Longwen Group Corp. Files 2023 Annual Report (10-K)

TL;DR

<b>Longwen Group Corp. has filed its 2023 10-K annual report, detailing its financial performance and corporate history.</b>

AI Summary

Longwen Group Corp. (WYGC) filed a Annual Report (10-K) with the SEC on April 1, 2024. Longwen Group Corp. filed its 10-K annual report for the fiscal year ending December 31, 2023. The company's SIC code is 8742, indicating Services-Management Consulting Services. Longwen Group Corp. was formerly known as Allied Ventures Holdings Corp. and Dephasium Corp. The company's business and mailing address is located in Hangzhou, China. The filing includes financial data for the fiscal years 2021, 2022, and 2023.

Why It Matters

For investors and stakeholders tracking Longwen Group Corp., this filing contains several important signals. This 10-K filing provides a comprehensive overview of Longwen Group Corp.'s financial health and operational status for the fiscal year 2023, crucial for investors assessing the company's performance and future prospects. The historical company name changes and SIC code provide context on the company's evolution and its primary business focus within the management consulting sector.

Risk Assessment

Risk Level: low — Longwen Group Corp. shows low risk based on this filing. The filing is a standard 10-K, providing historical financial data and business descriptions without immediate red flags, suggesting a low level of immediate risk based solely on this document.

Analyst Insight

Review the detailed financial statements and risk factors within the 10-K to understand Longwen Group Corp.'s financial position and potential challenges.

Key Numbers

• 20231231 — Fiscal Year End (Period of report)
• 20240401 — Filing Date (Date of filing)
• 0000723533 — Central Index Key (Company identifier)

Key Players & Entities

• Longwen Group Corp. (company) — Filer name
• Allied Ventures Holdings Corp. (company) — Former company name
• Dephasium Corp. (company) — Former company name
• 8742 (dollar_amount) — Standard Industrial Classification

FAQ

Industry Context

Longwen Group Corp. operates within the management consulting services sector, providing strategic advice and operational support to businesses.

Regulatory Implications

As a publicly traded company in the US, Longwen Group Corp. is subject to SEC regulations, including the requirement to file annual reports like this 10-K.

What Investors Should Do

1. Analyze the financial statements for revenue trends, profitability, and balance sheet health.
2. Review the 'Risk Factors' section for any disclosed operational, financial, or market risks.
3. Investigate any executive compensation details if available in the full filing.

Key Dates

• 2023-12-31: Fiscal Year End — End of the reporting period for the 10-K.
• 2024-04-01: Filing Date — Date the 10-K was officially filed with the SEC.

Glossary

10-K

An annual report required by the U.S. Securities and Exchange Commission (SEC), which gives a comprehensive summary of a company's financial performance. (This filing provides the core financial and operational data for Longwen Group Corp. for the fiscal year 2023.)

SIC Code

Standard Industrial Classification code used to classify industries. (Indicates Longwen Group Corp.'s primary business activity is Management Consulting Services.)

Year-Over-Year Comparison

This is the initial filing analyzed, so no comparison to a previous filing is available.

Key Financial Figures

• $0.0001 — e Exchange Act: Common Stock, Par Value $0.0001 Indicate by check mark whether the reg
• $0.16 — 2,782,089 based on the closing price of $0.16 per share, as reported on the over-the-
• $1,000 — RC"), for a total cash consideration of $1,000. As a result of the acquisition, Hangzh
• $993 — ce its inception. The Company recognize $993 goodwill upon consummated the acquisiti
• $141 — consideration of RMB 1,000 or about USD $141. Upon consummated HZYS became Hangzhou
• $6,082 — er 31, 2023, we have total sales of USD $6,082. We expect our online store sales to be

Filing Documents

• lwlw_2023dec31-10k.htm (10-K) — 887KB
• exhibit_31-1.htm (EX-31.1) — 9KB
• exhibit_31-2.htm (EX-31.2) — 10KB
• exhibit_32-1.htm (EX-32.1) — 5KB
• exhibit_21-1.htm (EX-21.1) — 2KB
• image_003.jpg (GRAPHIC) — 78KB
• image_004.jpg (GRAPHIC) — 25KB
• 0001017386-24-000060.txt (&nbsp;) — 4159KB
• lwlw-20231231.xsd (EX-101.SCH) — 26KB
• lwlw-20231231_cal.xml (EX-101.CAL) — 53KB
• lwlw-20231231_def.xml (EX-101.DEF) — 68KB
• lwlw-20231231_lab.xml (EX-101.LAB) — 238KB
• lwlw-20231231_pre.xml (EX-101.PRE) — 185KB
• lwlw_2023dec31-10k_htm.xml (XML) — 438KB

Risk Factors

Risk Factors 5 Item 1B. Unresolved Staff Comments 21 Item 1C. Cybersecurity 21 Item 2.

Properties

Properties 21 Item 3.

Legal Proceedings

Legal Proceedings 21 Item 4. Mine Safety Disclosures 21 PART II 22 Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 22 Item 6.

Selected Financial Data

Selected Financial Data 25 Item 7.

Management's Discussion and Analysis Of Financial Condition and Results of Operation

Management's Discussion and Analysis Of Financial Condition and Results of Operation 25 Item 7A.

Quantitative and Qualitative Disclosures about Market Risk

Quantitative and Qualitative Disclosures about Market Risk 29 Item 8. Consolidated Financial Statements and Supplementary Data 29 Item 9. Changes In and Disagreements With Accountants on Accounting and Financial Disclosure 30 Item 9A.

Controls and Procedures

Controls and Procedures 30 Item 9B. Other Information 31 Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections 31 PART III 31 Item 10. Directors, Executive Officers and Corporate Governance 31 Item 11.

