CHANGE IN ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2012 |
Change In Accounting Policies [Abstract] | ' |
CHANGE IN ACCOUNTING POLICIES | ' |
Note 3 CHANGE IN ACCOUNTING POLICIES |
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Fiscal reporting |
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Effective September 19, 2012, the Company changed its fiscal year end from March 31 to December 31. Prior to this change, the company’s subsidiaries, with the exception of SD Holdings, had fiscal year ends of December 31 and in reporting its financial statements, the Company, through the use of Regulation S-X Rule 3A-02 (“the 93 day rule”), consolidated those subsidiaries without any adjustments for timing differences in the period ends. This application was in error. With the change in year end, the Company retroactively adjusted previously released financial statements to reflect this change beginning December 31, 2010. Accordingly, the financial statements for the year ended December 31, 2012 and 2011, include the accounts of all consolidated companies for the same twelve month period beginning January 1, 2012 and 2011 respectively. The Balance Sheets as at December 31, 2012 and December 31, 2011 have also been adjusted to include the accounts of all consolidated companies as of those dates. |
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This is Amendment No. 3 to the financial statements and notes for December 31, 2012. |
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In accordance with ASC 250, effects of this restatement to the previously reported statements for years ending December 31, 2012 and comparative December 31, 2011 are shown below. Where there were no changes between Amendment No. 3 and Amendment No. 2, these have been grouped together. |
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| | For the twelve months ended |
| | | | | | | | | | | 10K/A – 3 and | | 10K/A - 1 as | |
| | 10K/A – 3 | | | | | | | | 10 K/A – 2 as | | compared to | |
| | 10K/A - 2 | | 10K/A - 1 | | 10K | | compared to | | 10K | |
| | Restated | | Restated | | Original | | 10K/A - 1 | | Original | |
| | December 31, 2012 | | December 31, 2012 | | December 31, 2012 | | Difference | | Difference | |
| | $ | | | $ | | $ | | $ | | $ | |
Assets | | | | | | | | | | | | | | | | |
Current Assets | | | | | | | | | | | | | | | | |
Cash and cash equivalents | | | 1,154,602 | | | 1,154,602 | | | -4,159,318 | | | 0 | | | 5,313,920 | |
Accounts receivable | | | 4,143,448 | | | 4,143,448 | | | 4,914,640 | | | 0 | | | -771,192 | |
Inventories | | | 0 | | | | | | | | | 0 | | | | |
Prepaid expenses | | | 84,304 | | | 84,304 | | | 160,095 | | | 0 | | | -75,791 | |
Other receivables | | | 676,976 | | | 676,976 | | | 676,976 | | | 0 | | | 0 | |
Assets held for sale | | | 384,862 | | | 384,862 | | | 2,231,507 | | | 0 | | | -1,846,645 | |
Total current assets | | | 6,444,192 | | | 6,444,192 | | | 9,137,820 | | | 0 | | | -2,693,628 | |
| | | | | | | | | | | | | | | | |
Assets held for sale | | | 1,846,645 | | | 1,846,645 | | | 0 | | | 0 | | | 1,846,645 | |
Property, plant and equipment | | | 332,839 | | | 332,839 | | | 332,839 | | | 0 | | | 0 | |
Other non-current receivables | | | 428,422 | | | 428,422 | | | 428,421 | | | 0 | | | 1 | |
Deferred tax assets | | | 1,132,103 | | | 1,132,103 | | | 4,823,871 | | | 0 | | | -3,691,768 | |
Goodwill | | | 34,254,881 | | | 34,254,881 | | | 36,206,460 | | | 0 | | | -1,951,579 | |
Software | | | 12,207,031 | | | 12,207,031 | | | 13,724,170 | | | 0 | | | -1,517,139 | |
Other assets | | | 156,379 | | | 156,379 | | | 156,379 | | | 0 | | | 0 | |
Total non-current assets | | | 50,358,300 | | | 50,358,300 | | | 55,672,140 | | | 0 | | | -5,313,840 | |
| | | | | | | | | | | | | | | | |
Total assets | | | 56,802,492 | | | 56,802,492 | | | 64,809,961 | | | 0 | | | -8,007,469 | |
| | | | | | | | | | | | | | | | |
Liabilities and shareholders' equity | | | | | | | | | | | | | | | | |
Current liabilities | | | | | | | | | | | | | | | | |
Notes payable | | | 1,277,407 | | | 2,313,572 | | | 0 | | | -1,036,165 | | | 2,313,572 | |
Liabilities to banks | | | 6,774 | | | 6,774 | | | 6,774 | | | 0 | | | 0 | |
Accounts payable and accrued liabilities | | | 6,241,733 | | | 6,241,733 | | | 10,846,650 | | | 0 | | | -4,604,917 | |
Other liabilities | | | 860,032 | | | 860,032 | | | 860,032 | | | 0 | | | 0 | |
Deferred income | | | 6,099,570 | | | 6,099,570 | | | 6,099,570 | | | 0 | | | 0 | |
Due to related parties | | | 3,152,034 | | | 2,115,869 | | | 48,068 | | | 1,036,165 | | | 2,067,801 | |
