FORWARD LOOKING STATEMENTS





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



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

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


    and geopolitical events;

  ? legislative and regulatory changes that affect our business;

  ? the availability of funds and working capital; and

  ? the actions and initiatives of current and potential competitors.




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



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


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



                                       20





Business Overview


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





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



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



We have developed the following products that are derived from hemp and obtained
business license to manufacture and sell these products. We began to sell these
products since May 2018. Hemp Oil, Hemp Protein Powder, Hemp Polypeptide and
Collagen Peptide are sold through Humankind, other cosmetics are sold through
HLJ Huimeijia. The revenue of the Hemp Seed Beer accounted for 100.00% and 0.00%
for the six-month periods ended December 31, 2022 and 2021, respectively.



Serial No.   Name
    1        Hemp Oil
    2        Hemp Protein Powder
    3        Hemp Polypeptide
    4        Collagen Peptide
    5        Natural Hemp Essence Repair Lotion
    6        Natural Hemp Revitalizing Essence
    7        Natural Hemp Anti-aging Brightening Eye Cream
    8        Natural Hemp Frozen Age Nourishing Cream
    9        Hemp Seed Beer




Our business model is to sell our products directly to end customers through our
own sales personnel as well as our sales agents, operating primarily in Anhui,
Zhejiang, Shanghai, Jiangsu, Beijing and Gansu, where most of our revenues are
used to be generated. Because of the "Transformation of the Company", we sold a
little of our product to sales agents for the six months ended December 31,
2022. Humankind is using existing materials to research and develop hemp related
products. Humankind decided to transform the primary business to Cannabidiol
("CBD") extractive project, following the government's guidance in expanding the
use of hemps into cosmetics, food, or daily uses. The Company will also receive
the government's sponsorship in R&D expenses to support the company research in
CBD aspect. However, by the end of fiscal year 2022, the support guidelines had
not been published. As the Chinese government has officially stopped the
zero-case policy, we expect the CBD extractive project to start generating
revenue and finally balance our investment in the hemp related products by

2024
("Transformation").



                                       21





Results of Operations


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

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





                      December 31,      December 31,
                          2022              2021          Variance          %
Revenues             $       32,650     $           2     $  32,648        100.00 %
Humankind                    32,650                 -        32,650        100.00 %
HLJ Huimeijia                     -                 2            (2 )     (100.00 )%
Cost of Goods Sold   $       29,645     $          11     $  29,634        100.00 %
Humankind                    29,645                 -        29,645        100.00 %
HLJ Huimeijia                     -                11           (11 )     (100.00 )%
Gross Profit         $        3,005     $          (9 )   $   3,014        100.00 %
Humankind                     3,005                 -         3,005        100.00 %
HLJ Huimeijia                     -                (9 )           9       (100.00 )%




Revenue



Total revenues increased by $32,648 or 100.00% for the three months ended
December 31, 2022, as compared to the same period in 2021. The increase in
revenues was primarily due to an increase of $32,650 in Humankind's revenues for
the three months ended December 31, 2022 as compared to the same period in 2021.
The increase in Humankind's sales revenues was primarily derived from selling a
new product, Hemp Seed Beer, in the three months ended December 31, 2022.



Our total cost of goods sold increased by $29,634 or 100.00% for the three
months ended December 31, 2022 as compared to the same period in 2021. The
increase in Humankind's cost of goods sold was primarily derived from cost on
selling a new product, Hemp Seed Beer, in the three months ended December 31,
2022.



Our gross margin increased by $3,014 for the three months ended December 31,
2022 as compared to the same period in 2021. This change was consistent with the
change of sales and costs in HLJ Huimeijia and Humankind. The increase is mainly
derived from selling a new product Hemp Seed Beer, in the three months ended
December 31, 2022.



Sales by Product Line


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





                                    December 31, 2022                             December 31, 2021
                         Quantity                         %  of        Quantity                         % of
                          (Unit)        Sales US $        Sales         (Unit)        Sales US $        Sales
Humankind
Hemp Oil                         -                -            -%              -                -             - %
Collagen Peptide                 -                -            -%              -                -             - %
Hemp Polypeptide                 -                -            -%              -                -             - %
Hemp Protein Powder              -                -            -%              -                -             - %
Hemp Seed Beer               6,456           32,650        100.00 %            -                -             - %
HLJ Huimeijia
Muskiness Bone
Strengthener Paste               -                -            -%              -                -             - %
Dampness dispelling
pain ointment                    -                -            -%              -                -             - %
Refining Cream
dogskin                          -                -            -%              -                -             - %
Indometacin and
Furazolidone
Suppositories                    -                -            -%              -                -             - %
ShangBiTongDing                  -                -            -%              -                -             - %
Total                        6,456           32,650        100.00 %            -     $          -             - %




