Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2018 | Jun. 12, 2018 | |
Document And Entity Information | ||
Entity Registrant Name | Umatrin Holding Ltd | |
Entity Central Index Key | 1,317,839 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2018 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity a Well-known Seasoned Issuer | No | |
Entity a Voluntary Filer | No | |
Entity's Reporting Status Current | Yes | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 182,444,266 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2,018 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Mar. 31, 2018 | Dec. 31, 2017 |
Current Assets | ||
Cash and cash equivalents | $ 52,437 | $ 73,093 |
Inventory | 27,744 | 21,231 |
Prepaid tax | 105,986 | 78,656 |
Deferred tax assets | 11,114 | 10,575 |
Due from related parties | 352,747 | 309,559 |
Total Current Assets | 550,028 | 493,114 |
Land, property and equipment, net | 1,223,238 | 1,182,078 |
Deposits | 21,609 | 22,408 |
Total Assets | 1,794,875 | 1,697,600 |
Current Liabilities | ||
Term loan payable-current portion | 22,020 | 20,709 |
Accounts payable and accrued expenses | 157,046 | 157,459 |
Other payables | 247,479 | 230,848 |
Due to related parties | 984,808 | 841,384 |
Total Current Liabilities | 1,411,353 | 1,250,400 |
Term loan payable-long term | 527,242 | 506,571 |
Total Liabilities | 1,938,595 | 1,756,971 |
Equity | ||
Preferred stock: 10,000,000 authorized; $0.00001 par value 0 and 0 shares issued and outstanding | ||
Common stock: 500,000,000 authorized; $0.00001 par value 182,444,266 shares issued and outstanding | 1,825 | 1,825 |
Additional paid in capital | 3,136,561 | 3,136,561 |
Accumulated deficits | (3,100,458) | (3,038,346) |
Accumulated other comprehensive loss | (143,134) | (137,666) |
Total Umatrin Holding Limited Stockholders' Equity | (105,206) | (37,626) |
Non-controlling interest | (38,514) | (21,745) |
Total Equity | (143,720) | (59,371) |
Total Liabilities and Stockholders Equity | $ 1,794,875 | $ 1,697,600 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Mar. 31, 2018 | Dec. 31, 2017 |
Equity | ||
Preferred stock, Par value | $ 0.00001 | $ 0.00001 |
Preferred stock, Authorized | 10,000,000 | 10,000,000 |
Preferred stock, Issued | 0 | 0 |
Preferred stock, Outstanding | 0 | 0 |
Common stock, Par value | $ 0.00001 | $ 0.00001 |
Common stock, Authorized | 500,000,000 | 500,000,000 |
Common stock, Issued | 182,444,266 | 182,444,266 |
Common stock, Outstanding | 182,444,266 | 182,444,266 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (UNAUDITED) - USD ($) | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Consolidated Statements Of Operations And Comprehensive Loss | ||
Sales | $ 73,258 | $ 142,937 |
Cost of sales | 9,377 | 17,705 |
Gross profit | 63,881 | 125,232 |
Operating expenses | ||
Selling, general & administrative expenses | 135,025 | 275,989 |
Total operating expenses | 135,025 | 275,989 |
Loss from operations | (71,144) | (150,757) |
Other income (expenses) | ||
Interest expense | (6,370) | (5,670) |
Total other income (expenses) | (6,370) | (5,670) |
Net loss before income taxes | (77,514) | (156,427) |
Provision for income taxes | ||
Net loss | (77,514) | (156,427) |
Less: Net loss attributable to non-controlling interest | (15,402) | (25,523) |
Net loss attributable to Umatrin Holding Limited | (62,112) | (130,904) |
Other comprehensive loss, net of tax | ||
Foreign currency translation adjustment | 6,989 | 6,034 |
Comprehensive loss | (70,525) | (150,393) |
Comprehensive loss attributable to the non-controlling interest | (14,004) | (24,317) |
Comprehensive loss attributable to Umatrin Holding Limited | $ (56,521) | $ (126,076) |
Loss per common share - basic and diluted | $ 0 | $ 0 |
Weighted average number of shares outstanding - basic and diluted | 182,444,266 | 158,757,488 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Cash flows from operating activities | ||
Net loss including noncontrolling interest | $ (77,514) | $ (156,427) |
Adjustment to reconcile net loss from operations: | ||
Depreciation expense | 18,865 | 18,957 |
Changes in Operating Assets and Liabilities | ||
Inventory | (5,341) | (10,810) |
Prepaid tax | (22,932) | (20,811) |
Other receivables and deposits | 1,911 | 19,068 |
Accounts payable and accrued expenses | (2,278) | 90,639 |
Other payables | 124,936 | (814) |
Net cash used in operating activities | 37,648 | (60,198) |
Cash flows from investing activities | ||
Purchase of property and equipment | (10,309) | |
Advances made to related parties | (26,929) | (19,288) |
Net cash provided by (used in) investing activities | (26,929) | (29,597) |
Cash flows from financing activities | ||
Proceeds from common stock issued and to be issued | 84,587 | |
Proceeds/(Repayment) to related party, net | (83,240) | (74,815) |
Proceeds/(Repayments) from term loan, net | (4,852) | (4,175) |
Net cash provided by financing activities | (88,092) | 5,597 |
Effect of exchange rate changes | 56,716 | (7,031) |
Net increase (decrease) in cash and cash equivalents | (20,655) | (91,229) |
Cash and cash equivalents at beginning of period | 73,093 | 133,269 |
Cash and cash equivalents at end of period | 52,437 | 42,040 |
Supplemental disclosures of cash flow information | ||
Interest paid | 6,370 | 5,670 |
Income taxes paid | $ 22,932 | $ 20,811 |
ORGANIZATION
ORGANIZATION | 3 Months Ended |
Mar. 31, 2018 | |
Notes to Financial Statements | |
Note 1. ORGANIZATION | Umatrin Holding Limited (formerly known as Golden Opportunities Corporation) (“UMHL”) was incorporated in the state of Delaware on February 2, 2005. UMHL was originally incorporated in order to locate and negotiate with a targeted business entity for the combination of that target company with the Company. On January 6, 2016, UMHL acquired 80% of the equity interests of U Matrin Worldwide SDN. BHD. ("Umatrin") in exchange for the issuance of a total of 100,000,000 shares of its common stock to the two holders of Umatrin, Dato' Sri Eu Hin Chai and Dato' Liew Kok Hong. Immediately following the Share Exchange, the business of Umatrin became the business of UMHL. U Matrin Worldwide SDN BHD, formerly known as OLC Worldwide SDN. BHD., was incorporated in Malaysia on July 22, 1993. The principal activities of Umatrin is direct selling and trading on beauty and personal care products, and investment holding. UMHL entered into a share exchange agreement with Umatrin whereas the acquisition was accounted under US GAAP as a business combination under common control with UMHL being the acquirer as both entities were owned by the same controlling shareholders. Prior to the business combination, Dato' Sri Eu Hin Chai, through Umatrin Group Ltd., held 76% of the outstanding shares of common stock of the Company. Dato' Sri Eu Hin Chai and Dato' Liew Kok Hong beneficially owned 61.25% and 38.75% of Umatrin immediately prior to the closing. Accordingly, historical cost will be the basis for transfer of assets and liabilities in the business combination in accordance with ASC 805-50-30-5. Umatrin Holding Limited and its subsidiary U Matrin Worldwide SDN. BHD. shall be referred as the “Company”. The organization structure as follows: Umatrin Holding Ltd. (USA) 80% U Matrin Worldwide SDN BHD (Malaysia) |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Mar. 31, 2018 | |
Notes to Financial Statements | |
Note 2. SIGNIFICANT ACCOUNTING POLICIES | Basis of presentation The accompanying consolidated financial statements and related notes have been prepared in accordance with generally accepted accounting principles in the United States ("US GAAP"). The accompanying consolidated financial statements include the accounts of the Company and its subsidiary. Significant inter-company transactions have been eliminated in consolidation. In accordance with ASC 805-50-45-5, for transactions between entities under common control, financial statements and financial information presented for prior periods have been be retroactively adjusted to furnish comparative information. The accompanying consolidated financial statements are presented retrospectively as though the share exchange agreement between the UMHL and Umatrin occurred at the beginning of the first period presented. Interim Financial Statements The accompanying unaudited financial statements have been prepared in accordance with generally accepted accounting principles (GAAP) applicable to interim financial information and the requirements of Form 10-Q and Rule 8-03 of Regulation S-X of the Securities and Exchange Commission. Accordingly, they do not include all of the information and disclosure required by accounting principles generally accepted in the United States of America for complete financial statements. Interim results are not necessarily indicative of results for a full year. In the opinion of management, all adjustments considered necessary for a fair presentation of the financial position and the results of operations and cash flows for the interim periods have been included. These interim financial statements should be read in conjunction with the audited financial statements for the year ended December 31, 2017, as not all disclosures required by generally accepted accounting principles for annual financial statements are presented. The interim financial statements follow the same accounting policies and methods of computations as the audited financial statements for the year ended December 31, 2017. Use of estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States 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 financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates. Functional and presentation currency The functional currency of Umatrin is the currency of the primary economic environment in which the Company operates which is Malaysia Ringgit (MYR). Transactions in currencies other than the entitys functional currency are recorded at the rates of exchange prevailing on the date of the transaction. At the end of each reporting period, monetary items denominated in foreign currencies are translated at the rates prevailing at the end of the reporting periods. Exchange differences arising on the settlement of monetary items and on translation of monetary items at period-end are included in income statement of the period. For the purpose of presenting these financial statements, the Companys assets and liabilities are expressed in US$ at the exchange rate on the balance sheet date, stockholders equity accounts are translated at historical rates, and income and expense items are translated at the weighted average exchange rate during the period. The resulting translation adjustments are reported under accumulated other comprehensive income in the stockholders equity section of the balance sheets. Exchange rate used for the translation as follows: Period End Average US$ to MYR Rate Rate March 31, 2018 3.8602 3.9247 December 31, 2017 4.0573 4.2982 March 31, 2017 4.4176 4.4447 Fair value of financial instruments The Companys balance sheet includes financial instruments, including cash, term loan, accounts payable, accrued expenses, amounts due to related party and convertible notes payable to a related party. The carrying amounts of current assets and current liabilities approximate their fair value because of the relatively short period of time between the origination of these instruments and their expected realization. Accounting Standards Codification (ASC) 820, Fair Value Measurements and Disclosures Level 1 Quoted market prices available in active markets for identical assets or liabilities as of the reporting date. Level 2 Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date. Level 3 Pricing inputs that are generally observable inputs and not corroborated by market data. Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of March 31, 2018. The respective carrying value of certain amounts on the balance sheet financial instruments approximated their fair values due to the short-term nature of these instruments. Related parties The Company adopted ASC 850, Related Party Disclosures Risks and Uncertainties The Companys operations are subject to significant risks and uncertainties including financial, operational and regulatory risks, including the potential risk of business failure. Commitments and contingencies The Company adopted ASC 450-20, Loss Contingencies Cash and cash equivalents The Company considers all highly liquid investments with maturities of three months or less at the time of purchase to be cash equivalents. The cash and cash equivalents for the period ended March 31, 2018 and December 31, 2017 were $52,437 and $73,093 respectively. Trade Receivables Trade receivables are carried at anticipated realizable value. Bad debts are written off in the period in which they are identified. An estimate is made for doubtful debts based on a review of all outstanding amounts at the balance sheet date. Bad debt expenses were $nil and $nil for the three months ended March 31, 2018 and 2017, respectively. At March 31, 2018 and December 31, 2017, the Company did not have any outstanding trade receivables. Inventories Inventories, which are primarily comprised of finished goods for sale, are stated at the lower of cost or net realizable value, using the first-in first-out (FIFO) method. The Company evaluates the need for reserves associated with obsolete, slow-moving and non-salable inventory by reviewing net realizable values on a periodic basis. Only defects products could be return to our suppliers. Property and Equipment Property and equipment are stated at cost less accumulated depreciation and impairment losses, if any. Depreciation is calculated under the straight-line method to write off the cost of the assets over their estimated useful lives. Computer and software 5 years Furniture and fittings 10 years Office equipment 10 years Renovation and improvements 10 years Building 40 years Land 95 years An item of equipment is derecognized upon disposal or when no future economic benefits are expected from its use. Any gain or loss arising from de-recognition of asset is recognized in profit or loss. Expenditures for repairs and maintenance, which do not improve or extend the expected useful lives of the assets, are expensed as incurred while major replacements and improvements are capitalized. Impairment of Long-lived Assets In accordance with ASC Topic 360, the Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be fully recoverable, or at least annually. The Company recognizes an impairment loss when the sum of expected undiscounted future cash flows is less than the carrying amount of the asset. The amount of impairment is measured as the difference between the assets estimated fair value and its book value. The Company recorded no impairment charge for the three months ended March 31, 2018 and 2017. Revenue Recognition In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606) Revenue Recognition Revenue from Contracts with Customers (Topic 606)Narrow-Scope Improvements and Practical Expedients The Company adopted ASU No. 2014-09 and related standards (collectively, Accounting Standards Codification (ASC) 606, Revenue from Contracts with Customers) on January 1, 2018 by applying the full retrospective transition method. The Company has determined that there are no material changes to the recognition, timing and classification of revenues and expenses; additionally, the adoption of ASU 2014-09 did not have a significant impact to pretax income upon adoption or on the consolidated financial statement disclosures. The Company estimates potential returns and records such estimates against it gross revenue to arrive at its reported net sales revenues. Commission The Company expenses commission costs as incurred and includes it in selling expenses. The Company expenses commission costs as incurred and includes it in selling expenses. The Company grants commission to dealers and promoters to promote and sell the products. Amount of commission is based upon agreed value between the Company and the dealers and promoters as there is no fix basis for such amount. Advertising The Company expenses advertising costs as incurred and includes it in selling expenses. The Company recorded $nil and $3,579 for advertising and promotions expenses during the three months ended March 31, 2018 and 2017, respectively. Income taxes and valuation allowance The Company follows ASC 740, Income Taxes A tax benefit from an uncertain tax position may be recognized only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities. The determination is based on the technical merits of the position and presumes that the relevant taxing authority that has full knowledge of all relevant information will examine each uncertain tax position. Although the Company believes the estimates are reasonable, no assurance can be given that the final outcome of these matters will not be different than what is reflected in the historical income tax provisions and accruals. Comprehensive Income (Loss) The Company follows the provisions of the Financial Accounting Standards Board (the FASB) ASC 220 Reporting Comprehensive Income Segment Information The Company adopted ASC-280, Disclosures about Segments of an Enterprise and Related Information Recent Accounting Pronouncements In January 2016, the FASB issued ASU No. 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities, which revises the accounting related to (1) the classification and measurement of investments in equity securities and (2) the presentation of certain fair value changes for financial liabilities measured at fair value. The ASU also amends certain disclosure requirements associated with the fair value of financial instruments. The new guidance requires the fair value measurement of investments in equity securities and other ownership interests in an entity, including investments in partnerships, unincorporated joint ventures and limited liability companies (collectively, equity securities) that do not result in consolidation and are not accounted for under the equity method. Entities will need to measure these investments and recognize changes in fair value in net income. Entities will no longer be able to recognize unrealized holding gains and losses on equity securities they classify under current guidance as available for sale in other comprehensive income (OCI). They also will no longer be able to use the cost method of accounting for equity securities that do not have readily determinable fair values. Instead, for these types of equity investments that do not otherwise qualify for the net asset value practical expedient, entities will be permitted to elect a practicability exception and measure the investment at cost less impairment plus or minus observable price changes (in orderly transactions). The ASU also establishes an incremental recognition and disclosure requirement related to the presentation of fair value changes of financial liabilities for which the fair value option (FVO) has been elected. Under this guidance, an entity would be required to separately present in OCI the portion of the total fair value change attributable to instrument-specific credit risk as opposed to reflecting the entire amount in earnings. For derivative liabilities for which the FVO has been elected, however, any changes in fair value attributable to instrument-specific credit risk would continue to be presented in net income, which is consistent with current guidance. The standard is effective beginning January 1, 2018 via a cumulative-effect adjustment to beginning retained earnings, except for guidance relative to equity securities without readily determinable fair values which is applied prospectively. The adoption of this ASU did not have an impact on the consolidated results of operations and financial condition. In February 2016, the FASB issued ASU No. 2016-02, Leases, replacing existing lease accounting guidance. The new standard introduces a lessee model that would require entities to recognize assets and liabilities for most leases, but recognize expenses on their income statements in a manner similar to current accounting. The ASU does not make fundamental changes to existing lessor accounting. However, it modifies what qualifies as a sales-type and direct financing lease and related accounting and aligns a number of the underlying principles with those of the new revenue standard, ASU No. 2014-09, such as evaluating how collectability should be considered and determining when profit can be recognized. The guidance eliminates existing real estate-specific provisions and requires expanded qualitative and quantitative disclosures. The standard requires modified retrospective transition by which it is applied at the beginning of the earliest comparative period presented in the year of adoption. The ASU is effective January 1, 2019. The Company is currently assessing this ASUs impact on the consolidated results of operations and financial condition. In March 2016, the FASB issued ASU 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net). The amendments in this ASU are intended to improve the operability and understandability of the implementation guidance