UNITED STATES
 
SECURITIES AND EXCHANGE COMMISSION
 
Washington, D.C. 20549

FORM 10-QSB

(Mark One)
T
 
QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
                                      For the quarterly period ended November 30, 2007

¨
 
TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
                                      For the transition period from _______ to _______

                                           Commission file number: 333-118259

CHINA SUN GROUP HIGH-TECH CO.
______________________________________________________
(Exact name of small business issuer as specified in its charter)
 
Delaware
54-2142880
(State or other jurisdiction of incorporation or organization)
(IRS Employer identification No.)

 
1 HUTAN STREET, ZHONGSHAN DISTRICT
 
DALIAN, PEOPLE’S REPUBLIC OF CHINA
 
(Address of principal executive offices)
 
 
(86411) 8289-7752
 
 
(Issuer's telephone number, including area code)
 
 
Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes   T   No  
 
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act.): Yes      No  T
 
State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: 43,422,971 shares of Common Stock, $.001 par value, were outstanding as of January 7, 2008
 
Transitional Small Business Disclosure Format:  Yes      No   T
 
 

 
PART I – FINANCIAL INFORMATION
 
Item 1.                         Financial Statements


CHINA SUN GROUP HIGH-TECH CO.
(Formerly Capital Resource Funding, Inc.)

INDEX TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)

   
Page
   
         
Condensed Consolidated Balance Sheets as of November 30, 2007 and May 31, 2007
 
F-2
   
         
Condensed Consolidated Statements of Operations and Comprehensive Income for the six months ended November 30, 2007 and 2006
 
F-3
   
         
Condensed Consolidated Statements of Cash Flows for the six months ended November 30, 2007 and 2006
 
F-4
   
         
Condensed Consolidated Statements of Stockholders’ Equity for the six months ended November 30, 2007
 
F-5
   
         
Notes to Condensed Consolidated Financial Statements   
 
F-6 to F-18
   
         

 

F-1

 



CHINA SUN GROUP HIGH-TECH CO.
(Formerly Capital Resource Funding, Inc.)
CONDENSED CONSOLIDATED BALANCE SHEETS
AS OF NOVEMBER 30, 2007 AND MAY 31, 2007
(Currency expressed in United States Dollars (“US$”), except for number of shares)
 
 
       
   
November 30, 2007
   
May 31, 2007
 
   
(unaudited)
   
(audited)
 
ASSETS
           
Current assets:
           
Cash and cash equivalents
  $
2,444,688
    $
813,163
 
Accounts receivable, net
   
3,203,211
     
4,754,929
 
Inventories
   
1,214,894
     
1,932
 
                 
Total current assets
   
6,862,793
     
5,570,024
 
                 
Property, plant and equipment, net
   
11,504,993
     
10,774,216
 
                 
TOTAL ASSETS
  $
18,367,786
    $
16,344,240
 
                 
LIABILITIES AND STOCKHOLDERS’ EQUITY
               
Current liabilities:
               
Accounts payable, trade
  $
165,757
    $
595,941
 
Customers deposits
   
5,095
     
688,448
 
Value added tax payable
   
646,757
     
229,897
 
Income tax payable
   
765,096
     
810,413
 
Other payables and accrued liabilities
   
616,746
     
278,714
 
                 
Total liabilities
   
2,199,451
     
2,603,413
 
                 
MINORITY INTEREST
   
4,444,690
     
3,994,658
 
                 
Stockholders’ equity:
               
Convertible preferred stock, $0.001 par value; 20,000,000 shares authorized; no shares issued and outstanding as of November 30, 2007 and May 31, 2007
   
-
     
-
 
Common stock, $0.001 par value; 100,000,000 shares authorized; 43,422,971 shares issued and outstanding as of November 30, 2007 and May 31, 2007
   
43,423
     
43,423
 
Additional paid-in capital
   
9,595,204
     
9,595,204
 
Accumulated other comprehensive income
   
1,271,641
     
225,808
 
Retained earnings (accumulated deficits)
   
813,377
      (118,266 )
                 
Total stockholders’ equity
   
11,723,645
     
9,746,169
 
                 
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY
  $
18,367,786
    $
16,344,240
 

 
See accompanying notes to condensed consolidated financial statements.
 
 
 
F-2

 
 
CHINA SUN GROUP HIGH-TECH CO.
(Formerly Capital Resource Funding, Inc.)
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND
COMPREHENSIVE INCOME
FOR THE SIX MONTHS ENDED NOVEMBER 30, 2007 AND 2006
(Currency expressed in United States Dollars (“US$”), except for number of shares)
(unaudited)

   
Three months ended November 30,
   
Six months ended November 30,
 
   
2007
   
2006
   
2007
     
2006
 
                           
REVENUE, NET
  $
5,357,190
    $
1,739,287
    $
9,093,027
    $
3,023,380
 
                                 
Cost of revenue
   
3,548,070
     
1,196,081
     
6,001,286
     
1,995,431
 
                                 
Gross profit
   
1,809,120
     
543,206
     
3,091,741
     
1,027,949
 
                                 
                                 
OPERATING EXPENSES:
                               
General and administrative
   
518,765
     
337,023
     
696,999
     
430,488
 
Research and development
   
61,527
     
60,712
     
86,400
     
72,187
 
Depreciation
   
94,943
     
48,533
     
187,640
     
135,050
 
 
Total operating expenses
   
675,235
     
446,268
     
971,039
     
637,725
 
                                 
INCOME FROM OPERATIONS
   
1,133,885
     
96,938
     
2,120,702
     
390,224
 
                                 
OTHER INCOME:
                               
Interest income
   
1,276
     
-
     
1,276
     
-
 
                                 
                                 
INCOME BEFORE INCOME TAXES AND MINORITY INTEREST
   
1,135,161
     
96,938
     
2,121,978
     
390,224
 
                                 
Income tax expenses
    (396,679 )     (31,989 )     (740,303 )     (128,774 )
Minority interest
    (241,227 )     (19,485 )     (450,032 )     (78,435 )
                                 
NET INCOME
  $
497,255
    $
45,464
    $
931,643
    $
183,015
 
                                 
Other comprehensive income:
                               
- Foreign currency translation gain
   
381,624
     
51,847
     
1,045,833
     
168,438
 
                                 
COMPREHENSIVE INCOME
  $
878,879
    $
97,311
    $
1,977,476
    $
351,453
 
                                 
Net income per share – Basic and diluted
  $
0.01
    $
0.00
    $
0.02
    $
0.01
 
                                 
Weighted average number of shares outstanding during the period – Basic and diluted
   
43,422,971
     
41,732,806
     
43,422,971
     
35,728,370
 


See accompanying notes to condensed consolidated financial statements.
 
