UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 10-Q

~~[X]~~ ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ~~For the quarterly period ended~~ ~~September 30, 2017~~

~~[ ]~~For the ~~TRANSITION~~quarterly ~~REPORT~~period ~~UNDER~~ended December ~~SECTION~~31, ~~13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934:~~2017

☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934:

For the transition period from______ to ______

Commission File Number 333-200602

Taxus Pharmaceuticals Holdings, Inc.

(Exact Name of Registrant as Specified in Its Charter)

(Formerly known as “Little Neck Health Connection, Inc”)

03-0380057		New York
(I.R.S. employer identification No.)		(State or other jurisdiction of incorporation)

23605 Braddock Avenue,

Bellerose, NY 11426

Phone: (718) 631-1522 (Address, including zip code, and telephone number, including

area code, of registrant'’s principal executive offices)

Jiayue Zhang

23605 Braddock Avenue,

Bellerose, NY 11426

Phone: (718) 631-1522

(Name, address, including zip code, and telephone number, including area code, of agent for service)

Copy of Communications To:

~~Bernard & Yam~~Lucosky Brookman, LLP

Attn: Lawence ~~Man Yam, Esq.~~Metelitsa

~~140-75~~101 Wood ~~Ash~~ Avenue, ~~Suite 2D~~South

~~Flushing~~Woodbridge, New NYJersery ~~11355~~08830 Tel: ~~212~~732-~~219~~395-~~7783~~4400 ~~Fax: 212-219-3604 (Name, Address and Telephone Number of Person Authorized to Receive Notice and Communications on Behalf of Registrant)~~

~~Check~~Direct: 732-395-4405 Fax: ~~whether the registrant~~ 732-395-4401 (1)Name, ~~filed~~Address ~~all~~and ~~reports~~Telephone ~~required~~Number ~~to be filed by Section 13 or 15(d)~~ of ~~the~~Person Authorized ~~Securities Exchange Act during the past 12 months (or for such shorter period that the registrant was required~~ to ~~file~~Receive ~~such~~Notice ~~reports)~~ and ~~(2)~~Communications ~~has~~on ~~been~~Behalf of ~~subject to such filing requirements for the past 90 days. Yes [X] No~~Registrant) ~~[ ]~~

~~Indicate by check mark~~ Check whether the registrant ~~has~~(1) ~~submitted~~filed ~~electronically~~all ~~and~~reports ~~posted on its corporate Web site, if any, every Interactive Data File~~ required to be ~~submitted~~filed ~~and~~by ~~posted~~Section ~~pursuant~~13 toor ~~Rule~~15(d) ~~405~~ of ~~Regulation~~the ~~S-T~~Securities ~~(§232.405~~Exchange ofAct ~~this chapter)~~ during the ~~preceding~~past 12 months (or for such shorter period that the registrant was required to ~~submit~~file such reports) and ~~post~~(2) has been subject to such ~~files)~~filing requirements for the past 90 days. Yes ~~[X]~~ ☒ No~~[ ]~~ ☐

1Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, ~~or a~~ smaller reporting company, or an emerging growth company. See ~~definition~~the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and ~~large~~“emerging ~~accelerated~~growth ~~filer~~company” in Rule 12b-2 of the Exchange Act:.

Large ~~Accelerated~~accelerated ~~Filer~~filer [☐ ] Accelerated ~~Filer~~filer [☐ ] Non-accelerated ~~Filer~~filer [☐ ](Do not check if a smaller reporting company) Smaller ~~Reporting~~reporting ~~Company~~company ~~[X]~~☒ Emerging growth company ☐

~~Indicate~~If an emerging growth company, indicate by check mark ~~whether~~if the registrant ishas aelected ~~shell~~not ~~company~~to ~~(as~~use ~~defined~~the inextended ~~Rule~~transition ~~12b-2~~period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act):. ~~Yes~~☐ ~~o No [X]~~

Indicate by ~~the~~check ~~number~~mark ofwhether ~~shares~~the ~~outstanding~~registrant ofis ~~each~~a ofshell ~~the~~company ~~issuer's~~(as ~~classes~~defined ofin ~~common~~Rule ~~stock,~~12b-2 as of the ~~latest~~Exchange ~~practicable date~~Act): ~~as of December 5, 2017, there are 81,500,200 shares of common stock issued and outstanding.~~Yes ☐ No ☒

2Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: as of December 31, 2017, there are 81,500,200 shares of common stock issued and outstanding.

CHINA FORESTRY, INC.

FORM 10-Q FOR THE PERIOD ENDED ~~SEPTEMBER~~DECEMBER 30, 2017

TABLE OF CONTENTS

PART I - FINANCIAL INFORMATION 1 ITEM 1 - FINANCIAL STATEMENTS 1 ITEM 2 - MANAGEMENT'’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 14 ITEM 3 - QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 17 ITEM 4 - CONTROLS AND PROCEDURES 17 PART II - OTHER INFORMATION 18 ITEM 1. LEGAL PROCEEDINGS 18 ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS 18 ITEM 3. DEFAULTS UPON SENIOR SECURITIES 18 ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS 18 ITEM 5. OTHER INFORMATION 18 ITEM 6 - EXHIBITS 18

PART I - FINANCIAL INFORMATION

ITEM 1 - FINANCIAL STATEMENTS

TAXUS PHARMACEUTICALS HOLDINGS, INC.

BALANCE SHEETS (IN U.S. $)

~~SEPTEMBER 30~~DECEMBER 31, 2017 AND JUNE 30, 2017

ASSETS		~~September~~December 3031, 2017			~~June 30, 2017~~	June 30, 2017
		(Unaudited)
Current assets:
Cash and cash equivalents	$	$	5,836	$		~~5,856~~$	5,856
Total current assets		~~5,836~~	5,836		~~5,856~~		5,856
Other assets:
Security deposit		~~3,000~~			~~3,000~~		3,000
TOTAL ASSETS	$	$	85,836	$		~~8,856~~$	8,856
LIABILITIES AND STOCKHOLDERS’ (DEFICIT)
Current liabilities:
Accounts payable and accrued expenses		$	47,015			$	62,515
Total current liabilities			47,015				62,515
Commitments and contingencies
Stockholders’ (deficit):
Common stock, $0.00001 par value per share; 1,500,000,000 shares authorized;81,500,200 shares issued and outstanding as of December 30, 2017 and June 30, 2017			815				815
Additional paid-in capital			676,901				648,901
(Deficit)			(718,895	)			(703,375	)
Total stockholders’ (deficit)			(41,179	)			(53,659	)
TOTAL LIABILITIES AND STOCKHOLDERS’ (DEFICIT)		$	5,836			$	8,856

LIABILITIES AND STOCKHOLDERS’ (DEFICIT)
Current liabilities:
Accounts payable and accrued expenses	$		74,015	$		62,515
Total current liabilities		74,015			62,515
Commitments and contingencies
Stockholders’ (deficit):
Common stock, $0.00001 par value per share; 1,500,000,000 shares authorized; 81,500,200 shares issued and outstanding as of September 30, 2017 and June 30, 2017		815			815
Additional paid-in capital		648,901			648,901
(Deficit)		(714,895)			(703,375)
Total stockholders’ (deficit)		(65,179)			(53,659)
TOTAL LIABILITIES AND STOCKHOLDERS’ (DEFICIT)	$		8,836	$		8,856

See accompanying notes to financial statements.

TAXUS PHARMACEUTICALS HOLDINGS, INC.

