOSURE.

~~Cash~~There ~~Flows:~~were no disagreements with our accountants related to accounting principles or practices, financial statement disclosure, internal controls or auditing scope or procedure during the 2021 fiscal years.

	For the years ended
	June 30,
	2020			2019
Cash Flows from Operating Activities	$	(79,189	)	$	(1,760	)
Cash Flows from Investing Activities		—			—
Cash Flows from Financing Activities		79,190			(3,240	)
Effects of Currency Translations		(1	)		—
Net increase (decrease) in cash	$	1		$	(5,000	)

On April 5, 2021, the Company dismissed JLKZ CPA LLP (“JLKZ”). The report issued by JLKZ dated October 13, 2020 related to its audit of our balance sheet as of June 30, 2020 and the related statement of operations, stockholder’s deficit and cash flows for the year ending June 30, 2020 with an unqualified opinion.

OnOur ~~June~~decision ~~30,~~to ~~2020~~dismiss JLKZ is not the result of any disagreement between us and ~~2019~~JLKZ on matters of accounting principles or practices, wefinancial ~~had~~statement $0disclosure inor ~~current~~auditing ~~assets~~scope or procedures. AsDuring our most recent fiscal years through the date of ~~June~~dismissal 30of JLKZ, ~~2020~~there were no disagreements with JLKZ on any matter of accounting principles or practices, wefinancial ~~had~~statement ~~$111~~disclosure or auditing scope or procedures,~~045~~ inwhich ~~liabilities~~disagreements, ~~and~~if not ~~negative~~resolved ~~$111~~to the satisfaction of JLKZ,~~045~~ would have caused JLKZ to make a reference to the subject matter of the disagreement in ~~stockholders’~~connection with ~~deficit~~its reports. AsPursuant to the rules of ~~June~~the ~~30,~~SEC ~~2019,~~applicable weto ~~had~~smaller ~~$25~~reporting companies,~~506~~ inJLKZ ~~liabilities~~was ~~and~~not ~~negative~~required ~~$25,506~~to inprovide ~~stockholders’~~an ~~deficit.~~attestation as to the effectiveness of our internal control over financial reporting.

WeThere ~~had~~were ~~zero~~no ~~cash~~reportable ~~flow~~events ~~from~~(as ~~investing~~that term ~~activities~~is defined in Item 304(a)(1)(v) of Regulation S-K) during our most recent fiscal years through the ~~year~~date ~~ended~~of ~~June~~dismissal 30of JLKZ. Our Board of Directors discussed the subject matter referred to above with JLKZ. We authorized JLKZ to respond fully and without limitation to all requests of our successor accountant concerning all matters related to the annual and interim periods audited and reviewed by JLKZ,~~2020~~ including with respect to the subject matter of any reportable event.

WeEffective ~~had~~on aApril ~~negative~~5, ~~cash~~2021 ~~flow~~and ~~from~~with ~~operations~~the approval of ~~$79~~our Board of Directors,~~189~~ ~~during~~we have engaged WWC, P.C. (“WWC”), as our new registered independent public accountant. During the year ended June 30, ~~2020~~2021, ~~which~~the ~~was~~Company ~~mainly~~did ~~resulted~~not ~~from~~consult ~~our~~with ~~net~~WWC ~~loss~~regarding (i) the application of ~~$84,539.~~accounting Weprinciples ~~had~~to a ~~positive~~specified transaction, ~~cash~~(ii) ~~flow~~the type of ~~$79,190~~audit ~~from~~opinion ~~financing~~that ~~activities~~might ~~during~~be rendered on the ~~year~~Company’s ~~ended~~financial ~~June~~statements ~~30,~~by ~~2020~~WWC, ~~through~~in ~~advances~~either ~~made~~case where written or oral advice provided by ~~Xingtao~~WWC ~~Zhou~~would be an important factor considered by us in reaching a decision as to any accounting, auditing or financial reporting issues or (iii) any other matter that was the subject of a disagreement between us and our former auditor or was a reportable event (as described in Items 304(a)(1)(iv) or Item 304(a)(1)(v) of Regulation S-K, respectively).

The Company currently plans to satisfy its cash requirements for the next 12 months through earning from its acquired subsidiaries and borrowings from its CEO or companies affiliated with its CEO and believes it can satisfy its cash requirements so long as it is able to obtain financing from these affiliated partiesITEM 9A. CONTROLS ~~The~~AND ~~Company expects that money earned and borrowed will be used during the next 12 months to satisfy the Company's operating costs, professional fees and for general corporate purposes~~PROCEDURES. ~~There is no written funding agreement between the Company and Mr. Zhou, our CEO and principal shareholder.~~

15Evaluation of Disclosure Controls and Procedures

~~Off~~Under the supervision and with the participation of our management, Xingtao Zhou, who is our Chairman, Founder, Chief executive officer and Chief financial officer, as of June 30, 2021, we conducted an evaluation of our disclosure controls and procedures, as such term is defined under Rule 13a-~~Balance~~15(e) ~~Sheet~~and ~~Arrangements~~Rule 15d-15(e) promulgated under the Securities Exchange Act of 1934, as amended. Based on this evaluation, our Chief Executive Officer has concluded that, based on the material weaknesses discussed below, our disclosure controls and procedures were not effective as of such date to ensure that information required to be disclosed by us in reports filed or submitted under the Securities Exchange Act were recorded, processed, summarized, and reported within the time periods specified in the Securities and Exchange Act Commission's rules and forms and that our disclosure controls are not effectively designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Securities Exchange Act is accumulated and communicated to management, including our Chief Executive Officer, as appropriate to allow timely decisions regarding required disclosure.

~~As of June 30, 2020 and 2019, we did not have any off-balance sheet arrangements as defined in Item 303(a)(4)(ii) of Regulation S-K promulgated under the Securities Act of 1934.~~16

~~Contractual~~Management's Annual ~~Obligations~~Report ~~and~~on ~~Commitments~~Internal Control over Financial Reporting

Management is responsible for establishing and maintaining adequate internal control over financial reporting. As defined in Rules 13a-15(f) under the Securities Exchange Act of ~~June~~1934, 30internal control over financial reporting is a process designed by, ~~2020~~or under the supervision of, Xingtao Zhou, the Company's Chief Executive Officer, and ~~2019~~effected by the Company's board of directors, wemanagement ~~did~~and ~~not~~other ~~have~~personnel, to ~~any~~provide ~~contractual~~reasonable ~~obligations.~~assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with GAAP.

~~Critical~~The Company's ~~Accounting~~internal ~~Policies~~control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records, that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the Company's assets; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorizations of the Company's management and directors; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Company's assets that could have a material effect on the financial statements.

~~Our~~ Because of ~~significant~~its ~~accounting~~inherent ~~policies~~limitations, ~~are~~internal ~~described~~control inover ~~the~~financial ~~notes~~reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to ~~our~~future ~~financial~~periods ~~statements~~are ~~for~~subject to the ~~twelve~~risk ~~months~~that ~~ended~~controls ~~June~~may ~~30,~~become ~~2020~~inadequate ~~and~~because ~~2019~~of changes in conditions, or ~~and~~that ~~are~~the ~~included~~degree ~~elsewhere~~of incompliance ~~this~~with ~~registration~~the ~~statement~~policies or procedures may deteriorate.

~~ITEM~~Our management, 7Aincluding our principal executive officer and principal financial officer, assessed the effectiveness of our internal control over financial reporting at June 30, 2021. ~~QUANTITATIVE~~In ~~AND~~making ~~QUALITATIVE~~this ~~DISCLOSURES~~assessment, ~~ABOUT~~management ~~MARKET~~used ~~RISK~~the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control—Integrated Framework (2013). Based on that assessment under those criteria, management has determined that, as of June 30, 2021, our internal control over financial reporting was not effective.

~~Not~~Our internal ~~applicable~~controls are not effective for the following reasons: (i) there is an inadequate segregation of duties consistent with control objectives as management is comprised of only two persons, one of which is the Company's principal executive officer and principal financial officer and, (ii) the Company does not have an audit committee with a financial expert, and thus the Company lacks the board oversight role within the financial reporting process.

~~ITEM~~In order 8to mitigate the foregoing material weakness, we have engaged an outside accounting consultant with significant experience in the preparation of financial statements in conformity with GAAP to assist us in the preparation of our financial statements to ensure that these financial statements are prepared in conformity with GAAP. ~~FINANCIAL~~We ~~STATEMENTS~~will ~~AND~~continue ~~SUPPLEMENTARY~~to ~~DATA~~monitor the effectiveness of this action and make any changes that our management deems appropriate.

~~The~~We would ~~financial~~need ~~statements~~to ~~annexed~~hire additional staff to ~~this~~provide ~~Form~~greater ~~10-K~~segregation ~~for~~of ~~the~~duties. ~~years~~Currently, ~~ended~~it ~~June~~is ~~30,~~not ~~2020~~feasible ~~and~~to ~~June~~hire ~~30,~~additional ~~2019~~staff to ~~begin~~obtain onoptimal ~~page~~segregation ~~F-1~~of ~~and~~duties. ~~have~~Management ~~been~~will ~~audited~~continue byto ~~our~~reassess ~~independent~~this ~~accountants,~~matter ~~JLKZ~~to ~~CPA~~determine ~~LLP~~whether ~~and~~improvement BFin ~~Borgers~~segregation of ~~CPA~~duty PCis feasible. In addition, ~~respectively~~we would need to expand our board to include independent members.

~~ITEM~~Going forward, 9.we ~~CHANGES~~intend INto ~~AND~~evaluate ~~DISAGREEMENTS~~our ~~WITH~~processes ~~ACCOUNTANTS~~and ONprocedures ~~ACCOUNTING~~and, ~~AND~~where ~~FINANCIAL~~practicable ~~DISCLOSURE~~and resources permit, implement changes in order to have more effective controls over financial reporting.

~~None~~This Annual Report does not include an attestation report of our registered public accounting firm regarding internal control over financial reporting. Management's report was not subject to attestation by the Company's registered public accounting firm pursuant to the exemption provided to issuers that are not "large accelerated filers" nor "accelerated filers" under the Dodd-Frank Wall Street Reform and Consumer Protection Act.

~~ITEM~~Changes in ~~9A.~~Internal ~~CONTROLS~~Control ~~AND~~over ~~PROCEDURES.~~Financial Reporting

~~Evaluation~~There have ofbeen ~~Disclosure~~no ~~Controls~~changes ~~and~~in ~~Procedures~~our internal control over financial reporting that occurred during our fourth fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Under the supervision and with the participation of our management, Xingtao Zhou, who is our Chairman, Founder, Chief executive officer and Chief financial officer, as of June 30, 2020, we conducted an evaluation of our disclosure controls and procedures, as such term is defined under Rule 13a-15(e) and Rule 15d-15(e) promulgated under the Securities Exchange Act of 1934, as amendedITEM 9B. ~~Based~~OTHER on this evaluation, our Chief Executive Officer has concluded that, based on the material weaknesses discussed below, our disclosure controls and procedures were not effective as of such date to ensure that information required to be disclosed by us in reports filed or submitted under the Securities Exchange Act were recorded, processed, summarized, and reported within the time periods specified in the Securities and Exchange Act Commission's rules and forms and that our disclosure controls are not effectively designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Securities Exchange Act is accumulated and communicated to management, including our Chief Executive Officer, as appropriate to allow timely decisions regarding required disclosureINFORMATION.

~~Management's Annual Report on Internal Control over Financial Reporting~~None

Management is responsible for establishing and maintaining adequate internal control over financial reporting. As defined in Rules 13a-15(f) under the Securities Exchange Act of 1934, internal control over financial reporting is a process designed by, or under the supervision of, Xingtao Zhou, the Company's Chief Executive Officer, and effected by the Company's board of directors, management and other personnel, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with GAAP.17

The Company's internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records, that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the Company's assets; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorizations of the Company's management and directors; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Company's assets that could have a material effect on the financial statements.PART III

16ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE.

~~Because~~ None of ~~its~~our ~~inherent~~officers ~~limitations,~~or ~~internal~~directors ~~control~~have ~~over~~been ~~financial~~convicted ~~reporting~~in, ~~may not prevent~~ or ~~detect misstatements. Also, projections of any evaluation of effectiveness to future periods~~ are subject to ~~the risk that controls may become inadequate because of changes in conditions~~, orany ~~that~~criminal ~~the degree of compliance with the policies~~ or ~~procedures~~bankruptcy ~~may deteriorate~~proceeding.

~~Our~~The names ~~management, including our principal executive officer~~ and ~~principal~~ages ~~financial officer, assessed the effectiveness~~ of ~~our internal control over financial reporting at June 30, 2020. In making this assessment, management used~~ the ~~criteria~~directors ~~set~~and ~~forth~~executive byofficers ~~the Committee~~ of ~~Sponsoring Organizations of~~ the ~~Treadway~~Company ~~Commission~~and ~~(COSO)~~their inpositions ~~Internal~~with ~~Control—Integrated~~the ~~Framework~~Company ~~(2013).~~are ~~Based on that assessment under those criteria, management has determined that,~~ as ~~of June 30, 2020, our internal control over financial reporting was not effective.~~follows:

Our internal controls are not effective for the following reasons: (i) there is an inadequate segregation of duties consistent with control objectives as management is comprised of only two persons, one of which is the Company's principal executive officer and principal financial officer and, (ii) the Company does not have an audit committee with a financial expert, and thus the Company lacks the board oversight role within the financial reporting process.

Name	Age	Position
Xingtao Zhou	41	President, Chief Executive Officer, Chief Financial Officer (Principal Accounting Officer), Chairman of the Board
Liang Tan	57	Director

In Xingtao ~~order~~Zhou to-- President, ~~mitigate~~Chief ~~the~~Executive ~~foregoing~~Officer, ~~material~~Chief ~~weakness,~~Financial weOfficer ~~have~~(Principal ~~engaged~~Accounting anOfficer), ~~outside~~Chairman ~~accounting~~of ~~consultant~~the Board ~~with~~of ~~significant~~Directors. Mr. ~~experience~~Zhou inhas served as the ~~preparation~~chairman and founder of ~~financial~~Hainan ~~statements~~Cang inBao ~~conformity~~Tian ~~with~~Xia ~~GAAP~~Artwork Co. Ltd. since 2017 and Cang Bao Ge (Hong Kong) Arts Co., Ltd since 2012. From 2009 to ~~assist~~2012, usMr. inZhou served as the ~~preparation~~president of ~~our~~Yi ~~financial~~Hua ~~statements~~Cultural toDiffusion ~~ensure~~Co., Ltd. ~~that~~Mr. ~~these~~Zhou ~~financial~~served ~~statements~~as ~~are~~the ~~prepared~~curator inof ~~conformity~~the ~~with~~Yin ~~GAAP.~~Yuan WeMin ~~will~~Su ~~continue~~Museum from 2003 to ~~monitor~~2009 and as the ~~effectiveness~~vice ofcurator ~~this~~from ~~action~~1999 ~~and~~to ~~make~~2003. ~~any~~Mr. ~~changes~~Zhou received ~~that~~a ~~our~~bachelor’s ~~management~~degree ~~deems~~in ~~appropriate~~International Business from Southwestern University of Finance and Economics.

WeLiang Tan, ~~would~~Director. ~~need~~Liang toTan ~~hire~~has ~~additional~~served ~~staff~~as tothe ~~provide~~general ~~greater~~manager ~~segregation~~ of ~~duties.~~Shanghai ~~Currently,~~Qingsheng itInvestment isCo., ~~not~~Ltd. ~~feasible~~since to2017. ~~hire additional staff to obtain optimal segregation of duties~~Mr. ~~Management~~Tan ~~will~~served as ~~continue~~the todeputy ~~reassess~~general ~~this~~manager ~~matter to determine whether improvement in segregation~~ of ~~duty~~Shanghai isDaren ~~feasible.~~Asset InManagement ~~addition~~Co., weLtd. ~~would~~from ~~need~~2013 to ~~expand our board to include independent members~~2016.

~~Going~~ITEM 11. ~~forward,~~EXECUTIVE ~~we intend to evaluate our processes and procedures and, where practicable and resources permit, implement changes in order to have more effective controls over financial reporting~~COMPENSATION.

~~This~~The following ~~Annual~~table ~~Report~~summarizes, ~~does~~for ~~not~~each ~~include an attestation report~~ of ~~our~~2021 ~~registered~~and ~~public~~2020, ~~accounting firm regarding internal control over financial reporting. Management's report was not subject to attestation by~~ the ~~Company's~~compensation ~~registered~~awarded, ~~public~~paid ~~accounting firm pursuant~~ to ~~the~~or ~~exemption~~earned ~~provided~~by toour ~~issuers~~President, ~~that~~CEO, ~~are~~CFO ~~not~~and ~~"large~~Chairman of ~~accelerated filers" nor "accelerated filers" under~~ the ~~Dodd-Frank~~Board ~~Wall~~of ~~Street~~Directors, ~~Reform~~Xingtao ~~and Consumer Protection Act~~Zhou.

~~Changes~~2020 Summary inCompensation ~~Internal Control over Financial Reporting~~Table

There have been no changes in our internal control over financial reporting that occurred during our fourth fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Name and Principal Position	Year	Salary ($)	Bonus ($)	Stock Awards ($)	Option Awards ($)	Non-Equity Incentive Plan Compensation ($)	Non-Qualified Deferred Compensation Earnings ($)	All Other Compensation ($)	Total ($)

Xingtao Zhou (1)	2021	42,372	—	—	—	—	—	—	42,372
President CEO and CFO	2020	42,372	—	—	—	—	—	—	42,372

~~ITEM 9B. OTHER INFORMATION.~~———————

~~None~~(1) Mr. Zhou has received $84,744 in cash compensation from Hainan Cangbao since inception of Hainan Cangbao on March 1, 2019.

17The Company has no stock option, retirement, pension, or profit-sharing programs for the benefit of directors, officers or other employees, but our officers and directors may recommend adoption of one or more such programs in the future. We have no employment agreements with Mr. Zhou or with any of our employees.

~~PART~~The Company ~~III~~does not have a standing compensation committee, audit committee, nomination committee, or committees performing similar functions. We anticipate that we will form such committees of the Board of Directors once we have a full Board of Directors.

~~ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE.~~18

~~None~~ITEM 12. ofSECURITY ~~our~~OWNERSHIP ~~officers~~OF orCERTAIN ~~directors~~BENEFICIAL ~~have~~OWNERS ~~been~~AND ~~convicted~~MANAGEMENT ~~in,~~AND orRELATED ~~are~~STOCKHOLDER ~~subject to, any criminal or bankruptcy proceeding~~MATTERS.

The following ~~names~~table ~~and~~sets ~~ages~~forth certain information as of the ~~directors~~date of this Annual Report on Form 10-K, with respect to the beneficial ownership of our common stock and preferred stock for (i) each director and named executive officer, (ii) all of our directors and officers as a group, and (iii) each person known to us to own beneficially 5% or more of the ~~Company~~outstanding ~~and~~shares ~~their~~of ~~positions~~our ~~with~~common stock. As of the ~~Company~~date of this Annual Report on Form 10-K, there are as110,319,245 ~~follows:~~shares of common stock issued and outstanding.

