UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q10-Q/A

(Amendment No. 1)

 

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934

 

For Thethe Quarterly Period Ended September 30, 2022March 31, 2023

 

or

 

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the transition period from _____________________ to _____________________

 

Commission File Number 000-56421

 

ASIAFIN HOLDINGS CORPCORP..

(Exact name of registrant issuer as specified in its charter)

 

Nevada 738937-1950147

(State or other jurisdiction of

incorporation or organization)

 

(I.R.S.Primary Standard Industrial

Classification Number)

(IRS Employer

Identification No.)Number)

Suite 30.02, 30th Floor, Menara KH (Promet),


Jalan Sultan Ismail, 50250 Kuala Lumpur, Malaysia.

(Address of principal executive offices, including zip code)

 

+(60)32148 7170
(Registrant’s phonetelephone number, including area code +60321487170code)

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 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.

 

YESYesNONo

 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (section 232.405 of this chapter) during the preceding twelve months (or shorter period that the registrant was required to submit and post such files).

 

YES ☐ NOYes No ☐

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

 

Large Accelerated Filer ☐ Accelerated Filer ☐ Non-accelerated Filer ☐ Smaller reporting company

Emerging growth company

Large Accelerated Filer ☐Accelerated Filer ☐Non-accelerated FilerSmaller reporting company
Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.Act

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes ☐ No

 

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY

PROCEEDINGS DURING THE

PRECEDING FIVE YEARS:

 

Indicate by check mark whether the registrant has fledfiled all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court.

 

Yes ☐ NoN/A

 

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol(s)Name on each exchange on which registered
N/AN/AN/A

APPLICABLE ONLY TO CORPORATE ISSUERS:

 

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

 

ClassOutstanding at September 30, 2022May 19, 2023
Common Stock, $.0001$0.0001 par value 73,319,80081,551,838

 

 

TABLE OF CONTENTS

 

  Page
PART IFINANCIAL INFORMATION
 
ITEM 1.UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS:F-1
 
Condensed Consolidated Balance Sheets as of September 30,UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS AS OF MARCH 31, 2023 AND DECEMBER 31, 2022 (unaudited) and December(Audited)F-1
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS FOR THE THREE MONTHS ENDED MARCH 31, 2021 (audited)2023 AND 2022F-2
 
Condensed Consolidated Statements of Operations and Comprehensive Losses for the Three and Nine Months Ended September 30,UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF SHAREHOLDERS’ EQUITY FOR THE THREE MONTHS ENDED MARCH 31, 2023 AND 2022 (unaudited) and September 30, 2021 (unaudited)F-3
 
Condensed Consolidated Statements of Changes in Equity for the Three and Nine Months Ended September 30,UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE THREE MONTHS ENDED MARCH 31, 2023 AND 2022 (unaudited) and September 30, 2021 (unaudited)F-4
 Condensed Consolidated Statements of Cash Flows for the Three and Nine Months Ended September 30, 2022 (unaudited) and September 30, 2021 (unaudited)F-5
 Notes to the Condensed Consolidated Financial StatementsNOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTSF-6 - F-13F-5 – F-15
ITEM 2.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS3-5
ITEM 3.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK65
ITEM 4.CONTROLS AND PROCEDURES65
PART IIOTHER INFORMATION 
ITEM 1LEGAL PROCEEDINGS7
ITEM 2UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS7
ITEM 3DEFAULTS UPON SENIOR SECURITIES7
ITEM 4MINE SAFETY DISCLOSURES7
ITEM 5OTHER INFORMATION7
ITEM 6EXHIBITS87
 
SIGNATURES98

 

2-2-

 

PART I FINANCIAL INFORMATION

 

ITEM 1. UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS:

ASIAFIN HOLDINGS CORP.

CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

 

Page
Condensed Consolidated Financial Statements
Condensed Consolidated Balance Sheets as of September 30, 2022 (unaudited) and December 31, 2021 (audited)F-2
Condensed Consolidated Statements of Operations and Comprehensive Losses for the Three and Nine Months Ended September 30, 2022 (unaudited) and September 30, 2021 (unaudited)F-3
Condensed Consolidated Statements of Changes in Equity for the Three and Nine Months Ended September 30, 2022 (unaudited) and September 30, 2021 (unaudited)F-4
Condensed Consolidated Statements of Cash Flows for the Three and Nine Months Ended September 30, 2022 (unaudited) and September 30, 2021 (unaudited)F-5
Notes to the Condensed Consolidated Financial StatementsF-6-F-13

F-1

ASIAFIN HOLDINGS CORP.

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

AS OF SEPTEMBER 30, 2022 (UNAUDITED)MARCH 31, 2023 AND DECEMBER 31, 20212022 (audited)

(Currency expressed in United States Dollars (“US$”), except for number of shares)shares or otherwise stated)

 

  As of  As of 
  

September 30,

2022

  

December 31,

2021

 
  Unaudited  Audited 
ASSETS        
CURRENT ASSETS        
Deposit and other receivables $3,000  $1,249 
Cash and cash equivalents  916,874   980,681 
Total Current Assets $919,874  $981,930 
         
TOTAL ASSETS  919,874   981,930 
         
LIABILITIES AND STOCKHOLDERS’ EQUITY        
CURRENT LIABILITIES        
Accounts payable  -   4,200 
Other payables and accrued liabilities  5,800   9,000 
Income tax payable  896   - 
Total Current Liabilities $6,696  $13,200 
         
TOTAL LIABILITIES $6,696  $13,200 
         
STOCKHOLDERS’ EQUITY        
Preferred stock, $0.0001 par value; 200,000,000 shares authorized; None issued and outstanding  -   - 
Common Shares, par value $0.0001; 600,000,000 shares authorized, 73,319,800 shares issued and outstanding as of September 30, 2022 and December 31, 2021 $7,332  $7,332 
Additional paid in capital  1,413,268   1,413,268 
Accumulated deficit  (507,422)  (451,870)
TOTAL STOCKHOLDERS’ EQUITY $913,178  $968,730 
         
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY $919,874  $981,930 
  As of
March 31, 2023
  As of
December 31, 2022
 
  Unaudited  Audited 
ASSETS        
Current assets        
Cash and cash equivalents $1,647,733  $874,690 
Trade receivables, net  463,761   - 
Prepayment, deposits and other receivables  90,406   3,000 
Tax assets  549,319   - 
Total current assets $2,751,219  $877,690 
         
Non-current Assets        
Right-of-use assets, net $111,752  $- 
Property, plant and equipment, net  572,176   - 
Deferred income tax assets  869   - 
Investment in associates  8,616   - 
Total non-current assets $693,413  $- 
         
TOTAL ASSETS $3,444,632  $877,690 
         
LIABILITIES AND STOCKHOLDERS’ EQUITY        
Current liabilities        
Other payables and accrued liabilities $809,959  $17,805 
Trade payable  65,197   3,357 
Income tax payable  206,643   - 
Amount due to director  265,441   - 
Amount due to related parties  1,495   - 
Hire purchase – current portion  11,650   - 
Lease liability – current portion  81,687   - 
Total current liabilities $1,442,072  $21,162 
         
Non-current liabilities        
Hire purchase – non-current portion $1,981  $- 
Lease liability – non-current portion  30,065   - 
Deferred tax liabilities  9,250   - 
Total non-current liabilities $41,296  $- 
         
TOTAL LIABILITIES $1,483,368  $21,162 
         
STOCKHOLDERS’ DEFICIT        
Preferred shares, $0.0001 par value; 200,000,000 shares authorized; None issued and outstanding $

-

  $

-

 
Common stock, $0.0001 par value; 600,000,000 shares authorized; 81,551,838 and 73,319,800 shares issued and outstanding as of March 31, 2023 and December 31, 2022 8,155  7,332 
Additional paid-in capital  10,467,687   1,413,268 
Accumulated other comprehensive loss  (264,705)  - 
Accumulated deficit  (8,249,873)  (564,072)
         
TOTAL STOCKHOLDERS’ DEFICIT $1,961,264  $856,528 
         
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY $3,444,632  $877,690 

 

See accompanying notes to unaudited condensed consolidated financial statements.

F-1

ASIAFIN HOLDINGS CORP.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

FOR THE THREE MONTHS ENDED MARCH 31, 2023 AND 2022

(Currency expressed in United States Dollars (“US$”), except for number of shares or otherwise stated)

       
  

Three months ended

March 31, 2023

  Three months ended March 31, 2022 
       
REVENUE  474,802  $- 
         
COST OF REVENUE  (53,662)  - 
         
GROSS PROFIT  421,140  $- 
         
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES  (755,776) $(6,123)
         
LOSS BEFORE INCOME TAX  (334,636) $(6,123)
         
INCOME TAX PROVISION  -   (241)
         
NET LOSS  (334,636) $(6,364)
         
Other comprehensive income:        
- Foreign currency translation loss  (4,653)  - 
         
TOTAL COMPREHENSIVE LOSS  (339,289) $(6,364)
         
NET LOSS PER SHARE, BASIC AND DILUTED  (0.00)  (0.00)
         
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING, BASIC AND DILUTED  76,612,615  $73,319,800 

See accompanying notes to unaudited condensed consolidated financial statements.

