Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Dec. 31, 2020 | Feb. 09, 2021 | |
Cover [Abstract] | ||
Entity Registrant Name | Noble Vici Group, Inc. | |
Entity Central Index Key | 0001500122 | |
Document Type | 10-Q | |
Document Period End Date | Dec. 31, 2020 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --03-31 | |
Is Entity's Reporting Status Current? | Yes | |
Is Entity Emerging Growth Company? | false | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Common Stock, Shares Outstanding | 210,804,160 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2021 | |
Entity Shell company | false | |
Entity Interactive data current | Yes | |
Entity File Number | 000-54761 | |
Entity Incorporation State Country Code | DE |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) | Dec. 31, 2020 | Mar. 31, 2020 |
Current assets | ||
Cash and cash equivalents | $ 35,368 | $ 223,527 |
Accounts receivable | 158,827 | 152,545 |
Purchase deposits | 1,744,364 | 1,619,966 |
Deferred costs | 4,809,553 | 4,252,107 |
Deposits, prepayment and other receivable | 496,575 | 418,541 |
Tax recoverable | 0 | 65,403 |
Inventories | 15,440 | 14,339 |
Total current assets | 7,260,127 | 6,746,428 |
Non-current assets | ||
Intangible assets, net | 4,884 | 6,170 |
Property, plant and equipment, net | 3,716,635 | 3,467,527 |
Total non-current assets | 3,721,519 | 3,473,697 |
Total assets | 10,981,646 | 10,220,125 |
Current liabilities: | ||
Accrued liabilities and account payables | 3,115,408 | 2,216,563 |
Commission liabilities | 1,112,209 | 1,045,568 |
Deferred revenue | 6,988,129 | 6,239,296 |
Amount due to a director | 1,075,613 | 17,662 |
Amouts due to a related party | 280,317 | 280,317 |
Tax payable | 131,119 | 0 |
Current portion of borrowings | 363,345 | 256,758 |
Total current liabilities | 13,066,140 | 10,056,164 |
Long-term liabilties | ||
Borrowings | 1,672,060 | 1,692,485 |
Total liabilities | 14,738,200 | 11,748,649 |
Commitments and contingencies | 0 | 0 |
STOCKHOLDERS' DEFICIT | ||
Common stock, 3,000,000,000 authorized common shares of $0.0001 par value, 210,804,160 shares issued and outstanding as of December 31, 2020 and March 31, 2020 | 21,080 | 21,080 |
Additional paid-in capital | 136,427,910 | 136,427,910 |
Accumulated other comprehensive loss | (271,658) | (218,893) |
Accumulated losses | (139,876,857) | (137,703,504) |
Total NVGI stockholders' deficit | (3,699,525) | (1,473,407) |
Non-controlling interest | (57,029) | (55,117) |
Total stockholders' deficit | (3,756,554) | (1,528,524) |
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT | $ 10,981,646 | $ 10,220,125 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Dec. 31, 2020 | Mar. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 3,000,000,000 | 3,000,000,000 |
Common stock, shares issued | 210,804,160 | 210,804,160 |
Common stock, shares outstanding | 210,804,160 | 210,804,160 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive (Loss) Income (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Statement [Abstract] | ||||
REVENUE, NET | $ 149,400 | $ 2,063,937 | $ 399,475 | $ 14,674,821 |
Cost of revenue | (9,676) | (2,250,717) | (94,992) | (8,311,170) |
Gross profit (loss) | 139,724 | (186,780) | 304,483 | 6,363,651 |
Operating expenses: | ||||
Sales and marketing expense | 41,782 | 83,651 | 475,363 | 421,972 |
General and administrative expenses | 588,126 | 1,116,808 | 2,182,625 | 3,372,306 |
Stock-based compensation | 0 | 200,000 | 0 | 11,136,760 |
Total operating expenses | 629,908 | 1,400,459 | 2,657,988 | 14,931,038 |
LOSS FROM OPERATIONS | (490,184) | (1,587,239) | (2,353,505) | (8,567,387) |
Other (expense) income: | ||||
Interest expense | (32,697) | (22,545) | (70,945) | (67,110) |
Government subsidy income | 69,458 | 14,632 | 313,566 | 14,632 |
Management fee income | 4,721 | 11,024 | 13,509 | 43,897 |
Sundry income | 2,948 | 1,346 | 22,035 | 27,392 |
Total other income | 44,430 | 4,457 | 278,165 | 18,811 |
LOSS BEFORE INCOME TAXES | (445,754) | (1,582,782) | (2,075,340) | (8,548,576) |
Income tax (expense) credit | (51,943) | 29,779 | (99,925) | 18,555 |
NET LOSS | (497,697) | (1,553,003) | (2,175,265) | (8,530,021) |
Less: Net (loss) attributable to non-controlling interest | (2,518) | (126,020) | (1,912) | (61,412) |
Net loss attributable to NVGI | (495,179) | (1,426,983) | (2,173,353) | (8,468,609) |
NET LOSS | (497,697) | (1,553,003) | (2,175,265) | (8,530,021) |
Other comprehensive (loss): - Foreign currency translation (loss) gain | (40,081) | 4,957 | (52,765) | (156,512) |
COMPREHENSIVE LOSS | $ (537,778) | $ (1,548,046) | $ (2,228,030) | $ (8,686,533) |
Net loss per share - Basic and diluted | $ 0 | $ (0.01) | $ (0.01) | $ (0.04) |
Weighted average common shares outstanding - Basic and diluted | 210,804,160 | 210,773,725 | 210,804,160 | 210,727,433 |
Codensed Consolidated Statement
Codensed Consolidated Statement of Changes in Stockholders' Equity (Deficit) (Unaudited) - USD ($) | Common Stock | Additional Paid-In Capital | Deferred Compensation | Accumulated Other Comprehensive income (loss) | Accumulated losses | Total Stockholders Equity Deficit | Noncontrolling Interest | Total |
Beginning balance, shares at Mar. 31, 2019 | 210,704,160 | |||||||
Beginning balance, amount at Mar. 31, 2019 | $ 21,070 | $ 136,227,920 | $ (10,936,760) | $ 20,089 | $ (125,141,278) | $ 191,041 | $ (106,069) | $ 84,972 |
Foreign currency translation adjustment | (2,897) | (2,897) | (2,897) | |||||
Amortization of stock-based compensation | 10,936,760 | 10,936,760 | 10,936,760 | |||||
Net loss for the period | (6,856,165) | (6,856,165) | 15,661 | (6,840,504) | ||||
Ending balance, shares at Jun. 30, 2019 | 210,704,160 | |||||||
Ending balance, amount at Jun. 30, 2019 | $ 21,070 | 136,227,920 | 17,192 | (131,997,443) | 4,268,739 | (90,408) | 4,178,331 | |
Foreign currency translation adjustment | (158,572) | (158,572) | 3,569 | (155,003) | ||||
Net loss for the period | (185,461) | (185,461) | 48,947 | (136,514) | ||||
Ending balance, shares at Sep. 30, 2019 | 210,704,160 | |||||||
Ending balance, amount at Sep. 30, 2019 | $ 21,070 | 136,227,920 | (141,380) | (132,182,904) | 3,924,706 | (37,892) | 3,886,814 | |
Shares issued for legal service, shares | 100,000 | |||||||
Shares issued for legal service, amount | $ 10 | 199,990 | 200,000 | 200,000 | ||||
Foreign currency translation adjustment | 4,957 | 4,957 | 4,957 | |||||
Net loss for the period | (1,426,983) | (1,426,983) | (126,020) | (1,553,003) | ||||
Ending balance, shares at Dec. 31, 2019 | 210,804,160 | |||||||
Ending balance, amount at Dec. 31, 2019 | $ 21,080 | 136,427,910 | (136,423) | (133,609,887) | 2,702,680 | (163,912) | 2,538,768 | |
Beginning balance, shares at Mar. 31, 2020 | 210,804,160 | |||||||
Beginning balance, amount at Mar. 31, 2020 | $ 21,080 | 136,427,910 | (218,893) | (137,703,504) | (1,473,407) | (55,117) | (1,528,524) | |
Foreign currency translation adjustment | (18,892) | (18,892) | (18,892) | |||||
Net loss for the period | (825,678) | (825,678) | 3,687 | (821,991) | ||||
Ending balance, shares at Jun. 30, 2020 | 210,804,160 | |||||||
Ending balance, amount at Jun. 30, 2020 | $ 21,080 | 136,427,910 | (237,785) | (138,529,182) | (2,317,977) | (51,430) | (2,369,407) | |
Foreign currency translation adjustment | 6,208 | 6,208 | 6,208 | |||||
Net loss for the period | (852,496) | (852,496) | (3,081) | (855,577) | ||||
Ending balance, shares at Sep. 30, 2020 | 210,804,160 | |||||||
Ending balance, amount at Sep. 30, 2020 | $ 21,080 | 136,427,910 | (231,577) | (139,381,678) | (3,164,265) | (54,511) | (3,218,776) | |
Foreign currency translation adjustment | (40,081) | (40,081) | (40,081) | |||||
Net loss for the period | (495,179) | (495,179) | (2,518) | (497,697) | ||||
Ending balance, shares at Dec. 31, 2020 | 210,804,160 | |||||||
Ending balance, amount at Dec. 31, 2020 | $ 21,080 | $ 136,427,910 | $ (271,658) | $ (139,876,857) | $ (3,699,525) | $ (57,029) | $ (3,756,554) |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 9 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Cash flows from operating activities: | ||
Net loss | $ (2,175,265) | $ (8,530,021) |
Adjustments for: | ||
Amortization of intangible assets | 1,746 | 206,390 |
Depreciation of property, plant and equipment | 192,573 | 147,031 |
Stock-based compensation | 0 | 11,136,760 |
Gain on disposal of property, plant and equipment | 0 | (3,604) |
Change in operating assets and liabilities: | ||
Accounts receivable | 5,390 | 4,895,929 |
Deposits, prepayment and other receivable | 60,824 | 137,637 |
Deferred costs | (229,139) | 0 |
Accrued liabilities and account payables | 723,002 | 1,208,080 |
Commission liabilities | (13,543) | (404,283) |
Deferred revenue | 267,628 | (6,001,010) |
Purchase deposit | 0 | (2,214,407) |
Tax payable | 93,623 | (131,886) |
Net cash (used in) generated from operating activities | (1,073,161) | 446,616 |
Cash flows from investing activities: | ||
Proceeds from disposal of property, plant and equipment | 0 | 52,676 |
Purchase of property, plant and equipment | (77,975) | (99,741) |
Net cash used in investing activities | (77,975) | (47,065) |
Cash flow from financing activities: | ||
Advances from (repayment to) a director | 1,048,427 | (73,089) |
