FORWARD LOOKING STATEMENTS





We make certain forward-looking statements in this report. Statements concerning
our future operations, prospects, strategies, financial condition, future
economic performance (including growth and earnings), demand for our services,
and other statements of our plans, beliefs, or expectations, including the
statements contained under this caption as well as under captions elsewhere in
this document, are forward-looking statements. In some cases, these statements
are identifiable through the use of words such as "anticipate", "believe",
"estimate", "expect", "intend", "plan", "project", "target", "can", "could",
"may", "should", "will", "would", and similar expressions. The forward-looking
statements we make are not guarantees of future performance and are subject to
various assumptions, risks, and other factors that could cause actual results to
differ materially from those suggested by these forward-looking statements.
These risks and uncertainties, together with the other risks described from time
to time in reports and documents that we file with the SEC should be considered
in evaluating forward-looking statements. Because such statements are subject to
risks and uncertainties, actual results may differ materially from those
expressed or implied by the forward-looking statements. Indeed, it is likely
that some of our assumptions will prove to be incorrect. Our actual results and
financial position will vary from those projected or implied in the
forward-looking statements and the variances may be material. You are cautioned
not to place undue reliance on such forward-looking statements, which reflect
our view only as of the date of this report.



Important factors that could cause actual results to differ from those in the forward-looking statements include, without limitation, the following:

? the effect of political conditions, economic conditions, market conditions,


    and geopolitical events;

  ? legislative and regulatory changes that affect our business;

  ? the availability of funds and working capital; and

  ? the actions and initiatives of current and potential competitors.




Except as required by applicable laws, regulations, or rules, we do not
undertake any responsibility to publicly release any revisions to these
forward-looking statements to take into account events or circumstances that
occur after the date of this report. Additionally, we do not undertake any
responsibility to update you on the occurrence of any unanticipated events which
may cause actual results to differ from those expressed or implied by any
forward-looking statements.



The following discussion and analysis should be read in conjunction with our unaudited condensed consolidated financial statements and the related notes thereto as filed with the SEC and other financial information contained elsewhere in this report.


Except as otherwise indicated by the context, references in this report to "we",
"us", "our", "the Registrant", "our Company", or "the Company" are to China
Health Industries Holdings, Inc., a Delaware corporation, China Health
Industries Holdings Limited, a limited liability company incorporated under the
laws of Hong Kong, its wholly owned subsidiary in China, Harbin Humankind
Biology Technology Co. Limited ("Humankind"), and indirect wholly owned
subsidiary, Heilongjiang Huimeijia Pharmaceutical Co., Ltd. ("HLJ Huimeijia").
Unless the context otherwise requires, all references to (i) the "PRC" and
"China" are to the People's Republic of China; (ii) "U.S. dollar," "$" and "US$"
are to United States dollars; (iii) "RMB" are to Renminbi Yuan of China; (iv)
"Securities Act" are to the Securities Act of 1933, as amended; and (v)
"Exchange Act" are to the Securities Exchange Act of 1934, as amended.



                                       21





Business Overview


Our principal business operations are conducted through our wholly-owned subsidiaries, Humankind and HLJ Huimeijia.





The Company owns a GMP-certified plant and production facilities and has the
capacity to produce 21 different NMPA-approved medicines, 14 NMPA-approved
health supplement products and 8 hemp derivative products in soft capsule, hard
capsule, tablet, granule, and oral liquid forms. These products address the
needs of some key sectors in China, including the feminine, geriatric, and
children's markets.



HLJ Huimeijia was founded on October 30, 2003 and its latest GMP certificate is
effective until April 24, 2023. HLJ Huimeijia engages in the manufacture and
distribution of tincture, ointments, rubber paste, including hormones, topical
solution, suppositories, enemas, oral liquids, and liniment, including
traditional Chinese medicine extractions. HLJ Huimeijia's predecessor was
Heilongjiang Xue Du Pharmaceutical Co., Ltd., which established brand
recognition in the market through its supply of high-quality drug products. HLJ
Huimeijia is a "high and new technology" enterprise that provides the most
comprehensive types of topical medical products in Heilongjiang Province, a
northeastern province of China.