 

F-2
 

ASIAFIN HOLDINGS CORP.CORP.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTSSTATEMENT OF OPERATIONS AND COMPREHENSIVE LOSSES SHAREHOLDERS’ EQUITY

FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30,MARCH 31, 2023 AND 2022 AND 2021 (UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of sharesshares or otherwise stated)

  

 

2022 

(Unaudited)

  

2021 

(Unaudited)

  

2022 

(Unaudited)

  

2021 

(Unaudited)

 
  

Three Months

Ended

September 30

  

Nine Months

Ended

September 30

 
  

 

2022 

(Unaudited)

  

2021 

(Unaudited)

  

2022 

(Unaudited)

  

2021 

(Unaudited)

 
             
REVENUE $-  $-  $-  $- 
                 
COST OF REVENUE $-  $-  $-  $- 
                 
GROSS PROFIT $-  $-  $-  $- 
                 
OTHER INCOME $2,646  $2,166  $9,161  $49 
                 
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES $(12,629) $(32,661) $(63,576) $(338,976)
                 
LOSS BEFORE INCOME TAX $(9,983) $(30,495) $(54,415) $(338,927)
                 
INCOME TAX PROVISION $(896) $643  $(1,137) $643 
                 
NET LOSS $(10,879) $(29,852) $(55,552) $(338,284)
                 
OTHER COMPREHENSIVE LOSS $-  $-  $-  $- 
                 
TOTAL COMPREHENSIVE LOSS $(10,879) $(29,852) $(55,552) $(338,284)
                 
Net loss per share, basic and diluted: $-  $-  $-  $- 
                 
Weighted average number of common shares outstanding – Basic and diluted  73,319,800   73,224,280   73,319,800   73,224,280 
  

NUMBER OF

SHARES

  AMOUNT  

ADDITIONAL

PAID-IN

CAPITAL

  

ACCUMULATED

DEFICIT

  

ACCUMULATED COMPREHENSIVE

LOSS

  

TOTAL

STOCKHOLDERS’

EQUITY

 
  COMMON STOCK             
  

NUMBER OF

SHARES

  AMOUNT  

ADDITIONAL

PAID-IN

CAPITAL

  

ACCUMULATED

DEFICIT

  

ACCUMULATED COMPREHENSIVE

LOSS

  

TOTAL

STOCKHOLDERS’

EQUITY

 
Balance as of December 31, 2021  73,319,800  $7,332  $1,413,268  $(451,870) $               -  $968,730 
Net loss for the period  -   -   -   (6,364)  -   (6,364)
Balance as of March 31, 2022  73,319,800  $7,332  $1,413,268  $(458,234) $-  $962,366 

  COMMON STOCK             
  

NUMBER OF

SHARES

  AMOUNT  

ADDITIONAL

PAID-IN

CAPITAL

  

ACCUMULATED

DEFICIT

  

ACCUMULATED COMPREHENSIVE

LOSS

  

TOTAL

STOCKHOLDERS’

EQUITY

 
Balance as of December 31, 2022  73,319,800  $7,332  $1,413,268  $(564,072) $- $856,528 
Issuance of share for acquisition of StarFIN Holdings Limited on February 23, 2023  

8,232,038

   

823

   

9,054,419

   (7,351,165)  (260,052)  1,444,025 
Net loss for the period  -   -   -   (334,636)  -   (334,636)
Foreign currency translation  -   -   -   -   (4,653)  (4,653)
Balance as of March 31, 2023  81,551,838  $8,155  $10,467,687  $(8,249,873) $(264,705) $1,961,264 

See accompanying notes to unaudited condensed consolidated financial statements

 

F-3
 

 

ASIAFIN HOLDINGS CORP.CORP.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTSSTATEMENT OF CHANGES IN EQUITYCASH FLOWS

FOR THE NINETHREE MONTHS ENDED SEPTEMBER 30,MARCH 31, 2023 AND 2022 AND 2021(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)shares or otherwise stated)

Nine Months Ended September 30, 2022 (Unaudited)

  

Three Months

Ended

March 31, 2023

  

Three Months
Ended

March 31, 2022

 
  

Three Months

Ended

March 31, 2023

  

Three Months
Ended

March 31, 2022

 
       
CASH FLOWS FROM OPERATING ACTIVITIES:        
Net loss $(334,636) $(6,364)
         
Adjustments to reconcile net profit to net cash used in operating activities:        
Depreciation and amortisation  44,985   - 
         
Changes in operating assets and liabilities:        
Account payable  40,862   (4,200)
Account receivable  210,521   - 
Prepayment, deposits and other receivables  114,166   - 
Other payables and accrued liabilities  287,725   (6,200)
Deferred revenue  161,643   - 
Tax assets  (12,811)  - 
Change in lease liability  (22,588)  - 
         
Net cash provided by/(used in) operating activities $489,867  $(16,764)
         
CASH FLOWS FROM INVESTING ACTIVITIES:        
Purchase of property, plant and equipment  (11,395)  - 
         
Net cash used in investing activities $(11,395) $- 
         
CASH FLOWS FROM FINANCING ACTIVITIES:        
Advance to director  (17,077)  - 
Repayment of hire purchase  (2,866)  - 
Advances to related companies  (177)  - 
Dividend paid  (387,076)  - 
         
Net cash used in financing activities $(407,196) $- 
         
Effect of exchange rate changes on cash and cash equivalents $(3,713) $- 
         
Net increase in cash and cash equivalents $67,563  $(16,764)
Cash and cash equivalents, beginning of year  1,580,170   980,681 
         
CASH AND CASH EQUIVALENTS, END OF YEAR $1,647,733  $963,917 
         
SUPPLEMENTAL CASH FLOWS INFORMATION        
Cash paid for income taxes $21,972  $241 
Cash paid for interest paid $-  $- 

 

  

Number of

shares

  Amount  

Additional

Paid-In

Capital

  

Accumulated

 Deficit

  

Total

Equity

 
Balance as of December 31,
2021
  73,319,800  $7,332  $1,413,268  $(451,870) $968,730 
Net loss for the period  -   -   -   (55,552)  (55,552)
Balance as of September 30, 2022  73,319,800  $7,332  $1,413,268  $(507,422) $913,178 

Nine Months Ended September 30, 2021 (Unaudited)

  Number of
shares
  Amount  Additional
Paid-In
Capital
  Accumulated
Deficit
  Total
Equity
 
Balance as of December 31, 2020  72,482,500  $7,248  $576,052  $(74,357) $508,943 
Beginning balance, value  72,482,500  $7,248  $576,052  $(74,357) $508,943 
                     
Shares issued in Initial public offering completed on 30 September 2021 at $1 per share  837,300   84   837,216   -   837,300 
Net loss for the period              (338,284)  (338,284)
Balance as of September 30, 2021  73,319,800   7,332   1,413,268   (412,641)  1,007,959 
Ending balance, value  73,319,800   7,332   1,413,268   (412,641)  1,007,959 

See accompanying notes to unaudited condensed consolidated financial statements.

 

F-4
 

 

ASIAFIN HOLDINGS CORP.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THENINE MONTHS ENDED SEPTEMBER 30, 2022 AND 2021(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

(UNAUDITED)

  2022  2021 
  

Nine months ended

September 30

 
  2022  2021 
CASH FLOWS FROM OPERATING ACTIVITIES:        
Net loss $(55,552) $(338,284)
Adjustments to reconcile net loss to net cash used in operating activities:        
Accounts receivable  -   15,219 
Other receivables  (1,751)  - 
Accounts payable  (4,200)  (18,900)
Other payables and accrued liabilities  (3,200)  (3,336)
Income tax payable  896   - 
Net cash used in operating activities  (63,807)  (345,301)
CASH FLOWS FROM FINANCING ACTIVITY        
Proceeds from issuance of shares in IPO/ Unallotted Shares  -   837,300 
Net cash Generated from financing activity  -   837,300 
         
Net (decrease)/increase in cash and cash equivalents  (63,807)  491,999 
Cash and cash equivalents, beginning of period  980,681   521,060 
CASH AND CASH EQUIVALENTS, END OF PERIOD $916,874  $1,013,059
SUPPLEMENTAL CASH FLOWS INFORMATION        
Income taxes paid $241  $643 
Interest paid $-  $- 

See accompanying notes to condensed consolidated financial statements.

F-5

ASIAFIN HOLDINGS CORP.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE NINETHREE MONTHS ENDED SEPTEMBER 30,MARCH 31, 2023 AND 2022

(Currency expressed in United States Dollars (“US$”), except for number of shares)

(UNAUDITED)shares or otherwise stated)

 

1. DESCRIPTION OFORGANIZATION AND BUSINESS AND ORGANIZATIONBACKGROUND

 

AsiaFIN Holdings Corp., a Nevada corporation (“the Company”) was incorporated under the laws of the Statejurisdiction of Nevada on June 14, 2019.

On June 14, 2019, Mr. Wong Kai Cheong was appointed Chief Executive Officer, President, Secretary, Treasurer and Director.

On September 18, 2020, Mr. Seah Kok Wah was appointed Director of the Company.

On December 18, 2019, we, “the Company” acquired 100% of the equity interests of AsiaFIN Holdings Corp. (herein referred to as the “Malaysia Company”), a private limited company incorporated in Labuan, Malaysia. In consideration of the equity interests of AsiaFIN Holdings Corp. our Chief Executive Officer, Mr. Wong was compensated $1 USD  .

