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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

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

For the quarterly period ended ~~September~~ June 30, ~~2018~~2022

☐ TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE EXCHANGE ACT

For the transition period from ___________ to _____________

CHINA LIAONING DINGXU ECOLOGICAL AGRICULTURE DEVELOPMENT, INC.

(Exact name of small business issuer as specified in its charter)

Commission File No. 333-170480

Nevada	80-0638212
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

~~224 Datura~~17800 Castleton St.,

~~West Palm~~City ~~Beach~~of Industry, FLCA, ~~33401~~91748

(Address of Principal Executive Offices)

~~561~~812-~~570~~933-~~4301~~8888

(Issuer’s telephone number)

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days. Yes ☐ No ☒ *

* The registrant is a voluntary filer of reports required to be filed by certain companies under Section 13 or 15(d) of the Securities Exchange Act of 1934 and has filed all reports that would have been required to have been filed by the registrant during the preceding 12 months had it been subject to such filing requirements during the entirety of such period.

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted ~~and posted~~ pursuant to Rule ~~405~~ 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit ~~and post~~ such files). Yes ☐ 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 ☐☒ Smaller reporting company ☒ Emerging growth company ☐

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

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

As of ~~December~~May 318, ~~2017~~ 2023, there were 1314,845,~~233~~619 shares of common stock of the registrant outstanding.

Table of Contents

PART I – FINANCIAL INFORMATION
Item 1. Financial Statements	4
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	11
Item 3. Quantitative and Qualitative Disclosures About Market Risk	14
Item 4. Controls and Procedures	14

PART II – OTHER INFORMATION
Item 1. Legal Proceedings	15
Item 1A. Risk Factors	15
Item 2. Unregistered Sales of Securities and Use of Proceeds	15
Item 3. Defaults Upon Senior Securities	15
Item 4. Mine Safety Disclosure	15
Item 5. Other Information	15
Item 6. Exhibits	15
SIGNATURES	16
EXHIBIT 31.1
EXHIBIT 32.1

Forward-Looking Statements

Various statements contained in this report constitute “forward-looking statements” within the meaning of the federal securities laws. Forward-looking statements are based on current expectations and are indicated by words or phrases such as “believe,” “expect,” “may,” “will,” “should,” “seek,” “plan,” “intend” or “anticipate” or the negative thereof or comparable terminology, or by discussion of strategy. Forward-looking statements represent as of the date of this report our judgment relating to, among other things, future results of operations, growth plans, sales, capital requirements and general industry and business conditions applicable to us. Such forward-looking statements are based largely on our current expectations and are inherently subject to risks and uncertainties. Our actual results could differ materially from those that are anticipated or projected as a result of certain risks and uncertainties, including, but not limited to, a number of factors, such as: changes in economic conditions, legislative/regulatory changes, availability of capital, interest rates, competition, and generally accepted accounting principles and the other risks and uncertainties that are set forth in Item 2, “Management’s Discussion and Analysis of Financial Condition and Results of Operations.”

These factors are not necessarily all of the important factors that could cause actual results to differ materially from those expressed in any of our forward-looking statements. Other unknown or unpredictable factors could also have material adverse effects on future results. Except as otherwise required to be disclosed in periodic reports required to be filed by public companies with the Securities and Exchange Commission (“SEC”) pursuant to the SEC's rules, we have no duty to update these statements, and we undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. In light of these risks and uncertainties, we cannot assure you that the forward-looking information contained in this report will in fact transpire.

As used in this Quarterly Report on Form 10-Q, unless the context requires or is otherwise indicated, the terms “we,” “us,” “our,” the “Registrant,” the “Company,” “our company” and similar expressions include the following entities (as defined below):

(i) China Liaoning Dingxu Ecological Agriculture Development, Inc. (“CLAD”), formerly known as Hazlo! Technologies, Inc., a Nevada corporation;

(ii) China Liaoning DingXu Ecological Agriculture Development Co, Ltd., a BVI company (“DingXu BVI”), a wholly-owned subsidiary of CLAD;

(iii) Panjin Hengrun Biological Technology Development Co., Ltd. 盘锦恒润生物技术开发有限公司, a limited liability company organized under the laws of the People’s Republic of China and a ninety-nine percent owned subsidiary of DingXu BVI (“Panjin Hengrun”);

(iv) Liaoning Dingxu Ecological Agriculture Development Co., Ltd.辽宁鼎旭生态农业发展有限公司, a limited liability company organized under the laws of the People’s Republic of China and an affiliated entity of Panjin Hengrun through contractual arrangements (“Liaoning Dingxu”).

“China” or “PRC” refers to the People’s Republic of China, excluding Hong Kong, Macau and Taiwan.

“RMB” or “Renminbi” refers to the legal currency of China and “$” or “U.S. Dollars” refers to the legal currency of the United States. We make no representation that the RMB or U.S. Dollar amounts referred to in this report could have been or could be converted into U.S. Dollars or RMB, as the case may be, at any particular rate or at all.

“GAAP” unless otherwise indicated refers to accounting principles generally accepted in the United States.

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements

China Liaoning Dingxu Ecological Agriculture Development, Inc.

Balance Sheet

As at September 30, 2018 (Unaudited)


	Six Months ending			Year Ending
	June 30, 2022			December 31, 2021
ASSETS
Current Assets
Checking/Savings	$	46,305		$	46,305
Other Current Assets		–			–
Total Current Assets		46,305			46,305
Fixed Assets		–			–
Other Assets		–			–
TOTAL ASSETS	$	46,305		$	46,305

LIABILITIES & EQUITY
Liabilities
Current Liabilities
Other Current Liabilities
Accrued Expense	$	2,100		$	1,800
Due to related Parties		65,500			65,500
Payroll Liabilities		–			–
Total Other Current Liabilities		67,600			67,300
Total Current Liabilities		67,600			67,300
Total Long Term Liabilities		–			–
Total Liabilities		67,600			67,300

Equity
Accumulated Other Income		(9,609,011	)		(9,609,011	)
Additional Paid In Capital		21,351,738			21,351,738
Common Stock $.001		14,845			14,845
Non-Controlling Interest		69,945			69,945
Retained Earnings		(11,848,512	)		(11,844,542	)
Net Income		(300	)		(3,970	)
Total Equity		(21,295	)		(20,995	)
TOTAL LIABILITIES & EQUITY	$	46,305		$	46,305