on principal versus agent considerations by amending certain existing illustrative examples and adding additional illustrative examples to assist in the application of the guidance. The effective date and transition of these amendments is the same as the effective date and transition of ASU 2014-09, Revenue from Contracts with Customers (Topic 606). Public entities should apply the amendments in ASU 2014-09 for annual reporting periods beginning after December 15, 2017, including interim reporting periods therein. The adoption of this ASU and related standards did not have a significant impact on the consolidated results of operations and financial conditions. The adoption of this ASU and related standards did not have a significant impact on the Companys consolidated results of operations and financial conditions. In August 2016, the FASB issued ASU No. 2016-15, Classification of Certain Cash Receipts and Cash Payments, which is intended to reduce diversity in practice in how certain cash receipts and payments are presented and classified in the statement of cash flows. The standard provides guidance in a number of situations including, among others, settlement of zero-coupon bonds, contingent consideration payments made after a business combination, proceeds from the settlement of insurance claims, and distributions received from equity method investees. The ASU also provides guidance for classifying cash receipts and payments that have aspects of more than one class of cash flows. The ASU is effective January 1, 2018, with early adoption permitted. The standard requires application using a retrospective transition method. The Company does not expect this ASU to have a material impact on the consolidated results of operations and financial condition. In October 2016, the FASB issued ASU No. deferred from past intercompany transactions involving non-inventory assets to opening retained earnings. In addition, an entity would record deferred tax assets with an offset to opening retained earnings for amounts that entity had previously not recognized under existing guidance 2016-16, Intra-Entity Transfers of Assets Other Than Inventory, which modifies existing guidance and is intended to reduce diversity in practice with respect to the accounting for the income tax consequences of intra-entity transfers of assets. The ASU indicates that the current exception to income tax accounting that requires companies to defer the income tax effects of certain intercompany transactions would apply only to intercompany inventory transactions. That is, the exception would no longer apply to intercompany sales and transfers of other assets (e.g., intangible assets). Under the existing exception, income tax expense associated with intra-entity profits in an intercompany sale or transfer of assets is eliminated from earnings. Instead, that cost is deferred and recorded on the balance sheet (e.g., as a prepaid asset) until the assets leave the consolidated group. Similarly, the entity is prohibited from recognizing deferred tax assets for the increases in tax bases due to the intercompany sale or transfer. The ASU is effective January 1, 2018, with early adoption permitted as of January 1, 2017. The standard requires modified retrospective transition with a cumulative catch-up adjustment to opening retained earnings in the period of adoption. Upon adoption, a company would write off any income tax effects that had been but would recognize under the new guidance. In October 2016, the FASB issued ASU No. 2016-17, Interests Held through Related Parties That Are under Common Control, which modifies existing guidance with respect to how a decision maker that holds an indirect interest in a variable interest entity (VIE) through a common control party determines whether it is the primary beneficiary of the VIE as part of the analysis of whether the VIE would need to be consolidated. Under the ASU, a decision maker would need to consider only its proportionate indirect interest in the VIE held through a common control party. Previous guidance had required the decision maker to treat the common control partys interest in the VIE as if the decision maker held the interest itself. As a result of the ASU, in certain cases, previous consolidation conclusions may change. The standard is effective January 1, 2017 with retrospective application to January 1, 2016. The Company does not have significant involvement with entities subject to consolidation considerations impacted by VIE model factors. As a result, the Company does not expect this ASU to have a material impact on the Companys consolidated results of operations and financial condition. In November 2016, the FASB issued ASU No. 2016-18, Restricted Cash, which clarifies guidance on the classification and presentation of restricted cash in the statement of cash flows. Under the ASU, changes in restricted cash and restricted cash equivalents would be included along with those of cash and cash equivalents in the statement of cash flows. As a result, entities would no longer present transfers between cash/equivalents and restricted cash/equivalents in the statement of cash flows. In addition, a reconciliation between the balance sheet and the statement of cash flows would be disclosed when the balance sheet includes more than one line item for cash/equivalents and restricted cash/equivalents. The ASU is effective January 1, 2018, with early adoption permitted. Entities are required to apply the standards provisions on a retrospective basis. The Company does not expect this ASU to have a material impact on the Companys consolidated results of operations and financial condition. In January 2017, the FASB issued ASU No. 2017-01, Clarifying the Definition of a Business, which narrows the existing definition of a business and provides a framework for evaluating whether a transaction should be accounted for as an acquisition (or disposal) of assets or a business. The ASU requires an entity to evaluate if substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or a group of similar identifiable assets; if so, the set of transferred assets and activities (collectively, the set) is not a business. To be considered a business, the set would need to include an input and a substantive process that together significantly contribute to the ability to create outputs. The standard also narrows the definition of outputs. The definition of a business affects areas of accounting such as acquisitions, disposals and goodwill. Under the new guidance, fewer acquired sets are expected to be considered businesses. The ASU is effective January 1, 2018 on a prospective basis with early adoption permitted. The Company would apply this guidance to applicable transactions after the adoption date. In January 2017, the FASB issued ASU No. 2017-04, Simplifying the Test for Goodwill Impairment. Under the new standard, goodwill impairment would be measured as the amount by which a reporting units carrying value exceeds its fair value, not to exceed the carrying value of goodwill. This ASU eliminates existing guidance that requires an entity to determine goodwill impairment by calculating the implied fair value of goodwill by hypothetically assigning the fair value of a reporting unit to all of its assets and liabilities as if that reporting unit had been acquired in a business combination. For 3M, this ASU is effective prospectively to impairment tests beginning January 1, 2020, with early adoption permitted. 3M would apply this guidance to applicable impairment tests after the adoption date. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which supersedes ASC 840, Leases. This ASU is based on the principle that entities should recognize assets and liabilities arising from leases. The ASU does not significantly change the lessees recognition, measurement and presentation of expenses and cash flows from the previous accounting standard. Leases are classified as finance or operating. The ASUs primary change is the requirement for entities to recognize a lease liability for payments and a right of use asset representing the right to use the leased asset during the term on operating lease arrangements. Lessees are permitted to make an accounting policy election to not recognize the asset and liability for leases with a term of twelve months or less. Lessors accounting under the ASC is largely unchanged from the previous accounting standard. In addition, the ASU expands the disclosure requirements of lease arrangements. Lessees and lessors will use a modified retrospective transition approach, which includes a number of practical expedients. The effective date will be the first quarter of fiscal year 2020 with early adoption permitted. Management continues to assess the overall impact the adoption of ASU 2016-02 will have on the Companys financial statements. |
GOING CONCERN
GOING CONCERN | 3 Months Ended |
Mar. 31, 2018 | |
Notes to Financial Statements | |
Note 3. GOING CONCERN | As reflected in the accompanying financial statements, the Company had accumulated deficit of $3,100,458 and $3,038,346 as of March 31, 2018 and December 31, 2017 which include a loss of $77,514 and $728,261 for the period ended March 31, 2018 and year ended December 31, 2017. The Company’s ability to generate profit in the next 12 months is uncertain given that the demand for the Company’s products has been weak. Management plans to raise additional capital through the issuance of new shares to the equity markets and to borrow from related parties. As of March 31, 2018, there was substantial doubt on the Company’s ability to continue as going concern, during the period ended March 31, 2018, the Company had not alleviated that doubt, and as of the date of this report, substantial doubts as to the Company’s ability continue as going concern still exists. |
LAND, PROPERTY & EQUIPMENT
LAND, PROPERTY & EQUIPMENT | 3 Months Ended |
Mar. 31, 2018 | |
Notes to Financial Statements | |
Note 4. LAND, PROPERTY & EQUIPMENT | Land, property & equipment consist of the following: March 31, December 31, 2018 2017 Computer and software $ 22,884 $ 21,773 Furniture and fittings 31,601 30,067 Office equipment 46,115 43,876 Renovations and improvements 369,217 351,285 Building 965,654 918,754 Land 236,930 225,423 Total 1,672,401 1,591,178 Less: accumulated depreciation (449,163 ) (409,100 ) Net $ 1,223,238 $ 1,182,078 The depreciation expense charged to general and administrative expenses were $18,865 and $18,957 for the three months ended March 31, 2018 and 2017, respectively. |
RELATED PARTIES TRANSACTIONS