 
F-3

 
CHINA SUN GROUP HIGH-TECH CO.
(Formerly Capital Resource Funding, Inc.)
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE SIX MONTHS ENDED NOVEMBER 30, 2007 AND 2006
(Currency expressed in United States Dollars (“US$”))
(unaudited)
 
 
   
Six months ended November 30,
 
   
2007
   
2006
 
             
Cash flows from operating activities:
           
Net income
  $
931,643
    $
183,015
 
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
 
Depreciation
   
187,640
     
135,050
 
Minority interest
   
450,032
     
78,435
 
Changes in operating assets and liabilities:
               
Accounts receivable, trade
   
1,673,161
      (2,999,647 )
Inventories
    (1,194,393 )    
146,443
 
Deposits and prepayments
   
-
      (16,148 )
Accounts payable, trade
    (441,807 )    
1,426,103
 
Customer deposits
    (693,937 )    
-
 
Value-added tax payable
   
403,481
     
143,027
 
Income tax payable
    (69,359 )    
123,892
 
Other payables and accrued liabilities
   
333,774
     
110,986
 
 
Net cash provided by (used in) operating activities
   
1,580,235
      (668,844 )
                 
Cash flows from investing activities:
               
Purchase of plant and equipment
    (470 )     (55,404 )
 
Net cash used in investing activities
    (470 )     (55,404 )
                 
Cash flows from financing activities:
               
Advances from a related party
   
-
     
743,621
 
 
Net cash provided by financing activities
   
-
     
743,621
 
                 
Foreign currency translation adjustment
   
51,760
     
44,291
 
                 
NET CHANGE IN CASH AND CASH EQUIVALENTS
   
1,631,525
     
63,664
 
                 
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD
   
813,163
     
206,928
 
                 
CASH AND CASH EQUIVALENTS, END OF PERIOD
  $
2,444,688
    $
270,592
 
                 
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
 
Cash paid for income taxes
  $
809,662
    $
4,882
 
Cash paid for interest expenses
  $
-
    $
-
 
                 



See accompanying notes to condensed consolidated financial statements.
 
 
 
F-4

 
 
CHINA SUN GROUP HIGH-TECH CO.
(Formerly Capital Resource Funding, Inc.)
CONSOLDIATED STATEMENTS OF STOCKHOLDERS’ EQUITY
FOR THE SIX MONTHS ENDED NOVEMBER 30, 2007
(Currency expressed in United States Dollars (“US$”), except for number of shares)
(unaudited)

   
Convertible
preferred stock
   
Common stock
     
Additional
paid-in
   
Accumulated
other
comprehensive  
   
(Accumulated
deficit)/
retained
     
Total stockholders’ 
 
   
No. of shares
   
Amount
   
No. of shares
   
Amount
   
capital
   
income
   
earnings
   
equity
 
                                                 
Balance as of May 31, 2007
   
-
    $
-
     
43,422,971
    $
43,423
    $
9,595,204
    $
225,808
    $ (118,266 )   $
9,746,169
 
                                                                 
Net income for the period
   
-
     
-
     
-
     
-
     
-
     
-
     
931,643
     
931,643
 
                                                                 
Foreign currency translation adjustment
   
-
     
-
     
-
     
-
     
-
     
1,045,833
     
-
     
1,045,833
 
Balance as of November 30, 2007
   
-
    $
-
     
43,422,971
    $
43,423
    $
9,595,204
    $
1,271,641
    $
813,377
    $
11,723,645
 

 
 
See accompanying notes to condensed consolidated financial statements.


F-5


 
NOTE 1
BASIS OF PRESENTATION

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with both generally accepted accounting principles for interim financial information, and the instructions to Form 10-QSB and Item 310(b) of Regulation S-B. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. The accompanying unaudited condensed consolidated financial statements reflect all adjustments (consisting of normal recurring accruals) that are, in the opinion of management, considered necessary for a fair presentation of the results for the interim periods presented. Interim results are not necessarily indicative of results for a full year.

The condensed consolidated financial statements and related disclosures have been prepared with the presumption that users of the interim financial information have read or have access to our annual audited consolidated financial statements for the preceding fiscal year. Accordingly, these condensed consolidated financial statements should be read in conjunction with the unaudited consolidated financial statements and  the related notes thereto contained in our Annual Report on Form 10-KSB for the year ended May 31, 2007.


NOTE 2
ORGANIZATION AND BUSINESS BACKGROUND

China Sun Group High-Tech Co. (the “Company” or “CSGH”) was organized under the laws of the State of North Carolina on February 2, 2004 as a subchapter S-Corporation. On August 24, 2007, the Company was reincorporated in the State of Delaware and changed its name from “Capital Resource Funding, Inc.” to “China Sun Group High-Tech Co.” Also, the Company was authorized to change its par value from $0.00000005 to $0.001 per share.

On February 28, 2007, the Company completed a stock exchange transaction with Da Lian Xin Yang High-Tech Development Co., Ltd. (“DLX”). DLX was incorporated as a limited liability company in the People’s Republic of China (“PRC”) on August 8, 2000 with its principal place of business in Da Lian City, Liaoning Province, the PRC. Upon completion of the exchange, DLX became a majority-owned subsidiary of CSGH and the former owners of DLX then owned 93% of the issued and outstanding shares of the Company.

The stock exchange transaction has been accounted for as a reverse acquisition and recapitalization of the CSGH whereby DLX is deemed to be the accounting acquirer (legal acquiree) and CSGH to be the accounting acquiree (legal acquirer). The accompanying condensed consolidated financial statements are in substance those of DLX, with the assets and liabilities, and revenues and expenses, of CSGH being included effective from the date of the stock exchange transaction. CSGH is deemed to be a continuation of the business of DLX. Accordingly, the accompanying condensed consolidated financial statements include the following:

(1)
the balance sheet consists of the net assets of the accounting acquirer at historical cost and the net assets of the accounting acquiree at historical cost; and

(2)
the financial position, results of operations, and cash flows of the accounting acquirer for all periods presented as if the recapitalization had occurred at the beginning of the earliest period presented and the operations of the accounting acquiree from the date of stock exchange transaction.

CSGH and DLX are hereinafter referred to as (the “Company”).

The Company, through its subsidiary, DLX, principally engages in the production and sales of cobaltosic oxide, which is the primary raw material used in lithium ion rechargeable batteries.
 
 
F-6


 

NOTE 3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The accompanying condensed consolidated financial statements reflect the application of certain significant accounting policies as described in this note and elsewhere in the accompanying condensed consolidated financial statements and notes.

l  
Use of estimates

In preparing these consolidated financial statements, management makes estimates and assumptions that affect the reported amounts of assets and liabilities in the balance sheets and revenues and expenses during the period reported.  Actual results may differ from these estimates.

l  
Basis of consolidation

The unaudited condensed consolidated financial statements include the financial statements of CSGH and its subsidiaries.

All significant inter-company balances and transactions among CSGH and its subsidiaries have been eliminated upon consolidation.

l  
Revenue recognition

Revenue is recognized when products are delivered to customers. Provisions for discounts and rebates to customers, estimated returns and allowances, and other adjustments are provided for in the same period the related sales are recorded. In instances where products are configured to customer requirements, revenue is recorded upon the successful completion of the Company’s final test procedures and the customer’s acceptance.

The Company is subject to Valued Added Tax (“VAT”) which is levied on the majority of the products of DLX at the rate of 17% on the invoiced value of sales. Output VAT is borne by customers in addition to the invoiced value of sales and input VAT is borne by the Company in addition to the invoiced value of purchases to the extent not refunded for export sales.