		As of
	Notes	September 30, 2018
		(Unaudited)
ASSETS
Current Assets
Cash and cash equivalents/(overdraft)	4	$	(9,438,000	)
Inventory	5		224,748
Other current assets	6		154,925
Total Current Assets			(9,058,327	)
Land use right	7		3,989,614
Property, plant and equipment, net	8		10,861,617
Prepaid lease for land	9		1,088,431
Total Assets		$	6,881,335
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities:
Account payable	10	$	144,844
Accrued expenses	11		20,108
Due to related parties	12		475,142
Total Current Liabilities			640,094
Long term payable	13		19,027,765
Total Liabilities			19,667,859
Shareholders' Equity:
Common stock ($0.001 par value; 75,000,000 shares authorized; par value US$0.01;			13,845
Additional paid-in capital			21,351,738
Accumulated deficit			(24,613,042	)
Accumulated other comprehensive income			(9,609,011	)
Non-controlling interests			69,945
Total Stockholders' Equity			(12,786,524	)
Total Liabilities and Stockholders' Equity		$	6,881,336

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

See accompanying notes to unaudited consolidated financial statements.

China Liaoning Dingxu Ecological Agriculture Development, Inc.

Statement of Profit and Loss

For the quarter ended September 30, 2018

	The nine months ended
	September 30, 2018
Net revenue	$	109,159
Cost of revenue		(170,073	)
Gross profit		(60,914	)
Operating expenses
Depreciation and amortization		(187,613	)
Bad debts		–
General and administrative		(668,149	)
Income/(Loss) from operations		(916,676	)
Other Income / (expense)
Interest expense		(648,395	)
Other income / (expense)		(33,663	)
Income / (loss) before provision for tax		(1,598,734	)
Provision for income tax		–
Net income / (loss) before non-controlling interest	$	(1,598,734	)
Less: net income / (loss) attributable to non-controlling interest		(3,334	)
Net income / (loss)	$	(1,595,400	)
Other Comprehensive income / (loss):
Unrealized foreign currency translation gain (loss)		(744,113	)
Less: net income / (loss) attributable to non-controlling interest		(3,395	)
Total Comprehensive income / (loss)		(2,336,119	)

See accompanying notes to unaudited consolidated financial statements.

China Liaoning Dingxu Ecological Agriculture Development, Inc.

Statement of Cash Flows

As at September 30, 2018 (Unaudited)

	2018
Cash flows from operating activities:
(Loss) / profit before income tax	$	(1,598,734	)
Adjustments to reconcile net income to net cash provided by operating activities:
Bad debt		–
Depreciation and amortization		187,613
Amortization of prepaid lease		33,663
Changes in working capital
Decrease/(increase) in other receivables		–
Decrease/(increase) in inventory		(10,702	)
Decrease/(increase) in other current assets		(7,377	)
Decrease/(increase) in accounts payable		4,219
(Decrease)/increase in other payables and accrued expenses		394
Net cash flow used in operating activities		(1,390,925	)
Cash flows from investing activities:
Loan to related parties		–
Cash paid for long term investment		–
Additions in property, plant and equipment		–
Net cash flows provided by investing activities		–
Cash flows from financing activities:
Proceeds from long term finance		–
Net cash provided by financing activities		–
Increase/(decrease) in cash and cash equivalents	$	(1,390,925	)
Effect of foreign exchange translation		(747,508	)
Cash and cash equivalents at beginning of period		(7,299,568	)
Cash and cash equivalents at end of period	$	(9,438,000	)

See accompanying notes to unaudited consolidated financial statements.

China Liaoning Dingxu Ecological Agriculture Development, Inc.

Notes to the Financial Statements

For the quarter ended September 30, 2018

1. LEGAL STATUS AND OPERATIONS

China Liaoning Dingxu Ecological Agriculture Development Inc. (the "Company") was incorporated under the laws of State of Nevada on August 19, 2010. On December 12, 2011, the Company entered a Share Exchange Agreement with DingXu BVI Shareholder (Chin Yung Kong) under which the Company issued 60,000,000 shares of common stock to Chin Yung Kong to acquire 100% of the issued and outstanding shares of DingXu BVI.

China Liaoning DingXu Ecological Agriculture Development Co, Ltd ., a BVI company (“DingXu BVI”) was incorporated under the laws of British Virgin Islands on April 15, 2011. Chin Yung Kong was the sole shareholder and director of DingXu BVI.

The Company is primarily engaged in the growing, marketing, producing and selling of agriculture products in People’s Republic of China (“PRC”).

2. BASIS OF PREPARATION

2.1 Statement of compliance

The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America and pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC") on a going concern.

2.2 Accounting Convention

These financial statements have been prepared on the basis of 'historical cost convention using accrual basis of accounting except as otherwise stated in the respective accounting policies notes.

Going concern

The accompanying unaudited financial statements have been prepared on the assumption that the Company will continue as a going concern. The Company historically has experienced significant losses and negative cash flows from operations. Further, the Company does not have a revolving credit facility with any financial institution. These factors raise substantial doubt about the Company’s ability to continue as a going concern.

The ability of the Company to continue as a going concern is dependent on raising additional capital, negotiating adequate financing arrangements and on achieving sufficiently profitable operations. The financial statements do not include any adjustments relating 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.

2.3 Critical accounting estimates and judgements

The preparation of financial statements in conformity with the approved accounting standards require management to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgments about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates.

~~The estimates~~China ~~and~~Liaoning ~~underlying~~Dingxu ~~assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the~~Ecological ~~period~~Agriculture ~~in which the estimates are revised if the revision affects only that period~~Development, ~~or in the period of the revision and future periods~~Inc.