Executive Compensation

Executive Compensation 37 Item 12.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 38 Item 13. Certain Relationships and Related Transactions 40 Item 14. Principal Accountant Fees and Services 40 PART IV 41 Item 15. Exhibits; Financial Statement Schedules 41

SIGNATURES

SIGNATURES 42 i In this Annual Report on Form 10-K (this "Annual Report"), unless otherwise stated or as the context otherwise requires, references to "Longwen Group Corp." "Longwen," the "Company," "we," "us," "our" and similar references refer to Longwen Group Corp., a Nevada corporation. Our logo and other trademarks or service marks of the Company appearing in this Annual Report are the property of Longwen Group Corp. This Annual Report also contains registered marks, trademarks and trade names of other companies. All other trademarks, registered marks and trade names appearing in this Annual Report are the property of their respective holders. NOTE ABOUT FORWARD-LOOKING STATEMENTS The information contained in this Report includes some statements that are not purely historical and that are "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and as such, may involve risks and uncertainties. These forward-looking statements relate to, among other things, expectations of the business environment in which we operate, perceived opportunities in the market and statements regarding our mission and vision. In addition, any statements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. You can generally identify forward-looking "estimates," "expects," "intends," "may," "might," "plans," "possible," "potential," "predicts," "projects," "seeks," "should," "will," "would" and similar expressions, or the negatives of such terms, but the absence of these words does not mean that a statement is not forward-looking.

Forward-looking statements involve risks and uncertainties

Forward-looking statements involve risks and uncertainties that could cause actual results or outcomes to differ materially from those expressed in the forward-looking statements. The forward-looking beliefs and forward-looking statements are expressed in good faith on the basis of management's views and assumptions as of the time the statements are made, but there can be no assurance that management's expectations, beliefs or projections will result or be achieved or accomplished. In addition to other factors and matters discussed elsewhere herein, the following are important factors that, in our view, could cause actual results to differ materially from those discussed in the forward-looking statements: technological advances, impact of competition, dependence on key personnel and the need to attract new management, effectiveness of cost and marketing efforts, acceptances of products, ability to expand markets and the availability of capital or other funding on terms satisfactory to us. We disclaim any obligation to update forward-looking statements to reflect events or circumstances after the date hereof. For a discussion of the risks, uncertainties, and assumptions that could affect our future events, developments or results, you should carefully review the " Risk Factors " set forth under "Item 1. Description of Business" below. In light of these risks, uncertainties and assumptions, the future events, developments or results described by our forward-looking statements herein could turn to be materially different from those we discuss or imply. ii PART I

Description of Business

Item 1. Description of Business. Organization and Corporate History Longwen Group Corp. (the "Company"), was originally incorporated as Expertelligence, Inc in the State of California on March 31, 1980 and reincorporated in the State of Nevada on November 17, 2005. On January 23, 2017, after a series of various name changes, the Company amended its Articles of Incorporation ("Charter Amendment") to affect the current name change of Longwen Group Corp with trading symbol of "LWLW". The Company underwent a change of control on January 21, 2016, at which time Harold Minsky resigned in all officer positions. G. Reed Petersen and White Rim Cattle Company LLC each purchased 25,000,000 shares of common stock of the Company from Harold Minsky. Mr. Petersen is the Member Manager of White Rim Cattle Company, LLC and thus can be considered a control person of all 50,000,000 shares of stock of the Company. Pursuant to a Board of Directors meeting, Mr. Petersen was elected to and accepted all the officer positions previously held by Harold Minsky. On or about April 5, 2016, the Company affected a 1 for 750 share reverse split of its issued and outstanding common stock. On such date, the Company's common stock was reduced from 95,164,140 to 127,061 shares outstanding. Effective November 29, 2016, G. Reed Peterson sold 66,667 shares of common stock of the Company to Longwen Group Corporation (Cayman Island), a Cayman Island company ("Longwen Cayman"). All of the shares held by Longwen Cayman are restricted securities. As a result of the transactions, Mr. Petersen no longer owns any of the Company's capital stock or securities and he and his affiliates waived all loans and other amounts due to the Company. In addition, on such date, Mr. Petersen resigned in all officer capacities from the Company, and Mr. Xizhen Ye, President of Longwen Cayman, was appointed as a sole Director of the Company and President and Chief Executive Officer and Chief Financial Officer of the Company

Risk Factors

Item 1A. Risk Factors. An investment in our common stock is highly speculative and should only be made by persons who can afford to lose their entire investment in us. You should carefully consider the following risk factors and other information in this Form 10-K before deciding to become a holder of our common stock. If any of the following risks actually occur, our business and financial results could be negatively affected to a significant extent. Risks Related to Doing Business in the People's Republic of China ("PRC") Because all of our operations are in China, our business is subject to the complex and rapidly evolving laws and regulations there. The Chinese government may exercise significant oversight and discretion over the conduct of our business and may intervene in or influence our operations at any time, which could result in a material change in our operations and/or the value of our common stock. As a business operating in China, we are subject to the laws and regulations of the PRC, which can be complex and evolve rapidly. The PRC government has the power to exercise significant oversight and discretion over the conduct of our business, and the regulations to which we are subject may change rapidly and with little notice to us or our shareholders. As a result, the application, interpretation, and enforcement of new and existing laws and regulations in the PRC are often uncertain. In addition, these laws and regulations may be interpreted and applied inconsistently by different agencies or authorities, and inconsistently with our current policies and practices. New laws, regulations, and other government directives in the PRC may also be costly to comply with, and such compliance or any associated inquiries or investigations or any other government actions may: Delay or impede our development; Result in negative publicity or increase our operating costs; Require significant management time and attention; and

View Full Filing

View this 10-K filing on SEC EDGAR