Name	Age	Position
Name and Address of Beneficial Owner (1)	Class of Securities	Shares Beneficially Owned	Percentage Owned (4)
Xingtao Zhou	41	President, Chief Executive Officer, Chief Financial Officer (Principal Accounting Officer), Chairman of the Board
Directors and Named Executive Officers
Liang Tan	57	Director
Xingtao Zhou	Preferred Stock	9,920,000	100.0%
	Common Stock	59,839,271	54.2%
Yaqin Fu (2)	Common Stock	15,663,849	14.2%
All Officers and Directors as a group (2 persons)	Common Stock	75,503,120	68.4%
5% Stockholders
Wei Wang (3)	Common Stock	18,000,000	16.3%

Xingtao Zhou -- President, Chief Executive Officer, Chief Financial Officer (Principal Accounting Officer), Chairman of the Board of Directors. Mr. Zhou has served as the chairman and founder of Hainan Cang Bao Tian Xia Artwork Co. Ltd. since 2017 and Cang Bao Ge (Hong Kong) Arts Co., Ltd since 2012. From 2009 to 2012, Mr. Zhou served as the president of Yi Hua Cultural Diffusion Co., Ltd. Mr. Zhou served as the curator of the Yin Yuan Min Su Museum from 2003 to 2009 and as the vice curator from 1999 to 2003. Mr. Zhou received a bachelor’s degree in International Business from Southwestern University of Finance and Economics.———————

Liang Tan, Director. Liang Tan has served as the general manager of Shanghai Qingsheng Investment Co., Ltd. since 2017. Mr. Tan served as the deputy general manager of Shanghai Daren Asset Management Co., Ltd. from 2013 to 2016.

(1)	Beneficial ownership has been determined in accordance with Rule 13d-3 under the Exchange Act. Pursuant to the rules of the SEC, shares of common stock which an individual or group has a right to acquire within 60 days pursuant to the exercise of options or warrants are deemed to be outstanding for the purpose of computing the percentage ownership of such individual or group, but are not deemed to be beneficially owned and outstanding for the purpose of computing the percentage ownership of any other person shown in the table.

(2)	Yaqin Fu is the wife of Liang Tan, a director of the Company, and therefore Mr. Tan may be deemed to be the beneficial owner of the shares owned by Ms. Fu.

(3)	Mr. Wang was one of the Cayman Company Shareholders.

(4)	Based on 110,319,245 shares of our Common Stock issued and outstanding as of the date of this Annual Report on Form 10-K.

ITEM 11 13. ~~EXECUTIVE~~CERTAIN ~~COMPENSATION~~RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE.

~~The~~On June ~~following~~15, ~~table summarizes~~2018, ~~for~~the ~~each~~Company ofentered ~~2019~~into ~~and~~a ~~2018,~~promissory ~~the~~note ~~compensation~~payable ~~awarded~~with David Lazar, ~~paid~~the toformer orChief ~~earned~~Executive byOfficer. ~~our~~The ~~President,~~note ~~CEO~~is unsecured, noninterest ~~CFO~~bearing and ~~Chairman~~due ofin 12 months from the ~~Board~~date of ~~Directors,~~issuance. ~~Xingtao~~On ~~Zhou~~December 13, ~~and~~2018, ~~our~~the ~~former~~Company ~~CEO~~forgave $5,000 of the entire amount owed on this promissory note to David Lazar,. ~~who~~The ~~are~~gain ~~compensated~~was ~~for~~recorded ~~their~~in ~~services~~additional paid in capital due to ~~the~~its ~~Company;~~related noparty ~~other~~nature. ~~officer~~As of ~~receives~~June ~~compensation~~30, ~~from~~2020 ~~the~~and ~~Company~~2019, $0 remains outstanding.

~~2019~~On June ~~Summary~~19, ~~Compensation~~2018, ~~Table~~the Company issued 3,096,200 shares of common stock issued at par value of $0.001, for services valued at $3,096 to Custodian Ventures, LLC, the company controlled by David Lazar.

Name and Principal Position	Year	Salary ($)	Bonus ($)	Stock Awards ($)	Option Awards ($)	Non-Equity Incentive Plan Compensation ($)	Non-Qualified Deferred Compensation Earnings ($)	All Other Compensation ($)	Total ($)
Xingtao Zhou (1)	2019	42,372	—	—	—	—	—	—	—
President CEO and CFO	2018	0	—	—	—	—	—	—	—
David Lazar (2)	2019	—	—	—	—	—	—	—	—
former CEO	2018	—	—	4,003,096	—	—	—	—	4,003,096

On June 19, 2018 the Company created 10,000,000 shares of Series A Preferred Stock, out of the 10,000,000 shares that were already authorized. On that same date, the Company issued 10,000,000 shares of the Series A preferred stock to Custodian Ventures LLC, the company controlled by David Lazar, the former Chief Executive Officer, for services valued at $4,000,000.

~~———————~~On December 16, 2018, Custodian Ventures LLC (the “Seller”), entered into a Stock Purchase Agreement (the “Stock Purchase Agreement”) pursuant to which the Seller agreed to sell to Xingtao Zhou and Yaqin Fu (together, the “Purchaser”), the 3,096,200 common shares and the 10,000,000 preferred shares of the Company (together, the “Shares”) owned by the Seller, for a total purchase price of $375,000. As a result of the sale, and David Lazar’s resignation as sole officer and director of the Company, there was a change of control of the Company. There is no family relationship or other relationship between the Seller and the Purchaser.

~~(1)~~19

MrDuring the period July 01, 2018 thru December 13, 2018, David Lazar, paid $17,350 of expenses related to accounting, transfer agent, audit and legal fees on behalf of the company. ~~Zhou~~On ~~has~~December ~~received~~13, 2018, the Company forgave $4231,~~372~~446 of the loan payable to David Lazar. The gain was recorded in ~~cash~~additional ~~compensation~~paid ~~from~~in ~~Hainan~~capital ~~Cangbao~~due ~~since~~to ~~inception~~its related party nature. As of ~~Hainan~~June ~~Cangbao~~30, on2021 ~~March~~and 12020, ~~2019~~$0 remains outstanding.

~~(2)~~During the years ended June 30, 2021 and 2020, Mr. Xingtao Zhou, paid a total of $33,748 and $79,189 respectively, in expenses on behalf of the Company, for transfer agent, legal, audit and accounting fees. As of June 30, 2021 and 2020, The outstanding balances owed to Mr. Zhou are $128,793, and $95,045 respectively. This loan is non-interest bearing and has no specific terms for repayment.

~~Mr. Lazar resigned as CEO on December 31, 2018, when a change~~ Conflicts of ~~control was completed, and current management assumed control.~~Interest

~~The~~Certain potential ~~Company~~conflicts ~~has~~of nointerest ~~stock~~are ~~option,~~inherent ~~retirement,~~in ~~pension, or profit-sharing programs for~~ the ~~benefit~~relationships ofbetween ~~directors, officers or other employees, but~~ our officers and directors, ~~may~~and ~~recommend adoption of one or more such programs in~~ the ~~future~~Company. ~~We have no employment agreements with Mr. Zhou or with any of our employees.~~

~~The~~From time ~~Company~~to ~~does~~time, ~~not~~one ~~have~~or amore ~~standing~~of ~~compensation~~our ~~committee,~~affiliates ~~audit~~may ~~committee,~~form ~~nomination~~or ~~committee,~~hold an ownership interest in and/or ~~committees~~manage ~~performing~~other ~~similar~~businesses ~~functions.~~both Werelated ~~anticipate~~and unrelated to the type of business that we ~~will~~own and operate. These persons expect to continue to form, ~~such~~hold ~~committees~~an ofownership interest in and/or manage additional other businesses which may compete with ours with respect to operations, including financing and marketing, management time and services and potential customers. These activities may give rise to conflicts between or among the ~~Board~~interests of ~~Directors~~us ~~once~~and other businesses with which our affiliates are associated. Our affiliates are in no way prohibited from undertaking such activities, and neither we nor our shareholders will have aany ~~full~~right ~~Board~~to ofrequire ~~Directors~~participation in such other activities.

18Further, because we intend to transact business with some of our officers, directors and affiliates, as well as with firms in which some of our officers, directors or affiliates have a material interest, potential conflicts may arise between the respective interests of us and these related persons or entities. We believe that such transactions will be completed on terms at least as favorable to us as those available from unrelated third parties.

ITEM 12 14. ~~SECURITY~~PRINCIPAL ~~OWNERSHIP~~ACCOUNTING OFFEES ~~CERTAIN BENEFICIAL OWNERS~~ AND ~~MANAGEMENT AND RELATED STOCKHOLDER MATTERS~~SERVICES.

The following table ~~sets~~shows ~~forth certain information as of~~ the ~~date~~fees ofpaid ~~this~~or ~~Annual~~accrued ~~Report~~by onus ~~Form~~for ~~10-K, with respect to~~ the ~~beneficial~~audit ~~ownership of our common stock~~ and ~~preferred~~other ~~stock~~services ~~for~~provided ~~(i)~~by ~~each director and named executive officer~~WWC, P.C., (ii“WWC”) ~~all~~for ofthe ~~our~~periods ~~directors~~ended ~~and~~June ~~officers as a group~~30, 2021 and ~~(iii)~~JLKZ ~~each~~CPA ~~person~~LLP ~~known~~for ~~to us to own beneficially 5% or more of~~ the ~~outstanding~~periods ~~shares~~ended ofJune ~~our common stock. As of the date of this Annual Report on Form 10-K~~30, ~~there are 110,319,245 shares of common stock issued and outstanding~~2020.

Name and Address of Beneficial Owner (1)	Class of Securities		Shares Beneficially Owned	Percentage Owned (4)
	June 30,			June 30,
Directors and Named Executive Officers
	2021			2020
Xingtao Zhou	Preferred Stock		9,920,000	100.0%
Audit Fees	$	240,000		$	60,000
	Common Stock		59,839,271	54.2%
Audit Related Fees		—			—
Yaqin Fu (2)	Common Stock		15,663,849	14.2%
Tax Fees		—			—
All Officers and Directors as a group (2 persons)	Common Stock		75,503,120	68.4%
All Other Fees		—			—
5% Stockholders
Total	$	240,000		$	60,000
Wei Wang (3)	Common Stock		18,000,000	16.3%

~~———————~~Audit fees consist of fees billed for professional services rendered for the audit of our financial statements and review of the interim financial statements included in quarterly reports and services that are normally provided by the above auditors in connection with statutory and regulatory fillings or engagements.

(1)	Beneficial ownership has been determined in accordance with Rule 13d-3 under the Exchange Act. Pursuant to the rules of the SEC, shares of common stock which an individual or group has a right to acquire within 60 days pursuant to the exercise of options or warrants are deemed to be outstanding for the purpose of computing the percentage ownership of such individual or group, but are not deemed to be beneficially owned and outstanding for the purpose of computing the percentage ownership of any other person shown in the table.
(2)	Yaqin Fu is the wife of Liang Tan, a director of the Company, and therefore Mr. Tan may be deemed to be the beneficial owner of the shares owned by Ms. Fu.
(3)	Mr. Wang was one of the Cayman Company Shareholders.
(4)	Based on 110,319,245 shares of our Common Stock issued and outstanding as of the date of this Annual Report on Form 10-K.

Audit-Related Fees" are fees for assurance and related services by the principal accountant that are traditionally performed by the principal accountant and which are "reasonably related to the performance of the audit or review of the registrant's financial statements.

~~ITEM~~In the 13absence of a formal audit committee, the full Board of Directors pre-approves all audit and non-audit services to be performed by the independent registered public accounting firm in accordance with the rules and regulations promulgated under the Securities Exchange Act of 1934, as amended. ~~CERTAIN~~The ~~RELATIONSHIPS~~Board ~~AND~~of ~~RELATED~~Directors ~~TRANSACTIONS~~pre-approved 100% of the audit, ~~AND~~audit-related ~~DIRECTOR~~and ~~INDEPENDENCE~~tax services performed by the independent registered public accounting firm for the fiscal years ended June 30, 2021 and 2020. The percentage of hours expended on the principal accountant’s engagement to audit the Company’s financial statements for the most recent fiscal year that were attributed to work performed by persons other than the principal accountant’s full-time, permanent employees was 0%.

On June 15, 2018, the Company entered into a promissory note payable with David Lazar, the former Chief Executive Officer. The note is unsecured, noninterest bearing and due in 12 months from the date of issuance. On December 13, 2018, the Company forgave $5,000 of the entire amount owed on this promissory note to David Lazar. The gain was recorded in additional paid in capital due to its related party nature. As of June 30, 2020 and 2019, $0 remains outstanding.20

~~On June 19, 2018, the Company issued 3,096,200 shares of common stock issued at par value of $0.001, for services valued at $3,096 to Custodian Ventures, LLC, the company controlled by David Lazar.~~ PART IV

~~On June 19, 2018 the Company created 10,000,000 shares of Series A Preferred Stock, out of the 10,000,000 shares that were already authorized~~ITEM 15. ~~On that same date~~ EXHIBITS, ~~the~~FINANCIAL ~~Company~~STATEMENT ~~issued 10,000,000 shares of the Series A preferred stock to Custodian Ventures LLC, the company controlled by David Lazar, the former Chief Executive Officer, for services valued at $4,000,000~~SCHEDULES.

OnThe following ~~December~~documents ~~16,~~are ~~2018,~~filed Custodian Ventures LLC (the “Seller”), entered into a Stock Purchase Agreement (the “Stock Purchase Agreement”) pursuant to which the Seller agreed to sell to Xingtao Zhou and Yaqin Fu (together, the “Purchaser”), the 3,096,200 common shares and the 10,000,000 preferred shares of the Company (together, the “Shares”) owned by the Seller, for a total purchase price of $375,000. As a result of the sale, and David Lazar’s resignation as ~~sole~~part ~~officer and director~~ of ~~the~~this ~~Company,~~Annual ~~there was a change of control of the Company. There is no family relationship or other relationship between the Seller and the Purchaser.~~Report:

19(a) Financial Statements:

During the period July 01, 2018 thru December 13, 2018, David Lazar, paid $17,350 of expenses related to accounting, transfer agent, audit and legal fees on behalf of the company. On December 13, 2018, the Company forgave $31,446 of the loan payable to David Lazar. The gain was recorded in additional paid in capital due to its related party nature. As of June 30, 2020 and 2019, $0 remains outstanding.

	Page
Report of Independent Registered Accounting Firm	F-1
Balance Sheets as of June 30, 2021 and 2020	F-3
Statements of Operations and Comprehensive Loss for the year ended June 30, 2021 and 2020	F-4
Statement of Changes in Shareholders’ Deficit for the year ended June 30, 2021 and 2020	F-5
Statements of Cash Flows for the years ended June 30, 2021 and 2020	F-6
Notes to Financial Statements	F-7

During the years ended June 30, 2020 and 2019, Mr. Xingtao Zhou, paid a total of $79,189 and $15,856 respectively, in expenses on behalf of the Company, for transfer agent, legal, audit and accounting fees. As of June 30, 2020 and 2019, The outstanding balances owed to Mr. Zhou are $95,045, and $15,856 respectively. This loan is non-interest bearing and has no specific terms for repayment.(b) Exhibits:

Conflicts of Interest

Exhibit
Number		Name

31.1		Certification of Principal Executive Officer and Principal Financial Officer pursuant to Rule 13a-14(a)/15d-14(a).

32.1		Certification of Principal Executive Officer and Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101.INS		XBRL Instance Document

101.SCH		XBRL Schema Document

101.CAL		XBRL Calculation Linkbase Document

101.DEF		XBRL Definition Linkbase Document

101.LAB		XBRL Label Linkbase Document

101.PRE		XBRL Presentation Linkbase Document

~~Certain~~ITEM 16. FORM ~~potential~~10-K ~~conflicts of interest are inherent in the relationships between our officers and directors, and the Company~~SUMMARY.

~~From time to time, one or more of our affiliates may form or hold an ownership interest in and/or manage other businesses both related and unrelated to the type of business that we own and operate~~Not applicable. These persons expect to continue to form, hold an ownership interest in and/or manage additional other businesses which may compete with ours with respect to operations, including financing and marketing, management time and services and potential customers. These activities may give rise to conflicts between or among the interests of us and other businesses with which our affiliates are associated. Our affiliates are in no way prohibited from undertaking such activities, and neither we nor our shareholders will have any right to require participation in such other activities.

Further, because we intend to transact business with some of our officers, directors and affiliates, as well as with firms in which some of our officers, directors or affiliates have a material interest, potential conflicts may arise between the respective interests of us and these related persons or entities. We believe that such transactions will be completed on terms at least as favorable to us as those available from unrelated third parties.21

~~ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES.~~SIGNATURES

~~The~~Pursuant to ~~following~~the ~~table~~requirements ~~shows~~of the ~~fees~~Securities ~~paid~~Exchange orAct ~~accrued~~of by1934, ~~us for~~ the ~~audit~~registrant ~~and~~has ~~other~~duly ~~services~~caused ~~provided~~this byreport ~~JLKZ~~to ~~CPA~~be ~~LLP~~signed ~~for~~on ~~the~~its ~~period~~behalf ~~ended June 30, 2020, and~~ by the ~~BF Borgers PC~~undersigned, ~~for~~thereunto ~~the~~duly ~~period ended June 30, 2019~~authorized.

		June 30,		June 30,
	CANG BAO TIAN XIA INTERNATIONAL ART TRADE CENTER, INC.
		2020		2019
Date: October 13, 2021	By:	/s/ Xingtao Zhou
Audit Fees		$	60,000	$	13,100
		Xingtao Zhou, Chief Executive Officer and Chief Financial Officer (principal executive officer and principal financial and accounting officer)
Audit Related Fees			—		—
Tax Fees			—		—
All Other Fees			—		—
Total		$	60,000	$	13,100

Audit fees consist of fees billed for professional services rendered for the audit of our financial statements and review of the interim financial statements included in quarterly reports and services that are normally provided by the above auditors in connection with statutory and regulatory fillings or engagements.22

~~Audit-Related~~REPORT ~~Fees"~~OF ~~are~~INDEPENDENT REGISTERED ~~fees~~PUBLIC ~~for~~ACCOUNTING assurance and related services by the principal accountant that are traditionally performed by the principal accountant and which are "reasonably related to the performance of the audit or review of the registrant's financial statements.FIRM

In the absence of a formal audit committee, the full Board of Directors pre-approves all audit and non-audit services to be performed by the independent registered public accounting firm in accordance with the rules and regulations promulgated under the Securities Exchange Act of 1934, as amended. To: The Board of Directors ~~pre-approved 100% of the audit, audit-related~~ and ~~tax~~Stockholders ~~services performed by the independent registered public accounting firm for the fiscal years ended June 30, 2020 and 2019. The percentage~~ of hours expended on the principal accountant’s engagement to audit the Company’s financial statements for the most recent fiscal year that were attributed to work performed by persons other than the principal accountant’s full-time, permanent employees was 0%.

20Cang Bao Tian Xia International Art Trade Center Inc.

