The following discussion should be read in conjunction with the information contained in the preceding unaudited condensed consolidated financial statements and footnotes and our 2020 Annual Report on Form 10-K for fiscal year ended April 30, 2020.

OVERVIEW



We sell stevioside, a natural sweetener. Stevioside is a natural zero calorie
sweetener extracted from the leaf of the stevia plants. Substantially all of our
operations are located in the PRC. We have built an integrated company with the
production and distribution capabilities designed to meet the needs of our
customers.

Our operations were organized in two operating segments related to our product lines:



  -   Stevioside, and
  -   Corporate and other.



Going Concern

The accompanying unaudited condensed consolidated financial statements have been
prepared assuming that the Company will continue as a going concern. The Company
has a significant accumulated deficit and incurred recurring losses. The
Company's cash balance and revenues generated are not currently sufficient and
cannot be projected to cover operating expenses for the next twelve months from
the date of this report. These factors raise doubt as to the ability of the
Company to continue as a going concern. Management's plans include attempting to
improve its business profitability, its ability to generate sufficient cash flow
from its operations to meet its operating needs on a timely basis, obtain
additional working capital funds through debt and equity financings, and
restructure on-going operations to eliminate inefficiencies to raise cash
balance in order to meet its anticipated cash requirements for the next twelve
months from the date of this report. Management intends to make every effort to
improve its current sales forecast to further develop and expand the
international markets for its new products as well as continuing with the
current sources of funds to meet working capitals needs on as needed
basis. There can be no assurance that these plans and arrangements will be
successful.

The ability of the Company to continue as a going concern is dependent upon its
ability to achieve profitable operations and raise additional capital. The
accompanying unaudited condensed consolidated financial statements do not
include any adjustments related to the recoverability or classification of
asset-carrying amount or the amounts and classification of liabilities that may
result should the Company be unable to continue as a going concern.

Recent Developments

Sunwin Stevia has approximately 1,300 metric tons of manufacturing capacity per
year to produce various specifications of stevia extracts. With these
manufacturing facilities, Sunwin Stevia is able to deliver stevia products
containing Rebaudioside A in a range of 50% to 99% with a format of powder,
granular, or tablet; as well as Rebaudioside B, Rebaudioside D, Rebaudioside M
and enzyme treated stevia products. In 2020, we have made technical upgrades on
our enzyme treated stevia production line, improving the production process of
our enzyme treated stevia products.

In April 2020, management made the decision to increase the operating capital of
Qufu Shengren from the original RMB 19,680,000 (approximately $2,800,000) to RMB
183,000,000 (approximately $26,000,000), this will allow for the Company to
better focus on our Stevia operation and increase investment to our research and
production. The increase of capital will come from additional funding of RMB
92,470,000 (approximately $13,100,000) from Qufu Natural Green, and RMB
70,850,000 (approximately $10,000,000) debt to equity conversion of multiple
creditors. On April 30, 2020, seven individual creditors and three suppliers, an
individual investor and Qufu Shengren entered into a series of debt transfer and
conversion agreements, the individual creditors and suppliers agreed to transfer
the full amount of their receivable, including principal and interest due from
Qufu Shengren, at full value, to the individual investor. The individual
investor then converted the full amount of the debts into equity and transferred
a part of that equity to Shangdong Yulong Mining Group Co., Ltd. ("Yulong"). The
individual investor and Yulong became minority shareholders of Qufu Shengren as
of April 30, 2020, accounting for 38.4% and 0.3%, respectively.

We believe this addition in capital will greatly benefit our stevia product development, manufacturing, and marketing effort. With the increased capital, we will be able to focus more on our technology advancements, improvement in manufacturing process and increase our production capacity.


                                     - 18 -
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Impact of COVID-19 Pandemic on the Company's Operations



Since early 2020, the epidemic of the novel strain of coronavirus (COVID-19)
(the "COVID-19 pandemic") has spread across China and other countries, and has
adversely affected businesses and economic activities in the first quarter of
2020 and beyond. The Company followed the restrictive measures implemented in
China, by suspending onsite operation in January, 2020 and having employees work
remotely until late March 2020, when the Company assessed the situation and
started to gradually resume normal operation at areas deemed safe while
implementing effective health measures. Consequently, the COVID-19 pandemic may
adversely affect the Company's business operations, financial condition and
operating results for 2020, including but not limited to material negative
impact to the Company's total revenues, production capability, ability to
conduct marketing and sales, and slower collection of accounts receivables. As
of October 2020, we have been able to resume some of our manufacturing
operations, however, our sales and promotional efforts as still severely
impacted by the global pandemic. We are able to maintain certain income from
previous existing orders and finished products, however, we anticipate
significant economic impact related to COVID-19. Due to the high uncertainty of
the evolving situation, the Company has limited foresight on the full impact
brought upon by the COVID-19 pandemic and the related financial impact cannot be
estimated at this time.

