Median 10-Q 28 Mar 16 2015 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2015	Dec. 15, 2015
Document And Entity Information
Entity Registrant Name	China Media Group CORP
Entity Central Index Key	1,211,211
Document Type	10-Q
Document Period End Date	Mar. 31, 2015
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Is Entity a Well-known Seasoned Issuer?	No
Is Entity a Voluntary Filer?	No
Is Entity's Reporting Status Current?	Yes
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		11,307,232,960
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2,015

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($)	Mar. 31, 2015	Dec. 31, 2014	Jun. 30, 2014
Current assets:
Prepayments and deposits	$ 578	$ 4,538	$ 4,538
Assets of operations held for sale	7,018,920	7,389,418	7,389,418
Total current assets	7,019,498	7,393,956	7,393,956
Current liabilities:
Other payables and accruals	639,803	639,248	639,248
Amounts due to related parties	186,667	146,667	146,667
Liabilities of operations held for sale	12,947,280	12,289,736	12,289,736
Total current liabilities	13,773,750	13,075,651	13,075,651
Long-term debts:
Shareholder loan	2,000,000	2,000,000	2,000,000
Total non-current liabilities	2,000,000	2,000,000	2,000,000
Total liabilities	15,773,750	15,075,651	15,075,651
Stockholders' deficits:
Common stock, no par value, 85,000,000,000 shares authorized, 11,307,232,960 (2014: 11,307,232,960) shares issued and outstanding	2,775,230	2,775,230	2,775,230
Accumulated deficits	(10,004,980)	(9,140,232)	(9,140,232)
Accumulated other comprehensive income	585,258	414,748	414,748
Total Median Group Inc. stockholders' deficits	(6,644,492)	(5,950,254)	(5,950,254)
Non-controlling interest	(2,109,760)	(1,731,441)	(1,731,441)
Total stockholders’ deficits	(8,754,252)	(7,681,695)	(7,681,695)
Total liabilities and stockholders’ deficits	$ 7,019,498	$ 7,393,956	$ 7,393,956

CONDENSED CONSOLIDATED BALANCE3

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($)	Mar. 31, 2015	Dec. 31, 2014	Jun. 30, 2014
Statement of Financial Position [Abstract]
Common stock, shares authorized	85,000,000,000	85,000,000,000	85,000,000,000
Common stock, shares issued	11,307,232,960	11,307,232,960	11,307,232,960
Common stock, shares outstanding	11,307,232,960	11,307,232,960	11,307,232,960
Common stock, value	$ 2,775,230	$ 2,775,230	$ 2,775,230

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) / INCOME (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
Income Statement [Abstract]
Net revenue
Cost of revenue
Gross profit
Operating expenses:
Administration expenses	$ (7,155)	$ (7,798)
Selling and distribution expenses
Total operating expenses	$ (7,155)	$ (7,798)
Operating income from continuing operations	$ (7,155)	(7,798)
Other income / (expenses)
Other income		400,050
Gain on disposal of subsidiaries		420,362
Interest expenses	$ (40,000)	(26,667)
(Loss)/income from continuing operations	(47,155)	785,947
Discontinued operations, net of tax	(1,293,660)	(518,737)
Net (loss)/income	(1,340,815)	267,210
Less: Net loss attributable to non-controlling interests	(476,067)	(190,895)
Net (loss)/income attributable to Median Group Inc.	$ (864,748)	$ 458,105
Continuing operations	$ 0	$ 0
Discontinued operations	$ 0	$ 0
Basic and diluted weighted average number of common shares *	11,307,232,960	7,796,100,742
Net (loss)/income	$ (1,340,815)	$ 267,210
Other comprehensive income, net of tax
Foreign currency translation gain/(loss)	$ 268,258	(25,593)
Release of exchange reserve arising from disposal of subsidiaries		(82,615)
Total comprehensive (loss)/income	$ (1,072,557)	159,002
Less: Net income attributable to non-controlling interests	(476,067)	(190,895)
Less: Other comprehensive income attributable to non-controlling interests - foreign currency translation (loss)/gain	97,748	(8,184)
Total comprehensive loss attributable to Median Group Inc.	$ (694,238)	$ 358,081