~~PART~~Opinion on IVthe Financial Statements

~~ITEM~~We have 15audited the accompanying consolidated balance sheets of Cang Bao Tian Xia International Art Trade Center Inc. ~~EXHIBITS~~and its subsidiaries (the Company) as of June 30, ~~FINANCIAL~~2021 ~~STATEMENT~~and ~~SCHEDULES~~2020, and the related consolidated statements of operations and comprehensive loss, changes in shareholders’ equity, and cash flows for the two-year period ended June 30, 2021, and the related notes (collectively referred to as the financial statements). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of June 30, 2021 and 2020, and the results of its operations and its cash flows for the two-year period ended June 30, 2021, in conformity with accounting principles generally accepted in the United States of America.

The ~~following~~accompanying ~~documents~~financial ~~are~~statements ~~filed~~have been prepared assuming that the Company will continue as ~~part~~a ofgoing ~~this~~concern. ~~Annual~~As ~~Report:~~discussed in Note 3 to the financial statements, the Company had incurred substantial losses during the year, and has a working capital deficit, which raises substantial doubt about its ability to continue as a going concern. Management’s plan in regards to these matters are described in Note 3. These financial statements do not include any adjustments that might result from the outcome of this uncertainty.

~~(a) Financial~~Basis for ~~Statements:~~Opinion

	Page
Report of Independent Registered Accounting Firm	F-2
Balance Sheets as of June 30, 2020 and 2019	F-3
Statements of Operations and Comprehensive Loss for the years ended June 30, 2020 and 2019	F-4
Statement of Changes in Shareholders’ Deficit for the years ended June 30, 2020 and 2019	F-5
Statements of Cash Flows for the years ended June 30, 2020 and 2019	F-6
Notes to Financial Statements	F-7

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

~~(c) Exhibits:~~We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.

Exhibit
Number		Name
31.1		Certification of Principal Executive Officer and Principal Financial Officer pursuant to Rule 13a-14(a)/15d-14(a).
32.1		Certification of Principal Executive Officer and Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
99.1		Pro Forma Financial Statements
101.INS		XBRL Instance Document
101.SCH		XBRL Schema Document
101.CAL		XBRL Calculation Linkbase Document
101.DEF		XBRL Definition Linkbase Document
101.LAB		XBRL Label Linkbase Document
101.PRE		XBRL Presentation Linkbase Document

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

~~ITEM 16. FORM 10~~F-~~K SUMMARY.~~1

~~Not~~Critical ~~applicable.~~Audit Matters

21The critical audit matter communicated below is matter arising from the prior period audit of the consolidated financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

~~SIGNATURES~~Evaluation of the accounts receivable and the allowance for doubtful accounts

~~Pursuant~~The critical audit matter related to the ~~requirements~~Company’s accounts ofreceivable. The principal considerations in determining that this was a critical audit matter was that the ~~Securities~~Company ~~Exchange~~had ~~Act~~a substantial amount of ~~1934~~accounts receivable, and the ~~registrant~~allowance ~~has~~for ~~duly~~doubtful ~~caused~~accounts ~~this~~are ~~report~~subject to beestimation, ~~signed~~which oninvolves ~~its~~judgment. ~~behalf~~The ability of the Company to collect the accounts receivable is impacted by multiple factors. The audit engagement team addressed this critical accounting matter by reviewing the ~~undersigned~~Company’s accounting policies, ~~thereunto~~and ~~duly~~perform ~~authorized~~extended procedures including corroborated with enquiry, examination of contracts, and independent analysis of the Company customers historical payment records. The engagement team’s testing provided adequate evidence to support our audit opinion and to mitigate the risk of material misstatement to an acceptable level. The accounts that are affected by this critical audit matter is accounts receivable, and the allowance for doubtful accounts that is charged to general and administration expenses, if any.

	CANG BAO TIAN XIA INTERNATIONAL ART TRADE CENTER, INC.
Date: October 13, 2020	By:	/s/ Xingtao Zhou
		Xingtao Zhou, Chief Executive Officer and Chief Financial Officer (principal executive officer and principal financial and accounting officer)

/s/ WWC, P.C.

22WWC, P.C.

~~CANG~~Certified ~~BAO~~Public ~~TIAN XIA INTERNATIONAL ART TRADE CENTER, INC.AND SUBSIDIARIES~~Accountants

~~CONSOLIDATED~~We ~~FINANCIAL~~have ~~STATEMENTS~~served as the Company’s auditor since 2021 San Mateo, California

AsOctober ~~of and for the year ended June 30~~13, ~~2020 and 2019~~2021

~~Table of Contents~~F-2

	Page
Report of Independent Registered Accounting Firm	F-2
Consolidated Balance Sheets as of June 30, 2020 and 2019	F-3
Consolidated Statements of Operations and Comprehensive Loss for the years ended June 30, 2020 and 2019	F-4
Consolidated Statement of Changes in Shareholders’ Deficit for the years ended June 30, 2020 and 2019	F-5
Consolidated Statements of Cash Flows for the years ended June 30, 2020 and 2019	F-6
Notes to Financial Statements	F-7

CANG BAO TIAN XIA INTERNATIONAL ART TRADE CENTER, INC.

AUDITED CONSOLIDATED BALANCE SHEETS

(Stated in US Dollars)

F-1

	June 30,			June 30,
	2021			2020
Assets
Current assets
Cash and cash equivalents	$	1,200,060		$	2,710,150
Accounts receivable, net		-			3,364,041
Other receivables, net		38,266			50,152
Related party receivable		1,197,938			28,055
Inventories		109,381			439,811
Advance to suppliers		9,252,512			2,233,063
Prepaid taxes		-			23,986
Total current assets		11,798,157			8,849,258

Non-current assets
Plant and equipment, net		184,703			11,681
Intangible assets, net		239,066			319,767
Right-of-use assets		8,220,399			-
Total non-current assets		8,644,168			331,448
Total Assets	$	20,442,325		$	9,180,706

Liabilities and Stockholders’ Deficit
Current liabilities
Accounts payable	$	8,160,433		$	13,284,912
Deferred revenues		121,490			180,086
Taxes payable		4,115			3,286
Accrued liabilities and other payables		6,873			1,300
Advance from customers		17,256,693			-
Related party payable		128,793			95,045
Lease payable-current portion		3,233,130			-
Total current liabilities		28,911,527			13,564,629

Lease payable- non-current		4,987,269			-


Total Liabilities	$	33,898,796		$	13,564,629

Stockholders’ Deficit
Series A Preferred Stock, 10,000,000 shares authorized at $0.001 per share: 9,920,000 shares issued and outstanding as of June 30, 2021 and 2020, respectively	$	9,920		$	9,920
Common stock, par value $0.001 per share; 500,000,000 shares authorized; 110,319,245 shares issued and outstanding as of June 30, 2021 and 2020, respectively		110,319			110,319
Additional paid-in capital		20,434,840			20,434,840
Accumulated deficit		(33,499,423	)		(25,054,266	)
Accumulated other comprehensive (loss) income		(512,127	)		115,264
Total Stockholders’ Deficit	$	(13,456,471	)	$	(4,383,923	)
Total Liabilities and Stockholders’ Deficit	$	20,442,325		$	9,180,706

~~REPORT~~See OFAccompanying ~~INDEPENDENT~~Notes ~~REGISTERED~~to ~~PUBLIC~~the ~~ACCOUNTING~~Financial ~~FIRM~~Statements

~~To:~~F-3

~~The~~CANG ~~Board~~BAO ofTIAN ~~Directors~~XIA ~~and~~INTERNATIONAL ~~Stockholders~~ART ofTRADE CENTER, INC. AUDITED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (Stated in US Dollars)

Cang Bao Tian Xia International Art Trade Center, Inc.

	For the year ended
	June 30,
	2021			2020
Net revenues	$	1,303,486		$	7,153,948
Cost of revenues		1,730,812			4,005,174
Gross profit		(427,326	)		3,148,774

Operating expenses:
Selling and marketing expenses		4,651,912			2,649,541
General & administration expenses		3,029,319			2,390,341
Total operating expenses		7,681,231			5,039,882

Operating loss		(8,108,557	)		(1,891,108	)

Other income (expenses):
Interest income		7,699			7,929
Interest expense		-			-
Other income		5,544			6,050
Other expenses		(348,031	)		(70,189	)
Total other income (expenses)		(334,788	)		(56,210	)
Loss before income taxes		(8,443,345	)		(1,947,318	)
Provision for income taxes		1,812			12,696
Net loss		(8,445,157	)		(1,960,014	)

Other comprehensive income:
Foreign currency translation (loss) gain		(627,391	)		115,264
Comprehensive loss	$	(9,072,548	)	$	(1,844,750	)

Loss per share per common stock
- Basic and diluted		(0.08	)		(0.02	)

Basic and diluted weighted average shares outstanding		110,319,245			110,319,245

~~Opinion~~See Accompanying onNotes to the Financial Statements

We have audited the accompanying balance sheets of Cang Bao Tian Xia International Art Trade Center, Inc. (the “Company”) as of June 30, 2020 and 2019, and the related statements of operations, stockholders’ equity, and cash flows for the years in twoF-year period then ended June 30, 2020, and the related notes (collectively referred to as the financial statements). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of June 30, 2020 and 2019, and the results of its operations and its cash flows for the in the two-year period then ended June 30, 2020, in conformity with accounting principles generally accepted in the United States of America.4

~~Explanatory~~CANG BAO ~~Paragraph~~TIAN ~~Regarding~~XIA ~~Going~~INTERNATIONAL ~~Concern~~ART TRADE CENTER INC.

~~The~~AUDITED CONSOLIDATED ~~accompanying~~STATEMENTS ~~financial~~OF ~~statements~~CHANGES ~~have~~IN been prepared assuming that the Company will continue as a going concern. As discussed in Note 2 to the financial statements, the Company has not yet established an ongoing source of revenues and cash flows sufficient to cover its operating costs, which raises substantial doubt about its ability to continue as a going concern. ManagementSHAREHOLDERS’s ~~plan in regards to these matters are described in Note 2. These financial statements do not include any adjustments that might result from the outcome of this uncertainty.~~EQUITY

~~Basis~~(Stated in ~~for~~US ~~Opinion~~Dollars)

	For the year ended June 30, 2020
									Additional		Accumulated Deficit					Accumulated Other
	Preferred Stock				Common Stock				Paid-in		Statutory					Comprehensive
	Shares		Amount		Shares		Amount		Capital		Reserves		Unrestricted			Income (Loss)		Total
BALANCE, July 1, 2019		9,920,000	$	9,920		110,319,245	$	110,319	$	20,434,840		-	$	(23,094,252	)	$	-	$	(2,539,173	)
Net loss		-		-		-		-		-		-		(1,960,014	)		-		(1,960,014	)
Foreign currency translation		-		-		-		-		-		-		-			115,264		115,264
BALANCE, June 30, 2020		9,920,000	$	9,920		110,319,245	$	110,319		20,434,840	$	-	$	(25,054,266	)	$	115,264	$	(4,383,923	)

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.

	For the year ended June 30, 2021
									Additional		Accumulated Deficit					Accumulated Other
	Preferred Stock				Common Stock				Paid-in		Statutory					Comprehensive
	Shares		Amount		Shares		Amount		Capital		Reserves		Unrestricted			Income (Loss)			Total
BALANCE, July 1, 2020		9,920,000		9,920		110,319,245		110,319		20,434,840		-		(25,054,266	)		115,264			(4,383923	)
Net loss		-		-		-		-		-		-		(8,445,157	)		-			(8,445,157	)
Foreign currency translation		-		-		-		-		-		-		-			(627,391	)		(627,391	)
BALANCE, June 30, 2021		9,920,000	$	9,920		110,319,245	$	110,319	$	20,434,840	$	-	$	(33,499,423	)	$	(512,127	)	$	(13,456,471	)

~~Our~~See Accompanying ~~audits~~Notes ~~included performing procedures~~ to ~~assess~~ the ~~risks~~Financial of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.Statements

~~/s/ JLKZ CPA LLP~~F-5

~~JLKZ~~CANG ~~CPA~~BAO ~~LLP~~TIAN XIA INTERNATIONAL ART TRADE CENTER, INC. AUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS (Stated in US Dollars)

http://www.jlkzcpa.com

	For the year ended June 30,
	2021			2020
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$	(8,445,157	)	$	(1,960,014	)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Depreciation of plant and equipment		8,405			2,472
Amortization of intangible assets		95,739			47,576
Accounts receivables		3,593,579			(3,364,041	)
Other receivables		16,273			(50,152	)
Related party receivable		(1,137,746	)		(22,180	)
Inventories		363,199			(129,261	)
Prepayments		(6,608,026	)		(1,107,794	)
Accounts payable		(6,241,761	)		7,790,515
Other payables and accrued liabilities		11,740			(1,211,974	)
Customer deposits		16,747,375			-
Taxes payable		501			3,286
Net cash used in operating activities		(1,595,879	)		(1,567	)

CASH FLOWS FROM INVESTING ACTIVITIES:
Sales of intangible assets		12,812			16,809
Purchase of equipment		(175,968	)		(5,155	)
Net cash (used in) provided by investing activities		(163,156	)		11,654

CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from related parties		33,748			78,671
Net cash provided by financing activities		33,748			78,671

EFFECT OF EXCHANGE RATE ON CASH		215,197			(438,545	)

NET DECREASE IN CASH		(1,510,090	)		(349,787	)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD		2,710,150			3,059,937
CASH AND CASH EQUIVALENTS, END OF PERIOD	$	1,200,060		$	2,710,150

SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid for income tax	$	1,812		$	12,696
Cash paid for interest	$	-		$	-

~~Flushing,~~See Accompanying ~~New~~Notes ~~York~~to the Financial Statements

~~October 13, 2020~~F-6

WeCANG BAO ~~have~~TIAN ~~served~~XIA asINTERNATIONAL ~~the~~ART ~~Company’s~~TRADE ~~auditor~~CENTER, ~~since July 2020~~INC.

~~F-2~~NOTES TO FINANCIAL STATEMENTS

~~CANG~~JUNE 30, ~~BAO~~2021 ~~TIAN~~AND ~~XIA INTERNATIONAL ART TRADE CENTER, INC.~~2020

~~BALANCE~~NOTE 1 ~~SHEETS~~– ORGANIZATION AND BASIS OF ACCOUNTING

	June 30,			June 30,
	2020			2019
ASSETS
Current assets
Cash and cash equivalents	$	—			—
Total current assets		—			—
Total Assets	$	—			—
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities
Accounts payable and accrued expense	$	16,000			10,650
Loan payable – related party		95,045			15,856
Total current liabilities		111,045			26,506
Total liabilities		111,045			26,506
Shareholders' deficit
Series A Preferred Stock, 10,000,000 shares authorized at $0.001 per share: 9,920,000 shares issued and outstanding as of June 30, 2020 and 2019, respectively		9,920			9,920
Common stock, par value $0.001 per share; 500,000,000 shares authorized; 35,319,245 shares issued and outstanding as of June 30, 2020 and 2019, respectively		35,319			35,319
Additional paid-in capital		20,509,840			20,509,840
Accumulated deficit		(20,666,124	)		(20,581,585	)
Total shareholders' equity		(111,045	)		(26,506	)
Total Liabilities and Shareholders' Equity	$	—			—

Cang Bao Tian Xia International Art Trade Center, Inc., formerly Zhongchai Machinery, Inc., and before that Equicap, Inc., a Nevada corporation (the “Company”, was a manufacturer and distributor of gears and gearboxes and drive axles that were marketed and sold to equipment manufacturers in China.

~~The~~On July ~~accompanying~~6, ~~notes~~2007, ~~are~~the anBoard ~~integral~~of ~~part~~Directors of ~~these~~Zhejiang ~~consolidated~~Zhongchai ~~financial~~Machinery ~~statements~~Co., Ltd. (“Zhejiang Zhongchai”), the China based and 75% owned subsidiary of the Company, approved and finalized a Share Purchase Agreement (“Share Purchase Agreement”) with Xinchang Keyi Machinery Co., Ltd., (“Keyi”) a corporation incorporated in the People’s Republic of China. Pursuant to the Share Purchase Agreement, Zhejiang Zhongchai purchased all the outstanding equity of Zhejiang Shengte Transmission Co., Ltd. (“Shengte”) from Keyi, the sole owner of Shengte for approximately $3.7 million

~~F-3~~On March 7, 2007, the Company and Usunco Automotive, Ltd. (“Usunco”), a British Virgin Islands company, entered into a Share Exchange Agreement (“Exchange Agreement”) which was consummated on March 9, 2007. Under the terms of the Exchange Agreement, the Company acquired all of the outstanding equity securities of Usunco in exchange for 18,323,944 shares of the Company’s common stock.

~~CANG~~Since the ~~BAO~~Company ~~TIAN~~had ~~XIA~~been ~~INTERNATIONAL~~a ~~ART~~public ~~TRADE~~shell ~~CENTER~~company prior to the share exchange, ~~INC~~the share exchange was treated as a recapitalization of the Company. As such, the historical financial information prior to the share exchange was that of Usunco and its subsidiaries. Historical share amounts were restated to reflect the effect of the share exchange.

~~STATEMENTS~~On June OF18, ~~OPERATIONS~~2006, Usunco acquired 100% of IBC Automotive Products Inc (“IBC”), a California Corporation as of May 14, 2004 (date of inception), through a Share Exchange Agreement of 28% of Usunco’s shares. IBC was considered a “predecessor” business to Usunco as its operations constituted the business activities of Usunco formed to consummate the acquisition of IBC. The consolidated financial statements at that time reflected all predecessor statements of income and cash flow activities from the inception of IBC in May 2004.

	For the Years Ended June 30,
	2020			2019
Operating expenses:
Legal expense		60,500			25,750
Audit and accounting expense		16,370			16,550
License and registration fees		4,651			5,181
Transfer agent		3,018			1,300
Postage and Mailing		—			75
Total operating expenses		84,539			48,856
Net loss		(84,539	)		(48,856	)
Net loss per common share – basic and diluted		(0	)		(0	)
Weighted average common shares outstanding – basic and diluted		35,319,245			35,319,245

~~The~~On September ~~accompanying~~22, ~~notes~~2009, ~~are~~Xinchang anXian ~~integral~~Lisheng ~~part~~Machinery Co., Ltd. (“Lisheng”) was incorporated by Zhejiang Zhongchai and two individual investors. Total registered capital of ~~these~~Lisheng ~~consolidated~~was ~~financial~~RMB ~~statements~~5 million, of which Zhejiang Zhongchai accounted for 60%. The Company started production of die casting products in 2010 for use in gearboxes, diesel engines and other machinery products.

~~F-4~~On December 16, 2009, Zhongchai Machinery and its wholly owned subsidiaries, Usunco and Zhongchai Holding (Hong Kong) Limited, a Hong Kong company (“Zhongchai Holding”), took action to approve transfer of the shares of Zhejiang Zhongchai Machinery Co., from Usunco to Zhongchai Holding. The transfer was completed on December 23, 2009. The purpose of the transfer was to take advantage of the tax treaty between the Peoples Republic of China and the Special Administrative Region of Hong Kong which reduces the withholding tax rate of the PRC on payments to entities outside of China. Usunco, which no longer had any assets after transferring all of them to Zhongchai Holding was subsequently dissolved. The consolidated financial statements continued to account for Zhejiang Zhongchai Machinery Co., in the same manner as before the transfer of the ownership. Shareholder approval by the shareholders of Zhongchai Machinery was not required under Nevada law, as there was no sale of all or substantially all the assets of the Company. The shareholder ownership and shareholder rights of Zhongchai Machinery remained the same as before the transaction.