RELATED PARTIES TRANSACTIONS | 3 Months Ended |
Mar. 31, 2018 | |
Notes to Financial Statements | |
Note 5. RELATED PARTIES TRANSACTIONS | Due from related parties consists of the following: March 31, December 31, 2018 2017 Purpose Global Bizrewards Sdn. Bhd. $ 297,811 $ 261,891 Advance M1 Tech Sdn. Bhd. (fka. Fine Portal Sdn Bhd) 25,720 20,252 Advance Sportlight Academy Sdn. Bhd. 13,577 12,917 Advance M1Elite Sdn. Bhd. 15,639 14,499 Advance Total Due from 352,747 309,559 Due to related parties consists of the following: March 31, December 31, 2018 2017 Purpose Dato Sri Warren Eu Hin Chai $ 891,996 $ 763,882 Capital Advance Michael A. Zahorik 30,307 30,307 Capital Advance SKH Media Sdn. Bhd. 62,505 47,195 Capital Advance and rental Total Due to 984,808 841,384 The related parties’ relationship to the Company as follows: Name Relationship Michael A. Zahorik Former director Global Bizrewards Sdn. Bhd. Related by common director, Dato' Sri Eu Hin Chai M1 Tech Sdn. Bhd.(fka. Fine Portal Sdn.Bhd.) Related by common director, Dato' Sri Eu Hin Chai Sportlight Academy Sdn. Bhd. Related by key employee; Lim Chee Pin M1Elite Sdn. Bhd. Related by common director, Dato' Sri Eu Hin Chai SKH Media Sdn. Bhd. Related by common director, Dato' Sri Eu Hin Chai Dato Sri Warren Eu Hin Chai Director & Shareholder of the Company The amounts due from or due to related parties were unsecured, non-interest bearing, and due on demand. The Company leased an office space from SKH Media Sdn. Bhd. The rent expenses were $7,644 and $6,750 for the three months ended March 31, 2018 and 2017, respectively. |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 3 Months Ended |
Mar. 31, 2018 | |
Notes to Financial Statements | |
Note 6. STOCKHOLDERS' EQUITY | On February 20, 2015, the majority shareholders voted on and approved an increase of the number of authorized common shares from 100,000,000 to 500,000,000 and a decrease in par value from $0.001 to $0.00001. The majority shareholders also voted on and approved a designation of 10,000,000 preferred shares with no series and a par value of $0.00001. The financial statements presented have been retroactively restated to present the change in authorized and par value. Equity – Common Stock The Company has 182,444,266 shares of common stock issued and outstanding as of March 31, 2018. On December 30, 2016, the Company issued 480,000 shares at $0.02 a share and totaling $9,600. On January 12, 2017, the Company issued 8,957,372 shares at $0.02 a share and totaling $179,147. On May 8, 2017, the Company issued 14,687,794 shares at $0.02 a share and totaling $293,756. On March 29, 2015, the Company issued 16,499,400 shares at $0.005 a share and totaling $82,497 and 8,249,700 shares at $0.01 a share and totaling $82,497 as conversions of two promissory notes payable for past advances and loans. Equity – Additional Paid-In Capital The Company recognized imputed interest expense on related party advances in the amounts of $2,168 for the year ended December 31, 2015 as corresponding contribution to capital. Stock options On July 30, 2011, the Company issued an option to purchase 8,000,000 common shares to an officer of the Company in consideration for services at $0.10 per share valued at nil on the date of grant as compensation. The fair value of the option grant estimated on the date of grant uses the Black-Scholes option-pricing model with the following weighted-average assumptions: July 30, 2011 Expected option life (year) 8 Expected volatility 58.62 %* Expected dividends 0.00 % Risk-free rate(s) 2.32 % _____________ * As a thinly traded public entity, it is not practicable for the Company to estimate the expected volatility of its share price. The Company selected two (2) comparable companies to calculate the expected volatility. The Company calculated two (2) comparable companies' historical volatility over the expect life of the share options of eight (8) years and averaged the two (2) comparable companies' historical volatility as its expected volatility. The fair value of the stock options issued on July 31, 2011 using the Black-Scholes Option Pricing Model was $504,024 at the date of grant. On August 22, 2015, all the remaining unvested stock options became vested For the period ended March 31, 2018 and 2017, $nil and $nil respectively, was recognized as compensation expense for stock options issued. Summary of Compensation Expense-Options Date Value on Date of Grant Expenses Reported Expense Projected True-up Amount Cumulative Reported Expense Unrecognized Compensation Weighted Average Period to Recognize 7/30/2011 504,024 504,024 7.0 1/31/2012 16,053 31,933 472,091 6.5 1/31/2013 61,132 (43 ) 95,065 408,959 5.5 1/31/2014 62,891 43 157,957 346,067 4.5 1/31/2015 62,941 220,898 283,126 3.5 12/31/2015 283,126 504,024 - - |
COMMITMENTS, CONTINGENCIES, RIS
COMMITMENTS, CONTINGENCIES, RISKS AND UNCERTAINTIES | 3 Months Ended |
Mar. 31, 2018 | |
Notes to Financial Statements | |
Note 7. COMMITMENTS, CONTINGENCIES, RISKS AND UNCERTAINTIES | Operating Lease Commitments The Company entered into a property lease agreement for office space which started on December 1, 2014 and expired on October 31, 2015 for monthly payment of MYR10,000 (approximately $2,250). The lease was not renewed and the Company continues to rent the property on a month to month basis. The rent expenses were $7,644 and $6,750 for the three months ended March 31, 2018 and 2017, respectively. Concentration and Credit risk Cash deposits with banks are held in financial institutions in Malaysia, which are federally insured with deposit protection up to MYR250,000 (approximately $64,763). Accordingly, the Company has a concentration of credit risk related to the uninsured part of bank deposits. The Company has not experienced any losses in such accounts and believes it is not exposed to significant credit risk. The Company had no concentration in demand for its products. The Company depends on few supplier for its products. Accordingly, the Company has a concentration risk related to these suppliers. Failure to maintain existing relationships with the suppliers or to establish new relationships in the future could negatively affect the Company’s ability to obtain products sold to customers in a timely manner. If the Company is unable to obtain ample supply of products from existing suppliers or alternative sources of supply, the Company may be unable to satisfy the orders from its customers, which could materially and adversely affect revenues. Contingent Liability A former Director of the Company represents that the Company owes back compensation for services he believes he rendered to the Company and expenses he paid on behalf of the Company. The Company believes all balances owed to him have been settled in prior periods. The Company asserts that a claim has not be filed against the Company for potential damages; accordingly, the Company is unable to reasonably estimate a potential loss or liability in this matter including related legal costs. In the event that a claim is filed against the Company, the Company will provide further disclosure. |
TERM LOAN
TERM LOAN | 3 Months Ended |
Mar. 31, 2018 | |
Notes to Financial Statements | |
Note 8. TERM LOAN | On December 23, 2014, MYR2,300,000 (approximately $657,507) term loan was granted to the Company for the purchase of a four-story office with a repayment period of 240 months. The term loan was secured by the title deed for the said property and guaranteed by directors of the Company. The term loan is subject to an interest charges at 2.10% per annum below the Bank’s Base Lending Rate (“BLR”) with daily rests. The BLR is currently at 6.85% for March 31, 2018. On July 27, 2015, the Company made a drawdown of MYR2,300,000 (approx. $609,554) on the term loan. The repayment started effectively on September 1, 2015 with a fixed installment of MYR14,863.14 (approx. $3,582) for 240 installments. The outstanding balance of the term loan is $549,262, of which $22,020 is due within one operating period and classified as short term, and $527,242 is due after one operating period, and has classified as long term for the period ended March 31, 2018. Interest expenses were $6,370 and $5,670 for the three months ended March 31, 2018 and 2017, respectively. March 31, December 31, 2018 2017 Repayable within 1 year. $ 22,020 $ 20,709 Repayable within 2 year 23,070 21,695 Repayable within 3 year 24,168 22,728 Repayable within 4 year 25,316 23,808 Repayable within 5 year 26,503 24,932 Repayable after 5 year 428,185 413,408 Total Due from 549,262 527,280 |
PROVISION FOR TAXES
PROVISION FOR TAXES | 3 Months Ended |
Mar. 31, 2018 | |
Notes to Financial Statements | |
Note 9. PROVISION FOR TAXES | United States Umatrin Holding Ltd (“UMHL”) is established in the State of Delaware in United States and is subject to Delaware State and US Federal tax laws. UMHL has not recognized an income tax benefit for its operating losses based on uncertainties concerning its ability to generate taxable income in future periods. The tax benefit for the periods presented is offset by a valuation allowance established against deferred tax assets arising from the net operating losses and other temporary differences, the realization of which could not be considered more likely than not. Further, the benefit from utilization of NOL carry forwards could be subject to limitations due to material ownership changes that could occur in the Company as it continues to raise additional capital. Based on such limitations, the Company has significant NOLs for which realization of tax benefits is uncertain. In future periods, tax benefits and related deferred tax assets will be recognized when management considers realization of such amounts to be more likely than not. On December 22, 2017, the President of the United States signed into law the Tax Cuts and Jobs Act (Tax Reform Act). The legislation significantly changes U.S. tax law by, among other things, lowering corporate income tax rates, implementing a territorial tax system and imposing a transition tax on deemed repatriated earnings of foreign subsidiaries. The Tax Reform Act permanently reduces the U.S. corporate income tax rate from a maximum of 35% to a flat 21% rate, effective January 1, 2018. As a result of the reduction in the U.S. corporate income tax rate from 34% to 21% under the Tax Reform Act, the Company revalued its ending net deferred tax assets. In addition, net operating losses (NOL) arising after December 31, 2017 can be carryforward indefinitely while limiting the NOL deduction for a given year to 80% of taxable income. As of