~~The areas~~Profit ~~involving~~& ~~higher~~Loss ~~degree of judgment and complexity, or areas where assumptions and estimates made by the management are significant to the financial statements are as follows:~~

i) Equipment - estimated useful life of property, plant and equipment (note - 3.8)

Three Months
ending

Six Months
ending

Apr - Jun 22

Apr - Jun 21

Jan - Jun 22

Jan - Jun 21

Ordinary Income/Expense

Total Income

–

Total COGS

–

Gross Profit

–

Expense

Bank Charges/Fees

–

Computer and Internet

–

Depreciation Expense

–

Dues & Subscriptions

–

General/Admin Expense

–

Interest Expense

–

Office Supplies

–

Payroll Expenses

–

Total Professional Fees

–

300

600

Rent Expense

–

Total Expense

–

364

300

680

Net Ordinary Income

–

(364

)

(300

)

(680

)

Other Income/Expense

Other Income

–

Other Expense

–

Net Other Income

–

Net Income

–

(364

)

(300

)

(680

)

~~ii) Provision for~~The ~~doubtful~~accompanying ~~debts~~notes ~~(note~~are -an 3integral part of these unaudited consolidated financial statements.4)

iii) Provision for income tax (note - 3.1)

3 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

3.1 Income tax

The tax expense for the year comprises of income tax, and is recognized in the statement of earnings. The income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the balance sheet date. Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation and establishes provisions where appropriate on the basis of amounts expected to be paid to the tax authorities.

Deferred income tax is accounted for using the balance sheet liability method in respect of all temporary differences arising from differences between the carrying amount of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred income tax liabilities are recognised for all taxable temporary differences and deferred income tax assets are recognised to the extent that it is probable that taxable profits will be available against which the deductible temporary differences and unused tax losses can be utilized. Deferred income tax is calculated at the rates that are expected to apply to the period when the differences are expected to be reversed.

3.2 Trade and other payables

Liabilities for trade and other amounts payable are carried at cost, which is the fair value of the consideration to be paid in future for goods and services received, whether or not billed to the Company.

3.3 Provisions

A provision is recognized in the financial statements when the Company has a legal or constructive obligation as a result of past events and it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of obligation.

3.4 Accounts Receivable

Accounts receivable are non-interest bearing obligations due under normal course of business. The management reviews accounts receivable on a monthly basis to determine if any receivables will be potentially uncollectible. Historical bad debts and current economic trends are used in evaluating the allowance for doubtful accounts. The Company includes any accounts receivable balances that are determined to be uncollectible in its overall allowance for doubtful accounts. After all attempts to collect a receivable have failed, the receivable is written off against the allowance. Based on the information available, the Company believes its allowance for doubtful accounts as of period ended is adequate.

~~3.5~~China Liaoning Dingxu Ecological ~~Contingent~~Agriculture ~~liabilities~~Development, Inc.

ACONDENSED ~~contingent~~CONSOLIDATED ~~liability~~STATEMENTS isOF ~~disclosed when~~CHANGES ~~the Company has a possible obligation as a result of past events, the existence of which will be confirmed only by the occurrence~~IN orSTOCKHOLDERS’ non-occurrence, of one or more uncertain future events, not wholly within the control of the Company; or when the Company has a present legal or constructive obligation, that arises from past events, but it is not probable that an outflow of resources embodying economic benefits will be required to settle the obligation, or the amount of the obligation cannot be measured with sufficient reliability.EQUITY

~~3.6~~FOR THE THREE and SIX MONTHS ENDED JUNE 30, 2022 ~~Financial~~AND ~~liabilities~~2021

~~Financial~~(Currency ~~liabilities~~expressed are recognized when the Company becomes party to the contractual provision of the instruments and the Company loses control of the contractual right that comprise the financial liability when the obligation specified in ~~the~~United ~~contract~~States isDollars ~~discharged~~(“US$”), ~~cancelled or expired.~~ ~~The~~except ~~Company classifies its financial liabilities in two categories: at fair value through profit or loss and financial liabilities measured at amortized cost. The classification depends on the purpose~~ for ~~which~~number ~~the financial liabilities were incurred. Management determines the classification~~ of ~~its financial liabilities at initial recognition.~~shares)

~~(a) Financial~~Three and ~~liabilities~~Six atmonths ~~fair~~ended ~~value~~June ~~through profit~~30, or2022 ~~loss~~(Unaudited)

Financial liabilities at fair value through profit or loss are financial liabilities held for trading. A financial liability is classified in this category if incurred principally for the purpose of trading or payment in the short-term. Derivatives (if any) are also categorized as held for trading unless they are designated as hedges.


	Number of Common Shares		Par Value of Common Stock		Additional Paid in Capital		Accumulated Deficit			Accumulated Other Comprehensive Income			Non-Controlling Interest		Total Shareholder’s Equity
BALANCE AT December 31, 2021		14,845,619	$	14,845	$	21,351,738	$	(11,848,512	)	$	(9,609,011	)	$	69,945	$	(20,995	)
Net Loss - 3.31.22		–		–		–		–			–			–		–
Other Comprehensive Income/(Loss)		–		–		–		(300	)		–			–		(300	)
Shares of Non-Controlling		–		–		–		–			–			–		–
BALANCE AT March 31, 2022		14,845,619	$	14,845	$	21,351,738	$	(11,848,812	)	$	(9,609,011	)	$	69,945	$	(21,295	)
Net Loss - 6.30.22		–		–		–		–			–			–		–
Other Comprehensive Income/(Loss)		–		–		–		–			–			–		–
Shares of Non-Controlling		–		–		–		–			–			–		–
BALANCE AT June 30, 2022		14,845,619	$	14,845	$	21,351,738	$	(11,848,812	)	$	(9,609,011	)	$	69,945	$	(21,295	)

~~(b) Financial~~Three ~~liabilities~~and ~~measured~~Six atmonths ~~amortized~~ended ~~cost~~ June 30, 2021 (Unaudited)

These are non-derivative financial liabilities with fixed or determinable payments that are not quoted in an active market. These are recognized initially at fair value, net of transaction costs incurred and are subsequently stated at amortized cost; any difference between the proceeds (net of transaction costs) and the redemption value is recognized in the profit and loss account.