~~CANG BAO TIAN XIA INTERNATIONAL ART TRADE CENTER INC.~~F-7

~~STATEMENTS~~On April OF26, ~~CHANGES~~2010, INZhongchai ~~SHAREHOLDERS~~Holding (Hong Kong) Limited (“Zhongchai Holding”), which owned 75% of the equity in Zhejiang Zhongchai Machinery Co., Ltd. (“Zhejiang Zhongchai”), executed a Share Purchase Agreement (“Share Purchase Agreement”) with Xinchang Keyi Machinery Co., Ltd., (“Keyi”) a corporation incorporated in the People’s ~~EQUITY~~Republic of China. Pursuant to the Share Purchase Agreement, Zhongchai Holding purchased the residual 25% equity of Zhejiang Zhongchai Machinery Co., Ltd. (“Zhejiang Zhongchai”) from Keyi at $2.6 million. The Share Purchase Agreement was approved by the local government agency and a new business license was issued as Wholly Foreign Owned Enterprise.

	Series A Preferred Stock: Shares						Common Stock: Shares				Additional
	Number of						Number of				Paid-In			Accumulated
	Shares			Amount			Shares		Amount		Capital			Deficit			Total
Balance at June 30, 2018		10,000,000		$	10,000			3,319,245	$	3,319	$	20,505,314		$	(20,532,729	)	$	(14,096	)
Conversion of Preferred stock into common stock		(80,000	)		(80	)		32,000,000		32,000		(31,920	)					—
Forgiveness of related party debt												36,446						36,446
Net Loss															(48,856	)		(48,856	)
Balance at June 30, 2019		9,920,000			9,920			35,319,245		35,319		20,509,840			(20,581,585	)		(26,506	)
Net Loss															(84,539	)		(84,539	)
Balance at June 30, 2020		9,920,000		$	9,920			35,319,245	$	35,319	$	20,509,840		$	(20,666,124	)	$	(111,045	)

On July 26, 2011, the Company held a Special Meeting of Shareholders. At the special meeting the Company’s shareholders approved an amendment to cease its periodic reporting obligation under the Securities Exchange Act of 1934 and thereby forego many of the expenses associates with operating as a public company subject to SEC reporting obligations.

~~The~~On July ~~accompanying~~27, ~~notes~~2011, ~~are~~the anCompany ~~integral~~approved ~~part~~a 1 for 120 reverse stock split of ~~these~~its ~~consolidated~~then ~~financial~~outstanding ~~statements~~shares of the Company’s Common Stock.

~~F-5~~On July 29, 2011, the Company terminated its registration as a reporting issuer with the Securities and Exchange Commission. As a result, it became unclear when and if the Company ceased conducting business operations, as no further information became publicly available.

~~CANG~~On May ~~BAO~~11, ~~TIAN~~2018, ~~XIA~~the ~~INTERNATIONAL~~eighth ~~ART~~judicial ~~TRADE~~District ~~CENTER~~Court of Nevada appointed Custodian Ventures, ~~INC~~LLC as custodian for the Company, then known as Zhongchai Machinery, Inc., proper notice having been given to the officers and directors of Zhongchai Machinery, Inc. There was no opposition. On May 16, 2018, the Company filed a certificate of revival with the State of Nevada, appointing David Lazar as, President, Secretary, Treasurer and Director. On June 19, 2018, the Company issued 3,096,200 shares of common stock issued at par value of $0.001, to Custodian Ventures, LLC, for services valued at $3,096.20. On June 19, 2018, the Company issued 10,000,000 shares of Series A Preferred Stock issued at par value of $0.001, to Custodian Ventures, LLC, for services valued at $4,000,000.

~~STATEMENTS~~On July OF24, ~~CASH~~2018, ~~FLOWS~~the Company filed a Form 10 with the Securities and Exchange Commission, to again become a reporting issuer.

	For the Years Ended June 30,
	2020			2019
Cash flows from operating activities
Net Loss	$	(84,539	)	$	(48,856	)
Adjustments to reconcile net loss to net cash from operations:
Forgiveness of related party loan		—			31,446
Forgiveness of related party notes payable		—			5,000
Changes in assets and liabilities:
Accounts payable		5,350			10,650
Net cash used in operating activities	$	(79,189	)	$	(1,760	)
Cash flows from financing activities
Proceeds from related party		79,190			33,206
Repayments on related party notes payable		—			(5,000	)
Repayment on related party loan		—			(31,446	)
Net cash provided by financing activities	$	79,190		$	(3,240	)
Net increase in cash, and cash equivalents		1			(5,000	)
Effect on changes in foreign exchange rate		(1	)		—
Cash, and cash equivalents, beginning of period		—			5,000
Cash, and cash equivalents, end of period	$	—		$	—
Non cash investing and financing activities
Debt forgiveness recorded in additional paid in capital		—			36,446

On December 16, 2018, Custodian Ventures LLC (the “Seller”), entered into a Stock Purchase Agreement (the “Stock Purchase Agreement”) pursuant to which the Seller agreed to sell to Xingtao Zhou and Yaqin Fu (together, the “Purchaser”), the 3,096,200 common shares and the 10,000,000 preferred shares of the Company (together, the “Shares”) owned by the Seller, for a total purchase price of $375,000. As a result of the sale, and David Lazar’s resignation as sole officer and director of the Company, there was a change of control of the Company. There is no family relationship or other relationship between the Seller and the Purchaser.

~~The~~On January ~~accompanying~~08, ~~notes~~2019, ~~are~~the ancorporate ~~integral~~name ~~part~~ of ~~these~~the ~~consolidated~~Company ~~financial~~was ~~statements~~changed to Cang Bao Tian Xia International Art Trade Center, Inc., and shortly thereafter the Company’s trading symbol was changed to TXCB.

FOn July 27, 2020 (the “Closing Date”), and as reported in the Company’s Form 8-6K filed with the SEC on that same date, we entered into a Share Exchange Agreement (the “Exchange Agreement”) by and among (i) the Company, (ii) Zhi Yuan Limited, a Cayman Islands company (“Cayman Company”), and (iii) the three beneficial shareholders of Cayman Company (each, a “Cayman Company Shareholder” and collectively, the “Cayman Company Shareholders”).

~~CANG~~Pursuant to ~~BAO~~the ~~TIAN~~terms ~~XIA~~of ~~INTERNATIONAL~~the ~~ART~~Exchange ~~TRADE~~Agreement, ~~CENTER~~the Cayman Company Shareholders agreed to sell to Cang Bao, ~~INC~~and Cang Bao agreed to purchase, all shares of Cayman Company held by them, which shares represent 100% of the issued and outstanding shares of Cayman Company. In exchange, Cang Bao agreed to issue to the Cayman Company Shareholders an aggregate of 75,000,000 shares of Cang Bao common stock, representing approximately 67.98% of Cang Bao’s total issued and outstanding common stock (the “Share Exchange”).

~~NOTES~~Our directors TOapproved ~~FINANCIAL~~the ~~STATEMENTS~~Exchange Agreement and the transactions contemplated thereby. Simultaneously, the directors of Cayman Company also approved the Exchange Agreement and the transactions contemplated thereby. The Share Exchange closed on July 27, 2020. Both Yaqin Fu, who is the wife of one of our directors, and Mr. Xingtao Zhou, our President, Chief Executive Officer, Chief Financial Officer, Chairman of the Board and principal shareholder, were Cayman Company Shareholders who exchanged their Cayman Company shares for shares of the Company. After giving effect to the Share Exchange, Mr. Zhou owns 59,839,271 shares of our common stock, which represents 54.24% of our outstanding common stock, and 100% of our issued and outstanding preferred shares.

~~JUNE 30, 2020 AND 2019~~F-8

~~NOTE~~As a 1result –of ~~ORGANIZATION~~the ~~AND~~Share ~~BASIS~~Exchange, OFCayman ~~ACCOUNTING~~Company became our wholly owned subsidiary and we are its public holding company. After giving effect to the Share Exchange, the Company acquired 100% of the assets and operations of Cayman Company and its subsidiaries, the business and operations of which now constitutes our primary business and operations. After giving effect to the Share Exchange, we own 100% of the issued and outstanding shares of capital stock of Cayman Company. Cayman Company is a holding company that owns Cangyun (Hong Kong) Limited (“Hong Kong Company”), which in turn owns and controls Shanghai Cangyun Management Consulting Co., Ltd. (“Management Consulting”), which has entered into contractual agreements to control Hainan Cangbao Tianxia Cultural Relic Co., Ltd. (“Hainan”) and Cangbao Tianxia (Shanghai) Cultural Relic Co., Ltd. (“Tianxia Cultural Relic,” and together with Hainan, the “Target Companies” or “VIEs”).

~~Cang~~The Exchange ~~Bao~~Agreement ~~Tian~~contains ~~Xia~~customary ~~International Art Trade Center~~representations, ~~Inc.~~warranties, ~~formerly~~covenants ~~Zhongchai Machinery, Inc.,~~ and ~~before~~conditions ~~that~~for ~~Equicap, Inc.,~~ a ~~Nevada~~transaction ~~corporation~~of ~~(the~~this ~~“Company”,~~type ~~was~~for athe ~~manufacturer and distributor~~ benefit of ~~gears~~the ~~and gearboxes and drive axles that were marketed and sold to equipment manufacturers in China~~parties.

OnFor federal ~~July~~income 6,tax ~~2007~~purposes, it is intended that the ~~Board~~Share Exchange qualify as a reorganization under the provisions of ~~Directors~~Section 368(a) of ~~Zhejiang~~the ~~Zhongchai~~Internal ~~Machinery~~Revenue ~~Co.~~Code of 1986, ~~Ltd.~~as amended (~~“Zhejiang~~the ~~Zhongchai~~“Code”). However, ~~the~~we ~~China~~did ~~based~~not ~~and~~obtain ~~75%~~any ~~owned~~tax ~~subsidiary~~opinion ofand ~~the~~there ~~Company,~~can ~~approved~~be no ~~and~~assurance ~~finalized~~that aour ~~Share~~intent ~~Purchase~~that ~~Agreement~~the (“Share ~~Purchase~~Exchange ~~Agreement”)~~qualify ~~with~~as ~~Xinchang~~a ~~Keyi~~reorganization ~~Machinery~~under ~~Co.,~~the ~~Ltd.,~~provisions of Section 368(~~“Keyi”~~a) aof ~~corporation~~the ~~incorporated~~Code inis correct. Cayman Company is considered the ~~People’s~~acquirer ~~Republic~~for ofaccounting ~~China~~and financial reporting purposes. ~~Pursuant~~The toassets ~~the~~and ~~Share~~liabilities ~~Purchase~~of ~~Agreement,~~Cayman Company ~~Zhejiang~~have ~~Zhongchai~~been ~~purchased~~brought ~~all~~forward ~~the~~at ~~outstanding~~their ~~equity~~book ofvalue ~~Zhejiang~~and ~~Shengte~~no ~~Transmission~~goodwill ~~Co.,~~has ~~Ltd~~been recognized. ~~(“Shengte”)~~As ~~from~~a ~~Keyi,~~result of the ~~sole~~acquisition ~~owner~~of all the issued and outstanding shares of ~~Shengte~~Cayman ~~for~~Company, ~~approximately~~we ~~$3.7~~have ~~million~~now assumed Cayman Company’s business operations as our own.

OnImmediately prior ~~March~~to ~~7, 2007,~~ the ~~Company~~closing ~~and~~of ~~Usunco~~the ~~Automotive,~~Share ~~Ltd.~~Exchange ~~(“Usunco”),~~described aabove ~~British~~pursuant ~~Virgin~~to ~~Islands~~which ~~company,~~Cayman ~~entered~~Company ~~into~~became a ~~Share~~wholly ~~Exchange~~owned ~~Agreement~~subsidiary ~~(“Exchange~~of ~~Agreement”)~~the ~~which~~Company, the Company was ~~consummated~~a on“shell ~~March 9~~company,” ~~2007.~~as ~~Under~~such ~~the~~term ~~terms~~is ofdefined ~~the~~in ~~Exchange~~Rule ~~Agreement,~~12b-2 under the ~~Company~~Securities ~~acquired~~Exchange ~~all~~Act of 1934, as amended (the ~~outstanding~~“Exchange ~~equity~~Act”). ~~securities~~As ofa ~~Usunco~~result inof ~~exchange~~the ~~for~~Share 18Exchange,~~323,944~~ ~~shares~~we ofare ~~the~~no ~~Company’s~~longer ~~common~~a ~~stock~~“shell company.”

~~Since~~The Share ~~the~~Exchange ~~Company~~was ~~had~~accounted ~~been~~as a ~~public~~business ~~shell~~combination ~~company~~under ~~prior~~common tocontrol, in which all of the ~~share~~combining ~~exchange,~~entities or businesses are ultimately controlled by the ~~share~~same ~~exchange~~party ~~was~~or ~~treated~~parties, asboth abefore ~~recapitalization~~and ofafter the ~~Company~~business combination, and that control is not transitory. The Asbusiness ~~such,~~combination ~~the~~under ~~historical~~common ~~financial~~control ~~information~~of ~~prior~~accounting tois based on the ~~share~~historical ~~exchange~~consolidated ~~was~~financial ~~that~~statements of ~~Usunco~~the Company and ~~its~~Cayman ~~subsidiaries~~Company. ~~Historical~~In ~~share~~accordance ~~amounts~~with ~~were~~ASC ~~restated~~805-50-45-5, tofor ~~reflect~~transactions ~~the~~between ~~effect~~entities ofunder ~~the~~common ~~share~~control, ~~exchange~~financial statements and financial information presented for prior periods have been retroactively adjusted to furnish comparative information.

OnZhi Yuan ~~June~~Limited ~~18, 2006, Usunco acquired 100% of IBC Automotive Products Inc~~ (“~~IBC~~Zhi Yuan”), awas ~~California~~incorporated ~~Corporation~~on asApril of15, ~~May~~2019 ~~14,~~under ~~2004~~the ~~(date~~laws of ~~inception),~~the ~~through~~Cayman aIslands ~~Share~~as ~~Exchange~~a ~~Agreement~~holding ofcompany. ~~28%~~On May of22, ~~Usunco’s~~2019, ~~shares.~~ZhiYuan ~~IBC~~incorporated ~~was considered~~ a ~~“predecessor”~~wholly ~~business~~owned tosubsidiary ~~Usunco~~Cang asYun ~~its~~(Hong ~~operations~~Kong) ~~constituted~~Limited ~~the~~(“Cang ~~business~~Yun ~~activities~~HK”) ofin ~~Usunco~~Hong ~~formed to consummate the acquisition of IBC~~Kong. ~~The~~On July ~~consolidated~~30, ~~financial~~2019, ~~statements~~Cang atYun ~~that~~HK ~~time~~incorporated ~~reflected~~a ~~all~~wholly ~~predecessor~~foreign ~~statements~~owned ofenterprise ~~income~~(“WFOE”) ~~and~~Shanghai ~~cash~~Cangyun ~~flow~~Management ~~activities~~Consulting Co., ~~from~~Ltd. ~~the~~(“Shanghai ~~inception~~Cangyun”) ~~of IBC~~ in ~~May~~Shanghai, ~~2004~~China.

On August ~~June 15~~8, ~~2009~~2019, ~~IBC~~Shanghai ~~was~~Cangyun ~~sold~~entered tointo ~~certain~~a ~~management~~series ~~persons~~ of ~~IBC~~Variable inInterest ~~exchange~~Entity ~~for~~(“VIE”) agreements with the ~~following:~~owners of Hainan Cangbao Tianxia Cultural Relic Co., Ltd. (i“Hainan Cangbao”) ~~the~~and ~~cancellation~~Cangbao ofTianxia an(Shanghai) ~~aggregate~~Cultural ofRelic ~~555~~Co.,~~994~~ ~~shares~~Ltd. (“Shanghai ofCangbao”). ~~common~~Pursuant ~~stock~~to the VIE agreements, Hainan Cangbao and Shanghai Cangbao became Shanghai Cangyun’s contractually controlled affiliate. The purpose and effect of the ~~Company~~VIE ~~which~~Agreements ~~those~~is ~~individuals~~to ~~owned,~~provide Shanghai Cangyun with all management control and ~~(ii)~~net ~~the~~profits ~~payment~~earned ofby ~~$60~~Hainan Cangbao and Shanghai Cangbao. Hainan Cangbao was incorporated on May 30,~~000~~ in2018 ~~installments~~and ~~pursuant~~Shanghai toCangbao ~~the~~was incorporated ~~terms~~on ofJune 28, 2019. The entities operate an ~~unsecured~~online ~~promissory~~and ~~note~~offline cultural exchange service platform, ~~the~~through ~~final~~which ~~payment~~dedicated to create industry standards for art investment and creating a model of online art exchanges and transactions, which ~~was~~allows ~~made~~collectors, artists, onart ~~November~~dealers 15and owners to access a much larger art trading market, ~~2010~~allowing them to engage with a wide range of collectibles or artwork investors. AsUpon ~~part~~executing a series of ~~the~~VIE ~~transaction~~agreements, ~~the~~Hainan ~~Company~~Cangbao ~~cancelled~~and ~~$428,261~~Shanghai ~~through~~Cangbao ~~the~~are ~~closing~~considered ~~date,~~Variable ofInterest entities ~~inter-company~~(“VIE”) ~~debt~~and ~~which~~Shanghai ~~funds~~Cangbao ~~had~~is ~~been~~the ~~used~~primary inbeneficiary. Accordingly, Hainan Cangbao and Shanghai Cangbao are consolidated under the ~~business~~guidance of ~~IBC~~FASB ~~prior~~Accounting toStandards ~~the~~Codification ~~transaction~~(“ASC”) 810, Consolidation.

OnCang Bao ~~September~~Tian ~~22,~~Xia ~~2009,~~International ~~Xinchang~~Art ~~Xian~~Trade ~~Lisheng Machinery Co.~~Center, ~~Ltd~~Inc. ~~(“Lisheng”)~~and ~~was~~its ~~incorporated~~consolidated bysubsidiaries ~~Zhejiang Zhongchai~~ and ~~two~~VIE ~~individual~~are ~~investors.~~collectively ~~Total~~referred ~~registered~~to ~~capital~~herein ofas ~~Lisheng was RMB 5 million, of which Zhejiang Zhongchai accounted for 60%. The~~ the “Company” ~~started~~unless ~~production~~specific ofreference ~~die~~is ~~casting~~made ~~products~~to inan ~~2010 for use in gearboxes, diesel engines and other machinery products~~entity.