Liability held for sale | | | 589,634 | | | 589,634 | | | 749,532 | | | 0 | | | -159,898 | |
Total current liabilities | | | 18,227,184 | | | 18,227,184 | | | 18,610,626 | | | 0 | | | -383,442 | |
| | | | | | | | | | | | | | | | |
Liabilities to banks | | | 3,716,102 | | | 3,716,102 | | | 3,716,101 | | | 0 | | | 1 | |
Deferred tax liabilities | | | 0 | | | 0 | | | 874,551 | | | 0 | | | -874,551 | |
Retirement benefit obligation | | | 165,876 | | | 165,876 | | | 165,876 | | | 0 | | | 0 | |
Liability held for sale | | | 159,898 | | | 159,898 | | | 0 | | | 0 | | | 159,898 | |
Total non-current liabilities | | | 4,041,876 | | | 4,041,876 | | | 4,756,528 | | | 0 | | | -714,652 | |
| | | | | | | | | | | | | | | | |
Total liabilities | | | 22,269,060 | | | 22,269,060 | | | 23,367,154 | | | 0 | | | -1,098,094 | |
| | | | | | | | | | | | | | | | |
Shareholders' equity | | | | | | | | | | | | | | | | |
Capital Stock | | | | | | | | | | | | | | | | |
Authorized: | | | | | | | | | | | | | | | | |
75,000,000 common shares and 25,000,000 preferred shares each with a par value of $.001 | | | | | | | | | | | | | | | | |
Issued and outstanding | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
| | | 29,462 | | | 29,462 | | | 29,462 | | | 0 | | | 0 | |
Additional paid in capital | | | 49,691,195 | | | 49,691,195 | | | 49,391,663 | | | 0 | | | 299,532 | |
Accumulated deficit | | | -18,974,582 | | | -18,974,582 | | | -15,706,308 | | | 0 | | | -3,268,274 | |
Other comprehensive income | | | 442,841 | | | 442,841 | | | 313,139 | | | 0 | | | 129,702 | |
Total shareholders' equity | | | 31,188,916 | | | 31,188,916 | | | 34,027,957 | | | 0 | | | -2,839,041 | |
| | | | | | | | | | | | | | | | |
Noncontrolling interest in subsidiaries | | | 3,344,516 | | | 3,344,516 | | | 7,414,850 | | | 0 | | | -4,070,334 | |
| | | | | | | | | | | | | | | | |
Total equity and liabilities | | | 56,802,492 | | | 56,802,492 | | | 64,809,961 | | | 0 | | | -8,007,469 | |
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Explanations to above changes: 10K-A No. 1 as compared to 10K as Originally Filed |
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Line Item | | Explanation of Difference | | | | | | | | | | | | | | |
Cash and cash equivalents | | Inadvertent printing error | | | | | | | | | | | | | | |
Accounts receivable | | Reclassification to Goodwill ($700k) and bad debt expense($71k) | | | | | | | | | | | | | | |
Prepaid expenses | | Reclassification to Accounts payable ($76k) | | | | | | | | | | | | | | |
Assets held for sale | | Reclassification to Non-current assets held for sale ($1847k) | | | | | | | | | | | | | | |
Other non-current receivables | | Rounding | | | | | | | | | | | | | | |
Deferred tax assets | | Reclassification to Tax expense (Income) | | | | | | | | | | | | | | |
Goodwill | | Reclassification of $700K from Accounts receivable; ($90k) to Other income; ($2,561k) to write down of goodwill | | | | | | | | | | | | | | |
Software | | Reclassification to Intangible write down ($1,517k) | | | | | | | | | | | | | | |
Notes payable | | Reclassification from Accounts payable ($2,314k) | | | | | | | | | | | | | | |
Accounts payable and accrued liabilities | | Reclassification to Notes payable ($2,314k); prepaid expenses ($76k); legal ($76k); Due to related parties ($2,067k); audit expense ($72k) | | | | | | | | | | | | | | |
Due to related parties | | Reclassification from Accounts payable ($2,067k) | | | | | | | | | | | | | | |
Liability held for sale | | Reclassification to long term liabilities held for sale | | | | | | | | | | | | | | |
Liabilities to banks | | Rounding | | | | | | | | | | | | | | |
Deferred tax liabilities | | Reclassification of tax assets | | | | | | | | | | | | | | |
Liability held for sale | | Reclassification from short term liabilities held for sale | | | | | | | | | | | | | | |
Additional paid in capital | | Reclassification of interest expense ($27K); administrative expenses through warrants ($ 272k) | | | | | | | | | | | | | | |
Accumulated Deficit | | Reclassification from Other Income/Expense ($3,268k) | | | | | | | | | | | | | | |
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Explanations to above changes: 10K-A No. 3 and 10K-A No. 2 as compared to 10K-A No. 1 |
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Balance Sheet | | | | | | | | | | | | | | | | |
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Line Item | | Explanation of Difference | | | | | | | | | | | | | | |
Notes payable | | Reclassification to Due to related parties($1,036k) | | | | | | | | | | | | | | |
