Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2020 | Aug. 14, 2020 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | ECARD INC. | |
Entity Central Index Key | 0001552743 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2020 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q2 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Shell Company | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity File Number | 000-54758 | |
Entity Interactive Data Current | Yes | |
Entity Common Stock, Shares Outstanding | 49,511,775 | |
Entity Incorporation State Country Code | DE |
Condensed Balance Sheets (Unaud
Condensed Balance Sheets (Unaudited) - USD ($) | Jun. 30, 2020 | Dec. 31, 2019 |
LIABILITIES AND STOCKHOLDERS' DEFICIENCY | ||
Accounts payable | $ 31,877 | $ 10,351 |
Due to related parties | 108,269 | 90,721 |
Accrued liabilities | 3,020 | 7,020 |
Current liabilities | 136,166 | 108,092 |
Total liabilities | 143,166 | 108,092 |
Commitments and contingencies | ||
Stockholders' deficiency | ||
Preferred stock, $0.0001 par value, 5,000,000 shares authorized; none issued and outstanding | ||
Common stock, $0.0001 par value, 250,000,000 shares authorized; 49,512,775 and 49,511,775 shares issued and outstanding at June 30, 2020 and December 31, 2019, respectively | 4,951 | 4,951 |
Additional paid-in capital | 1,059,873 | 1,059,873 |
Accumulated deficit | (1,207,990) | (1,172,916) |
Total Stockholders' deficiency | (143,166) | (108,092) |
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIENCY |
Condensed Balance Sheets (Una_2
Condensed Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Jun. 30, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | ||
Preferred stock, shares outstanding | ||
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 250,000,000 | 250,000,000 |
Common stock, shares issued | 49,512,775 | 49,511,775 |
Common stock, shares outstanding | 49,512,775 | 49,511,775 |
Condensed Statements of Operati
Condensed Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Income Statement [Abstract] | ||||
Sales - Net | ||||
Operating expenses | ||||
General and administrative | 19,444 | 7,472 | 35,074 | 15,097 |
Loss from operations | (19,444) | (7,472) | (35,074) | (15,097) |
Other income (expense) | ||||
Income tax | ||||
Net loss | $ (19,444) | $ (7,472) | $ (35,074) | $ (15,097) |
Net Loss per share of common stock – basic and diluted | $ 0 | $ 0 | $ 0 | $ 0 |
Weighted average number of shares outstanding – basic and diluted | 49,511,910 | 49,511,775 | 49,511,842 | 49,511,775 |
Statements of Stockholders_ Def
Statements of Stockholders’ Deficiency Equity (Unaudited) - USD ($) | Common Stock Issued | Common Stock to be Issued | Additional Paid in Capital | Accumulated Deficit | Total |
Balance at Dec. 31, 2018 | $ 4,951 | $ 1,059,873 | $ (1,146,975) | $ (82,151) | |
Balance, Shares at Dec. 31, 2018 | 49,511,775 | ||||
Net loss | (15,097) | (7,625) | |||
Balance at Jun. 30, 2019 | $ 4,951 | 1,059,873 | (1,162,072) | (97,248) | |
Balance, Shares at Jun. 30, 2019 | 49,511,775 | ||||
Balance at Dec. 31, 2019 | $ 4,951 | 1,059,873 | (1,172,916) | (108,092) | |
Balance, Shares at Dec. 31, 2019 | 49,511,775 | ||||
Issuance of shares for acquisition (Note 1) | |||||
Issuance of shares for acquisition (Note 1), shares | 1,000 | ||||
Net loss | (35,074) | (35,074) | |||
Balance at Jun. 30, 2020 | $ 4,951 | $ 1,059,873 | $ (1,207,990) | $ (143,166) | |
Balance, Shares at Jun. 30, 2020 | 49,511,775 |
Condensed Statements of Cash Fl
Condensed Statements of Cash Flows (Unaudited) - USD ($) | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Cash Flows from Operating Activities | ||
Net loss | $ (35,074) | $ (7,625) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Expenses paid by shareholder | 17,548 | 9,821 |
(Decrease)/increase in accounts payable and accrued expenses | 17,526 | (2,196) |
Net cash used in operating activities | ||
Decrease in Cash and Cash equivalents | ||
Cash and Cash Equivalents-Beginning of Period | ||
Cash and Cash Equivalents-End of Period | ||
Supplemental Disclosures | ||
Cash paid for interest | ||
Cash paid for taxes |
Organization and Description of
Organization and Description of Business | 6 Months Ended |
Jun. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
ORGANIZATION AND DESCRIPTION OF BUSINESS | NOTE 1. ORGANIZATION AND DESCRIPTION OF BUSINESS ECARD INC. (the "Company"), formerly known as The Enviromart Companies, Inc. until October 23, 2017, was incorporated under the laws of the State of Delaware on June 18, 2012. On June 21, 2013, the Company completed an acquisition of intangible assets comprised of intellectual property and trademarks from its former Chief Executive Officer. In conjunction with the acquisition of the intangible assets, the Company commenced operations. On October 5, 2017, the Company entered into a Stock Purchase Agreement (the "SPA") with Eastone Equities, LLC, a New York limited liability company (the "Purchaser") and certain selling stockholders, pursuant to which the Purchaser acquired 44,566,412 shares of common stock of the Company from Sellers for an aggregate purchase price of $295,000. The transaction contemplated in the SPA