GENERAL

Green Vision Biotechnology Corp. (the "Company"), formerly known as Vibe Wireless Corp., also formerly known as Any Translation Corp., was incorporated under the laws of the State of Nevada on July 5, 2012. We were founded to be in the business of translation and interpretation. The Company undertook translation and interpretation projects for various fields from business, economics, to science issues. The Company later adopted a business plan to pursue business opportunities in the global telecommunications industry.

On September 2, 2015, a change in control of the Company took place by virtue of the Company's largest shareholder and sole officer and director at that time, selling 4,000,000 shares of the Company's common stock to Forestbay Capital Partners II, LLC, a Delaware limited liability company. Such shares represented 65.8% of the Company's total issued and outstanding shares of common stock. As part of the sale of the shares, Forestbay Capital Partners arranged with the former officer and director, prior to his resignation as the sole officer and director of the Company Board, to appoint Mr. Edward Mooney as the sole officer and director of the Company. Mr. Mooney is the Manager of Forestbay Capital Partners II, LLC.

On November 12, 2015, we changed our name to Vibe Wireless Corp in connection with merging with our wholly-owned subsidiary. This name change and our ticker symbol change was acknowledged by FINRA and effected in the market on November 23, 2015.

The Company was originally incorporated under the laws of the State of Nevada on July 5, 2012 as Any Translation Corp.

On September 30, 2016, the Company filed a Certificate of Amendment with the Nevada Secretary of State (the "Nevada SOS") whereby it amended its Articles of Incorporation to increase the Company's authorized number of shares of common stock from 75 million to 750 million and forward split all of its issued and outstanding shares of common stock at a ratio of ten (10) shares for every one (1) share held. The Company's Board of Directors approved this amendment on September 30, 2016.

On September 30, 2016, the Company filed Articles of Merger with the Nevada SOS whereby it entered into a statutory merger with its wholly-owned subsidiary, Green Vision Biotechnology Corp. pursuant to Nevada Revised Statutes 92A.200 et. seq. The effect of such merger is that the Company is the surviving entity and changed its name to "Green Vision Biotechnology Corp."

On September 30, 2016, the Company filed an Issuer Company-Related Action Notification Form with FINRA requesting that the aforementioned forward split and name change be effected in the market. The Company also requested that its ticker symbol be changed to "GVBT". This name change and our ticker symbol change was acknowledged by FINRA and effected in the market on November 27, 2016.

As disclosed in our Current Report on Form 8-K dated May 12, 2017 there was a change in our management. Effective May 3, 2017, the Company accepted the resignation of Edward P. Mooney as the sole officer of the Company and as the sole member of the Company's board of directors. Simultaneously, Mr. Ma Wai Kin, was elected as the Company's President, Secretary, Treasurer and a member of the Board of Directors.






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Results of Operations

Our financial statements have been prepared assuming that we will continue as a going concern and, accordingly, do not include adjustments relating to the recoverability and realization of assets and classification of liabilities that might be necessary should we be unable to continue our operation.

We expect we will require additional capital to meet our long-term operating requirements. We expect to raise additional capital through, among other things, the sale of equity or debt securities.

Result of Operations for the Three months ended March 31, 2019 and 2018

Revenue was $29,834 for the three months ended March 31, 2019 ("Q1"), decreased by $23,083, or 43.6% from $52,917 for the three months ended March 31, 2018 ("Comparable Quarter"). The decrease in revenue during the Q1 as compared to the Comparable Quarter was due to the restrictions on our production capacity as a result of the enforcement on new environmental regulations over industrial production by coal-fired boilers by local authorities in Shanxi. In this quarter, our company has conducted various field trials in Guangxi, Heilongjiang, and Yunnan in order to promote our products.

Cost of sales was decreased by $8,245, or 22.1% from $37,255 in the Comparable Quarter to $29,010 in Q1. The decrease was due to the decrease in production corresponding to the decrease in the sales revenue. In terms of percentage of revenue, cost of sales was 97.2% in Q1 as compared to 70.4% in the Comparable Quarter. The decrease in cost of sales with the increase in percentage to revenue, was due to the significant decrease in the production level which worsen the mass of production effect.

Gross profit was decreased by $14,838, or 94.7% from $15,662 in the Comparable Quarter to $824 in Q1. The decrease reflected the correlation in reduction of revenue. In terms of percentage of revenue, the gross profit percentage was decreased to 2.8% for Q1 as compared to 29.6% for the Comparable Quarter. The decrease was primarily due to the significant drop in the sales revenue with resulted to the decrease in the production level.

Selling expenses were decreased by $3,851 or 98.8% from $3,898 for the Comparable Quarter to $47 in Q1. In terms of percentage of revenue, the rates were 0.2% in Q1 compared to 7.4% in the Comparable Quarter. The decrease is primarily due to the decrease of testing expenses and shipping and transportation expenses which were correlated to the decrease in sales.

General and administrative expenses were decreased by $144,405, or 59.3% from $243,371 for the Comparable Quarter to $98,966 for Q1. The decrease is primarily due to the salary and consultation fee in Q1.