STATEMENTS OF OPERATIONS (~~UNAUDITED) (~~IN U.S. $)

FOR THE THREE AND SIX MONTHS ENDED ~~SEPTEMBER 30~~DECEMBER 31, 2017 AND 2016

			Three Months Ended September 30,
			2017		2016
	(Unaudited)				(Unaudited)
Revenues		$ 500			$ 5,488
Cost of revenues	-			4,117
Gross profit	500			1,371
Operating expenses:
Selling and general and administrative expenses	12,020			40,517
Net (loss)		$ (11,520)			$ (39,146)
(Loss) per common share, basic and diluted		$ (0.00)			$ (0.00)
Weighted average shares outstanding, Basic and diluted		81,500,200			81,500,200

(UNAUDITED)

	Three Months Ended December 31,						Six Months Ended December 31,
	2017			2016			2017			2016

Revenues	$	-		$	363		$	500		$	5,851
Cost of revenues		-			272			-			4,389

Gross profit		-			91			500			1,462

Operating expenses:
Selling, general and administration expenses		4,000			12,392			16,020			52,909

Net (loss)	$	(4,000	)	$	(12,301	)	$	(15,520	)	$	(51,447	)

(Loss) per common share, basic and diluted	$	(0.00	)	$	(0.00	)	$	(0.00	)	$	(0.00	)

Weighted average shares outstanding, Basic and diluted		81,500,200			81,500,200			81,500,200			81,500,200

See accompanying notes to financial statements.

TAXUS PHARMACEUTICALS HOLDINGS, INC.

STATEMENTS OF ~~CASH~~CHANGES ~~FLOWS~~IN STOCKHOLDERS’ (~~UNAUDITED~~DEFICIT) (IN U.S. $)

FOR THE ~~THREE~~SIX MONTHS ENDED ~~SEPTEMBER~~DECEMBER 3031, 2017 ~~AND 2016~~

			Three Months Ended September 30,
			2017			2016
		(Unaudited)				(Unaudited)
Cash flows from operating activities:
Net (loss)	$			(11,520)	$		(39,146)
Change in operating assets and liabilities:
Decrease in inventory		-				3,122
Decrease in security deposit		-				7,488
Increase in accounts payable and accrued expenses		11,500				6,099
Net cash (used in) operating activities		(20)				(22,437)
Net change in cash		(20)				(22,437)
Cash, beginning of the period		5,856				29,310
Cash, end of the period	$			5,836	$		6,873
Supplemental disclosure of cash flow information
Cash paid during the period for:
Income taxes	$			-	$		-
Interest	$			-	$		-

(UNAUDITED)

	Common Stock				Additional Paid-in
	Shares		Amount		Capital		(Deficit)			Total

Balance, June 30, 2017		81,500,200	$	815	$	648,901	$	(703,375	)	$	(53,659	)
Capital contribution						28,000					28,000
Net (loss)		-		-		-		(15,520	)		(15,520	)

Balance, December 31, 2017 - Unaudited		81,500,200	$	815	$	676,901	$	(718,895	)	$	(41,179	)

See accompanying notes to financial statements.

TAXUS PHARMACEUTICALS HOLDINGS, INC.

~~NOTES~~STATEMENTS TOOF ~~FINANCIAL~~CASH ~~STATEMENTS~~FLOWS (IN U.S. $)

FOR THE ~~THREE~~SIX MONTHS ENDED ~~SEPTEMBER~~DECEMBER 3031, 2017 AND 2016

(UNAUDITED)

	Six Months Ended December 31,
	2017			2016

Cash flows from operating activities:
Net (loss)	$	(15,520	)	$	(51,447	)
Change in operating assets and liabilities:
Decrease in inventory		-			3,394
Decrease in security deposit		3,000			7,488
(Decrease) increase in accounts payable and accrued expenses		(15,500	)		17,599

Net cash (used in) operating activities		(28,020	)		(22,966	)

Cash flows from financing activities:
Capital contribution from shareholder		28,000			-

Net cash provided by financing activities		28,000			-

Net change in cash		(20	)		(22,966	)
Cash, beginning of the period		5,856			29,310

Cash, end of the period	$	5,836		$	6,344

Supplemental disclosure of cash flow information

Cash paid during the period for:

Income taxes	$	-		$	-

Interest	$	-		$	-

See accompanying notes to financial statements.

TAXUS PHARMACEUTICALS HOLDINGS, INC.

NOTES TO FINANCIAL STATEMENTS (UNAUDITED)

FOR THE three AND SIX months ENDED DECember 31, 2017 AND 2016

1.	ORGANIZATION

Taxus Pharmaceuticals Holdings, Inc. (formerly Little Neck Health Connection, Inc.) (the “Company”) is a New York Corporation organized on January 2, 2002. The Company was a specialty retailer, located in Little Neck, New York, selling vitamins, minerals, herbs, supplements, sports nutrition items and other health and wellness products. ~~Currently, the Company’s only store is temperately closed and shareholder is determining the business plan for the future operation.~~

On August 5, 2014, the sole stockholder (the “Seller”) of the Company entered into an Agreement with an outside individual (the “Buyer”) pursuant to which he sold all of the Company’s outstanding common stock. The purchase price was $105,000.

On September 22, 2014, the Company filed an amendment to its Certificate of Incorporation to change its name to Taxus Pharmaceuticals Holdings, Inc. and increase the number of authorized shares to 1,500,000,000, with par value $0.00001 per share. The Company ~~has~~ issued 80 81,~~000~~500,000 shares at $0.001 per share onduring ~~September~~the ~~30,~~year ~~2014,~~ended ~~and~~June ~~issued 1~~30,~~500,000~~ ~~shares at $0~~2015.~~001 per share in October 2014.~~

On September 10, 2015, Mr. Jiayue Zhang, the sole officer and director and the largest shareholder of the Company, transferred his 41,619,800 shares of common stock of the Company which represents 51.07% of the total issued and outstanding shares of the Company, to Shanxi Taxus Pharmaceuticals Co., Ltd, a Chinese limited liability company (“Shanxi Taxus”). Mr. Jiayue Zhang is also the general manager, director and controlling equity owner of Shanxi Taxus. Therefore, upon the completion of the share transfer, Mr. Zhang is still the beneficial owner of the 41,619,800 shares of common stock of the Company.

2.	SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Accounting and Presentation

The accompanying financial statements have been prepared on the accrual basis of accounting.

The ~~unaudited~~ interim financial statements of the Company as of ~~September~~December 3031, 2017 and for the three and six months ended ~~September~~December 3031, 2017 and 2016, have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules and regulations of the SEC which apply to interim financial statements. Accordingly, they do not include all of the information and footnotes normally required by accounting principles generally accepted in the United States of America for annual financial statements. In the opinion of management, such information contains all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the results for the periods presented.

TAXUS PHARMACEUTICALS HOLDINGS, INC.

NOTES TO FINANCIAL STATEMENTS (UNAUDITED)

FOR THE ~~THREE~~three ~~MONTHS~~AND SIX months ENDED ~~SEPTEMBER~~dECember 3031, 2017 AND 2016

2.	SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Basis of Accounting and Presentation (~~Continued~~continued)

The interim financial information should be read in conjunction with the financial statements and the notes thereto, included in the Company’s Form 10-kK filed with the SEC. The results of operations for the three and six months ended ~~September~~December 3031, 2017 are not necessarily indicative of the results to be expected for future quarters or for the year ending June 30, ~~2017~~2018.