We are monitoring the global outbreak and spread of COVID-19 and taking steps in
an effort to identify and mitigate the adverse impacts on, and risks to, our
business (including but not limited to our employees, customers, and other
business partners) posed by its spread and the governmental and community
reactions thereto. We continue to assess and update our business continuity
plans in the context of this pandemic, including taking steps in an effort to
help keep our workforces healthy and safe. The spread of COVID-19 has caused us
to modify our business practices (including warehouse and production procedures,
employee travel, employee work locations in certain cases, and cancellation of
physical participation in certain meetings, events and conferences), and we
expect to take further actions as may be required or recommended by government
authorities or as we determine are in the best interests of our employees,
customers and other business partners. We are also working with our suppliers to
understand the existing and future negative impacts, and to take actions in an
effort to mitigate such impacts.

OUR PERFORMANCE



 Our revenues totaled approximately $4,434,000 during the three months ended
October 31, 2020, a decrease of 38.1%, as compared with the same period in 2019,
and our gross margin decreased to (2.3)% from 20.6%. Our total operating
expenses in the three months ended October 31, 2020 decreased by approximately
$624,000, or 55.5% compared to the same period in 2019 primarily due to a
decrease of approximately $246,000, or 49.0% in selling expense, a decrease of
approximately $109,000, or 38.8% in general and administrative expense, and a
decrease of approximately $268,000, or 79.0% in research and development
expenses. Our net loss from continuing operations for the three months ended
October 31, 2020 was approximately $658,000, compared to a net income from
continuing operations of $192,000 in three months ended October 31, 2019.

Our revenues totaled approximately $11,474,000 during the six months ended
October 31, 2020, a decrease of 18.3%, as compared with the same period in 2019,
and our gross margin decreased to 0.5% from 18.5%. Our total operating expenses
in the six months ended October 31, 2020 decreased by approximately $562,000, or
25.4% compared to the same period in 2019 primarily due to a decrease of
approximately $310,000, or 35.3% in selling expense, a decrease of approximately
$39,000, or 5.6% in general and administrative expense, and a decrease of
approximately $213,000, or 33.0% in research and development expenses. Our net
loss from continuing operations for the six months ended October 31, 2020 was
approximately $1,714,000, compared to a net income from continuing operations of
$62,000 in six months ended October 31, 2019.

Our Outlook



We believe that there are significant opportunities for worldwide growth in our
Stevioside segment, not only in the U.S. and EU markets but also in our domestic
market. For the fiscal year ended April 30, 2020 and beyond, we will continue to
focus on our core business of producing and selling stevioside series products.

Currently there is a world-wide movement of lowering sugar intake, and more and
more consumers are becoming aware of the health benefits associated with
reduction of sugar intake. According to research data, 40% of Chinese consumers
stated that they "will not mind paying more for food and beverages with more
natural ingredients" and 80% of the interview consumers express a goal of
"having a healthier diet". We believe that, in this search of a more natural and
healthy diet and lifestyle, natural sweeteners such as stevia will become the
mainstream sweetener in the food and beverage markets.

                                     - 19 -
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Some of the recent favorable observations related to the stevia markets in fiscal 2020 include:

- Chinese domestic food and beverages, particularly herbal tea


           manufacturers and the pharmaceutical industry, have increased 

the use


           of steviosides, and new health awareness trends have also

resulted in


           some new governing laws supporting the growth of this industry;

- Southeast and South Asia have renewed and increased their interest in


           stevia, particularly high grade stevia;
       -   New global product launches mentioning stevia have increased 13% per
           year on average from 2014 to 2018; and

- Stevia has been growing in popularity in the last 10 years throughout


           all the global markets.



Meanwhile, we are also facing challenges in competitive pricing and raw
materials for the fiscal years ended April 30, 2020 and 2019, as well as
negative impact from the global COVID-19 pandemic. During the fiscal years ended
April 30, 2020, the market prices of stevioside products continue to be impacted
by strong price competition among Chinese manufacturers. With this being a
product gaining large market shares in China, in the recent years we have seen
many competitors entering the market. These new competitors use lower pricing as
their effort to gain market share as they initially entering the market, thus
driving down the average prices for stevia products. We expect the pressure from
pricing competition to continue in fiscal 2021. We anticipate the price of
stevia leaves, the raw material used to produce our stevioside series products,
will also continue to increase in fiscal 2021 since the demand for raw material
may increase as the market grows, while the production of the raw material
experiences negative impact due to the global pandemic.

We intend to make adjustments internally in order to better operate in this
market; our goal is to increase sales and develop new client bases through our
marketing effort, decrease our production expenses while maintaining the
stability and quality of our products, and decrease our overall expenditures. We
believe while there are challenges and risks in this market, our high quality
high grade product and the formulations developed by our internal research and
development team differentiates us from other competitors and our efforts will
lead to sustainable growth in the future.