Starting April 1, 2006, the Company commenced the production and sales of cobaltosic oxide in the PRC.

l  
Cost of revenue

Cost of revenue primarily includes the purchase of raw materials, direct labor and manufacturing overhead.

l
Shipping and handling costs

Shipping and handling costs, associated with the distribution of products to customers, are recorded in costs of revenue and are recognized when the related product is shipped to the customer. The Company incurred $10,844 and $Nil for the periods ended November 30, 2007 and 2006, respectively.

l  
Cash and cash equivalents

Cash and cash equivalents are carried at cost and represent cash on hand, demand deposits placed with banks or other financial institutions and all highly liquid investments with an original maturity of three months or less as of the purchase date of such investments.

l  
Accounts receivable

Accounts receivable are recorded at the invoiced amount and do not bear interest. The Company extends unsecured credit to its customers in the ordinary course of business but mitigates the associated risks by performing credit checks and actively pursuing past due accounts. An allowance for doubtful accounts is established and determined based on managements’ assessment of known requirements, aging of receivables, payment history, the customers’ current credit worthiness and the economic environment. As of November 30, 2007, an allowance for doubtful accounts of $801,938 was provided.
 
 
 
F-7

 

l  
Inventories

Inventories include material, labor and manufacturing overhead and are stated at lower of cost or market value, cost being determined on a weighted average method. The Company periodically reviews historical sales activity to determine excess, slow moving items and potentially obsolete items and also evaluates the impact of any anticipated changes in future demand. The Company provides inventory allowances based on excess and obsolete inventories determined principally by customer demand.  As of November 30, 2007, the Company did not record an allowance for obsolete inventories, nor have there been any write-offs.

l  
Property, plant and equipment, net

Property, plant and equipment are stated at cost less accumulated depreciation and accumulated impairment losses, if any. Depreciation is calculated on the straight-line basis over the following expected useful lives from the date on which they become fully operational and after taking into account their estimated residual values:

 
Depreciable life
 
Residual value
Building
40 years
 
5%
Plant and machinery
5-40 years
 
5%
Office equipment
5 years
 
5%
Motor vehicle
5 years
 
5%

Expenditure for maintenance and repairs is expensed as incurred.

l  
Valuation of long-lived assets

Long-lived assets primarily include property and equipment. In accordance with SFAS No. 144, “ Accounting for the Impairment or Disposal of Long-Lived Assets ,” the Company periodically reviews long-lived assets for impairment whenever events or changes in business circumstances indicate that the carrying amount of the assets may not be fully recoverable or that the useful lives are no longer appropriate. Each impairment test is based on a comparison of the undiscounted cash flows to the recorded value of the asset. If an impairment is indicated, the asset is written down to its estimated fair value based on a discounted cash flow analysis. Determining the fair value of long-lived assets includes significant judgment by management, and different judgments could yield different results. There has been no impairment as of November 30, 2007.

l  
Comprehensive income

SFAS No. 130, Reporting Comprehensive Income” establishes standards for reporting and display of comprehensive income, its components and accumulated balances. Comprehensive income as defined includes all changes in equity during the period from non-owner sources. Accumulated comprehensive income consists of changes in unrealized gains and losses on foreign currency translation. This comprehensive income is not included in the computation of income tax expense or benefit.

l  
Income taxes

The Company accounts for income taxes in interim periods as required by Accounting Principles Board Opinion No. 28, Interim Financial Reporting” and as interpreted by FASB Interpretation No. 18, Accounting for Income Taxes in Interim Periods . The Company has determined an estimated annual effective tax rate. The rate will be revised, if necessary, as of the end of each successive interim period during the Company’s fiscal year to the Company’s best current estimate. The estimated annual effective tax rate is applied to the year-to-date ordinary income (or loss) at the end of the interim period.
 
 
F-8


 
The Company also accounts for income tax using SFAS No. 109 “Accounting for Income Taxes,” which requires the asset and liability approach for financial accounting and reporting for income taxes. Under this approach, deferred income taxes are provided for the estimated future tax effects attributable to temporary differences between financial statement carrying amounts of assets and liabilities and their respective tax bases, and for the expected future tax benefits from loss carry-forwards and provisions, if any. Deferred tax assets and liabilities are measured using the enacted tax rates expected in the periods of recovery or reversal and the effect from a change in tax rates is recognized in the consolidated statement of operations and comprehensive income in the period of enactment. A valuation allowance is provided to reduce the amount of deferred tax assets if it is considered more likely than not that some portion of, or all of the deferred tax assets will not be realized.

l  
Net income per share

The Company calculates net income per share in accordance with SFAS No. 128, “Earnings per Share.”   Basic income per share is computed by dividing the net income by the weighted-average number of common shares outstanding during the period. Diluted income per share is computed similar to basic income per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common stock equivalents had been issued and if the additional common shares were dilutive.

l  
Foreign currencies translation

Transactions denominated in currencies other than the functional currency are translated into the functional currency at the exchange rates prevailing at the dates of the transaction. Monetary assets and liabilities denominated in currencies other than the functional currency are translated into the functional currency using the applicable exchange rates at the balance sheet dates. The resulting exchange differences are recorded in the condensed consolidated statement of operations.

The reporting currency of the Company is the United States dollar ("US dollars"). The Company's subsidiaries in the PRC, maintain their books and records in its local currency, the Renminbi (“RMB”), which is functional currency as being the primary currency of the economic environment in which these entities operate.

In general, for consolidation purposes, assets and liabilities of its subsidiaries whose functional currency is not the US dollars are translated into US dollars, in accordance with SFAS No 52. “ Foreign Currency Translation” , using the exchange rate on the balance sheet date. Revenues and expenses are translated at average rates prevailing during the period. The gains and losses resulting from translation of financial statements of foreign subsidiaries are recorded as a separate component of accumulated other comprehensive income within the statement of stockholders’ equity.

Translation of amounts from RMB into United States dollars (“US$”) has been made at the following exchange rates for the respective period:
 
   
2007
   
2006
 
             
Months end RMB:US$ exchange rate
   
7.3919
     
7.8400
 
Average monthly RMB:US$ exchange rate
   
7.5065
     
7.9200
 

 
l  
Related parties

Parties, which can be a corporation or individual, are considered to be related if the Company has the ability, directly or indirectly, to control the other party or exercise significant influence over the other party in making financial and operating decisions. Companies are also considered to be related if they are subject to common control or common significant influence.
 
 
F-9


 
l  
Segment reporting

SFAS No. 131 Disclosures about Segments of an Enterprise and Related Informa tion” establishes standards for reporting information about operating segments on a basis consistent with the Company’s internal organization structure as well as information about geographical areas, business segments and major customers in the financial statements. The Company operates one reportable business segment.

l  
Fair value of financial instruments

The Company values its financial instruments as required by SFAS No. 107, Disclosures about Fair Value of Financial Instruments. The estimated fair value amounts have been determined by the Company, using available market information and appropriate valuation methodologies. The estimates presented herein are not necessarily indicative of amounts that the Company could realize in a current market exchange.

The Company’s financial instruments primarily include cash and cash equivalents, accounts receivable, accounts payable, customers deposit, other payables and accrued liabilities, VAT payable and income tax payable.