On December 16, 2009, Zhongchai Machinery and its wholly owned subsidiaries, Usunco and Zhongchai Holding (Hong Kong) Limited, a Hong Kong company (“Zhongchai Holding”), took action to approve transfer of the shares of Zhejiang Zhongchai Machinery Co., from Usunco to Zhongchai Holding. The transfer was completed on December 23, 2009. The purpose of the transfer was to take advantage of the tax treaty between the Peoples Republic of China and the Special Administrative Region of Hong Kong which reduces the withholding tax rate of the PRC on payments to entities outside of China. Usunco, which no longer had any assets after transferring all of them to Zhongchai Holding was subsequently dissolved. The consolidated financial statements continued to account for Zhejiang Zhongchai Machinery Co., in the same manner as before the transfer of the ownership. Shareholder approval by the shareholders of Zhongchai Machinery was not required under Nevada law, as there was no sale of all or substantially all the assets of the Company. The shareholder ownership and shareholder rights of Zhongchai Machinery remained the same as before the transaction.F-9

On April 26, 2010, Zhongchai Holding (Hong Kong) Limited (“Zhongchai Holding”), which owned 75% of the equity in Zhejiang Zhongchai Machinery Co., Ltd. (“Zhejiang Zhongchai”), executed a Share Purchase Agreement (“Share Purchase Agreement”) with Xinchang Keyi Machinery Co., Ltd., (“Keyi”) a corporation incorporated in the People’s Republic of China. Pursuant to the Share Purchase Agreement, Zhongchai Holding purchased the residual 25% equity of Zhejiang Zhongchai Machinery Co., Ltd. (“Zhejiang Zhongchai”) from Keyi at $NOTE 2.6 ~~million.~~– ~~The~~SUMMARY ~~Share~~OF ~~Purchase~~SIGNIFICANT ~~Agreement~~ACCOUNTING ~~was approved by the local government agency and a new business license was issued as Wholly Foreign Owned Enterprise.~~POLICIES

~~F-7~~Basis of Presentation

~~CANG~~The accompanying ~~BAO~~audited ~~TIAN~~consolidated ~~XIA~~financial ~~INTERNATIONAL~~statements ~~ART~~have ~~TRADE~~been ~~CENTER~~prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”). This basis of accounting differs in certain material respects from that used for the preparation of the books of Hainan Cangbao and Shanghai Cangbao, ~~INC~~which are prepared in accordance with the accounting principles and the relevant financial regulations applicable to enterprises with limited liabilities established in the PRC (“PRC GAAP”), the accounting standards used in the places of their domicile. The accompanying audited consolidated financial statements reflect necessary adjustments not recorded in the books of Hainan Cangbao and Shanghai Cangbao to present them in conformity with U.S. GAAP.

~~NOTES~~Principals of ~~TO FINANCIAL STATEMENTS~~Consolidation

~~JUNE~~The audited 30consolidated financial statements include the accounts of the Company, ~~2020~~its ~~AND~~wholly ~~2019~~and majority owned subsidiaries, and consolidated VIE and its subsidiaries for which the Company is the primary beneficiary.

OnAll transactions ~~July~~and ~~26,~~balances ~~2011,~~among the Company, ~~held a Special Meeting of Shareholders. At the special meeting the Company’s shareholders approved an amendment to cease~~ its ~~periodic~~subsidiaries ~~reporting obligation under the Securities Exchange Act of 1934~~ and consolidated ~~thereby~~VIE ~~forego~~have ~~many~~been ofeliminated ~~the~~upon ~~expenses associates with operating as a public company subject to SEC reporting obligations~~consolidation.

OnThe accompanying ~~July~~audited ~~27,~~consolidated ~~2011,~~financial ~~the~~statements ~~Company~~of ~~approved~~Cang aBao 1Tian ~~for~~Xia ~~120~~International ~~reverse~~Art ~~stock~~Trade ~~split~~Center, ofInc. ~~its~~reflect the ~~then~~activities ~~outstanding shares~~ of the ~~Company’s~~following ~~Common Stock.~~entities:

On July 29, 2011, the Company terminated its registration as a reporting issuer with the Securities and Exchange Commission. As a result, it became unclear when and if the Company ceased conducting business operations, as no further information became publicly available.


Name	Background	Ownership
Cang Bao Tian Xia International Art Trade Center, Inc.(“Cang Bao”)	· A holding company · A Nevada company

Zhi Yuan Limited (“Zhi Yuan”)	· A Cayman Island company · Incorporated on April 15, 2019	100% owned by Cang Bao

Cang Yun (Hong Kong) Limited (“Cang Yun HK”)	· A Hong Kong company · Incorporated on May 22, 2019 · A holding company	100% owned by Zhi Yuan

Shanghai Cangyun Management Consulting Co., Ltd. (“Shanghai Cangyun”)	· A PRC company and deemed a wholly foreign owned enterprise · Incorporated on July 30, 2019 · Subscribed capital of $10,000 · A holding company	100% owned by Cang Yun HK

Hainan Cangbao Tianxia Cultural Relic Co., Ltd. (“Hainan Cangbao”)	· A PRC limited liability company · Incorporated on May 30, 2018 · Subscribed capital of $1,454,491 (RMB 10,000,000) · Operate online and offline cultural exchange service platform	VIE of Shanghai Cangyun WFOE

Cangbao Tianxia (Shanghai) Cultural Relic Co., Ltd. (“Shanghai Cangbao”)	· A PRC limited liability company · Incorporated on May 30, 2018 · Subscribed capital of $4,799,821 (RMB 33,000,000) · Operate online and offline cultural exchange service platform	VIE of Shanghai Cangyun WFO

OnVIE Agreements May 11, 2018, the eighth judicial District Court of Nevada appointed Custodian Ventures, LLC as custodian for the Company, then known as Zhongchai Machinery, Inc., proper notice having been given to the officers and directors of Zhongchai Machinery, Inc. There was no opposition. On May 16, 2018, the Company filed a certificate of revival with ~~the~~Shanghai State of Nevada, appointing David Lazar as, President, Secretary, Treasurer and Director. On June 19, 2018, the Company issued 3,096,200 shares of common stock issued at par value of $0.001, to Custodian Ventures, LLC, for services valued at $3,096.20. On June 19, 2018, the Company issued 10,000,000 shares of Series A Preferred Stock issued at par value of $0.001, to Custodian Ventures, LLC, for services valued at $4,000,000.Cangyun

OnUnder the ~~July~~laws ~~24,~~and ~~2018,~~regulations of the ~~Company~~PRC, ~~filed~~foreign apersons ~~Form~~and 10foreign ~~with~~companies are restricted from investing directly in certain businesses within the ~~Securities~~PRC. As such, Hainan Cangbao and ~~Exchange~~Shanghai ~~Commission,~~Cangbao toare ~~again~~controlled ~~become~~through VIE Arrangements in lieu of direct equity ownership. Such VIE arrangements consist of a ~~reporting~~series ~~issuer~~of four agreements (collectively, the “VIE Arrangements”), which were signed on August 8, 2019. The significant terms of the VIE Arrangements are as follows:

On December 16, 2018, Custodian Ventures LLC (the “Seller”), entered into a Stock Purchase Agreement (the “Stock Purchase Agreement”) pursuant to which the Seller agreed to sell to Xingtao Zhou and Yaqin Fu (together, the “Purchaser”), the 3,096,200 common shares and the F-10,000,000 preferred shares of the Company (together, the “Shares”) owned by the Seller, for a total purchase price of $375,000. As a result of the sale, and David Lazar’s resignation as sole officer and director of the Company, there was a change of control of the Company. There is no family relationship or other relationship between the Seller and the Purchaser.

OnExclusive Management ~~January~~Consultation ~~08,~~Service ~~2019, the corporate name of the Company was changed to Cang Bao Tian Xia International Art Trade Center, Inc., and shortly thereafter the Company’s trading symbol was changed to TXCB.~~Agreement

~~The~~Pursuant to ~~accompanying~~the ~~condensed~~Exclusive ~~financial~~Management ~~statements~~Consultation ~~are~~Service ~~prepared~~Agreement onbetween ~~the~~Management ~~basis~~Consulting ofand ~~accounting~~Hainan ~~principles~~Cangbao ~~generally~~Tianxia ~~accepted~~Cultural inRelic ~~the~~Co., Ltd. ~~United~~and ~~States~~Cangbao ofTianxia ~~America~~(Shanghai) Cultural Relic Co. (the “~~GAAP~~Target Companies” or “VIEs”)., ~~The~~dated ~~Company~~August is8, a2019, Management ~~development~~Consulting ~~stage~~has ~~enterprise~~the ~~devoting~~exclusive ~~substantial~~right ~~efforts~~to provide consultation and services to ~~establishing~~the aTarget ~~new~~Companies ~~business,~~in ~~financial~~the ~~planning,~~areas ~~raising~~of ~~capital~~funding, human resources, technology and ~~research~~intellectual ~~into~~property ~~products~~rights. ~~which~~For ~~may~~such ~~become~~services, ~~part~~the ofTarget Companies have agreed to pay service fees in the amount ~~Company’s~~of ~~product~~100% ~~portfolio.~~of ~~The~~their ~~Company~~net ~~has~~income ~~not~~and ~~realized~~also ~~significant~~have ~~sales~~the ~~through~~obligation ~~since~~to ~~inception~~absorb 100% of their own losses. AManagement ~~development~~Consulting ~~stage~~exclusively owns ~~company~~any isintellectual ~~defined~~property asrights ~~one~~arising infrom ~~which~~the ~~all~~performance ~~efforts~~of ~~are~~this ~~devoted~~Management ~~substantially~~Consultation toService ~~establishing~~Agreement. aThe ~~new~~Management Consultation ~~business~~Service ~~and,~~Agreement ~~even~~terminates ifat ~~planned~~the ~~principal~~same ~~operations~~time ~~have~~as ~~commenced~~the Equity Pledge Agreement, ~~revenues~~described ~~are~~in ~~insignificant~~the next paragraph.

~~NOTE~~Equity Pledge ~~2 – GOING CONCERN~~Agreement

~~The~~Pursuant to ~~accompanying~~those ~~condensed~~Equity ~~financial~~Pledge ~~statements~~Agreement ~~have~~dated ~~been~~August ~~prepared~~8, ~~assuming~~2019, ~~the~~among ~~continuation~~Management ofConsulting, the ~~Company~~Target asCompanies, athe ~~going~~Target ~~concern.~~Companies’ shareholders, ~~The~~who ~~Company~~are ~~has~~our ~~not~~CEO ~~yet~~Mr. ~~established~~Zhou, anYaqin ~~ongoing~~Fu ~~source~~(the wife of ~~revenues~~Liang ~~sufficient~~Tan, toa ~~cover~~director ~~its~~of ~~operating~~the ~~costs~~Company), and isWei ~~dependent~~Wang on(collectively, ~~debt~~the “Pledgors”), ~~and~~each ~~equity~~of ~~financing~~three topersons ~~fund~~pledged ~~its~~all ~~operations.~~of ~~Management~~their ofequity ~~the~~interests ~~Company~~in isthe ~~making~~Target ~~efforts~~Companies to ~~raise~~Management ~~additional~~Consulting to ~~funding~~guarantee ~~until~~the aTarget ~~registration~~Companies’ ~~statement~~performance ~~relating~~of torelevant anobligations ~~equity~~and ~~funding~~indebtedness ~~facility~~under isthe inManagement ~~effect.~~Consultation ~~While~~Service Agreement ~~management~~and of the ~~Company~~other ~~believes~~control ~~that~~agreements it(collectively, ~~will~~the be“Control ~~successful~~Agreements”). inIf ~~its~~the ~~capital~~Pledgors ~~formation~~breach ~~and~~their ~~planned~~obligations under ~~operating~~the ~~activities~~Control Agreements, ~~there~~Management ~~can~~Consulting, beas nopledgee, ~~assurance that the Company~~ will be ~~able~~entitled to ~~raise~~certain ~~additional~~rights, ~~equity~~including ~~capital~~the orright beto ~~successful~~dispose in of the ~~development~~pledged ~~and~~equity ~~commercialization~~interests ofin ~~the~~order ~~products~~to itrecover ~~develops~~the ordamages ~~initiates~~associated ~~collaboration~~with ~~agreements~~such ~~thereon~~breaches. The ~~accompanying~~Pledgors’ ~~financial~~obligations ~~statements~~shall dobe continuously ~~not~~valid ~~include~~until ~~any~~all ~~adjustments~~of tothe ~~reflect~~Pledgors ~~the~~are ~~possible~~no ~~future~~longer ~~effects~~shareholders onof the ~~recoverability~~Target ~~and~~Companies, ~~classification of assets~~ or until the ~~amounts~~satisfaction ~~and classification~~ of ~~liabilities~~all ~~that may result from~~ of the ~~possible~~Pledgors’ ~~inability~~obligations ofunder the ~~Company~~Control ~~to continue as a going concern~~Agreements.

~~F-8~~Call Option Agreement

~~CANG~~Pursuant to ~~BAO~~the ~~TIAN~~Call ~~XIA~~Option ~~INTERNATIONAL~~Agreement ~~ART~~among ~~TRADE~~Management ~~CENTER~~Consulting, ~~INC~~the Target Companies and the Pledgors, dated August 8, 2019, Management Consulting has the exclusive right to require that the Pledgors fulfill and complete all approval and registration procedures required under PRC laws for Management Consulting to purchase, or designate one or more persons to purchase, such shareholders’ equity interests in the Target Companies , in one or multiple transactions, at any time or from time to time, at Management Consulting’s sole and absolute discretion. The purchase price shall be the lowest price allowed by PRC laws. The Equity Option Agreements shall remain effective until all the equity interests in the Target Companies owned by the Pledgors have been legally transferred to Management Consulting or its designee(s).

~~NOTES TO FINANCIAL STATEMENTS~~Proxy Agreement

~~JUNE~~Pursuant to 30the Proxy Agreement among Management Consulting, ~~2020~~the ~~AND~~Pledgors and the Target Companies, dated August 8, 2019, the Pledgors irrevocably appointed Management Consulting or Management Consulting’s designee to exercise all of their rights as a shareholder of the Target Companies, including but not limited to the power to exercise all such shareholder’s voting rights with respect to all matters to be discussed and voted in shareholder meetings of the Target Companies. The Proxy Agreement remains effective until all equity interests in the Target Companies owned by the Pledgors have been legally transferred to Management Consulting or its designee(s).

~~NOTE~~Based on 3the –foregoing ~~SUMMARY~~VIE OFArrangements, Shanghai ~~SIGNIFICANT~~Cangyun ~~ACCOUNTING~~deemed ~~POLICIES~~to have effective control over Hainan Cangbao and Shanghai Cangbao, which enables Shanghai Cangyun to receive all of their expected residual returns and absorb the expected losses of the VIE, and Shanghai Cangyun is deemed the primary beneficiary of Hainan Cangbao and Shanghai Cangbao.

~~Cash~~The reorganization through VIE above are accounted as a transaction of entities under common control for accounting purposes where the shareholder of Hainan Cangbao and ~~Cash~~Shanghai ~~Equivalents~~Cangbao are the controlling shareholder of Cang Bao before and after the reorganization. Accordingly, the accompanying consolidated financial statements have been prepared as if the current corporate structure had been in existence throughout the periods presented.

For purposes of reporting within the statements of cash flows, the Company considers all cash on hand, cash accounts not subject to withdrawal restrictions or penalties, and all highly liquid debt instruments purchased with a maturity of three months or less to be cash and cash equivalents.F-11

~~Employee~~The carrying ~~Stock-Based~~amount ~~Compensation~~of the VIE’s assets and liabilities are as follows:

The Company accounts for stock-based compensation in accordance with ASC 718 Compensation - Stock Compensation (“ASC 718”). ASC 718 addresses all forms of share-based payment (“SBP”) awards including shares issued under employee stock purchase plans and stock incentive shares. Under ASC 718 awards result in a cost that is measured at fair value on the awards’ grant date, based on the estimated number of awards that are expected to vest and will result in a charge to operations.

	June 30,			June 30,
	2021			2020
Current assets	$	11,850,943		$	9,188,265
Plants and equipment, intangible assets		423,769			331,448
Other noncurrent assets		8,220,399			-
Total assets		20,495,111			9,519,713

Current liabilities		28,819,519			13,792,591
Non-current liabilities		4,987,269			-
Total liabilities		33,806,788			13,792,591
Net assets	$	(13,311,677	)	$	(4,272,878	)

Income Taxes

	June 30,		June 30,
	2021		2020

Accounts payable	$	8,076,065	$	13,212,544
Other payables and accrued liabilities		249,516		576,761
Tax payables		4,115		3,286
Customer advances		17,256,693		-
Lease liabilities		3,233,130		-
Total current liabilities		28,819,519		13,792,591
Lease liabilities - noncurrent		4,987,269		-
Total liabilities	$	33,806,788	$	13,792,591

The summarized ~~Company~~operating ~~accounts~~results ~~for~~of ~~income taxes pursuant to FASB ASC Topic 740, Income Taxes. Under FASB ASC Topic 740, deferred tax assets and liabilities are determined based on temporary differences between~~ the ~~bases~~VIE’s ~~of certain assets and liabilities for income tax and financial reporting purposes. The deferred tax assets and liabilities~~ are ~~classified~~as ~~according to the financial statement classification of the assets and liabilities generating the differences.~~follows:

The Company maintains a valuation allowance with respect to deferred tax assets. The Company establishes a valuation allowance based upon the potential likelihood of realizing the deferred tax asset and taking into consideration the Company’s financial position and results of operations for the current period. Future realization of the deferred tax benefit depends on the existence of sufficient taxable income within the carry-forward period under the Federal tax laws.

	For the year ended June 30, 2021
Operating revenues	$	1,645,126
Gross profit		(1,430,284	)
Loss from operations		(8,409,597	)
Net loss	$	(8,411,409	)

~~Changes~~Foreign Currency in circumstances, such as the Company generating taxable income, could cause a change in judgment about the reliability of the related deferred tax asset. Any change in the valuation allowance will be included in income in the year of the change in estimate.Translation

~~Fair~~The accompanying ~~Value~~audited ~~Measurement~~consolidated financial statements are presented in United States dollar (“$”), which is the reporting currency of the Company. The functional currency of Cang Bao, Cayman Company and Hongkong Company is United States dollar. The functional currency of the Company’s subsidiaries and VIEs located in the PRC is Renminbi (“RMB”). For the entities whose functional currencies are RMB, results of operations and cash flows are translated at average exchange rates during the period, assets and liabilities are translated at the unified exchange rate at the end of the period, and equity is translated at historical exchange rates. The resulting translation adjustments are included in determining other comprehensive income. Transaction gains and losses are reflected in the consolidated statements of income.

The Company values its amounts due to related partings and short-term loans payable under FASB ASC 820 which defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements.

	2021		2020
Year-end RMB: US$ exchange rate		6.4601		7.0795
Annual average RMB: US$ exchange rate		6.6273		7.0198
Year-end HKD:US$ exchange rate		7.7638		7.7504
Annual average HKD:US$ exchange rate		7.7558		7.7937

~~Fair~~The ~~value~~RMB is ~~the~~not ~~price~~freely ~~that~~convertible ~~would~~into beforeign currencies received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). The Company utilizes market data or assumptions that market participants would use in pricing the asset or liability, including assumptions about risk and ~~the~~all ~~risks~~foreign ~~inherent~~exchange intransactions ~~the~~must ~~inputs to the valuation technique. These inputs can~~ be ~~readily~~conducted ~~observable,~~through ~~market~~authorized ~~corroborated,~~financial ~~or generally unobservable~~institutions. The Company classifies fair value balances based on the observability of those inputs. ASC 820 establishes a fair value hierarchy that prioritizes the inputs used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurement) and the lowest priority to unobservable inputs (level 3 measurement).