RESULTS OF OPERATIONS



The following table summarizes our results from operations for the three month
periods ended October 31, 2020 and 2019. The percentages represent each line
item as a percent of revenues:

                                  For the Three Months ended October 31, 2020
                               Stevioside                 Corporate and Other                Consolidated
Revenues                $ 4,333,035         100.0 %    $    100,809         100.0 %    $ 4,433,844         100.0 %
Cost of goods sold        4,481,914         103.4 %          54,605          54.2 %      4,537,956         102.3 %
Gross profit               (150,316 )        (3.5 )%         46,204          45.8 %       (104,112 )        (2.3 )%
Selling expenses            255,990           5.9 %             576           0.6 %        256,566           5.8 %
General and
administrative
expenses                    173,979           4.0 %          (1,595 )        (1.6 )%       172,384           3.9 %
Research and
development expenses         71,129           1.6 %               -             -           71,129           1.6 %

Loss from operations (651,414 ) (15.0 )% 47,223

  46.8 %       (604,191 )       (13.6 )%
Other expenses              (54,260 )        (1.3 )%              -             -          (54,260 )        (1.2 )%
(Loss) income from
continuing operations
before income taxes     $  (705,674 )       (16.3 )%   $     47,223          46.8 %    $  (658,451 )       (14.9 )%



                                  For the Three Months ended October 31, 2019
                               Stevioside                 Corporate and Other                Consolidated
Revenues                $ 7,083,279         100.0 %    $     78,302         100.0 %    $ 7,161,581         100.0 %
Cost of goods sold        5,648,003          79.7 %          39,139          50.0 %      5,687,142          79.4 %
Gross profit              1,435,276          20.3 %          39,163          50.0 %      1,474,439          20.6 %
Selling expenses            502,773           7.1 %               -             -          502,773           7.0 %
General and
administrative
expenses                    273,733           3.9 %           8,000          10.2 %        281,733           3.9 %
Research and
development expenses        339,401           4.8 %               -             -          339,401           4.7 %
Income from
operations                  319,369           5.5 %          31,163          39.8 %        350,532           4.9 %
Other expenses             (115,701 )        (1.6 )%        (42,940 )       (54.8 )%      (158,641 )        (2.2 )%
Income (loss) from
continuing operation
before income taxes     $   203,668           2.9 %    $    (11,777 )       (15.0 )%   $   191,891           2.7 %



                                     - 20 -

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The following table summarizes our results from operations for the six month periods ended October 31, 2020 and 2019.



                                    For the Six Months ended October 31, 2020
                                Stevioside                 Corporate and Other                Consolidated
Revenues                $ 11,275,321         100.0 %    $    198,201         100.0 %   $ 11,473,522         100.0 %
Cost of goods sold        11,303,750         100.3 %         106,706          53.8 %     11,410,456          99.5 %
Gross profit                 (28,429 )        (0.3 )%         91,495          46.2 %         63,066           0.5 %
Selling expenses             566,905           5.0 %             576           0.3 %        567,481           4.9 %
General and
administrative
expenses                     610,290           5.4 %          35,270          17.8 %        645,560           5.6 %
Research and
development expenses         432,567           3.8 %               -             -          432,567           3.8 %
Income (loss) from
operations                (1,638,191 )       (14.5 )%         55,649          28.1 %     (1,582,542 )       (13.8 )%
Other expenses              (131,736 )        (1.2 )%              -             -         (131,736 )        (1.1 )%
Income (loss) from
continuing operations
before income taxes     $ (1,769,927 )       (15.7 )%   $     55,649          28.1 %   $ (1,714,278 )       (14.9 )%




                                    For the Six Months ended October 31, 2019
                                Stevioside                 Corporate and Other                 Consolidated
Revenues                $ 13,394,838         100.0 %    $    656,818         100.0 %    $ 14,051,656         100.0 %
Cost of goods sold        11,038,469          82.4 %         417,541          63.6 %      11,456,010          81.5 %
Gross profit               2,356,369          17.6 %         239,277          36.4 %       2,595,646          18.5 %
Selling expenses             855,157           6.4 %          22,048           3.4 %         877,205           6.2 %
General and
administrative
expenses                     534,945           4.0 %         149,150          22.7 %         684,095           4.6 %
Research and
development expenses         644,304           4.8 %           1,648           0.3 %         645,952           4.6 %
Income from
operations                   321,963           2.4 %          66,431          10.1 %         388,394           2.8 %
Other expenses              (283,367 )        (2.1 )%        (42,940 )        (6.5 )%       (326,307 )        (2.3 )%
Income from
continuing operation
before income taxes     $     38,596           0.3 %    $     23,491          10.1 %    $     62,087           0.4 %



Revenues

Total revenues in the three months ended October 31, 2020 decreased by approximately 38.1%, as compared to the same period in 2019. Stevioside revenues, which accounts for 97.7% and 98.9% of our total revenues in the three months ended October 31, 2020 and 2019, respectively, decreased by 38.8%.