Repayment of loan | (122,586) | 0 |
Repayment of finance lease | (38,016) | (161,528) |
Net cash generated from (used in) financing activities | 887,825 | (234,617) |
Foreign currency translation adjustment | 75,152 | (173,883) |
Net change in cash and cash equivalents | (188,159) | (8,949) |
BEGINNING OF PERIOD | 223,527 | 691,331 |
END OF PERIOD | 35,368 | 682,382 |
Supplemental Disclosure of Cash Flows Information: | ||
Cash paid for income taxes | 3,071 | 126,312 |
Cash paid for interest | $ 70,945 | $ 67,110 |
1. Basis of Presentation
1. Basis of Presentation | 9 Months Ended |
Dec. 31, 2020 | |
Basis Of Presentation | |
Basis of Presentation | NOTE - The accompanying unaudited condensed consolidated financial statements have been prepared by management in accordance with both accounting principles generally accepted in the United States (“GAAP”), and the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Certain information and note disclosures normally included in audited financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to those rules and regulations, although the Company believes that the disclosures made are adequate to make the information not misleading. In the opinion of management, the consolidated balance sheet as of March 31, 2020 which has been derived from audited financial statements and these unaudited condensed consolidated financial statements reflect all normal and recurring adjustments considered necessary to state fairly the results for the periods presented. The results for the period ended December 31, 2020 are not necessarily indicative of the results to be expected for the entire fiscal year ending March 31, 2021 or for any future period. |
2. Description of Business and
2. Description of Business and Organization | 9 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Description of Business and Organization | NOTE - Noble Vici Group, Inc. (the “Company”), formerly known as Gold Union Inc., was incorporated under the laws of the State of Delaware on July 6, 2010 under the name of Advanced Ventures Corp. Effective January 6, 2014, the Company changes its name to “Gold Union Inc.” Effective March 26, 2020, the Company changes its current name to Noble Vici Group, Inc (“NVGI”). The Company is currently engaged in the IoT, Big Data, Blockchain and E-commerce business. Description of subsidiaries Name Place of incorporation and kind of legal entity Principal activities and place of operation Particulars of issued/ registered share capital Effective interest held Noble Vici Pte Ltd Republic of Singapore Singapore holding company S$200,001 100% NIApplications Pte Ltd Republic of Singapore Development of software for interactive digital media and software consultancy S$1 100% Noble Digital Apps Sendirian Berhad Federation of Malaysia Digital apps and big data business MYR1,000 51% The Digital Agency Pte. Ltd. Republic of Singapore Business and management consultancy services S$1 51% Venvici Ltd Republic of Seychelles Business and management consultancy services on e-commerce service US$50,000 100% Ventrepreneur (SG) Pte Ltd Republic of Singapore Online retailing S$10,000 100% Ventrepreneur (SG) Pte Ltd, Taiwan Branch Taiwan Branch Customer service for ecommerce and merchants servicing N/A N/A UB45 Pte Limited Republic of Singapore Investment holding S$10,000 100% VMore System Private Limited Republic of Singapore IoT Retailing S$10,000 100% VMore Holding Limited New Zealand Investment holding NZ$10,000 100% VMore Merchants Pte Ltd Republic of Singapore Merchants onboarding S$1,000 100% AIM System Pte Ltd Republic of Singapore System provider S$1,000 100% The Company and its subsidiaries are hereinafter referred to as (the “Company”). |
3. Going Concern Uncertainties
3. Going Concern Uncertainties | 9 Months Ended |
Dec. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Going Concern Uncertainties | NOTE - The accompanying condensed consolidated financial statements have been prepared using the going concern basis of accounting, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The COVID-19 pandemic and the effects arising from efforts to contain the outbreak have materially and adversely affected the Company's financial performance for the nine months ended December 31, 2020. As of December 31, 2020, the Company suffered from an accumulated deficit of $139,876,857 and working capital deficit of $5,806,013. The continuation of the Company as a going concern through December 31, 2021 is dependent upon the continued financial support from its stockholders. Management believes the Company is currently pursuing additional financing for its operations. However, there is no assurance that the Company will be successful in securing sufficient funds to sustain the operations. These and other factors raise substantial doubt about the Company’s ability to continue as a going concern. These consolidated financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets and liabilities that may result in the Company not being able to continue as a going concern. |
4. Summary of Significant Accou
4. Summary of Significant Accounting Policies | 9 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | NOTE-4 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The accompanying condensed consolidated financial statements reflect the application of certain significant accounting policies as described in this note and elsewhere in the accompanying condensed consolidated financial statements and notes. l Basis of presentation These accompanying condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“US GAAP”). l Basis of consolidation The condensed consolidated financial statements include the accounts of the Company and its subsidiaries. All significant inter-company balances and transactions within the Company have been eliminated upon consolidation. l Use of estimates and assumptions In preparing these condensed consolidated financial statements, management makes estimates and assumptions that affect the reported amounts of assets and liabilities in the balance sheet and revenues and expenses during the periods reported. Actual results may differ from these estimates. l Purchase deposits Purchase deposits represent deposit payments made to vendors for procurement, which are interest-free, unsecured and relieved against accounts payable when goods are received by the Company, or refundable in the next twelve months. l Cash and cash equivalents Cash and cash equivalents are carried at cost and represent cash on hand, demand deposits placed with banks or other financial institutions and all highly liquid investments with an original maturity of three months or less as of the purchase date of such investments. l Intangible assets Intangible assets represented the acquired game right from a related party, which are stated at acquisition cost, less accumulated amortization. The Company amortizes its intangible assets with definite lives over their estimated useful lives and reviews these assets for impairment when an indicator for potential impairment exists. The Company is currently amortizing its intangible assets with definite lives over periods of 3 years. l Property, plant and equipment Property, plant and equipment are stated at cost less accumulated depreciation and accumulated impairment losses, if any. Depreciation is calculated on the straight-line basis over the following expected useful lives from the date on which they become fully operational: Expected useful lives Building 38 years or lesser than term of lease Leasehold improvements 3 – 10 years or lesser than term of lease Furniture and fittings 3 years Office equipment and computers 1- 5 years Motor vehicle 3 – 3.33 years Expenditures for repairs and maintenance are expensed as incurred. When assets have been retired or sold, the cost and related accumulated depreciation are removed from the accounts and any resulting gain or loss is recognized in the results of operations. Depreciation expense for the three months ended December 31, 2020 and 2019 were $71,101 and $49,011, as part of operating expenses, respectively. Depreciation expense for the nine months ended December 31, 2020 and 2019 were $192,573 and $147,031, as part of operating expenses, respectively. l Impairment of long-lived assets In accordance with Accounting Standards Codification ("ASC") Topic 360-10-5, “ Impairment or Disposal of Long-Lived Assets l Revenue recognition The Company adopted Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers · identify the contract with a customer; · identify the performance obligations in the contract; · determine the transaction price; · allocate the transaction price to performance obligations in the contract; and · recognize revenue as the performance obligation is satisfied. The Company accounts for a contract with a customer when the contract is committed in writing, the rights of the parties, including payment terms, are identified, the contract has commercial substance and consideration to collect is substantially probable. The Company continues to derive its revenues from sales contracts with its customers with revenues being recognized upon delivery of products. Persuasive evidence of an arrangement is demonstrated via sales contract and