	Number of Common Shares		Par Value of Common Stock		Additional Paid in Capital		Accumulated Deficit			Accumulated Other Comprehensive Income			Non-Controlling Interest		Total Shareholder’s Equity
BALANCE AT December 31, 2020		14,845,619	$	14,845	$	21,351,738	$	(11,844,542	)	$	(9,609,011	)	$	69,945	$	4,676
Net Loss - 3.31.21		–		–		–		(316	)		–			–		(316	)
Due to related Party		–		–		–		–			–			–		(16	)
Shares of Non-Controlling		–		–		–		–			–			–		–
BALANCE AT March 31, 2021		14,845,619	$	14,845	$	21,351,738	$	(11,844,858	)	$	(9,609,011	)	$	69,945	$	4,660
Net Loss - 6.30.21		–		–		–		(364	)		–			–		(364	)
Due to related Party		–		–		–		–			–			–		(64	)
Shares of Non-Controlling		–		–		–		–			–			–		–
BALANCE AT June 30, 2021		14,845,619	$	14,845	$	21,351,738	$	(11,844,222	)	$	(9,609,011	)	$	69,945	$	4,596

~~3.6.1 Derivative financial~~The ~~instruments~~accompanying ~~and~~notes ~~hedge~~are ~~accounting~~an integral part of these unaudited consolidated financial statements.

Derivatives are recognised initially at fair value, any directly attributable transaction costs are recognised in profit or loss as they are incurred. Subsequent to initial recognition, derivatives are measured at fair value, and changes therein are generally recognised in profit and loss account. The Company also holds derivative financial instruments to hedge its foreign currency exposures. Embedded derivatives are separated from the host contract and accounted for separately if certain criteria are met.

(a) Fair value hedge

Derivatives which are designated and qualify as fair value hedge, changes in the fair value of such derivatives are recorded in the profit and loss account, together with any changes in the fair value of the hedged asset or liability that are attributable to the hedged risk.

(b) Cash flow hedges

When a derivative is designated as cash flow hedging instrument, the effective portion of changes in the fair value of the derivative is recognised in other comprehensive income and accumulated in the hedging reserve. Any ineffective portion of changes in the fair value of the derivative is recognised immediately in profit or loss.

~~The~~China ~~amount~~Liaoning ~~accumulated~~Dingxu inEcological ~~equity is retained in other~~Agriculture ~~comprehensive~~Development, ~~income and reclassified to profit or loss in the same period or periods during which the hedged item affects profit or loss~~Inc.

IfCash the hedging instrument no longer meets the criteria for hedge accounting, expires or is sold, terminated or exercised, or the designation is revoked, then hedge accounting is discontinued prospectively. If the forecast transaction is no longer expected to occur, then the amount accumulated in equity is reclassified to profit or loss.Flow

3.7 Property, plant and equipment


	Six Months ending			Six Months ending
	Jan - Jun 21			Jan - Jun 22
OPERATING ACTIVITIES
Net Income	$	(680	)	$	(300	)
Adjustments to reconcile Net Income to net cash provided by operations:
Inventory		–			–
Other Current Assets		–			–
Accounts Payable		–			–
Accrued Expense		600			300
Due to related Parties		–			–
Payroll Liabilities		–			–
Net cash provided by Operating Activities		(80	)		–

INVESTING ACTIVITIES
Land Right Use		–			–
Prepaid Lease		–			–
Property Plant & Equipment		–			–
Net cash provided by Investing Activities		–			–

FINANCING ACTIVITIES
Long Term Payable		–			–
Accumulated Other Income		–			–
Additional Paid In Capital		–			–
Capital Stock		–			–
Common Stock $.001		–			–
Dividends Paid		–			–
Non-Controlling Interest		–			–
Opening Balance Equity		–			–
Retained Earnings		–			–
Net cash provided by Financing Activities	$	–		$	–
Net cash increase for period		(80	)		–
Cash at beginning of period		4,675			–
Cash at end of period	$	4,595		$	–

~~All equipments are stated at cost less accumulated depreciation and impairment loss.~~The ~~cost~~accompanying ofnotes ~~fixed~~are ~~assets~~an ~~includes~~integral ~~its~~part ~~purchase price, import duties and non-refundable purchase taxes and any directly attributable costs~~ of ~~bringing the asset to its working~~these ~~condition~~unaudited ~~and~~consolidated ~~location~~financial ~~for its intended use~~statements.

Depreciation on additions to property, plant and equipment is charged, using straight line method, on pro rata basis from the month in which the relevant asset is acquired or capitalized, upto the month in which the asset is disposed off. Impairment loss, if any, or its reversal, is also charged to income for the year. Where an impairment loss is recognized, the depreciation charge is adjusted in future periods to allocate the asset’s revised carrying amount, less its residual value, over its estimated useful life. Estimated useful life of assets is as follows:

Building	20 years
Plant and equipment	5-10 years
Office equipment	3-5 years
Vehicles	4 years

Maintenance and normal repair costs are expensed out as and when incurred. Major renewals and improvements are capitalized and assets so replaced, if any are retired.

Gains and losses on disposal of fixed assets, if any, are recognized in statement of profit and loss.

3.8 Cash and cash equivalents

Cash and cash equivalents include cash in hand and deposits held at call with banks. For the purpose of the statement of cash flows, cash and cash equivalents comprises of bank balances and short term highly liquid investments subject to an insignificant risk of changes in value and with maturities of less than three months.

3.9 Revenue recognition

The Company derives revenue from the sale of selling fresh mushrooms, dried mushrooms, and mushroom seeds.

The Company recognizes revenue when it is realized or realizable and earned. The Company considers revenue realized or realizable and earned when it has persuasive evidence of an arrangement that the goods have been shiped to the customer, the sales price is fixed or determinable, and collectability is reasonably assured.

~~3.10 Functional~~China Liaoning Dingxu Ecological ~~and~~Agriculture ~~presentation~~Development, ~~currency~~Inc.