March 31, 2018, UMHL has accumulated net operating losses of $3,121,772 which carryovers as a deferred tax asset that begins to expire in 2025. The net losses before income taxes and its provision for income taxes as follows: For the three months ended March 31, March 31, 2018 2017 Net loss before income taxes (106 ) (28,810 ) Tax expenses (benefit) at the statutory tax rate - - Tax effect of: Valuation allowance 106 28,810 Income tax benefit - - The components of deferred tax assets and liabilities as follows: March 31, December 31, 2018 2017 Deferred tax asset Net operating losses carry forwards 442,403 441,899 Valuation allowance (442,403 ) (441,899 ) Deferred tax assets, net - - Malaysia The Company’s subsidiary, U Matrin Worldwide SDN BHD, is established in Malaysia and its income is subject to Malaysia tax laws. The income tax rate is 18% (2017: 18%) for the first MYR500,000 ($127,399) taxable income and 24% (2017: 24%) thereafter. The net income (losses) before income taxes and its provision for income taxes as follows: For the three months ended March 31, March 31, 2018 2017 Net loss before income taxes (77,010 ) (127,617 ) Tax expenses (benefit) at the statutory tax rate (13,862 ) (22,971 ) Tax effects of: Expenses not currently deductible - - Under accrual taxes in prior - - Valuation allowance 13,862 22,971 Income tax expense (benefit) - - The components of deferred tax assets and liabilities as follows: March 31, December 31, 2018 2017 Deferred tax asset Expenses not currently deductible 11,114 10,575 Valuation allowance - - Deferred tax assets, net 11,114 10,575 The Company has prepaid income tax of $105,986 and $78,656 as of March 31, 2018 and December 31, 2017, respectively. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Mar. 31, 2018 | |
Notes to Financial Statements | |
Note 10. SUBSEQUENT EVENTS | Management has evaluated subsequent events through the date the financial statements were issued. Based on our evaluation, no events have occurred which require adjustment or disclosure. |
SIGNIFICANT ACCOUNTING POLICI16
SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Mar. 31, 2018 | |
Significant Accounting Policies Policies | |
Basis of presentation | The accompanying consolidated financial statements and related notes have been prepared in accordance with generally accepted accounting principles in the United States ("US GAAP"). The accompanying consolidated financial statements include the accounts of the Company and its subsidiary. Significant inter-company transactions have been eliminated in consolidation. In accordance with ASC 805-50-45-5, for transactions between entities under common control, financial statements and financial information presented for prior periods have been be retroactively adjusted to furnish comparative information. The accompanying consolidated financial statements are presented retrospectively as though the share exchange agreement between the UMHL and Umatrin occurred at the beginning of the first period presented. |
Interim Financial Statements | The accompanying unaudited financial statements have been prepared in accordance with generally accepted accounting principles (GAAP) applicable to interim financial information and the requirements of Form 10-Q and Rule 8-03 of Regulation S-X of the Securities and Exchange Commission. Accordingly, they do not include all of the information and disclosure required by accounting principles generally accepted in the United States of America for complete financial statements. Interim results are not necessarily indicative of results for a full year. In the opinion of management, all adjustments considered necessary for a fair presentation of the financial position and the results of operations and cash flows for the interim periods have been included. These interim financial statements should be read in conjunction with the audited financial statements for the year ended December 31, 2017, as not all disclosures required by generally accepted accounting principles for annual financial statements are presented. The interim financial statements follow the same accounting policies and methods of computations as the audited financial statements for the year ended December 31, 2017. |
Use of estimates | The preparation of financial statements in conformity with accounting principles generally accepted in the United States 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 financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates. |
Functional and presentation currency | The functional currency of Umatrin is the currency of the primary economic environment in which the Company operates which is Malaysia Ringgit (“MYR”). Transactions in currencies other than the entity’s functional currency are recorded at the rates of exchange prevailing on the date of the transaction. At the end of each reporting period, monetary items denominated in foreign currencies are translated at the rates prevailing at the end of the reporting periods. Exchange differences arising on the settlement of monetary items and on translation of monetary items at period-end are included in income statement of the period. For the purpose of presenting these financial statements, the Company’s assets and liabilities are expressed in US$ at the exchange rate on the balance sheet date, stockholder’s equity accounts are translated at historical rates, and income and expense items are translated at the weighted average exchange rate during the period. The resulting translation adjustments are reported under accumulated other comprehensive income in the stockholder’s equity section of the balance sheets. Exchange rate used for the translation as follows: Period End Average US$ to MYR Rate Rate March 31, 2018 3.8602 3.9247 December 31, 2017 4.0573 4.2982 March 31, 2017 4.4176 4.4447 |
Fair value of financial instruments | The Company’s balance sheet includes financial instruments, including cash, term loan, accounts payable, accrued expenses, amounts due to related party and convertible notes payable to a related party. The carrying amounts of current assets and current liabilities approximate their fair value because of the relatively short period of time between the origination of these instruments and their expected realization. Accounting Standards Codification (“ASC”) 820, Fair Value Measurements and Disclosures Level 1 Quoted market prices available in active markets for identical assets or liabilities as of the reporting date. Level 2 Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date. Level 3 Pricing inputs that are generally observable inputs and not corroborated by market data. Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of March 31, 2018. The respective carrying value of certain amounts on the balance sheet financial instruments approximated their fair values due to the short-term nature of these instruments. |
Related parties | The Company adopted ASC 850, Related Party Disclosures |
Risks and uncertainties | The Company’s operations are subject to significant risks and uncertainties including financial, operational and regulatory risks, including the potential risk of business failure. |
Commitments and contingencies | The Company adopted ASC 450-20, Loss Contingencies |
Cash and cash equivalents | The Company considers all highly liquid investments with maturities of three months or less at the time of purchase to be cash equivalents. The cash and cash equivalents for the period ended March 31, 2018 and December 31, 2017 were $52,437 and $73,093 respectively. |
Trade receivables | Trade receivables are carried at anticipated realizable value. Bad debts are written off in the period in which they are identified. An estimate is made for doubtful debts based on a review of all outstanding amounts at the balance sheet date. Bad debt expenses were $nil and $nil for the three months ended March 31, 2018 and 2017, respectively. At March 31, 2018 and December 31, 2017, the Company did not have any outstanding trade receivables. |
Inventories | Inventories, which are primarily comprised of finished goods for sale, are stated at the lower of cost or net realizable value, using the first-in first-out (FIFO) method. The Company evaluates the need for reserves associated with obsolete, slow-moving and non-salable inventory by reviewing net realizable values on a periodic basis. Only defects products could be return to our suppliers. |
Property and equipment | Property and equipment are stated at cost less accumulated depreciation and impairment losses, if any. Depreciation is calculated under the straight-line method to write off the cost of the assets over their estimated useful lives. Computer and software 5 years Furniture and fittings 10 years Office equipment 10 years Renovation and improvements 10 years Building 40 years Land 95 years An item of equipment is derecognized upon disposal or when no future economic benefits are expected from its use. Any gain or loss arising from de-recognition of asset is recognized in profit or loss. Expenditures for repairs and maintenance, which do not improve or extend the expected useful lives of the assets, are expensed as incurred while major replacements and improvements are capitalized. |
Impairment of Long-lived Assets | In accordance with ASC Topic 360, the Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be fully recoverable, or at least annually. The Company recognizes an impairment loss when the sum of expected undiscounted future cash flows is less than the carrying amount of the asset. The amount of impairment is measured as the difference between the asset’s estimated fair value and its book value. The Company recorded no impairment charge for the three months ended March 31, 2018 and 2017. |
Revenue recognition | In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606) Revenue Recognition Revenue from Contracts with Customers (Topic 606)Narrow-Scope Improvements and Practical Expedients The Company adopted ASU No. 2014-09 and related standards (collectively, Accounting Standards Codification (ASC) 606, Revenue from Contracts with Customers) on January 1, 2018 by applying the full retrospective transition method. The Company has determined that there are no material changes to the recognition, timing and classification of revenues and expenses; additionally, the adoption of ASU 2014-09 did not have a significant impact to pretax income upon adoption or on the consolidated financial statement disclosures. The Company estimates potential returns and records such estimates against it gross revenue to arrive at its reported net sales revenues. |