invoice; and the sales price to the customer is fixed upon acceptance of the sales contract and there is no separate sales rebate, discount, or volume incentive. The Company recognizes revenue when title and ownership of the goods are transferred upon shipment to the customer by the Company to consider control of goods are transferred to its customer and collectability of payment is reasonably assured. The Company’s revenues are recognized at a point in time after all performance obligations are satisfied. The Company records revenues from the sales of third-party products on a “gross” basis pursuant to ASC 605-45 Revenue Recognition - Principal Agent Considerations Product sales are recorded net of good and service taxes and product returns. l Commission credits The Company maintains a membership program, whereby certain members earn commission credits, based on the sales volume of certain other members who are sponsored directly or indirectly by the member. Commission credits are redeemable on future spending of the products purchased or playing online games. Commission credits are recorded and classified as operating expense when the products are delivered and revenue is recognized. The estimated liability for unredeemed commission credit is included in commission liability on the accompanying balance sheets. Management reviews the adequacy for the accrual for unredeemed commission credits by periodically evaluating the historical redemption and projected trends. l Deferred revenue and costs Deferred revenue and deferred cost of goods sold result from transactions where the Company has shipped product for which all revenue recognition criteria under the five-step model have not yet been met. Though these contracts are not considered a contract under ASC 606, they are legally enforceable, and the Company has an unconditional and immediate right to payment after the Company has shipped products, therefore, the Company recognizes a receivable and a corresponding deferred revenue upon shipment. Deferred cost of goods sold includes direct inventory costs. Once all revenue recognition criteria under the five-step model have been met, the deferred revenues and associated cost of goods sold are recognized. l Income taxes The Company adopted the ASC 740 Income tax The estimated future tax effects of temporary differences between the tax basis of assets and liabilities are reported in the accompanying balance sheets, as well as tax credit carry-backs and carry-forwards. The Company periodically reviews the recoverability of deferred tax assets recorded on its balance sheets and provides valuation allowances as management deems necessary. l Uncertain tax positions The Company did not take any uncertain tax positions and had no adjustments to its income tax liabilities or benefits pursuant to the ASC 740 provisions of Section 740-10-25 for the three and nine months ended December 31, 2020 and 2019. l Leases The Company adopted Topic 842, Leases (“ASC 842”), using the modified retrospective approach through a cumulative-effect adjustment and utilizing the effective date of January 1, 2017 as its date of initial application. The Company determines if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use (“ROU”) assets, other current liabilities, and operating lease liabilities in our consolidated balance sheets. Finance leases are included in property and equipment, other current liabilities, and other long-term liabilities in our consolidated balance sheets. ROU assets represent the right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. As most of the Company’s leases do not provide an implicit rate, the Company generally use the incremental borrowing rate based on the estimated rate of interest for collateralized borrowing over a similar term of the lease payments at commencement date. The operating lease ROU asset also includes any lease payments made and excludes lease incentives. The lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term. l Foreign currencies translation Transactions denominated in currencies other than the functional currency are translated into the functional currency at the exchange rates prevailing at the dates of the transaction. Monetary assets and liabilities denominated in currencies other than the functional currency are translated into the functional currency using the applicable exchange rates at the balance sheet dates. The resulting exchange differences are recorded in the consolidated statement of operations. The reporting currency of the Company is United States Dollar ("US$") and the accompanying consolidated financial statements have been expressed in US$. In addition, the Company’s operating subsidiaries in Singapore and Seychelles maintain their books and record in its local currency, Singapore Dollars (“S$”), which is a functional currency as being the primary currency of the economic environment in which their operations are conducted. In general, for consolidation purposes, assets and liabilities of its subsidiaries whose functional currency is not US$ are translated into US$, in accordance with ASC Topic 830-30, “ Translation of Financial Statement Translation of amounts from S$ into US$1 has been made at the following exchange rates for the nine months ended December 31, 2020 and 2019: December 31, 2020 December 31, 2019 Period-end S$:US$1 exchange rate 1.3221 1.3552 Period average S$:US$1 exchange rate 1.3324 1.3668 l Comprehensive income ASC Topic 220, “ Comprehensive Income l Segment reporting ASC Topic 280, “ Segment Reporting l Related parties The Company follows the ASC 850-10, Related Party Pursuant to section 850-10-20 the related parties include a) affiliates of the Company; b) entities for which investments in their equity securities would be required, absent the election of the fair value option under the Fair Value Option Subsection of section 825–10–15, to be accounted for by the equity method by the investing entity; c) trusts for the benefit of employees, such as pension and Income-sharing trusts that are managed by or under the trusteeship of management; d) principal owners of the Company; e) management of the Company; f) other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests; and g) other parties that can significantly influence the management or operating policies of the transacting parties or that have an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests. The consolidated financial statements shall include disclosures of material related party transactions, other than compensation arrangements, expense allowances, and other similar items in the ordinary course of business. However, disclosure of transactions that are eliminated in the preparation of consolidated or combined financial statements is not required in those statements. The disclosures shall include: a) the nature of the relationship(s) involved; b) a description of the transactions, including transactions to which no amounts or nominal amounts were ascribed, for each of the periods for which income statements are presented, and such other information deemed necessary to an understanding of the effects of the transactions on the consolidated financial statements; c) the dollar amounts of transactions for each of the periods for which income statements are presented and the effects of any change in the method of establishing the terms from that used in the preceding period; and d) amount due from or to related parties as of the date of each balance sheet presented and, if not otherwise apparent, the terms and manner of settlement. l Commitments and contingencies The Company follows the ASC 450-20, Commitments If the assessment of a contingency indicates that it is probable that a material loss has been incurred and the amount of the liability can be estimated, then the estimated liability would be accrued in the Company’s financial statements. If the assessment indicates that a potentially material loss contingency is not probable but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, and an estimate of the range of possible losses, if determinable and material, would be disclosed. Loss contingencies considered remote are generally not disclosed unless they involve guarantees, in which case the guarantees would be disclosed. Management does not believe, based upon information available at this time that these matters will have a material adverse effect on the Company’s financial position, results of operations or cash flows. However, there is no assurance that such matters will not materially and adversely affect the Company’s business, financial position, and results of operations or cash flows. l Fair value of financial instruments The Company follows paragraph 825-10-50-10 of the FASB Accounting Standards Codification for disclosures about fair value of its financial instruments and has adopted paragraph 820-10-35-37 of the FASB Accounting Standards Codification (“Paragraph 820-10-35-37”) to measure the fair value of its financial instruments. Paragraph 820-10-35-37 of the FASB Accounting Standards Codification establishes a framework for measuring fair value in generally accepted accounting principles (GAAP), and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, paragraph 820-10-35-37 of the FASB Accounting Standards Codification establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad levels. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three (3) levels of fair value hierarchy defined by paragraph 820-10-35-37 of the FASB Accounting Standards Codification are described below: 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. Financial assets are considered Level 3 when their fair values are determined using pricing models, discounted cash flow methodologies or similar techniques and at least one significant model assumption or input is unobservable. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. If the inputs used to measure the financial assets and liabilities fall within more than one level described above, the categorization is based on the lowest level input that is significant to the fair value measurement of the instrument. The carrying amounts of the Company’s financial assets and liabilities, such as cash and cash equivalents, approximate their fair values because of the short maturity of these instruments. l Recent accounting pronouncements The Company has reviewed all recently issued, but not yet effective, accounting pronouncements and do not believe the future adoption of any such pronouncements may be expected to cause a material impact on its financial condition or the results of its operations. |
5. Intangible Assets
5. Intangible Assets | 9 Months Ended |
Dec. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | NOTE - December 31, 2020 March 31, 2020 (Audited) Gaming right and software Gross carrying value $ 7,034 $ 6,533 Less: accumulated amortization (2,150 ) (363 ) Intangible assets, net $ 4,884 $ 6,170 Amortization expense for the three months ended December 31, 2020 and 2019 were $611 and $69,007, as part of operating expenses, respectively. Amortization expense for the nine months ended December 31, 2020 and 2019 were $1,746 and $206,390, as part of operating expenses, respectively. The following table outlines the annual amortization expense for the next three years: Years ending December 31: 2021 $ 2,345 2022 2,345 2023 194 Total $ 4,884 |
6. Amount Due To A Director
6. Amount Due To A Director | 9 Months Ended |
Dec. 31, 2020 | |
Related Party Transactions [Abstract] | |
Amounts Due To A Director | NOTE - As of December 31, 2020, amount due to a director of the Company, Mr. TANG Wai Chong Eldee, which was unsecured, interest-free and had no fixed terms of repayment. Imputed interest from related party loan is not significant. |
7. Amounts Due to a Related Par
7. Amounts Due to a Related Party | 9 Months Ended |
Dec. 31, 2020 | |
Related Party Transactions [Abstract] | |
Amount due to a Related Party | NOTE - As of December 31, 2020, the Company owed the amount of $280,317 due to the former shareholder of the Company, Miss Kao. The balance is unsecured, interest-free and has no fixed terms of repayment. Imputed interest from related parties’ loan is not significant. |
8. Borrowings
8. Borrowings | 9 Months Ended |
Dec. 31, 2020 | |
Debt Disclosure [Abstract] | |
Borrowings | NOTE - As of December 31, 2020 March 31, 2020 (Audited) Current portion Loan $ 291,557 $ 220,283 Lease liabilities 71,788 36,475 363,345 256,758 Non-current portion Loan 1,601,089 1,652,120 Lease liabilities 70,971 40,365 1,672,060 1,692,485 $ 2,035,405 $ 1,949,243 The loan is secured by a mortgage over leasehold building. The loan bears interest rate of 3.75% flat per annum and is repayable in 120 equal month installments commencing from October 1, 2018. The loan is personally guaranteed by the director of the Company, Eldee Tang. The Company has financed its motor vehicles, office premises and office equipment under finance lease agreements with the fixed interest rate ranging from 2.80% to 7.98% per annum, due through 2020 and 2026, with principal and interest payable monthly. These leases have remaining lease terms of 12 months to 93 months. Right of use assets are included in the condensed consolidated balance sheet are as follows: As of December 31, 2020 March 31, 2020 (Audited) Non-Current assets Right-of-use assets, net of amortization (included in property, plant and equipment) $ 202,992 $ 95,368 The maturities of lease liabilities and loan are as follows: Lease liabilities Loan Years ending December 31: 2021 $ 80,620 $ 380,506 2022 49,979 326,147 2023 18,771 326,147 2024 8,172 326,147 2025 4,965 326,147 Thereafter 798 896,910 Total lease payments 163,305 2,582,004 Less: Imputed interest (20,546 ) (689,358 ) Present value of lease liabilities $ 142,759 $ 1,892,646 |
9. Income Tax
9. Income Tax | 9 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Tax | NOTE - The Company generated an operating loss for the nine months ended December 31, 2020 and 2019 and did not record income tax expense. The Company has operations in various countries and is subject to tax in the jurisdictions in which they operate, as follows: United States of America NVGI is registered in the State of Delaware and is subject to United States of America tax law. No provision for income taxes have been made as NVGI has generated no taxable income for the periods presented. The Company’s policy is to recognize accrued interest and penalties related to unrecognized tax benefits in its income tax provision. The Company has not accrued or paid interest or penalties which were not material to its results of operations for the period presented. As of December 31, 2020, the Company incurred $1,856,790 of cumulative net operating losses which can be carried forward to offset future taxable income. The net operating loss carryforwards begin to expire in 2039, if unutilized. The Company has provided for a full valuation allowance against the deferred tax assets of $389,926 on the expected future tax benefits from the net operating loss carryforwards as the management believes it is more likely than not that these assets will not be realized in the future. Republic of Singapore The Company’s operating subsidiaries are registered in Republic of Singapore and are subject to the Singapore corporate income tax at a standard income tax rate of 17% on the assessable income arising in Singapore during its tax year. The Company’s subsidiary in Republic of Seychelles is also subject to the Singapore corporate income tax regime. The reconciliation of income tax rate to the effective income tax rate based on income before income taxes for the nine months ended December 31, 2020 and 2019 are as follows: Nine months ended December 31, 2020 2019 (Loss) income before income taxes $ (1,626,709 ) $ 2,620,467 Statutory income tax rate 17% 17% Income tax (credit) expense at statutory rate (276,540 ) 445,479 Tax effect of non-deductible expenses (non-taxable income) 3,965 (464,034 ) Tax loss not recognized as deferred tax 372,500 – Income tax expense (credit) $ 99,925 $ (18,555 ) |
10. Related Party Transactions
10. Related Party Transactions | 9 Months Ended |
Dec. 31, 2020 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | NOTE - From time to time, the stockholder and director of the Company advanced funds to the Company for working capital purpose. Those advances are unsecured, non-interest bearing and due on demand. The imputed interest on the loan from a related party was not significant. Royalty charges and marketing expenses paid to a related company totaled $6,658 and $83,651, for the three months ended December 31, 2020 and 2019. Royalty charges and marketing expenses paid to a related company totaled $13,461 and $421,972, for the nine months ended December 31, 2020 and 2019. Apart from the transactions and balances detailed elsewhere in these accompanying consolidated financial statements, the Company has no other significant or material related party transactions during the periods presented. |
11. Concentrations of Risk
11. Concentrations of Risk | 9 Months Ended |
Dec. 31, 2020 | |
Risks and Uncertainties [Abstract] | |