Due to related parties | | Reclassification from Notes payable ($1,036k) | | | | | | | | | | | | | | |
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| | For the twelve months ended |
| | | | | | | | | | | 10K/A – 3 and | | 10K/A - 1 as | |
| | 10K/A – 3 | | | | | | | | 10 K/A – 2 as | | compared to | |
| | 10K/A - 2 | | 10K/A - 1 | | 10K | | compared | | 10K | |
| | Restated | | Restated | | Original | | to 10K/A - 1 | | Original | |
| | December 31, 2012 | | December 31, 2012 | | December 31, 2012 | | Difference | | Difference | |
| | $ | | $ | | $ | | $ | | $ | |
Revenues | | | | | | | | | | | | | | | | |
Products | | | 21,195,435 | | | 21,195,435 | | | 21,266,627 | | | 0 | | | -71,192 | |
Services | | | 4,540,349 | | | 4,540,349 | | | 4,540,349 | | | 0 | | | 0 | |
| | | 25,735,784 | | | 25,735,784 | | | 25,806,976 | | | 0 | | | -71,192 | |
Cost of goods sold | | | | | | | | | | | | | | | | |
Products | | | 5,638,228 | | | 5,638,228 | | | 5,638,228 | | | 0 | | | 0 | |
Services | | | 8,976,846 | | | 8,976,846 | | | 8,711,016 | | | 0 | | | 265,830 | |
| | | 14,615,074 | | | 14,615,074 | | | 14,349,245 | | | 0 | | | 265,829 | |
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Gross profit | | | 11,120,710 | | | 11,120,710 | | | 11,457,731 | | | 0 | | | -337,021 | |
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Operating expenses | | | | | | | | | | | | | | | | |
Selling expenses | | | 12,102,534 | | | 12,102,534 | | | 12,102,534 | | | 0 | | | 0 | |
Administrative expenses | | | 5,962,875 | | | 5,962,875 | | | 5,837,796 | | | 0 | | | 125,079 | |
General expenses | | | 1,500,086 | | | 1,500,086 | | | 4,458,185 | | | 0 | | | -2,958,099 | |
| | | 19,565,495 | | | 19,565,495 | | | 22,398,515 | | | 0 | | | -2,833,020 | |
| | | | | | | | | | | | | | | | |
Operating Loss | | | -8,444,785 | | | -8,444,785 | | | -10,940,783 | | | 0 | | | 2,495,998 | |
| | | | | | | | | | | | | | | | |
Other Income (Expense) | | | | | | | | | | | | | | | | |
Other income (expense) | | | -1,054,734 | | | -1,054,734 | | | 5,806,253 | | | 0 | | | -6,860,987 | |
Interest income | | | 3,027 | | | 3,027 | | | 3,027 | | | 0 | | | 0 | |
Interest expense | | | -480,086 | | | -480,086 | | | -453,386 | | | 0 | | | -26,700 | |
| | | -1,531,793 | | | -1,531,793 | | | 5,355,894 | | | 0 | | | -6,887,687 | |
| | | | | | | | | | | | | | | | |
Loss before income taxes | | | -9,976,578 | | | -9,976,578 | | | -5,584,889 | | | 0 | | | -4,391,689 | |
| | | | | | | | | | | | | | | | |
Income tax (income) expense | | | 1,432,252 | | | 1,432,252 | | | -1,384,965 | | | 0 | | | 2,817,217 | |
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Net Loss | | | -11,408,830 | | | -11,408,830 | | | -4,199,924 | | | 0 | | | -7,208,906 | |
| | | | | | | | | | | | | | | | |
Discontinued operations (net of tax) | | | 40,607 | | | 40,607 | | | 40,607 | | | 0 | | | 0 | |
| | | | | | | | | | | | | | | | |
Net Loss attributable to non controlling interest | | | -4,541,307 | | | -4,541,307 | | | -600,676 | | | 0 | | | -3,940,631 | |
| | | | | | | | | | | | | | | | |
Net Loss attributable to shareholders | | | -6,826,916 | | | -6,826,916 | | | -3,612,971 | | | 0 | | | -3,213,945 | |
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Other Comprehensive Loss | | | -102,525 | | | -102,525 | | | -108,443 | | | 0 | | | 5,918 | |
| | | | | | | | | | | | | | | | |
Total Comprehensive Loss attributable to stockholders | | | -6,878,281 | | | -6,878,281 | | | -3,612,971 | | | 0 | | | -3,265,310 | |
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Basic and diluted loss per share | | | -0.233 | | | -0.233 | | | -0.123 | | | 0 | | | 0 | |
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Weighted average number of shares outstanding | | | 29,461,664 | | | 29,461,664 | | | 29,461,664 | | | 0 | | | 0 | |
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Statement of Operations and Comprehensive Loss |
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Explanations to above changes: 10K-A No. 1 as compared to 10K as Originally Filed |
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Line Item | | Explanation of Difference | | | | | | | | | | | | | | |
Revenues - Product | | Reclassification from Accounts receivable – bad debt expense ($71k) | | | | | | | | | | | | | | |
Cost of goods sold - Service | | Correction to capitalized labor costs ($265k) | | | | | | | | | | | | | | |
Administrative expenses | | Reclassification from Additional Paid-In ($272k); Reclassification to Accounts payable ($147k) | | | | | | | | | | | | | | |