We have developed the following products that are derived from hemp and obtained
business license to manufacture and sell these products. We began to sell these
products since May 2018. Hemp Oil, Hemp Protein Powder, Hemp Polypeptide and
Collagen Peptide are sold through Humankind, other cosmetics are sold through
HLJ Huimeijia. The revenue of the Hemp Oil, Hemp Protein Powder, Hemp
Polypeptide and Collagen Peptide accounted for 0.00% and 99.78 % for the
nine-month periods ended March 31, 2022 and 2021, respectively.



Serial No. Name


    1        Hemp Oil
    2        Hemp Protein Powder
    3        Hemp Polypeptide
    4        Collagen Peptide
    5        Natural Hemp Essence Repair Lotion
    6        Natural Hemp Revitalizing Essence
    7        Natural Hemp Anti-aging Brightening Eye Cream
    8        Natural Hemp Frozen Age Nourishing Cream




Our business is conducted through our sales agents and sales personnel. We sell
our products directly to end customers through our own sales personnel as well
as our sales agents, operating primarily in Anhui, Zhejiang, Shanghai, Jiangsu,
Beijing and Gansu, where most of our revenues are generated. Sales by agents in
Anhui, Zhejiang, Shanghai, Jiangsu, Beijing, and Gansu provinces accounted for
$nil of our total sales, respectively, for the nine months ended March 31, 2022.
The decrease in Humankind's sales revenues was primarily due to Humankind's
enterprise transformation. The company is using existing materials researching
and developing new products. Due to the COVID-19, the research process is slow
and unpredictable, which could be completed by the end of calendar year of 2022
("Transformation"). Although we do not currently sell our products online, we
expect to do so in the future.



                                       22





Results of Operations


Three months ended March 31, 2022 compared to the three months ended March 31, 2021

The following table summarizes the top lines of the results of our operations for the three months ended March 31, 2022 and 2021, respectively:





                         For the Three Months Ended
                     March 31,            March 31,
                        2022                2021             Variance          %
Revenues             $        1       $         778,675     $ (778,674 )     (100.00 )%
Humankind                     -                 778,486       (778,486 )     (100.00 )%
HLJ Huimeijia                 1                     189           (188 )      (99.47 )%
Cost of Goods Sold   $        7       $         292,316     $ (292,309 )     (100.00 )%
Humankind                     -                 291,550       (291,550 )     (100.00 )%
HLJ Huimeijia                 7                     766           (759 )      (99.09 )%
Gross Profit         $       (6 )     $         486,359     $ (486,365 )     (100.00 )%
Humankind                     -                 486,936       (486,936 )     (100.00 )%
HLJ Huimeijia                (6 )                  (577 )          571        (98.96 )%




Revenue



Total revenues decreased by $778,674 or 100.00% for the three months ended March
31, 2022, as compared to the same period in 2021. The decrease in revenues was
primarily due to a decrease of $778,486 or 100.00% in Humankind's revenues, and
a decrease of $188 in HLJ Huimeijia's revenues for the three months ended March
31, 2022 as compared to the same period in 2021. The decrease in Humankind's
sales revenues was primarily due to Humankind's enterprise Transformation, also
sales were not smooth under COVID-19.



Our total cost of goods sold decreased by $292,309 or 100.00% for the three months ended March 31, 2022 as compared to the same period in 2021. The decrease in Humankind's sales revenues was primarily due to Humankind's enterprise Transformation, also sales were not smooth under COVID-19.





Our gross margin decreased by $486,365 or 100.00% for the three months ended
March 31, 2022 as compared to the same period in 2021. This decrease was mainly
due to the COVID-19 spread world-wide, Humankind was temporarily out of
production. As the operation of Humankind was temporarily stopped, no revenue
and cost of goods sold were generated.



Sales by Product Line


The following table summarizes a breakdown of our sales by major product lines for the three months ended March 31, 2022 and 2021 respectively:





                                                      For the Three Months Ended
                                      March 31, 2022                               March 31, 2021
                         Quantity                          %  of        Quantity                       %  of
                          (Unit)         Sales US$         Sales         (Unit)       Sales US$        Sales
Humankind
Hemp Oil                         -     $           -             - %       13,636     $  305,698         38.77 %
Collagen Peptide                 -                 -             - %        4,252         60,367          7.66 %
Hemp Polypeptide                 -                 -             - %       10,589        240,408         30.49 %
Hemp Protein Powder              -                 -             - %       13,375        181,810         23.06 %
HLJ Huimeijia                                                    -
Muskiness Bone
Strengthener Paste               -                 -             - %            -             77          0.01 %
Dampness dispelling
pain ointment                    -                 -             - %            -             39          0.00 %
Refining Cream
dogskin                          -                 -             - %            -             30          0.00 %
Indometacin and
Furazolidone
Suppositories                    -                 -             - %            -             44          0.01 %
ShangBiTongDing                  -                 -             - %            -              -               %
Total                            -     $           -             - %       41,852     $  788,473        100.00 %