Concentrations of Risk | NOTE-11 CONCENTRATIONS OF RISK The Company is exposed to the following concentrations of risk: (a) Major customers For the three and nine months ended December 31, 2020 and 2019, there is no individual customer exceeding 10% of the Company’s revenue. The Company considers its business activities to constitute one single reportable segment. The Company’s chief operating decision makers use consolidated results to make operating and strategic decisions. The geographic distribution analysis of the Company’s revenues by region is as follows: Three months ended December 31, 2020 2019 China $ – $ 9,011 Singapore 139,562 1,928,059 Malaysia 4,318 22,171 Philippines 671 131 Thailand 1,993 5,039 United States 84 – Indonesia 1,985 14,986 Other countries in Asia Pacific 787 84,540 $ 149,400 $ 2,063,937 Nine months ended December 31, 2020 2019 China $ – $ 225,641 Singapore 362,789 7,399,810 Malaysia 13,545 3,669,216 Philippines 2,112 1,646,733 Thailand 5,358 802,893 United States 1,179 – Indonesia 6,604 412,002 Other countries in Asia Pacific 7,888 518,526 $ 399,475 $ 14,674,821 All of the Company’s long-lived assets are located in Singapore. (b) Major vendors For the three and nine months ended December 31, 2020, there are no vendors representing more than 10% of the Company’s purchase. For the three months ended December 31, 2019, there is one single vendor representing more than 10% of the Company’s purchase. This vendor (Vendor A) accounted for 24% of the Company’s purchase amounting to $544,751 with $355,913 of accounts payable. For the nine months ended December 31, 2019, there is one single vendor representing more than 10% of the Company’s purchase. This vendor (Vendor A) accounted for 19% of the Company’s purchase amounting to $1,580,300 with $355,913 of accounts payable. (c) Interest rate risk As the Company has no significant interest-bearing assets, the Company’s income and operating cash flows are substantially independent of changes in market interest rates. The Company’s interest-rate risk arises from borrowings under finance lease. The Company manages interest rate risk by varying the issuance and maturity dates variable rate debt, limiting the amount of variable rate debt, and continually monitoring the effects of market changes in interest rates. As of December 31, 2020, borrowing under finance lease was at fixed rates. (d) Economic and political risk The Company’s major operations are conducted in Republic of Singapore. Accordingly, the political, economic, and legal environments in Singapore, as well as the general state of Singapore’s economy may influence the Company’s business, financial condition, and results of operations. (e) Exchange rate risk The Company cannot guarantee that the current exchange rate will remain steady; therefore there is a possibility that the Company could post the same amount of profit for two comparable periods and because of the fluctuating exchange rate actually post higher or lower profit depending on exchange rate of S$ converted to US$ on that date. The exchange rate could fluctuate depending on changes in political and economic environments without notice. |
12. Commitments and Contingenci
12. Commitments and Contingencies | 9 Months Ended |
Dec. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | NOTE - (a) Capital commitment As of December 31, 2020, the Company has no material capital commitments in the next twelve months. (b) Legal proceeding In April 2020, the Company received invoices from each of the Public Company Accounting Oversight Board (“PCAOB”) and the Financial Accounting Standards Board (“FASB”) in the amounts of $702,600 and $92,100, respectively, for our share of the PCAOB and FASB Issuer Accounting Support Fee for calendar year 2020. The fees were due May 18, 2020. The Company has petitioned the PCAOB and FASB to review its fee assessments and is in the process of review. The Company believes that there is a material likelihood that it will not prevail, and that it will be required to pay all assessed fees. In accordance with applicable accounting guidance, the Company records accruals for certain of its outstanding legal proceedings, investigations or claims when it is probable that a liability will be incurred, and the amount of loss can be reasonably estimated. The Company evaluates, on a quarterly basis, developments in legal proceedings, investigations or claims that could affect the amount of any accrual, as well as any developments that would make a loss contingency both probable and reasonably estimable. The Company discloses the amount of the accrual if the financial statements would be otherwise misleading. When a loss contingency is not both probable and estimable, the Company does not establish an accrued liability. However, if the loss (or an additional loss in excess of the accrual) is at least a reasonable possibility and material, then the Company discloses an estimate of the possible loss or range of loss, if such estimate can be made or discloses that an estimate cannot be made. The assessments whether a loss is probable or a reasonable possibility, and whether the loss or a range of loss is estimable, often involve a series of complex judgments about future events. Management is often unable to estimate a range of reasonably possible loss, particularly where (i) the damages sought are substantial or indeterminate, (ii) the proceedings are in the early stages, or (iii) the matters involve novel or unsettled legal theories or a large number of parties. In such cases, there is considerable uncertainty regarding the timing or ultimate resolution of such matters, including a possible eventual loss, fine, penalty or business impact, if any. The Company expects that the aggregate range of reasonably possible losses for such legal proceeding is likely to range from approximately $800,000 and upwards if penalties or interest are assessed against us in the event that the Company is unable to timely pay assessed amounts. It is probable that $800,000 will be payable by March 31, 2021. The estimated aggregate range of reasonably possible losses is based upon currently available information for those proceedings in which the Company is involved, taking into account the Company’s best estimate of such losses for those cases for which such estimate can be made. Those matters for which an estimate is not possible are not included within this estimated range. Therefore, such range represents what the Company believes to be an estimate of possible loss only for those matters meeting such criteria. It does not represent the Company’s maximum loss exposure. Except as set forth above, there are no material pending legal proceedings to which the Company or its subsidiaries are a party or to which any of its or their property is subject, nor are there any such proceedings known to be contemplated by governmental authorities. None of the Company’s directors, officers, affiliates or any owner of record or beneficially of more than 5% of our common stock, or any associate of any of the foregoing, is involved in a proceeding adverse to its business or has a material interest adverse to its business. |
13. Subsequent Events
13. Subsequent Events | 9 Months Ended |
Dec. 31, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE - In accordance with ASC Topic 855, “Subsequent Events”, which establishes general standards of accounting for and disclosure of events that occur after the balance sheet date but before consolidated financial statements are issued, the Company has evaluated all events or transactions that occurred after December 31, 2020, up through the date the Company issued the unaudited condensed consolidated financial statements. During the period, the Company did not have any material recognizable subsequent events. |
4. Summary of Significant Acc_2
4. Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Basis of presentation | l Basis of presentation These accompanying condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“US GAAP”). |
Basis of consolidation | l Basis of consolidation The condensed consolidated financial statements include the accounts of the Company and its subsidiaries. All significant inter-company balances and transactions within the Company have been eliminated upon consolidation. |
Use of estimates and assumptions | l Use of estimates and assumptions In preparing these condensed consolidated financial statements, management makes estimates and assumptions that affect the reported amounts of assets and liabilities in the balance sheet and revenues and expenses during the periods reported. Actual results may differ from these estimates. |
Purchase deposits | l Purchase deposits Purchase deposits represent deposit payments made to vendors for procurement, which are interest-free, unsecured and relieved against accounts payable when goods are received by the Company, or refundable in the next twelve months. |
Cash and cash equivalents | l Cash and cash equivalents Cash and cash equivalents are carried at cost and represent cash on hand, demand deposits placed with banks or other financial institutions and all highly liquid investments with an original maturity of three months or less as of the purchase date of such investments. |
Intangible assets | l Intangible assets Intangible assets represented the acquired game right from a related party, which are stated at acquisition cost, less accumulated amortization. The Company amortizes its intangible assets with definite lives over their estimated useful lives and reviews these assets for impairment when an indicator for potential impairment exists. The Company is currently amortizing its intangible assets with definite lives over periods of 3 years. |
Property, plant and equipment | l Property, plant and equipment Property, plant and equipment are stated at cost less accumulated depreciation and accumulated impairment losses, if any. Depreciation is calculated on the straight-line basis over the following expected useful lives from the date on which they become fully operational: Expected useful lives Building 38 years or lesser than term of lease Leasehold improvements 3 – 10 years or lesser than term of lease Furniture and fittings 3 years Office equipment and computers 1- 5 years Motor vehicle 3 – 3.33 years Expenditures for repairs and maintenance are expensed as incurred. When assets have been retired or sold, the cost and related accumulated depreciation are removed from the accounts and any resulting gain or loss is recognized in the results of operations. Depreciation expense for the three months ended December 31, 2020 and 2019 were $71,101 and $49,011, as part of operating expenses, respectively. Depreciation expense for the nine months ended December 31, 2020 and 2019 were $192,573 and $147,031, as part of operating expenses, respectively. |