~~Items~~NOTES ~~included~~TO inCONDENSED ~~the~~CONSOLIDATED ~~financial statements~~FINANCIAL are measured using the currency of the primary economic environment in which the Company operates. The functional currency of the Company is US (Dollars) and the functional currency of the Company’s operating subsidiaries and variable interest entities is the RMB. The financial statements are presented in US (Dollars) which is the Company's presentation currency. All financial information presented in US Dollars has been rounded to the nearest dollar unless otherwise stated.STATEMENTS

~~3.11 Foreign currency~~FOR ~~transactions~~THE SIX MONTHS ENDED JUNE 30, 2022 AND 2021 (UNAUDITED)

~~Foreign~~(Currency ~~currency~~expressed ~~transactions are translated into the functional currency using the exchange rate prevailing on the date of the transaction. Monetary assets and liabilities denominated~~ in ~~foreign~~United ~~currencies~~States ~~are~~Dollars translated into functional currency using the exchange rate prevailing at the statement of financial position date. Translation adjustments resulting from the process of translating the local currency financial statements into U.S. dollars are included in determining comprehensive income. Transaction gains and losses that arise from exchange rate fluctuations on transactions denominated in a currency other than the functional currency are included in the results of operations as incurred. All of the Company’s revenue transactions are transacted in the functional currency. The Company does not enter any material transaction in foreign currencies and accordingly(“US$”), ~~transaction gains or losses have not had,~~ ~~and~~except ~~are~~for ~~not~~number ~~expected to have, a material effect on the results~~ of ~~operations of the Company.~~shares)

31.~~12 Contingencies~~ BASIS OF PRESENTATION

The ~~assessment~~accompanying ofunaudited ~~the~~condensed ~~contingencies~~consolidated financial statements ~~inherently~~have ~~involves~~been ~~the~~prepared ~~exercise~~by ofmanagement ~~significant~~in ~~judgment~~accordance aswith both accounting principles generally accepted in the ~~outcome~~United ofStates (“GAAP”), and the ~~future~~instructions ~~events~~to ~~cannot~~Form be10-Q ~~predicted~~and ~~with~~Rule ~~certainty~~10-01 of Regulation S-X. Certain information and note disclosures normally included in audited ~~The~~financial ~~Company,~~statements ~~based~~prepared onin ~~the~~accordance ~~availability~~with ofgenerally ~~the~~accepted ~~latest~~accounting ~~information,~~principles ~~estimates~~have ~~the~~been ~~value~~condensed ofor ~~contingent~~omitted ~~assets~~pursuant to those rules and ~~liabilities~~regulations, ~~which may~~although ~~differ~~the onCompany believes that the ~~occurrence~~disclosures /made ~~non-occurrence~~are ofadequate to make the ~~uncertain~~information ~~future~~not ~~event(s)~~misleading.

3In the opinion of management, the balance sheet as of June 30, 2022 which has been derived from unaudited financial statements and these unaudited condensed consolidated financial statements reflect all normal and recurring adjustments considered necessary to state fairly the results for the periods presented.13 The results for the period ended ~~Stock~~June ~~based~~30, ~~compensation~~2022 are not necessarily indicative of the results to be expected for the entire fiscal year ending December 31, 2021 or for any future period.

~~The~~These ~~Company~~unaudited ~~recognizes~~condensed ~~compensation expense~~consolidated ~~for~~financial ~~stock-based~~statements ~~compensation~~and innotes ~~accordance with generally accepted accounting principles. For employee stock-based awards,~~thereto ~~fair~~should ~~value~~be ofread ~~the~~in ~~award~~conjunction onwith the ~~date~~Management’s ofDiscussion ~~grant~~and ~~is calculated using~~ the ~~Black-Scholes~~audited ~~method~~financial statements and ~~the~~notes ~~quoted~~thereto ~~price~~included of in the ~~Company's common~~Form ~~stock~~10-K for ~~stock~~the ~~options~~year ~~and~~ended ~~unrestricted~~December ~~shares~~31, ~~respectively;~~2021.

~~The~~2. DESCRIPTION ~~Company~~OF ~~recognizes~~BUSINESS AND ~~expense over the service period for awards expected to vest.~~ORGANIZATION

In(i) ~~case~~China ofLiaoning ~~non-employee~~Dingxu ~~stock-based~~Ecological ~~awards~~Agriculture Development, ~~fair value of the award on the date of grant is calculated in the same manner as employee awards~~Inc. ~~However~~(“CLAD”), ~~the awards are revalued at the end of each reporting period and the pro rata compensation expense is adjusted~~ ~~accordingly~~formerly ~~until~~known ~~such time the nonemployee award is fully vested, at which time the total compensation recognized to date equals the fair value of the stock-based award~~ as ~~calculated~~Hazlo! ~~on the measurement date~~Technologies, ~~which is the date at which the award recipient’s performance is complete~~Inc. ~~The estimation of stock-based awards that will ultimately vest requires judgment~~, ~~and to the extent actual results or updated estimates differ from original estimates, such amounts are recorded as~~ a ~~cumulative~~Nevada ~~adjustment in the period estimates are revised. We consider many factors when estimating expected forfeitures, including types of awards, employee class, and historical experience.~~corporation;

~~The~~(ii) ~~Black-Scholes~~China ~~option~~Liaoning ~~valuation~~DingXu ~~model~~Ecological isAgriculture ~~used~~Development toCo, ~~estimate the fair value of the warrants or options granted~~Ltd. ~~The model includes~~, ~~subjective~~a ~~input~~BVI ~~assumptions~~company ~~that~~(“DingXu ~~can~~BVI”), ~~materially~~a ~~affect~~wholly-owned ~~the~~subsidiary ~~fair value estimates. The model was developed for use in estimating the fair value~~ of ~~traded options or warrants. The expected volatility is estimated based on the most recent historical period of time equal to the weighted average life of the warrants or options granted.~~CLAD;

3(iii) Panjin Hengrun Biological Technology Development Co.14, Ltd. 盘锦恒润生物技术开发有限公司, ~~Inventories~~a limited liability company organized under the laws of the People’s Republic of China and a ninety-nine percent owned subsidiary of DingXu BVI (“Panjin Hengrun”);

~~Inventories,~~(iv) ~~except~~Liaoning ~~for~~Dingxu ~~stock in~~Ecological ~~transit,~~Agriculture ~~are~~Development ~~stated~~Co., ~~at lower of cost and net realizable value~~Ltd.辽宁鼎旭生态农业发展有限公司, a ~~Stock~~limited inliability ~~transit~~company isorganized ~~valued~~under atthe ~~cost~~laws ~~comprising~~of ~~invoice~~the ~~value~~People’s ~~plus other~~Republic ~~charges~~of ~~thereon.~~China ~~Net~~and ~~realizable~~an ~~value~~affiliated isentity ~~the estimated selling price in ordinary course~~ of ~~business~~Panjin ~~less estimated costs~~Hengrun ofthrough ~~completion~~contractual ~~and~~arrangements ~~selling~~(“Liaoning ~~expenses~~Dingxu”).