CONDENSED CONSOLIDATED STATEME5

CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (Unaudited) - 3 months ended Mar. 31, 2015 - USD ($)	Common Stock	Accumulated Other Comprehensive Income/ (Loss)	Accumulated Deficit	Noncontrolling Interest	Total
Balance (in shares) at January 1, 2015 (Audited) at Dec. 31, 2014	11,307,232,960				11,307,232,960
Balance at January 1, 2015 (Audited) at Dec. 31, 2014	$ 2,775,230	$ 414,748	$ (9,140,232)	$ (1,731,441)	$ 2,775,230
Other comprehensive income - foreign currency translation gain		$ 170,510		97,748	268,258
Net loss for the period			$ (864,748)	(476,067)	$ (1,340,815)
Balance (in shares) at March 31, 2015 at Mar. 31, 2015	11,307,232,960				11,307,232,960
Balance at March 31, 2015 at Mar. 31, 2015	$ 2,775,230	$ 585,258	$ (10,004,980)	$ (2,109,760)	$ (8,754,252)

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
Cash flows from operating activities:
Net (loss)/income	$ (1,340,815)	$ 267,210
Decrease in assets:
Prepayments and deposits	3,960
Increase/(Decrease) in liabilities:
Asset of operations held for sale – net liabilities	1,028,042	$ 138,215
Other payables and accruals	555	(408,743)
Amounts due to related parties	40,000	26,667
Net cash (used in)/generated from operating activities	$ (268,258)	$ 23,349
Cash flows from investing activities
Cash flows from financing activities :
Effect of exchange rate in comprehensive income	$ 268,258	$ (23,349)
Net increase in cash and cash equivalents
Cash and cash equivalents - net, beginning
Cash and cash equivalents - net, ending
Supplemental disclosure of cash flow information:
Interests paid
Income tax paid

NOTE 1 - ORGANIZATION

NOTE 1 - ORGANIZATION	3 Months Ended
	Mar. 31, 2015
Notes to Financial Statements
NOTE 1 - ORGANIZATION	NOTE 1 ORGANIZATION Median Group Inc. (formerly known as Clixster Mobile Group Inc. with effect from April 3, 2014 to October 7, 2015 and prior to this period known as China Media Group Corporation) (the "Company") is a Texas corporation, incorporated on October 1, 2002. In January 2006, the Company established a wholly owned subsidiary Ren Ren Media Group Limited, a company incorporated in Hong Kong, as its operating company in Hong Kong. In March 2007, the Company acquired all the outstanding shares of Good World Investments Limited, a British Virgin Islands corporation that holds 50% of Beijing Ren Ren Health Culture Promotion Limited, a company incorporated in China in the advertising and media business in China. In May 2009, the Group established a 50/50 joint venture company, ATC Marketing Limited, which is to be in the business of marketing and distributing of convergent multimedia communication and internet devices. In June 2012, the Company acquired 100% equity interests of A-Team Resources Sdn. Bhd. (“A-Team”), a distributor of electronics and light appliances, at a consideration price of $2,011,607 by the issuance of 558,779,837 shares, at a price of $0.0036 per share. The Group is engaged in the distribution of electronics and light appliances and the marketing and distribution of convergent devices and the consultancy of resources management. During the period, the Group derived its revenue from consultancy services and in the distribution of electronic products. On January 15, 2014, the Company sold its subsidiaries namely Ren Ren Media Group Limited, ATeam Resources Sdn Bhd, Good World Investments Limited and Beijing Ren Ren Health Culture Promotion Limited (the “Disposed Subsidiaries”) containing its light appliances distribution business and advertising business in China. On January 31, 2014, the Group closed the transaction to acquire 63.2% of Clixster Mobile Sdn. Bhd. (“CMSB”), a company incorporated in Malaysia by the issuance of 10,193,609,664 in the Company at a price of at a price of $0.025 per share. CMSB is a mobile virtual network provider and principally engaged in providing cellular and mobile broadband services in Malaysia. CMSB was treated as the acquirer for accounting purpose since the original stockholders of CMSB owned a majority (85%) of the shares of the Company’s common stock immediately following the completion of the transaction. CMSB was the legal acquiree but deemed to be the accounting acquirer. The Company was the legal acquirer but deemed to be the accounting acquiree in the reverse merger. The historical financial statements prior to the acquisition are those of the accounting acquirer (CMSB). Historical stockholders’ equity of the acquirer prior to the merger are retroactively restated (a recapitalization) for the equivalent number of shares received in the merger. Operations prior to the merger are those of the acquirer. After completion of the transaction, the Company’s consolidated financial statements include the assets and liabilities, the operations and cash flow of the Company and its subsidiaries. Subsequent to the period end, on July 28, 2015, the Company disposed of its 63.2% of CMSB to refocus the business of the Group to sell prepaid telecom cards rather than operating a mobile network virtual operator (“MNVO”) operation, with a gain of approximately $5 million. Also, on December 11, 2015 the Company acquired shares in Naim Indah Mobile Communication Limited (“NIMC”), a company engaged in providing mobile communication services through MVNO platform. NIMC has an exclusive agreement with MyAngkasa Holdings Sdn. Bhd. for the provision of telecom services to Angkasa members. Further details can be found in Note 13 of the financial statements enclosed herein this report. The Company intends to focus on post-paid customers in working with Angkasa.

