Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Dec. 31, 2018 | Feb. 09, 2019 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | Moxian, Inc. | |
Entity Central Index Key | 1,516,805 | |
Trading Symbol | moxc | |
Current Fiscal Year End Date | --09-30 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding | 67,357,202 | |
Document Type | 10-Q | |
Document Period End Date | Dec. 31, 2018 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,019 | |
Document Fiscal Period Focus | Q1 | |
Entity Small Business | true | |
Entity Emerging Growth Company | false |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Dec. 31, 2018 | Sep. 30, 2018 |
CURRENT ASSETS | ||
Cash and cash equivalents | $ 303,962 | $ 129,737 |
Restricted cash | 170,000 | |
Total current assets | 303,962 | 299,737 |
TOTAL ASSETS | 303,962 | 299,737 |
CURRENT LIABILITIES | ||
Accruals and other payables | 3,381,152 | 3,381,152 |
Loan payable - Related Parties | 5,989,371 | 5,989,371 |
Loans payable - Other | 1,310,772 | 1,310,772 |
Total current liabilities | 10,681,295 | 10,681,295 |
Commitments and contingencies | ||
STOCKHOLDERS' DEFICIENCY | ||
Preferred stock, $0.001 par value, authorized: 100,000,000 shares. Nil shares issued and outstanding | ||
Common stock, $0.001 par value, authorized: 250,000,000 shares. 67,357,222 shares issued and outstanding as of December 31, 2018 and September 30, 2018, respectively | 67,357 | 67,357 |
Additional paid-in capital | 36,483,440 | 36,483,440 |
Accumulated deficiency | (47,276,882) | (47,277,960) |
Accumulated other comprehensive income | 348,752 | 345,605 |
Total stockholders' deficiency | (10,377,333) | (10,381,558) |
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIENCY | $ 303,962 | $ 299,737 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parentheticals) - $ / shares | Dec. 31, 2018 | Sep. 30, 2018 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 100,000,000 | 100,000,000 |
Preferred stock, shares issued | ||
Preferred stock, shares outstanding | ||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 250,000,000 | 250,000,000 |
Common stock, shares issued | 67,357,222 | 67,357,222 |
Common stock, shares outstanding | 67,357,222 | 67,357,222 |
UNAUDITED CONDENSED CONSOLIDATE
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($) | 3 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Income Statement [Abstract] | ||
Revenues | $ 144,515 | $ 61,086 |
Cost of revenues | (10,067) | |
Gross Profit | 144,515 | 51,019 |
Depreciation and amortization | 200,372 | |
Research and development | 263,554 | |
Selling, general and administrative | 143,437 | 1,482,842 |
Loss from operations | 1,078 | (1,895,749) |
Other income, net | 16,466 | |
Gain/(Loss) before income tax | 1,078 | (1,879,283) |
Income tax expense | 0 | 0 |
Net gain/(loss) | 1,078 | (1,879,283) |
Other comprehensive loss | ||
Foreign currency translation adjustments | 3,147 | (89,310) |
Comprehensive gain/(loss) | $ 4,225 | $ (1,968,593) |
Basic and diluted loss per common share (in dollars per share) | $ 0 | $ (0.03) |
Basic and diluted weighted average common shares outstanding (in shares) | 67,357,202 | 67,007,199 |
UNAUDITED CONDENSED CONSOLIDA_2
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 3 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net gain/(loss) | $ 1,078 | $ (1,879,283) |
Adjustments to reconcile net loss to net cash used in operating activities | ||
Depreciation and amortization | 200,372 | |
Bad debt provision | 21,398 | |
(Gain)/Loss on disposition of property and equipment | 78 | |
Changes in operating assets and liabilities: | ||
Restricted cash | 0 | 0 |
Inventories | 2,977 | |
Prepayments, deposits and other receivables | 33,316 | |
Accruals and other payables | 298,924 | |
Net cash used in operating activities | 1,078 | (1,322,218) |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Purchase of intangible assets | 0 | 0 |
Net cash used in investing activities | 0 | 0 |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Proceeds from related party loans | 1,165,370 | |
Repayment of related party loans | (110,973) | |
Gross proceeds from IPO - stock issuance | 0 | 0 |
IPO proceeds released from an indemnification escrow, restricted cash | 170,000 | 330,000 |
Direct costs disbursed from IPO proceeds | 0 | 0 |
Net cash provided by financing activities | 170,000 | 1,384,397 |
Effect of exchange rates on cash and cash equivalents | 3,147 | 3,088 |
Net increase in cash and cash equivalents | 174,225 | 65,267 |
Cash and cash equivalents, beginning of period | 129,737 | 18,494 |
Cash and cash equivalents, end of period | $ 303,962 | $ 83,761 |
Organization and nature of oper
Organization and nature of operations | 3 Months Ended |
Dec. 31, 2018 | |
Organization and Nature of Operations [Abstract] | |
Organization and nature of operations | 1. Organization and nature of operations Moxian, Inc. (formerly known as Moxian China, Inc., hereinafter referred as “Moxian,” together with its subsidiaries and variable interest entity, the “Company”), was incorporated under the laws of the State of Nevada on October 12, 2010. The Company, through its subsidiaries and variable interest entity, engages in the business of operating a social network platform that integrates social media and business into one single platform. The Company is currently devoting its efforts to develop a mobile application and online platform that facilitate the small to medium size businesses to attract more clients. The Company’s ability to generate sufficient funds to meet its working capital requirements is dependent upon its ability to develop additional sources of capital, develop apps and websites, generate servicing income, and ultimately, achieve profitable operations (see Note 2). On February 17, 2014, the Company incorporated Moxian CN Group Limited (“Moxian CN Samoa”) under the laws of Samoa. On February 21, 2014, Moxian acquired Moxian Group Limited (“Moxian BVI”), together with its subsidiaries, Moxian (Hong Kong) Limted (“Moxian HK”), Moxian Technology (Shenzhen) Co., Ltd. (“Moxian Shenzhen”), and Moxian Malaysia Sdn. Bhd.(“Moxian Malaysia”) through our wholly owned subsidiary, Moxian CN Samoa from Rebel Group, Inc. (“REBL”), a company incorporated in the State of Florida and of which our previous Chief Executive Officer, Tan Meng Dong, is a promoter as the term is defined under Rule 405 of Regulation C promulgated under the Securities Act, by entering into a License and Acquisition Agreement (the “License and Acquisition Agreement”) in consideration of $1,000,000 (“Moxian BVI Purchase Price”). As a result, Moxian BVI, together with its subsidiaries, Moxian HK, Moxian Shenzhen, and Moxian Malaysia, became the Company’s subsidiaries. Under the License and Acquisition Agreement, REBL also agreed to grant us the exclusive right to use REBL’s intellectual property rights (collectively, the “IP Rights”) in Mainland China, Malaysia, and other countries and regions where REBL conducts its business (the “Licensed Territory”), and the exclusive right to solicit, promote, distribute and sell REBL products and services in the Licensed Territory for five years (the “License,”) and in consideration of such License, the Company agreed to pay to REBL (i) $1,000,000 as license maintenance royalty each year commencing on the first anniversary of the date of the License Agreement; and (ii) 3% of the gross profits resulting from the distribution and sale of the products and services on behalf of the Company as an earned royalty. Moxian BVI was incorporated on July 3, 2012 under the laws of British Virgin Islands. REBL owned 100% equity interests of Moxian BVI prior to the closing of the License and Acquisition Agreement, among the Company, Moxian BVI and REBL. Moxian HK was incorporated on January 18, 2013 and became Moxian BVI’s subsidiary on February 14, 2013. Moxian HK is currently engaged in the business of online social media. Moxian HK operates through two wholly owned subsidiaries: Moxian Shenzhen and Moxian Malaysia. Moxian Shenzhen is wholly owned by Moxian HK. Moxian Shenzhen was incorporated on April 8, 2013 and is engaged in the business of internet technology, computer software, commercial information consulting. Moxian Malaysia was incorporated on March 1, 2013 and became Moxian HK’s subsidiary since April 2, 2013. Moxian Malaysia was previously in the business of IT services and media advertising but have ceased operations since June 2015. Shenzhen Moyi Technologies Co., Ltd. (“Moyi”) was incorporated on July 19, 2013 under the laws of the People’s Republic of China and became a variable interest entity (“VIE”) of Moxian Shenzhen on July 15, 2014. Moxian Shenzhen controls Moyi through arrangement that absorbs operations risk, as if Moyi is a wholly owned subsidiary of Moxian Shenzhen. On December 18, 2017, the Company entered into a Tripartite Agreement with the original shareholders of Moyi and the new shareholders of Moyi wherein the Company agrees to the transfer of the equity interests of Moyi and all related rights, liabilities and obligations under the Moyi Agreements such that the new shareholders stand in place of the old shareholders in all aspects of the Moyi Agreements. Moxian Technologies (Beijing) Co., Ltd. (”Moxian Beijing”) was incorporated on December 10, 2015 under the laws of the People’s Republic of China and is a wholly owned subsidiary of Moxian Shenzhen. Moxian Shenzhen made an investment of RMB 10 million (approximately USD $1.5 million) to Moxian Beijing during the year ended September 30, 2017. On January 30, 2015, the Company entered into an Equity Transfer Agreement (the “Equity Transfer Agreement,” such transaction, the “Equity Transfer Transaction”) with REBL, to acquire from REBL 100% of the equity interests of Moxian Intellectual Property Limited, a company incorporated under the laws of Samoa and a wholly owned subsidiary of REBL (“Moxian IP Samoa”) for $6,782,000 (the “Moxian IP Samoa Purchase Price”) (see Note 9). Moxian IP Samoa owns all the intellectual property rights relating to the operation, use and marketing of the Moxian Platform, including all of the trademarks, patents and copyrights that are used in the Company’s business. As a result of the Equity Transfer Transaction, Moxian IP Samoa became a wholly owned subsidiary of the Company. As of September 30, 2018. only Moxian Shenzhen, Moyi and Moxian Beijing have business operations. The other companies are all dormant. On November 14, 2016, the Company announced the completion of a public offering of 2,501,250 shares of its common stock at a public offering price of $4.00 per share. The gross proceeds from the offering were approximately $10,005,000 before deducting placement agents' commissions and other offering expenses, resulting in net proceeds of approximately $8.5 million. In connection with the offering, the Company's common stock began trading on the NASDAQ Capital Market beginning on November 15, 2016 under the symbol "MOXC". On January 30, 2018, a wholly-owned subsidiary of Moxian Shenzhen, Moxian Information Technologies (Shanghai) Co. Ltd. (“Moxian Shanghai”) was incorporated under the laws of the People’s Republic of China. |
Summary of principal accounting
Summary of principal accounting policies | 3 Months Ended |
Dec. 31, 2018 | |