“China” or “PRC” refers to the People’s Republic of China, excluding Hong Kong, Macau and Taiwan.

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of presentation

The accompanying financial statements are prepared in accordance with generally accepted accounting principles in the United States of America (“US GAAP”).

~~4 Cash~~The accompanying financial statements include the accounts of the Company and its wholly-owned subsidiaries. Intercompany transactions and balances were eliminated in consolidation. As of June 30, 2022, there was no subsidiary held by the Company.

~~This~~Use ~~represents~~of ~~cash in hand and cash deposited in bank accounts (current) by the Company.~~estimates

~~5 Inventory~~Management uses estimates and assumptions in preparing these financial statements in accordance with US GAAP. Those estimates and assumptions affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities in the balance sheet, and the reported revenue and expenses during the periods reported. Actual results may differ from these estimates.

Opening balance	$	214,046
Net movement during the period		10,702
	$	224,748

Going Concern

~~6 Other~~The ~~current~~accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities and commitments in the normal course of business. During the six months ended June 30, 2022, the Company incurred a loss before income tax of $300 and used cash in operations of $0. These factors raise substantial doubt about the Company’s ability to continue as a going concern within one year of the date that the financial statements are issued. In addition, the Company’s independent registered public accounting firm, in its report on the Company’s December 31, 2021 financial statements, has expressed substantial doubt about the Company’s ability to continue as a going concern. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

Opening balance	$	147,548
Net movement during the period		7,377
	$	154,925

The Company’s ability to continue as a going concern is dependent upon improving its profitability and the continuing financial support from its shareholders. Management believes the existing shareholders or external financing will provide the additional cash to meet the Company’s obligations as they become due. Despite the amount of funds that we have raised, no assurance can be given that any future financing, if needed, will be available or, if available, that it will be on terms that are satisfactory to the Company. Even if the Company is able to obtain additional financing, if needed, it may contain undue restrictions on its operations, in the case of debt financing, or cause substantial dilution for its stockholders, in the case of equity financing.

~~7 Land~~Cash ~~use~~and ~~right~~cash equivalents

Opening balance	$	4,071,035
Net movement during the period		(81,421	)
	$	3,989,614

Cash and cash equivalents are carried at cost and represent cash on hand, demand deposits placed with banks or other financial institutions and all highly liquid investments with an original maturity of three months or less as of the purchase date of such investments.

~~8 Property,~~Fair value ~~plant~~of ~~and~~financial ~~equipment~~instruments

Cost
Opening balance	$	14,507,561
Net movement during the period		–
		14,507,561

The carrying value of the Company’s financial instruments: cash and cash equivalents, prepayments, amount due to a director and accrued liabilities approximate at their fair values because of the short-term nature of these financial instruments.

Accumulated Depreciation
Opening balance		(3,539,752	)
Net movement during the period		(106,193	)
		(3,645,944	)
Closing Book Value	$	10,861,617

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

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

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

	·	Level 3 : Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions information regarding the impact of the adoption of ASC 842 on the Company’s financial statements.

~~8.1 Property,~~Recent ~~plant~~accounting ~~and equipment, as the reporting date, comprises of:~~pronouncements

Building	$	13,654,077
Plant		748,007
Vehicles		32,912
Office equipment		72,565
		14,507,561
Less: Accumulated depreciation		(3,645,944	)
Closing balance	$	10,861,617

In November 2016, the FASB issued Accounting Standards Update No. 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash (ASU 2016-18), which requires companies to include amounts generally described as restricted cash and restricted cash equivalents in cash and cash equivalents when reconciling beginning-of-period and end-of-period total amounts shown on the statement of cash flows. We adopted the new standard effective January 1, 2018, and the standard did not have a material impact on our financial statements.

9In January 2017, the FASB issued Accounting Standards Update No. ~~Prepaid~~ ~~lease~~2017-01, Business ~~for~~Combinations ~~land~~(Topic 805): Clarifying the Definition of a Business (ASU 2017-01), which revises the definition of a business and provides new guidance in evaluating when a set of transferred assets and activities is a business. We adopted the new standard effective January 1, 2018 on a prospective basis. The new standard did not have a material impact on our consolidated financial statements.

Opening balance	$	1,122,094
Net movement during the period		(33,663	)
	$	1,088,431

The Company has reviewed all recently issued, but not yet effective, accounting pronouncements and do not believe the future adoption of any such pronouncements may be expected to cause a material impact on its financial condition or the results of its operations.

94.1 PREPAID ~~Leases~~EXPENSES ~~where~~AND substantially all the risks and rewards of ownership of assets remain with the lessor are accounted for as operating leases. Payments made under operating leases net of any incentives received from the lessor are charged to the consolidated statements of operations on a straight-line basis over the terms of the underlying lease.OTHER RECEIVABLES

~~The Company records lease payments at cost less accumulated rent~~None. The Company entered into a long term agreement with certain unrelated parties to rent land in 2010 and 2013. The lease payments are recorded as operating lease expenses using the straight line method during the contract period of 20 years and 17 years beginning at January 1, 2010 and December 25, 2013 respectively. The lease payments of $1,030,000 and $984,107 for the entire contract period were prepaid.

~~10 Account~~5. ACCRUED ~~payables~~LIABILITIES

Opening balance	$	140,626
Net movement during the period		4,219
	$	144,844

The accrued liabilities as of June 30, 2022 included the transfer agent’s fee of $300, while the accrued liabilities as of December 31, 2021 included the transfer agents of $1,800.

~~11 Accrued~~6. AMOUNT ~~expense~~DUE TO RELATED PARTY

Opening balance	$	19,714
Net movement during the period		394
	$	20,108

As of June 30, 2022, and December 31, 2021, our directors has loaned to the Company $65,500 and $65,500 as working capital, respectively. This loan is unsecured, non-interest bearing and due on demand.