Cash and Cash Equivalents

The Company considers all liquid investments with an original maturity of three months or less that are readily convertible into cash to be cash equivalents.

Revenue Recognition

The Company’s revenues are primarily derived from the sales of vitamins, minerals, herbs, supplements, sports nutrition items and other health and wellness products. Revenue recognition policies comply with the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 605, Revenue Recognition, when persuasive evidence of arrangement exists, delivery of the product has occurred, the fee is fixed or determinable and collectability is reasonably assured.

Concentration of Credit Risk

The Company maintains its cash accounts at a commercial bank. The Federal Deposit Insurance Corporation (“FDIC”) insures up to $250,000 per bank for substantially all depository accounts. At ~~September~~December 3031, 2017, the Company did not have cash balances which were in excess of the FDIC insurance limit.

8Net Income (Loss) Per Share

The Company computes net income (loss) per common share in accordance with FASB ASC 260, Earnings Per Share (“ASC 260”). Under the provisions of ASC 260, basic net income (loss) per common share is computed by dividing the net income (loss) by the weighted average number of shares of common stock outstanding during the period. Diluted income per common share is computed by dividing net income by the weighted average number of shares of common stock outstanding plus the effect of any dilutive shares outstanding during the period. Potential dilutive shares are not included when the Company has a loss because their inclusion would be antidilutive.

TAXUS PHARMACEUTICALS HOLDINGS, INC.

NOTES TO FINANCIAL STATEMENTS (UNAUDITED)

FOR THE ~~THREE~~three ~~MONTHS~~AND SIX months ENDED ~~SEPTEMBER~~DECember 3031, 2017 AND 2016

2.	ACCOUNTING POLICIES (CONTINUED)

Net Earnings (Loss) Per Share (continued)

The Company computes net income (loss) per common share in accordance with FASB ASC 260, “Earnings Per Share” (“ASC 260”). Under the provisions of ASC 260, basic net income (loss) per common share is computed by dividing the net income (loss) by the weighted average number of shares of common stock outstanding during the period. Diluted income per common share is computed by dividing net income by the weighted average number of shares of common stock outstanding plus the effect of any dilutive shares outstanding during the period. Potential dilutive shares are not included when the Company has a loss because their inclusion would be antidilutive. Accordingly, the number of weighted average shares outstanding as well as the amount of net (loss) per share are presented for basic and diluted per share calculations for the periods reflected in the accompanying statements of operations. There were no dilutive shares outstanding during the three and six months ended ~~September~~December 3031, 2017 and 2016.

Income Taxes

The Company accounts for income taxes in accordance with FASB ASC Section 740, “Income Taxes”, which requires the recognition of deferred income taxes for differences between the basis of assets and liabilities for financial statement and income tax purposes. ~~Deferred~~ Deferred tax assets and liabilities represent the future tax consequences for those differences, which will either be taxable or deductible when the assets and liabilities are recovered or settled. Deferred tax assets are also recognized for operating losses that are available to offset future taxable income. A valuation allowance is established when necessary to reduce deferred tax assets to the amount expected to be realized.

The Company accounts for uncertain tax positions in accordance with ASC Section 740-10, which prescribes a recognition threshold and measurement process for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. The ~~guidance~~ASC also ~~prescribes~~provides ~~direction~~guidance on de-recognition income tax assets and liabilities, classification, of deferred income tax assets and liabilities and accounting for interest and penalties in the financial statements and related disclosures. The Company classifies interest and any related penalties related to income tax uncertainties as a component of income tax expense. No interest or penalties have been recognized ~~for~~during the three and six months ended ~~September~~December 3031, 2017 and 2016.

Management has evaluated and concluded that there were no material uncertain tax positions requiring recognition in the Company’s financial statements as of ~~September~~December 3031, 2017. The Company does not expect any significant changes in unrecognized tax benefits within twelve months of the reporting date.

TAXUS PHARMACEUTICALS HOLDINGS, INC.

NOTES TO FINANCIAL STATEMENTS

FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2017 AND 2016

2. ACCOUNTING POLICIES (CONTINUED)

Fair Value

FASB ASC 820, Fair Value ~~Measurement~~Measurements, specifies a hierarchy of valuation techniques based upon whether the inputs to those valuation techniques reflect assumptions other market participants would use based upon market data obtained from independent sources (observable inputs). In accordance with ASC 820, the following summarizes the fair value hierarchy:

Level 1 Inputs – Unadjusted quoted market prices for identical assets and liabilities in an active market that the Company has the ability to access.

~~Level 2 Inputs – Inputs other than the quoted prices in active markets that are observable either directly or indirectly.~~7

TAXUS PHARMACEUTICALS HOLDINGS, INC.

NOTES TO FINANCIAL STATEMENTS (UNAUDITED)

FOR THE three AND SIX months ENDED DECember 31, 2017 AND 2016

2.	ACCOUNTING POLICIES (CONTINUED)

Fair Value (continued)

Level 2 Inputs – Inputs other than the quoted prices in level 1 that are observable either directly or indirectly.

Level 3 Inputs – Inputs based on prices or valuation techniques that are both unobservable and significant to the overall fair value measurements.

FASB ASC 820 requires the use of observable market data, when available, in making fair value measurements. When inputs used to measure fair value fall within different levels of the hierarchy, the level within which the fair value measurement is categorized is based on the lowest level input that is significant to the fair value measurements. Valuation techniques used need to maximize the use of observable inputs and minimize the use of unobservable inputs.

The Company did not identify any assets or liabilities that are required to be presented at fair value on a recurring basis. The carrying value of non-derivative financial instruments including cash, and accounts payable and accrued expenses approximated their fair values due to their short term nature.

Use of Estimates

The preparation of financial statements in accordance with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect certain reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

TAXUS PHARMACEUTICALS HOLDINGS, INC.

NOTES TO FINANCIAL STATEMENTS

FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2017 AND 2016

2. ACCOUNTING POLICIES (CONTINUED)

Inventory

Inventories are stated at the lower of cost or market using a weighted average method which approximates first-in, first-out (“FIFO”). The Company marks down its inventory for estimated unmarketable inventory equal to the difference between the cost of the inventory and the estimated net realizable value based on assumptions about the age of the inventory, future demand and market conditions. During the year ended June 30, 2017, the Company wrote off $20,763 of inventory. As of September 30, 2017 and June 30, 2017, the Company has no inventory. If actual market conditions are less favorable than those projected by management, additional inventory markdowns may be required. There was no inventory as of December 31, 2017 and June 30, 2017, and there were no inventory markdowns for the three and six months ended December 31, 2017 and 2016.

Taxus Pharmaceuticals Holdings, Inc.

NOTES TO FINANCIAL STATEMENTS (UNAUDITED)

FOR THE THREE AND SIX MONTHS ENDED DECEMBER 31, 2017 and 2016

2.	ACCOUNTING POLICIES (CONTINUED)

Property and Equipment

Property and equipment are stated at cost. The cost of property and equipment was depreciated over their estimated useful lives. ~~Depreciation~~ Depreciation was computed on the straight-line method for both financial reporting and income tax purposes. The estimated useful life for furniture and fixtures was three years. All assets were fully depreciated as of ~~September~~December 3031, 2017 and June 30, 2017.