Summary of Principal Accounting Policies [Abstract] | |
Summary of principal accounting policies | 2. Summary of principal accounting policies Basis of presentation The accompanying unaudited condensed consolidated financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America (“US GAAP”) and reflect the activities of the following subsidiaries and VIE: Moxian CN Samoa, Moxian BVI, Moxian HK, Moxian Shenzhen, Moxian Malaysia, Moyi, Moxian Beijing, Moxian Shanghai and Moxian IP Samoa. All intercompany transactions and balances have been eliminated in the consolidation. The unaudited interim condensed consolidated financial information as of December 31, 2018 and for the three months ended December 31, 2018 and 2017 have been prepared, pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Certain information and footnote disclosures, which are normally included in annual consolidated financial statements prepared in accordance with U.S. GAAP, have been omitted pursuant to those rules and regulations. The unaudited interim condensed consolidated financial information should be read in conjunction with the consolidated financial statements and the notes thereto, included in the Company’s Form 10-K for the fiscal year ended September 30, 2018, previously filed with the SEC on January 15, 2019. In the opinion of management, all adjustments (which include normal recurring adjustments) necessary to present a fair statement of the Company’s unaudited condensed consolidated financial position as of December 31, 2018 and its unaudited condensed consolidated results of operations for three months ended December 31, 2018 and 2017, and its unaudited condensed consolidated cash flows for the three months ended December 31, 2018 and 2017, as applicable, have been made. The interim results of operations are not necessarily indicative of the operating results for the full fiscal year or any future periods. The following assets and liabilities of the VIE are included in the accompanying consolidated financial statements of the Company as of December 31, 2018 and September 30, 2018: December 31, September 30, Current assets $ $ Non-current assets - - Total assets $ $ Current liabilities $ 2,043,779 $ 2,043,779 Non-current liabilities - - Total liabilities $ 2,043,779 $ 2,043,779 Reclassification Certain prior period amounts have been reclassified to conform to the current period presentation. Going Concern In assessing the Company’s liquidity and its ability to continue as a going concern, the Company monitors and analyzes its cash and cash equivalents and its operating and capital expenditure commitments. The Company’s liquidity needs are to meet its working capital requirements, operating expenses and capital expenditure obligations. As of December 31, 2018, the Company’s current liabilities exceeded the current assets by approximately $10 million, its accumulated deficit was approximately $47.3 million and the Company has incurred losses since inception. On November 10, 2017, the Company and Ms. Liu Shu Juan, a director of the Company, entered into a convertible loan agreement of $1,000,000 or its RMB equivalent. Pursuant to the loan agreement, the Company issued an unsecured convertible promissory note, carrying an interest rate of 4.75% per annum and due in one year. On May 8, 2018, Liu converted the total outstanding of $1,008,068 into 350,023 shares of the Company’s common stock at a price of $2.88 per share. The conversion price was calculated using the price of daily volume weighted average price per share for the 20 consecutive business days prior to the conversion. On May 11, 2018, the Company and Ms. Liu entered into a loan agreement for a line of credit of $4,000,000 or its RMB equivalent, bearing interest of 4.75% per annum and due in two years. As of December 31, 2018, the line has been fully drawn down and the total outstanding to Ms. Liu is $ 5,032,760. This amount exceeded the agreed loan of $4,000,000 and is not covered by any agreement. If the Company is unable to obtain the necessary additional capital on a timely basis and on acceptable terms, it will be unable to implement its current plans for expansion, repay debt obligations or respond to competitive pressures. Any of these factors would have a material adverse effect on its business, prospects, financial condition and results of operations and raise substantial doubts about the ability of the Company to continue as a going concern. The consolidated financial statements for the period ended December 31, 2018 and September 30, 2018 have been prepared on a going concern basis and do not include any adjustments to reflect the possible future effects on the recoverability and classifications of assets or the amounts and classifications of liabilities that may result from the inability of the Company to continue as a going concern. Risks and Uncertainties The Company’s operations are substantially carried out in the People’s Republic of China (“PRC”). Accordingly, the Company’s business, financial condition and results of operations may be substantially influenced by the political, economic and legal environments in the PRC, and by the general state of the PRC’s economy. The Company’s operations in the PRC are subject to specific considerations and significant risks not typically associated with companies in North America and Western Europe. These include risks associated with, among others, the political, economic and legal environments and foreign currency exchange. The Company’s results may be adversely affected by changes in governmental policies with respect to laws and regulations, anti-inflationary measures, currency conversion and remittance abroad, and rates and methods of taxation, among other things. Fair value of financial instruments The Company follows the provisions of Accounting Standards Codification (“ASC”) 820, “Fair Value Measurements and Disclosures.” ASC 820 clarifies the definition of fair value, prescribes methods for measuring fair value, and establishes a fair value hierarchy to classify the inputs used in measuring fair value as follows: Level 1-Observable inputs such as unadjusted quoted prices in active markets for identical assets or liabilities available at the measurement date. Level 2-Inputs other than quoted prices that are observable for the asset or liability in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, inputs other than quoted prices that are observable, and inputs derived from or corroborated by observable market data. Level 3-Inputs are unobservable inputs which reflect management’s assumptions based on the best available information. The carrying value of cash and cash equivalents, restricted cash, prepayments, deposits and other receivables, Value added tax recoverable, accruals and other payables, loans from related parties and stock subscription payable approximate their fair values because of the short-term nature of these instruments. Use of estimates The preparation of the unaudited condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the accompanying unaudited condensed consolidated financial statements, and the reported amounts of revenues and expenses during the reporting period. Significant estimates required to be made by management include but not limited to, useful lives of property and equipment, intangible assets valuation, inventory valuation and deferred tax assets. Actual results could differ from those estimates. Restricted cash Restricted cash represents cash held in an indemnification escrow account pursuant to the financing agreement signed with the placement agents. Under the terms of the placement agreement, $500,000 in cash funded an escrow account for a period of two years after the completion of the IPO; this amount was recorded as restricted cash, long-term as of September 30, 2018. On November 9, 2017, $330,000 was released from this escrow account. On January 2, 2019, the remaining $170,000 was released from this escrow account with the approval of the placement agents and the escrow agents. Property and Equipment, net Property and equipment are recorded at cost less accumulated depreciation and impairment. Significant additions or improvements extending useful lives of assets are capitalized. Maintenance and repairs are charged to expense as incurred. Depreciation and amortization are computed using the straight-line method over the estimated useful lives as follows: Electronic equipment 3-6 years Furniture and fixtures 3-6 years Leasehold improvements Shorter of estimated useful life or term of lease Impairment of long-lived assets The Company classifies its long-lived assets into: (i) computer and office equipment; (ii) furniture and fixtures, (iii) leasehold improvements, and (iv) finite – lived intangible assets. Long-lived assets held and used by the Company are reviewed for impairment whenever events or changes in circumstances indicate that the carrying value of such assets may not be fully recoverable. It is possible that these assets could become impaired as a result of technology, economy or other industry changes. If circumstances require a long-lived asset or asset group to be tested for possible impairment, the Company first compares undiscounted cash flows expected to be generated by that asset or asset group to its carrying value. If the carrying value of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, impairment is recognized to the extent that the carrying value exceeds its fair value. Fair value is determined through various valuation techniques, including discounted cash flow models, relief from royalty income approach, quoted market values and third-party independent appraisals, as considered necessary. The Company makes various assumptions and estimates regarding estimated future cash flows and other factors in determining the fair values of the respective assets. The assumptions and estimates used to determine future values and remaining useful lives of long-lived assets are complex and subjective. They can be affected by various factors, including external factors such as industry and economic trends, and internal factors such as the Company’s business strategy and its forecasts for specific market expansion. Due to the continuing losses from operations with minimal revenues, the Company recorded a valuation reserve against its remaining intangible assets in 2018. Revenue recognition The Company currently recognizes revenue from the sale of merchandise through its online platforms. Revenue is recognized when persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the price is fixed or determinable, and collectability is reasonably assured. Revenue is recorded on a gross basis, net of surcharges and value added tax ("VAT"). The Company recorded revenue on a gross basis because the Company has the following indicators for gross reporting: it is the primary obligor of the sales arrangements, is subject to inventory risks of physical loss, has latitude in establishing prices, has discretion in suppliers' selection and assumes credit risks on receivables from customers. Revenue from advertising is recognized as advertisements are displayed. Revenue from software development services comprises revenue from time and material and fixed price contracts. Revenue from time and material