Impairment of long-lived assets | l Impairment of long-lived assets In accordance with Accounting Standards Codification ("ASC") Topic 360-10-5, “ Impairment or Disposal of Long-Lived Assets |
Revenue recognition | l Revenue recognition The Company adopted Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers · identify the contract with a customer; · identify the performance obligations in the contract; · determine the transaction price; · allocate the transaction price to performance obligations in the contract; and · recognize revenue as the performance obligation is satisfied. The Company accounts for a contract with a customer when the contract is committed in writing, the rights of the parties, including payment terms, are identified, the contract has commercial substance and consideration to collect is substantially probable. The Company continues to derive its revenues from sales contracts with its customers with revenues being recognized upon delivery of products. Persuasive evidence of an arrangement is demonstrated via sales contract and invoice; and the sales price to the customer is fixed upon acceptance of the sales contract and there is no separate sales rebate, discount, or volume incentive. The Company recognizes revenue when title and ownership of the goods are transferred upon shipment to the customer by the Company to consider control of goods are transferred to its customer and collectability of payment is reasonably assured. The Company’s revenues are recognized at a point in time after all performance obligations are satisfied. The Company records revenues from the sales of third-party products on a “gross” basis pursuant to ASC 605-45 Revenue Recognition - Principal Agent Considerations Product sales are recorded net of good and service taxes and product returns. |
Commission credits | l Commission credits The Company maintains a membership program, whereby certain members earn commission credits, based on the sales volume of certain other members who are sponsored directly or indirectly by the member. Commission credits are redeemable on future spending of the products purchased or playing online games. Commission credits are recorded and classified as operating expense when the products are delivered and revenue is recognized. The estimated liability for unredeemed commission credit is included in commission liability on the accompanying balance sheets. Management reviews the adequacy for the accrual for unredeemed commission credits by periodically evaluating the historical redemption and projected trends. |
Deferred revenue and costs | l Deferred revenue and costs Deferred revenue and deferred cost of goods sold result from transactions where the Company has shipped product for which all revenue recognition criteria under the five-step model have not yet been met. Though these contracts are not considered a contract under ASC 606, they are legally enforceable, and the Company has an unconditional and immediate right to payment after the Company has shipped products, therefore, the Company recognizes a receivable and a corresponding deferred revenue upon shipment. Deferred cost of goods sold includes direct inventory costs. Once all revenue recognition criteria under the five-step model have been met, the deferred revenues and associated cost of goods sold are recognized. |
Income taxes | l Income taxes The Company adopted the ASC 740 Income tax The estimated future tax effects of temporary differences between the tax basis of assets and liabilities are reported in the accompanying balance sheets, as well as tax credit carry-backs and carry-forwards. The Company periodically reviews the recoverability of deferred tax assets recorded on its balance sheets and provides valuation allowances as management deems necessary. |
Uncertain tax positions | l Uncertain tax positions The Company did not take any uncertain tax positions and had no adjustments to its income tax liabilities or benefits pursuant to the ASC 740 provisions of Section 740-10-25 for the three and nine months ended December 31, 2020 and 2019. |
Leases | l Leases The Company adopted Topic 842, Leases (“ASC 842”), using the modified retrospective approach through a cumulative-effect adjustment and utilizing the effective date of January 1, 2017 as its date of initial application. The Company determines if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use (“ROU”) assets, other current liabilities, and operating lease liabilities in our consolidated balance sheets. Finance leases are included in property and equipment, other current liabilities, and other long-term liabilities in our consolidated balance sheets. ROU assets represent the right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. As most of the Company’s leases do not provide an implicit rate, the Company generally use the incremental borrowing rate based on the estimated rate of interest for collateralized borrowing over a similar term of the lease payments at commencement date. The operating lease ROU asset also includes any lease payments made and excludes lease incentives. The lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term. |
Foreign currencies translation | l Foreign currencies translation Transactions denominated in currencies other than the functional currency are translated into the functional currency at the exchange rates prevailing at the dates of the transaction. Monetary assets and liabilities denominated in currencies other than the functional currency are translated into the functional currency using the applicable exchange rates at the balance sheet dates. The resulting exchange differences are recorded in the consolidated statement of operations. The reporting currency of the Company is United States Dollar ("US$") and the accompanying consolidated financial statements have been expressed in US$. In addition, the Company’s operating subsidiaries in Singapore and Seychelles maintain their books and record in its local currency, Singapore Dollars (“S$”), which is a functional currency as being the primary currency of the economic environment in which their operations are conducted. In general, for consolidation purposes, assets and liabilities of its subsidiaries whose functional currency is not US$ are translated into US$, in accordance with ASC Topic 830-30, “ Translation of Financial Statement Translation of amounts from S$ into US$1 has been made at the following exchange rates for the nine months ended December 31, 2020 and 2019: December 31, 2020 December 31, 2019 Period-end S$:US$1 exchange rate 1.3221 1.3552 Period average S$:US$1 exchange rate 1.3324 1.3668 |
Comprehensive income | l Comprehensive income ASC Topic 220, “ Comprehensive Income |
Segment reporting | l Segment reporting ASC Topic 280, “ Segment Reporting |
Related parties | l Related parties The Company follows the ASC 850-10, Related Party Pursuant to section 850-10-20 the related parties include a) affiliates of the Company; b) entities for which investments in their equity securities would be required, absent the election of the fair value option under the Fair Value Option Subsection of section 825–10–15, to be accounted for by the equity method by the investing entity; c) trusts for the benefit of employees, such as pension and Income-sharing trusts that are managed by or under the trusteeship of management; d) principal owners of the Company; e) management of the Company; f) other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests; and g) other parties that can significantly influence the management or operating policies of the transacting parties or that have an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests. The consolidated financial statements shall include disclosures of material related party transactions, other than compensation arrangements, expense allowances, and other similar items in the ordinary course of business. However, disclosure of transactions that are eliminated in the preparation of consolidated or combined financial statements is not required in those statements. The disclosures shall include: a) the nature of the relationship(s) involved; b) a description of the transactions, including transactions to which no amounts or nominal amounts were ascribed, for each of the periods for which income statements are presented, and such other information deemed necessary to an understanding of the effects of the transactions on the consolidated financial statements; c) the dollar amounts of transactions for each of the periods for which income statements are presented and the effects of any change in the method of establishing the terms from that used in the preceding period; and d) amount due from or to related parties as of the date of each balance sheet presented and, if not otherwise apparent, the terms and manner of settlement. |