The following is a summary of general and administrative expenses for the three months ended March 31, 2019, and 2018.





                                 March 31,      March 31,
                                   2019            2018
                                 Unaudited      Unaudited      Difference
Consulting fees                 $    15,608     $   58,585     $   (42,977 )

Salary and payroll expenses 15,507 54,832 (39,325 ) Professional fees

                     7,408          7,909            (501 )
Travel and entertainment              9,331         20,735         (11,404 )
Research and Development                  -            786            (786 )
Provision for doubtful debts              -              -               -
Depreciation and amortization        42,678         55,428         (12,750 )
Other                                 8,434         45,096         (36,662 )
                                $    98,966     $  243,371     $  (144,405 )

Consulting fees were decreased by $42,977, or 73.4%, from $58,585 in Comparable Quarter to $15,608 in Q1, owing to the engagement of less external consultants to improve the Company's operating activities in the Comparable Quarter.






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Our salary and payroll expenses were decreased by $39,325, or 71.7%, to $15,507 in Q1, as compared to $54,832 in the Comparable Quarter. We anticipate that salary and payroll expenses will rise in future periods as it becomes necessary to increase our staff in order to enhance our management quality for the listing requirement and to increase our production activities.

Professional fees were decreased by $501, from $7,909 in Comparable Quarter to $7,408 in Q1. The decrease of professional fees was due to the engagement of less independent professionals such as international lawyers and accountants.

Travel and entertainment expenses were decreased by $11,404, or 55.0%, from $20,735 in Comparable Quarter to $9,331 in Q1. The decrease of travel and entertainment expenses was due to the reduction of project-based travelling activities.

Research and Development expenses were decreased to $Nil in Q1 from $786 in Comparable Quarter.

Depreciation and amortization expenses were decreased by $12,750, or 23.0%, from $55,428 in Comparable Quarter to $42,678 in Q1.

Other expenses include items such as office expenses, software related costs, telephone and a variety of other miscellaneous expenses. None of these expenses alone changed significantly except transportation fee, as the difference was $36,662, or 81.3% decrease from $45,096 in Comparable Quarter to $8,434 in Q1.

We anticipate that we will incur higher general and administrative expenses as a public company. We expect that our professional fees, cost of transfer agent, investor relations costs and other stock related costs will increase.

We also anticipate that selling, general and administrative expenses will concurrently increase with our increased activity in the future but will not increase in the same proportion to that of revenue.

Our loss from operations was decreased by $133,418 or 57.6%, to negative $98,189 in Q1, from $231,607 in Comparable Quarter.

Non-operating income (expenses) was increased by $24,201, or 1419%, to income of $22,495 in Q1, from expenses of negative $1,706 in Comparable Quarter, of which mainly due to the increase of other income increase $28,135 from $124 in Comparable Quarter to $28,259 in Q1.

The net loss attributed to the Company was reduced by $157,619, or 67.6% to negative $75,694 in Q1, as compared to negative $233,313 in Comparable Quarter.

Liquidity and Capital Resources

The Company's liquidity and capital is dependent on whether the Company is capable of generating its revenues and increasing its capital for the development and expansion of its business.

Management plans to support the Company's operation and its business strategy by raising funds through public and private offerings and relying on officers and directors to perform essential management functions with minimal compensation. If we do not raise all of the money we need from a public offering, we will have to find alternative sources, such as a private placement of securities, or loans from our officers, directors or others. The loans are likely to be unsecured, non-interest bearing and repayable at demand.

Moreover, management has actively taken steps to revise its operating and financial needs. Management believes that the Company's current and available capital resources will allow it to continue its operations throughout this fiscal year.






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Working capital

At March 31, 2019, we had a working capital deficit of $9,718,626, as compared to a working capital deficit of $9,596,914 at December 31, 2018. Of the working capital deficit at March 31, 2019, $9,454,171 was amount due to related parties and shareholder. Excluding the amounts due to related parties and shareholder, we would have had a negative working capital of $264,455 at March 31, 2019. As comparison, the working capital deficit at December 31, 2018, $9,361,322 was amount due to related parties and holding company. Excluding the amounts due to related parties and holding company, we would have had a negative working capital of $235,592 at December 31, 2018. The amounts due to related parties and shareholder are unsecured, interest free and repayable on demand.