contracts are recognized as related services are performed. Revenue on fixed price contracts is recognized in accordance with percentage of completion method of accounting. Income taxes The Company utilizes ASC Topic 740 (“ASC 740”) “Income taxes”, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the unaudited condensed consolidated financial statements or tax returns. Under this method, deferred income taxes are recognized for the tax consequences in future years of differences between the tax bases of assets and liabilities and their financial reporting amounts at each period end based on enacted tax laws and statutory tax rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. ASC 740 “Income taxes” clarifies the accounting for uncertainty in tax positions. This interpretation requires that an entity recognizes in the unaudited condensed consolidated financial statements the impact of a tax position, if that position is more likely than not of being sustained upon examination, based on the technical merits of the position. Recognized income tax positions are measured at the largest amount that is greater than 50% likely of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs. The Company has elected to classify interest and penalties related to unrecognized tax benefits, if and when required, as part of income tax expense in the unaudited consolidated statements of operations and comprehensive losses. The Company evaluates the level of authority for each uncertain tax position (including the potential application of interest and penalties) based on the technical merits, and measure the unrecognized benefits associated with the tax positions. As of December 31, 2018 and September 30, 2018 , the Company did not have any unrecognized tax benefits. The Company does not anticipate any significant increase to its liability for unrecognized tax benefit within the next 12 months. As of December 31, 2018, the tax years ended December 31, 2011 through December 31, 2017 for the Company’s PRC entities remain open for statutory examination by the PRC tax authorities. Foreign currency transactions and translation The reporting currency of the Company is United States Dollars (the “USD”) and the functional currency of Moxian Shenzhen, Moyi and Moxian Beijing is Renminbi (the “RMB”) as China is the primary economic environment in which they operate, the functional currency of Moxian HK is Hong Kong Dollar (the “HKD”), and the functional currency of Moxian Malaysia is Malaysia Ringgit (the “RM”). For financial reporting purposes, the financial statements of Moxian Shenzhen, Moyi, Moxian Beijing, Moxian HK and Moxian Malaysia, which are prepared using their respective functional currencies, are translated into the reporting currency, USD, so to be consolidated with the Company’s. Monetary assets and liabilities denominated in currencies other than the reporting currency are translated into the reporting currency at the rates of exchange ruling at the balance sheet date. Revenues and expenses are translated using average rates prevailing during the reporting period. Adjustments resulting from the translation are recorded as a separate component of accumulated other comprehensive income (loss) in stockholders’ equity (deficiency). Transaction gains and losses are recognized in the unaudited consolidated condensed statements of operations and comprehensive loss. The exchange rates applied are as follows: Balance sheet items, except for equity accounts December 31, September 30, RMB:USD 6.8686 6.8686 HKD:USD 7.8309 7.8259 RM:USD 4.1300 4.1370 Items in the unaudited condensed consolidated statements of operations and comprehensive loss, and unaudited condensed consolidated statements of cash flows Three Months Ended 2018 2017 RMB:USD 6.9165 6.6133 HKD:USD 7.7503 7.8081 RM:USD 4.1710 4.1591 Research and Development Research and development expenses include payroll, employee benefits, stock-based compensation expense, and other related expenses associated with product development. Research and development expenses also include third-party development, programming costs, and localization costs incurred to translate software for local markets. Such costs related to software development are included in research and development expense until the point that technological feasibility is reached. Once technological feasibility is reached, such costs are capitalized and amortized as part of the cost of revenue over the estimated lives of the product. Recent accounting pronouncements On October 2, 2017, The FASB has issued Accounting Standards Update (ASU) No. 2017-13, “Revenue Recognition (Topic 605), Revenue from Contracts with Customers (Topic 606), Leases (Topic 840), and Leases (Topic 842): Amendments to SEC Paragraphs Pursuant to the Staff Announcement at the July 20, 2017 EITF Meeting and Rescission of Prior SEC Staff Announcements and Observer Comments.” The ASU adds SEC paragraphs to the new revenue and leases sections of the Codification on the announcement the SEC Observer made at the 20 July 2017 Emerging Issues Task Force (EITF) meeting. The SEC Observer said that the SEC staff would not object if entities that are considered public business entities only because their financial statements or financial information is required to be included in another entity’s SEC filing use the effective dates for private companies when they adopt ASC 606, Revenue from Contracts with Customers, and ASC 842, Leases. This would include entities whose financial statements are included in another entity’s SEC filing because they are significant acquirees under Rule 3-05 of Regulation S-X, significant equity method investees under Rule 3-09 of Regulation S-X and equity method investees whose summarized financial information is included in a registrant’s financial statement notes under Rule 4-08(g) of Regulation S-X. The ASU also supersedes certain SEC paragraphs in the Codification related to previous SEC staff announcements and moves other paragraphs, upon adoption of ASC 606 or ASC 842. The Company does not expect that the adoption of this guidance will have a material impact on its unaudited condensed consolidated financial statements. On November 22, 2017, the FASB ASU No. 2017-14, “Income Statement—Reporting Comprehensive Income (Topic 220), Revenue Recognition (Topic 605), and Revenue from Contracts with Customers (Topic 606): Amendments to SEC Paragraphs Pursuant to Staff Accounting Bulletin No. 116 and SEC Release 33-10403.” The ASU amends various paragraphs in ASC 220, Income Statement — Reporting Comprehensive Income; ASC 605, Revenue Recognition; and ASC 606, Revenue From Contracts With Customers, that contain SEC guidance. The amendments include superseding ASC 605-10-S25-1 (SAB Topic 13) as a result of SEC Staff Accounting Bulletin No. 116 and adding ASC 606-10-S25-1 as a result of SEC Release No. 33-10403. The Company does not expect that the adoption of this guidance will have a material impact on its unaudited condensed consolidated financial statements. In February 2018, the FASB issued ASU No. 2018-02, “Reclassification of Certain Tax Effects From Accumulated Other Comprehensive Income.” The ASU amends ASC 220, Income Statement — Reporting Comprehensive Income In March 2018, the FASB issued ASU 2018-05 — Income Taxes (Topic 740): Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118 (“ASU 2018-05”), which amends the FASB Accounting Standards Codification and XBRL Taxonomy based on the Tax Cuts and Jobs Act (the “Act”) that was signed into law on December 22, 2017 and Staff Accounting Bulletin No. 118 (“SAB 118”) that was released by the Securities and Exchange Commission. The Act changes numerous provisions that impact U.S. corporate tax rates, business-related exclusions, and deductions and credits and may additionally have international tax consequences for many companies that operate internationally. The Company does not believe this guidance will have a material impact on its unaudited condensed consolidated financial statements. In July 2018, the FASB issued ASU 2018-10, “Codification Improvements to Topic 842, Leases.” The ASU addresses 16 separate issues which include, for example, a correction to a cross reference regarding residual value guarantees, a clarification regarding rates implicit in lease contracts, and a consolidation of the requirements about lease classification reassessments. The guidance also addresses lessor reassessments of lease terms and purchase options, variable lease payments that depend on an index or a rate, investment tax credits, lease terms and purchase options, transition guidance for amounts previously recognized in business combinations, and certain transition adjustments, among others. For entities that early adopted Topic 842, the amendments are effective upon issuance of this Update, and the transition requirements are the same as those in Topic 842. For entities that have not adopted Topic 842, the effective date and transition requirements will be the same as the effective date and transition requirements in Topic 842. The Company does not believe this guidance will have a material impact on its unaudited condensed consolidated financial statements. In July 2018, the FASB issued ASU 2018-11 - Leases (Topic 842): Targeted Improvements. The ASU simplifies transition requirements and, for lessors, provides a practical expedient for the separation of nonlease components from lease components. Specifically, the ASU provides: (1) an optional transition method that entities can use when adopting ASC 842 and (2) a practical expedient that permits lessors to not separate nonlease components from the associated lease component if certain conditions are met. For entities that have not adopted Topic 842 before the issuance of this Update, the effective date and transition requirements for the amendments in this Update are the same as the effective date and transition requirements in Update 2016-02. For entities that have adopted Topic 842 before the issuance of this Update, the transition and effective date of the amendments in this Update are as follows: 1) The practical expedient may be elected either in the first reporting period following the issuance of this Update or at the original effective date of Topic 842 for that entity. 2) The practical expedient may be applied either retrospectively or prospectively. All entities, including early adopters, that elect the practical expedient related to separating components of a contract in this Update must apply the expedient, by class of underlying asset, to all existing lease transactions that qualify for the expedient at the date elected. The Company does not believe this guidance will have a material impact on its unaudited condensed consolidated financial statements. |
Prepayments, deposits and other
Prepayments, deposits and other receivables, net | 3 Months Ended |
Dec. 31, 2018 | |
Prepayments Deposits And Other Receivables Abstract | |
Prepayments, deposits and other receivables, net | 3. Prepayments, deposits and other receivables, net December 31, September 30, Prepayments to suppliers $ 567,934 $ 567,934 Rental and other deposits 341,674 341,674 Employee advances and others 32,240 32,240 Sub total 941,848 941,848 Less: allowance for doubtful accounts (941,848 ) (941.848 ) Prepayments, deposits and other receivables, net $ - $ - The bad debt provision for the three months ended December 31, 2018 and 2016 was $Nil and $21,398, respectively. |