Within our Stevioside segment, revenues from sales to third parties decreased by
19.7% and sales to the related party decreased by 78.3% in the three months
ended October 31, 2020, as compared to the same period in 2019, primarily due
to the effect of the global COVID-19 pandemic, decreasing the demand from the
domestic and international market, and our restricted sales and promotion
efforts due to current travel restrictions. Since the adoption rate for stevia
in the food and beverage sector has been slower than expected, we sold 149
metric tons and 225 metric tons of stevioside for the three months ended October
31, 2020 and 2019, respectively. We generated approximately $400,000 and
$1,995,000 in revenue from producing over 20 metric tons and 56 metric tons of
the customized orders for restructuring by enzyme based on our Stevioside
products. Restructuring by enzyme based on our Stevioside products accounted for
approximately 9.0% and 28.1% in the three months ended October 31, 2020 and
2019, respectively, of our total Stevioside segment revenues. Our low grade
ordinary stevia products generated an amount of approximately $1,369,000, 30.9%
of total revenue of our Stevioside segment for three months ended October 31,
2020.

Total revenues in the six months ended October 31, 2020 decreased by 18.3% as
compared to the same period in 2019. Stevioside revenues, which accounts for
98.3% and 95.3% of our total revenues in the six months ended October 31, 2020
and 2019, respectively. During the six months ended October 31, 2020, within our
Stevioside segment, our sales volume decreased by approximately 24 metric tons,
a 5.8% decrease. Stevioside revenues from sales to third parties decreased by
7.4% and sales to the related parties decreased by 45.0% in the six months ended
October 31, 2020, as compared to the same period in 2019. With the restructuring
of our product line, we also continue to increase the sales of our low grade
stevia products. Our low grade stevia and A3-97 products generated more than
45.2% and 39.3% of total revenue of our Stevioside segment for three and six
months ended October 31, 2020, respectively.

Our unit sale price fluctuated from month to month in the three and six months
ended October 31, 2020, which was mainly affected by the market environment; the
average unit sale price decreased by approximately 4.3% and 6.1%, compared to
the same period in 2019, respectively. We face challenges due to competitive
pricing and difficulties sourcing raw materials in 2020, the market prices of
stevioside products were impacted by strong price competition among Chinese
manufacturers.
                                     - 21 -
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Cost of Revenues and Gross Margin



Cost of revenues in the three and six months ended October 31, 2020 decreased by
20.2% and 0.4%, compared to the same period in 2019, respectively. Cost of
revenues as a percentage of revenues increased from 79.4% to 102.3% during the
three months ended 2020 compared to the same period in 2019. Cost of revenues as
a percentage of revenues increased from 81.5% to 99.5% during the six months
ended 2020 compared to the same period in 2019. Our consolidated gross margin
for the three and six months ended by October 31, 2020 was negative 2.3% and
0.5%, as compared to 20.6% and 18.5% in the same period in 2019, which was
primarily due to the epidemic of the novel strain of coronavirus COVID-19
pandemic adversely affected businesses and economic activities in 2020.

We believe the effect of the COVID-19 pandemic is the most significant in our
raw material purchasing and our sales. Due to the effect of the global COVID-19
pandemic, we expect the sourcing and availability of stevia raw material will
have increased difficulties and costs for fiscal 2021 and 2022. February to
March is normally the nursing period for stevia plants; as a result of COVID-19
related gathering laws, farmers are not able to have the same amount of nursery
workers as previous years, resulting in a decrease of stevia plants, and
relevant safety measures also resulted in an increase of general planting costs.
We expect this to cause a shortage of stevia leaves harvest this year and along
with the effect of the rain seasons, we expect to see an increase in our cost of
raw material. After we resumed production, the effect of the COVID-19 pandemic
on transportation has also made it difficult for us to efficiently procure our
raw materials.

Selling Expenses

For the three months ended October 31, 2020, we had a decrease of approximately
$246,000, or 49.0% in selling expenses, as compared to the same period in 2019.
The decrease was primarily due to the approximately a $127,000 decrease in
marketing expense, a $168,000 decrease in advertising expenses, a $13,000
decrease in travel expense, a $5,000 decrease in salary, a $6,000 decrease in
shipping and freight, and a $8,000 decrease in miscellaneous expense, offset by
approximately $81,000 increase in promotion expense in the three months ended
October 31, 2020.

For the six months ended October 31, 2020, we had a decrease of approximately
$310,000, or 35.3% in selling expenses, as compared to the same period in 2019.
The decrease was primarily due to the approximately $208,000 decrease in
marketing expense, a $193,000 decrease in advertising expenses, a $34,000
decrease in travel expense, a $20,000 decrease in salary, a $21,000 decrease in
selling expense on Metformin product, a $12,000 decrease in shipping and
freight, and a $21,000 decrease in miscellaneous expense, offset by
approximately $199,000 increase in promotion expense in the six months ended
October 31, 2020.