Other Income (expense) | | Reclassification to Accumulated Deficit ($3,268k); | | | | | | | | | | | | | | |
Interest expense | | Reclassification from Additional Paid-In Capital ($27k) | | | | | | | | | | | | | | |
Income tax (income) expense | | Reclassification from Deferred tax assets ($3,692k) and Deferred tax liabilities ($875k) | | | | | | | | | | | | | | |
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| | For the twelve months ended |
| | | | | | | | | | | 10K/A – 3 and | | 10K/A - 1 as | |
| | 10K/A – 3 | | | | | | | | 10 K/A – 2 as | | compared to | |
| | 10K/A - 2 | | 10K/A - 1 | | 10K | | compared to | | 10K | |
| | Restated | | Restated | | Original | | 10K/A - 1 | Original | |
| | December 31, 2012 | | December 31, 2012 | | December 31, 2012 | | Difference | | Difference | |
| | $ | | $ | | $ | | $ | | $ | |
Cash flow from operating activities | | | | | | | | | | | | | | | | |
Net loss / net income | | | -11,368,223 | | | -11,368,223 | | | -4,159,318 | | | 0 | | | -7,208,905 | |
Income from discontinued operations | | | -40,607 | | | 0 | | | 0 | | | -40,607 | | | 0 | |
Adjustments | | | | | | | | | | | | | | | | |
Deferred income taxes | | | 1,319,697 | | | 1,319,697 | | | -556,679 | | | 0 | | | 1,876,376 | |
Depreciation and amortization | | | 4,148,915 | | | 4,816,098 | | | 4,816,098 | | | -667,183 | | | 0 | |
Loss from equity investment | | | 227,781 | | | 244,219 | | | 46,754 | | | 0 | | | 197,465 | |
Consulting Expense | | | 272,832 | | | 0 | | | 0 | | | 272,832 | | | 0 | |
Write-down of Intangibles | | | 1,517,139 | | | 0 | | | 0 | | | 1,517,139 | | | 0 | |
Minority interest losses | | | 0 | | | -4,541,307 | | | -600,676 | | | 4,541,307 | | | -3,940,631 | |
Interest Expense | | | 26,700 | | | 0 | | | 0 | | | 26,700 | | | 0 | |
Foreign exchange | | | | | | | | | | | | | | | | |
Changes in operating assets and liabilities | | | | | | | | | | | | | | | | |
Accounts receivable and other assets | | | 1,073,620 | | | 953,133 | | | 536,124 | | | 120,487 | | | 417,009 | |
Retirement benefit obligation | | | 15,244 | | | 15,244 | | | -15,244 | | | 0 | | | 30,488 | |
Inventories | | | 236,712 | | | 236,712 | | | 263,712 | | | 0 | | | -27,000 | |
Accounts payable and other liabilities | | | -5,737,266 | | | 2,539,440 | | | 1,181,226 | | | -8,276,706 | | | 1,358,214 | |
Net cash provided by operating activities | | | -8,307,406 | | | -5,784,987 | | | 1,484,997 | | | -2,522,469 | | | -7,269,984 | |
Net cash provided (used) by discontinued | | | 70,661 | | | 0 | | | 0 | | | 70,661 | | | 0 | |
| | | | | | | | | | | | | | | | |
Cash flow from investing activities | | | | | | | | | | | | | | | | |
(Increase) Decrease of intangible assets | | | -3,378,072 | | | -3,516,593 | | | -3,516,593 | | | 138,521 | | | 0 | |
(Increase) Decrease of property, plant and equipment | | | -56,262 | | | -189,137 | | | -56,262 | | | 132,875 | | | -132,875 | |
(Purchase) Sale of subsidiaries | | | 1,020,500 | | | 2,498,257 | | | 2,498,257 | | | -1,477,757 | | | 0 | |
(Increase) Decrease in Financial assets | | | 3,946,222 | | | -416,357 | | | 278,676 | | | 4,362,579 | | | -695,033 | |
Purchase of financial assets | | | | | | | | | | | | 0 | | | 0 | |
Net cash used in investing activities | | | 1,532,388 | | | -1,623,830 | | | -795,922 | | | 3,156,218 | | | -827,908 | |
| | | | | | | | | | | | | | | | |
Cash flow from financing activities | | | | | | | | | | | | | | | | |
Net borrowings - banks | | | 239,798 | | | -239,798 | | | -237,797 | | | 479,596 | | | -2,001 | |
Other borrowings | | | -104,414 | | | 3,392,208 | | | 2,273,737 | | | -3,496,622 | | | 1,118,471 | |
Net Borrowings from related party | | | 2,719,613 | | | 0 | | | 0 | | | 2,719,613 | | | 0 | |
Capital paid in | | | 1,947,500 | | | 2,244,877 | | | -2,065,692 | | | -297,377 | | | 4,310,569 | |
Net cash used in financing activities | | | 4,802,497 | | | 5,397,287 | | | 215,720 | | | -594,790 | | | 5,181,567 | |
| | | | | | | | | | | | | | | | |
Effect of exchange rate changes on cash | | | -85,796 | | | -84,689 | | | -84,689 | | | -1,107 | | | 0 | |
| | | | | | | | | | | | | | | | |
Net increase in cash | | | -1,987,706 | | | -2,096,219 | | | -2,096,220 | | | 108,513 | | | 1 | |
Cash and cash equivalents - Beginning of the period | | | 3,142,308 | | | 3,250,821 | | | 3,250,821 | | | -108,513 | | | 0 | |
| | | | | | | | | | | | | | | | |
Cash and cash equivalents - End of period | | | 1,154,602 | | | 1,154,602 | | | 1,154,602 | | | 0 | | | 0 | |
| | | | | | | | | | | | | | | | |
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Statement of Cash Flows |