Property and equipment, net
Property and equipment, net | 3 Months Ended |
Dec. 31, 2018 | |
Property and Equipment, Net [Abstract] | |
Property and equipment, net | 4. Property and equipment, net December 31, September 30, Electronic equipment $ 2,319,545 $ 2,319,545 Furniture and fixtures 70,596 70,596 Leasehold improvements 263,609 263,609 Total property and equipment 2,653,750 2,653,750 Less: Accumulated depreciation and amortization (2,653,750 ) (2,653,750 ) Total property and equipment, net $ - $ - |
Intangible assets
Intangible assets | 3 Months Ended |
Dec. 31, 2018 | |
Intangible Assets, Net [Abstract] | |
Intangible assets | 5. Intangible assets December 31, September 30, IP rights $ 1,410,335 $ 1,410,335 Other intangible assets 394,883 394,883 1,805,218 $ 1,805,218 Less: accumulated amortization (1,805,218 ) (1,805,218 ) Net intangible assets $ - $ - Due to continuing losses from operations, the Company impaired the remaining intangible assets in 2017, hence there were no amortization expenses for the ensuing periods.. |
Accruals and other payables
Accruals and other payables | 3 Months Ended |
Dec. 31, 2018 | |
Payables and Accruals [Abstract] | |
Accruals and other payables | 6. Accruals and other payables December 31, September 30, Salary payable $ 403,926 $ 403,926 Advances from customers - Other tax payable Accrued expenses 2,691,684 2,691.684 Other payables 285,482 285,482 Total $ 3,381,152 $ 3,381,152 |
Loan payable, other
Loan payable, other | 3 Months Ended |
Dec. 31, 2018 | |
Loans Payable [Abstract] | |
Loan payable, other | 7. Loan payable, other On May 15, 2017, the Company and Shenzhen Bayi Consulting Co. Ltd. (“Bayi”) entered into a line of credit agreement. Pursuant to the agreement, Bayi agreed to provide a line of credit in the maximum amount of $3 million to the Company on an as needed basis to support the Company’s working capital. Any withdrawal from this line is non-interest bearing and shall be repaid on demand and before the maturity date of the line of credit. The maturity date of the unsecured line of credit is May 15, 2018 but has been extended indefinitely. As of December 31, 2018 and September 30, 2018, the loan payable balance to Bayi was $1,310,772. |
Related party transactions and
Related party transactions and balances | 3 Months Ended |
Dec. 31, 2018 | |
Related Party Transactions and Balances [Abstract] | |
Related party transactions and balances | 8. Related party transactions and balances The table below sets forth the entities that are regarded as related parties for the three months ended December 31, 2018 and September 30, 2018. Name Relationship with the Company Beijing Xinhua Huifeng Equity Investment Center Limited Partnership (“Xinhua”) A Shareholder of the Company Hao Qing Hu Chief Executive Officer and Director of the Company Vertical Venture Capital Group Limited A below 5% shareholder of the Company Liu Shu Juan A less than 1% Shareholder of the Company, Ex-Director and Legal Representative of Shanghai Shewn Wine Co. Ltd. Details of loans payable (receivable) – related parties are as follows: Loan payable (receivable) December 31, September 30, Vertical Venture Capital Group Limited $ 979,907 $ 979,907 Liu Shu Juan 5,032,760 5,032,760 Xinhua (23,296 ) (23,296 ) 5,989,371 5,989,371 Liu Shu Juan On November 10, 2017, the Company and Ms. Liu Shu Juan, a director of the Company, entered into a convertible loan agreement of $1,000,000 or its RMB equivalent. Pursuant to the loan agreement, the Company issued an unsecured convertible promissory note, carrying an interest rate of 4.75% per annum and due in one year. On May 8, 2018, Liu converted the total outstanding of $1,008,068 into 350,023 shares of the Company’s common stock at a price of $2.88 per share. The conversion price was calculated using the price of daily volume weighted average price per share for the 20 consecutive business days prior to the conversion. On May 11, 2018, the Company and Ms. Liu entered into a loan agreement for a line of credit of $4,000,000 or its RMB equivalent, bearing interest of 4.75% per annum and due in two years. As of December 31, 2018 and September 30, 2018, the line has been fully drawn down and the total outstanding due to Ms. Liu is $5,032,760. This amount exceeded the agreed loan of $4,000,000 and is not covered by any agreement. Bayi 2018 2017 Borrowings Repayments Borrowings Repayments Moxian Shenzhen - - $3,928,164 (RMB26,764,695) $3,328,102 Moyi - - $96,866 $96,866 Moxian HK - - $190,233 - As of December 31, 2018 and September 30, 2018, the loan payable balance to Bayi was $1,310,772. Bayi was no longer a related party of the Company since Bayi is no longer a shareholder of the Company. As a result, the loan payable to Bayi was recorded separately on the Company’s consolidated balance sheets (see Note 7). Vertical Venture 2018 2017 Borrowings Repayments Borrowings Repayments Moxian HK $4,976 (HKD 38,945) - $552,298 (HKD 4,296,810) $1,335,990 (HKD10,393,844) Moxian SZ - - $987,739 (RMB 6,730,000) - As of December 31. 2018 and September 30, 2018 , the loan payable balance to Vertical Venture was $ 979,907. |
Income taxes
Income taxes | 3 Months Ended |
Dec. 31, 2018 | |
Income Taxes [Abstract] | |
Income taxes | 9. Income taxes The Company and its subsidiaries file separate income tax returns. The United States of America Moxian is incorporated in the State of Nevada in the U.S. and is subject to U.S. federal corporate income taxes. The State of Nevada does not impose any state corporate income tax. As of December 31, 2018, future net operation losses of approximately $8.9 million are available to offset future operating income through 2036. On December 22, 2017, the Tax Cuts and Jobs Act of 2017 (the “Act”) was signed into law making significant changes to the Internal Revenue Code. Changes include, but are not limited to, a U.S. corporate tax rate decrease from 35% to 21% effective for tax years beginning after December 31, 2017, the transition of U.S international taxation from a worldwide tax system to a territorial system, and a one-time transition tax on the mandatory deemed repatriation of cumulative foreign earnings as of December 31, 2017. As the Company has a September 30 fiscal year-end, the lower corporate income tax rate will be phased in, resulting in a U.S. statutory federal rate of approximately 24.5% for our fiscal year ending September 30, 2018, and 21% for subsequent fiscal years. Accordingly, we have to remeasure our deferred tax assets on net operating loss carryforward in the U.S at the lower enacted cooperated tax rate of 21%. However, this remeasurement has no effect on the Company’s income tax expenses as the Company has provided a 100% valuation allowance on its deferred tax assets previously. Additionally, the Tax Act imposes a one-time transition tax on deemed repatriation of historical earnings of foreign subsidiaries, and future foreign earnings are subject to U.S. taxation. The change in rate has caused us to remeasure all U.S. deferred income tax assets and liabilities for temporary differences and NOL carryforwards and recorded one time income tax payable to be paid in 8 years. However, this one-time transition tax has no effect on the Company’s income tax expenses as the Company has no undistributed foreign earnings prior to December 31, 2017, as the Company has cumulative foreign losses as of December 31, 2018. British Virgin Islands Moxian BVI is incorporated in the British Virgin Islands. Under the current laws of the British Virgin Islands, Moxian BVI is not subject to tax on income or capital gains. In addition, upon payments of dividends by Moxian BVI, no British Virgin Islands withholding tax is imposed. Hong Kong Moxian HK is incorporated in Hong Kong and Hong Kong’s profits tax rate is 16.5%. Moxian HK did not earn any income that was derived in Hong Kong for the years ended December 31, 2018 and 2017 and therefore, Moxian HK was not subject to Hong Kong profits tax. Malaysia Moxian Malaysia did not have taxable income for the years ended December 31, 2018 and 2017. The management estimated that Moxian Malaysia will not generate any taxable income in the future. PRC Effective from January 1, 2008, the PRC’s statutory income tax rate is 25%. The Company’s PRC subsidiaries are subject to income tax rate of 25%, unless otherwise specified. As of September 30, 2018, the Company had net operating loss carry forwards of approximately of $20.2 million in the PRC tax jurisdiction, which expires in the years 2018 through 2022. Moxian Shenzhen was incorporated in the People’s Republic of China. Moxian Shenzhen did not generate taxable income in the People’s Republic of China for the period from April 8, 2013 (date of inception) to September 30, 2018. Management estimated that Moxian Shenzhen will not generate any taxable income in the future. Moyi was incorporated in the People’s Republic of China. Moyi did not generate taxable income in the People’s Republic of China for the period from July 19, 2013 (date of inception) to December 31, 2018. Moxian Beijing was incorporated in the People’s Republic of China. Moxian Beijing did not generate taxable income in the People’s Republic of China for the period from December 10, 2015 (date of inception) to December 31, 2018. The Company’s effective income tax rates were 0% for the three months ended December 31, 2018 and 2017 Income tax mainly consists of foreign income tax at statutory rates and the effects of permanent and temporary differences. December 31, December 31, 2018 2017 U.S. statutory rate 34.0 % 34.0 Foreign income not registered in the U.S. (34.0 )% (34.0 ) PRC statutory rate 25.0 % 25.0 Changes in valuation allowance and others (25.0 )% (25.0 ) Effective tax rate 0 % 0 Because of the uncertainty regarding the Company’s ability to realize its deferred tax assets, a 100% valuation allowance has been established as of December 31, 2018 and September 30, 2018, respectively. As of December 31, 2018 and September 30, 2018, the valuation allowance was approximately $9.0 million. For the three months ended December 31, 2018 and 2017, there were no increase in the valuation allowance. December 31 September 30, 2018 2018 Deferred tax asset from net operating loss and carry-forwards $ 9,032,129 $ 9,032,129 Valuation allowance (9,032,129 ) (9,032,129 ) Deferred tax asset, net $ - $ - |
Commitments and contingencies
Commitments and contingencies | 3 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies [Abstract] | |