NOTE 2 - SUMMARY OF SIGNIFICANT

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES & REALIZATION OF ASSETS	3 Months Ended
	Mar. 31, 2015
Notes to Financial Statements
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES & REALIZATION OF ASSETS	NOTE 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES & REALIZATION OF ASSETS Basis of Presentation The accompanying condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the U.S. Securities and Exchange Commission, and should be read in conjunction with the audited financial statements and notes thereto for the year ended December 31, 2014. As permitted under the rules of the SEC for interim reporting, they do not include all information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. However, except as disclosed herein, there has been no material change in the information disclosed in the notes to the financial statements for the year ended December 31, 2014 included in the Company Form 10-K filed with the Securities and Exchange Commission. At the date of this report, the Company has filed Form 8-K to effect a reverse merger between the Company and CMSB at January 31, 2014. The Company’s consolidated financial statements include the assets and liabilities, the operations and cash flows of CMSB before the transaction and the Company and its subsidiaries after the transaction. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation of financial position and results of operations for the interim period presented have been included. Operating results for the interim period are not necessary indicative of the results that may be expected for the respective full year. Principles of Consolidation The condensed consolidated financial statements for the period ended March 31, 2015 include the financial statements of the Company and its wholly owned subsidiary Qultec Sdn. Bhd. (formerly known as CMG Resources Sdn. Bhd.), its 50% equity interest subsidiary ATC Marketing Limited (“ATC”) and its 63.2% equity interest subsidiary Clixster Mobile Sdn. Bhd. (“CMSB”). The Company consolidated the 50% subsidiary ATC during the period as it controls the board of director of this ATC. Subsequent to the period of this report, in July and August 2015, the Company disposed its subsidiary companies namely its 63.2% subsidiary in CMSB and its 50% subsidiary ATC (collectively the “Disposed Companies”). Accordingly the operating results of the Disposed Companies are disclosed as Discontinued Operations - Net of Tax in the condensed statement of operation for all period presented. In addition, the assets and liabilities of these Disposed Companies are reported as Assets of Operations Held for Sale and Liabilities of Operations Held for Sale, as appropriate, in the condensed consolidated balance sheet. The results of subsidiaries acquired or sold during the period are consolidated from their effective dates of acquisition or through their effective dates of disposition, respectively. All significant inter-company transactions and balances have been eliminated on consolidation. Use of Estimates The preparation of condensed consolidated financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Net (Loss) Income Per Share Basic earnings per share were computed by dividing net loss by the weighted average number of shares of common stock outstanding during the year. Diluted loss per common share for the period ended March 31, 2015 and 2014 respectively, are not presented as it would be anti-dilutive. Fair Value Measurements and Disclosures ASC 820 "Fair Value Measurements and Disclosures" codified SFAS No. 107, "Disclosures about Fair Value of Financial Instruments". ASC 820 applies to all entities, transactions, and instruments that require or permit fair value measurements, with specific exceptions and qualifications. The Company is required to disclose estimated fair values of financial instruments. Unless otherwise indicated, the fair values of all reported assets and liabilities, which represent financial instruments, none of which are held for trading purposes, approximate their respective carrying values of such amounts. Cash and Cash Equivalents The Company considers all liquid investments with a maturity of three months or less from the date of purchase that are readily convertible into cash to be cash equivalents. Impairment of long-lived assets In accordance with the provisions of ASC Topic 360, “ Impairment or Disposal of Long-Lived Assets Revenue The Company recognizes its revenue in accordance with the Securities and Exchange Commissions ("SEC") Staff Accounting Bulletin No. 104, "Revenue