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Explanations to above changes: 10K-A No. 1 as compared to 10K as Originally Filed |
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Changes to the Statement of Cash Flows upon restatement are directly attributable to changes noted in the Balance Sheet and Statement of Operations. |
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Explanations to above changes: 10K-A No. 3 and 10K-A No. 2 as compared to 10K-A No. 1 |
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Restatement discloses separately the cash flows from discontinued operations. |
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Statement of Equity | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
10 - K/A - 3 | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Net comprehensive loss for the year | | | | | | | | -51,365 | | -6,826,916 | | -4,592,467 | | -11,470,748 | | |
| | | | | | | | | | | | | | | | |
Balance, December 31, 2012 | | 29,461,664 | | 29,462 | | 49,691,195 | | 442,841 | | -18,974,582 | | 3,344,516 | | 34,533,432 | | |
| | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
10 - K/A – 2 | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Net comprehensive loss for the year | | | | | | | | -51,365 | | 0 | | -51,160 | | 102,525 | | |
| | | | | | | | | | | | | | | | |
Balance, December 31, 2012 | | 29,461,664 | | 29,462 | | 49,691,195 | | 442,841 | | -12,147,666 | | 7,885,283 | | 45,901,655 | | |
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Explanations to above changes: 10K-A No. 3 as compared to 10K-A No. 2 |
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Inadvertent printing error to Net comprehensive loss for the year |
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| | For the twelve months ended | | | | | | |
| | 10K/A – 3 | | 10K/A - 1 | | 10K | | 10K/A – 3 and | | 10K/A - 1 as | | | | | | |
10 K/A - 2 | 10 K/A – 2 as | compared | | | | | |
| compared | | | | | | |
| | Restated | | Restated | | Original | | to 10K/A - 1 | | to 10K | | | | | | |
| | December 31, 2011 | | December 31, 2011 | | December 31, 2011 | | Difference | | Difference | | | | | | |
| | $ | | $ | | $ | | $ | | $ | | | | | | |
Assets | | | | | | | | | | | | | | | | |
Current Assets | | | | | | | | | | | | | | | | |
Cash and cash equivalents | | 3,142,308 | | 3,250,821 | | -23,732,781 | | -108,513 | | 26,983,602 | | | | | | |
Accounts receivable | | 4,850,507 | | 5,007,194 | | 4,886,788 | | -156,687 | | 120,406 | | | | | | |
Inventories | | 236,712 | | 236,712 | | 236,712 | | 0 | | | | | | | | |
Prepaid expenses | | 389,772 | | 444,147 | | 444,147 | | -54,375 | | 0 | | | | | | |
Other receivables | | 680,693 | | 1,020,010 | | 1,020,010 | | -339,317 | | 0 | | | | | | |
Assets held for sale | | 682,999 | | 24,107 | | 24,107 | | 658,892 | | 0 | | | | | | |
Total current assets | | 9,982,991 | | 9,982,991 | | 9,862,585 | | 0 | | 120,406 | | | | | | |
| | | | | | | | | | | | | | | | |
Assets held for sale | | 1,388,723 | | 0 | | 0 | | 1,388,723 | | 0 | | | | | | |
Property, plant and equipment | | 521,976 | | 1,604,994 | | 1,604,994 | | -1,083,018 | | 0 | | | | | | |
Other non-current receivables | | 548,909 | | 548,909 | | 548,909 | | 0 | | 0 | | | | | | |
Investment in related companies | | 244,219 | | 244,219 | | 244,219 | | 0 | | 0 | | | | | | |
Deferred tax assets | | 2,451,800 | | 2,748,800 | | 3,945,272 | | -297,000 | | -1,196,472 | | | | | | |
Goodwill | | 39,221,603 | | 39,221,603 | | 39,221,603 | | 0 | | 0 | | | | | | |
Software | | 14,249,905 | | 14,258,610 | | 14,258,610 | | -8,705 | | 0 | | | | | | |
Other assets | | 93,268 | | 93,268 | | 93,268 | | 0 | | 0 | | | | | | |
Total non-current assets | | 58,720,403 | | 58,720,403 | | 59,916,875 | | 0 | | -1,196,472 | | | | | | |
| | | | | | | | | | | | | | | | |
Total assets | | 68,703,394 | | 68,703,394 | | 69,779,460 | | 0 | | -1,076,066 | | | | | | |
| | | | | | | | | | | | | | | | |
Liabilities and shareholders' equity | | | | | | | | | | | | | | | | |
Current liabilities | | | | | | | | | | | | | | | | |
Notes payable | | 1,381,821 | | 1,381,821 | | 1,381,821 | | 0 | | 0 | | | | | | |
Liabilities to banks | | 19,595 | | 19,595 | | 19,595 | | 0 | | 0 | | | | | | |
Accounts payable and accrued liabilities | | 6,078,711 | | 6,491,565 | | 6,872,665 | | -412,854 | | -381,100 | | | | | | |
Other liabilities | | 4,252,240 | | 4,256,410 | | 4,256,410 | | -4,170 | | 0 | | | | | | |
Deferred income | | 6,341,575 | | 6,476,582 | | 6,476,582 | | -135,007 | | 0 | | | | | | |