Commitments and contingencies | 10. Commitments and contingencies Operating Lease Currently, the Company leases one property as its office. Rental expenses under operating leases for the three months ended December 31, 2018 and December 31, 2017 were $78,000 and $652,315 respectively. As of December 31, 2018, the Company was obligated under non-cancellable operating leases for minimum rentals as follows: Three months ended December 31, 2019 $ 252,000 2020 231,000 Total minimum lease payments $ 483,000 Arrangement with Xinhua New Media Co., Ltd The Company entered into an exclusive advertising agency agreement and sponsor agreement with Xinhua New Media Co., Ltd (“Xinhua New Media”). Pursuant to the agreements, the Company, as an exclusive agent, is authorized to operate and sell advertisements in the gaming channel of Xinhua New Media’s mobile application and sponsor related advertising events. The exclusive advertising agency agreement expires on December 31, 2020 and the sponsor agreement expired on December 31, 2017. The Company entered into amendments with Xinhua New Media for both the agency agreement and sponsor agreement during the year ended December 31, 2017 which resulted in a reduction of fees. In April 2018, the Company further negotiated with Xinhua New Media and obtained a waiver for all future fees on the understanding that past arrears have to be made good. Legal Proceeding As of December 31, 2018, the Company is not aware of any material outstanding claim and litigation against them. |
Subsequent events
Subsequent events | 3 Months Ended |
Dec. 31, 2018 | |
Subsequent Events [Abstract] | |
Subsequent events | 11. Subsequent events On January 29, 2019, the Company entered into a convertible loan agreement with Mr. Junsheng Tang, an unrelated party, and Moxian Beijing, a wholly-owned subsidiary. Under the Agreement, Mr. Tang agrees to provide for a loan of RMB 6.77 million (approximately USD 1.01 million) by June 30, 2019 to Moxian Beijing in three installments. The Company agrees to issue an interest-free unsecured promissory note (the “Note”) in the mount of RMB 6.77 million to Mr. Tang, within 7 business days from the date of the third installment. Mr. Tang has the right to convert the whole RMB 6.77 million of the Note into the Company’s restricted ordinary shares at the price of USD 1.00 per share, within six months from the date of the Note. Upon conversion of the Note, Mr. Tang has the right to designate a third party as the Company’s shareholder. |
Summary of principal accounti_2
Summary of principal accounting policies (Policies) | 3 Months Ended |
Dec. 31, 2018 | |
Summary of Principal Accounting Policies [Abstract] | |
Basis of presentation | Basis of presentation The accompanying unaudited condensed consolidated financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America (“US GAAP”) and reflect the activities of the following subsidiaries and VIE: Moxian CN Samoa, Moxian BVI, Moxian HK, Moxian Shenzhen, Moxian Malaysia, Moyi, Moxian Beijing, Moxian Shanghai and Moxian IP Samoa. All intercompany transactions and balances have been eliminated in the consolidation. The unaudited interim condensed consolidated financial information as of December 31, 2018 and for the three months ended December 31, 2018 and 2017 have been prepared, pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Certain information and footnote disclosures, which are normally included in annual consolidated financial statements prepared in accordance with U.S. GAAP, have been omitted pursuant to those rules and regulations. The unaudited interim condensed consolidated financial information should be read in conjunction with the consolidated financial statements and the notes thereto, included in the Company’s Form 10-K for the fiscal year ended September 30, 2018, previously filed with the SEC on January 15, 2019. In the opinion of management, all adjustments (which include normal recurring adjustments) necessary to present a fair statement of the Company’s unaudited condensed consolidated financial position as of December 31, 2018 and its unaudited condensed consolidated results of operations for three months ended December 31, 2018 and 2017, and its unaudited condensed consolidated cash flows for the three months ended December 31, 2018 and 2017, as applicable, have been made. The interim results of operations are not necessarily indicative of the operating results for the full fiscal year or any future periods. The following assets and liabilities of the VIE are included in the accompanying consolidated financial statements of the Company as of December 31, 2018 and September 30, 2018: December 31, September 30, Current assets $ $ Non-current assets - - Total assets $ $ Current liabilities $ 2,043,779 $ 2,043,779 Non-current liabilities - - Total liabilities $ 2,043,779 $ 2,043,779 |
Reclassification | Reclassification Certain prior period amounts have been reclassified to conform to the current period presentation. |
Going Concern | Going Concern In assessing the Company’s liquidity and its ability to continue as a going concern, the Company monitors and analyzes its cash and cash equivalents and its operating and capital expenditure commitments. The Company’s liquidity needs are to meet its working capital requirements, operating expenses and capital expenditure obligations. As of December 31, 2018, the Company’s current liabilities exceeded the current assets by approximately $10 million, its accumulated deficit was approximately $47.3 million and the Company has incurred losses since inception. On November 10, 2017, the Company and Ms. Liu Shu Juan, a director of the Company, entered into a convertible loan agreement of $1,000,000 or its RMB equivalent. Pursuant to the loan agreement, the Company issued an unsecured convertible promissory note, carrying an interest rate of 4.75% per annum and due in one year. On May 8, 2018, Liu converted the total outstanding of $1,008,068 into 350,023 shares of the Company’s common stock at a price of $2.88 per share. The conversion price was calculated using the price of daily volume weighted average price per share for the 20 consecutive business days prior to the conversion. On May 11, 2018, the Company and Ms. Liu entered into a loan agreement for a line of credit of $4,000,000 or its RMB equivalent, bearing interest of 4.75% per annum and due in two years. As of December 31, 2018, the line has been fully drawn down and the total outstanding to Ms. Liu is $ 5,032,760. This amount exceeded the agreed loan of $4,000,000 and is not covered by any agreement. If the Company is unable to obtain the necessary additional capital on a timely basis and on acceptable terms, it will be unable to implement its current plans for expansion, repay debt obligations or respond to competitive pressures. Any of these factors would have a material adverse effect on its business, prospects, financial condition and results of operations and raise substantial doubts about the ability of the Company to continue as a going concern. The consolidated financial statements for the period ended December 31, 2018 and September 30, 2018 have been prepared on a going concern basis and do not include any adjustments to reflect the possible future effects on the recoverability and classifications of assets or the amounts and classifications of liabilities that may result from the inability of the Company to continue as a going concern. |
Risks and Uncertainties | Risks and Uncertainties The Company’s operations are substantially carried out in the People’s Republic of China (“PRC”). Accordingly, the Company’s business, financial condition and results of operations may be substantially influenced by the political, economic and legal environments in the PRC, and by the general state of the PRC’s economy. The Company’s operations in the PRC are subject to specific considerations and significant risks not typically associated with companies in North America and Western Europe. These include risks associated with, among others, the political, economic and legal environments and foreign currency exchange. The Company’s results may be adversely affected by changes in governmental policies with respect to laws and regulations, anti-inflationary measures, currency conversion and remittance abroad, and rates and methods of taxation, among other things. |
Fair value of financial instruments | Fair value of financial instruments The Company follows the provisions of Accounting Standards Codification (“ASC”) 820, “Fair Value Measurements and Disclosures.” ASC 820 clarifies the definition of fair value, prescribes methods for measuring fair value, and establishes a fair value hierarchy to classify the inputs used in measuring fair value as follows: Level 1-Observable inputs such as unadjusted quoted prices in active markets for identical assets or liabilities available at the measurement date. Level 2-Inputs other than quoted prices that are observable for the asset or liability in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, inputs other than quoted prices that are observable, and inputs derived from or corroborated by observable market data. Level 3-Inputs are unobservable inputs which reflect management’s assumptions based on the best available information. The carrying value of cash and cash equivalents, restricted cash, prepayments, deposits and other receivables, Value added tax recoverable, accruals and other payables, loans from related parties and stock subscription payable approximate their fair values because of the short-term nature of these instruments. |
Use of estimates | Use of estimates The preparation of the unaudited condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the accompanying unaudited condensed consolidated financial statements, and the reported amounts of revenues and expenses during the reporting period. Significant estimates required to be made by management include but not limited to, useful lives of property and equipment, intangible assets valuation, inventory valuation and deferred tax assets. Actual results could differ from those estimates. |
Restricted cash | Restricted cash Restricted cash represents cash held in an indemnification escrow account pursuant to the financing agreement signed with the placement agents. Under the terms of the placement agreement, $500,000 in cash funded an escrow account for a period of two years after the completion of the IPO; this amount was recorded as restricted cash, long-term as of September 30, 2018. On November 9, 2017, $330,000 was released from this escrow account. On January 2, 2019, the remaining $170,000 was released from this escrow account with the approval of the placement agents and the escrow agents. |
Property and Equipment, net | Property and Equipment, net Property and equipment are recorded at cost less accumulated depreciation and impairment. Significant additions or improvements extending useful lives of assets are capitalized. Maintenance and repairs are charged to expense as incurred. Depreciation and amortization are computed using the straight-line method over the estimated useful lives as follows: Electronic equipment 3-6 years Furniture and fixtures 3-6 years Leasehold improvements Shorter of estimated useful life or term of lease |