Operating activities

During the three months ended March 31, 2019, operating activities used cash of $4,550, and for the comparable three months ended March 31, 2018, operating activities used cash in operations of $122,676. The use of cash in operating activities for the three months ended March 31, 2019 was mainly derived from a net loss of $75,694 with a non-cash item of $42,678 ($36,710 plus $5,968) in depreciation and amortization and negative $66,640 in inventory provision reversal ; moreover, there was an increase in cash of $66,640 in inventories; an increase in cash of $38,113 in other payable and an increase in cash of $21,813 in accrued expenses, which were offset by a decrease in cash of $1,883 in accounts receivable; a decrease in cash of 2,402 in accounts payable; a decrease in cash of $25,084 in accrued payroll and a decrease in cash of $2,509 in amount due to related parties. As comparison, the use of cash in operating activities for the comparable three months ended March 31, 2018 was mainly derived from a net loss of $ $233,313 with a non-cash item of $67,498 ($61,167 plus $6,331) in depreciation and amortization; moreover, there was an increase in cash of $10,230 in inventories; an increase in cash of $13,843 in other receivables; an increase in cash of $26,664 in other payable and an increase in cash of $55,215 in amount due to related parties, which were offset by a decrease in cash of $33,882 in accounts receivable; a decrease in cash of 10,613 in tax payables; and a decrease in cash of $34,942 in accrued expenses.





Investing Activities

During the three months ended March 31, 2019, investing activities used $Nil of cash; and for comparable three months ended March 31, 2018, investing activities used $2,112 of cash.





Financing Activities:

During the three months ended March 31, 2019, financing activities provided cash of $8,730; and for comparable three months ended March 31, 2018, financing activities provided cash of $104,692. The change of cash provided by financing activities was derived from the changes in the amounts due to our shareholder.

As at March 31, 2019, net cash and cash equivalents balance was $13,447 as compared to balance $9,114 as at December 31, 2018.

As of March 31, 2019, stockholder's equity was negative $6,489,388, compared to a negative equity of $6,405,098 at December 31, 2018.

The source of fund for supporting the Company's business operation was loans from directors and shareholders. In the event the directors and shareholders do not continue to support the Company's business operation, the Company could be short of funds and may not be able to operate any longer. The amounts due to related parties and director are interest-free loans. These loans are unsecured and have no fixed repayment terms.

Plan of Operation and Funding

We expect that working capital requirements will continue to be funded through a combination of our existing funds, loans from third parties, other debt facilities, or further issuances of securities. Our working capital requirements are expected to increase in line with the growth of our business.

Existing working capital, further advances and debt instruments, and anticipated cash flow are expected to fund our operations over the next three months. We have no lines of credit or other bank financing arrangements. In connection with our business plan, management anticipates additional increases in operating expenses and capital expenditures relating to: (i) developmental expenses associated with a growing business; and (ii) marketing expenses. We intend to finance these expenses with further issuances of securities, and debt issuances. Thereafter, we expect we will need to raise additional capital and generate revenues to meet long-term operating requirements. Additional issuances of equity or convertible debt securities will result in dilution to the shareholdings of our current shareholders. Further, such securities might have rights, preferences or privileges senior to our common stock. Additional financing may not be available upon acceptable terms, or at all. If adequate funds are not available or are not available on acceptable terms, we may not be able to take advantage of prospective new business endeavors or opportunities, which could significantly and materially restrict our business operations. We will have to raise additional funds in the next twelve months in order to sustain and expand our operations. We currently do not have a specific plan of how we will obtain such funding; however, we anticipate that additional funding will be in the form of equity financing from the sale of our common stock. We have and will continue to seek to obtain short-term loans from our directors, although no future arrangement for additional loans has been made. We do not have any agreements with our directors concerning these loans. We do not have any arrangements in place for any future equity financing.






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Since 2017, local government of Jinzhong City, Shanxi Province, China (where Shanxi Lutu and our production plant is located) has promulgated a new set of environmental regulations restricting the use of coal-fired boilers in factories. Since coal-powered generators were used in our production plant, our production activities in 2019 were restricted to a certain extent.

We cannot ensure that we can comply with the new environmental regulations in time. If that is the case, our production and our production capacity may be reduced as a result. This will affect our ability to generate income and to meet the demand of our customers, which in turn could have a material adverse effect on our financial condition and results of operations.

Due to the enforcement on new environmental regulations over industrial production by coal-fired boilers by local authorities in Shanxi, the Company's production was restricted to a certain extent in 2017. In order to fully comply with the new environmental regulations in place, management of the Company had planned to carry our rectification work and expected that the rectification work could be completed by mid of 2018 and full-scale production might resume in the second half of 2018. However, due to the shortage of funding to carry out the rectification work on our coal-powered generators, our production activities were restricted since second quarter in 2018. Our production and our production capacity was reduced as a result, significantly affected our ability to generate income and to meet the demand of our customers, which in turn had a material adverse effect on our financial condition and results of operations. The management had decided to maintain our business by way of sub-contracting or assignment of the production. Furthermore, the management had further researched for other business opportunity to utilize the reduced capacity of the property and equipment, in order to make better the worsened revenue.

Off-Balance Sheet Arrangements

As of the date of this Quarterly Report, we do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to investors.





Going Concern

The independent auditors' report accompanying our December 31, 2018 audited financial statements filed in Form 10-K on May 15, 2020 contained an explanatory paragraph expressing substantial doubt about our ability to continue as a going concern. The financial statements have been prepared "assuming that we will continue as a going concern," which contemplates that we will realize our assets and satisfy our liabilities and commitments in the ordinary course of business.

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