Due to related parties | | 432,421 | | 432,421 | | 51,321 | | 0 | | 381,100 | | | | | | |
Liability held for sale | | 552,031 | | 0 | | 0 | | 552,031 | | 0 | | | | | | |
Total current liabilities | | 19,058,394 | | 19,058,394 | | 19,058,394 | | 0 | | 0 | | | | | | |
| | | | | | | | | | | | | | | | |
Liabilities to banks | | 3,463,483 | | 3,463,483 | | 3,463,483 | | 0 | | 0 | | | | | | |
Deferred tax liabilities | | 0 | | 0 | | 1,196,472 | | 0 | | -1,196,472 | | | | | | |
Retirement benefit obligation | | 150,632 | | 150,632 | | 150,632 | | 0 | | 0 | | | | | | |
Other liabilities | | 2,266,075 | | 2,273,737 | | 2,273,737 | | -7,662 | | 0 | | | | | | |
Liability held for sale | | 7,662 | | 0 | | 0 | | 7,662 | | 0 | | | | | | |
Total non-current liabilities | | 5,887,852 | | 5,887,852 | | 7,084,324 | | 0 | | -1,196,472 | | | | | | |
| | | | | | | | | | | | | | | | |
Total liabilities | | 24,946,246 | | 24,946,246 | | 26,142,718 | | 0 | | -1,196,472 | | | | | | |
| | | | | | | | | | | | | | | | |
Shareholders' equity | | | | | | | | | | | | | | | | |
Capital Stock | | | | | | | | | | | | | | | | |
Authorized: | | | | | | | | | | | | | | | | |
75,000,000 common shares and 25,000,000 preferred shares each with a par value of $.001 | | | | | | | | | | | | | | | | |
Issued and outstanding | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
| | 27,307 | | 27,307 | | 27,248 | | 0 | | 59 | | | | | | |
Additional paid in capital | | 47,446,318 | | 47,446,318 | | 47,325,971 | | 0 | | 120,347 | | | | | | |
Accumulated deficit | | -12,147,666 | | -12,147,666 | | -12,147,666 | | 0 | | 0 | | | | | | |
Other comprehensive income | | 494,206 | | 494,206 | | 494,206 | | 0 | | 0 | | | | | | |
Total shareholders' equity | | 35,820,165 | | 35,820,165 | | 35,699,759 | | 0 | | 120,406 | | | | | | |
| | | | | | | | | | | | | | | | |
Noncontrolling interest in subsidiaries | | 7,936,983 | | 7,936,983 | | 7,936,983 | | 0 | | 0 | | | | | | |
| | | | | | | | | | | | | | | | |
Total equity and liabilities | | 68,703,394 | | 68,703,394 | | 69,779,460 | | 0 | | -1,076,066 | | | | | | |
|
Balance Sheet |
|
Explanations to above changes: 10K-A No.1 as compared to 10K as Originally Filed |
|
Line Item | | Explanation of Difference | | | | | | | | | | | | | | |
Cash and cash equivalents | | Inadvertent Printing Error | | | | | | | | | | | | | | |
Accounts receivable | | Reclassification against Equity | | | | | | | | | | | | | | |
Deferred tax assets | Reclassification against Deferred Tax Liabilities | | | | | | | | | | | | | | |
Accounts payable and accrued liabilities | | Reclassification from Notes Payable to Due to related parties | | | | | | | | | | | | | | |
Due to related parties | | Reclassification from Notes Payable to Due to related parties | | | | | | | | | | | | | | |
Deferred tax liabilities | | Reclassification against Deferred Tax Assets | | | | | | | | | | | | | | |
Capital Stock and Additional paid in capital | | Reclassification against Accounts Receivable | | | | | | | | | | | | | | |
|
Explanations to above changes: 10K-A No. 3 and 10K-A No. 2 Compared to 10K-A No. 1 |
|
Line Item | | Explanation of Difference | | | | | | | | | | | | | | |
Cash and cash equivalents | | Reclassification to Assets held for sale - current ($109k) | | | | | | | | | | | | | | |
Accounts receivable | | Reclassification to Assets held for sale - current ($157k) | | | | | | | | | | | | | | |
Prepaid expenses | | Reclassification to Assets held for sale - current ($54k) | | | | | | | | | | | | | | |
Other receivables | | Reclassification to Assets held for sale - current ($339k) | | | | | | | | | | | | | | |
Assets held for sale - current | | Reclassification to Assets held for sale - current ($659k) | | | | | | | | | | | | | | |
Assets held for sale - non-current | | Reclassification to Assets held for sale - non-current ($1,389k) | | | | | | | | | | | | | | |
Property, plant and equipment | | Reclassification to Assets held for sale - non-current ($1,083k) | | | | | | | | | | | | | | |
Deferred tax assets | | Reclassification to Assets held for sale - non-current ($297k) | | | | | | | | | | | | | | |
Software | | Reclassification to Assets held for sale - non-current ($9k) | | | | | | | | | | | | | | |
Accounts payable and accrued liabilities | | Reclassification to liabilities held for sale - current ($413k) | | | | | | | | | | | | | | |
Other liabilities | | Reclassification to liabilities held for sale - current ($4k) | | | | | | | | | | | | | | |
Deferred income | | Reclassification to liabilities held for sale - current ($135k) | | | | | | | | | | | | | | |