Impairment of long-lived Assets | Impairment of long-lived assets The Company classifies its long-lived assets into: (i) computer and office equipment; (ii) furniture and fixtures, (iii) leasehold improvements, and (iv) finite – lived intangible assets. Long-lived assets held and used by the Company are reviewed for impairment whenever events or changes in circumstances indicate that the carrying value of such assets may not be fully recoverable. It is possible that these assets could become impaired as a result of technology, economy or other industry changes. If circumstances require a long-lived asset or asset group to be tested for possible impairment, the Company first compares undiscounted cash flows expected to be generated by that asset or asset group to its carrying value. If the carrying value of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, impairment is recognized to the extent that the carrying value exceeds its fair value. Fair value is determined through various valuation techniques, including discounted cash flow models, relief from royalty income approach, quoted market values and third-party independent appraisals, as considered necessary. The Company makes various assumptions and estimates regarding estimated future cash flows and other factors in determining the fair values of the respective assets. The assumptions and estimates used to determine future values and remaining useful lives of long-lived assets are complex and subjective. They can be affected by various factors, including external factors such as industry and economic trends, and internal factors such as the Company’s business strategy and its forecasts for specific market expansion. Due to the continuing losses from operations with minimal revenues, the Company recorded a valuation reserve against its remaining intangible assets in 2018. |
Revenue recognition | Revenue recognition The Company currently recognizes revenue from the sale of merchandise through its online platforms. Revenue is recognized when persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the price is fixed or determinable, and collectability is reasonably assured. Revenue is recorded on a gross basis, net of surcharges and value added tax ("VAT"). The Company recorded revenue on a gross basis because the Company has the following indicators for gross reporting: it is the primary obligor of the sales arrangements, is subject to inventory risks of physical loss, has latitude in establishing prices, has discretion in suppliers' selection and assumes credit risks on receivables from customers. Revenue from advertising is recognized as advertisements are displayed. Revenue from software development services comprises revenue from time and material and fixed price contracts. Revenue from time and material contracts are recognized as related services are performed. Revenue on fixed price contracts is recognized in accordance with percentage of completion method of accounting. |
Income taxes | Income taxes The Company utilizes ASC Topic 740 (“ASC 740”) “Income taxes”, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the unaudited condensed consolidated financial statements or tax returns. Under this method, deferred income taxes are recognized for the tax consequences in future years of differences between the tax bases of assets and liabilities and their financial reporting amounts at each period end based on enacted tax laws and statutory tax rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. ASC 740 “Income taxes” clarifies the accounting for uncertainty in tax positions. This interpretation requires that an entity recognizes in the unaudited condensed consolidated financial statements the impact of a tax position, if that position is more likely than not of being sustained upon examination, based on the technical merits of the position. Recognized income tax positions are measured at the largest amount that is greater than 50% likely of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs. The Company has elected to classify interest and penalties related to unrecognized tax benefits, if and when required, as part of income tax expense in the unaudited consolidated statements of operations and comprehensive losses. The Company evaluates the level of authority for each uncertain tax position (including the potential application of interest and penalties) based on the technical merits, and measure the unrecognized benefits associated with the tax positions. As of December 31, 2018 and September 30, 2018 , the Company did not have any unrecognized tax benefits. The Company does not anticipate any significant increase to its liability for unrecognized tax benefit within the next 12 months. As of December 31, 2018, the tax years ended December 31, 2011 through December 31, 2017 for the Company’s PRC entities remain open for statutory examination by the PRC tax authorities. |
Foreign currency transactions and translation | Foreign currency transactions and translation The reporting currency of the Company is United States Dollars (the “USD”) and the functional currency of Moxian Shenzhen, Moyi and Moxian Beijing is Renminbi (the “RMB”) as China is the primary economic environment in which they operate, the functional currency of Moxian HK is Hong Kong Dollar (the “HKD”), and the functional currency of Moxian Malaysia is Malaysia Ringgit (the “RM”). For financial reporting purposes, the financial statements of Moxian Shenzhen, Moyi, Moxian Beijing, Moxian HK and Moxian Malaysia, which are prepared using their respective functional currencies, are translated into the reporting currency, USD, so to be consolidated with the Company’s. Monetary assets and liabilities denominated in currencies other than the reporting currency are translated into the reporting currency at the rates of exchange ruling at the balance sheet date. Revenues and expenses are translated using average rates prevailing during the reporting period. Adjustments resulting from the translation are recorded as a separate component of accumulated other comprehensive income (loss) in stockholders’ equity (deficiency). Transaction gains and losses are recognized in the unaudited consolidated condensed statements of operations and comprehensive loss. The exchange rates applied are as follows: Balance sheet items, except for equity accounts December 31, September 30, RMB:USD 6.8686 6.8686 HKD:USD 7.8309 7.8259 RM:USD 4.1300 4.1370 Items in the unaudited condensed consolidated statements of operations and comprehensive loss, and unaudited condensed consolidated statements of cash flows Three Months Ended 2018 2017 RMB:USD 6.9165 6.6133 HKD:USD 7.7503 7.8081 RM:USD 4.1710 4.1591 |
Research and Development | Research and Development Research and development expenses include payroll, employee benefits, stock-based compensation expense, and other related expenses associated with product development. Research and development expenses also include third-party development, programming costs, and localization costs incurred to translate software for local markets. Such costs related to software development are included in research and development expense until the point that technological feasibility is reached. Once technological feasibility is reached, such costs are capitalized and amortized as part of the cost of revenue over the estimated lives of the product. |
Recent accounting pronouncements | Recent accounting pronouncements On October 2, 2017, The FASB has issued Accounting Standards Update (ASU) No. 2017-13, “Revenue Recognition (Topic 605), Revenue from Contracts with Customers (Topic 606), Leases (Topic 840), and Leases (Topic 842): Amendments to SEC Paragraphs Pursuant to the Staff Announcement at the July 20, 2017 EITF Meeting and Rescission of Prior SEC Staff Announcements and Observer Comments.” The ASU adds SEC paragraphs to the new revenue and leases sections of the Codification on the announcement the SEC Observer made at the 20 July 2017 Emerging Issues Task Force (EITF) meeting. The SEC Observer said that the SEC staff would not object if entities that are considered public business entities only because their financial statements or financial information is required to be included in another entity’s SEC filing use the effective dates for private companies when they adopt ASC 606, Revenue from Contracts with Customers, and ASC 842, Leases. This would include entities whose financial statements are included in another entity’s SEC filing because they are significant acquirees under Rule 3-05 of Regulation S-X, significant equity method investees under Rule 3-09 of Regulation S-X and equity method investees whose summarized financial information is included in a registrant’s financial statement notes under Rule 4-08(g) of Regulation S-X. The ASU also supersedes certain SEC paragraphs in the Codification related to previous SEC staff announcements and moves other paragraphs, upon adoption of ASC 606 or ASC 842. The Company does not expect that the adoption of this guidance will have a material impact on its unaudited condensed consolidated financial statements. On November 22, 2017, the FASB ASU No. 2017-14, “Income Statement—Reporting Comprehensive Income (Topic 220), Revenue Recognition (Topic 605), and Revenue from Contracts with Customers (Topic 606): Amendments to SEC Paragraphs Pursuant to Staff Accounting Bulletin No. 116 and SEC Release 33-10403.” The ASU amends various paragraphs in ASC 220, Income Statement — Reporting Comprehensive Income; ASC 605, Revenue Recognition; and ASC 606, Revenue From Contracts With Customers, that contain SEC guidance. The amendments include superseding ASC 605-10-S25-1 (SAB Topic 13) as a result of SEC Staff Accounting Bulletin No. 116 and adding ASC 606-10-S25-1 as a result of SEC Release No. 33-10403. The Company does not expect that the adoption of this guidance will have a material impact on its unaudited condensed consolidated financial statements. In February 2018, the FASB issued ASU No. 2018-02, “Reclassification of Certain Tax Effects From Accumulated Other Comprehensive Income.” The ASU amends ASC 220, Income Statement — Reporting Comprehensive Income In March 2018, the FASB issued ASU 2018-05 — Income Taxes (Topic 740): Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118 (“ASU 2018-05”), which amends the FASB Accounting Standards Codification and XBRL Taxonomy based on the Tax Cuts and Jobs Act (the “Act”) that was signed into law on December 22, 2017 and Staff Accounting Bulletin No. 118 (“SAB 118”) that was released by the Securities and Exchange Commission. The Act changes numerous provisions that impact U.S. corporate tax rates, business-related exclusions, and deductions and credits and may additionally have international tax consequences for many companies that operate internationally. The Company does not believe this guidance will have a material impact on its unaudited condensed consolidated financial statements. In July 2018, the FASB issued ASU 2018-10, “Codification Improvements to Topic 842, Leases.” The ASU addresses 16 separate issues which include, for example, a correction to a cross reference regarding residual value guarantees, a clarification regarding rates implicit in lease contracts, and a consolidation of the requirements about lease classification reassessments. The guidance also addresses lessor reassessments of lease terms and purchase options, variable lease payments that depend on an index or a rate, investment tax credits, lease terms and purchase options, transition guidance for amounts previously recognized in business combinations, and certain transition adjustments, among others. For entities that early adopted Topic 842, the amendments are effective upon issuance of this Update, and the transition requirements are the same as those in Topic 842. For entities that have not adopted Topic 842, the effective date and transition requirements will be the same as the effective date and transition requirements in Topic 842. The Company does not believe this guidance will have a material impact on its unaudited condensed consolidated financial statements. In July 2018, the FASB issued ASU 2018-11 - Leases (Topic 842): Targeted Improvements. The ASU simplifies transition requirements and, for lessors, provides a practical expedient for the separation of nonlease components from lease components. Specifically, the ASU provides: (1) an optional transition method that entities can use when adopting ASC 842 and (2) a practical expedient that permits lessors to not separate nonlease components from the associated lease component if certain conditions are met. For entities that have not adopted Topic 842 before the issuance of this Update, the effective date and transition requirements for the amendments in this Update are the same as the effective date and transition requirements in Update 2016-02. For entities that have adopted Topic 842 before the issuance of this Update, the transition and effective date of the amendments in this Update are as follows: 1) The practical expedient may be elected either in the first reporting period following the issuance of this Update or at the original effective date of Topic 842 for that entity. 