                                       23





Operating Expenses


The following table summarizes our operating expenses for the three months ended March 31, 2022 and 2021, respectively:





                                             For the Three Months Ended
                                             March 31,          March 31,
                                                2022               2021        Variance          %
Operating Expenses

Selling, general and administrative        $      136,397       $  166,236
   $ (29,839 )      (17.95 )%
Depreciation and amortization                     179,525          155,627        23,898         15.36 %
Total Operating Expenses                   $      315,922       $  321,863     $  (5,941 )       (1.84 )%




Total operating expenses for the three months ended March 31, 2022 were $5,941or
1.84% lower than those in the corresponding period in 2021. The decrease in
operating expenses was primarily attributable to decrease of $29,839 or 17.95%
in selling, general and administrative expenses, and increase in depreciation
and amortization. The decrease in selling, general and administrative expenses
was mainly due to lower staff cost. The increase in depreciation and
amortization was mainly due to nil depreciation and amortization happen in

Cost
of Goods Sold.


Interest Income and Interest Expense

Interest income was $37,063 for the three months ended March 31, 2022, as compared to $35,687 for the three months ended March 31, 2021. This increase of $1,376, or 3.86%, was mainly due to the increased average balance of bank deposits compared with the same period of 2021.

Interest expense was $nil for the three months ended March 31, 2022 and for the three months ended March 31, 2021.





Income Taxes



Income taxes decreased by $98,003, or 100%, from $98,003 for the three months
ended March 31, 2021 to nil for the three months ended March 31, 2022. The
decrease in income taxes was mainly due to the decrease of the Company's gross
profit in the amount of $486,365, from the gross profit of $486,359 for the
three months ended March 31, 2021 to the gross loss of $6 for the three months
ended March 31, 2022.



                                       24




Net Income (loss) and Net Income (loss) Per Share


Net loss was $278,922 for the three months ended March 31, 2022 as compared to
$102,032 net income for the three months ended March 31, 2021. This decrease of
$380,954 in net income was primarily attributable to a decrease of sales and
profits in Humankind.


Net loss per share was $0.0043 for the three months ended March 31, 2022 and $0.0016 net income per share for the three months ended March 31, 2021, respectively. This net loss per share was primarily a result of the aforementioned decrease in net profit.

Nine months ended March 31, 2022 compared to the nine months ended March 31, 2021

The following table summarizes the top lines of the results of our operations for the nine months ended March 31, 2022 and 2021, respectively:





                       For the Nine Months Ended
                      March 31,         March 31,
                        2022               2021           Variance           %
Revenues             $       269       $  6,060,473     $ (6,060,204 )     (100.00 )%
Humankind                      -          6,047,070       (6,047,070 )     (100.00 )%
HLJ Huimeijia                269             13,403          (13,134 )      (97.99 )%
Cost of Goods Sold   $     1,762       $  2,538,429     $ (2,536,667 )      (99.93 )%
Humankind                      -          2,484,003       (2,484,003 )     (100.00 )%
HLJ Huimeijia              1,762             54,426          (52,664 )      (96.76 )%
Gross Profit         $    (1,493 )     $  3,522,044     $ (3,523,537 )     (100.04 )%
Humankind                      -          3,563,067       (3,563,067 )     (100.00 )%
HLJ Huimeijia             (1,493 )          (41,023 )         39,530        (96.36 )%




Revenue



Total revenues decreased by $6,060,204 or 100.00% for the nine months ended
March 31, 2022, as compared to the same period in 2021. The decrease in revenues
was primarily caused by a decrease in Humankind's revenues, and a decrease in
HLJ Huimeijia's revenues for the nine months ended March 31, 2022 as compared to
the same period in 2021. The decrease in Humankind's sales revenues was
primarily due to Humankind's enterprise Transformation, also no sales under
COVID-19.