Recognition in Financial Statements" ("SAB 104"). Revenue is recognized when persuasive evidence of an arrangement exists, delivery has occurred, the sales price is fixed or determinable, and collectability is reasonably assured. The recognition of revenues involves certain management judgments. The amount and timing of our revenues could be materially different for any period if management made different judgments or utilized different estimates. Revenue is measured at the fair value of the consideration received or receivable, net of discounts and taxes applicable to the revenue. Prepaid telecom revenues are collected by its distributors and/or resellers through the sale of “Clixster” prepaid or reload cards, which are sold in a form of SIM/reload cards to its final customers through its distributors and/or resellers. The sale of Sim, prepaid or reload cards is recognized as revenue when the products are delivered to its distributors and/or resellers, based upon their request. Prepaid cards will expire two years after the date of card production if they have never been activated. The proceeds from the expired cards are recognized as revenue upon expiration of cards. Cost of revenue Cost of revenue consists primarily of cost of SIM and prepaid/reload cards, telecommunication services and traffic charges which are directly attributable to the delivery of telecom service upon the activation of prepaid and/or reload cards. Comprehensive Income ASC Topic 220, “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 a period from non-owner sources. Accumulated comprehensive income, as presented in the accompanying statements of stockholders’ equity 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. Segment Reporting ASC Topic 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 geographical areas, business segments and major customers in financial statements. The Company operates in one reportable operating segment in Malaysia during the period ended March 31, 2015. 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. Income Taxes The Company accounts for income taxes under ASC 740 “Income Taxes”. Under the asset and liability method of ASC 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Under ASC 740, the effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period the enactment occurs. A valuation allowance is provided for certain deferred tax assets if it is more likely than not that the Company will not realize tax assets through future operations. ASC 740 prescribes a comprehensive model for how companies should recognize, measure, present, and disclose 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. (a) Current Tax Current tax assets and liabilities are measured at the amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted by the reporting date. Current taxes are recognized in the statement of income except to the extent that the tax relates to items recognized outside the statement of income, either in other income or directly in equity. (b) Deferred Tax 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 and operating loss and tax credit carry-forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The 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. The Company records a valuation allowance for deferred tax assets if, based upon the available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. Foreign Currency Translation The accounts of the Company's Hong Kong and Malaysia subsidiaries are maintained in Hong Kong dollars (HK) and Malaysia Ringgit (RM), respectively. Such financial statements are translated into U.S. Dollars (USD) in accordance with ASC 830 “Foreign Currency Translation” which codified Statement of Financial Accounts Standards ("SFAS") No. 52, "Foreign Currency Translation," with the respective currency as the functional currency. According to the Statement, all assets and liabilities were translated at the exchange rate on the balance sheet date, stockholder's equity are translated at the historical rates and statement of operations items are translated at the weighted average exchange rate for the year. The resulting translation adjustments are reported under other comprehensive income in accordance with SFAS No. 130, “Reporting Comprehensive Income”. Recently Issued Accounting Pronouncements The Company does not expect the adoption of any recently issued accounting pronouncements to have a significant impact to its financial position, results of operations or cash flows . Reclassifications Certain comparative amounts have been reclassified to conform to the current period’s presentation.