Commission | The Company expenses commission costs as incurred and includes it in selling expenses. The Company expenses commission costs as incurred and includes it in selling expenses. The Company grants commission to dealers and promoters to promote and sell the products. Amount of commission is based upon agreed value between the Company and the dealers and promoters as there is no fix basis for such amount. |
Advertising | The Company expenses advertising costs as incurred and includes it in selling expenses. The Company recorded $nil and $3,579 for advertising and promotions expenses during the three months ended March 31, 2018 and 2017, respectively. |
Income taxes and valuation allowance | The Company follows ASC 740, Income Taxes A tax benefit from an uncertain tax position may be recognized only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities. The determination is based on the technical merits of the position and presumes that the relevant taxing authority that has full knowledge of all relevant information will examine each uncertain tax position. Although the Company believes the estimates are reasonable, no assurance can be given that the final outcome of these matters will not be different than what is reflected in the historical income tax provisions and accruals. |
Comprehensive income (loss) | The Company follows the provisions of the Financial Accounting Standards Board (the “FASB”) ASC 220 Reporting Comprehensive Income |
Segment information | The Company adopted ASC-280, Disclosures about Segments of an Enterprise and Related Information |
Recent accounting pronouncements | In January 2016, the FASB issued ASU No. 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities, which revises the accounting related to (1) the classification and measurement of investments in equity securities and (2) the presentation of certain fair value changes for financial liabilities measured at fair value. The ASU also amends certain disclosure requirements associated with the fair value of financial instruments. The new guidance requires the fair value measurement of investments in equity securities and other ownership interests in an entity, including investments in partnerships, unincorporated joint ventures and limited liability companies (collectively, equity securities) that do not result in consolidation and are not accounted for under the equity method. Entities will need to measure these investments and recognize changes in fair value in net income. Entities will no longer be able to recognize unrealized holding gains and losses on equity securities they classify under current guidance as available for sale in other comprehensive income (OCI). They also will no longer be able to use the cost method of accounting for equity securities that do not have readily determinable fair values. Instead, for these types of equity investments that do not otherwise qualify for the net asset value practical expedient, entities will be permitted to elect a practicability exception and measure the investment at cost less impairment plus or minus observable price changes (in orderly transactions). The ASU also establishes an incremental recognition and disclosure requirement related to the presentation of fair value changes of financial liabilities for which the fair value option (FVO) has been elected. Under this guidance, an entity would be required to separately present in OCI the portion of the total fair value change attributable to instrument-specific credit risk as opposed to reflecting the entire amount in earnings. For derivative liabilities for which the FVO has been elected, however, any changes in fair value attributable to instrument-specific credit risk would continue to be presented in net income, which is consistent with current guidance. The standard is effective beginning January 1, 2018 via a cumulative-effect adjustment to beginning retained earnings, except for guidance relative to equity securities without readily determinable fair values which is applied prospectively. The adoption of this ASU did not have an impact on the consolidated results of operations and financial condition. In February 2016, the FASB issued ASU No. 2016-02, Leases, replacing existing lease accounting guidance. The new standard introduces a lessee model that would require entities to recognize assets and liabilities for most leases, but recognize expenses on their income statements in a manner similar to current accounting. The ASU does not make fundamental changes to existing lessor accounting. However, it modifies what qualifies as a sales-type and direct financing lease and related accounting and aligns a number of the underlying principles with those of the new revenue standard, ASU No. 2014-09, such as evaluating how collectability should be considered and determining when profit can be recognized. The guidance eliminates existing real estate-specific provisions and requires expanded qualitative and quantitative disclosures. The standard requires modified retrospective transition by which it is applied at the beginning of the earliest comparative period presented in the year of adoption. The ASU is effective January 1, 2019. The Company is currently assessing this ASUs impact on the consolidated results of operations and financial condition. In March 2016, the FASB issued ASU 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net). The amendments in this ASU are intended to improve the operability and understandability of the implementation guidance on principal versus agent considerations by amending certain existing illustrative examples and adding additional illustrative examples to assist in the application of the guidance. The effective date and transition of these amendments is the same as the effective date and transition of ASU 2014-09, Revenue from Contracts with Customers (Topic 606). Public entities should apply the amendments in ASU 2014-09 for annual reporting periods beginning after December 15, 2017, including interim reporting periods therein. The adoption of this ASU and related standards did not have a significant impact on the consolidated results of operations and financial conditions. The adoption of this ASU and related standards did not have a significant impact on the Companys consolidated results of operations and financial conditions. In August 2016, the FASB issued ASU No. 2016-15, Classification of Certain Cash Receipts and Cash Payments, which is intended to reduce diversity in practice in how certain cash receipts and payments are presented and classified in the statement of cash flows. The standard provides guidance in a number of situations including, among others, settlement of zero-coupon bonds, contingent consideration payments made after a business combination, proceeds from the settlement of insurance claims, and distributions received from equity method investees. The ASU also provides guidance for classifying cash receipts and payments that have aspects of more than one class of cash flows. The ASU is effective January 1, 2018, with early adoption permitted. The standard requires application using a retrospective transition method. The Company does not expect this ASU to have a material impact on the consolidated results of operations and financial condition. In October 2016, the FASB issued ASU No. deferred from past intercompany transactions involving non-inventory assets to opening retained earnings. In addition, an entity would record deferred tax assets with an offset to opening retained earnings for amounts that entity had previously not recognized under existing guidance 2016-16, Intra-Entity Transfers of Assets Other Than Inventory, which modifies existing guidance and is intended to reduce diversity in practice with respect to the accounting for the income tax consequences of intra-entity transfers of assets. The ASU indicates that the current exception to income tax accounting that requires companies to defer the income tax effects of certain intercompany transactions would apply only to intercompany inventory transactions. That is, the exception would no longer apply to intercompany sales and transfers of other assets (e.g., intangible assets). Under the existing exception, income tax expense associated with intra-entity profits in an intercompany sale or transfer of assets is eliminated from earnings. Instead, that cost is deferred and recorded on the balance sheet (e.g., as a prepaid asset) until the assets leave the consolidated group. Similarly, the entity is prohibited from recognizing deferred tax assets for the increases in tax bases due to the intercompany sale or transfer. The ASU is effective January 1, 2018, with early adoption permitted as of January 1, 2017. The standard requires modified retrospective transition with a cumulative catch-up adjustment to opening retained earnings in the period of adoption. Upon adoption, a company would write off any income tax effects that had been but would recognize under the new guidance. In October 2016, the FASB issued ASU No. 2016-17, Interests Held through Related Parties That Are under Common Control, which modifies existing guidance with respect to how a decision maker that holds an indirect interest in a variable interest entity (VIE) through a common control party determines whether it is the primary beneficiary of the VIE as part of the analysis of whether the VIE would need to be consolidated. Under the ASU, a decision maker would need to consider only its proportionate indirect interest in the VIE held through a common control party. Previous guidance had required the decision maker to treat the common control partys interest in the VIE as if the decision maker held the interest itself. As a result of the ASU, in certain cases, previous consolidation conclusions may change. The standard is effective January 1, 2017 with retrospective application to January 1, 2016. The Company does not have significant involvement with entities subject to consolidation considerations impacted by VIE model factors. As a result, the Company does not expect this ASU to have a material impact on the Companys consolidated results of operations and financial condition. In November 2016, the FASB issued ASU No. 2016-18, Restricted Cash, which clarifies guidance on the classification and presentation of restricted cash in the statement of cash flows. Under the ASU, changes in restricted cash and restricted cash equivalents would be included along with those of cash and cash equivalents in the statement of cash flows. As a result, entities would no longer