Item 1.01. Entry into a Material Definitive Agreement.

December 20, 2022, China Liaoning Dingxu Ecological Agriculture Development, Inc. ('we,' 'us,' 'Company'), entered into a definitive agreement to acquire the entire interest in WHLM LLC ("WHLM"), which is expected to accelerate the growth and market share for both companies, in strategic real-estate and commercial markets. WHLM is a real estate and management consulting company focused on markets in Greater Los Angeles and New York City. The management team has over 20 years experience in Asian commodities trading, logistics, and real-estate development in Southern California. Recently, WHLM has secured consulting contracts with an agricultural shipping company for the initial procurement of 4000 or more metric tons of organic jasmine rice, with a pipeline of up to 50,000 metric tons of rice.

Item 5.06. Change in Shell Company Status

China Liaoning Dingxu Ecological Agriculture Development, Inc. a Nevada corporation (the "Company"), is filing this Amended Supplemental Information and Disclosure Statement to notify shareholders that the Company is no longer a "shell company" as defined by Rule 405 of the Securities Act of 1933 ("Rule 405"). Rule 405 defines a "shell company" as an issuer that has: (1) no or nominal operations; and (2) either: (i) no or nominal assets; (ii) assets consisting solely of cash and cash equivalents; or (iii) assets consisting of any amount of cash and cash equivalents and nominal other assets. As of the quarterly report for the period ended September 30, 2022, the Company showed little cash, no revenues, no inventory, and minimal operating expenses, primarily attributed to general and administrative costs. Accordingly, we believe that our financial statements for the nine month period ended September 30, 2021, represented those of a "shell company." In December 2022, the Company, entered into a definitive agreement to acquire the entire interest in WHLM LLC ("WHLM"), which is expected to accelerate the growth and market share for both companies, in strategic real-estate and commercial markets. On March 10, 2022, all closing requirements were met on behalf of both the Company and WHLM LLC.

As of the fiscal year ended December 31, 2022, along with the first of 2023, the Company had cash on hand, inventory, and/or prepaid expenses to acquire inventory. As our most recent quarter ended December 31, 2022, we reported total assets in the amount of $ 69,294.41 (September 30, 2022 $ 46,305.53).

We believe that our financial reports for the Annual report ended December 31, 2022, and each of our filed interim reports thereafter reflect substantive operations that indicate we are no longer a "shell company." Although the definition of "shell company" does not include revenues specifically, it is generally understood that revenues are a good indication of actual operations. As reported in our most recent quarterly report ended December 31, 2022, we have commenced revenue-generating operations. The Company has reported substantive current assets, including cash, prepaid expenses, inventory, and/or accounts receivable. Therefore, as of December 31, 2022, the Company was no longer considered a "shell company" as defined by Rule 405 of the Act, having shown evidence of actual operations through the Company's offered services and products, as noted and by virtue of the fact that we have had and continue to have, greater than nominal assets.















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