General and Administrative Expenses



Our general and administrative expenses for the three months ended October 31,
2020 decreased by approximately $109,000, or 3.9% from the same period in 2019.
The decrease was primarily due to a decrease of approximately $129,000 in
repairs and maintenance fees, a decrease of approximately $20,000 in
depreciation expense, a decrease of approximately $11,000 in hospitality
expense, and a $36,000 decrease in miscellaneous expense, offset by a $23,000
increase in safety production fund and a $64,000 increase in salary and welfare
benefit expenses.

Our general and administrative expenses for the six months ended October 31,
2020 decreased by approximately $39,000, or 5.6% from the same period in 2019.
The decrease was primarily due to a decrease of approximately $24,000 in repairs
and maintenance fees, a decrease of approximately $47,000 in depreciation
expense, a decrease of approximately $10,000 in insurance expense, and a $52,000
decrease in miscellaneous expense, offset by a $58,000 increase in safety
production fund and a $36,000 increase in salary and welfare benefit expenses.

Research and Development Expense

For the three and six months ended October 31, 2020, our research and development expenses amounted to approximately $71,000 and $433,000, as compared to $339,000 and $646,000 for the same period in 2019, respectively. The decreases were primarily due to the decrease in spending for third party technical consulting fees in the three and six months ended October 31, 2020.

Other Income (Expenses)



For the three months ended October 31, 2020, other expense, net of other income,
amounted to approximately $54,000, a decrease of $104,000 as compared to the
other expense, net of other income, amounted to approximately $159,000 for the
three months ended October 31, 2019. The decrease of other expenses was
primarily attributable to a decrease of interest expense to third parties and
related parties of $68,000, and a decrease in other expenses of $36,000.
                                     - 22 -
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For the six months ended October 31, 2020, other expense, net of other income,
amounted to approximately $132,000, a decrease of $194,000 as compared to the
other expense, net of other income, amounted to approximately $326,000 for the
six months ended October 31, 2019. The decrease of other expenses was primarily
attributable to a decrease of interest expense to third parties and related
parties of $170,000, and a decrease in other expenses of $38,000, offset by an
increase in grant income of $14,000.

Net Income (Loss) from Continuing Operations



As a result of the foregoing, our loss from continuing operations was $658,000
for the three months ended October 31, 2020, as compared with income from
continuing operations of $192,000 for the three months ended October 31, 2019, a
change of $850,000, or 443.1%. The increase in net loss was primarily due to
decreased gross profit and increased operating expenses, offset by decreased
other expenses in the three months ended October 31, 2020, compared to the three
months ended October 31, 2019.

As a result of the foregoing, our loss from continuing operations was $1,714,000
for the six months ended October 31, 2020, as compared with income from
continuing operations of $62,000 for the six months ended October 31, 2019, a
change of $1,776,000, or 2,861.1%. The increase in net loss was primarily due to
decreased gross profit and decreased operating expenses, offset by decreased
other expenses in the six months ended October 31, 2020, compared to the six
months ended October 31, 2019, as we discussed above.

Loss from Discontinued Operations



We did not have discontinued operations incurred in the six months ended October
31, 2020. Our loss from discontinued operations amounted to $20,000 for the six
months ended October 31, 2019, and the Company also recorded a loss from
disposal discontinued operations of approximately $233,000 at October 31, 2019.
Our total loss from discontinued operations amounted to $253,000 or $0.00 per
share (basic and diluted) for the six months ended October 2019.

The summarized operating result of discontinued operations included in our unaudited condensed consolidated statements of operations is as follows:



                                         Three Months Ended October 31,               Six Months Ended October 31,
                                        2020                        2019               2020                  2019

Revenues                           $             -             $             -     $           -         $     733,441
Cost of revenues                                 -                           -                 -               572,357
Gross profit                                     -                           -                 -               161,084
Operating expenses                               -                           -                 -               172,142
Other income, net                                -                           -                 -                 8,958
Loss before income taxes                         -                           -                 -                20,016
Income tax expense                               -                           -                 -                     -
Loss from discontinued
operations                                       -                           -                 -                20,016
Loss from disposal, net of taxes                 -                           -                 -                   960
Loss from sales of subsidiary                    -                           -                 -               232,455
Total loss from discontinued
operations                         $             -             $             -     $           -         $     253,431

Net Loss Attributable to Noncontrolling Interest



Noncontrolling interest represents the ownership interests an individual
investor and Yulong hold in Qufu Shengren. The amount recorded as noncontrolling
interest in our unaudited condensed consolidated statements of loss and
comprehensive loss is computed by multiplying the after-tax loss for three
months ended October 31, 2020 by the percentage ownership in Qufu Shengren not
directly attributable to us. For the three and six months ended October 31,
2020, the noncontrolling interest attributable to ownership interests in Qufu
Shengren not directly attributable to us was 38.7%. Net loss attributable to
noncontrolling interest amounted to approximately $255,000 and $648,000 for the
three and six months ended October 31, 2020, respectively.