Our total cost of goods sold decreased by $2,536,667 or 99.93% for the nine months ended March 31, 2022 as compared to the same period in 2021. This decrease was mainly due to the COVID-19 spread world-wide, Humankind was temporarily out of production.





Our gross margin decreased by $3,523,537 or 100.04% for the nine months ended
March 31, 2022 as compared to the same period in 2021. This change was
consistent with the change of sales and costs in Humankind. The decrease in
gross profit was primarily due to the enterprise Transformation and the
COVID-19. As the operation of Humankind was temporarily stopped, no revenue and
cost of goods sold were generated.



                                       25





Sales by Product Line


The following table summarizes the breakdown of our sales by major product lines for the nine months ended March 31, 2022 and 2021 respectively:





                                                     For the Nine Months Ended
                                     March 31, 2022                              March 31, 2021
                         Quantity                        %  of       Quantity                        % of
                          (Unit)        Sales US$        Sales        (Unit)        Sales US$        Sales
Humankind
Hemp Oil                         -               -             - %     102,969       2,134,751         34.85 %
Collagen Peptide                 -               -             - %      49,929         621,693         10.15 %
Hemp Polypeptide                 -               -             - %      93,541       1,938,647         31.65 %
Hemp Protein Powder              -               -             - %     113,855       1,416,847         23.13 %
HLJ Huimeijia
Muskiness Bone
Strengthener Paste             223              18          6.69 %      39,481           5,403          0.09 %
Dampness dispelling
pain ointment                1,852             154         57.25 %      19,638           2,774          0.05 %
Refining Cream
dogskin                        788              65         24.16 %      15,850           2,150          0.04 %
Indometacin and
Furazolidone
Suppositories                  383              32         11.90 %      21,335           3,077          0.04 %
ShangBiTongDing                  -               -             -             -               -             - %
Enema Glycerini and
Essence repair liquid            -               -             -             -               -             - %
Total                        3,246             269        100.00 %     456,598     $ 6,125,342        100.00 %




Operating Expenses


The following table summarizes our operating expenses for the nine months ended March 31, 2022 and 2021, respectively:





                                             For the Nine Months Ended
                                             March 31,         March 31,
                                                2022             2021          Variance         %
Operating Expenses

Selling, general and administrative        $      484,056     $   883,527
  $ (399,471 )     (45.21 )%
Depreciation and amortization                     539,487         465,767         73,720        15.83 %
Total Operating Expenses                   $    1,023,543     $ 1,349,294     $ (325,751 )     (24.14 )%




Total operating expenses for the nine months ended March 31, 2022 were $325,751
or 24.14% lower than those in the same period in 2021. The decrease in operating
expenses was primarily attributable to decrease of $399,471 or 45.21% in
selling, general and administrative expenses. The decrease in selling, general
and administrative expenses was mainly due to the lower staff cost.



Interest Income and Interest Expense

Interest income was $118,695 for the nine months ended March 31, 2022, as compared to $102,090 for the nine months ended March 31, 2021. This increase of $16,605, or 16%, was mainly due to the increased average balance of bank deposits compared with the same period of 2021.

Interest expense was $nil for the nine months ended March 31, 2022 and for the nine months ended March 31, 2021.





Income Taxes



Income taxes decreased by $716,938, or 100%, from $716,938 for the nine months
ended March 31, 2021 to $nil for the nine months ended March 31, 2022. The
decrease in income taxes was mainly due to the decrease of the Company's gross
profit in the amount of $3,523,537, from the gross profit of $3,522,044 for the
nine months ended March 31, 2021 to the gross loss of $1,493 for the nine months
ended March 31, 2022.



                                       26




Net Income and Net Income Per Share


Net loss was $873,833 for the nine months ended March 31, 2022, as compared to $
1,557,767 net income for the nine months ended March 31, 2021. This decrease of
$2,431,600 in net loss was primarily attributable to a decrease of sales and
profits in Humankind.


Net loss per share was $0.0133 for the nine months ended March 31, 2022 and net income per share was $0.0238 for the nine months ended March 31, 2021, respectively. This decrease was primarily a result of the aforementioned decrease in net profit.

Liquidity and Capital Resources


We believe our current working capital position, together with our expected
future cash flows from operations and loans from our major shareholder, will be
adequate to fund our operations in the ordinary course of business, anticipated
capital expenditures, debt payment requirements, and other contractual
obligations for at least the next twelve months. However, this belief is based
upon many assumptions and is subject to numerous risks, and there can be no
assurance that we will not require additional funding in the future.