3.	RECENTLY ISSUED ACCOUNTING STANDARDS

In ~~February~~January 2017, the Financial Accounting Standards Board ("“FASB"”) issued Accounting Standards Update ("“ASU"”) 2017-~~05, Other Income~~04 Intangibles-~~Gains~~Goodwill and Other ~~Losses from the Derecognition of Nonfinancial Assets~~ (~~Subtopic~~Topic ~~610-20~~350): ~~Clarifying~~Simplifying the ~~Scope~~Test ~~of Asset Derecognition Guidance and Accounting~~ for ~~Partial~~Goodwill ~~Sales~~Impairment (“ASU ~~of Nonfinancial Assets~~2017-04”). This ~~ASU~~guidance ~~requires~~removes ~~all~~Step ~~entities~~2 of tothe ~~derecognize~~goodwill aimpairment ~~business or nonprofit activity in accordance with Topic 810~~test, ~~and~~which ~~also~~ requires ~~all~~a ~~entities~~hypothetical ~~derecognize~~purchase anprice ~~equity~~allocation. Under ~~method~~the ~~investment~~amended inguidance, ~~accordance~~a ~~with~~goodwill impairment ~~Topic~~charge ~~860. The~~will ~~amendments~~now inbe ~~this~~recognized ~~ASU~~for ~~eliminate~~ the ~~scope~~amount ~~exceptions,~~by ~~and~~which ~~simplifies~~the ~~GAAP.~~carrying ~~This~~value ~~ASU~~of isa ~~effective~~reporting ~~for~~unit ~~fiscal~~exceeds ~~years~~its ~~beginning~~fair ~~after December 15~~value, not ~~2017,~~to ~~including~~exceed ~~interim~~the ~~reporting~~carrying ~~periods~~amount ~~within~~of ~~that reporting period~~goodwill. ~~Public~~ ~~entities~~This ~~may apply the~~ guidance ~~earlier~~is ~~but~~effective ~~only~~for asinterim ofand annual ~~reporting~~period ~~periods~~ beginning after December 15, ~~2016~~2019, ~~including~~with ~~interim~~early ~~reporting~~adoption ~~periods~~permitted ~~within~~for ~~that~~any ~~reporting~~impairment ~~period. The~~tests ~~Company~~performed ~~believes~~after ~~the~~January ~~standard~~1, ~~will have no effect on its statement of cash flows~~2017.

In ~~August~~January ~~2016~~2017, the FASB issued Accounting Standards Update (“ASU”) ~~2016~~2017-~~15,~~01 Business ~~Statement~~Combinations ~~of Cash Flows~~ (Topic ~~230~~805): ~~Classification~~Clarifying the Definition of ~~Certain~~a Business (“ASU ~~Cash~~2017-01”), ~~Receipts~~which ~~and~~clarifies ~~Cash~~the ~~Payments.~~definition ~~This~~of ~~ASU~~a ~~addresses~~business ~~the~~and ~~classification~~assists ofentities ~~certain~~with ~~specific~~evaluating ~~cash~~whether transactions ~~flow~~should ~~issues~~be ~~including~~accounted ~~debt~~for ~~prepayment~~as acquisitions (or ~~extinguishment~~disposals) ~~costs~~of assets or businesses. Under this guidance, ~~settlement~~when substantially all the fair value of ~~certain~~gross ~~debt~~assets ~~instruments~~acquired is concentrated in a single asset (or group of similar assets), ~~contingent~~the ~~consideration~~assets ~~payments~~acquired would ~~made~~not ~~after~~represent a business. ~~combination~~In addition, ~~proceeds~~to ~~from~~be ~~the~~considered ~~settlement~~a ofbusiness, ~~certain~~an ~~insurance~~acquisition ~~claims~~would ~~and~~have ~~distributions~~to ~~received~~include ~~from~~at ~~equity~~a ~~method~~minimum ~~investees.~~an input ~~This~~and ~~ASU~~a issubstantive ~~effective~~process ~~for~~that ~~fiscal~~together ~~years~~significantly ~~beginning~~contribute ~~after~~to ~~December~~the ~~15,~~ability ~~2017,~~to ~~and~~create ~~interim~~an ~~periods~~output. ~~within~~The ~~those~~amended ~~fiscal~~guidance also ~~years,~~narrows ~~with~~the ~~early~~definition ~~adoption~~of ~~permitted. An~~outputs ~~entity~~by ~~that~~more ~~elects~~closely ~~early~~aligning ~~adoption~~it ~~must~~with ~~adopt~~how ~~all~~outputs ofare ~~the~~described ~~amendments~~ in ~~the~~FASB ~~same~~guidance ~~period~~for revenue recognition. ~~The~~This ~~Company~~guidance ~~believes~~is ~~this~~effective ~~standard~~for ~~will~~interim ~~have~~and noannual ~~effect~~periods onbeginning ~~its~~after ~~statement~~December of15, ~~cash~~2017, ~~flows~~with early adoption permitted.

In ~~June~~November 2016, the Financial Accounting Standards Board ("“FASB"”) issued Accounting Standards Update ("“ASU"”) No. 2016-1318, ~~Financial~~“Statement of ~~Instruments—Credit~~Cash ~~Losses (Topic 326)~~Flows: ~~Measurement~~Restricted ~~of Credit Losses on Financial Instruments~~Cash”. The ~~new~~amendments ~~standard~~address ~~requires~~diversity ~~financial~~in ~~assets~~practice ~~measured~~that atexists ~~amortized~~in ~~cost be presented at~~ the ~~net~~classification ~~amount~~and ~~expected~~presentation of tochanges bein ~~collected,~~restricted ~~through~~cash anon ~~allowance for credit losses that is deducted from~~ the ~~amortized~~statement ~~cost~~of ~~basis~~cash flows. The ~~standard~~amendment ~~will~~is be effective for ~~the~~public ~~Company~~companies for fiscal years beginning ~~January~~after 1December 15, ~~2020~~2017, ~~with~~including ~~early~~interim ~~application~~periods ~~permitted~~within those fiscal years. The Company isdoes ~~evaluating~~not ~~the~~anticipate ~~impact~~that ofthis adoption ~~adopting~~will ~~this~~have ~~new~~a ~~accounting~~significant ~~guidance~~impact on its financial ~~statements~~position, results of operations, or cash flows.

119

~~TAXUS~~Taxus Pharmaceuticals ~~PHARMACEUTICALS HOLDINGS~~Holdings, ~~INC~~Inc.

NOTES TO FINANCIAL STATEMENTS (UNAUDITED)

FOR THE THREE AND SIX MONTHS ENDED ~~SEPTEMBER~~DECEMBER 3031, 2017 ~~AND~~and 2016

3.	RECENTLY ISSUED ACCOUNTING STANDARDS (CONTINUED)

In ~~May,~~August 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-1015, ~~Revenue~~Statement ~~with~~of ~~Contracts~~Cash ~~with~~Flows (Topic ~~Customers~~230): ~~Narrow-scope~~Classification ~~Improvements~~of Certain Cash Receipts and ~~Practical~~Cash ~~Expedients,~~Payments. ~~which~~This isASU anaddresses ~~amendment~~the toclassification ~~ASU~~of ~~No.~~certain ~~2014-09~~specific cash ~~that~~flow ~~clarifies~~issues ~~the~~including ~~objective~~debt ofprepayment ~~the~~or ~~collectability~~extinguishment ~~criterion~~costs, tosettlement ~~allow~~of ~~entities~~certain todebt ~~exclude~~instruments, ~~amounts~~contingent ~~collected~~consideration payments ~~from~~made ~~customers~~after ~~from~~a ~~all~~business ~~sales~~combination, ~~taxes~~proceeds from the ~~transaction~~settlement ~~price,~~of tocertain ~~specify~~insurance ~~the~~claims ~~measurement~~and ~~date~~distributions ~~for~~received from ~~noncash~~equity ~~consideration~~method investees. This ASU is ~~contract~~effective ~~inception~~for fiscal years beginning after December 15, ~~variable~~2017, ~~consideration~~and ~~guidance~~interim ~~applies~~periods ~~only~~within those tofiscal ~~variability~~years, ~~resulting~~with ~~from~~early ~~reasons~~adoption ~~other~~permitted. ~~than~~An ~~the~~entity ~~form~~that ofelects ~~the~~early ~~consideration,~~adoption ~~and~~must ~~clarification~~adopt onall ~~contract~~of ~~modifications~~the atamendments ~~transition~~in the same period. The ~~implementation~~Company ~~guidelines~~is ~~follow~~currently evaluating the effect this ASU ~~No.~~will ~~2014-09~~have on its statement of cash flows.