On December 23, 2019, AsiaFIN Holdings Corp., Malaysia The Company, acquired AsiaFIN Holdings Limited (herein referred to as the “Hong Kong Company”), a private limited company incorporated in Hong Kong. In consideration of the equity interests of AsiaFIN Holdings Limited our Chief Executive Officer, Mr. Wong was compensated $1 HKD  .

through its wholly owned subsidiaries, provides information technology services. Details of the Company’s subsidiary:subsidiaries and associate:

SCHEDULE OF SUBSIDIARIES

No.Subsidiary Company NameDomicile and Date of IncorporationParticulars of Issued CapitalPrincipal Activities
1AsiaFIN Holdings Corp.Labuan at July 15, 20191 shares of common stockInvestment holding company
2AsiaFIN Holdings LimitedHong Kong at July 5, 20191 shares of common stockInvestment holding company
3StarFIN Holdings LimitedBritish Virgin Island at August 19, 202110,000 shares of common stock

Investment holding company

4StarFIN Asia Sdn BhdMalaysia at May 24, 201811,400,102 shares of common stockInvestment holding company
5OrangeFIN Academy Sdn BhdMalaysia at February 2, 2000100,000 shares of common stockProvision of business system integration and management services
 `
6Insite MY Systems Sdn BhdMalaysia at January 18, 2000500,000 shares of common stockProvision of information technology services
7Insite MY Innovations Sdn BhdMalaysia at January 18, 2010540,000 shares of common stockProvision of information technology services
8OrangeFIN Asia Sdn BhdMalaysia at January 25, 201850,000 shares of common stockProvision of computer programming activities and services

  Company name 

Place and date

of incorporation

 Particulars of issued capital Principal activities 

Proportional of ownership

interest and

voting power

held

 
            
1. AsiaFIN Holdings Corp. Labuan/ July 15, 2019 1 ordinary share of US$1 each Investment holding and consulting services pertaining to market studies and financial solutions.  100%
2. AsiaFIN Holdings Limited Hong Kong/ July 5, 2019 1 ordinary share of HKD$1 each Consultancy services on market studies and financial solutions.  100%
No.Associate Company NameDomicile and Date of IncorporationParticulars of Issued CapitalPrincipal Activities
1Murni StarFIN Sdn BhdMalaysia at September 9, 2022100,000 shares of common stockProvision of information technology services

Mr. Wong Kai Cheong is the common director of all of aforementioned companies.

 

F-6F-5
 

 

ASIAFIN HOLDINGS CORP.2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NOTES TO CONDENSED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2022

(Currency expressed in United States Dollars (“US$”), except for number of shares)

(UNAUDITED)

 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIESBasis of Presentation

 

BasisThese accompanying financial statements have been prepared in accordance with generally accepted accounting principles in the United States of presentationAmerica (“US GAAP”).

 

The accompanying financial statements include the accounts of the Company and its subsidiaries and associates. Intercompany transactions and balances were eliminated in consolidation. The Company has adopted December 31 as its fiscal year end. Below is the organization chart of the Group.

The accompanying unaudited condensed consolidated financial statements as of and for AsiaFIN Holdings Corp. and its subsidiaries forthe three and nine months ended September 30,March 31, 2023 and 2022 have been prepared pursuant to the rules and September 30, 2021 areregulations of the Securities and Exchange Commission (the “SEC”) that permit reduced disclosure for interim periods. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) and include the accounts of AsiaFIN Holdings Corp. and its wholly owned subsidiaries, AsiaFIN Holdings Corp. and AsiaFIN Holdings Limited. Intercompany accounts and transactions have been eliminated on consolidation. The Company has adoptedcondensed or omitted. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the period ended March 31, 2023 are not necessarily indicative of the results that may be expected for the year ending December 31, 2023. The Condensed Consolidated Balance Sheet information as its fiscalof December 31, 2022 was derived from the Company’s audited Consolidated Financial Statements as of and for the year end.

Basis of consolidationended December 31, 2022 included in the Company’s Annual Report on Form 10-K filed with the SEC on February 16, 2023. These financial statements should be read in conjunction with that report.

 

The accompanying unaudited condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries inand majority-owned subsidiaries which the Company controls and entities for which the Company is the primary beneficiary. For those consolidated subsidiaries where the Company’s ownership is less than 100%, the outside shareholders’ interests are shown as noncontrolling interests in equity. Acquired businesses are included in the consolidated financial statements from the date on which control is transferred to the Company. Subsidiaries are deconsolidated from the date that control ceases. All inter-company accounts and transactions have been eliminated uponin consolidation.

 

Use of estimatesEstimates

 

Management uses estimates and assumptions inIn preparing these financial statements, in accordance with US GAAP. Thosemanagement makes estimates and assumptions that affect the reported amounts of assets and liabilities the disclosure of contingent assets and liabilities in the balance sheets and the reported revenuerevenues and expenses during the periodsyears reported. Actual results may differ from these estimates.

 

F-6

Cash and cash equivalentsCash Equivalents

 

Cash and cash equivalents represent cash on hand, demand deposits placed with banks or other financial institutions and allThe Company considers short-term, highly liquid investments with an original maturity of two months90 days or less as of the purchase date of such investments.to be cash equivalents.

 

Our deposit in Malaysia banks are secured by Perbadanan Insurans Deposit Malaysia, compensating up to a limit of Malaysia Ringgit MYR250,000 per deposit per member bank, which is equivalent to $Leases Commitment56,923, if any of our bank fail.

Effective July 1, 2022, the Company adopted the guidance of ASC 842, Leases, which requires an entity to recognize a right-of-use asset and a lease liability for virtually all leases. The implementation of ASC 842 did not have a material impact on the Company’s consolidated financial statements and did not have a significant impact on our liquidity or on our compliance with our financial covenants associated with our liabilities. The Company adopted ASC 842 using a modified retrospective approach. As a result, the comparative financial information has not been updated and the required disclosures prior to the date of adoption have not been updated and continue to be reported under the accounting standards in effect for those periods. As of adoption of ASC 842 and as of July 1, 2022, the adoption did not have an impact on the Company’s financial statements as the Company did not commitment any lease that are over twelve months at time of adoption.

F-7

ASIAFIN HOLDINGS CORP.Property, Plant and Equipment

NOTES TO CONDENSED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2022

(Currency expressed in United States Dollars (“US$”), except for number of shares)

(UNAUDITED)

 

Property, plant and equipment are stated at cost, with depreciation and amortization provided using the straight-line method over the following periods:

SCHEDULE OF PLANT AND EQUIPMENT DEPRECIATION PERIODS

Asset CategoriesDepreciation Periods
Renovationover the remaining lease period
Computer Systems4 to 5 years
Furniture and Fittings10 years
Electrical Fittings10 years
Handphone5 years
Office Equipment10 years
Motor Vehicle5 years
Property50 years

Income taxesRevenue recognition

 

The Company through subsidiaries generate multiple streams of revenues based on different business model adopted by each subsidiary through provisions of services and recognized upon customer obtained control of promised services and recognized in an amount that reflects the consideration that the Company expects to receive in exchange for those services. In addition, the standard requires disclosure of the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The Company applies the following five-step model in order to determine this amount:

(i) Identify contract with customer;

(ii) Identify distinct performance obligations in contract, including promises if any;

(iii) Measurement of the transaction price, including the constraint on variable consideration;

(iv) Allocation of the transaction price to the performance obligations; and

(v) Recognition of revenue when (or as) the Company satisfies each performance obligation.

Cost of revenue

Cost of revenue includes direct costs associated with provision of incomeservices such as development costs, purchases of third-party software, maintenance fees and consultation fees.

Income tax expense

Income taxes isare determined in accordance with the provisions of ASC Topic 740, “Income Taxes” (“ASC Topic 740”). Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are measured using enacted income tax rates expected to apply to taxable income in the periodsyears in which those temporary differences are expected to be recovered or settled. Any effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.

 

ASC 740 prescribes a comprehensive model for how companies should recognize, measure, present, and disclosedisclosed in their financial statements uncertain tax positions taken or expected to be taken on a tax return. Under ASC 740, tax positions must initially be recognized in the financial statements when it is more likely than not the position will be sustained upon examination by the tax authorities. Such tax positions must initially and subsequently be measured as the largest amount of tax benefit that has a greater than 50% likelihood of being realized upon ultimate settlement with the tax authority assuming full knowledge of the position and relevant facts.

 

Going concern

The accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities and commitments in the normal course of business. As reflected in the accompanying financial statements, for the nine months ended September 30, 2022, the Company incurred a net loss of $55,552 and negative operating cash flow of $63,807. These factors raise substantial doubt about the Company’s ability to continue as a going concern within one year of the date that the financial statements are issued. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

The Company’s ability to continue as a going concern is dependent upon improving its profitability and the continuing financial support from its major shareholders. Management believes the existing shareholders or external financing will provide the additional cash to meet the Company’s obligations as they become due. No assurance can be given that any future financing, if needed, will be available or, if available, that it will be on terms that are satisfactory to the Company. Even if the Company is able to obtain additional financing, if needed, it may contain undue restrictions on its operations, in the case of debt financing, or cause substantial dilution for its stock holders, in the case of equity financing.

F-8F-7
 

 

ASIAFIN HOLDINGS CORP.