Net Income (Loss) Attributable to Sunwin Sunwin Stevia International, Inc.



Our net loss attributable to Sunwin Sunwin Stevia International, Inc. in the
three months ended October 31, 2020 was approximately $403,000, or $(0.00) per
share (basic and diluted), compared to net income of $192,000, or $0.00 per
share (basic and diluted),  in the three months ended October 31, 2019.
                                     - 23 -
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Our net loss attributable to Sunwin Sunwin Stevia International, Inc. in the six
months ended October 31, 2020 was approximately $1,066,000, or $(0.01) per share
(basic and diluted), compared to net loss of $191,000, or $0.00 per share (basic
and diluted),  in the six months ended October 31, 2019.

Foreign Currency Translation Gain



The functional currency of our subsidiaries and variable interest entities
operating in the PRC is the Chinese Yuan or Renminbi ("RMB"). The financial
statements of our subsidiaries are translated to U.S. dollars using period end
rates of exchange for assets and liabilities, and average rates of exchange (for
the period) for revenues, costs, and expenses. Net gains and losses resulting
from foreign exchange translations are included in the Comprehensive loss on the
unaudited condensed consolidated statements of operations and comprehensive
loss. As a result of foreign currency translations, which are a non-cash
adjustment, we reported a foreign currency translation gain of $550,000 for the
three months ended October 31, 2020, as compared to a foreign currency
translation loss of $106,000 for the three months ended October 31, 2019. We
also reported a foreign currency translation gain of $681,000 for the six months
ended October 31, 2020, as compared to a foreign currency translation gain of
$162,000 for the six months ended October 31, 2019.  This non-cash gain had the
effect of reducing our reported comprehensive loss.

                        LIQUIDITY AND CAPITAL RESOURCES

Liquidity is the ability of a company to generate sufficient cash to meet its operational cash requirements.



At October 31, 2020, we had working capital deficit of approximately $2,213,000,
including cash of approximately $397,000, as compared to working capital of
approximately $3,470,000, including cash of approximately $1,138,000 at April
30, 2020. The approximate $741,000 decrease in our cash at October 31, 2020 from
April 30, 2020 is primarily attributable to net cash used in investing
activities of approximately $97,000 and cash used in financing activities for
repayment loans and repayment of related party advances of approximately
$895,000, offset by net cash provided by operating activities of approximately
$222,000 during the six months  ended October 31, 2020. The Company's cash
balance and revenues generated are not currently sufficient and cannot be
projected to cover operating expenses for the next twelve months from the date
of this report. These factors raise doubt as to the ability of the Company to
continue as a going concern. Management's plans include attempting to improve
its business profitability, its ability to generate sufficient cash flow from
its operations to meet its operating needs on a timely basis, obtain additional
working capital funds through debt and equity financings, and restructure
on-going operations to eliminate inefficiencies to raise cash balance in order
to meet its anticipated cash requirements for the next twelve months from the
date of this report. Management intends to make every effort to improve its
current sales force as to further develop and expand the international markets
for its new products as well as continuing with the current sources of funds to
meet working capital needs on as needed basis. There can be no assurance that
these plans and arrangements will be successful.

The COVID-19 Pandemic. On January 30, 2020, the World Health Organization
declared the coronavirus outbreak a "Public Health Emergency of International
Concern" and on March 10, 2020, declared it to be a pandemic. Actions taken
around the world to help mitigate the spread of the coronavirus include
restrictions on travel, quarantines in certain areas, and forced closures for
certain types of public places and businesses. The coronavirus and actions taken
to mitigate it have had and are expected to continue to have an adverse impact
on the economies and financial markets of many countries, including the
geographical areas in China in which the Company operates. Consequently, the
COVID-19 pandemic may adversely affect the Company's business operations,
financial condition and operating results for 2020 and 2021, including but not
limited to material negative impact to the Company's total revenues, slower
collection of accounts receivables and significant impairment to the Company's
equity investments. Due to the high uncertainty of the evolving situation, the
Company has limited visibility on the full impact brought upon by the COVID-19
pandemic and the related financial impact cannot be estimated at this time.

                                     - 24 -
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Capital Resources

The following table provides certain selected balance sheets comparisons as of October 31, 2020 and April 30, 2020:



                                   October 31,       April 30,         Increase
                                       2020             2020          (Decrease)           %

Cash and cash equivalents          $    396,579     $  1,137,920     $   (741,341 )         (65.1 )%
Accounts receivable, net              2,200,198        2,713,567         (513,369 )         (18.9 )%
Accounts receivable - related
party                                 1,458,545        3,034,365       (1,575,820 )         (51.9 )%
Inventories, net                     15,328,881       12,874,497        2,454,384            19.1 %
Prepaid expenses and other
current assets                          960,832          693,552          267,280            38.5 %
Total current assets                 20,345,035       20,453,901         (108,866 )          (0.5 )%
Property and equipment, net           9,125,596        8,901,548          224,048             2.5 %
Total assets                       $ 29,470,631     $ 29,355,449     $    115,182             0.4 %