In ~~April,~~June 2016, the FASB issued ASU No. 2016-1013, ~~Revenue~~Financial ~~with~~Instruments—Credit ~~Contracts~~Losses ~~with~~(Topic ~~Customers~~326): ~~Identifying~~Measurement ~~Performance~~of ~~Obligations~~Credit ~~and~~Losses ~~Licensing,~~on ~~which~~Financial ~~is an amendment to ASU No~~Instruments. ~~2014-09~~The new ~~that~~standard ~~clarifies~~requires ~~the~~financial ~~aspects~~assets ofmeasured ~~identifying~~at ~~performance~~amortized ~~obligations~~cost ~~and~~be ~~the~~presented ~~licensing~~at ~~implementing guidance, while retaining~~ the ~~related~~net ~~principles~~amount ~~within~~expected ~~those~~to ~~areas.~~be ~~The implementation guidelines follow ASU No. 2014-09.In March 2015~~collected, ~~the~~through an ~~Financial~~allowance ~~Accounting~~for ~~Standards~~credit ~~Board~~losses ~~("FASB")~~that ~~issued~~is ~~Accounting~~deducted ~~Standards~~from ~~Update~~the ~~("ASU")~~amortized ~~ASU~~cost ~~2015-03 – Interest – Imputation of Interest (Subtopic 835-30)~~basis. ~~This~~The ~~ASU~~standard ~~addressed~~will ~~the~~be ~~simplification~~effective offor ~~debt issuance costs presentation by presenting debt issuance costs in~~ the ~~balance~~Company ~~sheet~~beginning January as1, ~~a direct deduction from the carrying amount of the debt liability~~2020, ~~consistent~~ with ~~debt~~early ~~discounts~~application ~~or premiums~~permitted. ~~This~~The ~~accounting~~Company ~~standard update~~ is ~~not~~evaluating ~~expected~~the toimpact ~~have~~of aadopting ~~material~~this ~~impact~~new accounting guidance on ~~the~~its ~~Company’s~~ financial statements.

In May, ~~2014~~2016, the FASB issued ASU No. ~~2014~~2016-0910, Revenue ~~from~~with Contracts with Customers: ~~(Topic~~Narrow-scope ~~606)~~Improvements (“and Practical Expedients, which is an amendment to ASU No. 2014-09~~”),~~ ~~which~~that ~~amends~~clarifies the ~~existing~~objective ~~accounting~~of ~~standards~~the ~~for~~collectability ~~revenue~~criterion, ~~recognition.~~to ~~ASU~~allow ~~2014-09~~entities isto ~~based~~exclude amounts oncollected ~~principles~~from ~~that~~customers ~~govern~~from all sales taxes from the ~~recognition~~transaction ofprice, ~~revenue~~to specify the measurement date for noncash consideration at ancontract ~~amount~~inception, anvariable ~~entity~~consideration ~~expects~~guidance applies only to bevariability ~~entitled~~resulting ~~when~~from ~~products~~reasons ~~are~~other than ~~transferred~~the toform ~~customers~~of the consideration, and clarification on contract modifications at transition. The implementation guidelines follow ASU No. 2014-09.

~~Subsequently~~In April, 2016, the FASB ~~has~~ issued ~~the following standards related to~~ ASU ~~2014-09: ASU~~ No. ~~2016-08,~~ ~~Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (“ASU~~ 2016-~~08”); ASU No. 2016-~~10, Revenue ~~from~~with Contracts with Customers ~~(Topic 606)~~: Identifying Performance Obligations and Licensing, ~~(“ASU~~which ~~2016-10”);~~is an amendment to ASU No. ~~2016~~2014-~~12,~~09 ~~Revenue~~that ~~from~~clarifies ~~Contracts~~the ~~with~~aspects ~~Customers~~of ~~(Topic~~identifying ~~606):~~performance ~~Narrow-Scope~~obligations ~~Improvements~~ and ~~Practical~~the licensing ~~Expedients~~implementing ~~(“ASU 2016-12”); and ASU No. 2016-20~~guidance, ~~Technical~~while ~~Corrections~~retaining ~~and~~the ~~Improvements~~related toprinciples ~~Topic~~within ~~606,~~those ~~Revenue~~areas. ~~from~~The ~~Contracts~~implementation ~~with~~guidelines ~~Customers (“~~follow ASU ~~2016-20”)~~No. 2014-09.

~~The~~In March, ~~new~~2016, ~~revenue~~the ~~standards~~FASB ~~may~~issued beASU ~~applied~~No. ~~retrospectively~~2016-08, toRevenue ~~each~~with ~~prior~~Contracts ~~period presented or retrospectively~~ with ~~the~~Customers: ~~cumulative~~Principal ~~effect~~versus ~~recognized~~Agent asConsiderations of(Reporting Revenue ~~the~~Gross ~~date~~versus ofnet), ~~adoption.~~which ~~The~~is ~~Company~~an ~~will~~amendment ~~adopt~~to ~~the~~ASU ~~new~~No. ~~revenue~~2014-09 ~~standards~~that inimproved ~~its first quarter of 2019 utilizing~~ the ~~full~~operability ~~retrospective~~and ~~transition~~understandability ~~method.~~of ~~The~~implementation guidance ~~new~~versus ~~revenue~~agent ~~standards~~considerations ~~are~~by ~~not~~clarifying ~~expected to have a material impact on~~ the ~~amount~~determination ~~and~~of ~~timing~~principal ofversus ~~revenue~~agent. ~~recognized~~The inimplementation ~~the~~guidelines follow ~~Company’s~~ASU ~~financial~~No. ~~statements~~2014-09.

1210

~~TAXUS~~Taxus Pharmaceuticals ~~PHARMACEUTICALS HOLDINGS~~Holdings, ~~INC~~Inc.

NOTES TO FINANCIAL STATEMENTS (UNAUDITED)

FOR THE THREE AND SIX MONTHS ENDED ~~SEPTEMBER~~DECEMBER 3031, 2017 ~~AND~~and 2016

4.	PROPERTY AND EQUIPMENT

Property and equipment is as follows:

		September 30, 2017			June 30, 2017
			December 31, 2017				June 30, 2017
		(Unaudited)
	Furniture and fixture		$	2,500			$	2,500
Furniture and fixture	$		2,500	$		2,500
	Less: accumulated depreciation			(2,500	)			(2,500	)
Less: Accumulated depreciation		(2,500)			(2,500)
			$	-			$	-
	$		-	$		-

There was no depreciation expense charged to operations for the three and six months ended ~~September~~December 3031, 2017 and 2016.