NOTES TO CONDENSED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2022

(Currency expressedThe Company conducts major businesses in United States Dollars (“US$”), except for numberMalaysia and is subject to tax in their own jurisdictions. As a result of shares)

(UNAUDITED)its business activities, the Company will file separate tax returns that are subject to examination by the foreign tax authorities.

 

Net loss per share

The Company calculates net loss per share in accordance with ASC Topic 260 “Earnings per share”. Basic loss per share is computed by dividing the net loss by the weighted average number of common shares outstanding during the period. Diluted loss per share is computed similar to basic loss 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.

Foreign currencies translation

The reporting currency of the Company and its subsidiaries in Labuan and Hong Kong is United States Dollars (“US$”) which being the primary currency of the economic environment in which these entities operate.

 

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 statement of operations and comprehensive income (loss).

The functional currency of the Company is the United States Dollars (“US$”) and the accompanying financial statements have been expressed in US$. In addition, the Company’s subsidiary maintains its books and record in Malaysia Ringgits (“MYR”), United States Dollars (“US$”) and Hong Kong Dollars (“HK$”), which is the respective functional currency as being the primary currency of the economic environment in which the entity operates.

In general, for consolidation purposes, assets and liabilities of its subsidiaries whose functional currency is not US$ are translated into US$, in accordance with ASC Topic 830-30, “Translation of Financial Statement”, 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 operations.foreign subsidiary are recorded as a separate component of accumulated other comprehensive income.

 

Translation of amounts from RM into US$1 and HK$the local currency of the Company into US$1 has been made at the following exchange rates for the respective periods:

SCHEDULE OF FOREIGN EXCHANGE RATE

  

As of and for the

Nine Months ended

September 30,

2022

  

As of and for the

Six Months ended June 30,

2021

 
       
Period-end RM : US$1 exchange rate  4.53   4.15 
Period-average RM : US$1 exchange rate  4.35   4.10 
Period-end HK$: US$1 exchange rate  7.85   7.77 
Period-average HK$ : US$1 exchange rate  7.84   7.76 
  

For the period three months ended

March 31

 
  2023  2022 
Period-end MYR : US$1 exchange rate  4.42   4.20 
Period-average MYR : US$1 exchange rate  4.39   4.20 
Period-end HK$ : US$1 exchange rate  7.75   7.83 
Period-average HK$ : US$1 exchange rate  7.75   7.81 

 

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

ASIAFIN HOLDINGS CORP.

NOTES TO CONDENSED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2022

(Currency expressed in United States Dollars (“US$”), except for number of shares)

(UNAUDITED)

Fair value of financial instruments:

 

The carrying value of the Company’s financial instruments: cash and cash equivalents, prepayment,trade receivable, deposits accounts payable and accrued liabilitiesother receivables, amount due to related parties and other payables approximate at their fair values because of the short-term nature of these financial instruments.

 

The Company also follows the guidance of the ASC Topic 820-10, “Fair Value Measurements and Disclosures” (“ASC 820-10”), with respect to financial assets and liabilities that are measured at fair value. ASC 820-10 establishes a three-tier fair value hierarchy that prioritizes the inputs used in measuring fair value as follows:

 

Level 1: Observable inputs such as quoted prices in active markets;

 

Level 2: Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and

 

F-8

Level 3: 3 : Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions.

 

Recent accounting pronouncementsAs of March 31, 2023, the Company did not have any nonfinancial assets and liabilities that are recognized or disclosed at fair value in the financial statements, at least annually, on a recurring basis, nor did the Company have any assets or liabilities measured at fair value on a non-recurring basis.

 

ASB issues variousNet Income/(Loss) per Share

The Company calculates net income/(loss) per share in accordance with ASC Topic 260, “Earnings per Share.” Basic income/(loss) per share is computed by dividing the net income/(loss) by the weighted-average number of common shares outstanding during the period. Diluted income per share is computed similar to basic income/(loss) 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.

Lease

The Company offices for fixed periods pre-emptive extension options. The Company recognizes lease payments for its short-term lease on a straight-line basis over the lease term.

Lease liability is initially and subsequently measured at the present value of the unpaid lease payments at the lease commencement date. The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for lease payments made at or before the lease commencement date, plus any initial direct costs incurred less any lease incentives received. Costs associated with operating lease assets are recognized on a straight-line basis within operating expenses over the term of the lease.

In determining the present value of the unpaid lease payments, ASC 842 requires a lessee to discount its unpaid lease payments using the interest rate implicit in the lease or, if that rate cannot be readily determined, its incremental borrowing rate. As most of the Company leases do not provide an implicit rate, the Company uses its incremental borrowing rate as the discount rate for the lease. The Company incremental borrowing rate is estimated to approximate the interest rate on a collateralized basis with similar terms and payments.

Recently Adopted Accounting Standards Updates relating to

In June 2016, the treatment and recording of certain accounting transactions. On June 10, 2014, the Financial Accounting Standards BoardFASB issued Accounting Standards Update (ASU) No. 2014-10, Development Stage Entities (Topic 915) Elimination of Certain Financial Reporting Requirements, including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation, which eliminates the concept of a development stage entity (DSE) entirely from current accounting guidance. The Company has elected adoption of this standard, which eliminates the designation of DSEs and the requirement to disclose results of operations and cash flows since inception.


In May 2019, the FASB issued ASU 2019-05, which is an update to ASU
Update No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which introduced the expected credit losses methodology for the measurement of credit losses on financial assets measured at amortized cost basis, replacing the previous incurred loss methodology. The amendments in Update 2016-13 added Topic 326, Financial Instruments—Credit Losses, and made several consequential amendments to the Codification. The amendments in this Update address those stakeholders’ concerns by providing an option to irrevocably elect the fair value option for certain financial assets previously measured at amortized cost basis. For those entities, the targeted transition relief will increase comparability of financial statement information by providing an option to align measurement methodologies for similar financial assets. Furthermore, the targeted transition relief also may reduce the costs for some entities to comply with the amendments in Update 2016-13 while still providing financial statement users with decision-useful information. In November 2019, the FASB issued ASU No. 2019-10 which to updatehighlighted the effective date of ASU No. 2016-13 for private companies, not-for-profit organizations and certainadoption timeline. For smaller reporting companies applyingentities, Topic 326 is effective for credit losses, leases, and hedging standard. The new effective date for these preparers is for fiscal yearsannual periods beginning after December 15, 2022. ASU 2019-052022, including interim periods within those fiscal years, of which is effective for the Company for annual and interim reporting periods beginningon January 1, 2023 as2023.

Credit loss rate is determined by historical collection based on aging schedule, adjusted for current conditions using reasonable and supportable forecasts. Based on the Companyaging categorization and the adjusted loss rate per category, an allowance for credit losses is qualified as a smaller reporting company. The Company is currently evaluatingcalculated by multiplying the impact ASU 2019-05 may have on its consolidated financial statements.adjusted loss rate with the amortized cost in the respective age category.


The Company has reviewed all recently issued, but not yet effective, accounting pronouncements and do not believe the future adoption of any such pronouncements may be expected to cause a material impact on its financial condition or the results of its operations.
Recently Issued Accounting Standards

 

The Company reviews new accounting standards as issued. Management has reviewed all recently issued, but not yet effective, accounting pronouncements and does not believe the future adoption ofidentified any such pronouncements may be expected to causeother new standards that it believes will have a materialsignificant impact on the Company’s financial statements.

F-9

3. BUSINESS COMBINATIONS

On January 23, 2023, the Company acquired 100% equity interest in StarFIN Holdings Limited and its financial condition orsubsidiaries which offers a range of system solutions services naming from Payment Processing, Robotic Process Automation (RPA), and Regulatory Technology (RegTech) services through its wholly owned subsidiaries, which are StarFIN Asia Sdn Bhd., OrangeFIN Asia Sdn. Bhd., OrangeFIN Academy Sdn. Bhd., Insite MY Innovations Sdn. Bhd., and Insite MY Systems Sdn. Bhd.

The acquisition of SFHL has been accounted for under the resultspurchase method of its operations.accounting in accordance with Statement of Financial Accounting Standards No. 141, “Business Combinations.” Under the purchase method of accounting, the purchase price is allocated to the assets acquired and liabilities assumed based on their estimated fair values.

4. TRADE RECEIVABLE

SCHEDULE OF TRADE RECEIVABLE

  

As of

March 31, 2023

  

As of

December 31, 2022

 
Trade receivable, gross $528,679  $             - 
Allowance for expected credit loss  (64,918)  - 
Trade receivable, net $463,761  $- 

5. PREPAYMENT, DEPOSITS AND OTHER RECEIVABLES

SCHEDULE OF PREPAYMENT, DEPOSITS AND OTHER RECEIVABLES

  

As of

March 31, 2023

  

As of

December 31, 2022

 
Rental deposits $26,940  $- 
Prepaid expenses  58,897   - 
Other receivables  264   3,000 
Other deposits  4,305   - 
Unbilled revenue  -   - 
Total $90,406  $3,000 

The rental deposits represent the deposit of the tenancy agreements.

Prepaid expenses include website domain, third party software maintenance and subscription, rental, employee and motor vehicle insurance.

Other receivables include deposits payment made for utility purposes, car park for director and employees.

Other deposits primarily consist of deposit made for security deposit for renovation.