closed on October 9, 2017. The acquired shares represent approximately 90% of issued and outstanding shares of common stock of the Company. The transaction resulted in a change in control of the Company. On October 23, 2017, the Company, with the unanimous approval of its board of directors by written consent in lieu of a meeting, filed a Certificate of Amendment (the "Second Certificate of Amendment") with the Secretary of State of Delaware. As a result of the Second Certificate of Amendment, the Company changed its name to "ECARD INC.", effective as of October 23, 2017. On June 3, 2020, the Company entered into a transaction to acquire all outstanding shares of EMall Inc., a Delaware corporation. The company issued 1,000 shares of the Company's common stock, par value $0.0001 per share, on June 18, 2020 in exchange for all outstanding shares of EMall Inc. The Company subsequently entered into a cancellation agreement to cancel this transaction. The shares issued will be cancelled in accordance to the cancellation agreement. As of the date these financial statements are issued, the Company is in the process of cancelling the shares. Since the Company did not obtain any control of EMall Inc. and the transaction is subsequently cancelled, EMall Inc. was not consolidated into the Company's financial statement as of and for the six months ended June 30, 2020. No gain or loss incurred as a result of this transaction. Currently, the Company only possesses minimal assets and liabilities, and did not have any substantial business operations; accordingly, there were no significant revenues or positive cash flows for the six months ended June 30, 2020. Management's efforts are focused on seeking out a new and profitable operating business with strong growth potential. From and after the sale, unless and until the Company completes an acquisition, its expenses are expected to consist solely of legal, accounting and compliance costs, including those related to complying with reporting obligations under the Securities and Exchange act of 1934. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying financial statements of the Company have been prepared using the accrual basis of accounting and in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") and the rules of the Securities and Exchange Commission ("SEC"). In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the periods presented herein have been reflected. The condensed financial statements of the Company as of and for six months ended June 30, 2020 and 2019 are unaudited. In the opinion of management, all adjustments (including normal recurring adjustments) have been made that are necessary to present fairly the financial position of the Company as of June 30, 2020, the results of its operations for the three and six months ended June 30, 2020 and 2019, and its cash flows for the six months ended June 30, 2020 and 2019. Operating results for the interim periods presented are not necessarily indicative of the results to be expected for a full fiscal year. The condensed balance sheet at December 31, 2019 has been derived from the Company's audited financial statements included in the Form 10-K for the year ended December 31, 2019. The statements and related notes have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (the "SEC"). Accordingly, certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been omitted pursuant to such rules and regulations. These financial statements should be read in conjunction with the financial statements and other information included in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2019, as filed with the SEC. Use of Estimates and Assumptions The preparation of 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 disclosure of contingent assets and liabilities at the date of the unaudited consolidated financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates. Cash and Cash Equivalents The Company considers all highly liquid debt instruments with original maturities of three months or less when acquired to be cash equivalents. Concentration of Risk Deposits made at financial institutions in the United States are subject to federally depository insurance maximum; deposits in excess of the amount are subject to concentrations of credit risk of the financial institution; however, Management believe that financial institutions located in the US are unlikely to become insolvent. Income Taxes Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amounts expected to be realized. Basic and Diluted Earnings (Loss) Per Share Basic earnings per share is based on the weighted average number of common shares outstanding. Diluted earnings per share is based on the weighted average number of common shares outstanding and dilutive common stock equivalents. Basic earnings per share is computed by dividing net income/loss available to common stockholders (numerator) by the weighted average number of common shares outstanding (denominator) during the period. Weighted average number of shares used to calculate basic and diluted loss per share is considered the same as the effect of dilutive shares is anti-dilutive for all periods presented. There were no potentially dilutive or anti-dilutive securities during the six months ended June 30, 2020, and 2019. Stock-Based Compensation The Company expenses all stock-based payments to employees and non-employee directors based on the grant date fair value of the awards over the requisite service period, adjusted for estimated forfeitures. Recently Issued Financial Accounting Standards Management has considered all recent accounting pronouncements issued. The Company's management believes that these recent pronouncements will not have a material effect on the Company's financial statements. |