~~The three levels~~ Use of ~~the fair value hierarchy are as follows:~~Estimates

~~Level~~The preparation 1of –financial ~~Quoted~~statements ~~prices~~in ~~are~~conformity ~~available~~with inU.S. ~~active~~GAAP ~~markets~~requires ~~for~~management ~~identical~~to make estimates and judgments that affect the reported amounts of assets orand liabilities, asdisclosure of contingent assets and liabilities on the date of the financial statements and the reported amounts of revenues and expenses during the reporting ~~date~~period. ~~Active~~The ~~markets~~Company bases its estimates and judgments on historical experience and on various other assumptions and information that are ~~those~~believed into ~~which~~be ~~transactions~~reasonable ~~for~~under the ~~asset~~circumstances. orEstimates ~~liability~~and assumptions ~~occur~~of infuture ~~sufficient~~events ~~frequency~~and their effects cannot be perceived with certainty and, ~~volume~~accordingly, tothese ~~provide~~estimates ~~pricing~~may change as new events occur, as more experience is acquired, as additional information onis anobtained ~~ongoing~~and ~~basis~~as our operating environment changes. ~~Level~~Significant estimates 1and ~~primarily~~assumptions ~~consists~~by ofmanagement ~~financial~~include, ~~instruments~~among ~~such~~others, asuseful ~~exchange~~lives and impairment of long-~~traded~~lived ~~derivatives~~assets, ~~marketable~~allowance ~~securities~~for doubtful accounts, income taxes including the valuation allowance for deferred tax assets. While the Company believes that the estimates and ~~listed~~assumptions used ~~equities~~in the preparation of the financial statements are appropriate, actual results could differ from those estimates. Estimates and assumptions are periodically reviewed, and the effects of revisions are reflected in the financial statements in the period they are determined to be necessary.

Level 2 – Valuations for assets and liabilities that can be obtained from readily available pricing sources via independent providers for market transactions involving similar assets or liabilities. The Company’s principal markets for these securities are the secondary institutional markets, and valuations are based on observable market data in those markets.F-12

~~F-9~~Cash and Cash Equivalents

~~CANG~~Cash and ~~BAO~~cash ~~TIAN~~equivalents ~~XIA~~include ~~INTERNATIONAL~~cash ~~ART~~on ~~TRADE~~hand ~~CENTER~~and cash in time deposits, ~~INC~~certificates of deposit and all highly liquid instruments with original maturities of three months or less.

~~NOTES TO FINANCIAL STATEMENTS~~Inventories

~~JUNE~~Inventories, mainly 30consisting of stock items prepared as gifts for the member customers and multi-functional demonstration machine, ~~2020~~are ~~AND~~stated ~~2019~~at the lower of cost or net realizable value utilizing the weighted average method. Cost includes all costs of purchase, cost of conversion and other costs incurred to bring the inventories to their present location and condition. Net realizable value is the estimated selling price in the ordinary course of business less the estimated costs of completion of the service and the estimated costs necessary to delivering the service.

~~Level~~The valuation 3of –inventory ~~Pricing~~requires ~~inputs~~the ~~include~~Company ~~significant~~to ~~inputs~~estimate ~~that~~excess ~~are~~and ~~generally~~slow-moving ~~less observable from objective sources~~inventories. ~~These~~The ~~inputs~~Company ~~may~~evaluates bethe ~~used~~recoverability of ~~with~~the ~~internally~~inventory ~~developed~~based ~~methodologies~~on ~~that~~expected ~~result~~demand inand ~~management’s~~market ~~best~~conditions ~~estimate~~ of ~~fair~~art ~~value.~~trading ~~The Company uses Level 3 to value its derivative instruments~~service.

~~Earnings~~Impairment of ~~(Loss)~~Long-Lived ~~per Common Share~~Assets

The Company’s ~~computes~~long-lived ~~basic~~assets ~~and~~are ~~diluted~~reviewed ~~income~~for ~~(loss)~~impairment ~~per~~whenever ~~share~~events ~~amounts~~ or changes in ~~accordance~~circumstances ~~with~~indicate ~~ASC~~that ~~260, Earnings~~the ~~Per~~carrying amount ~~Share (ASC~~of ~~260)~~the asset may not be recoverable. ~~Basic~~Recoverability ~~loss~~of ~~per~~an ~~share~~asset to be held and used is ~~computed~~measured by ~~dividing~~a ~~net~~comparison ~~loss~~of ~~available~~the carrying amount of the asset to ~~common~~the ~~shareholders,~~future undiscounted cash flows expected to be generated by the ~~weighted~~asset. ~~average~~If ~~number~~such ofasset ~~shares~~is ofconsidered ~~common~~to ~~stock~~be ~~outstanding~~impaired, the ~~during~~impairment to be recognized is measured by the ~~period,~~amount ~~excluding~~by which the ~~effects~~carrying amount of ~~any~~the ~~potentially~~asset ~~dilutive~~exceeds ~~securities.~~its ~~Diluted~~fair ~~loss~~value. ~~per~~Impairment evaluations ~~share~~involve ismanagement’s ~~computed~~estimates byon ~~dividing~~asset ~~net~~useful ~~loss~~lives ~~available~~and tofuture ~~common~~cash ~~shareholders~~flows. byActual ~~the~~useful ~~diluted~~lives ~~weighted~~and ~~average~~cash ~~number~~flows ofcould be ~~shares~~different offrom ~~common~~those ~~stock~~estimated ~~during~~by ~~the~~management ~~period.~~which ~~The~~could ~~diluted~~have ~~weighted~~a ~~average~~material ~~number~~effect ofon ~~common~~our ~~shares~~reporting ~~outstanding~~results isand ~~the~~financial ~~basic~~position. ~~weighted~~Fair value ~~number~~is ofdetermined ~~shares~~through ~~adjusted~~various asvaluation oftechniques ~~the~~including ~~first~~discounted ~~day~~cash offlow ~~the~~models, ~~year~~quoted ~~for~~market ~~any~~values ~~potentially~~and ~~diluted~~third-party independent ~~debt~~appraisals, oras ~~equity~~considered necessary.

~~The~~Plant ~~dilutive~~and ~~effect of outstanding convertible preferred stock is reflected in diluted earnings per share by application of the if-converted method.~~Equipment

~~The~~Plant ~~Company~~and ~~has~~equipment ~~excluded~~consist ~~convertible~~of ~~preferred~~computer, ~~stock~~office furniture inand ~~the~~equipment, ~~computation~~and ofleasehold ~~diluted~~improvement. ~~earnings~~All ~~per~~plant ~~share~~and ~~which~~equipment ~~were~~are ~~anti-dilutive~~stated ~~for~~at ~~the~~historical ~~years~~cost ~~ended~~net ~~June~~of ~~30,~~accumulated ~~2020~~depreciation. Repairs and ~~2019~~maintenance are expensed as incurred. Plant and equipment are depreciated on a straight-line basis over the following periods:

~~Recent~~Depreciation is ~~Accounting~~computed ~~Pronouncements~~using the straight-line method over the estimated useful lives of the assets.

In February 2016, the FASB issued accounting standard update for leases. The ASU introduces a lessee model that brings most leases on the balance sheet. The new standard also aligns many of the underlying principles of the new lessor model with those in the current accounting guidance as well as the FASB's new revenue recognition standard. However, the ASU eliminates the use of bright-line tests in determining lease classification as required in the current guidance. The ASU also requires additional qualitative disclosures along with specific quantitative disclosures to better enable users of financial statements to assess the amount, timing, and uncertainty of cash flows arising from leases. The pronouncement is effective for annual reporting periods beginning after December 15, 2019, and interim periods within fiscal years beginning after December 15, 2020, for nonpublic entities using a modified retrospective approach. Early adoption is permitted. The Company is still evaluating the impact that the new accounting guidance will have on its consolidated financial statements and related disclosures and has not yet determined the method by which it will adopt the standard.

Electronic equipment			3-5 years
Furniture and Fixture			5 years
Motor vehicles			4 years
Computer software			5 years
Leasehold improvements			5 years

~~NOTE~~Fair Value 4of –Financial ~~RELATED PARTY TRANSACTION~~Instruments

~~On June 15, 2018, the~~ The Company ~~entered~~adopted ~~into~~ASC a820 ~~promissory~~“Fair ~~note~~Value ~~payable~~Measurements,” ~~with~~which ~~David~~defines ~~Lazar~~fair value, ~~the~~establishes ~~former~~a ~~Chief~~three-level ~~Executive~~valuation ~~Officer.~~hierarchy for ~~The~~disclosures ~~note~~of isfair ~~unsecured,~~value ~~noninterest~~measurement ~~bearing~~ and ~~due~~enhances indisclosures 12requirements ~~months~~for ~~from~~fair ~~the~~value ~~date~~measures. ofCurrent ~~issuance.~~assets Onand ~~December~~current ~~13,~~liabilities qualified ~~2018,~~as ~~the~~financial ~~Company~~instruments ~~forgave~~and ~~$5,000~~management ofbelieves ~~the~~their ~~entire~~carrying ~~amount~~amounts ~~owed~~are ona ~~this~~reasonable ~~promissory~~estimate ~~note~~of tofair ~~David~~value ~~Lazar.~~because ~~The~~of the ~~amount~~short ~~was~~period ~~recorded~~of astime ~~additional~~between ~~paid-in~~the ~~capital~~origination ~~due~~of tosuch ~~its~~instruments ~~related~~and ~~party~~their ~~nature.~~expected Asrealization ofand ~~June~~if 30applicable, ~~2020~~their ~~and~~current interest ~~2019,~~rate ~~respectively,~~is $0equivalent ~~remained~~to ~~outstanding~~interest rates currently available.

OnThe three ~~June~~levels ~~19,~~are ~~2018,~~defined ~~the~~as ~~Company issued 3,096,200 shares of common stock issued at par value of $0.001, for services valued at $3,096 to Custodian Ventures, LLC, the company controlled by David Lazar.~~ follow:

On June 19, 2018, the Company issued 10,000,000 shares of the Series A preferred stock to Custodian Ventures LLC, a company controlled by David Lazar, the former Chief Executive Officer, for services valued at $4,000,000.

Level 1	—	inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets.
Level 2	—	inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the assets or liability, either directly or indirectly, for substantially the full term of the financial instruments.
Level 3	—	inputs to the valuation methodology are unobservable and significant to the fair value.

OnAs of ~~December 16, 2018, Custodian Ventures LLC (~~the ~~“Seller”),~~balance ~~entered~~sheet ~~into a Stock Purchase Agreement (the “Stock Purchase Agreement”) pursuant to which the Seller agreed to sell to Xingtao Zhou and Yaqin Fu (together~~date, the ~~“Purchaser”),~~estimated ~~the~~fair ~~3,096,200~~values ~~common shares and the 10,000,000 preferred shares~~ of the ~~Company~~financial ~~(together,~~instruments ~~the~~approximated ~~“Shares”)~~their ~~owned~~fair byvalues ~~the~~due ~~Seller,~~to ~~for a total purchase price of $375,000. As a result of~~ the ~~sale,~~short-term nature ~~and David Lazar’s resignation as sole officer and director~~ of ~~the~~these ~~Company, there was a change of control of the Company~~instruments. ~~There is no family relationship or other relationship between the Seller and the Purchaser.~~

~~F-10~~The Company evaluates the hierarchy disclosures each year to determine which category an asset or liability falls within the hierarchy.

~~CANG BAO TIAN XIA INTERNATIONAL ART TRADE CENTER, INC.~~F-13

~~NOTES TO FINANCIAL STATEMENTS~~Leases

~~JUNE~~We determine 30if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use (“ROU”) assets, ~~2020~~operating ~~AND~~lease ~~2019~~liabilities - current, and operating lease liabilities - noncurrent on the balance sheets. Finance leases are included in property and equipment, other current liabilities, and other long-term liabilities in our balance sheets. The initial lease liability is equal to the future fixed minimum lease payments discounted using the Company’s incremental borrowing rate, on a secured basis. The initial measurement of the right-of-use asset is equal to the initial lease liability plus any initial direct costs and prepayments, less any lease incentives.

~~During~~ROU assets ~~the~~represent ~~period~~our ~~July~~right 1,to ~~2018~~use ~~thru~~an ~~December~~underlying ~~13,~~asset ~~2018,~~for ~~David~~the ~~Lazar,~~lease ~~paid~~term ~~$17,350~~and oflease ~~expenses~~liabilities ~~related~~represent our obligation to ~~accounting,~~make ~~transfer~~lease payments ~~agent,~~arising ~~audit~~from the lease. Operating lease ROU assets and ~~legal~~liabilities ~~fees~~are recognized at commencement date based on ~~behalf~~the present value of lease payments over the ~~company~~lease term. OnAs ~~December~~most ~~13,~~of ~~2018~~our leases do not provide an implicit rate, we generally use our incremental borrowing rate based on the ~~Company~~estimated ~~forgave~~rate ~~$31,446~~of interest for collateralized borrowing over a similar term of the ~~amount~~lease ~~payable~~payments toat ~~David Lazar~~commencement date. The ~~amount~~operating ~~was~~lease ~~recorded~~ROU asasset ~~additional~~also ~~paid-in~~includes ~~capital~~any ~~due~~lease payments made and excludes lease incentives. Our lease terms may include options to ~~its~~extend ~~related~~or ~~party~~terminate ~~nature~~the lease when it is reasonably certain that we will exercise that option. AsLease ofexpense ~~June~~for ~~30,~~lease ~~2020~~payments is ~~and~~recognized ~~2019,~~on ~~respectively,~~a $0straight-line ~~remained~~basis ~~outstanding~~over the lease term.

During the years ended June 30, 2020 and 2019, Mr. Xingtao Zhou, paid a total of $79,189 and $15,856, respectively in expenses on behalf of the Company, for transfer agent, legal, audit and accounting fees. As of June 30, 2020 and 2019, respectively. The outstanding balances owed to Mr. Zhou are $95,045 and $15,856 respectively. This amount is non-interest bearing and has no specific terms for repayment.Revenue Recognition

~~During~~The Company adopted ASC 606 requires the ~~year~~use ~~ended~~of ~~June~~a 30new five-step model to recognize revenue from customer contracts. The five-step model requires entities to exercise judgment when considering the terms of contracts, ~~2019~~which includes (1) identifying the contracts or agreements with a customer, ~~related~~(2) ~~party~~identifying ~~debt~~our ~~forgiveness~~performance ~~resulted~~obligations in anthe ~~increase~~contract inor ~~additional~~agreement, ~~paid-in~~(3) ~~capital~~determining ofthe ~~$36~~transaction price,~~446~~ (4) allocating the transaction price to the separate performance obligations, and (5) recognizing revenue as each performance obligation is satisfied. The Company has concluded that the new guidance did not require any significant change to its revenue recognition processes.

~~NOTE~~The Company 5operates –an ~~STOCKHOLDERS~~online ~~EQUITY~~and offline cultural service platform, through which dedicated to create industry standards for art investment and creating a model of online art exchanges and transactions, which allows collectors, artists, art dealers and owners to access a much larger art trading market, allowing them to engage with a wide range of collectibles or artwork investors.

~~Common~~The service ~~Stock~~includes trading facilitation, appraisal of treasures, consignment of artworks, storage of artworks and all-in-one advertising service, etc.

~~On June 19, 2018, the~~ The Company ~~issued~~derives ~~3,096,200~~its ~~shares~~revenues offrom ~~common~~(1) ~~stock~~platform ~~issued~~membership atservice ~~par~~fee ~~value of $0.001,~~ for ~~services~~member ~~valued~~customers atand ~~$3,096~~(2) totrading ~~Custodian~~commission ~~Ventures~~income, ~~LLC,~~and ~~the~~(3) sales ~~company~~of ~~controlled~~all-in-one bydemonstration ~~David Lazar~~machine.

OnMembership service February 14, 2019, the Company issued 32,000,000 common shares to shareholders pursuant to the conversion of 80,000 shares of Series A Preferred Stock at a conversion price of $0.0000025 per common share. income

AsThe Company recognizes membership fee revenue as the performance obligations are satisfied over time, usually, recognized on an average over the life of ~~June~~membership. 30The general contract terms of membership service include timeframe of the service, ~~2020~~pricing and payment terms, rights 35and obligations of parties,~~319~~ performance test criteria,~~245~~ ~~common~~and ~~shares~~liability for breach of contract. Payments received in advance from customers are ~~issued~~recorded ~~and~~as ~~outstanding~~“advance from customers” in the audited consolidated balance sheets. Advance from customers is recognized as revenue over the passage of time. Such advance payment received are non-refundable.

~~During~~The cost ~~the~~of ~~year~~revenue ~~ended~~consists ~~June~~primarily ~~30,~~of ~~2019~~platform maintenance expenses which are directly attributable to the membership fee revenue, ~~related~~including but ~~party~~not ~~debt~~limited ~~forgiveness~~to ~~resulted~~service incharges anfor ~~increase~~cloud incomputing, items ~~additional~~prepared ~~paid-in~~as ~~capital~~gifts offor ~~$36~~the member,~~446.~~ and related expenses.

~~Series~~Artwork Trading AService ~~Preferred~~commission ~~Stock~~income

Artwork trading service commission income includes commission from artwork price guarantee service, and artwork ownership transfer facilitate service through the online platform. The Company charges both the buyer and the seller a commission based on the artwork trading amount. The revenue is ~~authorized~~derived tofrom ~~issue~~contracts 10with customers,~~000~~ which primarily include payment terms,~~000~~ ~~shares~~rights and obligations of $parties, acceptance criteria, and liability for breach of contract.~~001~~ ~~par~~The ~~value~~Company’s ~~Series~~sales Aarrangements ~~Preferred~~do ~~shares~~not contain variable consideration. The Company recognizes revenue at a point in time based on management’s evaluation of when performance obligations under the terms of a contract with the customer are satisfied and the related artworks transactions has been successfully completed.

Each share of Series A Preferred Stock shall have a par value of $0.001 per share. The Series A Preferred Stock shall vote on any matter that may from time to time be submitted to the Company’s shareholders for a vote, on a 1 for one basis. If the Company effects a stock split which either increases or decreases the number of shares of Common Stock outstanding and entitled to vote, the voting rights of the Series A shall not be subject to adjustment unless specifically authorized.F-14

~~Each share~~ Sales of ~~Series~~multi-functional Ademonstration ~~Preferred~~machine ~~Stock shall be convertible at a rate of $0.0000025 per share of Common Stock (“Conversion Ratio”), at the option of a Holder, at any time~~ and ~~from time to time, from and after the issuance of the Series A Preferred Stock.~~tablets

~~Subject~~The Company torecognizes ~~the~~revenue ~~rights~~when ~~of any existing series of Preferred Stock or to~~ the ~~rights~~transaction ofprice ~~any~~is ~~series~~allocated ~~of Preferred Stock which may from time~~ to ~~time hereafter come into existence,~~ the ~~holders~~performance ofobligations ~~shares~~identified ~~of Series A Preferred Stock shall be entitled to receive dividends, out of any assets legally available therefor, upon any payment of any dividend (payable other than~~ in ~~Common Stock or other securities and rights convertible into or entitling~~ the ~~holder~~contracts ~~thereof to receive, directly~~ or ~~indirectly,~~agreements with ~~additional~~customer ~~shares~~upon ~~of Common Stock of~~ the ~~Corporation)~~delivery ~~on the Common Stock~~ of ~~the~~multi-functional ~~Corporation,~~demonstration asmachine ~~and~~has ~~if declared by the Board of Directors, as if the Series A Preferred Stock had been converted into Common Stock~~completed. Subject to the rights of any existing series of Preferred Stock or to the rights of any series of Preferred Stock which may from time to time hereafter come into existence, the payment of any dividends on the any series or classes of stock of the Corporation shall be subject to any priority set forth in Paragraph (I)(c)(3) of Article FIFTH of the Articles of Incorporation, as such may from time to time be amended.