NOTE 3 - UNCERTAINTY OF ABILITY

NOTE 3 - UNCERTAINTY OF ABILITY TO CONTINUE AS A GOING CONCERN	3 Months Ended
	Mar. 31, 2015
Notes to Financial Statements
NOTE 3 - UNCERTAINTY OF ABILITY TO CONTINUE AS A GOING CONCERN	NOTE 3 UNCERTAINTY OF ABILITY TO CONTINUE AS A GOING CONCERN The Company's condensed consolidated financial statements are prepared using the generally accepted accounting principles applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. As of March 31, 2015, the Company has incurred an accumulated deficits totaling $10,004,980 and its current liabilities exceed its current assets by $6,754,252. In view of the matters described above, recoverability of a major portion of the recorded asset amounts shown in the accompanying balance sheets is dependent upon continued operations of the Company, which in turn is dependent upon the Company's ability to raise additional capital, obtain financing and to succeed in its future operations. The financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. Management has taken the following steps to revise its operating and financial requirements, which it believes are sufficient to provide the Company with the ability to continue as a going concern. The Company is actively pursuing additional funding and potential merger or acquisition candidates and strategic partners, which would enhance stockholders' investment. Management believes that the above actions will allow the Company to continue operations through the next fiscal year.

NOTE 4 - STOCKHOLDERS_ EQUITY

NOTE 4 - STOCKHOLDERS’ EQUITY	3 Months Ended
	Mar. 31, 2015
Notes to Financial Statements
NOTE 4 - STOCKHOLDERS’ EQUITY	NOTE 4 STOCKHOLDERS’ EQUITY Common Stock On January 31, 2014, the Company issued 10,193,609,664 shares of its common stock in consideration for the acquisition of 63.2% equity interests in Clixster Mobile Sdn Bhd (Note 1). As of March 31, 2015, the Company had a total of 11,307,232,960 shares of its common stock issued and outstanding.

NOTE 5 - STOCK OPTIONS

NOTE 5 - STOCK OPTIONS	3 Months Ended
	Mar. 31, 2015
Notes to Financial Statements
NOTE 5 - STOCK OPTIONS	NOTE 5 STOCK OPTIONS The Company adopted ASC 718 “Compensation – Stock Compensation” and requires companies to measure and recognize the cost of employee services received in exchange for an award of equity instruments based on the grant-date fair value. 2007 Stock Incentive Plan On February 19, 2007, the Company adopted the 2007 Stock Incentive Plan (the "2007 Plan") allowing for the awarding of options to acquire shares of common stock. This plan provides for the grant of incentive stock options to key employees, directors and consultants. Options issued under this plan will expire over a maximum term of ten years from the date of grant. On March 8, 2007, the Company registered 38,400,000 shares underlying stock options under the 2007 Stock Incentive Plan with the SEC pursuant to a registration statement on Form S-8. During the year 2007 to 2013, the Company had issued a total of 6,522,309 shares to its staff and consultants for their service provided. As at March 31, 2015 and December 31, 2014, there were i) no outstanding stock options and ii) 31,877,691 shares available to be issued under the 2007 Stock Incentive Plan.