5.	ACCOUNTS PAYABLE AND ACCRUED EXPENSES

Accounts payable and accrued expenses consist of the following:

		September 30, 2017			June 30, 2017
			December 31, 2017				June 30, 2017
		(Unaudited)
	Professional fees		$	18,851			$	35,851
Professional fees	$		42,851	$		35,851
	Rent			27,464				25,964
Rent		30,464			25,964
	Other			700				700
Other		700			700
			$	47,015			$	62,515
	$		74,015	$		62,515

1311

~~TAXUS~~Taxus Pharmaceuticals ~~PHARMACEUTICALS HOLDINGS~~Holdings, ~~INC~~Inc.

NOTES TO FINANCIAL STATEMENTS (UNAUDITED)

FOR THE THREE AND SIX MONTHS ENDED ~~SEPTEMBER~~DECEMBER 3031, 2017 ~~AND~~and 2016

6. ~~COMMITMENTS~~INCOME TAXES

~~In August 2016, the Company entered into a new lease, effective on August 1, 2016 to July 31, 2018, with an unrelated third party.~~ The provision ~~lease~~(benefit) ~~provides~~ for ~~renewal~~income ~~options~~taxes ~~for~~consisted ~~a period~~ of ~~two years. Future minimum rental payments under~~ the ~~lease subsequent to September 30, 2017 are as follows~~following:

Year Ending June 30,
			For The Three Months Ended December 31,						For The Six Months Ended December 31,
2018			$ 13,995
			2017			2016			2017			2016
2019			1,545
	Current		$	-		$	-		$	-		$	-
		$	$ 15,540
	Deferred			(2,547	)		(5,166	)		(5,946	)		(21,608	)
	Change in valuation allowance			2,547			5,166			5,946			21,608
	Income tax provision (benefit)		$	-		$	-		$	-		$	-

~~Total~~The following ~~rent~~table ~~expense~~reconciles ~~charged~~the toeffective ~~operations~~income ~~was~~tax ~~$4,500~~rates ~~and~~with ~~$5,099~~the statutory rates for the ~~three~~period ~~months~~ ended ~~September~~December ~~30, 2017 and 2016, respectively.~~31:

7. INCOME TAXES

	2017			2016

U.S. federal statutory rate		21.0	%		34.0	%
State and local taxes- net of federal benefit		11.7			8.0
Change in valuation allowance		(32.7	)		(42.0	)

Effective income tax rate		-	%		-	%

The provision (benefit) for income taxes consisted of the following for the three months ended September 30:

		2017			2016
	(Unaudited)			(Unaudited)
Current	$		-	$		-
Deferred		(5,046)			(16,441)
Change in valuation allowance		5,046			16,441
Income tax provision (benefit)	$		-	$		-

The following table reconciles the effective income tax rates with the statutory rates for the period ended September 30:

	2017		2016
U.S. federal statutory rate	34.0	%	34.0	%
State and local taxes- net of federal benefit	9.8		9.8
Valuation allowance	(43.8)		(43.8)
Effective income tax rate	-	%	-	%

TAXUS PHARMACEUTICALS HOLDINGS, INC.

NOTES TO FINANCIAL STATEMENTS

FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2017 AND 2016

7. INCOME TAXES (CONTINUED)

Deferred tax assets (liabilities) are comprised of the following:

		September 30, 2016		June 30, 2016
			December 31, 2017				June 30, 2017
		(Unaudited)
	Deferred tax assets		$	234,878			$	307,726
Deferred tax assets	$		267,766	$		262,720
	Less: valuation allowance			(234,878	)			(307,726	)
Valuation allowance		(267,766)			(262,720))
	Net deferred tax assets		$	-			$	-
Net deferred tax assets	$		-	$		-

At September 30, 2017, the Company had approximately $714,900 of Federal net operating carryforward losses that may be available to offset future taxable income. The net operating loss carryforwards, if not utilized, will expire through 2037. The amount and availability of prior net operating loss carry-forwards may be subject to limitations set forth by the Internal Revenue Code. 12

~~The~~Taxus Pharmaceuticals ~~Company assesses the likelihood that deferred tax assets will be realized. To the extent that realization is not likely~~Holdings, ~~a valuation allowance is established~~Inc. Management believes that it is more likely than not that future benefits of deferred tax asset will not be realized principally due to its continuing operating losses and has therefore established a full valuation allowance.

~~8. GOING~~NOTES TO ~~CONCERN~~FINANCIAL STATEMENTS (UNAUDITED)

FOR THE THREE AND SIX MONTHS ENDED DECEMBER 31, 2017 and 2016

6.	INCOME TAXES (CONTINUED)

At December 31, 2017, the Company had approximately $718,895 of Federal net operating carryforward losses that may be available to offset future taxable income. The net operating loss carryforwards, if not utilized, will expire through 2037. The amount and availability of prior net operating loss carry-forwards may be subject to limitations set forth by the Internal Revenue Code.

On December 22, 2017, the “Tax Cuts and Jobs Act” (“The Act”) was enacted. Under the provisions of the Act, the U.S. corporate tax rate decreased from 34% to 21% beginning in 2018. Accordingly, we have remeasured our deferred tax assets as of December 31, 2017. However, this remeasurement has no effect on the Company’s income tax expense as the Company has provided 100% valuation allowance on its deferred tax assets.

The Company assesses the likelihood that deferred tax assets will be realized. To the extent that realization is not likely, a valuation allowance is established. Management believes that it is more likely than not that future benefits of the deferred tax asset will not be realized principally due to its continuing operating losses and has therefore established a full valuation allowance.

7.	GOING CONCERN

The Company continues to incur net losses from its operations. These conditions raise substantial doubt about the Company’s ability to continue as a going concern.

While management is attempting to execute its strategy, the Company does not have the cash to support the Company’s daily operations and requires significant additional capital contributions from one of its major shareholders. While the Company believes in the viability of its strategy to increase sales volume and in its ability to raise additional funds, there can be no assurances to that effect. The ability of the Company to continue as a going concern is dependent upon the Company’s ability to obtain ~~additional~~ debt or equity financing, further implement its business plan and to eventually generate sufficient revenues ~~and net income~~ to meet its obligations. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

TAXUS PHARMACEUTICALS HOLDINGS, INC.

NOTES TO FINANCIAL STATEMENTS

FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2017 AND 2016

8. GOING CONCERN (CONTINUED)

During the next 12 months, the Company plans to:

(1) Raise additional funds through equity financing.

(2) Renovate the store space to enhance its appearance and attractiveness to customers.

(3) Hire a professional store manager to improve store operations.

(4) Obtain market research to improve product offerings that meet consumer demand.

(5) Create a marketing program to drive and increase traffic to the store.

98. SUBSEQUENT EVENTS

The Company’s management has performed subsequent events procedures through ~~December~~April 2110, ~~2017~~2018, which is the date the financial statements were available to be issued. There were no subsequent events requiring adjustment to the financial statements or disclosures as stated herein.

1613

ITEM 2 - MANAGEMENT'’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

FORWARD LOOKING STATEMENTS

Certain statements in this report, including statements of our expectations, intentions, plans and beliefs, including those contained in or implied by "“Management'’s Discussion and Analysis"” and the Notes to Financial Statements, are "“forward-looking statements"”, within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended (the "“Exchange Act"”), that are subject to certain events, risks and uncertainties that may be outside our control. The words “believe”, “expect”, “anticipate”, “optimistic”, “intend”, “will”, and similar expressions identify forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date on which they are made. We undertake no obligation to update or revise any forward-looking statements. These forward-looking statements include statements of management'’s plans and objectives for our future operations and statements of future economic performance, information regarding our expansion and possible results from expansion, our expected growth, our capital budget and future capital requirements, the availability of funds and our ability to meet future capital needs, the realization of our deferred tax assets, and the assumptions described in this report underlying such forward-looking statements. Actual results and developments could differ materially from those expressed in or implied by such statements due to a number of factors, including, without limitation, those described in the context of such forward-looking statements.