7. STOCKHOLDERS’ EQUITY

As of June 30, 2022, and December 31, 2021, there were 14,845,619 and 14,845,619 shares of common stock issued and outstanding respectively.

There were no stock options, warrants or other potentially dilutive securities outstanding as of June 30, 2022.

8. SUBSEQUENT EVENTS

None.

~~12 Due~~Item 2. toManagement’s ~~related~~Discussion ~~parties~~and Analysis of Financial Condition and Results of Operations.

Opening balance	$	475,142
Net movement during the period		–
	$	475,142

Management’s Discussion and Analysis

~~13 Long~~This ~~term~~section ~~payable~~of the Form 10-Q includes a number of forward-looking statements that reflect our current views with respect to future events and financial performance. Forward-looking statements are often identified by words like believe, expect, estimate, anticipate, intend, project and similar expressions, or words which, by their nature, refer to future events. You should not place undue certainty on these forward-looking statements. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from our predictions.

Opening balance	$	19,027,765
Net movement during the period		–
	$	19,027,765

~~14 Contingencies~~(i) China ~~and~~Liaoning ~~Commitments~~Dingxu Ecological Agriculture Development, Inc. (“CLAD”), formerly known as Hazlo! Technologies, Inc., a Nevada corporation;

~~From~~(ii) China ~~time~~Liaoning toDingXu ~~time, the Company may be involved in~~Ecological ~~litigation~~Agriculture ~~relating~~Development toCo, ~~claims arising out of operations in the normal course of business~~Ltd. ~~As at the end of current reporting period~~, ~~there were no pending or threatened lawsuits that could reasonably be expected to have~~ a ~~material~~BVI ~~effect~~company on(“DingXu ~~the results of operations and there are no proceedings in which any directors~~BVI”), ~~officers or affiliates, or any registered or beneficial stockholder, is an adverse party or has~~ a ~~material~~wholly-owned ~~interest~~subsidiary ~~adverse~~of ~~to the Company’s interest.~~CLAD;

“China” or “PRC” refers to the People’s Republic of China, excluding Hong Kong, Macau and Taiwan.

The Company engages in the business of growing, producing, marketing and selling fresh mushrooms, dried mushrooms, and mushroom seeds through its affiliated VIE, LiaoNing DingXu. Currently the Company has no operations.

History

We were incorporated under the name “Hazlo! Technologies, Inc.” on August 19, 2010 in the State of Nevada. Our initial business plan was to modify and translate software and web applications originally written in English into Spanish and to focus on the needs of the Arizona business community to better serve the Spanish-speaking population. We did not generate any revenue from said IT services and data translation services.

On December 12, 2011, we entered a Share Exchange Agreement with DingXu BVI’s sole shareholder (Chin Yung Kong) under which we issue 3,000,000 shares of common stock to Chin Yung Kong to acquire 100% of the issued and outstanding shares of DingXu BVI (the “Share Exchange”). Upon closing of the Share Exchange, DingXu BVI became the wholly owned subsidiary of CLAD.

China Liaoning DingXu Ecological Agriculture Development Co, Ltd., a BVI company (the “DingXu BVI”) was incorporated under the laws of British Virgin Islands on April 15, 2011. Chin Yung Kong was the sole shareholder and director of DingXu BVI.

~~Item~~On 16July 5, 2011, DingXu BVI formed Panjin Hengrun Biological Technology Development Co., ~~Exhibits~~Ltd. 盘锦恒润生物技术开发有限公司, a ~~and~~limited ~~Financial~~liability ~~Statement~~company ~~Schedules~~organized under the laws of the PRC (“Panjin Hengrun”). DingXu BVI owns 99% of the total ownership of Panjing Hengrun.

~~Financial~~On ~~Statements~~November 28, 2011, Panjin Hengrun entered into a set of contractual arrangements with Liaoning Dingxu Ecological Agriculture Development Co., Ltd.辽宁鼎旭生态农业发展有限公司, a limited liability company organized under the laws of the PRC and an affiliated entity of Panjin Hengrun through contractual arrangements (“Liaoning Dingxu”). The contractual arrangements are comprised of a series of agreements, including a Consulting Service Agreement and an Operating Agreement, through which Panjin Hengrun has the right to advise, consult, manage and operate Liaoning Dingxu to collect and own all of Liaoning Dingxu’s net profits and net losses. Additionally, under a Proxy Agreement, the shareholders of Liaoning Dingxu have vested their voting control over Liaoning Dingxu to Panjin Hengrun. In order to further reinforce Panjin Hengrun’s rights to control and operate Liaoning Dingxu, Liaoning Dingxu and its shareholders have granted Panjin Hengrun, under an Option Agreement, the exclusive right and option to acquire all of their equity interests in Liaoning Dingxu, or, alternatively, all of the assets of Liaoning Dingxu. Further, the shareholders of Liaoning Dingxu agreed to pledge all of their rights, titles and interests in Liaoning Dingxu under an Equity Pledge Agreement.

~~The~~Upon ~~financial~~entry ~~statements~~of ~~are~~these ~~attached immediately~~contractual ~~after~~arrangements, Liaoning Dingxu became the Variable ~~signature~~Interest ~~page~~Entity (“VIE”) of ~~this~~Panjin ~~Annual~~Hengrun ~~Report~~pursuant onto ~~Form~~ ASC-810-10-K05 and Panjin Hengrun was able to carry out business operations through Liaoning Dingxu.

~~Exhibit~~Liaoning Dingxu was formed as a limited liability company organized under the laws of the PRC on August 6, 2009. It mainly engages in the business of growing mushrooms and marketing, producing and selling mushrooms and related agricultural products.

Exhibit No.		Description
31.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
31.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Since the completion of the Share Exchange, our business operations have been carried out through Panjin Hengrun and its affiliated operating entity Liaoning Dingxu. On December 12, 2011, we ceased the business of development stage IT services and data translation services and started to engage in the business of growing mushrooms and marketing, producing and selling mushrooms and related agricultural products through Liaoning Dingxu.