6. PROPERTY, PLANT AND EQUIPMENT, NET

SCHEDULE OF PROPERTY, PLANT AND EQUIPMENT

  

As of

March 31, 2023

  

As of

December 31, 2022

 
Computer systems $259,585  $

              -

 
Furniture and fittings  82,555   - 
Electrical fittings  9,889   - 
Handphone  49,414   - 
Office equipment  92,863   - 
Renovation  82,381   - 
Motor vehicle  378,440   - 
Property  418,278   - 
Total property, plant and equipment $1,373,405  $- 
Less: Accumulated depreciation  (801,229)  - 
Total property, plant and equipment, net $572,176  $- 

SCHEDULE OF INVESTMENT IN PROPERTY AND PLANT

  For three months ended March 31, 2023  For the year ended December 31, 2022 
Investment in computer systems $8,538  $

               -

 
Investment in furniture and fittings  -   

-

 
Investment in handphone  -   

-

 
Investment in office equipment  2,494   

-

 
Investment in renovation  363   

-

 
Investment in property  -   

-

 
Total investment in property and plant $11,395  $

-

 
       

 

 
Depreciation for the period  22,396  $

-

 

For the year ended December 31, 2022, the Company acquired a property amounted $420,225 financed through loan from director which is unsecured, non-interest bearing and payable on demand and cash in hand.

 

F-10
 

 

ASIAFIN HOLDINGS CORP7. OTHER PAYABLES AND ACCRUED LIABILITIES

NOTES TO CONDENSED FINANCIAL STATEMENTSSCHEDULE OF ACCRUED EXPENSES AND OTHER PAYABLES

  

As of

March 31, 2023

  

As of

December 31, 2022

 
Accrued expenses $311,097  $17,805 
Other payable  80,149   - 
Receipt in advance  418,713   - 
Total $809,959  $17,805 

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2022Accrued expenses consist of outstanding audit fee, employee claims and salary, service tax and miscellaneous expenses.

(Currency expressed in United States Dollars (“US$”), except for number of shares)

(UNAUDITED)Other payable includes primarily service tax payable.

Receipt in advance consist of monies received from customer but have yet to satisfied performance obligation.

 

3.8. COMMON STOCKAMOUNT DUE TO DIRECTOR

BetweenAs of March 31, 2023, the period April 27, 2021company had an outstanding amount due to September 30, 2021,director amounted $265,441, mainly consist of a loan from Mr. Wong Kai Cheng for the Company issued 837,300 sharesacquisition of common stock at a price of $1.00 per share through the Initial Public Offering (IPO) to 37 non-US residents.property.

 

As of September 30, 2022, AsiaFIN Holdings Corp. has an issuedAforementioned amount is unsecured, non-interest bearing and outstanding common share of 73,319,800.payable on demand.

 

4.9. CASH AND CASH EQUIVALENTSAMOUNT DUE TO A RELATED PARTIES

 

As of September 30, 2022,March 31, 2023, the Company recorded cashhas an outstanding amount due to a number of related companies with common director and cash equivalents ofshareholder pertaining to miscellaneous expenses made by these related parties on behalf in aggregate amounted $916,8741,495 which consists of cash on hand and bank balances.  .

 

AsAforementioned amount is unsecured, non-interest bearing and payable on demand.

For the three months ended March 31, 2023, the Company has paid $24,202 to Ms. Tan Siew Meng, spouse of December 31,our Chief Executive Officer, Mr. Wong Kai Cheong pertaining to leasing of office space.

10. HIRE PURCHASE

On April 30, 2021, the Company recordedthrough subsidiary acquired a motor vehicle amounted $69,148 financed by $36,006 hire purchase loan for 36 months at a fixed flat rate of 1.88% per annum with first installment commencing June 5, 2021 and monthly installment amounted approximately $1,063. Remaining balance finance through cash and cash equivalents of $980,681 which consists of cash on hand and bank balances.in hand.

 

For the three months ended March 31, 2023, the Company repaid $2,866 in hire purchase loan with an outstanding $13,631 as of March 31, 2023.

Maturities of the loan for each of the two years and thereafter are as follows:

SCHEDULE OF MATURITIES OF THE LOAN

Year ending December 31    
2023 $8,699 
2024 $4,932 
Total $13,631 

F-11
 

 

ASIAFIN HOLDINGS CORP11. LEASE RIGHT-OF-USE ASSET AND LEASE LIABILITIES

SCHEDULE OF LEASE RIGHT OF USE ASSETS AND LEASE LIABILITIES

Right-Of-Use Assets    
Balance as of December 31, 2020 $

152,685

 
Amortization for the year ended December 31, 2021  

(87,327

)
Balance as of December 31, 2021 $

65,358

 
Recognition of new lease  

163,956

 
Amortization for the year ended December 31, 2022  

(90,886

)
Adjustment for foreign currency translation difference  

(3,621

)
Balance as of December 31, 2022 $

134,807

 
Amortization for the three months ended March 31, 2023 (22,588)
Adjustment for foreign currency translation difference  

(467

)
Balance as of March 31, 2023 $111,752 
     
Lease Liability    
Balance as of December 31, 2020 $

152,685

 
Imputed interest for the year ended December 31, 2021  

5,369

 
Gross repayment for the year ended December 31, 2021  

(92,696

)
Balance as of December 31, 2021 $

65,358

 
Recognition of new lease  

163,956

 
Imputed interest for the year ended December 31, 2022  

4,212

 
Gross repayment for the year ended December 31, 2022  

(95,098

)
Adjustment for foreign currency translation difference  (3,621)
Balance as of December 31, 2022 $

134,807

 
Imputed interest for three months ended March 31, 2023 1,614 
Gross repayment for three months ended March 31, 2023 (24,202)
Adjustment for foreign currency translation difference  

(467

)
Balance as of March 31, 2023 111,752 
     
Lease liability current portion  81,687 
Lease liability non-current portion $30,065 

Other information:

SCHEDULE OF OTHER INFORMATION

  Three months ended March 31, 2023  Three months ended March 31, 2022 
Cash paid for amounts included in the measurement of lease liabilities:        
Operating cash flow to operating lease $24,202  $- 
Right-of-use assets obtained in exchange for operating lease liabilities  -   - 
Remaining lease term for operating lease (years)  1.35   - 
Weighted average discount rate for operating lease  5.40%  -%

NOTES TO CONDENSED FINANCIAL STATEMENTS12. CONCENTRATION OF RISK

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2022

(a)Major Customers

 

(Currency expressed in United States Dollars (“US$”)For the three months ended March 31, 2023, the Company generated total revenue of $474,802, exceptof which four customers accounted for numbermore than 10% of shares)

(UNAUDITED)the Company’s total revenue. For the three months ended March 31, 2022, the Company does not generate any revenue and hence there was no customer accounted for more than 10% of the Company’s revenue. The customers who accounted for more than 10% of the Company’s total revenue and its outstanding receivable balance at period-end is presented below:

 

5. DEPOSIT AND OTHER RECEIVABLESSCHEDULE OF CONCENTRATION OF RISK

  For the three months ended March 31 
  2023  2022  2023  2022  2023  2022 
  Revenue  

Percentage of

Revenue

  Accounts
receivable, gross
 
                   
Customer A $97,543  $-   21%  -% $-  $- 
Customer B  78,464   -   17%  -%  207,487   - 
Customer C  72,861   -   15%  -%  -   - 
Customer D  54,145   -   11%  -%  56,991   - 
Others  171,789   -   36%  -%  264,201   - 
Total $474,802  $-   100%  -% $528,679  $- 

(b)Major Suppliers

For the three months ended March 31, 2023, the Company incurred cost of revenue of $53,662, of which four suppliers accounted for more than 10% of the Company’s cost of revenue. For the three months ended March 31, 2022, the Company does not incur any cost of revenue and hence there was no supplier accounted for more than 10% of the Company’s cost of revenue. The suppliers who accounted for more than 10% of the Company’s cost of revenue and its outstanding payable balance at period-end is presented below:

 

Deposit and Other receivables consisted of the following as of September 30, 2022 and December 31, 2021.

SCHEDULE OF OTHER RECEIVABLESCONCENTRATION OF RISK

  

As of

September 30,
2022

(Unaudited)

  

As of

December 31,

2021

(Audited)

 
Deposit and other receivables $3,000  $1,249 
Total Deposit and other receivables $3,000  $1,249 
  For the three months ended March 31 
  2023  2022  2023  2022  2023  2022 
  Cost of revenue  

Percentage of

Cost of revenue

  Accounts
payable, trade
 
                   
Supplier A $23,877  $-   44%  -% $20,199  $- 
Supplier B  13,422   -   25%  -%  40,715   - 
Supplier C  7,286   -   14%  -%  -   - 
Supplier D  6,831   -   13%  -%  -   - 
Others  2,246   -   4%  -%  4,283   - 
Total $53,662  $-   100%  -% $65,197  $- 

 

AsOur Chief Executive Officer, Mr. Wong Kai Cheong is a majority shareholder of September 30, 2022, there are increase of $3,000 deposit for rental and there are decrease amounts of $1,249 on other receivables which are related party transactions and outstanding balances.Supplier A.

 

As of December 31, 2022, the other receivables consist of amount owing by a related party which was settled in 2022.

6. ACCOUNTS PAYABLE

Accounts payable consisted of the following as of September 30, 2022 and December 31, 2021.