                                       22





Operating Expenses


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





                                            December 31,       December 31,
                                                2022               2021          Variance          %
Operating Expenses
Selling, general and administrative        $      223,473     $       92,586     $ 130,887        141.37 %
Depreciation and amortization                     192,365            180,012        12,353          6.86 %
Total Operating Expenses                   $      415,838     $      272,598     $ 143,240         52.55 %




Total operating expenses for the three months ended December 31, 2022 were
$143,240 or 52.55% higher than those in the corresponding period in 2021. The
increase in operating expenses was primarily attributable to an increase of
$130,887 or 141.37% in selling, general and administrative expenses. The
increase in selling, general and administrative expenses was mainly due to the
expired destruction of inventory.



Interest Income and Interest Expense





Interest income was $26,046 for the three months ended December 31, 2022, as
compared to $40,598 for the three months ended December 31, 2021. This decrease
of $14,552, or 36%, was mainly due to the decreased average balance of bank
deposits compared with the same period of 2021. This decline in bank balances
was mainly due to the effects of currency translation difference from RMB to USD
during the periods and normal daily operating expenses payment.



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





Income Taxes



Income taxes was $nil for the three months ended December 31, 2022 as compared
to $107,057 tax credit for the three months ended December 31, 2021. The
decrease of tax credit was primarily due to the increase of net profits before
income taxes.



                                       23




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





Net Income was $929,303 for the three months ended December 31, 2022, as
compared to $573,524 net loss for the three months ended December 31, 2021. This
increase of $1,502,827 in net income was primarily due to the transfer of one of
Huimeijia's production technique. Such transfer would not affect future
production.



Net income per share was $0.0142 for the three months ended December 31, 2022
and $0.0088 net loss per share for the three months ended December 31, 2021,
respectively. This increase was primarily a result of the aforementioned
increase in net profit.



Six months ended December 31, 2022 compared to the six months ended December 31, 2021

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





                      December 31,       December 31,
                          2022               2021          Variance          %
Revenues             $       32,650     $          268     $  32,382        100.00 %
Humankind                    32,650                  -        32,650        100.00 %
HLJ Huimeijia                     -                268          (268 )     (100.00 )%
Cost of Goods Sold   $       29,645     $        1,755     $  27,890        100.00 %
Humankind                    29,645                  -        29,645        100.00 %
HLJ Huimeijia                     -              1,755        (1,755 )     (100.00 )%
Gross Profit         $        3,005     $       (1,487 )   $   4,492       (100.00 )%
Humankind                     3,005                  -         3,005        100.00 %
HLJ Huimeijia                     -             (1,487 )      (1,487 )      100.00 %




Revenue



Total revenues increased by $32,382 or 100.00% for the six months ended December
31, 2022, as compared to the same period in 2021. The increase in revenues was
primarily caused by an increase of $32,650 in Humankind's revenues for the six
months ended December 31, 2022 as compared to the same period in 2021. The
increase in Humankind's sales revenues was primarily derived from selling a new
product, Hemp Seed Beer, in the six months ended December 31, 2022.



Our total cost of goods sold increased by $27,890 or 100.00% for the six months
ended December 31, 2022 as compared to the same period in 2021. This increase
was mainly derived from cost on selling a new product, Hemp Seed Beer, in the
six months ended December 31, 2022.



Our gross margin increased by $4,492 or 100.00% for the six months ended December 31, 2022 as compared to the same period in 2021. This change was consistent with the change of sales and costs in Humankind. The increase in gross profit was primarily derived from selling a new product, Hemp Seed Beer, in the six months ended December 31, 2022.





                                       24





Sales by Product Line


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





                                   December 31, 2022                            December 31, 2021
                         Quantity                        % of         Quantity                        % of
                          (Unit)        Sales US$        Sales         (Unit)        Sales US$        Sales
Humankind
Hemp Oil                         -               -             - %            -               -             - %
Collagen Peptide                 -               -             - %            -               -             - %
Hemp Polypeptide                 -               -             - %            -               -             - %
Hemp Protein Powder              -               -             - %            -               -             - %
Hemp Seed Beer               6,456          32,650        100.00 %            -               -             - %
HLJ Huimeijia
Muskiness Bone
Strengthener Paste               -               -             - %          223              18          6.87 %
Dampness dispelling
pain ointment                    -               -             - %        1,852             153         57.05 %
Refining Cream
dogskin                          -               -             - %          788              65         24.28 %
Indometacin and
Furazolidone
Suppositories                    -               -             - %          383              32         11.80 %
ShangBiTongDing                  -               -             -              -               -             - %
Enema Glycerini and
Essence repair liquid            -               -             -              -               -             - %
Total                        6,456          32,650        100.00 %        3,246     $       268        100.00 %