GENERAL DESCRIPTION OF BUSINESS

Overview

The Company was formed under the name of ‘Little Neck Health Connection Inc” in the state of New York on January 2, 2002. The Company had an operating a retail store, located in Little Neck, New York, selling dietary supplement products such as vitamins, minerals, calcium, fibers, and proteins, etc. However, the store is currently closed.

On September 22, 2014, the Company filed ~~the~~an amendment to its Certificate of Incorporation to change its name to Taxus Pharmaceuticals Holdings, Inc. and ~~increased~~increase the number of authorized shares to 1,~~5000~~500,000,000, ~~and~~with ~~changed the~~ par ofvalue ~~each share to each share to~~ $0.00001 per share. The Company ~~sold 80~~issued 81,~~000~~500,000 shares at $0.001 per share onduring ~~September~~the ~~30,~~year ~~2014~~ended ~~and~~June ~~sold 1~~30,~~500,000~~ ~~shares at $0~~2015.~~001 per share on October 14, 2014.~~

The Company filed a registration statement on form S-1 with the Securities and Exchange Commission for the registration and resale of 1,500,000 shares at $0.10 per share. The proceeds from the sale of these shares will go to the selling shareholders. The Company will receive no proceeds.

Plan of Operation

The Company is currently in the process of researching different product lines with varies vendors in China. Once the company determines the products that it believes will be well received by the market, it plans to update and reopen its store in Little Neck, New York. Should the new products be well received, the Company will consider opening other locations.

In order to open new stores, the Company needs to find new locations appropriate for products, negotiate leases with the potential landlords, hire additional managers to operate the new stores, and purchase more merchandise for the new stores’ inventory. The Company has not been able to develop a time frame on when it will recommence operations. Besides, the Company has not made any plans to raise the funds necessary to restart the operations. Therefore, there is the possibility that the Company may not be able to restart open any new stores or at all if the Company cannot find the suitable new locations and cannot raise the necessary funds for the business expansion.

Critical Accounting Policies and Estimates

Our financial statements and accompanying notes are prepared in accordance with accounting principles generally accepted in the United States of America. Preparing financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, and expenses. These estimates and assumptions are affected by management’s application of accounting policies. We believe that understanding the basis and nature of the estimates and assumptions involved with the following aspects of our financial statements is critical to an understanding of our financial statements.

and assumptions that affect the reported amounts of assets, liabilities, revenue, and expenses. These estimates and assumptions are affected by management's application of accounting policies. We believe that understanding the basis and nature of the estimates and assumptions involved with the following aspects of our financial statements is critical to an understanding of our financial statements.

Use of Estimates

The preparation of financial statements in accordance with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect certain reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.

Revenue Recognition

The Company’s revenues were primarily derived from the sales of vitamins, minerals, herbs, supplements, sports nutrition items and other health and wellness products. Revenue recognition policies comply with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 605, Revenue Recognition, when persuasive evidence of an arrangement exists, delivery of services has occurred, the fee is fixed or determinable and collectability is reasonable assured.

Income Taxes

At December ~~September 30~~31, 2017, the Company had approximately $~~714~~718,~~900~~895 of Federal net operating carryforward losses that may be available to offset future taxable income. The net operating loss carryforwards, if not utilized, will expire through 2037. The amount and availability of prior net operating loss carry-forwards may be subject to limitations set forth by the Internal Revenue Code.

Thus, there is no provision or liability for Federal or state income taxes reflected in the accompanying financial statements. The Company’s 2016, 2015 and 2014 tax years are open and subject to examination by the taxing authorities.

The Company follows the provisions of Financial Accounting Standards Board Accounting Standards Codification (the “FASB ASC”) 740-10-25, “Accounting for Uncertainty in Income Taxes.” Under FASB ASC 740-10-25, an organization must recognize the tax benefits associated with tax positions taken for tax return purposes when it is more likely than not that the position will be sustained. The Company does not believe there are any material uncertain tax positions and, accordingly, it did not recognize any liability for unrecognized tax benefits.

Inventory

Inventories are stated at the lower of cost or market using a weighted average method which approximates first-in, first-out (“FIFO”). The Company marks down its inventory for estimated unmarketable inventory equal to the difference between the cost of the inventory and the estimated net realizable value based on assumptions about the age of the inventory, future demand and market conditions. If actual market conditions are less favorable than those projected by management, additional inventory markdowns may be required. There ~~The~~was ~~Company~~no ~~previously~~inventory ~~wrote~~as ~~off~~of ~~the~~December ~~inventory~~31, ~~during~~2017 ~~the~~and ~~year ended~~ June 30, 2017, and ~~currently~~there ~~has~~were no inventory markdowns for the three and six months ended December 31, 2017 and 2016.

Results of Operations

Results of Operations for the Three And Six Months Ended ~~September~~December 3031, 2017 and 2016

The following table sets forth information from our ~~unaudited~~ statements of operations for the three and six months ended ~~September~~December 3031, 2017 and 2016:

			Three Months Ended September 30,
	Three Months Ended December 31,						Six Months Ended December 31,
	2017		~~2017~~	2016			2017			2016
Revenues	$	~~$ 500~~-		$ ~~5,488~~	363		$	500		$	5,851
Cost of revenues	-	-		~~4,117~~	272			-			4,389
Gross profit	~~500~~	-		~~1,371~~	91			500			1,462
Operating expenses:
Selling and general and administrative expenses	120,20			40,517
Selling, general and administration expenses		4,000			12,392			16,020			52,909
Net (loss)	$	$ (114,~~520)~~000	)	$ ~~(39,146)~~	(12,301	)	$	(15,520	)	$	(51,447	)
(Loss) per common share, basic and diluted	$	$ (0.00)	)	$ ~~(0.00)~~	(0.00	)	$	(0.00	)	$	(0.00	)
Weighted average shares outstanding, Basic and diluted		81,500,200			81,500,200			81,500,200			81,500,200

Revenues

During the three months ended ~~September~~December 3031, 2017 we generated $~~500~~0 of revenues, ~~significantly~~a ~~decreased~~decrease compared to revenues of $~~5,488~~363 during the three months ended ~~September~~December 3031, 2016. Such decrease was mainly due to the close of the store.

During the six months ended December 31, 2017 we generated $500 of revenues, a decrease compared to revenues of $5,851 during the six months ended December 31, 2016. Such decrease was mainly due to the close of the store

Cost of Revenues

Our cost of revenues during the three months ended ~~September~~December 3031, 2017 was $0, ~~significantly~~a ~~decreased~~decrease compared to $~~4,117~~272 for the three months ended ~~September~~December 3031, 2016. Such decrease was mainly due to the close of the store.

Our cost of revenues during the six months ended December 31, 2017 was $0, a decrease compared to $4,389for the six months ended December 31, 2016. Such decrease was mainly due to the close of the store.

Gross Profit

As a result of the foregoing, our gross profit decreased ~~from~~to $~~1,371~~0 for the three months ended ~~September~~December 3031, ~~2016~~2017 tofrom $~~500~~91 for the three months ended ~~September~~December 3031, ~~2017~~2016. The decrease in gross profit was mainly due to the decrease in sales of dietary supplement products.