SCHEDULE OF ACCOUNTS PAYABLE

  

As of

September 30,
2022

(Unaudited)

  

As of

December 31,

2021

(Audited)

 
Accounts payable $-  $4,200 
Total Accounts payable $-  $4,200 

7. OTHER PAYABLES AND ACCRUED LIABILITIES

Other payables and accrued liabilities consisted of the following as at September 30, 2022 and December 31, 2021.

SCHEDULE OF OTHER PAYABLES AND ACCRUED LIABILITIES

  

As of

September 30,

2022

(Unaudited)

  

As of

December 31,
2021

(Audited)

 
Accrued audit fees  2,800   7,500 
Other payables  3,000   1,500 
Total other payables and accrued liabilities $5,800  $9,000 

F-12
 

 

ASIAFIN HOLDINGS CORP.

13. NOTES TO CONDENSED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2022(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

(UNAUDITED)

8. INCOME TAXES

 

For the period/year September 30, 2022 and 2021, the local (United States) and foreign components ofThe loss before income taxes of the Company for the three months ended March 31, 2023 and 2022 were comprised of the following:

SCHEDULE OF COMPONENTS OF LOSS BEFORE INCOME TAXES

 2023  2022 
 

Nine months

ended

September 30,
2022

(Unaudited)

 

Nine months

ended

September 30,
2021

(Unaudited)

  For the three months ended March 31 
      2023  2022 
Tax jurisdictions from:                
- Local $(35,414) $(329,173) $(121,039) $(6,086)
- Foreign, representing        
Labuan  3,735   (8,277)
- Foreign, representing:        
Hong Kong  (22,736)  (1,477)  (10,189)  (2,450)
Loss before income tax $(54,415) $(338,927)
British Virginia Island (non-taxable jurisdiction)  (300)  - 
Labuan, Malaysia (non-taxable jurisdiction)  2,031   2,413 
Malaysia  (205,139)  - 
Income before income taxes $(334,636) $(6,123)

 

The provisionProvision for income taxes consisted of the following:

SCHEDULE OF PROVISION FOR INCOME TAXES

  

Nine months

ended

September 30,
2022

(Unaudited)

  

Nine months

ended

September 30,
2021

(Unaudited)

 
       
Current:        
- Local $-  $- 
- Foreign  (1,137)  643 
Deferred:        
-Local  -   - 
-Foreign  -   - 
Income tax expense $(1,137) $643 
  2023  2022 
  For the three months ended March 31 
  2023  2022 
Current:        
- Local $-  $- 
- Foreign $-  $- 
         
Deferred tax assets:        
- Local $-  $- 
- Foreign $549,319  $- 
         
Deferred tax liabilities:        
- Local $-  $- 
- Foreign $9,250  $- 
         
Income tax payable:        
- Local $-  $- 
- Foreign $206,643  $- 

 

The effective tax rate in the periods presented is the result of the mix of income earned in various tax jurisdictions that apply a broad range of income tax rates. The Company has subsidiaries that operate in various countries: United States, Labuan and Hong Kong thatAll Malaysia companies are subject to taxes in the jurisdictions in which they operate, as follows:Malaysia Corporate Tax Laws at a two-tier corporate income tax rate based on amount of paid-up capital. The 2022 tax rate for company with paid-up capital of MYR 2,500,000 (approximately $567,872) or less and that are not part of a group containing a company exceeding this capitalization threshold is 17% on the first MYR 600,000 (approximately $136,289) taxable profit with the remaining balance being taxed at 24%.

 

United States of America

The Company is registered in the State of Nevada and is subject to the tax laws of the United States of America. As of September 30, 2022, the operations in the United States of America incurred $483,180 of cumulative net operating losses which can be carried forward indefinitely to offset a maximum of 80% future taxable income. The Company has provided for a full valuation allowance of $81,174 against the deferred tax assets on the expected future tax benefits from the net operating loss carry forwards as the management believes it is more likely than not that these assets will not be realized in the future.

Labuan

Under the current laws of the Labuan, AsiaFIN Holdings Corp. is governed under the Labuan Business Activity Act, 1990. The tax charge for such company is based on 24% of net audited profit.

Hong Kong

AsiaFIN Holdings Corp. is subject to Hong Kong Profits Tax, which is charged at the statutory income tax rate of 8.25% on its assessable income.

The following table sets forth the significant components of the aggregate deferred tax assets of the Company as of September 30, 2022 and 2021:

SCHEDULE OF DEFERRED TAX ASSETS

  

Nine months

ended

September 30,
2022
(Unaudited)

  

Nine months

ended

September 30,
2021
(Unaudited)

 
       
Deferred tax assets:        
Net operating loss carry forwards        
-United States of America $81,174  $70,936 
-Labuan  -   - 
-Hong Kong  -   - 
Net operating loss carry forwards $81,174  $70,936 
Less: valuation allowance        
Deferred tax assets  81,174   70,936 
F-13

 

9.14. RELATED PARTY TRANSACTIONSDIVIDEND

As of September 30, 2022 and 2021, the Company related party transactions as follows:

SCHEDULE OF RELATED PARTY TRANSACTIONS

  

Nine months
ended

September 30,

2022

(Unaudited)

  

Nine months

ended

September 30,
2021

(Unaudited)

 
SEATech Ventures (HK) Limited1        
-Consultation fee $  -  $160,000 
         
Insite MY Innovations Sdn. Bhd.2        
-Rental $9,000  $- 

1SEATech Venture (HK) Limited, through its wholly subsidiary of SEATech Venture Corp is a 13.6% shareholder of the Company.
2Insite MY Innovations Sdn. Bhd., through its wholly subsidiary of StarFIN Asia Sdn. Bhd. Wong Kai Cheong is a 57.1% shareholder of the StarFIN Asia Sdn. Bhd. and is a 29.94% shareholder of the AsiaFIN Holdings Corp.

10. COMMITMENTS AND CONTINGENCIES

As of September 30, 2022, the Company has no commitments or contingencies involved.

11. CONCENTRATIONS OF RISK

(a) Major customers

 

For the three monthsyear ended September 30,December 31, 2022, Insite MY Innovations Sdn Bhd and 2021, there was no customer who accountedInsite MY Systems Sdn Bhd, passed a board resolution for 10% or moredeclaration of the Company’s revenues nor with significant outstanding receivables.dividend amounted MYR1,700,000 (approximately $385,680) and MYR4,294,000 (approximately $974,182), respectively to StarFIN Asia Sdn Bhd. Subsequently, StarFIN Asia Sdn Bhd passed a board resolution for declaration of dividend amounted MYR5,794,000 to Mr. Wong Kai Cheong and Mr. Hoo Swee Ping, before acquired by StarFIN Holdings Limited on January 20, 2023.

 

(b) Major vendorsNo dividend was declared for the three months ended March 31, 2023.

 

For the three months ended September 30, 2022 and 2021, there was no supplier who accounted for 10% or more of the Company’s purchases nor with significant outstanding payables.15. FOREIGN CURRENCY EXCHANGE RATE

(c) Credit risk

Financial instruments that are potentially subject to credit risk consist principally of accounts receivable. The Company believes the concentration of credit risk in its account receivables is substantially mitigated by its ongoing credit evaluation process and relatively short collection terms. The Company does not generally require collateral from customers. The Company evaluates the need for an allowance for doubtful accounts based upon factors surrounding the credit risk of specific customers, historical trends and other information.

(d) Exchange rate risk

 

The Company cannot guarantee that the current exchange rate will remain stable, therefore there is a possibility that the Company could post the same amount of income for two comparable periods and because of the fluctuating exchange rate actually post higher or lower income depending on exchange rate converted into US$ at the end of RM converted to US$ on that date.the financial year. The exchange rate could fluctuate depending on changes in political and economic environments without notice.

 

12. 16. SEGMENT INFORMATIONREPORTING

 

ASC 280, “Segment Reporting” establishes standards for reporting information about operating segments on a basis consistent with the Company’s internal organization structure as well as information about services categories, business segments and major customers in financial statements. The Company has single reportable segment based on business unit, information technology business and two reportable segments based on country, Malaysia and Non-Malaysia.

In accordance with the “Segment Reporting” Topic of the ASC, the Company’s chief operating decision maker has been identified as the Chief Executive Officer and President, who reviews operating results to make decisions about allocating resources and assessing performance for the entire Company. Existing guidance, which is based on a management approach to segment reporting, establishes requirements to report selected segment information quarterly and to report annually entity-wide disclosures about products and services, major customers, and the countries in which the entity holds material assets and reports revenue. All material operating units qualify for aggregation under “Segment Reporting” due to their similar customer base and similarities in economic characteristics; nature of products and services; and procurement, manufacturing and distribution processes.