As of the balance sheet date, the estimated fair values of financial instruments were not materially different from their carrying values as presented due to short maturities of these instruments.

l  
Recently issued accounting standards

In September 2006, the FASB issued SFAS No. 157, " Fair Value Measurement " ("SFAS 157") which defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles and expands the disclosures about fair value measurement. This Statement was developed to provide guidance for consistency and comparability in fair value measurements and disclosures and applies under other accounting pronouncements that require or permit fair value measurements. This Statement is effective for financial statements issued for fiscal years beginning after November 15, 2007 and interim periods within those fiscal years. This Statement is not expected to have a material impact on the Company's consolidated financial statements.

In February 2007, the FASB issued Statement of Financial Accounting Standards No. 159, "The Fair Value Option for Financial Assets and Financial Liabilities" ("SFAS 159").   This Statement provides companies with an option to report selected financial assets and liabilities at fair value. The Standard's objective is to reduce both the complexity in accounting for financial instruments and the volatility in earnings caused by measuring related assets and liabilities differently. SFAS 159 also establishes presentation and disclosure requirements designed to facilitate comparisons between companies that choose different measurement attributes for similar types of assets and liabilities. This Statement is effective as of the beginning of an entity's first fiscal year beginning after November 15, 2007. Early adoption is permitted if the Company makes the choice in the first 120 days of that fiscal year and also elects to apply the provisions of SFAS 157. The Company does not expect SFAS 159 to have a material impact on its consolidated financial statements.


NOTE 4      ACCOUNTS RECEIVABLE, NET

The majority of the Company’s sales are on open credit terms and in accordance with terms specified in the contracts governing the relevant transactions. The Company evaluates the need of an allowance for doubtful accounts based on specifically identified amounts that management believes to be uncollectible. If actual collections experience changes, revisions to the allowance may be required. Based upon the aforementioned criteria, the allowance for doubtful accounts of $801,938 was required as of November 30, 2007.
 
 
F-10


   
As of
 
   
November 30, 2007
   
May 31, 2007
 
         
(audited)
 
             
Accounts receivable, gross
  $
4,005,149
    $
5,532,760
 
                 
Less: allowance for doubtful accounts
    (801,938 )     (777,831 )
Accounts receivable, net
  $
3,203,211
    $
4,754,929
 


NOTE 5      PROPERTY, PLANT AND EQUIPMENT, NET

Property, plant and equipment, net consisted of:
   
As of
 
   
November 30, 2007
   
May 31, 2007
 
         
(audited)
 
             
Building
  $
6,308,373
    $
6,308,373
 
Plant and machinery
   
4,889,431
     
4,889,431
 
Office equipment
   
155,512
     
155,042
 
Motor vehicle
   
34,509
     
34,509
 
Foreign translation difference
   
954,942
     
1,793
 
     
12,342,767
     
11,389,148
 
                 
Less: accumulated depreciation
    (793,411 )     (605,771 )
Less: foreign translation difference
    (44,363 )     (9,161 )
Property, plant and equipment, net
  $
11,504,993
    $
10,774,216
 

Depreciation expense for the three months ended November 30, 2007 and 2006 was $94,943 and $87,659, respectively.

Depreciation expense for the six months ended November 30, 2007 and 2006 was $187,640 and $135,050, respectively.


NOTE 6
OTHER PAYABLES AND ACCRUED LIABILITIES

Other payables and accrued liabilities consisted of:
   
As of
 
   
November 30, 2007
   
May 31, 2007
 
         
(audited)
 
             
Government levies payable
  $
11,638
    $
15,071
 
Rental payable
   
50,731
     
45,926
 
Salary and welfare payable
   
360,767
     
136,954
 
Accrued expenses
   
193,610
     
80,763
 
    $
616,746
    $
278,714
 

NOTE 7      MINORITY INTEREST

In connection with the stock exchange transaction, as described in Note 2, the Company agreed to grant to DLX’s 30%-minority owners a two (2) year option for the subscription and purchase of an additional 10,000,000 newly issuable shares of common stock of CSGH in exchange for RMB 38,100,000, equivalent to 30% of the registered capital of DLX.
 
 
F-11

 
Proforma financial information

The following are summarized pro forma results of operations for the six months ended November 30, 2007 and 2006. In preparing this proforma information we assumed that the exercise of the option for the subscription and purchase of an additional 10,000,000 newly issuable shares of common stock of CSGH had occurred as of June 1, 2006. These pro forma results have been prepared for comparative purposes only and do not purport to be indications of the result of operations which actually would have resulted had the exercise of the option occurred as of June 1, 2006.

   
Six months ended November 30,
 
   
2007
   
2006
 
             
Net income attributable to holders of common stock
  $
1,381,675
    $
261,450
 
Weighted average common shares outstanding – basic and diluted
   
53,422,971
     
45,728,370
 
Net income per common share – basic and diluted
  $
0.03
    $
0.01
 


NOTE 8      INCOME TAXES

The Company is registered in the United States of America and has operations in two tax jurisdictions: the United States of America and the PRC. The operation in the United States of America has incurred net operating losses for income tax purposes. The Company generated substantially all of its net income from its PRC operations through DLX, its subsidiary and has recorded an income tax provision for the period ended November 30, 2007.

The components of income (loss) before income taxes and minority interest separating U.S. and PRC operations are as follows:

   
Six months ended November 30,
 
   
2007
   
2006
 
             
Loss subject to U.S. operation
  $ (118,433 )   $
-
 
Income subject to PRC operation
   
2,240,411
     
390,224
 
Income before income taxes and minority interest
  $
2,121,978
    $
390,224
 

United States of America

The Company is registered in the State of Delaware and is subject to the tax laws of the United States of America.

As of November 30, 2007, the Company’s U.S. operations incurred $118,433 of net operating losses available for federal tax purposes, which are available to offset future taxable income. The net operating loss carry forwards begin to expire in 2027. The Company has provided for a full valuation allowance for any future tax benefits from the net operating loss carryforwards as the management believes it is more likely than not that these assets will not be realized in the future.

The PRC

The Company’s PRC subsidiaries are subject to the Enterprise Income Tax governed by the Income Tax Law of the People’s Republic of China, at a statutory rate of 33%, which is comprised of a 30% national income tax and 3% local income tax.
 
 
F-12


 
The reconciliation of income tax rate to the effective income tax rate based on income before income taxes and minority interest of PRC operations for the period ended November 30, 2007 and 2006 are as follows:

   
Six months ended November 30,
 
   
2007
   
2006
 
             
Income before income taxes and minority interest
  $
2,240,411
    $
390,224
 
Income tax rate
   
33%
     
33%
 
     
739,336
     
128,774
 
Add: items not deductible to taxes
               
- Provision and accrued expenses
   
967
      (4,000 )
Income tax expenses
  $
740,303
    $
124,774
 

The following table sets forth the significant components of the aggregate net deferred tax assets of the Company as of November 30, 2007:

   
November 30, 2007
 
       
Deferred tax assets:
     
- Net operating loss carryforwards
  $
41,451
 
Less: valuation allowance
    (41,451 )
Deferred tax assets
  $
-
 

As of November 30, 2007, a valuation allowance of $41,451 was provided to the deferred tax assets due to the uncertainty surrounding their realization.
 