Commitments and contingencies | l Commitments and contingencies The Company follows the ASC 450-20, Commitments If the assessment of a contingency indicates that it is probable that a material loss has been incurred and the amount of the liability can be estimated, then the estimated liability would be accrued in the Company’s financial statements. If the assessment indicates that a potentially material loss contingency is not probable but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, and an estimate of the range of possible losses, if determinable and material, would be disclosed. Loss contingencies considered remote are generally not disclosed unless they involve guarantees, in which case the guarantees would be disclosed. Management does not believe, based upon information available at this time that these matters will have a material adverse effect on the Company’s financial position, results of operations or cash flows. However, there is no assurance that such matters will not materially and adversely affect the Company’s business, financial position, and results of operations or cash flows. |
Fair value of financial instruments | l Fair value of financial instruments The Company follows paragraph 825-10-50-10 of the FASB Accounting Standards Codification for disclosures about fair value of its financial instruments and has adopted paragraph 820-10-35-37 of the FASB Accounting Standards Codification (“Paragraph 820-10-35-37”) to measure the fair value of its financial instruments. Paragraph 820-10-35-37 of the FASB Accounting Standards Codification establishes a framework for measuring fair value in generally accepted accounting principles (GAAP), and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, paragraph 820-10-35-37 of the FASB Accounting Standards Codification establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad levels. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three (3) levels of fair value hierarchy defined by paragraph 820-10-35-37 of the FASB Accounting Standards Codification are described below: 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. Financial assets are considered Level 3 when their fair values are determined using pricing models, discounted cash flow methodologies or similar techniques and at least one significant model assumption or input is unobservable. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. If the inputs used to measure the financial assets and liabilities fall within more than one level described above, the categorization is based on the lowest level input that is significant to the fair value measurement of the instrument. The carrying amounts of the Company’s financial assets and liabilities, such as cash and cash equivalents, approximate their fair values because of the short maturity of these instruments. |
Recent accounting pronouncements | l Recent accounting pronouncements The Company has reviewed all recently issued, but not yet effective, accounting pronouncements and do not believe the future adoption of any such pronouncements may be expected to cause a material impact on its financial condition or the results of its operations. |
2. Description of Business an_2
2. Description of Business and Organization (Tables) | 9 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Schedule of Subsidiaries | Description of subsidiaries Name Place of incorporation and kind of legal entity Principal activities and place of operation Particulars of issued/ registered share capital Effective interest held Noble Vici Pte Ltd Republic of Singapore Singapore holding company S$200,001 100% NIApplications Pte Ltd Republic of Singapore Development of software for interactive digital media and software consultancy S$1 100% Noble Digital Apps Sendirian Berhad Federation of Malaysia Digital apps and big data business MYR1,000 51% The Digital Agency Pte. Ltd. Republic of Singapore Business and management consultancy services S$1 51% Venvici Ltd Republic of Seychelles Business and management consultancy services on e-commerce service US$50,000 100% Ventrepreneur (SG) Pte Ltd Republic of Singapore Online retailing S$10,000 100% Ventrepreneur (SG) Pte Ltd, Taiwan Branch Taiwan Branch Customer service for ecommerce and merchants servicing N/A N/A UB45 Pte Limited Republic of Singapore Investment holding S$10,000 100% VMore System Private Limited Republic of Singapore IoT Retailing S$10,000 100% VMore Holding Limited New Zealand Investment holding NZ$10,000 100% VMore Merchants Pte Ltd Republic of Singapore Merchants onboarding S$1,000 100% AIM System Pte Ltd Republic of Singapore System provider S$1,000 100% |
4. Summary of Significant Acc_3
4. Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Expected useful lives | Depreciation is calculated on the straight-line basis over the following expected useful lives from the date on which they become fully operational: Expected useful lives Building 38 years or lesser than term of lease Leasehold improvements 3 – 10 years or lesser than term of lease Furniture and fittings 3 years Office equipment and computers 1- 5 years Motor vehicle 3 – 3.33 years |
Schedule of exchange rates | Translation of amounts from S$ into US$1 has been made at the following exchange rates for the nine months ended December 31, 2020 and 2019: December 31, 2020 December 31, 2019 Period-end S$:US$1 exchange rate 1.3221 1.3552 Period average S$:US$1 exchange rate 1.3324 1.3668 |
5. Intangible Assets (Tables)
5. Intangible Assets (Tables) | 9 Months Ended |
Dec. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of intangible assets | December 31, 2020 March 31, 2020 (Audited) Gaming right and software Gross carrying value $ 7,034 $ 6,533 Less: accumulated amortization (2,150 ) (363 ) Intangible assets, net $ 4,884 $ 6,170 |
Annual amortization expense | The following table outlines the annual amortization expense for the next three years: Years ending December 31: 2021 $ 2,345 2022 2,345 2023 194 Total $ 4,884 |
8. Borrowings (Tables)
8. Borrowings (Tables) | 9 Months Ended |
Dec. 31, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of debt | As of December 31, 2020 March 31, 2020 (Audited) Current portion Loan $ 291,557 $ 220,283 Lease liabilities 71,788 36,475 363,345 256,758 Non-current portion Loan 1,601,089 1,652,120 Lease liabilities 70,971 40,365 1,672,060 1,692,485 $ 2,035,405 $ 1,949,243 |
Right-to-use assets | Right of use assets are included in the condensed consolidated balance sheet are as follows: As of December 31, 2020 March 31, 2020 (Audited) Non-Current assets Right-of-use assets, net of amortization (included in property, plant and equipment) $ 202,992 $ 95,368 |
Schedule of lease and loan future maturities | The maturities of lease liabilities and loan are as follows: Lease liabilities Loan Years ending December 31: 2021 $ 80,620 $ 380,506 2022 49,979 326,147 2023 18,771 326,147 2024 8,172 326,147 2025 4,965 326,147 Thereafter 798 896,910 Total lease payments 163,305 2,582,004 Less: Imputed interest (20,546 ) (689,358 ) Present value of lease liabilities $ 142,759 $ 1,892,646 |
9. Income Tax (Tables)
9. Income Tax (Tables) | 9 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Income tax reconciliation | The reconciliation of income tax rate to the effective income tax rate based on income before income taxes for the nine months ended December 31, 2020 and 2019 are as follows: Nine months ended December 31, 2020 2019 (Loss) income before income taxes $ (1,626,709 ) $ 2,620,467 Statutory income tax rate 17% 17% Income tax (credit) expense at statutory rate (276,540 ) 445,479 Tax effect of non-deductible expenses (non-taxable income) 3,965 (464,034 ) Tax loss not recognized as deferred tax 372,500 – Income tax expense (credit) $ 99,925 $ (18,555 ) |
11. Concentrations of Risk (Tab
11. Concentrations of Risk (Tables) | 9 Months Ended |
Dec. 31, 2020 | |
Risks and Uncertainties [Abstract] | |
Geographic distribution of revenues | The geographic distribution analysis of the Company’s revenues by region is as follows: Three months ended December 31, 2020 2019 China $ – $ 9,011 Singapore 139,562 1,928,059 Malaysia 4,318 22,171 Philippines 671 131 Thailand 1,993 5,039 United States 84 – Indonesia 1,985 14,986 Other countries in Asia Pacific 787 84,540 $ 149,400 $ 2,063,937 Nine months ended December 31, 2020 2019 China $ – $ 225,641 Singapore 362,789 7,399,810 Malaysia 13,545 3,669,216 Philippines 2,112 1,646,733 Thailand 5,358 802,893 United States 1,179 – Indonesia 6,604 412,002 Other countries in Asia Pacific 7,888 518,526 $ 399,475 $ 14,674,821 |
2. Description of Business an_3
2. Description of Business and Organization (Details) | 9 Months Ended |
Dec. 31, 2020 | |
Name of entities | Noble Vici Group, Inc. |
Noble Vici Pte Ltd [Member] | |
Name of entities | Noble Vici Pte Ltd |
Place of incorporation | Republic of Singapore |
Nature of business | Singapore holding company |
Issued capital | S$200,001 |
Effective interest held | 100.00% |
NI Applications Pte Ltd [Member] | |
Name of entities | NI Applications Pte Ltd |
Place of incorporation | Republic of Singapore |
Nature of business | Development of software for interactive digital media and software consultancy |
Issued capital | S$ 1 |
Effective interest held | 100.00% |
Noble Digital Apps Sendirian Berhad [Member] | |