Going Concern
Going Concern | 6 Months Ended |
Jun. 30, 2020 | |
Going Concern [Abstract] | |
GOING CONCERN | NOTE 3. GOING CONCERN During the six months ended June 30, 2020, the Company has been unable to generate cash flows sufficient to support its operations and has been dependent on capital contributions prior controlling shareholders, and related party advances from the current controlling shareholder. In addition, the Company has experienced recurring net losses, and has an accumulated deficit of $1,207,990, and working capital deficit of $143,166 as of June 30, 2020. These factors raise substantial doubt about the Company's ability to continue as a going concern. The accompanying financial statements do not include any adjustments related to the recoverability or classification of asset-carrying amounts or the amounts and classification of liabilities that may result should the Company be unable to continue as a going concern. There can be no assurance that sufficient funds required during the next year or thereafter will be generated from any future operations or that funds will be available from external sources such as debt or equity financings or other potential sources. If the Company is unable to raise capital from external sources when required, there would be a material adverse effect on its business. Furthermore, there can be no assurance that any such required funds, if available, will be available on attractive terms or that they will not have a significant dilutive effect on the Company's existing stockholders. Management is now seeking an operating company with which to merge or acquire. In the foreseeable future, the Company will rely on related parties such as its controlling shareholder, to provide advances to funds general corporate purposes and any potential acquisitions of profitable investments. There is no assurance, however, that the Company will achieve its objectives or goals. |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2020 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 4. RELATED PARTY TRANSACTIONS During the six months ended June 30, 2020, the Company's shareholder paid expenses on behalf of the Company in the amount of $17,548. This amount has been recorded as amount due to related party. As of June 30, 2020 and December 31, 2019, the outstanding balance was $108,269 and $90,721, respectively. The balance is unsecured, non-interest bearing, and due on demand with no specified repayment schedule. |
Stockholders_ Equity
Stockholders’ Equity | 6 Months Ended |
Jun. 30, 2020 | |
Equity [Abstract] | |
STOCKHOLDERS' EQUITY | NOTE 5. STOCKHOLDERS' EQUITY Shares issued and outstanding As of June 30, 2020 and December 31, 2019, there were 49,512,775 and 49,511,775 shares issued and outstanding, respectively. On June 18, 2020, the Company issued 1,000 shares to our CEO, Wayne Tsao, in exchange for all outstanding shares of EMall, Inc. This transaction is subsequently cancelled and the shares issued will be cancelled. See Note 1. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 6. COMMITMENTS AND CONTINGENCIES Except as disclosed herein, we are not a party to any pending legal proceeding. To the knowledge of our management, except as disclosed herein, no federal, state or local governmental agency is presently contemplating any proceeding against us. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2020 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 7. SUBSEQUENT EVENTS The Company evaluates subsequent events that have occurred after the balance sheet date but before the financial statements are issued. There are two types of subsequent events: (1) recognized, or those that provide additional evidence with respect to conditions that existed at the date of the balance sheet, including the estimates inherent in the process of preparing financial statements, and (2) non-recognized, or those that provide evidence with respect to conditions that did not exist at the date of the balance sheet but arose subsequent to that date. The Company has evaluated subsequent events through the date the financial statements were issued and up to the time of filing with the Securities and Exchange Commission and has determined that were no material subsequent events that came to management's attention that required disclosure. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying financial statements of the Company have been prepared using the accrual basis of accounting and in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") and the rules of the Securities and Exchange Commission ("SEC"). In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the periods presented herein have been reflected. The condensed financial statements of the Company as of and for six months ended June 30, 2020 and 2019 are unaudited. In the opinion of management, all adjustments (including normal recurring adjustments) have been made that are necessary to present fairly the financial position of the Company as of June 30, 2020, the results of its operations for the three and six months ended June 30, 2020 and 2019, and its cash flows for the six months ended June 30, 2020 and 2019. Operating results for the interim periods presented are not necessarily indicative of the results to be expected for a full fiscal year. The condensed balance sheet at December 31, 2019 has been derived from the Company's audited financial statements included in the Form 10-K for the year ended December 31, 2019. The statements and related notes have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (the "SEC"). Accordingly, certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been omitted pursuant to such rules and regulations. These financial statements should be read in conjunction with the financial statements and other information included in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2019, as filed with the SEC. |
Use of Estimates and Assumptions | Use of Estimates and Assumptions The preparation of 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 disclosure of contingent assets and liabilities at the date of the unaudited consolidated financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid debt instruments with original maturities of three months or less when acquired to be cash equivalents. |
Concentration of Risk | Concentration of Risk Deposits made at financial institutions in the United States are subject to federally depository insurance maximum; deposits in excess of the amount are subject to concentrations of credit risk of the financial institution; however, Management believe that financial institutions located in the US are unlikely to become insolvent. |
Income Taxes | Income Taxes Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amounts expected to be realized. |
Basic and Diluted Earnings (Loss) Per Share | Basic and Diluted Earnings (Loss) Per Share Basic earnings per share is based on the weighted average number of common shares outstanding. Diluted earnings per share is based on the weighted average number of common shares outstanding and dilutive common stock equivalents. Basic earnings per share is computed by dividing net income/loss available to common stockholders (numerator) by the weighted average number of common shares outstanding (denominator) during the period. Weighted average number of shares used to calculate basic and diluted loss per share is considered the same as the effect of dilutive shares is anti-dilutive for all periods presented. There were no potentially dilutive or anti-dilutive securities during the six months ended June 30, 2020, and 2019. |
Stock-Based Compensation | Stock-Based Compensation The Company expenses all stock-based payments to employees and non-employee directors based on the grant date fair value of the awards over the requisite service period, adjusted for estimated forfeitures. |
Recently Issued Financial Accounting Standards | Recently Issued Financial Accounting Standards Management has considered all recent accounting pronouncements issued. The Company's management believes that these recent pronouncements will not have a material effect on the Company's financial statements. |
Organization and Description _2
Organization and Description of Business (Details) | Oct. 05, 2017USD ($)shares | Jun. 30, 2020$ / shares | Jun. 18, 2020$ / sharesshares | Dec. 31, 2019$ / shares |
Organization and Description of Business (Textual) | ||||
Entity incorporation, state country name | Delaware | |||
Entity incorporation, date of incorporation | Jun. 18, 2012 | |||
Shares, issued | 1,000 | |||
Common stock, par value | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | |
Eastone Equities, LLC [Member] | ||||
Organization and Description of Business (Textual) | ||||
Number of shares acquired by purchaser | 44,566,412 | |||
Aggregate purchase price | $ | $ 295,000 | |||
Percentage of shares issued and outstanding | 0.90 |
Going Concern (Details)
Going Concern (Details) - USD ($) | Jun. 30, 2020 | Dec. 31, 2019 |
Going Concern (Textual) | ||
Accumulated deficits | $ (1,207,990) | $ (1,172,916) |
Working capital deficits | $ 143,166 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) | 6 Months Ended | |
Jun. 30, 2020 | Dec. 31, 2019 | |
Related Party Transactions (Textual) | ||
Outstanding balance | $ 108,269 | $ 90,721 |
Shareholder paid expenses | $ 17,548 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - shares | Jun. 30, 2020 | Jun. 18, 2020 | Dec. 31, 2019 |
Stockholders' Equity (Textual) | |||
Common stock, shares issued | 49,512,775 | 49,511,775 | |
Common stock, shares outstanding | 49,512,775 | 49,511,775 | |
Shares issued | 1,000 | ||
Wayne Tsao [Member] | |||
Stockholders' Equity (Textual) | |||
Shares issued | 1,000 |