NOTE 9      CAPITAL TRANSACTIONS

On August 24, 2007, the Company was authorized to change the par value of its preferred and common stock from $0.00000005 per share to $0.001 per share. In connection with the change  in  par  value of preferred and common stock described above, all prior transactions involving common stock with a par value of $0.00000005 have been restated to reflect the new par value of $0.001 in the accompanying financial statements.

As of November 30, 2007, the number of outstanding shares of the Company’s common stock was 43,422,971.


NOTE 10    CONCENTRATIONS AND RISKS

100% of the Company’s assets were located in the PRC and 100% of the Company’s revenues were generated from customers located in the PRC.

(a)        Major customers

For the three months ended November 30, 2007, the customers who account for 10% or more of revenues of the Company are presented as follows:
 
 
F-13


 
   
Revenues
   
Percentage
of revenues
   
Trade accounts
receivable
 
                   
Customer A
  $
1,867,850
     
35%
    $
1,890,668
 
Customer B
   
1,735,987
     
33%
     
1,757,194
 
Customer C
   
962,340
     
18%
     
-
 
Customer D
   
529,586
     
10%
   
-
 
Total:   
  $
5,095,763
     
96%
    $
3,647,862
 

For the six months ended November 30, 2007, the customers who account for 10% or more of revenues of the Company are presented as follows:

   
Revenues
   
Percentage
of revenues
   
Trade accounts
receivable
 
                   
Customer B
  $
2,926,797
     
32%
    $
1,757,194
 
Customer E
   
2,110,038
     
23%
     
-
 
Customer A
   
1,861,804
     
20%
     
1,890,668
 
Customer C
   
959,224
     
11%
     
-
 
Total:   
  $
7,857,863
     
86%
    $
3,647,862
 


For the three months ended November 30, 2006, the customers who account for 10% or more of revenues of the Company are presented as follows:

   
Revenues
   
Percentage
of revenues
   
Trade accounts
receivable
 
                   
Customer E
  $
1,485,657
     
86%
    $
2,719,795
 
Customer F
   
243,737
     
14%
     
-
 
Total
  $
1,729,394
     
100%
    $
2,719,795
 

For the six months ended November 30, 2006, the customers who account for 10% or more of revenues of the Company are presented as follows:

   
Revenues
   
Percentage
of revenues
   
Trade accounts
receivable
 
                   
Customer E
  $
2,684,936
     
89%
    $
2,719,795
 

(b)           Major vendors

For the three months ended November 30, 2007, the vendors who account for 10% or more of purchases of the Company are presented as follows:
   
Purchases
   
Percentage
of purchases
   
Accounts
payable
 
                   
Vendor A
  $
1,777,669
     
37%
    $
-
 
Vendor B
   
1,468,151
     
31%
     
165,757
 
Vendor C
   
1,144,383
     
24%
     
-
 
Total
  $
4,390,203
     
92%
    $
165,757
 
 
 
 
F-14


 
For the six months ended November 30, 2007, the vendors who account for 10% or more of purchases of the Company are presented as follows:

   
Purchases
   
Percentage
of purchases
   
Accounts
payable
 
                   
Vendor B
  $
3,736,397
     
47%
    $
165,757
 
Vendor A
   
1,806,514
     
31%
     
-
 
Vendor C
   
1,140,678
     
22%
     
-
 
                         
Total
  $
6,683,589
     
100%
    $
165,757
 

For the three months ended November 30, 2006, the vendors who account for 10% or more of purchases of the Company are presented as follows:

   
Purchases
   
Percentage
of purchases
   
Accounts
payable
 
                   
Vendor D
  $
1,848,988
     
100%
    $
-
 

For the six months ended November 30, 2006, the vendors who account for 10% or more of purchases of the Company are presented as follows:

   
Purchases
   
Percentage
of purchases
   
Accounts
payable
 
                   
Vendor D
  $
1,056,641
     
100%
    $
-
 

(c)           Credit risk

 
Financial instruments that potentially subject the Company to significant concentrations of credit risk consist principally of cash and trade accounts receivable. The Company performs ongoing credit evaluations of its customers' financial condition, but does not require collateral to support such receivables.
 
NOTE 11    COMMITMENT

1.
The Company leased an office premise under a non-cancelable operating lease agreement for a period of eight years, due July 25, 2010. The annual lease payment is $6,582.

2.
On June 9, 2007, the Company’s subsidiary, DLX entered into an African Mining Project Contract of Cooperation (the “Purchase Agreement”) with Shengbao Group and South African Shengbao Mining Enterprises (“Shengbao”). Pursuant to the Purchase Agreement, DLX is obliged to purchase the prospecting and mining rights of a cobalt ore mine for a purchase price of $2 million over a term of 15 years.  As of November 30, 2007, the Company had the capital commitment of $2 million in the purchase of the prospecting and mining rights which was contracted for but not provided in the financial statements.
 
 
 
 
F-15



 
Item 2.               Management’s Discussion and Analysis or Plan of Operation
 
Cautionary Notice Regarding Forward-Looking Statements
 
In this quarterly report, references to “China Sun Group,” “CSGH,” “the Company,” “we,” “us,” and “our” refer to China Sun Group High-Tech Co.

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 the captions "Risk Factors," "Management's Discussion and Analysis or Plan of Operation," "Description of Business," as well as 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. 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. These risks and uncertainties, together with the other risks described from time to time in reports and documents that we file with the Securities and Exchange Commission (“SEC”) should be considered in evaluating forward-looking statements.
 
The nature of our business makes predicting the future trends of our revenues, expenses, and net income difficult. Thus, our ability to predict results or the actual effect of our future plans or strategies is inherently uncertain. The risks and uncertainties involved in our business could affect the matters referred to in any forward-looking statements and it is possible that our actual results may differ materially from the anticipated results indicated in these forward-looking statements. Important factors that could cause actual results to differ from those in the forward-looking statements include, without limitation, the factors discussed above in the section entitled "Risk Factors" and the following:
 
 
 
the effect of political, economic, and market conditions and geopolitical events;

 
 
legislative and regulatory changes that affect our business;

 
 
the availability of funds and working capital;

 
 
the actions and initiatives of current and potential competitors;

 
 
investor sentiment; and

 
 
our reputation.
 
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 consolidated financial statements and the related notes thereto as filed with the SEC and other financial information contained elsewhere in this Report.
 
 
Overview
 
 
2

 
We were incorporated in North Carolina on February 2, 2004 and have since undergone a change in business. In February 2007, we acquired a 70% ownership interest in Da Lian Xin Yang High-Tech Development Co. Ltd. ("DLX"), a corporation organized and existing under the laws of the Peoples' Republic of China, through a share exchange which was consummated on February 28, 2007. In August 2007, our shareholders approved our reincorporation in the State of Delaware and our name change from “Capital Resource Funding, Inc.” to “China Sun Group High-Tech Co.” Currently, our only operations are conducted through DLX, which engages in the business of manufacturing and selling cobaltosic oxide products. These products are primarily manufactured, marketed, and sold in the People’s Republic of China, South Korea and Japan..
 