Operating Expenses


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





                                            December 31,       December 31,
                                                2022               2021          Variance          %
Operating Expenses
Selling, general and administrative        $      558,319     $      347,659     $ 210,660         60.59 %
Depreciation and amortization                     348,242            359,962       (11,720 )       (3.26 )%
Total Operating Expenses                   $      906,561     $      707,621     $ 198,940         28.11 %




Total operating expenses for the six months ended December 31, 2022 were
$198,940 or 28.11% higher than those in the same period in 2021. The increase in
operating expenses was primarily attributable to increase of $210,660 or 60.59%
in selling, general and administrative expenses. The increase in selling,
general and administrative expenses was mainly due to the expired destruction of
inventory.


Interest Income and Interest Expense


Interest income was $60,529 for the six months ended December 31, 2022, as
compared to $81,632 for the six months ended December 31, 2021. This decrease of
$21,103, or 26%, was mainly due to the decreased average balance of bank
deposits compared with the same period of 2021. This decline in bank balances
was mainly due to the effects of currency translation difference from RMB to USD
during the periods and normal daily operating expenses payment.



Interest expense was $nil and $nil for the six months ended December 31, 2022 and for the six months ended December 31, 2021.





Income Taxes


Income taxes was $nil for the six months ended December 31, 2022 and $nil for the six months ended December 31, 2021.





                                       25




Net Income and Net Income Per Share





Net income was $472,858 for the six months ended December 31, 2022, as compared
to $594,911 net loss for the six months ended December 31, 2021. This increase
of $1,067,769 in net income was primarily attributable to the transfer of one of
Huimeijia's production technique. Such transfer would not affect future
production.



Net income per share was $0.0072 for the six months ended December 31, 2022 and net loss per share was $0.0091 for the six months ended December 31, 2021, respectively. This increase was primarily a result of the aforementioned increase in net profit.

Liquidity and Capital Resources


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



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





                            December 31,        June 30,
                                2022              2022
Cash and cash equivalents   $  43,169,488     $ 44,789,999
Working capital             $  37,372,363     $ 37,652,693
Inventories                 $     419,437     $    521,229




                                       For the
                                  Six Months ended
                                    December 31,
                                2022           2021

Cash provided by (used in): Operating activities $ 512,196 $ 2,799,172 Investing activities $ - $ - Financing activities $ - $ -






For the six months ended December 31, 2022, our net decrease in cash and cash
equivalents totaled $ 1,620,511, which total was comprised of net cash provided
by operating activities in the amount of $512,196 and the negative effect of
prevailing exchange rates on our cash position of $2,132,707.



Our working capital as of December 31, 2022 was $37,372,363, compared to working
capital of $37,652,693 as of June 30, 2022. This decrease of $280,330 or 1% was
primarily attributable to the decrease of cash and cash equivalents in the
amount of $1,620,511, decrease of inventory in the amount of $101,792, which
offset by the decrease of advance from customers in the amount of $298,071 and a
decrease of amount due to related parties in the amount of $ 1,089,149.



                                       26





Net cash provided by operating activities was $512,196 for the six months ended
December 31, 2022, primarily attributable to net income in the amount of
$472,858. The negative effect of exchange rate changes on cash and cash
equivalents in the amount of $2,132,707 for the six months ended December 31,
2022 was mainly a result of the effect of the valuation of the RMB against the
USD on the significant amount of cash and cash equivalents held by the Company
in RMB. The exchange rates from USD to RMB were 6.6981 to 1 and 6.8972 to 1 as
of June 30, 2022 and December 31, 2022, respectively, and the average exchange
rate from USD to RMB was 6.9789 for the six months ended December 31, 2022.



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



Related Party Debts



We had related party debts in the amount of $5,670,612 as of December 31, 2022,
as compared to $6,759,761 as of June 30, 2022, a decrease of $1,089,149 or 16%.
Our related party debts mainly consist of a loan from Mr. Xin Sun, the CEO of
the Company. The loan is unsecured, non-interest bearing, and has no fixed terms
of repayment. There was no written agreement for the loan. See Note 8.



Off-Balance Sheet Arrangements





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


Critical Accounting Policies and Estimates





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

to be
reasonable.



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

30,
2022.



                                       27

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