present transfers between cash/equivalents and restricted cash/equivalents in the statement of cash flows. In addition, a reconciliation between the balance sheet and the statement of cash flows would be disclosed when the balance sheet includes more than one line item for cash/equivalents and restricted cash/equivalents. The ASU is effective January 1, 2018, with early adoption permitted. Entities are required to apply the standards provisions on a retrospective basis. The Company does not expect this ASU to have a material impact on the Companys consolidated results of operations and financial condition. In January 2017, the FASB issued ASU No. 2017-01, Clarifying the Definition of a Business, which narrows the existing definition of a business and provides a framework for evaluating whether a transaction should be accounted for as an acquisition (or disposal) of assets or a business. The ASU requires an entity to evaluate if substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or a group of similar identifiable assets; if so, the set of transferred assets and activities (collectively, the set) is not a business. To be considered a business, the set would need to include an input and a substantive process that together significantly contribute to the ability to create outputs. The standard also narrows the definition of outputs. The definition of a business affects areas of accounting such as acquisitions, disposals and goodwill. Under the new guidance, fewer acquired sets are expected to be considered businesses. The ASU is effective January 1, 2018 on a prospective basis with early adoption permitted. The Company would apply this guidance to applicable transactions after the adoption date. In January 2017, the FASB issued ASU No. 2017-04, Simplifying the Test for Goodwill Impairment. Under the new standard, goodwill impairment would be measured as the amount by which a reporting units carrying value exceeds its fair value, not to exceed the carrying value of goodwill. This ASU eliminates existing guidance that requires an entity to determine goodwill impairment by calculating the implied fair value of goodwill by hypothetically assigning the fair value of a reporting unit to all of its assets and liabilities as if that reporting unit had been acquired in a business combination. For 3M, this ASU is effective prospectively to impairment tests beginning January 1, 2020, with early adoption permitted. 3M would apply this guidance to applicable impairment tests after the adoption date. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which supersedes ASC 840, Leases. This ASU is based on the principle that entities should recognize assets and liabilities arising from leases. The ASU does not significantly change the lessees recognition, measurement and presentation of expenses and cash flows from the previous accounting standard. Leases are classified as finance or operating. The ASUs primary change is the requirement for entities to recognize a lease liability for payments and a right of use asset representing the right to use the leased asset during the term on operating lease arrangements. Lessees are permitted to make an accounting policy election to not recognize the asset and liability for leases with a term of twelve months or less. Lessors accounting under the ASC is largely unchanged from the previous accounting standard. In addition, the ASU expands the disclosure requirements of lease arrangements. Lessees and lessors will use a modified retrospective transition approach, which includes a number of practical expedients. The effective date will be the first quarter of fiscal year 2020 with early adoption permitted. Management continues to assess the overall impact the adoption of ASU 2016-02 will have on the Companys financial statements. |
SIGNIFICANT ACCOUNTING POLICI17
SIGNIFICANT ACCOUNTING POLICIES (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Significant Accounting Policies Tables | |
Exchange rate used for translation | Period End Average US$ to MYR Rate Rate March 31, 2018 3.8602 3.9247 December 31, 2017 4.0573 4.2982 March 31, 2017 4.4176 4.4447 |
Estimated useful lives of assets | Computer and software 5 years Furniture and fittings 10 years Office equipment 10 years Renovation and improvements 10 years Building 40 years Land 95 years |
LAND, PROPERTY & EQUIPMENT (Tab
LAND, PROPERTY & EQUIPMENT (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Land Property Equipment Tables | |
Land, property & equipment | March 31, December 31, 2018 2017 Computer and software $ 22,884 $ 21,773 Furniture and fittings 31,601 30,067 Office equipment 46,115 43,876 Renovations and improvements 369,217 351,285 Building 965,654 918,754 Land 236,930 225,423 Total 1,672,401 1,591,178 Less: accumulated depreciation (449,163 ) (409,100 ) Net $ 1,223,238 $ 1,182,078 |
RELATED PARTIES TRANSACTIONS (T
RELATED PARTIES TRANSACTIONS (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Related Parties Transactions Tables | |
Due from related parties | March 31, December 31, 2018 2017 Purpose Global Bizrewards Sdn. Bhd. $ 297,811 $ 261,891 Advance M1 Tech Sdn. Bhd. (fka. Fine Portal Sdn Bhd) 25,720 20,252 Advance Sportlight Academy Sdn. Bhd. 13,577 12,917 Advance M1Elite Sdn. Bhd. 15,639 14,499 Advance Total Due from 352,747 309,559 |
Due to related parties | March 31, December 31, 2018 2017 Purpose Dato Sri Warren Eu Hin Chai $ 891,996 $ 763,882 Capital Advance Michael A. Zahorik 30,307 30,307 Capital Advance SKH Media Sdn. Bhd. 62,505 47,195 Capital Advance and rental Total Due to 984,808 841,384 |
STOCKHOLDERS' EQUITY (Tables)
STOCKHOLDERS' EQUITY (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Stockholders Equity Tables | |
Schedule of fair value of the option grant estimated | July 30, 2011 Expected option life (year) 8 Expected volatility 58.62 %* Expected dividends 0.00 % Risk-free rate(s) 2.32 % |
Schedule of Compensation Expense-Options | Date Value on Date of Grant Expenses Reported Expense Projected True-up Amount Cumulative Reported Expense Unrecognized Compensation Weighted Average Period to Recognize 7/30/2011 504,024 504,024 7.0 1/31/2012 16,053 31,933 472,091 6.5 1/31/2013 61,132 (43 ) 95,065 408,959 5.5 1/31/2014 62,891 43 157,957 346,067 4.5 1/31/2015 62,941 220,898 283,126 3.5 12/31/2015 283,126 504,024 - - |
TERM LOAN (Tables)
TERM LOAN (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Term Loan Tables | |
Schedule of Interest expense | March 31, December 31, 2018 2017 Repayable within 1 year. $ 22,020 $ 20,709 Repayable within 2 year 23,070 21,695 Repayable within 3 year 24,168 22,728 Repayable within 4 year 25,316 23,808 Repayable within 5 year 26,503 24,932 Repayable after 5 year 428,185 413,408 Total Due from 549,262 527,280 |
PROVISION FOR TAXES (Tables)
PROVISION FOR TAXES (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
United States [Member] | |
Schedule of provision for income taxes | For the three months ended March 31, March 31, 2018 2017 Net loss before income taxes (106 ) (28,810 ) Tax expenses (benefit) at the statutory tax rate - - Tax effect of: Valuation allowance 106 28,810 Income tax benefit - - |
Schedule of Deferred Tax Assets and Liabilities | March 31, December 31, 2018 2017 Deferred tax asset Net operating losses carry forwards 442,403 441,899 Valuation allowance (442,403 ) (441,899 ) Deferred tax assets, net - - |
Malaysia [Member] | |
Schedule of provision for income taxes | For the three months ended March 31, March 31, 2018 2017 Net loss before income taxes (77,010 ) (127,617 ) Tax expenses (benefit) at the statutory tax rate (13,862 ) (22,971 ) Tax effects of: Expenses not currently deductible - - Under accrual taxes in prior - - Valuation allowance 13,862 22,971 Income tax expense (benefit) - - |
Schedule of Deferred Tax Assets and Liabilities | March 31, December 31, 2018 2017 Deferred tax asset Expenses not currently deductible 11,114 10,575 Valuation allowance - - Deferred tax assets, net 11,114 10,575 |
ORGANIZATION (Details Narrative
ORGANIZATION (Details Narrative) - shares | Jan. 06, 2016 | Mar. 31, 2018 |
State or Country of incorporation | Delaware | |
Incorporation date | Feb. 2, 2005 | |
U Matrin Worldwide SDN. BHD [Member] | ||
Equity ownership, percentage | 80.00% | |
Business acquisition equity interest, shares issued | 100,000,000 | |
Dato' Sri Eu Hin Chai [Member] | ||
Equity ownership, percentage | 76.00% | |
Dato' Sri Eu Hin Chai [Member] | Business combination [Member] | ||
Equity ownership, percentage | 61.25% | |
Dato' Liew Kok Hong [Member] | Business combination [Member] | ||
Equity ownership, percentage | 38.75% |
SIGNIFICANT ACCONTING POLICIES
SIGNIFICANT ACCONTING POLICIES (Details) - US$ to MYR [Member] | Mar. 31, 2018 | Dec. 31, 2017 | Mar. 31, 2017 |
Foreign currency translation Period End Rate | 3.8602 | 4.0573 | 4.4176 |
Foreign currency translation average exchange rate | 3.9247 | 4.2982 | 4.4447 |
SIGNIFICANT ACCONTING POLICIE25
SIGNIFICANT ACCONTING POLICIES (Details 1) | 3 Months Ended |
Mar. 31, 2018 | |
Computer and software [Member] | |
Estimated useful lives | 5 years |
Furniture and fittings [Member] | |
Estimated useful lives | 10 years |
Office equipment [Member] | |
Estimated useful lives | 10 years |
Renovation and improvements [Member] | |
Estimated useful lives | 10 years |
Building [Member] | |
Estimated useful lives | 40 years |
Land [Member] | |
Estimated useful lives | 95 years |
SIGNIFICANT ACCONTING POLICIE26
SIGNIFICANT ACCONTING POLICIES (Details Narrative) - USD ($) | 3 Months Ended | |||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | |
Significant Acconting Policies Details Narrative | ||||
Cash and cash equivalents | $ 52,437 | $ 42,040 | $ 73,093 | $ 133,269 |
Bad debt expense | 0 | 0 | ||
Advertising and promotions expenses | $ 0 | $ 3,579 |
GOING CONCERN (Details Narrativ
GOING CONCERN (Details Narrative) - USD ($) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Going Concern Details Narrative | |||
Accumulated deficit | $ (3,100,458) | $ (3,038,346) | |
Net loss | $ (77,514) | $ (156,427) | $ (728,261) |
LAND, PROPERTY & EQUIPMENT (Det
LAND, PROPERTY & EQUIPMENT (Details) - USD ($) | Mar. 31, 2018 | Dec. 31, 2017 |
Total | $ 1,672,401 | $ 1,591,178 |
Less: accumulated depreciation | (449,163) | (409,100) |
Land, property and equipment, net | 1,223,238 | 1,182,078 |
Computer and software [Member] | ||
Total | 22,884 | 21,773 |
Furniture and fittings [Member] | ||
Total | 31,601 | 30,067 |
Office equipment [Member] | ||
Total | 46,115 | 43,876 |
Renovation and improvements [Member] | ||
Total | 369,217 | 351,285 |
Building [Member] | ||