 
Through DLX, we produce anode materials used in lithium ion batteries. Lithium ion batteries continue to gain in popularity due to their versatility, high energy density and capacity, high voltage, compact size, light weight, and excellent energy retention characteristics. They are used in mobile phones, PDAs, laptops, and digital cameras, as well as electric automobiles and solar and wind energy storage units. DLX primarily produces cobaltosic oxide and lithium cobalt oxide and also engages in the research and development of new technologies to be used in the lithium ion battery market.
 
 
According to the China Battery Industry Association, which conducts research of and puts forth reports on the battery industry, DLX has the second largest cobalt series production capacity in the People’s Republic of China. Through its research and development group, DLX owns a proprietary series of nanometer technology that supply state-of-the-art components for advanced lithium ion batteries. Leveraging its technological leadership in the People’s Republic of China, its high-quality product line and its scalable production capacity, we plan to create a fully integrated supply chain from the primary manufacturing of cobalt ore to finished products, which include lithium ion batteries.
 
 
We recently received preliminary accreditation from the State Intellectual Property Office of the People's Republic of China of certain of our equipment that we use in our cobaltosic oxide and lithium cobalt oxide production process. Meeting the State’s production standards is important to securing our technological leadership position in the People’s Republic of China. The accreditation of the equipment and the associated production process enables us to provide our customers with exact specifications, along with superior quality control, throughout the production process.
 
 
Highlights from the Quarter Ended November 30, 2007
 
In calendar year 2007, we made significant strides in our sales and manufacturing capabilities.  Sales for calendar year 2007 increased approximately 300% from the previous year (we began production and sales of cobaltosic oxide in the PRC only on April 1, 2006). We operate largely on a “just-in-time” basis where demand exceeds supply.  Accordingly, we often do not carry excess inventory.

Concurrent with strides in production and sales, we have also made substantial developments in our research and development endeavors. We have completed our testing and evaluation of our lithium cobalt oxide product and will be taking and filling orders for it commencing the first calendar quarter of 2008.

We have also completed the preliminary trial phase of our tri-component anode product, which when completed, will be safer and able to discharge a stronger electrical current for use with heavier capacity equipment and vehicles.

We have made technological improvements to our production line by adding amalgamation capabilities to it.  We have also hired two new research and development engineers, a graduate researcher and six chemistry graduates to our research and development team.

3

 
Results of Operations
 
The following table sets forth our statements of operations for the six months ended November 30, 2007 and the three months ended November 30, 2007:
 
 
 
Six-Months Ended
   
Three-Months Ended
 
 
 
November 30,
   
November 30,
   
November 30,
   
November 30,
 
 
 
2007
   
2006
   
2007
   
2006
 
 
 
(Unaudited)
   
(Unaudited)
   
(Unaudited)
   
(Unaudited)
 
 
 
 
   
 
   
 
   
 
 
Sales
  $
9,093,027
    $
3,023,380
    $
5,357,190
    $
1,739,287
 
 
                               
Cost of Sales
   
6,001,286
     
1,995,431
     
3,548,070
     
1,196,081
 
 
                               
Gross Profit
   
3,091,741
     
1,027,949
     
1,809,120
     
543,206
 
 
                               
Operating Expenses
                               
General and administrative
   
696,999
     
430,488
     
518,765
     
337,023
 
Research and development
   
86,400
     
72,187
     
61,527
     
60,712
 
Depreciation
   
187,640
     
135,050
     
94,943
     
48,533
 
Total operating expenses
   
971,039
     
637,725
     
675,235
     
446,268
 
                                 
Operating income
   
2,120,702
     
390,224
     
1,133,885
     
96,938
 
 
                               
Other Income (Expenses)
   
1,276
     
-
     
1,276
     
-
 
 
                               
Income Before Income Taxes and Minority Interest
   
2,121,978
     
390,224
     
1,135,161
     
96,938
 
 
                               
Provision for Income Taxes
    (740,303 )     (128,774 )     (396,679 )     (31,989 )
Minority Interest
    (450,032 )     (78,435 )     (241,227 )     (19,485 )
                                 
Net Income
   
931,643
     
183,015
     
497,255
     
45,464
 
                                 
Other Comprehensive Income: Foreign Currency Translation Gain
   
1,045,833
     
168,438
     
381,624
     
51,847
 
 
THE SIX MONTHS ENDED NOVEMBER 30, 2007 COMPARED TO THE SIX MONTHS ENDED NOVEMBER 30, 2006
 
Net Revenue
 
4

 
Net revenue for the six months ended November 30, 2007 was $9,093,027, an increase of $6,069,647 or 200.76% from net revenue of $3,023,380 for the comparable period in 2006. The increase in revenue was primarily attributable to increased customer demand for our products and consequently, increased sales.
 
Cost of Revenue
 
Cost of revenue for the six months ended November 30, 2007 was $6,001,286, an increase of $4,005,855 or 200.76% from $1,995,431 for the comparable period in 2006. The increase in cost of revenue was primarily attributable to increased production of our products which is in tandem with increased demand for them.
 
Gross Profit
 
Gross profit for the six months ended November 30, 2007 was $3,091,741, an increase of $2,063,792 or 200.77% from $1,027,949 for the comparable period in 2006.  The increase in gross profit was primarily due to revenue generated by increased production and sales.
 
General and Administrative Expenses
 
General and administrative expenses for the six months ended November 30, 2007 were $696,999, an increase of $266,511 or 61.91% from $430,488 for the comparable period in 2006. The increase was primarily attributable to the hiring of additional personnel and the setup of an administrative office in the United States.
 
Research and Development Expenses
 
Research and development expenses for the six months ended November 30, 2007 were $86,400, an increase of $14,213 or 19.69% compared to $72,187 for the comparable period in 2006. The increase was primarily attributable to the hiring of additional research and development personnel.
 
Depreciation Expenses
 
Depreciation expenses for the six months ended November 30, 2007 were  $187,640, an increase of $52,590 or 38.94% compared to $135,050 for the comparable period in 2006. The increase in our depreciation expenses is primarily attributable to the acquisition of additional of equipment for our operations.
 
Income (Loss) From Operations
 
Income from operations for the six months ended November 30, 2007 was $2,120,702, an increase of $1,730,478 or 443.46% compared to $390,224 for the comparable period in 2006. The increase resulted primarily from the increase in sale of our productions and consequently, our revenue. Also, we had only begun production and sales of cobaltosic oxide in the People’s Republic of China on April 1, 2006 and needed lead time to ramp up our production and sales.
 
Other Income
 
Interest income for the six months ended November 30, 2007 was  $1,276. The Company had no interest income for the comparable period in 2006. The increase resulted primarily from interest income derived from cash in our bank accounts.
 
5

 
  Income Taxes
 
Provision for income tax expenses was $740,303 for the six months ended November 30, 2007, an increase of $611,529 or 490.11% as compared to $128,774 for the comparable period in 2006.  The increase resulted primarily from the increase in our revenue due to increased sales.
 
Minority Interest
 
The minority interest for the six months ended November 30, 2007 was $450,032, an increase of $371,597 or 473.76% as compared to $78,435 for the comparable period in 2006.
 