Liabilities held for sale - current | | Reclassification to liabilities held for sale - current ($552k) | | | | | | | | | | | | | | |
Other liabilities | | Reclassification to liabilities held for sale - non-current ($8k) | | | | | | | | | | | | | | |
Liability held for sale - non-current | | Reclassification to liabilities held for sale - non-current ($8k) | | | | | | | | | | | | | | |
|
| | | For the twelve months ended | |
| | | 10K/A – 3 | | | 10K/A - 1 | | | 10K | | | 10K/A – 3 and | | | 10K/A - 1 | |
10 K/A - 2 | 10K/A – 2 | as |
| as compared to | compared |
| | | Restated | | | Restated | | | Original | | | 10K/A -1 | | | 10K | |
| | | December 31, 2011 | | | December 31, 2011 | | | December 31, 2011 | | | Difference | | | Difference | |
| | | $ | | | $ | | | $ | | | $ | | | $ | |
Revenues | | | | | | | | | | | | | | | | |
Products | | | 21,787,910 | | | 21,787,910 | | | 21,787,910 | | | 0 | | | 0 | |
Services | | | 6,485,182 | | | 6,485,182 | | | 6,485,182 | | | 0 | | | 0 | |
| | | 28,273,092 | | | 28,273,092 | | | 28,273,092 | | | 0 | | | 0 | |
Cost of goods sold | | | | | | | | | | | | | | | | |
Products | | | 5,575,747 | | | 5,575,747 | | | 5,575,747 | | | 0 | | | 0 | |
Services | | | 10,322,435 | | | 10,322,435 | | | 10,322,435 | | | 0 | | | 0 | |
| | | 15,898,182 | | | 15,898,182 | | | 15,898,182 | | | 0 | | | 0 | |
| | | | | | | | | | | | | | | | |
Gross profit | | | 12,374,910 | | | 12,374,910 | | | 12,374,910 | | | 0 | | | 0 | |
| | | | | | | | | | | | | | | | |
Operating expenses | | | | | | | | | | | | | | | | |
Selling expenses | | | 15,426,600 | | | 15,426,600 | | | 15,426,600 | | | 0 | | | 0 | |
Administrative expenses | | | 6,160,961 | | | 6,160,961 | | | 2,858,679 | | | 0 | | | 3,302,282 | |
General expenses | | | 926,129 | | | 926,129 | | | 926,129 | | | 0 | | | 0 | |
| | | 22,513,690 | | | 22,513,690 | | | 22,513,690 | | | 0 | | | 0 | |
| | | | | | | | | | | | | | | | |
Operating income | | | -10,138,779 | | | -10,138,779 | | | -10,138,779 | | | 0 | | | 0 | |
| | | | | | | | | | | | | | | | |
Other Income (expense) | | | | | | | | | | | | | | | | |
Other Income (expense) | | | -15,894,738 | | | -15,894,738 | | | -15,894,738 | | | 0 | | | 0 | |
Interest income | | | 33,948 | | | 33,948 | | | 33,948 | | | 0 | | | 0 | |
Interest expense | | | -406,407 | | | -406,407 | | | -406,407 | | | 0 | | | 0 | |
| | | -16,267,197 | | | -16,267,197 | | | -16,267,197 | | | 0 | | | 0 | |
| | | | | | | | | | | | | | | | |
Income (loss) before income taxes and discontinued operations | | | -26,405,976 | | | -26,405,976 | | | -26,405,976 | | | 0 | | | 0 | |
| | | | | | | | | | | | | | | | |
Income tax (income) expense | | | -2,151,211 | | | -2,151,211 | | | -2,151,211 | | | 0 | | | 0 | |
| | | | | | | | | | | | | | | | |
Net income (loss) | | | -24,254,765 | | | -24,254,765 | | | -24,254,765 | | | 0 | | | 0 | |
| | | | | | | | | | | | | | | | |
Discontinued operations (net of tax) | | | 521,979 | | | 521,979 | | | 521,979 | | | 0 | | | 0 | |
| | | | | | | | | | | | | | | | |
Net income (loss) attributable to non controlling interest | | | -23,732,786 | | | -23,732,786 | | | -23,732,786 | | | 0 | | | 0 | |
| | | | | | | | | | | | | | | | |
Net income (loss) attributable to stockholders | | | -12,165,298 | | | -12,165,298 | | | -12,750,279 | | | 0 | | | 584,981 | |
| | | | | | | | | | | | | | | | |
Other comprehensive income (loss) | | | -63,001 | | | -63,001 | | | -63,001 | | | 0 | | | 0 | |
| | | | | | | | | | | | | | | | |
Net income (loss) and comprehensive income (loss) attributed to shareholders | | | -12,228,299 | | | -12,228,299 | | | -12,750,279 | | | 0 | | | 521,980 | |
| | | | | | | | | | | | | | | | |
Basic and diluted income (loss) per share | | | -0.449 | | | -0.449 | | | -0.468 | | | 0 | | | 0.019 | |
| | | | | | | | | | | | | | | | |
Weighted average number of shares outstanding | | | 27,247,958 | | | 27,247,958 | | | 27,247,958 | | | 0 | | | 0 | |
|
Statement of Operations and net comprehensive loss |
|
Explanations to above changes: 10K-A No. 1 as compared to 10K as Originally Filed | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Line Item | | Explanation of Difference | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Administrative expenses | | Inadvertent Printing Error | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Net income (loss) attributable to stockholders | | Inadvertent Printing Error | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Net income (loss) and comprehensive income (loss) attributed to shareholders | | Inadvertent Printing Error | | | | | | | | | | | | | | |