The following table summarizes our cash and cash equivalents positions, our working capital, and our cash flow activities as of March 31, 2022 and June 30, 2021 and for the nine months ended March 31, 2022 and 2021:





                             March 31,         June 30,
                                2022             2021
Cash and cash equivalents   $ 47,409,020     $ 44,346,744
Working capital             $ 39,076,197     $ 38,617,377
Inventories                 $    861,538     $    761,639




                                  For the Nine Months
                                    ended March 31,
                                 2022            2021

Cash provided by (used in): Operating activities $ 2,971,902 $ 3,089,788 Investing activities $ - $ (13,540 ) Financing activities $ - $ -


For the nine months ended March 31, 2022, our net increase in cash and cash
equivalents totaled $3,062,276, which total was comprised of net cash provided
by operating activities in the amount of $2,971,902, and the positive effect of
prevailing exchange rates on our cash position of $90,374.



For the nine months ended March 31, 2021, our net increase in cash and cash
equivalents totaled $5,043,671, which total was comprised of net cash provided
by operating activities in the amount of $3,089,788, net cash used in investing
activities in the amount of $13,540 and the effect of prevailing exchange rates
on our cash position of $1,967,423.



Our working capital as of March 31, 2022 was $39,076,197, compared to working
capital of $38,617,377 as of June 30, 2021. This increase of $458,820 or 1% was
primarily attributable to the increase of cash and cash equivalents in the
amount of $3,062,276, and decrease of net account receivable in the amount

of
$2,329,926.



                                       27





Net cash provided by operating activities was $2,971,902 for the nine months
ended March 31, 2022, primarily attributable to net loss in the amount of
$873,833 and a decrease of accounts receivable in the amount of $2,282,640. The
positive effect of exchange rate changes on cash and cash equivalents in the
amount of $90,374 for the nine months ended March 31, 2022 was mainly a result
of the effect of the valuation of the RMB against the USD on the significant
amount of cash and cash equivalents held by the Company in RMB. The exchange
rates from USD to RMB were 6.4566 to 1 and 6.3393 to 1 as of June 30, 2021 and
March 31, 2022, respectively, and the average exchange rate from USD to RMB was
6.4038 for the nine months ended March 31, 2022.



Other than as described in this report, we have no present agreements or
commitments with respect to any material acquisitions of businesses, products,
product rights, technologies, or any other material capital expenditures.
However, we will continue to evaluate acquisitions of, and/or investments in,
products, technologies, capital equipment or improvements, or companies that
complement our business and may make such acquisitions and/or investments in the
future. Accordingly, we may need to obtain additional sources of capital in the
future to finance any such acquisitions and/or investments. We may not be able
to obtain such financing on commercially reasonable terms, if at all. Even if we
are able to obtain additional financing, it may contain undue restrictions on
our operations, in the case of debt financing, or cause substantial dilution for
our stockholders, in the case of equity financing.



Related Party Debts



We had related party debts in the amount of $7,457,310 as of March 31, 2022, as
compared to $8,079,761 as of June 30, 2021, a decrease of $622,451 or 8%. Our
related party debts mainly consist of a loan from Mr. Xin Sun, the CEO of the
Company. The loan is unsecured, non-interest bearing, and has no fixed terms of
repayment. There was no written agreement for the loan. See Note 8.



Off-Balance Sheet Arrangements





We do not have any off-balance sheet arrangements that are currently material or
reasonably likely to be material to the Company's financial position or results
of operations.


Critical Accounting Policies and Estimates





We prepare the unaudited condensed consolidated financial statements in
accordance with US GAAP. These accounting principles require us to make
judgments, estimates and assumptions on the reported amounts of assets and
liabilities at the end of each fiscal period, and the reported amounts of
revenues and expenses during each fiscal period. We continually evaluate these
judgments and estimates based on our own historical experience, knowledge and
assessment of current business and other conditions, our expectations regarding
the future based on available information, and assumptions that we believe

to be
reasonable.



There have been no material changes during the three months ended March 31, 2022
in the Company's significant accounting policies to those previously disclosed
in the annual report on Form 10-K for the fiscal year ended June 30, 2021.



                                       28

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