2) The practical expedient may be applied either retrospectively or prospectively. All entities, including early adopters, that elect the practical expedient related to separating components of a contract in this Update must apply the expedient, by class of underlying asset, to all existing lease transactions that qualify for the expedient at the date elected. The Company does not believe this guidance will have a material impact on its unaudited condensed consolidated financial statements. |
Summary of principal accounti_3
Summary of principal accounting policies (Tables) | 3 Months Ended |
Dec. 31, 2018 | |
Summary of Principal Accounting Policies [Abstract] | |
Schedule assets and liabilities of VIE are included in consolidated financial statements | December 31, September 30, Current assets $ $ Non-current assets - - Total assets $ $ Current liabilities $ 2,043,779 $ 2,043,779 Non-current liabilities - - Total liabilities $ 2,043,779 $ 2,043,779 |
Schedule of straight-line method over the estimated useful lives | Electronic equipment 3-6 years Furniture and fixtures 3-6 years Leasehold improvements Shorter of estimated useful life or term of lease |
Schedule of summary of exchange rates of balance sheet items, except for equity accounts | Balance sheet items, except for equity accounts December 31, September 30, RMB:USD 6.8686 6.8686 HKD:USD 7.8309 7.8259 RM:USD 4.1300 4.1370 Three Months Ended 2018 2017 RMB:USD 6.9165 6.6133 HKD:USD 7.7503 7.8081 RM:USD 4.1710 4.1591 |
Prepayments, deposits and oth_2
Prepayments, deposits and other receivables, net (Tables) | 3 Months Ended |
Dec. 31, 2018 | |
Prepayments Deposits And Other Receivables Abstract | |
Schedule on prepayments, deposits and other receivables, net | December 31, September 30, Prepayments to suppliers $ 567,934 $ 567,934 Rental and other deposits 341,674 341,674 Employee advances and others 32,240 32,240 Sub total 941,848 941,848 Less: allowance for doubtful accounts (941,848 ) (941.848 ) Prepayments, deposits and other receivables, net $ - $ - |
Property and equipment, net (Ta
Property and equipment, net (Tables) | 3 Months Ended |
Dec. 31, 2018 | |
Property and Equipment, Net [Abstract] | |
Schedule of property and equipment, net | December 31, September 30, Electronic equipment $ 2,319,545 $ 2,319,545 Furniture and fixtures 70,596 70,596 Leasehold improvements 263,609 263,609 Total property and equipment 2,653,750 2,653,750 Less: Accumulated depreciation and amortization (2,653,750 ) (2,653,750 ) Total property and equipment, net $ - $ - |
Intangible assets (Tables)
Intangible assets (Tables) | 3 Months Ended |
Dec. 31, 2018 | |
Intangible Assets, Net [Abstract] | |
Schedule of intangible assets | December 31, September 30, IP rights $ 1,410,335 $ 1,410,335 Other intangible assets 394,883 394,883 1,805,218 $ 1,805,218 Less: accumulated amortization (1,805,218 ) (1,805,218 ) Net intangible assets $ - $ - |
Accruals and other payables (Ta
Accruals and other payables (Tables) | 3 Months Ended |
Dec. 31, 2018 | |
Payables and Accruals [Abstract] | |
Schedule of accruals and other payables | December 31, September 30, Salary payable $ 403,926 $ 403,926 Advances from customers - Other tax payable Accrued expenses 2,691,684 2,691.684 Other payables 285,482 285,482 Total $ 3,381,152 $ 3,381,152 |
Related party transactions an_2
Related party transactions and balances (Tables) | 3 Months Ended |
Dec. 31, 2018 | |
Related Party Transaction [Line Items] | |
Schedule of relationship of related party transactions | Name Relationship with the Company Beijing Xinhua Huifeng Equity Investment Center Limited Partnership (“Xinhua”) A Shareholder of the Company Hao Qing Hu Chief Executive Officer and Director of the Company Vertical Venture Capital Group Limited A below 5% shareholder of the Company Liu Shu Juan A less than 1% Shareholder of the Company, Ex-Director and Legal Representative of Shanghai Shewn Wine Co. Ltd. |
Schedule of loans payable (receivable) - related parties | Loan payable (receivable) December 31, September 30, Vertical Venture Capital Group Limited $ 979,907 $ 979,907 Liu Shu Juan 5,032,760 5,032,760 Xinhua (23,296 ) (23,296 ) 5,989,371 5,989,371 |
Bayi | |
Related Party Transaction [Line Items] | |
Schedule of details of related party transactions | 2018 2017 Borrowings Repayments Borrowings Repayments Moxian Shenzhen - - $3,928,164 (RMB26,764,695) $3,328,102 Moyi - - $96,866 $96,866 Moxian HK - - $190,233 - |
Vertical Venture | |
Related Party Transaction [Line Items] | |
Schedule of details of related party transactions | 2018 2017 Borrowings Repayments Borrowings Repayments Moxian HK $4,976 (HKD 38,945) - $552,298 (HKD 4,296,810) $1,335,990 (HKD10,393,844) Moxian SZ - - $987,739 (RMB 6,730,000) - |
Income taxes (Tables)
Income taxes (Tables) | 3 Months Ended |
Dec. 31, 2018 | |
Income Taxes [Abstract] | |
Schedule of effective income tax rates | December 31, December 31, 2018 2017 U.S. statutory rate 34.0 % 34.0 Foreign income not registered in the U.S. (34.0 )% (34.0 ) PRC statutory rate 25.0 % 25.0 Changes in valuation allowance and others (25.0 )% (25.0 ) Effective tax rate 0 % 0 |
Schedule of valuation allowance | December 31 September 30, 2018 2018 Deferred tax asset from net operating loss and carry-forwards $ 9,032,129 $ 9,032,129 Valuation allowance (9,032,129 ) (9,032,129 ) Deferred tax asset, net $ - $ - |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies [Abstract] | |
Schedule of operating leases minimum rentals | 2019 $ 252,000 2020 231,000 Total minimum lease payments $ 483,000 |
Organization and nature of op_2
Organization and nature of operations (Detail Textuals) $ / shares in Units, ¥ in Millions | Nov. 14, 2016USD ($)$ / sharesshares | Jan. 30, 2015USD ($) | Feb. 21, 2014USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2017CNY (¥) | Jul. 03, 2012 |
Organization and Nature of Operations [Line Items] | ||||||||
Gross proceeds from offering | $ 0 | $ 0 | ||||||
Moxian Beijing | ||||||||
Organization and Nature of Operations [Line Items] | ||||||||
Investment | $ 1,500,000 | ¥ 10 | ||||||
REBL | ||||||||
Organization and Nature of Operations [Line Items] | ||||||||
Percentage of equity ownership interest | 100.00% | |||||||
License And Acquisition Agreement | ||||||||
Organization and Nature of Operations [Line Items] | ||||||||
Acquisition purchase price | $ 1,000,000 | |||||||
License and acquisition agreement, Description | Under the License and Acquisition Agreement, REBL also agreed to grant us the exclusive right to use REBL's intellectual property rights (collectively, the "IP Rights") in Mainland China, Malaysia, and other countries and regions where REBL conducts its business (the "Licensed Territory"), and the exclusive right to solicit, promote, distribute and sell REBL products and services in the Licensed Territory for five years (the "License,") and in consideration of such License, the Company agreed to pay to REBL (i) $1,000,000 as license maintenance royalty each year commencing on the first anniversary of the date of the License Agreement; and (ii) 3% of the gross profits resulting from the distribution and sale of the products and services on behalf of the Company as an earned royalty. | |||||||
Equity Transfer Agreement | REBL | ||||||||
Organization and Nature of Operations [Line Items] | ||||||||
Acquisition purchase price | $ 6,782,000 | |||||||
Percentage of equity ownership interest | 100.00% | |||||||
IPO | ||||||||
Organization and Nature of Operations [Line Items] | ||||||||
Issue of common stock, shares | shares | 2,501,250 | |||||||
Price per share | $ / shares | $ 4 | |||||||
Gross proceeds from offering | $ 10,500,000 | |||||||
Net proceeds from offering | $ 8,500,000 |
Summary of principal accounti_4
Summary of principal accounting policies (Details) - USD ($) | Dec. 31, 2018 | Sep. 30, 2018 |
Summary of Principal Accounting Policies [Abstract] | ||
Current assets | $ 0 | $ 0 |
Non-current assets | 0 | 0 |
Total assets | 0 | 0 |
Current liabilities | 2,043,779 | 2,043,779 |
Non-current liabilities | 0 | 0 |
Total liabilities | $ 2,043,779 | $ 2,043,779 |
Summary of principal accounti_5
Summary of principal accounting policies (Details 1) | 3 Months Ended |
Dec. 31, 2018 | |
Electronic equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 3 years |
Electronic equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 6 years |
Furniture and fixtures | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 3 years |
Furniture and fixtures | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 6 years |
Leasehold improvements | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives, description | Shorter of estimated useful life or term of lease |
Summary of principal accounti_6
Summary of principal accounting policies (Details 2) | Dec. 31, 2018¥ / shares | Dec. 31, 2018RM / shares | Dec. 31, 2018$ / shares | Sep. 30, 2018¥ / shares | Sep. 30, 2018RM / shares | Sep. 30, 2018$ / shares |
Summary of Principal Accounting Policies [Abstract] | ||||||
Balance sheet items, except for equity accounts | (per share) | ¥ 6.8686 | RM 4.1300 | $ 7.8309 | ¥ 6.8686 | RM 4.1370 | $ 7.8259 |
Summary of principal accounti_7
Summary of principal accounting policies (Details 3) | 3 Months Ended | |||||
Dec. 31, 2018¥ / shares | Dec. 31, 2018RM / shares | Dec. 31, 2018$ / shares | Dec. 31, 2017¥ / shares | Dec. 31, 2017RM / shares | Dec. 31, 2017$ / shares | |
Summary of Principal Accounting Policies [Abstract] | ||||||
Items in the statements of operations and comprehensive loss, and statements cash flows | (per share) | ¥ 6.9165 | RM 4.1710 | $ 7.7503 | ¥ 6.6133 | RM 4.1591 | $ 7.8081 |
Summary of principal accounti_8
Summary of principal accounting policies (Detail Textuals) - USD ($) | May 11, 2018 | May 08, 2018 | Nov. 10, 2017 | Dec. 31, 2018 | Jan. 03, 2019 | Sep. 30, 2018 | Nov. 09, 2017 |
Finite-Lived Intangible Assets [Line Items] | |||||||
Current liabilities exceeded current assets | $ (10,000,000) | ||||||