 

SCHEDULE OF SEGMENT INFORMATIONREPORTING

  For the period ended September 30, 2022 
  United States  Malaysia  Hong Kong  Total 
             
Revenues $-  $-  $-  $- 
Cost of revenues $-  $-  $-  $- 
Net income / (loss) $(35,414) $2,839  $(22,977) $(55,552)
                 
Total assets $-  $890,489  $29,385  $919,874 
  For the Three Months Ended and
As of March 31, 2023
 
By Business Unit Information
Technology Business
  Total 
Revenue $474,802  $474,802 
         
Cost of revenue  (53,662)  (53,662)
         
Gross profit $421,140  $421,140 
         
Selling, general and administrative expenses and other income  (755,776)  (755,776)
         
Loss from operations  (334,636)  (334,636)
         
Total assets $3,444,632  $3,444,632 
Capital expenditure $11,395  $11,395 

 

  For the period ended September 30, 2021 
  United States  Malaysia  Hong Kong  Total 
             
Revenues $-  $-  $-  $- 
Cost of revenues $-  $-  $-  $- 
Net income / (loss) $(329,173) $(8,277) $(834) $(338,284)
                 
Total assets $1,249  $988,127  $30,932  $1,020,308 
F-14

  For the Three Months Ended and
As of March 31, 2023
 
By Country Malaysia  Non-Malaysia  Total 
Revenue $474,802  $-  $474,802 
             
Cost of revenue  (53,662)  -   (53,662)
             
Gross profit $421,140  $-  $421,140 
             
Selling, general and administrative expenses and other income  (632,279)  (123,497)  (755,776)
             
Loss from operations  (211,139)  (123,497)  (334,636)
             
Total assets $2,708,958  $735,674  $3,444,632 
Capital expenditure $11,395  $-  $11,395 

  For the Three Months Ended and
As of March 31, 2022
 
By Business Unit Information
Technology Business
  Total 
Revenue $-  $- 
         
Cost of revenue  -   - 
         
Gross profit $-  $- 
         
General and administrative expenses and other income  (6,123)  (6,123)
         
Loss from operations  (6,123)  (6,123)
         
Total assets $965,166  $965,166 
Capital expenditure $-  $- 

  For the Three Months Ended and
As of March 31, 2022
 
By Country Malaysia  Non-Malaysia  Total 
Revenue $-  $-  $- 
             
Cost of revenue  -   -   - 
             
Gross profit $-  $-  $- 
             
General and administrative expenses and other income  -   (6,123)  (6,123)
             
Loss from operations  -   (6,123)  (6,123)
             
Total assets $-  $965,166  $965,166 
Capital expenditure $-  $-  $- 

 

13. 17. SUBSEQUENT EVENTS

 

In accordance with ASC Topic 855, “Subsequent Events”, which establishes general standards of accounting for and disclosure of events that occur after the balance sheet date but before financial statements are issued, the Company has evaluated all subsequent events or transactions that occurred after March 31, 2023 up through the filing date of this Form 10-Q with the SEC, to ensure that this filing includes appropriate disclosure of events both recognized in the financial statements as of September 30, 2022, and events which occurred subsequently but were not recognized in theCompany presented these unaudited financial statements. During the period, there was no subsequent event that required recognition or disclosure.

 

F-13F-15
 

 

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

 

The information contained in this quarter report on Form 10-Q is intended to update the information contained in our Form S-1 Amendment No.3,10-K dated March 19, 2021,February 16, 2023, for the periodyear ended AugustDecember 31, 20202022 and presumes that readers have access to, and will have read, the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and other information contained in such Form S-1.10-K. The following discussion and analysis also should be read together with our consolidated financial statements and the notes to the consolidated financial statements included elsewhere in this Form 10-Q.

 

The following discussion contains certain statements that may be deemed “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements appear in a number of places in this Report, including, without limitation, “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” These statements are not guarantees of future performance and involve risks, uncertainties and requirements that are difficult to predict or are beyond our control. Forward-looking statements speak only as of the date of this quarterlyquarter report. You should not put undue reliance on any forward-looking statements. We strongly encourage investors to carefully read the factors described in our Form S-1 Amendment No.3, datedS-1/A registration statement, filed on March 19, 2021, in the section entitled “Risk Factors” for a description of certain risks that could, among other things, cause actual results to differ from these forward-looking statements. We assume no responsibility to update the forward-looking statements contained in this transitionquarter report on Form 10-Q. The following should also be read in conjunction with the unaudited Condensed Consolidated Financial Statements and notes thereto that appear elsewhere in this report.

 

Company Overview

 

AsiaFIN Holdings Corp, the USOur Company operates through its wholly owned subsidiary, AsiaFIN Holdings Corp, a Labuan Company; which operates through its wholly owned subsidiary, AsiaFIN Holdings Limited, a Hong Kong Company; The US, Labuan act solely for holding purposes whereas all currentoffer range of system solutions in Payment Processing, Robotic Process Automation (RPA), and future operations in Hong Kong are plannedRegulatory Technology (RegTech) to be carried out via AsiaFIN Holdings Limited, the Hong Kong Company. The purpose of the Hong Kong Company is to function as the current regional hub, carrying out the majority of operations of the Company.

All of the previous entities share the same exact business planfinancial institutions, regulatory agencies, professional service providers and private enterprises from various industries, with the goal of providing business mentoring services, nurturing and incubation services relating toexisting client businesses and corporate development advisory services to entrepreneurs in the broader technology industry, butAsia region with a specific focusover 60 key bank customers on the informationpayment processing and communication technology industry. We will, at least initially, primarily focus our efforts on nurturing ICT entrepreneursRobotic Process Automation solution company has more than 100 customers in Asia. Our advisory services will center on our “ICT Start-Up Mentorship Program”, which is designed to assist tech-based entrepreneurs in solving ICT industry pain points caused by technical insufficiencies, inappropriate financial modelling and weak strategic positioning within a competitive environment.solutions includes:

3

Results of OperationPayment Processing

 

ForWe have our own web-based payment processing system for check clearing used in central banks, financial institutions and payment system providers. This image-based check truncation system (CTS) is similar to the threeone used in the United States of America, under the CHECK21 standards. Our CTS systems are sold in Malaysia, Singapore, Indonesia, Philippines, Myanmar, Thailand, Pakistan and Bangladesh.

We also have a ISO20022 compliant payment gateway solutions for central bank and financial institutions that is capable of supporting the Straight Through Processing (STP) of all types of payment transactions (including SWIFT, Real-Time Gross Settlement (RTGS), GIRO (NACHA standards) and FAST payment and extendable to interface with various types of payment gateways. Our STP payment gateway are sold in Malaysia, Myanmar and Indonesia.

RegTech

We have a regulatory and financial reporting (RegTech) system which conform to XBRL reporting standards and other compliance reporting required by Regulatory agencies such as Central Bank, Securities Commission, Tax Authority Department and Companies Registry. Our reporting platform covers financial statistic reporting, credit risk exposure and analysis, risk management reports, FATCA & CRS reporting, external sector reporting, Goods and Services Tax (GST) reporting for reporting entities. We have more than 20 financial institutions using our platform.

Robotic Process Automation

We have our own Artificial Intelligent (AI) based, Robotic Process Automation Software (RPA) solutions for financial institutions, large corporations and small medium enterprises. RPA utilises software Robots for the automation of mundane, labour intensive, manual computer operations. Robots are utilized for the processes where it helps to reduce operational costs and also costs arising from human error. Our system automate the capturing of customer information from identity cards, passports and other identification peripherals. Our solution automatically extract data from customers’ identity card, passport, etc. and immediately fill-in the forms, eliminating the friction and errors caused by manual input, through Intelligent Character Recognition technology and other AI based technologies. Information extracted from an official identification document will then be checked against existing financial institutions database for regulatory screening in Internal Blacklist Check, Anti Money Laundering, Credit Scoring Check, FATCA, Common Reporting Standard (CRS) and ESG reporting, etc.

-3-

Results of operations

Three months ended September 30,March 31, 2023 and 2022and 2021

 

Revenues

 

For the three months ended September 30, 2022   and 2021,March 31, 2023, the Company has generated revenue in the amount of $0.$474,802. The revenue was generated as a result of the Company having provided services related to information technology business to the customers.

For the three months ended March 31, 2022, the Company does not generate any revenue.

 

Cost of RevenueSelling, General and Gross MarginAdministrative Expenses

 

For the three months ended September 30, 2022 and 2021, cost incurred arise in providing corporate development advisory services is $0 and generate a gross profit of $0March 31, 2023, the for the three months ended September 30, 2022 and 2021.  

GeneralCompany had selling, general and administrative expenses in the amount of $755,776. These were primarily comprised of salary expenses, audit fees, insurance and other professional fees.

 

For the three months ended September 30,March 31, 2022, and 2021, wethe Company had general and administrative expenses in the amount of $12,629 and $32,661 respectively, which was$6,123. These were primarily comprised of company consultation feeaudit fees and review fee.   other professional fees.

The significant increase of the general and administrative expenses was the result of the significant increase in salary expenses as the Company hired more employees to expand their business.

 

Net Loss

For the three months ended September 30, 2022 and 2021,March 31, 2023, the Company has incurred a net loss of $10,879 and $29,852 respectively. The loss is mainly derived from the general and administrative expenses.  $334,636.

 

For the three months ended March 31, 2022, the Company has incurred a net loss of $6,364.

4

 

Liquidity and Capital Resources

 

As of September 30,Three months ended March 31, 2023 and 2022 and December 31, 2021,   we had cash and cash equivalents of $916,874 and $980,681 respectively. We had negative operating cash flows due to minimal operating activity we expect increased levels of operating activities going forward will result in more significant cash outflows.

 

We depend substantially on financing activities to provide us with the liquidity and capital resources we need to meet our working capital requirements and to make capital investments in connection with ongoing operations. For the three months ended September 30, 2022 and 2021, we have met these requirements primarily from previous sales of our common stock.  