NOTE 6 - DISCONTINUED OPERATION

NOTE 6 - DISCONTINUED OPERATIONS HELD FOR SALE	3 Months Ended
	Mar. 31, 2015
Notes to Financial Statements
NOTE 6 - DISCONTINUED OPERATIONS HELD FOR SALE	NOTE 6 DISCONTINUED OPERATIONS HELD FOR SALE Subsequent to the period end, the Company sold its subsidiaries namely its 63.2% subsidiary Clixster Mobile Sdn. Bhd. on July 28, 2015 and its 50% subsidiary ATC Marketing Limited on August 3, 2015 (the “Disposed Subsidiaries”) containing its MVNO business and electronics trading company (Note 13). As a result of the sale, the historical activities and balances of these operations are reported as discontinued operations held for sale in the accompanying condensed consolidated financial statements for all periods presented. The following table provides the components of Discontinued operations - net of tax: Three months ended March 31 2015 2014 US$ US$ Net revenue 639,380 910,277 Less: sales discount (65,670) (114,463) Cost of revenue (561,064) (652,126) Gross profit 12,646 143,688 Administrative expenses (736,805) (647,218) Selling and distribution expenses - - Loss from operations (724,159) (503,530) Other income / (expenses) Foreign exchange (loss) / gain (469,577) 50,199 Other income (9,924) 9,594 Interest expenses (90,000) (75,000) Loss from discontinued operations before taxation (1,293,660) (518,737) Taxation - - Loss from discontinued operations (1,293,660) (518,737) The following table provides the components of assets and liabilities of operations held for sale: March 31 2015 December 31 2014 US$ US$ Current assets: Cash and cash equivalents 5,241 21,245 Trade receivables 270,448 445,959 Prepayments, deposit and other receivables 922,277 801,721 Due from related parties 5,541,340 5,764,813 Inventories 31,444 32,007 Property and equipment, net 248,067 313,673 Intangible assets 103 - Assets of operations held for sale 7,018,920 7,389,418 Bank overdraft - - Trade payables 1,704,997 1,214,890 Other payables and accruals 690,549 480,130 Due to related parties 1,570,365 1,555,907 Term loans – non-current 8,981,369 9,038,809 Liabilities of operations held for sale 12,947,280 12,289,736 The net cash flows of our discontinued operations for each of the categories of operating, investing and financing activities are not significant for any periods presented.

NOTE 7 - OTHER PAYABLES AND ACC

NOTE 7 - OTHER PAYABLES AND ACCRUALS	3 Months Ended
	Mar. 31, 2015
Notes to Financial Statements
NOTE 7 - OTHER PAYABLES AND ACCRUALS	NOTE 7 OTHER PAYABLES AND ACCRUALS Other payables and accruals consist of the following: March 31 2015 December 31 2014 US$ US$ Potential tax penalty liability 410,000 410,000 Other payables and accruals 229,803 229,248 639,803 639,248

NOTE 8 - AMOUNTS DUE TO RELATED

NOTE 8 - AMOUNTS DUE TO RELATED PARTIES	3 Months Ended
	Mar. 31, 2015
Notes to Financial Statements
NOTE 8 - AMOUNTS DUE TO RELATED PARTIES	NOTE 8 AMOUNTS DUE TO RELATED PARTIES March 31 2015 December 31 2014 US$ US$ Amounts due to related parties: - Trade - - - Non-trade 186,667 146,667 186,667 146,667 The amounts due to related parties are unsecured, non-interest bearing and repayable on demand. Imputed interest on these amounts is considered insignificant.

NOTE 9 - SHAREHOLDER LOAN

NOTE 9 - SHAREHOLDER LOAN	3 Months Ended
	Mar. 31, 2015
Notes to Financial Statements
NOTE 9 - SHAREHOLDER LOAN	NOTE 9 SHAREHOLDER LOAN March 31 2015 December 31 2014 US$ US$ Shareholder loan 2,000,000 2,000,000 This long term shareholder loan is due to Central High Limited, a major shareholder of the Company. This loan is unsecured and repayable on November 25, 2015, and bears interest of 8% per annum. The accrued interest for the three months ended March 31, 2015 was $40,000 (2014: 26,667).