Accumulated deficit | $ (47,276,882) | (47,277,960) | |||||
Convertible loan agreement | Ms. Liu Shu Juan | |||||||
Finite-Lived Intangible Assets [Line Items] | |||||||
Maximum borrowing capacity under line of credit facility | $ 4,000,000 | $ 1,000,000 | |||||
Convertible note interest rate | 4.75% | 4.75% | |||||
Converted common stock outstanding, value | $ 1,008,068 | ||||||
Converted common stock outstanding, shares | 350,023 | ||||||
Converted common stock price per share | $ 2.88 | ||||||
Convertible note, term | 2 years | 1 year | |||||
Outstanding line of credit facility | 5,032,760 | ||||||
Exceeded agreed loan not covered agreement | $ 4,000,000 | ||||||
Placement Agreement | |||||||
Finite-Lived Intangible Assets [Line Items] | |||||||
Cash deposited in Escrow account for two years | $ 500,000 | ||||||
Cash released from escrow account with approval of placement agents and escrow agents | $ 330,000 | ||||||
Subsequent Event | Placement Agreement | |||||||
Finite-Lived Intangible Assets [Line Items] | |||||||
Cash released from escrow account with approval of placement agents and escrow agents | $ 170,000 |
Prepayments, deposits and oth_3
Prepayments, deposits and other receivables, net (Details) - USD ($) | Dec. 31, 2018 | Sep. 30, 2018 |
Prepayments Deposits And Other Receivables Abstract | ||
Prepayments to suppliers | $ 567,934 | $ 567,934 |
Rental and other deposits | 341,674 | 341,674 |
Employee advances and others | 32,240 | 32,240 |
Sub total | 941,848 | 941,848 |
Less: allowance for doubtful accounts | (941,848) | (941,848) |
Prepayments, deposits and other receivables, net | $ 0 | $ 0 |
Prepayments, deposits and oth_4
Prepayments, deposits and other receivables, net (Detail Textuals) - USD ($) | 3 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2016 | |
Prepayments Deposits And Other Receivables Abstract | ||
Bad debt provision | $ 21,398 |
Property and equipment, net (De
Property and equipment, net (Details) - USD ($) | Dec. 31, 2018 | Sep. 30, 2018 |
Summary of Property and equipment | ||
Total property and equipment | $ 2,653,750 | $ 2,653,750 |
Less: Accumulated depreciation and amortization | (2,653,750) | (2,653,750) |
Total property and equipment, net | 0 | 0 |
Electronic equipment | ||
Summary of Property and equipment | ||
Total property and equipment | 2,319,545 | 2,319,545 |
Furniture and fixtures | ||
Summary of Property and equipment | ||
Total property and equipment | 70,596 | 70,596 |
Leasehold improvements | ||
Summary of Property and equipment | ||
Total property and equipment | $ 263,609 | $ 263,609 |
Intangible assets (Details)
Intangible assets (Details) - USD ($) | Dec. 31, 2018 | Sep. 30, 2018 |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | $ 1,805,218 | $ 1,805,218 |
Less: accumulated amortization | (1,805,218) | (1,805,218) |
Net intangible assets | 0 | 0 |
IP rights | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | 1,410,335 | 1,410,335 |
Other intangible assets | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | $ 394,883 | $ 394,883 |
Accruals and other payables (De
Accruals and other payables (Details) - USD ($) | Dec. 31, 2018 | Sep. 30, 2018 |
Payables and Accruals [Abstract] | ||
Salary payable | $ 403,926 | $ 403,926 |
Advances from customers | 0 | 0 |
Other tax payable | 0 | 0 |
Accrued expenses | 2,691,684 | 2,691,684 |
Other payables | 285,482 | 285,482 |
Total | $ 3,381,152 | $ 3,381,152 |
Loan payable, other (Detail Tex
Loan payable, other (Detail Textuals) - USD ($) | Dec. 31, 2018 | Sep. 30, 2018 | May 15, 2017 |
Loans Payable [Line Items] | |||
Amount of loan payable to Bayi | $ 1,310,772 | $ 1,310,772 | |
Shenzhen Bayi Consulting Co. Ltd. ("Bayi") | |||
Loans Payable [Line Items] | |||
Maximum borrowing capacity under line of credit facility | $ 3,000,000 | ||
Amount of loan payable to Bayi | $ 1,310,772 | $ 1,310,772 |
Related party transactions an_3
Related party transactions and balances (Details) | 3 Months Ended |
Dec. 31, 2018 | |
Beijing Xinhua Huifeng Equity Investment Center Limited Partnership ("Xinhua") | |
Related Party Transaction [Line Items] | |
Related party transaction relationship, Description | A Shareholder of the Company |
Hao Qing Hu | |
Related Party Transaction [Line Items] | |
Related party transaction relationship, Description | Chief Executive Officer and Director of the Company |
Vertical Venture Capital Group Limited | |
Related Party Transaction [Line Items] | |
Related party transaction relationship, Description | A below 5% shareholder of the Company |
Liu Shu Juan | |
Related Party Transaction [Line Items] | |
Related party transaction relationship, Description | A less than 1% Shareholder of the Company, Ex-Director and Legal Representative of Shanghai Shewn Wine Co. Ltd. |
Related party transactions an_4
Related party transactions and balances (Details 1) - USD ($) | Dec. 31, 2018 | Sep. 30, 2018 |
Related Party Transaction [Line Items] | ||
Loan payable (receivable), related parties | $ 5,989,371 | $ 5,989,371 |
Vertical Venture Capital Group Limited | ||
Related Party Transaction [Line Items] | ||
Loan payable (receivable), related parties | 979,907 | 979,907 |
Liu Shu Juan | ||
Related Party Transaction [Line Items] | ||
Loan payable (receivable), related parties | 5,032,760 | 5,032,760 |
Xinhua | ||
Related Party Transaction [Line Items] | ||
Loan payable (receivable), related parties | $ (23,296) | $ (23,296) |
Related party transactions an_5
Related party transactions and balances (Details 2) - 3 months ended Dec. 31, 2017 | USD ($) | CNY (¥) | HKD ($) |
Related Party Transaction [Line Items] | |||
Borrowings | $ 1,165,370 | ||
Repayments | 110,973 | ||
Moxian Shenzhen And Bayi | |||
Related Party Transaction [Line Items] | |||
Borrowings | 3,928,164 | ¥ 26,764,695 | |
Repayments | 3,328,102 | 22,676,148 | |
Moyi And Bayi | |||
Related Party Transaction [Line Items] | |||
Borrowings | 96,866 | 660,000 | |
Repayments | 96,866 | ¥ 660,000 | |
Moxian HK and Bayi | |||
Related Party Transaction [Line Items] | |||
Borrowings | 190,233 | $ 1,479,990 | |
Repayments | $ 0 |
Related party transactions an_6
Related party transactions and balances (Details 3) | 3 Months Ended | ||||
Dec. 31, 2018USD ($) | Dec. 31, 2018HKD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2017CNY (¥) | Dec. 31, 2017HKD ($) | |
Related Party Transaction [Line Items] | |||||
Borrowings | $ 1,165,370 | ||||
Repayments | 110,973 | ||||
Moxian HK And Vertical Venture | |||||
Related Party Transaction [Line Items] | |||||
Borrowings | $ 4,976 | $ 38,945 | 552,298 | $ 4,296,810 | |
Repayments | 1,335,990 | $ 10,393,844 | |||
Moxian SZ and Vertical Venture | |||||
Related Party Transaction [Line Items] | |||||
Borrowings | 987,739 | ¥ 6,730,000 | |||
Repayments | $ 0 |
Related party transactions an_7
Related party transactions and balances (Detail Textuals) - USD ($) | May 11, 2018 | May 08, 2018 | Nov. 10, 2017 | Dec. 31, 2018 | Sep. 30, 2018 | May 15, 2017 |
Related Party Transaction [Line Items] | ||||||
Loan payable - related parties | $ 5,989,371 | $ 5,989,371 | ||||
Loan payable | 1,310,772 | 1,310,772 | ||||
Bayi | ||||||
Related Party Transaction [Line Items] | ||||||
Maximum borrowing capacity under line of credit facility | $ 3,000,000 | |||||
Loan payable | 1,310,772 | 1,310,772 | ||||
Vertical Venture | ||||||
Related Party Transaction [Line Items] | ||||||
Loan payable - related parties | 979,907 | $ 979,907 | ||||
Ms. Liu Shu Juan | Convertible loan agreement | ||||||
Related Party Transaction [Line Items] | ||||||
Maximum borrowing capacity under line of credit facility | $ 4,000,000 | $ 1,000,000 | ||||
Interest rate | 4.75% | 4.75% | ||||
Convertible note, term | 2 years | 1 year | ||||
Converted common stock outstanding, value | $ 1,008,068 | |||||
Converted common stock outstanding, shares | 350,023 | |||||
Converted common stock price per share | $ 2.88 | |||||
Outstanding line of credit facility | 5,032,760 | |||||
Exceeded agreed loan not covered agreement | $ 4,000,000 |
Income taxes (Details)
Income taxes (Details) | 3 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Income Taxes [Abstract] | ||
U.S. statutory rate | 34.00% | 34.00% |
Foreign income not registered in the U.S. | (34.00%) | (34.00%) |
PRC statutory rate | 25.00% | 25.00% |
Changes in valuation allowance and others | (25.00%) | (25.00%) |
Effective tax rate | 0.00% | 0.00% |
Income taxes (Details 1)
Income taxes (Details 1) - USD ($) | Dec. 31, 2018 | Sep. 30, 2018 |
Income Taxes [Abstract] | ||
Deferred tax asset from net operating loss and carry-forwards | $ 9,032,129 | $ 9,032,129 |
Valuation allowance | (9,032,129) | (9,032,129) |
Deferred tax asset, net | $ 0 | $ 0 |
Income taxes (Detail Textuals)
Income taxes (Detail Textuals) - USD ($) | 3 Months Ended | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2018 | |
Income Taxes [Line Items] | |||
U.S. statutory federal rate | 24.50% | ||
Operating loss carryforwards | $ 8,900,000 | ||
Operating loss carryforwards, description | future net operation losses of approximately $8.9 million are available to offset future operating income through 2036. | ||
Effective tax rate | 0.00% | 0.00% | |
PRC's statutory income tax rate | Effective from January 1, 2008, the PRC's statutory income tax rate is 25% | ||
PRC subsidiaries subject to income tax rate | 25.00% | 25.00% | |
Percentage of deferred tax assets valuation allowance | 100.00% | 100.00% | |
Valuation allowance | $ 9,032,129 | $ 9,032,129 | |
Percentage of valuation allowance on deferred tax assets for re-measurement | 100.00% | ||
Term of income tax payable | 8 years | ||
Latest tax year | |||
Income Taxes [Line Items] | |||
U.S. statutory federal rate | 21.00% | ||
Earlier tax year | |||
Income Taxes [Line Items] | |||
U.S. statutory federal rate | 35.00% | ||
PRC tax Jurisdiction | |||
Income Taxes [Line Items] | |||
Operating loss carryforwards | $ 20,200,000 | ||
HK | |||
Income Taxes [Line Items] | |||
Effective tax rate | 16.50% | 16.50% |
Commitments and contingencies_2
Commitments and contingencies (Details) | Dec. 31, 2018USD ($) |
Three months ended December 31, | |
2,019 | $ 252,000 |
2,020 | 231,000 |
Total minimum lease payments | $ 483,000 |
Commitments and contingencies_3
Commitments and contingencies (Detail Textuals) - USD ($) | 3 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Loss Contingencies [Line Items] | ||
Rental expenses under operating leases | $ 78,000 | $ 652,315 |
Xinhua New Media Co., Ltd ("Xinhua New Media") | Advertising agency agreement | ||
Loss Contingencies [Line Items] | ||
Expiration date of agreement | Dec. 31, 2020 | |
Xinhua New Media Co., Ltd ("Xinhua New Media") | Sponsor agreement | ||
Loss Contingencies [Line Items] | ||
Expiration date of agreement | Dec. 31, 2017 |
Subsequent events (Detail Textu
Subsequent events (Detail Textuals) - 1 months ended Jan. 29, 2019 - Subsequent Event - Convertible loan agreement - Mr Junsheng Tang - Moxian Beijing $ / shares in Units, ¥ in Thousands, $ in Thousands | CNY (¥) | USD ($)$ / shares | CNY (¥) |
Subsequent Event [Line Items] | |||
Debt Instrument principal amount | $ 1,010 | ¥ 6,770 | |
Amount of promissory note payable | ¥ 6,770 | ||
Terms of installments | three | ||
Debt instrument conversion price | ¥ 6,770 | ||
Restricted ordinary share price per share | $ / shares | $ 1 |