16The Company was engaged in the business of growing, producing, marketing and selling fresh mushrooms, dried mushrooms, and mushroom seeds through its affiliated VIE, LiaoNing DingXu. Currently the Company has no operations.

~~SIGNATURES~~As at June 30, 2021, the Company was not engaged in continued business. Although management is currently attempting to implement its business plan and is seeking additional sources of financing, there is no assurance the activity will be successful. Accordingly, the Company must rely on its president to perform essential functions without compensation until a business operation can be commenced. These factors raise substantial doubt about the ability of the Company to continue as a going concern. The financial statements do not include any adjustments that may result from the outcome of this uncertainty.

~~Pursuant to~~Capital ~~the~~Resources ~~requirements~~and ~~of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.~~Liquidity

~~China~~Our ~~Liaoning~~auditors ~~DingXu~~have ~~Ecological~~issued ~~Agriculture~~a ~~DevelopmenT~~“going concern” opinion, ~~INC~~meaning that there is substantial doubt if we can continue as an on-going business unless we obtain additional capital. ~~By:~~No /substantial revenues from our planned business model are anticipated until we have raised sufficient monies to implement our business model. The Company will need to seek capital from other resources such as private placements in the Company’s/ ~~Daniel~~common ~~Sobolewski~~stock ~~Daniel~~or ~~SobolewskiInterim~~debt ~~Chief~~financing, ~~Executive~~which ~~Officer~~may not even be available to the Company. However, if such financing were available, because we are a development stage company with no or limited operations to date, it would likely have to pay additional costs associated with such financing and in the case of high-risk loans be subject to an above market interest rate. At such time these funds are required, management would evaluate the terms of such financing. If the company cannot raise additional proceeds via such financing, it would be required to cease business operations.

~~Date: January~~As of June 30, 2021, we had $4,659.53 in cash as compared to $NIL as at December 30, 2020. As of the date of this Form 10-Q, the current funds available to the Company will not be sufficient to fund the expenses ~~2019~~related to the implementation of our business and continue maintaining a reporting status.

Results of Operations

At June 30, 2021, the Company was not engaged in continued business. There is minimal historical operational information about us on which to base an evaluation of our performance. Due to a lack of funding, we have not implemented our business operations. We cannot guarantee we will be successful in our business operations. Our business is subject to risks inherent in the establishment of a new business enterprise, including limited capital resources, and possible delays in our planned product development.

We had $NIL in revenue for the three-month period ended June 30, 2022. Total expenses in the three-month period ended June 30, 2022 were $0 as compared to total expenses for the three month period ended June 30, 2021 of $364 resulting in a net loss for the three month period ended June 30, 2022 of $0 as compared to a net loss of $364 for the three month period ended June 30, 2021. The net loss for the three month period ended June 30, 2022 is a result of Nil, as compared to the net loss for the three month period ended June 30, 2021 of $364 is a result of Bank Fees of $64 and Professional fees of $300 comprised of accounting expense.

We had $NIL in revenue for the six-month period ended June 30, 2022. Total expenses in the six-month period ended June 30, 2022 were $300 as compared to total expenses for the six-month period ended June 30, 2021 of $680 resulting in a net loss for the six-month period ended June 30, 2022 of $0 as compared to a net loss of $680 for the three month period ended June 30, 2021. The net loss for the six-month period ended June 30, 2022 is a result of Professional fees of $600 comprised accounting expense, as compared to the net loss for the six-month period ended June 30, 2020 of $680 is a result of Bank Fees of $80 and Professional fees of $600 comprised of accounting expense.

Off-balance sheet arrangements

The Company has no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect or change on the company’s financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to investors. The term “off-balance sheet arrangement” generally means any transaction, agreement, or other contractual arrangement to which an entity unconsolidated with the company is a party, under which the company has (i) any obligation arising under a guaranteed contract, derivative instrument or variable interest; or (ii) a retained or contingent interest in assets transferred to such entity or similar arrangement that serves as credit, liquidity or market risk support for such assets.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

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

Item 4. Controls and Procedures.

Disclosure Controls and Procedures

Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in our reports filed or submitted under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported, within the time period specified in the SEC's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in our reports filed or submitted under the Securities Exchange Act of 1934 is accumulated and communicated to management including our principal executive officer and principal financial officer as appropriate, to allow timely decisions regarding required disclosure.

In connection with this quarterly report, as required by Rule 15d-15 under the Securities Exchange Act of 1934, we have carried out an evaluation of the effectiveness of the design and operation of our company's disclosure controls and procedures. This evaluation was carried out under the supervision and with the participation of our company's management, including our company's principal executive officer and principal financial officer. Based upon that evaluation, our company's principal executive officer and principal financial officer concluded that subject to the inherent limitations noted in this Part II, Item 9A(T) as of June 30, 2021, our disclosure controls and procedures were not effective due to the existence of material weaknesses in our internal controls over financial reporting.

Changes in Internal Control Over Financial Reporting

There were no changes in our internal control over financial reporting (as defined in Rule 13a-15(f) or 15d-15(f)) during the quarter ended June 30, 2021 that have materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting.

PART II – OTHER INFORMATION

Item 1. Legal Proceedings.

Currently we are not involved in any pending litigation or legal proceeding.

Item 1A. Risk Factors.

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

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

None.

Item 3. Defaults Upon Senior Securities.

None.

Item 4. Mine Safety Disclosure.

None.

Item 5. Other Information.

None.

Item 6. Exhibits

Exhibit No.		Description

31.1		Certification of Chief Financial Officer Pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934*

31.2		Certification of Chief Executive Officer under Section 1350 as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

32.1		Certification of Chief Financial Officer under Section 1350 as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002**

*	Included in Exhibit 31.1

**	Included in Exhibit 32.1

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

May 8, 2023

	China Liaoning Dingxu Ecological Agriculture Development, Inc.

	By:	/s/ Huijun (David) He
		Huijun (David) He
		President, Chief Executive Officer
		(Principal Executive Officer) and Director

By:	/s/ Huijun (David) He
	Huijun (David) He
	Principal Accounting Officer

Filing Compare · China Liaoning Dingxu Ecological Agriculture Development, Inc.