Name of entities | Noble Digital Apps Sendirian Berhad |
Place of incorporation | Federation of Malaysia |
Nature of business | Digital apps and big data business |
Issued capital | MYR1,000 |
Effective interest held | 51.00% |
The Digital Agency Pte. Ltd. [Member] | |
Name of entities | The Digital Agency Pte. Ltd. |
Place of incorporation | Republic of Singapore |
Nature of business | Business and management consultancy services |
Issued capital | S$1 |
Effective interest held | 51.00% |
Venvici Ltd [Member] | |
Name of entities | Venvici Ltd |
Place of incorporation | Republic of Seychelles |
Nature of business | Business and management consultancy services on e-commerce service |
Issued capital | US$50,000 |
Effective interest held | 100.00% |
Ventrepreneur (SG) Pte Ltd [Member] | |
Name of entities | Ventrepreneur (SG) Pte Ltd |
Place of incorporation | Republic of Singapore |
Nature of business | Online retailing |
Issued capital | S$10,000 |
Effective interest held | 100.00% |
Ventrepreneur (SG) Pte Ltd Taiwan Branch [Member] | |
Name of entities | Ventrepreneur (SG) Pte Ltd Taiwan Branch |
Place of incorporation | Taiwan Branch |
Nature of business | Customer service for ecommerce and merchants servicing |
Issued capital | N/A |
UB45 Pte Limited [Member] | |
Name of entities | UB45 Pte Limited |
Place of incorporation | Republic of Singapore |
Nature of business | Investment holding |
Issued capital | S$10,000 |
Effective interest held | 100.00% |
VMore System Private Limited [Member] | |
Name of entities | VMore System Private Limited |
Place of incorporation | Republic of Singapore |
Nature of business | IoT Retailing |
Issued capital | S$10,000 |
Effective interest held | 100.00% |
VMore Holding Limited [Member] | |
Name of entities | VMore Holding Limited |
Place of incorporation | New Zealand |
Nature of business | Investment holding |
Issued capital | NZ$10,000 |
Effective interest held | 100.00% |
VMore Merchants Pte Ltd [Member] | |
Name of entities | VMore Merchants Pte Ltd |
Place of incorporation | Republic of Singapore |
Nature of business | Merchants onboarding |
Issued capital | S$1,000 |
Effective interest held | 100.00% |
AIM System Pte Ltd [Member] | |
Name of entities | AIM System Pte Ltd |
Place of incorporation | Republic of Singapore |
Nature of business | System provider |
Issued capital | S$1,000 |
Effective interest held | 100.00% |
3. Going Concern Uncertainties
3. Going Concern Uncertainties (Details Narrative) - USD ($) | Dec. 31, 2020 | Mar. 31, 2020 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Accumulated deficit | $ (139,876,857) | $ (137,703,504) |
Working capital | $ (5,806,013) |
4. Summary of Significant Acc_4
4. Summary of Significant Accounting Policies (Details - Useful lives) | 9 Months Ended |
Dec. 31, 2020 | |
Building [Member] | |
Esimated useful lives | 38 years or lesser than them of lease |
Leasehold Improvements [Member] | |
Esimated useful lives | 3-10 years or lesser than term of lease |
Furniture and Fittings [Member] | |
Esimated useful lives | 3 years |
Office Equipment and computers [Member] | |
Esimated useful lives | 1-5 years |
Motor Vehicle [Member] | |
Esimated useful lives | 3-3.33 years |
4. Summary of Significant Acc_5
4. Summary of Significant Accounting Policies (Details - Translation amounts) - Singapore, Dollars | Dec. 31, 2020 | Dec. 31, 2019 |
Period End [Member] | ||
Foreign Currency Exchange Rate Translation | 1.3221 | 1.3552 |
Period Average [Member] | ||
Foreign Currency Exchange Rate Translation | 1.3324 | 1.3668 |
4. Summary of Significant Acc_6
4. Summary of Significant Accounting Policies (Details Narrative) | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2020USD ($)Integer | Dec. 31, 2019USD ($)Integer | Dec. 31, 2020USD ($)Integer | Dec. 31, 2019USD ($)Integer | |
Accounting Policies [Abstract] | ||||
Intangible asset useful life | 3 years | |||
Depreciation expense | $ 71,101 | $ 49,011 | $ 192,573 | $ 147,031 |
Impairment charge | 0 | |||
Uncertain tax positions | $ 0 | $ 0 | $ 0 | $ 0 |
Number of operating segments | Integer | 1 | 1 | 1 | 1 |
5. Intangible Assets (Details)
5. Intangible Assets (Details) - USD ($) | Dec. 31, 2020 | Mar. 31, 2020 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Gross carrying value | $ 7,034 | $ 6,533 |
Less: accumulated amortization | (2,150) | (363) |
Intangible assets, net | $ 4,884 | $ 6,170 |
5. Intangible Assets (Details -
5. Intangible Assets (Details - Amortization expense) - USD ($) | Dec. 31, 2020 | Mar. 31, 2020 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2021 | $ 2,345 | |
2022 | 2,345 | |
2023 | 194 | |
Intangible assets, net | $ 4,884 | $ 6,170 |
5. Intangible Assets (Details N
5. Intangible Assets (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Amortization expense | $ 611 | $ 69,007 | $ 1,746 | $ 206,390 |
7. Amounts Due to a Related P_2
7. Amounts Due to a Related Party (Details Narrative) - USD ($) | Dec. 31, 2020 | Mar. 31, 2020 |
Amount due to related party | $ 280,317 | $ 280,317 |
Miss Kao | ||
Amount due to related party | $ 280,317 |
8. Borrowings (Details - Debt)
8. Borrowings (Details - Debt) - USD ($) | Dec. 31, 2020 | Mar. 31, 2020 |
Debt Disclosure [Abstract] | ||
Loan | $ 291,557 | $ 220,283 |
Lease liabilities | 71,788 | 36,475 |
Total current borrowings | 363,345 | 256,758 |
Loan | 1,601,089 | 1,652,120 |
Lease liabilities | 70,971 | 40,365 |
Total noncurrent borrowings | 1,672,060 | 1,692,485 |
Total borrowings | $ 2,035,405 | $ 1,949,243 |
8. Borrowings (Details - Right-
8. Borrowings (Details - Right-to-Use) - USD ($) | Dec. 31, 2020 | Mar. 31, 2020 |
Debt Disclosure [Abstract] | ||
Right-of-use assets, net of amortization (included in property, plant and equipment) | $ 202,992 | $ 95,368 |
8. Borrowings (Details - Maturi
8. Borrowings (Details - Maturities of lease liabilities ) | Dec. 31, 2020USD ($) |
Maturities of Lease liabilities | |
2021 | $ 80,620 |
2022 | 49,979 |
2023 | 18,771 |
2024 | 8,172 |
2025 | 4,965 |
Thereafter | 798 |
Total payment | 163,305 |
Imputed interest | (20,546) |
Present value | 142,759 |
Maturities of Loan | |
2021 | 380,506 |
2022 | 326,147 |
2023 | 326,147 |
2024 | 326,147 |
2025 | 326,147 |
Thereafter | 896,910 |
Total lease payments | 2,582,004 |
Less: Imputed interest | (689,358) |
Present value of lease liabilities | $ 1,892,646 |
8. Borrowings (Details Narrativ
8. Borrowings (Details Narrative) | 9 Months Ended |
Dec. 31, 2020 | |
Loan [Member] | |
Debt interest rate | 3.75% |
Debt payment term | 120 equal monthly installments |
Debt issuance date | Oct. 1, 2018 |
Vehicles and other equipment [Member] | |
Debt interest rate range | 2.80% to 7.98% |
Debt maturity date range | 2020 through 2026 |
Lease term range | 12 months to 93 months |
9. Income Taxes (Details - Reco
9. Income Taxes (Details - Reconciliation) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | ||||
(Loss) income before income taxes | $ (1,626,709) | $ 2,620,467 | ||
Statutory income tax rate | 17.00% | 17.00% | ||
Income tax (credit) expense at statutory rate | $ (276,540) | $ 445,479 | ||
Tax effect of non-deductible expenses (non-taxable income) | 3,965 | (464,034) | ||
Tax loss not recognized as deferred tax | 372,500 | 0 | ||
Income tax expense (credit) | $ 51,943 | $ (29,779) | $ 99,925 | $ (18,555) |
9. Income Taxes (Details Narrat
9. Income Taxes (Details Narrative) | 9 Months Ended |
Dec. 31, 2020USD ($) | |
Operating loss carryforward | $ 1,856,790 |
Operating loss beginning expiration date | Dec. 31, 2039 |
Deferred tax assets | $ 389,926 |
SINGAPORE | |
Income tax rate | 17.00% |
10. Related Party Transactions
10. Related Party Transactions (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | |
Related Party Transactions [Abstract] | ||||
Royalty and marketing expenses | $ 6,658 | $ 83,651 | $ 13,461 | $ 421,972 |
11. Concentrations of Risk (Det
11. Concentrations of Risk (Details - Geographic distribution) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | |
Revenues | $ 149,400 | $ 2,063,937 | $ 399,475 | $ 14,674,821 |
CHINA | ||||
Revenues | 0 | 9,011 | 0 | 225,641 |
SINGAPORE | ||||
Revenues | 139,562 | 1,928,059 | 362,789 | 7,399,810 |
MALAYSIA | ||||
Revenues | 4,318 | 22,171 | 13,545 | 3,669,216 |
PHILIPPINES | ||||
Revenues | 671 | 131 | 2,112 | 1,646,733 |
THAILAND | ||||
Revenues | 1,993 | 5,039 | 5,358 | 802,893 |
UNITED STATES | ||||
Revenues | 84 | 0 | 1,179 | 0 |
INDONESIA | ||||
Revenues | 1,985 | 14,986 | 6,604 | 412,002 |
Asia Pacific [Member] | ||||
Revenues | $ 787 | $ 84,540 | $ 7,888 | $ 518,526 |
11. Concentrations of Risk (D_2
11. Concentrations of Risk (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | |
Cost of goods - purchases | $ 9,676 | $ 2,250,717 | $ 94,992 | $ 8,311,170 |
Accounts Payable | $ 355,913 | $ 355,913 | ||
Purchases [Member] | Vendor A [Member] | ||||
Concentration risk percentage | 24.00% | 19.00% | ||
Cost of goods - purchases | $ 544,751 | $ 1,580,300 | ||
Accounts Payable [Member] | Vendor A [Member] | ||||
Accounts Payable | $ 355,913 | $ 355,913 |
12. Commitments and Contingen_2
12. Commitments and Contingencies (Details Narrative) | 9 Months Ended |
Dec. 31, 2020USD ($) | |
Purchase Commitment [Member] | |
Material capital commitments | $ 0 |