~~F-11~~The Company did not recognize any trading commission income for the year ended June 30, 2021 and 2020.

~~CANG BAO TIAN XIA INTERNATIONAL ART TRADE CENTER, INC.~~Advertising Expenses

~~NOTES~~Advertising TOcosts, ~~FINANCIAL~~mainly ~~STATEMENTS~~including promotion expense for the APP launching, are expensed as incurred and the total amounts charged to “selling and marketing expenses” in the audited consolidated statements of income and comprehensive loss were $2,845,139 and $499,954 for the year ended June 30, 2021 and 2020, respectively.

~~JUNE~~Shipping ~~30,~~and ~~2020 AND 2019~~handling

InAll ~~the~~outbound ~~event~~shipping of any liquidation, dissolution or winding up of the Corporation, either voluntary or involuntary, subject to the rights of any existing series of Preferred Stock or to the rights of any series of Preferred Stock which may from time to time hereafter come into existence, the holders of the Series A Preferred Stock shall be entitled to receive, prior and inhandling ~~preference~~costs toare ~~any~~expensed as distribution of any of the assets of the Corporation to the holders of Common Stock by reason of their ownership thereof, an amount per share equal to the price per share actually paid to the Corporation upon the initial issuance of the Series A Preferred Stock (each, the “the Original Issue Price”) for each share of Series A Preferred Stock then held by them, plus declared but unpaid dividendsincurred. Unless the Corporation can establish a different Original Issue Price in connection with a particular sale of Series A Preferred Stock, the Original issue price shall be $0.001 per share for the Series A Preferred Stock. If, upon the occurrence of any liquidation, dissolution or winding up of the Corporation, the assets and funds thus distributed among the holders of the Series A Preferred Stock shall be insufficient to permit the payment to such holders of the full aforesaid preferential amounts, then, subject to the rights of any existing series of Preferred Stock or to the rights of any series of Preferred Stock which may from time to time hereafter come into existence, the entire assets and funds of the corporation legally available for distribution shall be distributed ratably among the holders of the each series of Preferred Stock in proportion to the preferential amount each such holder is otherwise entitled to receive.

~~The~~New Accounting Series A Preferred Stock shares are nonredeemable other than upon the mutual agreement of the Company and the holder of shares to be redeemed, and even in such case only to the extent permitted by this Certificate of Designation, the Corporation’s Articles of Incorporation and applicable law.Pronouncements

~~Series~~In ADecember ~~Preferred~~2019, ~~Stock~~the ~~shall~~FASB beissued ~~convertible,~~ASU at2019-12 - ~~the~~Income ~~option~~Taxes of(Topic 740): Simplifying the ~~holder~~Accounting ~~thereof,~~for atIncome ~~any~~Taxes. ~~time~~This ~~after~~ASU provides an exception to the ~~date~~general ofmethodology ~~issuance~~for calculating ofincome ~~such~~taxes ~~share,~~in atan interim period when a year-to-date loss exceeds the ~~office~~anticipated ofloss for the ~~Corporation~~year. This update also (1) requires an entity to recognize a franchise tax (or ~~any~~similar ~~transfer~~tax) ~~agent~~that ~~for~~is ~~such~~partially ~~stock,~~based ~~into~~on ~~such~~income ~~number~~as ofan ~~fully~~income-based ~~paid~~tax and ~~nonassessable~~account for ~~shares~~any ofincremental ~~Common~~amount ~~Stock~~incurred as isa ~~determined~~non-income-based bytax, ~~dividing~~(2) requires an entity to evaluate when a step-up in the ~~Original~~tax ~~Issue~~basis ~~Price~~of goodwill should be considered part of the ~~Series~~business Acombination ~~Preferred~~in ~~Stock~~which bygoodwill ~~the~~was ~~Series~~originally Arecognized ~~Conversion~~for ~~Price~~accounting ~~applicable~~purposes toand ~~such~~when ~~share,~~it should ~~determined~~be asconsidered ~~hereafter~~a ~~provided~~separate transaction, inand (3) requires that an entity reflect the effect onof an enacted change in tax laws or rates in the ~~date~~annual effective tax rate computation in the ~~certificate~~interim isperiod ~~surrendered~~that ~~for~~includes ~~conversion~~the enactment date. The ~~initial~~standard ~~Series~~is Aeffective ~~Conversion~~for ~~Price~~the Company ~~per~~for ~~share~~fiscal ~~shall~~years bebeginning $0after December 15, 2020, with early adoption permitted.~~0000025~~ ~~for~~The ~~shares~~Company is currently in the process of evaluating ~~Series~~the Aimpact ~~Preferred~~of ~~Stock~~the adoption on its consolidated financial statements.

~~Each~~In ~~share~~February of2020, ~~Series A Preferred Stock shall automatically be converted into shares of Common Stock at~~ the ~~applicable~~FASB ~~Series~~issued AASU ~~Conversion~~2020-02, “Financial ~~Price~~Instruments in– ~~effect~~Credit ~~for~~Losses ~~such~~(Topic ~~share~~326) ~~immediately~~and ~~upon~~Leases ~~the earlier of~~ (itopic 842) ~~except~~Amendments asto ~~provided~~SEC ~~below~~Paragraphs inPursuant ~~Section~~to ~~4(c),~~SEC ~~the~~Staff Accounting ~~Corporation’s~~Bulletin ~~sale~~No. of119 ~~its~~and ~~Common~~Update ~~Stock~~to inSEC aSection ~~public~~on ~~offering~~Effective ~~pursuant~~Date Related to aAccounting ~~registration~~Standards ~~statement~~Update ~~under~~No. ~~the Securities Act of 1933~~2016-02, asLeases ~~amended;~~ (iitopic 842)”. aThis ~~liquidation,~~ASU ~~dissolution~~provides orguidance ~~winding~~regarding upmethodologies, ofdocumentation, ~~the~~and ~~Corporation~~internal ascontrols ~~defined~~related into ~~section~~expected ~~2(c)~~credit ~~above~~losses. This ~~but~~ASU ~~subject~~is toeffective ~~any~~for ~~liquidation~~interim ~~preference~~and ~~required~~annual byperiods ~~section~~beginning ~~2(a)~~after ~~above;~~December or15, ~~(iii)~~2019, ~~the~~and ~~date~~early ~~specified~~adoption byis ~~written~~permitted. ~~consent~~The orCompany ~~agreement~~is evaluating of the ~~holders~~impact of athis ~~majority~~guidance ofon ~~the~~its ~~then~~consolidated ~~outstanding~~financial ~~shares of Series A Preferred Stock~~statements.

~~The~~In August ~~holder~~2018, ofthe ~~each~~FASB ~~share~~issued ofASU ~~Series~~2018-13, A“Fair ~~Preferred~~Value ~~Stock~~Measurement ~~shall~~(Topic ~~have~~820), ~~the~~– ~~right~~Disclosure Framework – Changes to the ~~one~~Disclosure ~~vote~~Requirements for ~~each~~Fair ~~share~~Value Measurement,” which makes a number of ~~Series~~changes Ameant ~~Preferred~~to ~~Stock~~add, ~~and~~modify or remove certain disclosure requirements associated with ~~respect~~the tomovement ~~such~~amongst ~~vote,~~or ~~such~~hierarchy ~~holder~~associated ~~shall~~with ~~have~~Level ~~full~~1, ~~voting~~Level ~~rights~~2 and ~~powers~~Level ~~equal~~3 tofair value measurements. The amendments in this Update modify the ~~voting~~disclosure ~~rights~~requirements ~~and~~on ~~powers~~fair ofvalue measurements based on the ~~holders~~concepts ofin ~~Common~~FASB ~~Stock~~Concepts Statement, Conceptual ~~and~~Framework ~~shall~~for beFinancial ~~entitled~~Reporting—Chapter 8: Notes to ~~notice~~Financial Statements, including the consideration of ~~any~~costs ~~stockholders’~~and benefits. ~~meeting~~The amendments on changes in ~~accordance~~unrealized ~~with~~gains and losses, the ~~bylaws~~range and weighted average of ~~the~~significant ~~Corporation~~unobservable inputs used to develop Level 3 fair value measurements, and ~~shall~~the narrative description of measurement uncertainty should be ~~entitled~~applied toprospectively for ~~vote,~~only ~~together~~the ~~with~~most ~~holders~~recent interim or annual period presented in the initial fiscal year of ~~Common~~adoption. ~~Stock,~~All ~~with~~other ~~respect~~amendments should be applied retrospectively to ~~any~~all ~~question~~periods presented upon ~~which~~their ~~holders~~effective ofdate. ~~Common~~The ~~Stock~~amendments ~~have~~are ~~the~~effective ~~right~~for toall ~~vote.~~entities ~~Fractional~~for ~~votes~~fiscal ~~shall~~years ~~not~~beginning after December 15, ~~however~~2019, beand ~~permitted~~interim ~~and~~periods ~~any~~within ~~fractional~~those ~~voting~~fiscal ~~rights~~years, ~~shall~~with beearly ~~rounded~~adoption topermitted. The Company is currently evaluating the ~~nearest~~potential ~~whole~~impacts ~~number~~of ~~(with~~ASU ~~one~~2018-~~half~~13 ~~being~~on ~~rounded~~its ~~upward)~~consolidated financial statements.

OnIn ~~June~~February 192016, ~~2018,~~ the ~~Company~~FASB issued 10ASU 2016-02,~~000,000~~ ~~shares~~“Leases (Topic of842).” The guidance supersedes existing guidance on accounting for leases with the ~~Series~~main Adifference ~~preferred~~being ~~stock~~that operating leases are to ~~Custodian~~be ~~Ventures~~recorded ~~LLC~~in the statement of financial position as right-of-use assets and lease liabilities, initially measured at the ~~company~~present ~~controlled~~value byof ~~David~~the ~~Lazar~~lease payments. For operating leases with a term of 12 months or less, ~~Chief~~a ~~Executive~~lessee ~~Officer~~is permitted to make an accounting policy election not to recognize lease assets and liabilities. For public business entities, the guidance is effective for ~~services~~fiscal ~~valued~~years beginning atafter $4December 15,~~000~~ 2018,~~000~~ including interim periods within those fiscal years. Early application of the guidance is permitted. In transition, entities are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. The Company adopted ASU 2016-02 on July 1, 2019 and recognize operating lease liabilities with corresponding right of use (“ROU”) assets of the same amount based on the present value of the remaining minimum rental payments under current leasing standards for existing operating leases with a term longer than 12 months.

On February 14, 2019, the Company issued 32,000,000 common shares to shareholders pursuant to the conversion of 80,000 shares of Series A Preferred Stock at a conversion price of $0.0000025 per common share.F-15

AsThe Company ofdoes ~~June~~not ~~30,~~believe ~~2020,~~other ~~9,920,000~~recently ~~preferred~~issued ~~shares~~but ~~remain~~not ~~outstanding~~yet ~~(convertible~~effective ~~into~~accounting 3standards,~~968,000,000~~ ~~shares~~if ofcurrently ~~common shares)~~adopted, ~~which~~would ~~are~~have ~~owned~~a bymaterial impact ~~Mr.~~on ~~Xingtao~~its ~~Zhou~~the consolidated financial position, ~~CEO~~statements of ~~the~~operations ~~Company.~~and cash flows.

NOTE 3 6 – ~~INCOME~~GOING ~~TAXES~~CONCERN

The ~~Company~~accompanying ~~provides~~audited ~~income~~consolidated ~~taxes~~financial statements ~~under~~have ~~FASB~~been ~~ASC~~prepared ~~740,~~assuming ~~Accounting~~that ~~for~~the ~~Income~~Company ~~Taxes.~~will ~~FASB~~continue ~~ASC~~as ~~740~~a ~~requires~~going ~~the~~concern; ~~use~~however, ofthe anCompany ~~asset~~has ~~and~~incurred ~~liability~~a ~~approach~~net inloss of ~~accounting~~$8,445,157 for ~~income~~the ~~taxes.~~year ~~Deferred~~ended ~~tax~~June ~~assets~~30, ~~and~~2021. ~~liabilities~~As ~~are~~of ~~recorded~~June ~~based~~30, on2021, the ~~differences~~Company ~~between~~had ~~the~~an ~~financial~~accumulated ~~statement~~deficit ~~and tax bases~~ of ~~assets~~$33,499,423, ~~and~~working ~~liabilities~~capital deficit ~~and~~of ~~the tax rates in effect currently~~$17,113,370.

~~F-12~~In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management’s plan is to obtain such resources for the Company by obtaining capital from management and significant shareholders sufficient to meet its minimal operating expenses and seeking third party equity and/or debt financing. However, management cannot provide any assurances that the Company will be successful in accomplishing any of its plans. These financial statements do not include any adjustments related to the recoverability and classification of assets or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

~~CANG~~NOTE ~~BAO~~4 ~~TIAN~~– ~~XIA~~ACCOUNT ~~INTERNATIONAL ART TRADE CENTER, INC.~~RECEIVABLES

NOTES TO FINANCIAL STATEMENTS

	June 30,		June 30,
	2021		2020

Account receivables	$	-	$	3,364,041
Less: allowance for doubtful accounts		-		-
Total, net	$	-	$	3,364,041

~~JUNE~~NOTE 5 ~~30,~~– ~~2020 AND 2019~~INVENTORY

~~FASB~~Inventory consisted ~~ASC 740 requires the reduction~~ of ~~deferred tax assets by a valuation allowance, if, based on~~ the weight of available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. In the Company’s opinion, it is uncertain whether they will generate sufficient taxable income in the future to fully utilize the net deferred tax asset. Accordingly, a full valuation allowance equal to the deferred tax asset has been recorded. following:

The cumulative deferred tax asset for the years June 30, 2020 and 2019 were $14,393 and $8,023, respectively, which is calculated by multiplying the estimated tax rate by the cumulative net operating loss (NOL) adjusted for the following items:

	June 30,		June 30,
	2021		2020

Finished goods	$	109,381	$	439,811
Less: allowance for obsolete inventory		-		-
Total, net	$	109,381	$	439,811

	For the years ended June 30,
	2020			2019
Net loss	$	(84,539	)	$	(48,856	)
Temporary difference:
Accrued expenses		16,000			10,650
Tax loss for the year		(68,539	)		(38,206	)
Estimated effective tax rate		21	%		21	%
Deferred tax asset	$	(14,393	)	$	(8,023	)

Inventory consists of gifts for members and multi-functional demonstration machine. Obsolete inventory amounted to $Nil and $Nil for the year ended June 30, 2021 and 2020.

~~Details~~NOTE 6 of– ~~valuation~~INTANGIBLE ~~allowance for the last two years are as follows:~~ASSETS

	For the years ended June 30,
	2020		2019
Balances, beginning	$	851,633	$	843,610
Additions		14,393		8,023
Deductions		—		—
Balances, ending	$	866,026	$	851,633

Intangible assets consisted of the following:

Rate Reconciliation:

	June 30			June 30,
	2021			2020

Membership management system	$	466,322		$	437,516
Accounting system		1,712			1,562
		468,034			439,078
Less: Accumulated amortization		(228,968	)		(119,311	)
Total, net	$	239,066		$	319,767

	For the years ended June 30,
	2020			2019
Federal Income Tax Rate	$	(14,393	)	$	(10,260	)
Permanent Difference		—			2,237
Change in Valuation Allowance		14,393			8,023
Balances	$	—		$	—

Amortization expense amounted to $95,739 and $47,576 for the year ended June 30, 2021 and 2020, respectively.

~~Uncertain~~The membership ~~Tax~~management ~~Positions~~system was acquired from Guangdong Cangbaotianxia Art Co., Ltd, a related party of the Company on March 31, 2019.

Unrecognized income tax benefits represent income tax positions taken on income tax returns but not yet recognized in the financial statements. If recognized, substantially all of the unrecognized tax benefits for the Company’s fiscal years ended June 30, 2020 and 2019 would affect the effective income tax rate. There were no unrecognized income tax benefits as of June 30, 2020 and 2019. The Company recognizes the interest and penalties accrued related to unrecognized tax benefits in income tax expense. The Company did not recognize any expenses any interest and penalties as of June 30, 2020 and 2019, respectively.F-16

~~F-13~~NOTE 7 – PLANT & EQUIPMENT

~~CANG~~Plant and ~~BAO~~equipment, ~~TIAN~~net, ~~XIA~~is ~~INTERNATIONAL~~consisted ~~ART~~of ~~TRADE~~the ~~CENTER, INC.~~following:

NOTES TO FINANCIAL STATEMENTS

	June 30, 2021			June 30, 2020

Furniture and fixtures	$	18,257		$	16,659
Automobile		180,523
		198,780			16,659
Less: Accumulate depreciation		(14,077	)		(4,978	)
Total, net	$	184,703		$	11,681

~~JUNE~~Depreciation expenses was $8,405 and $2,472 for the year ended June 30, ~~2020~~2021 ~~AND~~and ~~2019~~2020, respectively.

NOTE 8 7- –ADVANCE ~~SUBSEQUENT~~TO ~~EVENTS~~SUPPLIERS

On July 27, 2020 (the “Closing Date”), beneficial shareholders of Zhi Yuan Limited (the “Shareholders”) entered into a Share Exchange Agreement (the “Exchange Agreement”) with the Company. Pursuant Advance to ~~the~~suppliers ~~terms~~consisted of the Exchange Agreement, the Shareholders agreed to sell to the Company, and the Company agreed to purchase, all shares of Zhi Yuan Limited held by the Shareholders, which shares represent 100% of the issued and outstanding shares of Zhi Yuan Limited. In exchange, the Company agreed to issue to the Shareholders an aggregate of 75,000,000 shares of the Company’s common stock, representing approximately 67.98% of the Company’s total issued and outstanding common stock (the “Share Exchange”). following:

The Company evaluates subsequent events that have occurred after the balance sheet date but before the financial statements are issued. Based on this evaluation, the Company concluded that subsequent to June 30, 2020 but prior to the date the financial statements were available to be issued, there was no subsequent event that would require disclosure to or adjustment to the financial statements other than the ones disclosed above.

	June 30,		June 30,
	2021		2020

Multimedia tablets	$	5,228,488	$	-
Marketing services		3,652,262		1,384,437
Gifts for members		139,549		380,307
Others		232,213		468,319
Total, net	$	9,252,512	$	2,233,063

FThe Company is required to make advance payments to the suppliers for the customized multimedia tablets to be manufactured and for firmware updates and maintenance services covering a period of three years to be provided by the supplier. According to the agreement, the remaining balance is due upon delivery of the tablets, and the advances are non-14refundable while only defective goods can be exchanged.