Foreign Currency Translation Gain
 
The foreign currency translation gain for the six months ended November 30, 2007 was $1,045,833, an increase of $877,395 or 520.90% as compared to $168,438 for the comparable period in 2006.  The increase resulted from the increase in value of the Renminbi against the U.S. dollar.  This updated Renminbi valuation of DLX’s assets and liabilities resulted in this gain.
 
Net Income
 
Net income for the six months ended November 30, 2007 was $931,643, an increase of $748,628 or 409.05% as compared to $183,015 for the comparable period in 2006.
 
THE THREE MONTHS ENDED NOVEMBER 30, 2007 COMPARED TO THE THREE MONTHS ENDED NOVEMBER 30, 2006
 
Net Revenue
 
Net revenue for the three months ended November 30, 2007 was $5,357,190, an increase of $3,617,903 or 208.01% from net revenue of $1,739,287 for the comparable period in 2006.  The increase resulted from increased customer demand and sales.
 
Cost of Revenue
 
Cost of revenue for the three months ended November 30, 2007 was $3,548,070, an increase of 2,351,989 or 196.64% from $1,196,081 for the comparable period in 2006.  The increase resulted directly from increased production of our products which is in tandem with increased demand for them.
 
Gross Profit
 
Gross profit for the three months ended November 30, 2007 was $1,809,120, an increase of $1,265,914 or 233.04% from $543,206 for the comparable period in 2006. The increase in gross profit was primarily due to revenue generated by increased customer demand and production, and consequently increased sales of our products.
 
 
6

 
General and Administrative Expenses
 
General and administrative expenses for the three months ended November 30, 2007 were $518,765, an increase of $181,742 or 53.93% from $337,023 for the comparable period in 2006.  The increase was primarily attributable to the hiring of additional personnel and the costs in setting up an administrative office in the United States.
 
Research and Development Expenses
 
Research and development expenses for the three months ended November 30, 2007 were $61,527, an increase of $815 or 1.34% compared to $60,712 for the comparable period in 2006. The increase is primarily the result of hiring of additional research and development personnel .
 
Depreciation Expenses
 
Depreciation expenses for the three months ended November 30, 2007 were $94,943, an increase of $46,410 or 95.63% compared to $48,533 for the comparable period in 2006.  This increase is primarily attributable to our acquisition of more equipment for our operations.
 
Income (Loss) From Operations
 
Income from operations for the three months ended November 30, 2007 was $1,133,885, an increase of $1,036,947 or 1069.70% compared to $96,938 for the comparable period in 2006.  The increase resulted primarily from the increase in sales and revenue.  Also, we had only begun production and sales of cobaltosic oxide in the People’s Republic of China on April 1, 2006 and needed lead time to ramp up our production and sales.
 
Other Income
 
Interest income for the three months ended November 30, 2007 was $1,276. We had no interest income for the comparable period in 2006. The increase resulted primarily from interest income derived from cash in our bank accounts.
 
Income Taxes
 
Provision for income tax expenses was $396,679 for the three months ended November 30, 2007, an increase of $364,690 or 1140.05% as compared to $31,989 for the comparable period in 2006.
 
Minority Interest
 
The minority interest for the three months ended November 30, 2007 was $241,227, an increase of $221,742 or 1138.01% as compared to $19,485 for the comparable period in 2006.
 
Foreign Currency Translation Gain
 
The foreign currency translation gain for the three months ended November 30, 2007 was $381,624, an increase of $329,777 or 636.06% as compared to $51,847 for the comparable period in 2006.  The increases resulted from the increase in the value of the Renminbi against the U.S. dollar. This updated Renminbi valuation of DLX’s assets and liabilities resulted in this gain.
 
 
7

 
Net Income
 
Net income for the three months ended November 30, 2007 was $497,255, an increase of $451,791 or 993.73% as compared to $45,464 for the comparable period in 2006.
 
Liquidity and Capital Resources
 
Cash and Cash Equivalent
 
Our cash and cash equivalent were $813,163 at the beginning of the six months ended November 30, 2007 and increased to $2,444,688 by the end of such period, an increase of $2,174,096 or 803.46% from $270,592 for the same period in 2006.
 
Net cash provided by operating activities
 
Net cash provided by our operating activities was $1,580,235 for the six months ended November 30, 2007, an increase of $2,249,079 or 336.26% as compared to net cash of $(668,844) for the same period in 2006.  This increase was due primarily to the growth in sales revenue with the decrease in accounts receivable by $1,673,161, the increase in value-added tax payable by $403,481, and the increase in other payable and accrued liabilities by $333,774, partially offset by the decrease in accounts payable by $441,807, decrease in customer deposits by $693,937, and decrease in income tax payable by $69,359 in this period.
 
Net cash used in investing activities
 
Net cash used in investing activities was $(470) for the six months ended November 30, 2007, an increase of $54,934 or 99.15% from $(55,404) for the same period in 2006. The increase was primarily attributable to the purchase of equipment.
 
Net cash used in financing activities
 
There was no net cash generated from financing activities for the six months ended November 30, 2007, as compared to $743,621 for the same period in 2006 because there were no advances from related parties.
 
Income Taxes
 
Income tax expense was $809,662 for the six months ended November 30, 2007, an increase of $804,780 or 164.85% compared to $4,882 for the same period in 2006. The increase resulted primarily from the increase in income from operations.
 
Foreign currency translation adjustment
 
Foreign currency translation adjustment resulted in $51,760 for the six months ended November 30, 2007, an increase of $7,469 or 16.86% compared to $44,291 for the same period in 2006.
 
Trends
 
Currently, many companies in the cobalt product industry are looking to directly own cobalt producing mines which will provide direct access and supply to cobalt ore, the primary raw material in the cobalt product industry. In June 2007, we acquired certain rights to a cobalt mine in Africa. This acquisition will help us avoid export limitations imposed by the Congo, reduce freight expenses, and help ensure a stable supply of cobalt ore.
 
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We are not aware of any trends, events or uncertainties that have or are reasonably likely to have a material impact on our short-term or long-term liquidity.
 
Inflation
 
We believe that inflation has not had a material or significant impact on our revenue or our results of operations.
 
Material Commitments for Capital Expenditures
 
Currently, we own the prospecting and mining rights of a cobalt mine in Congo. We plan to start the construction of a processing plant in Congo in the third quarter of the 2008 fiscal year. We anticipate that the construction of the plant will cost approximately $2,000,000 to $3,000,000.
 
General
 
We believe that we currently have sufficient income generated from our operations to meet our operating and/or capital needs.
 
However, we will continue to evaluate various sources of capital to meet our growth requirements. Such sources will include debt financings, the issuance of equity securities, and entrance into other financing arrangements. There can be no assurance, however, that any of the contemplated financing arrangements described herein will be available and, if available, can be obtained on terms favorable to us.
 
Contractual Obligations and Commitments
 
We leased an office premise under a non-cancelable operating lease agreement for a period of eight years, due July 25, 2010. The annual lease payment is $6,582.
 