|
| | | For the twelve months ended | |
| | | 10K/A – 3 | | | 10K/A - 1 | | | 10K | | | 10K/A – 3 and | | | 10K/A - 1 | |
10 K/A - 2 | 10K/A – 2 as | as compared |
| compared to | |
| | | Restated | | | Restated | | | Original | | | 10K/A -1 | | | to 10K | |
| | | December 31, 2011 | | | December 31, 2011 | | | December 31, 2011 | | | Difference | | | Difference | |
| | | $ | | | $ | | | $ | | | $ | | | $ | |
Cash flow from operating activities | | | | | | | | | | | | | | | | |
Net loss / net income | | | -23,732,787 | | | -23,732,787 | | | -23,732,787 | | | 0 | | | 0 | |
Income from discontinued operations | | | -521,979 | | | 0 | | | 0 | | | -521,979 | | | 0 | |
Adjustments | | | | | | | | | | | | | | | | |
Deferred income taxes | | | -2,193,941 | | | 6,796,982 | | | 6,796,982 | | | -8,990,923 | | | 0 | |
Depreciation and amortization | | | 5,840,688 | | | 5,035,732 | | | 5,035,732 | | | 804,956 | | | 0 | |
Loss from equity investment | | | | | | 85,599 | | | 85,599 | | | -85,599 | | | 0 | |
Loss on sale of assets | | | | | | 266,269 | | | 0 | | | -266,269 | | | 266,269 | |
Consulting expense | | | 34,000 | | | 0 | | | 0 | | | 34,000 | | | 0 | |
Minority interest losses | | | | | | -143,736 | | | -143,736 | | | 143,736 | | | 0 | |
Interest Expense | | | | | | 0 | | | 0 | | | 0 | | | 0 | |
Changes in operating assets and liabilities | | | | | | | | | | | | | | | | |
Accounts receivable and other assets | | | 4,147,043 | | | -2,139,084 | | | -2,139,084 | | | 6,286,127 | | | 0 | |
Retirement benefit obligation | | | -3,433 | | | 3,686 | | | 3,686 | | | -7,119 | | | 0 | |
Inventories | | | -236,712 | | | 114,172 | | | 114,172 | | | -350,884 | | | 0 | |
Accounts payable and other liabilities | | | -1,031,853 | | | 5,755,795 | | | 5,755,795 | | | -6,787,648 | | | 0 | |
Net cash provided by operating activities | | | -17,698,974 | | | -7,957,372 | | | -7,957,372 | | | -9,741,602 | | | 0 | |
Net Cash provided (used) by discontinued | | | -990,050 | | | 388,396 | | | 0 | | | -1,378,446 | | | 388,396 | |
| | | | | | | | | | | | | | | | |
Cash flow from investing activities | | | | | | | | | | | | | | | | |
Purchase or Sale of intangible assets | | | -3,941,396 | | | -2,141,612 | | | -2,141,612 | | | -1,799,784 | | | 0 | |
Purchase or Sale of Property, plant and equipment | | | 0 | | | -161,037 | | | -161,037 | | | 161,037 | | | 0 | |
Purchase or Sale of equity invest | | | -244,219 | | | 0 | | | 0 | | | -244,219 | | | 0 | |
Purchase or Sale of subsidiaries | | | -1,910,529 | | | 3,715,077 | | | 3,715,077 | | | -5,625,606 | | | 0 | |
(Increase) Decrease in Financial assets | | | 13,465,619 | | | 321,515 | | | 321,515 | | | 13,144,104 | | | 0 | |
Net cash used in investing activities | | | 7,369,475 | | | 1,733,943 | | | 1,733,943 | | | 5,635,532 | | | 0 | |
| | | | | | | | | | | | | | | | |
Cash flow from financing activities | | | | | | | | | | | | | | | | |
Net borrowings – banks | | | 2,651,919 | | | -2,484,597 | | | -2,484,597 | | | 5,136,516 | | | 0 | |
other borrowings | | | -59,442 | | | 2,460,438 | | | 2,460,438 | | | -2,519,880 | | | 0 | |
Net Borrowings from related party | | | 432,421 | | | 830,156 | | | 0 | | | -397,735 | | | 830,156 | |
Capital paid in | | | 9,703,920 | | | 6,678,950 | | | 6,678,950 | | | 3,024,970 | | | 0 | |
Net cash used in financing activities | | | 12,728,818 | | | 7,484,947 | | | 7,484,947 | | | 5,243,871 | | | 0 | |
| | | | | | | | | | | | | | | | |
Effect of exchange rate changes on cash | | | -139,029 | | | -144,058 | | | -144,058 | | | 5,029 | | | 0 | |
| | | | | | | | | | | | | | | | |
Net increase in cash | | | 1,270,240 | | | 1,505,856 | | | 1,505,856 | | | -235,616 | | | 0 | |
Cash and cash equivalents - Beginning of the period | | | 1,872,068 | | | 1,744,965 | | | 1,744,965 | | | 127,103 | | | 0 | |
| | | | | | | | | | | | | | | | |
Cash and cash equivalents - End of period | | | 3,142,308 | | | 3,250,821 | | | 3,250,821 | | | -108,513 | | | 0 | |
|
Cash Flow Statement |
|
Explanations to above changes: 10K-A No.1 as compared to 10K as Originally filed |
|
Changes to the Statement of Cash Flows upon restatement are directly attributable to changes noted in the Balance Sheet and Statement of Operations. The exception is that the restatement discloses separately the cash flows from discontinued operations |
|
Explanations to above changes: 10K-A No. 3 and 10 K-A No. 2 as compared to 10K-A No. 1 |
|
The restatement discloses separately the cash flows from discontinued operations. |
| | | | | | | | | | | | | | | | |