Accounts payable and accrued
expenses                           $ 10,040,575     $  8,533,131     $  1,507,444            17.7 %
Short-term loans                      2,997,613        3,378,380         (380,767 )         (11.3 )%
Due to related parties                5,094,261        5,072,451           21,810             0.4 %
Total current liabilities            18,132,449       16,983,962        1,148,487             6.8 %
Total liabilities                  $ 18,132,449     $ 16,983,962     $  1,148,487             6.8 %


We maintain cash and cash equivalents in China and United States. At October 31, 2020 and April 30, 2020, bank deposits were as follows:



               October 31,      April 30,
Country           2020            2020
United States    $   55,762     $    83,830
China               340,817       1,054,090
Total            $  396,579     $ 1,137,920



The majority of our cash balances at October 31, 2020 are in the form of RMB
stored in bank account of China. Cash held in banks in the PRC is not insured.
The value of cash on deposit in mainland China of $340,817 as of October 31,
2020 has been converted based on the exchange rate as of October 31, 2020. In
1996, the Chinese government introduced regulations, which relaxed restrictions
on the conversion of the RMB; however, restrictions still remain, including but
not limited to restrictions on foreign invested entities. Foreign invested
entities may only buy, sell or remit foreign currencies after providing valid
commercial documents at only those banks authorized to conduct foreign
exchanges. Furthermore, the conversion of RMB for capital account items,
including direct investments and loans, is subject to PRC government approval.
Chinese entities are required to establish and maintain separate foreign
exchange accounts for capital account items. We cannot be certain Chinese
regulatory authorities will not impose more stringent restrictions on the
convertibility of the RMB, especially with respect to foreign exchange
transactions. Accordingly, cash on deposit in banks in the PRC is not readily
deployable by us for use outside of China.

Accounts receivable, net of allowance for doubtful accounts, including accounts
receivable from related parties, decreased by approximately $2,089,000 during
the six months ended October 31, 2020, as a result of the decrease in both
accounts receivable from the third parties and accounts receivable from related
party as of October 31, 2020. The days for sales outstanding in accounts
receivable increased to 37 days as of October 31, 2020, as compared to 20 days
as of April 30, 2020. Accounts receivable, net of allowance for doubtful
accounts, excluding accounts receivable from the related parties, decreased by
approximately $513,000 during the six months ended October 31, 2020. The days
for sales outstanding in accounts receivable for third party sales increased to
24 days as of October 31, 2020, as compared to 15 days as of April 30, 2020. We
will reevaluate and categorize accounts receivable for sales and will target to
improve our collection effort in accounts receivable for related party sales and
accounts receivable for third party sales in fiscal 2021.

Inventories at October 31, 2020, net of reserve for obsolescence, totaled
approximately $15,329,000, as compared to $12,874,000 as of April 30, 2020. The
increase is primarily due to our increase in procurements of raw materials in
order to meet our anticipated higher sales volume during the fiscal year ended
April 30, 2020. These inventories have not yet been sold due to the market
demands not raising as much as we predicted; however, the current inventory
level will prepare us for our anticipated upcoming increase in price.
                                     - 25 -
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Our accounts payable and accrued expenses were approximately $10,041,000 at
October 31, 2020, an increase of approximately $1,507,000 from April 30, 2020.
The increase is primarily due to our increase in procurements of raw material as
a result of the raising sales of such materials during the six months ended
October 31, 2020.

Loans payable at October 31, 2020 and April 30, 2020 totaled approximately
$2,998,000 and $3,378,000, respectively. These loans payable consisted of
short-term loans from multiple non-related individuals, which bear annual
interest rates of 4% - 10%. Range of maturity dates of the loan payable was from
November 28, 2020 to October 6, 2021. During the six months ended October 31,
2020, loan amount of approximately $678,000 was repaid in cash.

Due to related parties at October 31, 2020 and April 30, 2020 totaled
approximately $5,094,000 and $5,072,000, respectively. As of October 31, 2020,
the balance we owed Qufu Shengren Pharmaceutical Co., Ltd. ("Pharmaceutical
Corporation"), Qufu Shengwang Import and Export Co., Ltd.  and Mr. Weidong Chai,
a management member of Pharmaceutical Corporation, amounted to approximately
$3,418,493, $1,471,087, and $204,681, respectively. On April 30, 2020, the
balance we owed to Pharmaceutical Corporation, Qufu Shengwang Import and Export
and Mr. Weidong Chai amounted to approximately $3,982,000, $907,000, and
$184,000, respectively.