Cash Used In Operating Activities

 

For the ninethree months ended September 30, 2022March 31, 2023, the Company has received $489,867 provided by operating activity, of which primarily consist of increase in account payable, decrease in account receivable, decrease in prepayment, deposits and 2021 net cash usedother receivables, increase in operating activities was negative $63,807other payables and $345,301 which were the result of ouraccrued liabilities, increase in deferred revenue contra by net loss, attributable to administration expenses.  decrease in tax assets and reduction in lease liability.

 

Credit FacilitiesFor the three months ended March 31, 2022, the Company has used $16,764 in operating activity, of which primarily consist of net loss, decrease in account payable and decrease in other payables and accrued liabilities.

 

We do not have any credit facilities or other access to bank credit.Cash Used In Investing Activities

For the three months ended March 31, 2023 and 2022, the Company has invested $11,395 and $0 in investing activities, respectively for the acquisition of computer systems and office equipment.

Cash Provided by Financing Activities

For the three months ended March 31, 2023, the Company has used $407,196 in financing activity, primarily consist of advances to director and dividend paid.

For the three months ended March 31, 2022, the Company did not receive nor used any cash in financing activity.

-4-

Off-balance Sheet Arrangements

 

We have no significant off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in our financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to our stockholders as of September 30, 2022.March 31, 2023.

 

RecentContractual Obligations

As a smaller reporting company, we are not required to provide the aforementioned information.

Critical Accounting PronouncementsPolicies

 

The Company reviews new accounting standards as issued. Management has reviewed all recently issued, but not yet effective, accounting pronouncements and do not believe the future adoption ofidentified any such pronouncements may be expected to causeother new standards that it believes will have a materialsignificant impact on its financial condition or the results of its operations.

In May 2019, the FASB issued ASU 2019-05, which is an update to ASU Update No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which introduced the expected credit losses methodology for the measurement of credit losses on financial assets measured at amortized cost basis, replacing the previous incurred loss methodology. The amendments in Update 2016-13 added Topic 326, Financial Instruments—Credit Losses, and made several consequential amendments to the Codification. The amendments in this Update address those stakeholders’ concerns by providing an option to irrevocably elect the fair value option for certain financial assets previously measured at amortized cost basis. For those entities, the targeted transition relief will increase comparability of financial statement information by providing an option to align measurement methodologies for similar financial assets. Furthermore, the targeted transition relief also may reduce the costs for some entities to comply with the amendments in Update 2016-13 while still providing financial statement users with decision-useful information. In November 2019, the FASB issued ASU No. 2019-10, which to update the effective date of ASU No. 2016-13 for private companies, not-for-profit organizations and certain smaller reporting companies applying for credit losses, leases, and hedging standard. The new effective date for these preparers is for fiscal years beginning after December 15, 2022. ASU 2019-05 is effective for the Company for annual and interim reporting periods beginning January 1, 2023 as the Company is qualified as a smaller reporting company. The Company is currently evaluating the impact ASU 2019-05 may have on itsCompany’s consolidated financial statements.

FASB issues various Accounting Standards Updates relating to the treatment and recording of certain accounting transactions. On June 10, 2014, the Financial Accounting Standards Board issued Accounting Standards Update (ASU) No. 2014-10, Development Stage Entities (Topic 915) Elimination of Certain Financial Reporting Requirements, including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation, which eliminates the concept of a development stage entity (DSE) entirely from current accounting guidance. The Company has elected adoption of this standard, which eliminates the designation of DSEs and the requirement to disclose results of operations and cash flows since inception.

5

ITEMItem 3 QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISKQuantitative and Qualitative Disclosures About Market Risk.

 

As a “smaller reporting company” as defined by Item 10 of Regulation S-K, the Company is not required to provide information required by this Item.

 

ITEMItem 4 CONTROLS AND PROCEDURESControls and Procedures.

 

Evaluation of Disclosure Controls and Procedures:Procedures

We maintain disclosure controls and procedures, as defined in Rule 13a-15(e) promulgated under the Securities Exchange Act of 1934 (the “Exchange Act”), that are designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms and that such information is accumulated and communicated to our management, including our principal executive and principal financial officers, or persons performing similar functions, as appropriate, to allow timely decisions regarding required disclosure.

 

We carried out an evaluation, of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of September 30, 2022. This evaluation was carried out under the supervision and with the participation of our Chief Executive Officer. Based upon that evaluation,management, including our Chief Executive Officer concluded that,chief executive officer, of the effectiveness of our disclosure controls and procedures as of September 30, 2022,March 31, 2023. Based on the evaluation of these disclosure controls and procedures, and in light of the material weaknesses found in our internal controls over financial reporting, our chief executive officer concluded that our disclosure controls and procedures were not effective due to the presence of material weaknesses ineffective. The matters involving internal control over financial reporting.

A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the company’s annual or interim financial statements will not be prevented or detected on a timely basis. Management has identified the following material weaknesses which have caused management to conclude that, as of September 30, 2022, our disclosure controls and procedures were not effective:that our management considered to be material weaknesses under the standards of the Public Company Accounting Oversight Board were: (i) lack of a functioning audit committee due to a lack of a majority of independent members and a lack of a majority of outside directors on our board of directors, resulting in ineffective oversight in the establishment and monitoring of required internal controls and procedures; (ii) inadequate segregation of duties and effective risk assessment; and (ii)(iii) insufficient written policies and procedures for accounting and financial reporting with respect to the requirements and application of both US GAAP and SEC guidelines.guidelines; and (iv) lack of internal audit function due to the fact that the Company lacks qualified resources to perform the internal audit functions properly and that the scope and effectiveness of the internal audit function are yet to be developed. The aforementioned material weaknesses were identified by our chief executive officer in connection with the review of our financial statements as of March 31, 2023.

-5-

Management’s Report on Internal Control over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act. Our internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. The internal controls for the Company are provided by executive management’s review and approval of all transactions. Our internal control over financial reporting also includes those policies and procedures that:

1.pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of our assets;
2.provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with U.S. GAAP, and that our receipts and expenditures are being made only in accordance with the authorization of our management; and
3.provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Management assessed the effectiveness of the Company’s internal control over financial reporting as of March 31, 2023. In making this assessment, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission in Internal Control-Integrated Framework. Management’s assessment included an evaluation of the design of our internal control over financial reporting and testing of the operational effectiveness of these controls.

As of March 31, 2023, management assessed the effectiveness of our internal control over financial reporting based on the criteria for effective internal control over financial reporting established in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”) in 2013 and SEC guidance on conducting such assessments. Based on such evaluation, the Company’s management concluded that, during the period covered by this Report, our internal control over financial reporting were not effective due to the presence of material weaknesses.

 

Changes in Internal Control over Financial Reporting:

 

There were no changes in our internal control over financial reporting during the quarter ended September 30, 2022,three months ending March 31, 2023, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

6-6-

PART II — OTHER INFORMATION

 

Item 1. Legal Proceedings

 

We know of no materials, active or pending legal proceedings against us,are not subjected to nor are we involved as a plaintiffengaged in any litigation, arbitration or claim of material proceedingsimportance, and no litigation, arbitration or claim of material importance is known to us to be pending litigation. Thereor threatened by or against our Company that would have a material adverse effect on our Company’s results of operations or financial condition. Further, there are no proceedings in which any of our directors, officers or affiliates, or any beneficial shareholder are an adverse party or has a material interest adverse to us.our Company.

Item 1A. Risk Factors.

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

 

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

 

None.

 

Item 3. Defaults Upon Senior Securities

 

NoneNone.

 

Item 4. Mine Safety Disclosures

 

Not applicable.

 

Item 5. Other Information.

 

None.

7

ITEM 6. Exhibits

 

Exhibit No.Description
31.1 Rule 13(a)-14(a)/15(d)-14(a) Certification of principal Chief Executive Officer*executive officer
   
31.2Rule 13(a)-14(a)/15(d)-14(a) Certification of principal Director*financial officer and principal accounting officer
32.1Section 1350 Certification of principal executive officer
   
32.132.2Certification pursuant to 18 U.S.C Section 1350 As adopted pursuant to section 906Certification of the Sarbanes-Oxley Act of 2002 by Chief Executive Officer *principal financial officer and principal accounting officer
32.2Certification pursuant to 18 U.S.C Section 1350 As adopted pursuant to section 906 of the Sarbanes-Oxley Act of 2002 by Director *
101.INS Inline XBRL Instance Document*Document
   
101.SCH Inline XBRL Taxonomy Extension Schema Document*Document
   
101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document*Document
   
101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document*Document
   
101.LAB Inline XBRL Taxonomy Extension Label Linkbase Document*Document
   
101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document*Document
   
104 Cover Page Interactive Data File (formatted in(embedded within the Inline XBRL and contained in Exhibit 101)document)

 

* Filed herewith.

8-7-

 

SIGNATURES

 

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrantRegistrant has duly caused this reportReport to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 AsiaFIN Holdings CorpCorp.
 (Name of Registrant)
  
Date: NovemberAugust 14, 2022
2023By:/s/ WONG KAI CHEONGWong Kai Cheong
 Title:

Chief Executive Officer,

President, Director, Secretary and Treasurer

  President, Director, Secretary(Principal Executive Officer)
Date: August 14, 2023By:/s/ Cham Hui Yin
Title:Finance Manager
(Principal Financial Officer and TreasurerPrincipal Accounting Officer)

 

Date: November 14, 2022By:/s/ SEAH KOK WAH
Title:Director

9-8-