Total | 965,654 | 918,754 |
Land [Member] | ||
Total | $ 236,930 | $ 225,423 |
LAND, PROPERTY & EQUIPMENT (D29
LAND, PROPERTY & EQUIPMENT (Details Narrative) - USD ($) | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Land Property Equipment Details Narrative | ||
Depreciation expense | $ 18,865 | $ 18,957 |
RELATED PARTIES TRANSACTIONS (D
RELATED PARTIES TRANSACTIONS (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2018 | Dec. 31, 2017 | |
Total Due from | $ 352,747 | $ 309,559 |
Global Bizrewards Sdn. Bhd. [Member] | ||
Total Due from | $ 297,811 | 261,891 |
Purpose | Advance | |
Fine Portal Sdn. Bhd. [Member] | ||
Total Due from | $ 25,720 | 20,252 |
Purpose | Advance | |
Sportlight Academy Sdn. Bhd. [Member] | ||
Total Due from | $ 13,577 | 12,917 |
Purpose | Advance | |
M1Elite Sdn. Bhd. [Member] | ||
Total Due from | $ 15,639 | $ 14,499 |
Purpose | Advance |
RELATED PARTIES TRANSACTIONS 31
RELATED PARTIES TRANSACTIONS (Details 1) - USD ($) | 3 Months Ended | |
Mar. 31, 2018 | Dec. 31, 2017 | |
Total Due to | $ 984,808 | $ 841,384 |
Dato Sri Warren Eu Hin Chai [Member] | ||
Total Due to | $ 891,996 | 763,882 |
Purpose for due to related parties | Capital Advance | |
Michael A. Zahorik [Member] | ||
Total Due to | $ 30,307 | 30,307 |
Purpose for due to related parties | Capital Advance | |
SKH Media Sdn. Bhd [Member] | ||
Total Due to | $ 62,505 | $ 47,195 |
Purpose for due to related parties | Capital Advance and rental |
RELATED PARTIES TRANSACTIONS 32
RELATED PARTIES TRANSACTIONS (Details Narrative) - USD ($) | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Related Party Transaction [Line Items] | ||
Operating lease rental expense | $ 7,644 | $ 6,750 |
SKH Media Sdn. Bhd [Member] | ||
Related Party Transaction [Line Items] | ||
Operating lease rental expense | $ 7,644 | $ 6,750 |
STOCKHOLDERS' EQUITY (Details)
STOCKHOLDERS' EQUITY (Details) | 6 Months Ended | |
Jul. 30, 2011 | ||
Stockholders Equity Details | ||
Expected option life (year) | 8 years | |
Expected volatility | 58.62% | [1] |
Expected dividends | 0.00% | |
Risk-free rate(s) | 2.32% | |
[1] | As a thinly traded public entity, it is not practicable for the Company to estimate the expected volatility of its share price. The Company selected two (2) comparable companies to calculate the expected volatility. The Company calculated two (2) comparable companies' historical volatility over the expect life of the share options of eight (8) years and averaged the two (2) comparable companies' historical volatility as its expected volatility. |
STOCKHOLDERS' EQUITY (Details 1
STOCKHOLDERS' EQUITY (Details 1) | 3 Months Ended |
Mar. 31, 2018USD ($) | |
Compensation Expense 1 [Member] | |
Compensation expense date | Jul. 30, 2011 |
Value on Date of Grant | $ 504,024 |
Expense Reported | |
Expense Projected | |
True-Up Amount | |
Cumulative Reported Expense | |
Unrecognized Compensation | $ 504,024 |
Weighted Average Period to Recognize | 7 years |
Compensation Expense 2 [Member] | |
Compensation expense date | Jan. 31, 2012 |
Expense Reported | $ 16,053 |
Expense Projected | |
True-Up Amount | |
Cumulative Reported Expense | 31,933 |
Unrecognized Compensation | $ 472,091 |
Weighted Average Period to Recognize | 6 years 6 months |
Compensation Expense 3 [Member] | |
Compensation expense date | Jan. 31, 2013 |
Expense Reported | $ 61,132 |
Expense Projected | |
True-Up Amount | (43) |
Cumulative Reported Expense | 95,065 |
Unrecognized Compensation | $ 408,959 |
Weighted Average Period to Recognize | 5 years 6 months |
Compensation Expense 4 [Member] | |
Compensation expense date | Jan. 31, 2014 |
Expense Reported | $ 62,891 |
Expense Projected | |
True-Up Amount | 43 |
Cumulative Reported Expense | 157,957 |
Unrecognized Compensation | $ 346,067 |
Weighted Average Period to Recognize | 4 years 6 months |
Compensation Expense 5 [Member] | |
Compensation expense date | Jan. 31, 2015 |
Expense Reported | $ 62,941 |
Expense Projected | |
True-Up Amount | |
Cumulative Reported Expense | 220,898 |
Unrecognized Compensation | $ 283,126 |
Weighted Average Period to Recognize | 3 years 6 months |
Compensation Expense 6 [Member] | |
Compensation expense date | Dec. 31, 2015 |
Expense Reported | $ 283,126 |
Expense Projected | |
True-Up Amount | |
Cumulative Reported Expense | 504,024 |
Unrecognized Compensation |
STOCKHOLDERS' EQUITY (Details N
STOCKHOLDERS' EQUITY (Details Narrative) - USD ($) | May 08, 2017 | Jan. 12, 2017 | Dec. 30, 2016 | Mar. 29, 2015 | Jul. 31, 2011 | Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2015 | Dec. 31, 2017 | Feb. 20, 2015 | Jul. 30, 2011 |
Related Party Transaction [Line Items] | |||||||||||
Common stock shares authorized | 500,000,000 | 500,000,000 | 100,000,000 | ||||||||
Common stock par value | $ 0.00001 | $ 0.00001 | $ 0.001 | ||||||||
Designated preferred stock, shares authorized | 10,000,000 | 10,000,000 | 10,000,000 | ||||||||
Designated preferred stock, par value | $ 0.00001 | $ 0.00001 | $ 0.00001 | ||||||||
Common stock, Issued | 14,687,794 | 8,957,372 | 480,000 | 182,444,266 | 182,444,266 | ||||||
Common stock, Outstanding | 182,444,266 | 182,444,266 | |||||||||
Imputed Interest expenses | $ 2,168 | ||||||||||
Price per share | $ 0.02 | $ 0.02 | $ 0.02 | ||||||||
Proceeds from issuance of common stock | $ 293,756 | $ 179,147 | $ 9,600 | ||||||||
Stock options [Member] | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Price per share | $ 0.10 | ||||||||||
Common stock shares reserved for future issuance | 8,000,000 | ||||||||||
Fair value of stock options | $ 504,024 | ||||||||||
Share based compensation expense | $ 0 | $ 0 | |||||||||
Convertible Notes Payable 2 [Member] | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Debt conversion original amount | $ 82,497 | ||||||||||
Debt conversion converted instrument shares issued | 8,249,700 | ||||||||||
Conversion price | $ 0.01 | ||||||||||
Convertible Notes Payable 1 [Member] | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Debt conversion original amount | $ 82,497 | ||||||||||
Debt conversion converted instrument shares issued | 16,499,400 | ||||||||||
Conversion price | $ 0.005 |
COMMITMENTS, CONTINGENCIES, R36
COMMITMENTS, CONTINGENCIES, RISKS AND UNCERTAINTIES (Details Narrative) - USD ($) | 3 Months Ended | 11 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | Oct. 31, 2015 | |
Commitments Contingencies Risks And Uncertainties Details Narrative | |||
Operating lease rent expenses periodic payments | $ 2,250 | ||
Frequency of periodic payments | Monthly | ||
Operating lease expiration date | Oct. 31, 2015 | ||
Operating lease rental expense | $ 7,644 | $ 6,750 | |
Concentration and Credit risk federally insured, Amount | $ 64,763 |
TERM LOAN (Details)
TERM LOAN (Details) - USD ($) | Mar. 31, 2018 | Dec. 31, 2017 |
Term Loan Details | ||
Repayable within 1 year | $ 22,020 | $ 20,709 |
Repayable within 2 year | 23,070 | 21,695 |
Repayable within 3 year | 24,168 | 22,728 |
Repayable within 4 year | 25,316 | 23,808 |
Repayable within 5 year | 26,503 | 24,932 |
Repayable after 5 year | 428,185 | 413,408 |
Total Due from | $ 549,262 | $ 527,280 |
TERM LOAN (Details Narrative)
TERM LOAN (Details Narrative) | 1 Months Ended | 3 Months Ended | |||
Jul. 27, 2015USD ($)Number | Dec. 23, 2014USD ($) | Mar. 31, 2018USD ($) | Mar. 31, 2017USD ($) | Dec. 31, 2017USD ($) | |
Term Loan Details | |||||
Term loan, maximum borrowing capacity | $ 657,507 | ||||
Amount of term loan borrowed | $ 609,554 | ||||
Period of term loan | 240 months | ||||
Description for interest rate | The term loan is subject to an interest charges at 2.10% per annum below the Bank's Base Lending Rate ("BLR") with daily rests | ||||
Term loan, periodic payments | $ 3,582 | ||||
Number of installments | Number | 240 | ||||
Base Lending Rate | 6.85% | ||||
Interest expenses | $ 6,370 | $ 5,670 | |||
Term loan outstanding | 549,262 | $ 527,280 | |||
Term loan payable-current portion | 22,020 | 20,709 | |||
Term loan payable-long term portion | $ 527,242 | $ 506,571 |
PROVISION FOR TAXES (Details)
PROVISION FOR TAXES (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Net loss before income taxes | $ (77,514) | $ (156,427) |
Tax effect of: | ||
Income tax benefit | ||
United States [Member] | ||
Net loss before income taxes | (106) | (28,810) |
Tax expenses (benefit) at the statutory tax rate | ||
Tax effect of: | ||
Valuation allowance | 106 | 28,810 |
Income tax benefit |
PROVISION FOR TAXES (Details 1)
PROVISION FOR TAXES (Details 1) - USD ($) | Mar. 31, 2018 | Dec. 31, 2017 |
Deferred tax asset | ||
Deferred tax assets, net | $ 11,114 | $ 10,575 |
United States [Member] | ||
Deferred tax asset | ||
Net operating losses carryforwards | 442,403 | 441,899 |
Valuation allowance | (442,403) | (441,899) |
Deferred tax assets, net |
PROVISION FOR TAXES (Details 2)
PROVISION FOR TAXES (Details 2) - USD ($) | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Net loss before income taxes | $ (77,514) | $ (156,427) |
Tax effects of: | ||
Income tax expense (benefit) | ||
Malaysia [Member] | ||
Net loss before income taxes | (77,010) | (127,617) |
Tax expense (benefit) at the statutory tax rate | (13,862) | (22,971) |
Tax effects of: | ||
Expenses not currently deductible | ||
Under accrual taxes in prior | ||
Valuation allowance | 13,862 | 22,971 |
Income tax expense (benefit) |
PROVISION FOR TAXES (Details 3)
PROVISION FOR TAXES (Details 3) - USD ($) | Mar. 31, 2018 | Dec. 31, 2017 |
Deferred tax asset | ||
Deferred tax assets, net | $ 11,114 | $ 10,575 |
Malaysia [Member] | ||
Deferred tax asset | ||
Expenses not currently deductible | 11,114 | 10,575 |
Valuation allowance | ||
Deferred tax assets, net | $ 11,114 | $ 10,575 |
PROVISION FOR TAXES (Details Na
PROVISION FOR TAXES (Details Narrative) - USD ($) | 3 Months Ended | |
Mar. 31, 2018 | Dec. 31, 2017 | |
Provision For Taxes Details Narrative | ||
Net operating loss carried forward | $ 3,121,772 | |
Net operating loss carry forwards expire period | 2,025 | |
Prepaid income tax | $ 105,986 | $ 78,656 |
Net operating loss carry forwards, description | In addition, net operating losses (NOL) arising after December 31, 2017 can be carryforward indefinitely while limiting the NOL deduction for a given year to 80% of taxable income | |
Tax Reform Act, description | The Tax Reform Act permanently reduces the U.S. corporate income tax rate from a maximum of 35% to a flat 21% rate, effective January 1, 2018. As a result of the reduction in the U.S. corporate income tax rate from 34% to 21% under the Tax Reform Act, the Company revalued its ending net deferred tax assets |