As a result of the foregoing, our gross profit decreased to $500 for the six months ended December 31, 2017 from $1,462 for the six months ended December 31, 2016. The decrease in gross profit was mainly due to the decrease in sales of dietary supplement products.

Selling, General and Administrative Expenses

During the three months ended ~~September~~December 3031, 2017 our total selling, general and administrative expenses were ~~decreased~~reduced to $124,~~020~~000 as compared to $4012,~~517~~392 for the three months ended ~~September~~December 3031, 2016 due to cost-savings strategy.

During the six months ended December 31, 2017 our total selling, general and administrative expenses were reduced to $16,020 as compared to $52,909 for the six months ended December 31, 2016 due to cost-savings strategy.

Net Loss

We had a net loss of $114,~~520~~000 for the three months ended ~~September~~December 3031, 2017, ~~decreased~~a decrease from a net loss of $3912,~~146~~301 for the three months ended ~~September~~December 3031, 2016. The decrease in net loss is mainly due to the decrease of our operating expenses.

19We had a net loss of $16,020 for the six months ended December 31, 2017, a decrease from a net loss of $51,447 for the six months ended December 31, 2016. The decrease in net loss is mainly due to the decrease of our operating expenses.

Liquidity and Capital Resources

The following table sets forth a summary of our cash flows for the periods indicated:

			Three Months Ended September 30,
	Six Months Ended December 31
	2017				~~2017~~2016			~~2016~~
Cash flows from operating activities:
Net cash (used in) operating activities		(28,020	)	~~(20)~~		(22,966	)	~~(22,437)~~
Cash flows from financing activities:
Capital contribution from shareholder		28,000		-		-		-
Net cash provided by financing activities		28,000		-		-		-
Net change in cash		(20	)	~~(20)~~		(22,966	)	~~(22,437)~~
Cash, beginning of the year		5,856		~~5,856~~		29,310		~~29,310~~
Cash, end of the year	$	$5,836			$	56,~~836~~344	$		~~6,873~~

AsDuring ofthe ~~September~~six 30months ended December 31, 2017 , we ~~had~~used net cash of $528,~~836~~020 in operating activities, compared to the net cash of $22,966 used in operating activities during the six months ended December 31, 2016. The increase in net cash used in the operating activities was mainly due to our ~~bank~~net ~~accounts~~loss of $15,520 and ~~escrow~~our ~~account.~~payment of accounts payable

~~During~~Our ~~the three months ended September 30, 2017, we used~~ net cash offrom ~~$20~~financing ~~in operating~~ activities, ~~compared~~increased by ~~to the net cash of~~ $2228,~~437~~000 ~~used in operating activities during the three months ended September 30, 2016. The decrease in net cash used in the operating activities was mainly~~ due to ~~the~~an ~~decrease~~additional incapital ~~our~~contribution ~~sales~~by ~~and~~a ~~our~~major ~~operating~~shareholder. ~~expenses~~.

Our net cash decreased by $20 during the ~~three~~ six months ended ~~September~~December 3031, 2017, compared to net cash decrease of $22,~~437~~966 during the three months ended ~~September~~December 3031, 2016.

Due to the Company’s current cash position and no continuing operations, substantial doubt exists regarding the Company’s ability to continue as a going concern. The continuation of the Company is dependent on recommencing operation that can generate adequate cash flow. Until such time, our operations will be significantly limited and reliant on advances from our major shareholder if necessary.

2016

ITEM 3 - QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not required for Smaller Reporting Company.

ITEM 4 - CONTROLS AND PROCEDURES

Management’s Report on Internal Control over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting. Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting based on the framework in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”). Based on the evaluation performed, our management concluded that during the period covered by this report, our internal controls over financial reporting were not effective based on those criteria and due to the deficiency described below.

During the three months ended ~~September~~December 3031, 2017, our management identified a material weakness in our controls and procedures regarding our failure to timely prevent loan transactions made to related parties in violation of Section 402 of the Sarbanes-Oxley Act of 2002 (“Section 402”).

Evaluation of Disclosure Controls and Procedures

Our Chief Executive Officer and Chief Financial Officer (the principal executive officer and principal financial officer, respectively) have concluded, based on their evaluation as of ~~September~~December 3031, 2017, that the design and operation of our "“disclosure controls and procedures"” (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934, as amended ("“Exchange Act"”)) were not effective to ensure that information required to be disclosed in the reports filed or submitted by us under the Exchange Act is accumulated, recorded, processed, summarized and reported to the management, including the Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding whether or not disclosure is required due to the deficiency described above.

Changes in internal control over financial reporting

During the quarter ended ~~September~~December 3031, 2017, there were no changes in our internal controls over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act) that have materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting. However, our management is currently seeking resolutions to improve our controls and procedures in an effort to remediate the deficiency described above.

PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

We are not aware of any legal proceedings to which we are a party or of which our property is the subject. None of our directors, officers, affiliates, any owner of record or beneficially of more than 5% of our voting securities, or any associate of any such director, officer, and affiliate or security holder are (i) a party adverse to us in any legal proceedings, or (ii) have a material interest adverse to us in any legal proceedings. We are not aware of any other legal proceedings that have been threatened against us.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

None ~~in the quarter ended September 30, 2017~~

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

21ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

~~ITEM 4~~None. ~~SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS~~

~~None~~ITEM 5. OTHER INFORMATION

~~ITEM 5~~None. ~~OTHER INFORMATION~~

~~None.~~ITEM 6 – EXHIBITS

ITEM 6 – EXHIBITS

31.1	Certification of the Chief Executive Officer Pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934

31.2	Certification of the Chief Financial Officer Pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934

32.1	Certification of the Company’s Chief Executive Officer Pursuant to 18 U.S.C. SS. 1350 Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

32.2	Certification of the Chief Financial Officer Pursuant to 18 U.S.C. SS. 1350 Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101	The following materials from our Quarterly Report on Form 10-Q for the quarter ended December 31, 2017, formatted in XBRL (eXtensible Business Reporting Language): (i) the Balance Sheets, (ii) the Statements of Operations, (iii) the Statements of Cash Flows, and (iv) Notes to Financial Statements.

31.1	Certification of the Chief Executive Officer Pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934
31.2	Certification of the Chief Financial Officer Pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934
32.1	Certification of the Company's Chief Executive Officer Pursuant to 18 U.S.C. SS. 1350 Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2	Certification of the Chief Financial Officer Pursuant to 18 U.S.C. SS. 1350 Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101	The following materials from our Quarterly Report on Form 10-Q for the quarter ended September 30, 2017, formatted in XBRL (eXtensible Business Reporting Language): (i) the Balance Sheets, (ii) the Statements of Operations, (iii) the Statements of Cash Flows, and (iv) Notes to Financial Statements.

SIGNATURES

Pursuant to the requirements of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Taxus Pharmaceuticals Holdings, Inc

	Taxus Pharmaceuticals Holdings, Inc (Registrant)

April 17, 2018	*/s/ Jiayue Zhang*
	Jiayue Zhang
	Chief Executive Officer, Chief Financial Officer
	(Principal Executive Officer and Principal Accounting Officer)

~~(Registrant)~~19

December 21, 2017	/s/ Jiayue Zhang
	Jiayue Zhang
	Chief Executive Officer, Chief Financial Officer
	(Principal Executive Officer and Principal Accounting Officer)

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