On June 9, 2007, our subsidiary, DLX entered into an African Mining Project Contract of Cooperation (the “Purchase Agreement”) with Shengbao Group and South African Shengbao Mining Enterprises (“Shengbao”). Pursuant to the Purchase Agreement, DLX is obliged to purchase the prospecting and mining rights of a cobalt ore mine for a purchase price of $2 million over a term of 15 years.  As of November 30, 2007, DLX had the capital commitment of $2 million in the purchase of the prospecting and mining rights which was contracted for but not provided in the financial statements.
 
 
 
Off Balance Sheet Arrangements
 
None.
 
Critical Accounting Policies and Estimates
 
We have disclosed in Note 3 to our financial statements those accounting policies that we consider to be significant in determining our results of operations and our financial position which are incorporated by reference herein.
 
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Management’s discussion and analysis of its financial condition and results of operations are based upon our consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States. Our financial statements reflect the selection and application of accounting policies which require management to make significant estimates and judgments. Management bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances. We believe that the following reflect the more critical accounting policies that currently affect our financial condition and results of operations.

The significant accounting policies which we believe are the most critical to aid in fully understanding and evaluating our reported financial results include the following:
 
Revenue Recognition
 
Revenue is recognized when products are delivered to customers. Provisions for discounts and rebates to customers, estimated returns and allowances, and other adjustments are provided for in the same period the related sales are recorded. In instances where products are configured to customer requirements, revenue is recorded upon the successful completion of our final test procedures and the customer’s acceptance.
 
We are subject to Valued Added Tax (“VAT”) which is levied on the majority of the products of DLX at the rate of 17% on the invoiced value of sales. Output VAT is borne by customers in addition to the invoiced value of sales and input VAT is borne by us in addition to the invoiced value of purchases to the extent not refunded for export sales.
 
Starting April 1, 2006, we commenced the production and sales of cobaltosic oxide in the PRC.
 
Income Taxes
 
We account for income taxes in interim periods as required by Accounting Principles Board Opinion No. 28, “Interim Financial Reporting” and as interpreted by FASB Interpretation No. 18, “Accounting for Income Taxes in Interim Periods . ” We have determined an estimated annual effective tax rate. The rate will be revised, if necessary, as of the end of each successive interim period during our fiscal year to our best current estimate. The estimated annual effective tax rate is applied to the year-to-date ordinary income (or loss) at the end of the interim period.
 
We also account for income tax using SFAS No. 109 “Accounting for Income Taxes, which requires the asset and liability approach for financial accounting and reporting for income taxes. Under this approach, deferred income taxes are provided for the estimated future tax effects attributable to temporary differences between financial statement carrying amounts of assets and liabilities and their respective tax bases, and for the expected future tax benefits from loss carry-forwards and provisions, if any. Deferred tax assets and liabilities are measured using the enacted tax rates expected in the periods of recovery or reversal and the effect from a change in tax rates is recognized in the consolidated statement of operations and comprehensive income in the period of enactment. A valuation allowance is provided to reduce the amount of deferred tax assets if it is considered more likely than not that some portion of, or all of the deferred tax assets will not be realized.
 
Foreign currencies translation
 
Transactions denominated in currencies other than the functional currency are translated into the functional currency at the exchange rates prevailing at the dates of the transaction. Monetary assets and liabilities denominated in currencies other than the functional currency are translated into the functional currency using the applicable exchange rates at the balance sheet dates. The resulting exchange differences are recorded in the condensed consolidated statement of operations.
 
 
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The reporting currency of the Company is the United States dollar ("US dollars"). Our subsidiary in the PRC, maintains its books and records in its local currency, the Renminbi (“RMB”), which is the primary currency of the economic environment in which it operates.

In general, for consolidation purposes, assets and liabilities of our subsidiaries whose functional currency is not the US dollar are translated into US dollars, in accordance with SFAS No 52. “ Foreign Currency Translation” , using the exchange rate on the balance sheet date. Revenue and expenses are translated at average rates prevailing during the period. The gains and losses resulting from translation of financial statements of foreign subsidiaries are recorded as a separate component of accumulated other comprehensive income within the statement of stockholders’ equity.

Translation of amounts from RMB into United States dollars (“US$”) has been made at the following exchange rates for the respective period:
 
   
2007
   
2006
 
             
Months end RMB:US$ exchange rate
   
7.3919
     
7.8400
 
Average monthly RMB:US$ exchange rate
   
7.5065
     
7.9200
 
                 
Recently issued accounting standards
 
In September 2006, the FASB issued SFAS No. 157, " Fair Value Measurement " ("SFAS 157") which defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles and expands the disclosures about fair value measurement. This Statement was developed to provide guidance for consistency and comparability in fair value measurements and disclosures and applies under other accounting pronouncements that require or permit fair value measurements. This Statement is effective for financial statements issued for fiscal years beginning after November 15, 2007 and interim periods within those fiscal years. This Statement is not expected to have a material impact on the Company's consolidated financial statements.
 
In February 2007, the FASB issued Statement of Financial Accounting Standards No. 159, "The Fair Value Option for Financial Assets and Financial Liabilities" ("SFAS 159").   This Statement provides companies with an option to report selected financial assets and liabilities at fair value. The Standard's objective is to reduce both the complexity in accounting for financial instruments and the volatility in earnings caused by measuring related assets and liabilities differently. SFAS 159 also establishes presentation and disclosure requirements designed to facilitate comparisons between companies that choose different measurement attributes for similar types of assets and liabilities. This Statement is effective as of the beginning of an entity's first fiscal year beginning after November 15, 2007. Early adoption is permitted if we make the choice in the first 120 days of that fiscal year and also elects to apply the provisions of SFAS 157. We do not expect SFAS 159 to have a material impact on its consolidated financial statements.
 
Item 3.
Controls and Procedures.
 
As of the end of the period covered by this report, our management, with the participation of our Principal Executive Officer, Wang Bin, and our Principal Financial and Accounting Officer, Ming Fen Liu, evaluated the effectiveness of the design and operation of our disclosure controls and procedures, which are those controls and other procedures of an issuer that are designed to ensure that information required to be disclosed by the us, in the reports we file under the Exchange Act of 1934, as amended (the "Exchange Act"), are recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission's rules and forms. These disclosure controls and procedures may include, controls and procedures designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act are accumulated and communicated to the our management, including our Principal Executive Officer and Principal Financial and Accounting Officer, as appropriate to allow timely decisions regarding required disclosure. Based on this evaluation, our management concluded that as of November 30, 2007 our disclosure controls and procedures were effective.
 
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During the quarter ended November 30, 2007, there were no changes in our internal control over financial reporting that has materially affected, or is reasonably likely to materially affect our internal control over financial reporting.
 
 
PART II – OTHER INFORMATION
 
Item 6.
Exhibits
 
(a) Exhibits
 
31.1
 
Certification Required Under Section 302 of Sarbanes-Oxley Act of 2002 *

31.2
 
Certification Required Under Section 302 of Sarbanes-Oxley Act of 2002 *

32
 
Certification Required Under Section 906 of Sarbanes-Oxley Act of 2002 *
 
* Filed herewith.
 
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SIGNATURES
 
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
  CHINA SUN GROUP HIGH-TECH CO.  
       
Date: January 14, 2008
By:
/s/ Bin Wang    
    Name:  Bin Wang  
    Title:   President, Chief Executive Officer and Chairman  
       
 
 
 
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