Cash Flows Analysis

NET CASH FLOW PROVIDED BY (USED IN) OPERATING ACTIVITIES:

Net cash provided by operating activities was approximately $222,000 for the six months ended October 31, 2020, primarily due to a decrease of approximately $648,000 in accounts receivable and note receivable from a third party, a decrease of approximately $1,677,000 in accounts receivable - related party

and


an  increase in accounts payable and accrued expenses of approximately
$1,074,000, offset by an increase of approximately $1,680,000 in inventories, an
increase of approximately $321,000 in prepaid expenses and other current assets,
a decrease of approximately $89,000 in taxes payable, and a net loss of
approximately $1,714,000 adjusted by non-cash working capital, depreciation
expense of $627,000.

Net cash used in operating activities from continuing operations was
approximately $213,000 (total net cash used in operating activities of $552,000
including net cash used in discontinued operations of $340,000) for the six
months ended October 31, 2019, primarily due to a net loss of approximately
$191,000 adjusted by loss from discontinued operations of $253,000 and offset by
non-cash working capital that primarily included depreciation expense of
$568,000 and a loss on disposition of property and equipment of $20,000. The
increase in net cash from operating activities was also primarily due to an
increase of approximately $511,000 in accounts receivable - related party, an
increase of approximately $1,816,000 in inventories, an increase of
approximately $1,947,000 in prepaid expenses and other current assets and offset
by an  increase in accounts payable and accrued expenses of approximately
$2,564,000, a  decrease of approximately $740,000 in accounts receivable and
note receivable from a third party and an increase of approximately $107,000 in
taxes payable.

NET CASH FLOW PROVIDED BY (USED IN) INVESTING ACTIVITIES:



Net cash used in investing activities from operations amounted to approximately
$97,000 during the six months ended October 31, 2020 due to capital expenditures
for property and equipment.

Net cash provided by investing activities from continuing operations amounted to
$148,000 in investment activities, including the proceeds received from disposal
of discontinued subsidiary of approximately $1,145,000 and a proceed received
from disposal of equipment of $30,000, offset by approximately $1,028,000 in
purchases of property and equipment in the six months ended October 31, 2019.

NET CASH FLOW PROVIDED BY (USED IN) FINANCING ACTIVITIES:



Net cash used in financing activities from operations amounted to approximately
$895,000 in the six months ended October 31, 2020, primarily due to repayment of
short term loans in a total amount of approximately $678,000 and repayment of
related party advances of approximately $7,755,000 and offset by advances
received from related parties of approximately $7,539,000.

Net cash provided by financing activities from continuing operations amounted to
approximately $447,000 in the six months ended October 31, 2019, primarily due
to proceeds from short-term loan of $429,000 advances received from related
parties of approximately $3,814,000 and offset by repayment of related party
advances of approximately $3,795,000. Net cash used in financing activities from
discontinued operations amounted to $0 in the six months ended October 31, 2019.
                                     - 26 -
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Off Balance Sheet Arrangements



Under SEC regulations, we are required to disclose our off-balance sheet
arrangements that have or are reasonably likely to have a current or future
effect on our financial condition, such as changes in financial condition,
revenues or expenses, results of operations, liquidity, capital expenditures or
capital resources that are material to investors. An off-balance sheet
arrangement means a transaction, agreement or contractual arrangement to which
any entity that is not consolidated with us as a party, under which we have:

  -    Any obligation under certain guarantee contracts,
  -    Any retained or contingent interest in assets transferred to an
       unconsolidated entity or similar arrangement that serves as credit,
       liquidity or market risk support to that entity for such assets,

- Any obligation under a contract that would be accounted for as a derivative

instrument, except that it is both indexed to our stock and classified in

stockholder's equity in our statement of financial position, and

- Any obligation arising out of a material variable interest held by us in an

unconsolidated entity that provides financing, liquidity, market risk or

credit risk support to us, or engages in leasing, hedging or research and

development services with us.





We do not have any off-balance sheet arrangements that we are required to
disclose pursuant to these regulations. In the ordinary course of business, we
enter into operating lease commitments, purchase commitments and other
contractual obligations. These transactions are recognized in our financial
statements in accordance with accepted accounting principles generally accepted
in the U.S. ("U.S. GAAP").

CRITICAL ACCOUNTING POLICIES



The preparation of financial statements in conformity with U.S. GAAP requires
estimates and assumptions that affect the reported amounts of assets and
liabilities, revenues and expenses, and related disclosures of contingent assets
and liabilities in the consolidated financial statements and accompanying notes.
The SEC has defined a company's critical accounting policies as the ones that
are most important to the portrayal of the company's financial condition and
results of operations, and which require the company to make its most difficult
and subjective judgments, often as a result of the need to make estimates of
matters that are inherently uncertain. Based on this definition, we have
identified the critical accounting policies and judgments addressed below. We
also have other key accounting policies, which involve the use of estimates,
judgments and assumptions that are significant to understanding our results,
which are described in Note 2 to our unaudited condensed consolidated financial
statements. Although we believe that our estimates, assumptions and judgments
are reasonable, they are based upon information presently available. Actual
results may differ significantly from these estimates under different
assumptions, judgments or conditions.

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