NOTE 10 - RELATED PARTY TRANSAC

NOTE 10 - RELATED PARTY TRANSACTIONS	3 Months Ended
	Mar. 31, 2015
Notes to Financial Statements
NOTE 10 - RELATED PARTY TRANSACTIONS	NOTE 10 RELATED PARTY TRANSACTIONS For the three months period ended March 31, 2015, the Company paid $18,622 (2014: $56,419) to its directors and its officers remuneration for their services provided to the Company. For the three months period ended March 31, 2015 the Company paid rebate of $201,212 (2014: sold $373,677) telecom SIM/reload cards through two distributors that are owned and controlled by the directors of the Company. The terms of trade with these distributors are similar to the other third-party distributors of the Company. For the three months period ended March 31, 2015 the Company purchased no (2014: $591,501) telecom services from a related company. The terms of trade was negotiated at arms-length. A Group company has $8,000,000 promissory notes from a company that is beneficially owned by directors of the Company. The promissory note bears interest at a rate of 4.5% per annum, and $4,000,000 is payable in November 2018 and the remaining $4,000,000 is payable in February 2019. During the three months ended March 31, 2015 the Group company recorded $90,000 (2014: $65,847) in interests expenses relating to these promissory notes. . Subsequent to this fiscal year, on July 28, 2015, this Group company was disposed together with these promissory notes, and the Group was no longer liable for these promissory notes as a result.

NOTE 11 - INCOME TAXES

NOTE 11 - INCOME TAXES	3 Months Ended
	Mar. 31, 2015
Notes to Financial Statements
NOTE 11 - INCOME TAXES	NOTE 11 INCOME TAXES No provision was made for income tax for the three months ended March 31, 2015 and 2014, since the Company and its subsidiaries had significant net operating loss. In the three months ended March 31, 2015 and 2014, the Company and its subsidiaries incurred net operating losses for tax purposes of approximately $90,356 and $14,240, respectively. Total net operating losses carry forward as at March 31, 2015 and 2014, (i) for Federal and State purpose were $11,523,939 and $11,296,825, respectively and (ii) for its entities outside of the United States $78,483 and $2,298. The net operating loss carry-forwards may be used to reduce taxable income through the year 2025. The availability of the Company's net operating loss carry-forwards are subject to limitation if there is a 50% or more change in the ownership of the Company's stock. There was no significant difference between reportable income tax and statutory income tax. The gross deferred tax asset balance as at March 31, 2015 and December 31, 2014 was approximately $4,945,148 and $4,831,845 respectively. A full valuation allowance has been established against the deferred tax assets, as the utilization of the loss carry-forwards cannot reasonably be assured. A reconciliation between the income tax computed at the Hong Kong and PRC China statutory rate and the Group's provision for income tax is as follows: 2015 2014 Malaysia statutory rate 25% 25% Tax allowance - - Valuation allowance – Loss carryforward under Malaysia rate (25%) (25%) Provision for income tax - -

NOTE 12 - COMMITMENTS AND CONTI

NOTE 12 - COMMITMENTS AND CONTINGENCIES	3 Months Ended
	Mar. 31, 2015
Notes to Financial Statements
NOTE 12 - COMMITMENTS AND CONTINGENCIES	NOTE 12 COMMITMENTS AND CONTINGENCIES (a) The Company leases office premises for its operations in Malaysia under operating leases. As of March 31, 2015, the future minimum rental payments under non-cancelable operating leases in the next 12 months are $395.