NOTE 9 – ADVANCE FROM CUSTOMERS

Advance from customers consisted of the following:

	June 30, 2021		June 30, 2020

Multimedia demonstration machines	$	-	$	-
Multimedia tablets		17,256,693		-
Total, net	$	17,256,693	$	-

The Company collects payments in advance for multimedia tablets. Such advances are partially refundable prior to delivery of goods and defective goods can be exchanged for replacement. Such advances may be recognized as revenues when the goods are delivered to and accepted by customers.

F-17

NOTE 10 – REVENUE AND COST OF REVENUE

	June 30,		June 30,
	2021		2020
Revenue
Membership service income	$	455,957	$	6,470,168
Multimedia tablets		847,529		683,780
		1,303,486		7,153,948

Cost of revenue
Membership service income	214,842	3,633,369
Multimedia tablets	1,515,970	371,805
	1,730,812	4,005,174

Gross profit

(427,326

)

3,148,774

NOTE 11 – LEASE

The Company has operating leases for multimedia tablets which the Company sublease to customers. These leases have remaining lease terms of 1 year to 3 years. The Company has elected to not recognize lease assets and liabilities for leases with a term less than twelve months.

Operating lease right-of-use assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. The discount rate used to calculate present value is incremental borrowing rate or, if available, the rate implicit in the lease. The Company determines the incremental borrowing rate for each lease based primarily on its lease term in PRC which is approximately 4.75%.

Operating lease expenses were $1,499,902 and $Nil for the year ended June 30, 2021 and 2020, respectively.

The future minimum lease payment schedule as follows:

As of June 30,
2022	$	3,233,130
2023		3,233,130
2024		1,643,681
2025		110,458
Thereafter		-
Total	$	8,220,399

NOTE 12 – RELATED PARTY TRANSACTIONS

The related parties consisted of the following:

Name of related party		Nature of relationship
Mr. Xingtao Zhou		Majority shareholder of the Company
Guangdong Cangbaotianxia Art Co., Ltd		A Company with significant influence
Xi 'an Cangbaotianxia Art Co., Ltd		A Company with significant influence

Related party sale and Account receivable - related parties

During the year ended June 30, 2021, the Company made sales of $92,878 to Guangdong Cangbaotianxia Art Co., Ltd. As of June 30, 2021 and 2020, the outstanding balance of accounts receivable - related parties was $92,878 and $0, respectively.

During the year ended June 30, 2021, the Company made sales of $21,486 to Xi 'an Cangbaotianxia Art Co., Ltd. As of June 30, 2021 and 2020, the outstanding balance of accounts receivable - related parties was $21,486 and $0, respectively.

Due to related parties

During the year ended June 30, 2021, the Company received $33,748 in advance from Mr. Xingtao Zhou. As of June 30, 2021 and 2020, the outstanding balance payable to Mr. Xingtao Zhou was $128,793 and $95,045 respectively.

Due from related parties

During the year ended June 30, 2021, the Company paid $1,083,575 to Mr. Xingtao Zhou. As of June 30, 2021 and 2020, the balance receivable from Mr. Xingtao Zhou was $1,083,575 and $28,055 respectively.

The amount is due on demand and non-interest bearing without any formal agreement.

F-18

NOTE 13 – EQUITY

Preferred Stock

The Company is authorized to issue 10,000,000 shares of $.001 par value preferred shares. On June 19, 2018, the Company created 10,000,000 shares of Series A Preferred Stock, out of the 10,000,000 shares that were already authorized. On that same date, the Company issued 10,000,000 shares of the Series A preferred stock to Custodian Ventures LLC, the company controlled by David Lazar, Chief Executive Officer for services valued at $4,000,000.

The following is a description of the material rights of our Series A Preferred Stock:

Each share of Series A Preferred Stock shall be convertible at a rate of $0.0000025 per share of Common Stock (“Conversion Ratio”), at the option of a Holder, at any time and from time to time, from and after the issuance of the Series A Preferred Stock.

Subject to the rights of any existing series of Preferred Stock or to the rights of any series of Preferred Stock which may from time to time hereafter come into existence, the holders of shares of Series A Preferred Stock shall be entitled to receive dividends, out of any assets legally available therefor, upon any payment of any dividend (payable other than in Common Stock or other securities and rights convertible into or entitling the holder thereof to receive, directly or indirectly, additional shares of Common Stock of the Corporation) on the Common Stock of the Corporation, as and if declared by the Board of Directors, as if the Series A Preferred Stock had been converted into Common Stock. Subject to the rights of any existing series of Preferred Stock or to the rights of any series of Preferred Stock which may from time to time hereafter come into existence, the payment of any dividends on the any series or classes of stock of the Corporation shall be subject to any priority set forth in Paragraph (I)(c)(3) of Article FIFTH of the Articles of Incorporation, as such may from time to time be amended.

In the event of any liquidation, dissolution or winding up of the Corporation, either voluntary or involuntary, subject to the rights of any existing series of Preferred Stock or to the rights of any series of Preferred Stock which may from time to time hereafter come into existence, the holders of the Series A Preferred Stock shall be entitled to receive, prior and in preference to any distribution of any of the assets of the Corporation to the holders of Common Stock by reason of their ownership thereof, an amount per share equal to the price per share actually paid to the Corporation upon the initial issuance of the Series A Preferred Stock (each, the “the Original Issue Price”) for each share of Series A Preferred Stock then held by them, plus declared but unpaid dividends. Unless the Corporation can establish a different Original Issue Price in connection with a particular sale of Series A Preferred Stock, the Original issue price shall be $0.001 per share for the Series A Preferred Stock. If, upon the occurrence of any liquidation, dissolution or winding up of the Corporation, the assets and funds thus distributed among the holders of the Series A Preferred Stock shall be insufficient to permit the payment to such holders of the full aforesaid preferential amounts, then, subject to the rights of any existing series of Preferred Stock or to the rights of any series of Preferred Stock which may from time to time hereafter come into existence, the entire assets and funds of the corporation legally available for distribution shall be distributed ratably among the holders of the each series of Preferred Stock in proportion to the preferential amount each such holder is otherwise entitled to receive.

The Series A Preferred Stock shares are nonredeemable other than upon the mutual agreement of the Company and the holder of shares to be redeemed, and even in such case only to the extent permitted by this Certificate of Designation, the Corporation’s Articles of Incorporation and applicable law.

Series A Preferred Stock shall be convertible, at the option of the holder thereof, at any time after the date of issuance of such share, at the office of the Corporation or any transfer agent for such stock, into such number of fully paid and nonassessable shares of Common Stock as is determined by dividing the Original Issue Price of the Series A Preferred Stock by the Series A Conversion Price applicable to such share, determined as hereafter provided, in effect on the date the certificate is surrendered for conversion. The initial Series A Conversion Price per share shall be $0.0000025 for shares of Series A Preferred Stock.

Each share of Series A Preferred Stock shall automatically be converted into shares of Common Stock at the applicable Series A Conversion Price in effect for such share immediately upon the earlier of (i) except as provided below in Section 4(c), the Corporation’s sale of its Common Stock in a public offering pursuant to a registration statement under the Securities Act of 1933, as amended; (ii) a liquidation, dissolution or winding up of the Corporation as defined in section 2(c) above but subject to any liquidation preference required by section 2(a) above; or (iii) the date specified by written consent or agreement of the holders of a majority of the then outstanding shares of Series A Preferred Stock.

F-19

The holder of each share of Series A Preferred Stock shall have the right to one vote for each share of Series A Preferred Stock, and with respect to such vote, such holder shall have full voting rights and powers equal to the voting rights and powers of the holders of Common Stock, and shall be entitled to notice of any stockholders’ meeting in accordance with the bylaws of the Corporation, and shall be entitled to vote, together with holders of Common Stock, with respect to any question upon which holders of Common Stock have the right to vote. Fractional votes shall not, however, be permitted and any fractional voting rights shall be rounded to the nearest whole number (with one-half being rounded upward).

As of June 30, 2021, 9,920,000 preferred shares remain outstanding, which are owned by Xingtao Zhou, CEO.

Common Stock

On June 19, 2018, the Company issued 3,096,200 shares of common stock issued at par value of $0.001, for services valued at $3,096 to Custodian Ventures, LLC, the company controlled by David Lazar.

On July 27, 2020 (the “Closing Date”), Cang Bao entered into a Share Exchange Agreement (the “Exchange Agreement”) by and among (i) Cang Bao, (ii) Zhi Yuan Limited, a Cayman Islands company (“Cayman Company”), and (iii) the three beneficial shareholders of Cayman Company (each, a “Cayman Company Shareholder” and collectively, the “Cayman Company Shareholders”)

Pursuant to the terms of the Exchange Agreement, the Cayman Company Shareholders agreed to sell to Cang Bao, and Cang Bao agreed to purchase, all shares of Cayman Company held by them, which shares represent 100% of the issued and outstanding shares of Cayman Company. In exchange, Cang Bao agreed to issue to the Cayman Company Shareholders an aggregate of 75,000,000 shares of common stock, representing approximately 67.98% of Cang Bao’s total issued and outstanding common stock (the “Share Exchange”).

As of June 30, 2021, 110,319,245 common shares are issued and outstanding with a par value of 0.001.

Restricted net assets

The Company’s ability to pay dividends is primarily dependent on the Company receiving distributions of funds from its subsidiary or VIE. Relevant PRC statutory laws and regulations permit payments of dividends by Shanghai Cangyun, Hainan Cangbao, and Shanghai Cangbao only out of its retained earnings, if any, as determined in accordance with PRC accounting standards and regulations and after it has met the PRC requirements for appropriation to statutory reserves. Paid in capital of the PRC subsidiary and VIE and VIE’s subsidiaries included in the Company’s consolidated net assets are also non-distributable for dividend purposes. The results of operations reflected in the accompanying consolidated financial statements prepared in accordance with U.S. GAAP differ from those reflected in the statutory financial statements of Shanghai Cangyun, Hainan Cangbao, and Shanghai Cangbao. The Company is required to set aside at least 10% of their after-tax profits each year, if any, to fund certain statutory reserve funds until such reserve funds reach 50% of its registered capital. In addition, the Company may allocate a portion of its after-tax profits based on PRC accounting standards to enterprise expansion fund and staff bonus and welfare fund at its discretion. The statutory reserve funds and the discretionary funds are not distributable as cash dividends.

The ability of the Company’s PRC subsidiary and VIE and VIE’s subsidiaries to make dividends and other payments to the Company may also be restricted by changes in applicable foreign exchange and other laws and regulations. Foreign currency exchange regulation in China is primarily governed by the following rules:

●

Foreign Exchange Administration Rules (1996), as amended in August 2008, or the Exchange Rules;

●

Administration Rules of the Settlement, Sale and Payment of Foreign Exchange (1996), or the Administration Rules.

F-20

Currently, under the Administration Rules, Renminbi is freely convertible for current account items, including the distribution of dividends, interest payments, trade and service related foreign exchange transactions, but not for capital account items, such as direct investments, loans, repatriation of investments and investments in securities outside of China, unless the prior approval of the State Administration of Foreign Exchange (the “SAFE”) is obtained and prior registration with the SAFE is made. Foreign-invested enterprises like Rise King WFOE that need foreign exchange for the distribution of profits to its shareholders may affect payment from their foreign exchange accounts or purchase and pay foreign exchange rates at the designated foreign exchange banks to their foreign shareholders by producing board resolutions for such profit distribution. Based on their needs, foreign-invested enterprises are permitted to open foreign exchange settlement accounts for current account receipts and payments of foreign exchange along with specialized accounts for capital account receipts and payments of foreign exchange at certain designated foreign exchange banks.

Although the current Exchange Rules allow the convertibility of Chinese Renminbi into foreign currency for current account items, conversion of Chinese Renminbi into foreign exchange for capital items, such as foreign direct investment, loans or securities, requires the approval of SAFE, which is under the authority of the People’s Bank of China. These approvals, however, do not guarantee the availability of foreign currency conversion. The Company cannot be sure that it will be able to obtain all required conversion approvals for its operations or the Chinese regulatory authorities will not impose greater restrictions on the convertibility of Chinese Renminbi in the future. Currently, most of the Company’s retained earnings are generated in Renminbi. Any future restrictions on currency exchanges may limit the Company’s ability to use its retained earnings generated in Renminbi to make dividends or other payments in U.S. dollars or fund possible business activities outside China.

The Company’s VIE and its subsidiaries in Renminbi included in the Company’ consolidated net assets, aside from statutory reserve funds, that may be affected by increased restrictions on currency exchanges in the future and accordingly may further limit the Company’s PRC subsidiary and VIE and VIE’s subsidiaries’ ability to make dividends or other payments in U.S. dollars to the Company, in addition to restricted net assets as discussed above.

NOTE 14 – INCOME TAXES

United States of America

Cang Bao Tian Xia International Art Trade Center Inc is incorporated in the State of Nevada and is subject to Nevada and US Federal tax laws. Cang Bao has not recognized an income tax benefit for its operating losses based on uncertainties concerning its ability to generate taxable in future period.

The components of deferred tax assets and liabilities as follows:

	June 30, 2021			June 30, 2020
Deferred tax asset
Net operating losses carry forwards	$	33,748		$	84,539
Valuation allowance		(33,748	)		(84,539	)
Deferred tax asset, net	$	-		$	-

Cayman Islands

Under the current laws of Cayman Islands, Zhi Yuan Limited is not subject to tax on income or capital gain. In addition, payments of dividends by the Company to their shareholders are not subject to withholding tax in the Cayman Islands.

Hong Kong

Cang Yun (Hong Kong) Limited was incorporated under the Hong Kong tax laws, and the statutory income tax rate was 16.5%. Cang Yun (Hong Kong) Limited has no operating profit or tax liabilities as of June 30, 2021 and 2020.

F-21

China, PRC

Shanghai Cangyun Management Consulting Co.,Ltd., Hainan Cangbao Tianxia Cultural Relic Co., Ltd. and Cangbao Tianxia (Shanghai) Cultural Relic Co.,Ltd. were incorporated in the PRC and are subject to PRC Enterprise Income Tax (“EIT”) on the taxable income in accordance with the relevant PRC income tax laws. On March 16, 2007, the National People’s Congress enacted a new enterprise income tax law, which took effect on January 1, 2008. The law applies a uniform 25% enterprise income tax rate to both foreign invested enterprises and domestic enterprises.

The Company has not recognized an income tax benefit for its operating losses based on uncertainties concerning its ability to generate taxable income in future periods.

The components of deferred tax assets and liabilities as follows:

	June 30, 2021			June 30, 2020
Net operating losses carry forwards	$	8,411,409		$	1,875,475
Valuation allowance		(8,411,409	)		(1,875,475	)
Deferred tax asset, net	$	-		$	-

Accounting for Uncertainty in Income Taxes

The tax authority of the PRC government conducts periodic and ad hoc tax filing reviews on business enterprises operating in the PRC after those enterprises complete their relevant tax filings. Therefore, the Company’s PRC entities’ tax filings results are subject to change. It is therefore uncertain as to whether the PRC tax authority may take different views about the Company’s PRC entities’ tax filings, which may lead to additional tax liabilities.

ASC 740 requires recognition and measurement of uncertain income tax positions using a “more-likely-than-not” approach. The management evaluated the Company’s tax positions and concluded that no provision for uncertainty in income taxes was necessary as of June 30, 2021 and 2020.

NOTE 15 – CONCENTRATIONS, RISKS AND UNCERTAINTIES

Credit risk

Cash deposits with banks are held in financial institutions in PRC, which are insured with deposit protection up to RMB500,000 (approximately $70,089). Accordingly, the Company has a concentration of credit risk related to the uninsured part of bank deposits. The Company has not experienced any losses in such accounts and believes it is not exposed to significant credit risk.

Concentration

The Company has a concentration risk related to the suppliers. Failure to maintain existing relationships with the suppliers or to establish new relationships in the future could negatively affect the Company’s operations.

The concentration on purchases from suppliers’ as follows:

	For the year ended					For the year ended
	June 30, 2021					June 30, 2020
	Amount		%			Amount		%
Supplier A	$	3,710,000		67.1	%	$	-		-
Supplier B		965,055		17.4	%		-		-
Supplier C		756,017		13.7	%		-		-
Supplier D		-		-			4,597,300		30.4%
Supplier E		-		-			4,597,300		30.4%
Supplier F		-		-			3,765,043		24.9%
	$	5,431,072		98.2	%	$	12,959,643		85.6%

F-22

Risks of Variable Interest Entities Structure

Although the structure the Company has adopted is consistent with longstanding industry practice, and is commonly adopted by comparable companies in China, the PRC government may not agree that these arrangements comply with PRC licensing, registration or other regulatory requirements, with existing policies or with requirements or policies that may be adopted in the future. There are uncertainties regarding the interpretation and application of PRC laws and regulations including those that govern the Company’s contractual arrangements, which could limit the Company’s ability to enforce these contractual arrangements. If the Company or any of its variable interest entities are found to be in violation of any existing or future PRC laws, rules or regulations, or fail to obtain or maintain any of the required permits or approvals, the relevant PRC regulatory authorities would have broad discretion to take action in dealing with such violations or failures, including levying fines, revoking business and other licenses of the Company’s variable interest entities, requiring the Company to discontinue or restrict its operations, restricting its right to collect revenue, requiring the Company to restructure its operations or taking other regulatory or enforcement actions against the Company. In addition, it is unclear what impact the PRC government actions would have on the Company and on its ability to consolidate the financial results of its variable interest entities in the consolidated financial statements, if the PRC government authorities were to find the Company’s legal structure and contractual arrangements to be in violation of PRC laws, rules and regulations. If the imposition of any of these government actions causes the Company to lose its right to direct the activities of Hainan Cangbao and Shanghai Cangbao or the right to receive their economic benefits, the Company would no longer be able to consolidate the Hainan Cangbao and Shanghai Cangbao.

COVID-19 outbreak

In March 2020 the World Health Organization declared coronavirus COVID-19 a global pandemic. The COVID-19 pandemic has negatively impacted the global economy, workforces, customers, and created significant volatility and disruption of financial markets. It has also disrupted the normal operations of many businesses, including ours. This outbreak could decrease spending, adversely affect demand for our services and harm our business and results of operations. It is not possible for us to predict the duration or magnitude of the adverse results of the outbreak and its effects on our business or results of operations at this time. Since April 2020, the Company gradually resumed operations and is now operating at full capacity.

NOTE 16 – SUBSEQUENT EVENTS

The Company evaluates subsequent events that have occurred after the balance sheet date but before the financial statements are issued. There are two types of subsequent events: (1) recognized, or those that provide additional evidence with respect to conditions that existed at the dates of the balance sheets, including the estimates inherent in the process of preparing financial statements, and (2) non-recognized, or those that provide evidence with respect to conditions that did not exist at the date of the balance sheet but arose subsequent to that date.

The Company evaluates subsequent events that have occurred after the balance sheet date but before the financial statements are issued. Based on this evaluation, the Company concluded that subsequent to June 30, 2021 but prior to the date the financial statements were available to be issued, and has determined that it does not have any material events to disclose.

F-23

Filing Compare · Cang Bao Tian Xia International Art Trade Center, Inc.