NOTE 13 - SUBSEQUENT EVENTS

NOTE 13 - SUBSEQUENT EVENTS	3 Months Ended
	Mar. 31, 2015
Subsequent Events [Abstract]
NOTE 13 - SUBSEQUENT EVENTS	NOTE 13 SUBSEQUENT EVENTS The Group has evaluated all subsequent events through the date these consolidated financial statements were issued, and determined that, other than as disclosed below, there were no subsequent events or transactions that require recognition or disclosures in the financial statements. (a) On August 3, 2015 the Company sold its 50% interests in ATC Marketing Limited (“ATC”) for a nominal cash consideration and it resulted in a nominal loss on disposal of this subsidiary company. (b) As announced in a Form 8K on December 16, 2015 the Company finalized in a series of transactions the disposal of the rights to the Clixster brand name in the sale of its 63.2% subsidiary in Clixster Mobile Sdn Bhd (“CMSB”) to Zainal Abidin bin Zohdi (“Purchaser”) for a total cash consideration of $8,500 and the assumption of certain debts pursuant to a sale and purchase agreement (“SP Agreement”) and entered into a two year licensing agreement for the Clixster brand form the Purchaser for the China market for a fee of US$5,000 to be paid at the commencement of the second year of the licensing agreement. The company and the Clixster brand sold were engaged in the distribution of prepaid mobile services under the MVNO platform. (c) As announced in a Form 8K on December 16, 2015 on December 11, 2015 the Company agreed to acquire and hold a 51% interests in Naim Indah Mobile Communication Sdn. Bhd. (“NIMC”), a company engaged in providing mobile communication services through MVNO platform. NIMC has a registered capital of RM2,000,001 (or about US$480,000) of which the Company is required to pay RM1,000,001 (or about US$240,000) for its 51% interests. Our director Ahmad Shukri Abudl Ghani is a 30% shareholder of NIMC. NIMC has an exclusive business partnership agreement (“Exclusive Agreement”) with MyAngkasa Holdings Sdn Bhd. (“Myangkasa”), a wholly owned company of the National Cooperative Malaysia Bhd and known as Angkatan Koperasi Kebangsaan Malaysia Berhad (“Angkasa”). MyAngkasa is the business development and sales/marketing entity of Angkasa which is the representative of 12,000 cooperatives with 7.4 million active members in Malaysia. MyAngkasa owns and operates a network of payment terminals that offer services and products to subscribers and customers for the purchase of prepaid top-ups, postpaid ticketing, online transaction services, registration, loyalty point programs and bill payment collections via internet banking, mobile banking, mobile payment and electronic data capture (EDC) terminals. Under this contract, both parties agree to implement the brand “MyAngkasa” mobile telecommunications program based on NIMC’s Mobile Virtual Network Aggregator (MVNA) platform that includes the provision of mobile telecommunication services to co-operative and members of the co-operatives under Angkasa as registered Pre/Post-Paid subscribers of NIMC services. The Exclusive Agreement has a fix term of 5 years ending in August 2020 and subject to renewal by mutual consent. Pursuant to this agreement, MyAngkasa agrees to use NIMC’s services under the trade name of “Median Mobile” products to co-operatives and members of the co-operatives under Angkasa and to exclusively appoint NIMC as the official mobile telecommunication services based on MVNA platform to Angkasa members. MyAngkasa agrees to undertake to deliver certain number of subscribers for pre/post-paid services (“Targeted Subscribers”) for each year. In return, NIMC agrees to a profit share scheme whereby MyAngkasa will receive RM100,000 (or about US$24,000) for the first financial year of the contract, and for each financial year thereafter the higher of RM500,000 (or about USD120,000) and a set percentage of NIMC’s net annual profit after tax, less any unapplied accumulative losses brought forward from previous years. If the Targeted Subscribers are not achieved for any each then the set percentage to be applied will be the pro-rate of the actual subscribers to the Targeted Subscribers for that year. MyAngkasa is a shareholder of the Company holding 50 million shares or about 0.44% of the issued share capital of the Company. (d) On September 27, 2015 the Board approved the change of company name from Clixster Mobile Group Inc. to Median Group Inc. and the name change was effected on October 7, 2015.