Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Apr. 02, 2019 | Jun. 29, 2018 | |
Document And Entity Information | |||
Entity Registrant Name | Greenpro Capital Corp. | ||
Entity Central Index Key | 0001597846 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2018 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Small Business Flag | true | ||
Entity Emerging Growth Company | true | ||
Entity Ex Transition Period | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 139,545,690 | ||
Entity Common Stock, Shares Outstanding | 54,723,889 | ||
Trading Symbol | GRNQ | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2018 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Current assets | ||
Cash and cash equivalents (including $145,385 of restricted cash at December 31, 2018) | $ 2,172,048 | $ 1,162,394 |
Accounts receivable, net | 188,054 | 345,734 |
Prepaids and other current assets (including due from related parties of $95,794 and $1,761 as of December 31, 2018 and 2017, respectively) | 397,427 | 270,760 |
Deferred costs of revenue (including $184,000 and $0 to related parties as of December 31, 2018 and 2017, respectively) | 418,668 | 74,990 |
Total current assets | 3,176,197 | 1,853,878 |
Property and equipment, net | 2,998,513 | 3,266,829 |
Real Estate investments: | ||
Real estate held for sale | 2,530,183 | 3,430,641 |
Real estate held for investment, net | 818,465 | 868,984 |
Intangible assets, net | 57,142 | 251,655 |
Goodwill | 319,726 | 1,211,863 |
Other investments (includes investment in related party of $51,613 as of December 31, 2018 and 2017, respectively) | 163,728 | 130,457 |
TOTAL ASSETS | 10,063,954 | 11,014,307 |
Current liabilities: | ||
Accounts payable and accrued liabilities | 575,594 | 768,994 |
Current portion of loans secured by real estate | 147,416 | 928,147 |
Due to related parties | 862,532 | 1,813,930 |
Income tax payable | 73,595 | 68,008 |
Deferred revenue | 1,816,358 | 345,000 |
Derivative liabilities | 241,923 | |
Total current liabilities | 3,717,418 | 3,924,079 |
Long term portion of loans secured by real estate | 1,617,106 | 1,842,840 |
Total liabilities | 5,334,524 | 5,766,919 |
Commitments and contingencies | ||
Stockholders' Equity: | ||
Preferred stock, $0.0001 par value; 100,000,000 shares authorized; no shares issued and outstanding | ||
Common stock, $0.0001 par value; 500,000,000 shares authorized; 54,715,287 and 53,233,960 shares issued and outstanding, respectively | 5,472 | 5,323 |
Additional paid in capital | 16,376,192 | 8,465,294 |
Accumulated other comprehensive loss | (66,277) | (40,199) |
Accumulated deficit | (11,816,080) | (3,266,313) |
Total Greenpro Capital Corp. common stockholders' equity | 4,499,307 | 5,164,105 |
Noncontrolling interests in consolidated subsidiaries | 230,123 | 83,283 |
Total stockholders' equity | 4,729,430 | 5,247,388 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ 10,063,954 | $ 11,014,307 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Statement of Financial Position [Abstract] | ||
Restricted cash | $ 145,385 | |
Due from related parties | 95,794 | $ 1,761 |
Due to related parties, deferred revenue | 184,000 | 0 |
Investments in related party | $ 51,613 | $ 51,613 |
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 100,000,000 | 100,000,000 |
Preferred stock, shares issued | ||
Preferred stock, shares outstanding | ||
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 500,000,000 | 500,000,000 |
Common stock, shares issued | 54,715,287 | 53,233,960 |
Common stock, shares outstanding | 54,715,287 | 53,233,960 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Loss - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
REVENUES: | ||
Total revenues | $ 4,213,360 | $ 3,916,372 |
OPERATING COSTS AND EXPENSES: | ||
Cost of service revenue (including $66,000 and $0 cost of service to related parties, respectively) | 998,783 | 1,071,910 |
Cost of properties sold | 1,019,790 | 347,479 |
Cost of rental revenue | 62,611 | 68,412 |
General and administrative | 4,286,753 | 3,350,896 |
Impairment of goodwill and intangible assets | 997,137 | 1,898,721 |
Impairment of notes receivable-related party | 77,088 | |
Impairment of other investments (including $250,000 of related party investments) | 990,197 | |
Total operating costs and expenses | 8,432,359 | 6,737,418 |
LOSS FROM OPERATIONS | (4,218,999) | (2,821,046) |
OTHER INCOME (EXPENSE) | ||
Gain on sale of equity method investments (including $15,000 of gain from related parties) | 315,645 | |
Change in fair value of derivative liabilities | 266,666 | |
Fair value of common stock issued in connection with financing transaction | (4,640,000) | |
Other income | 56,211 | 22,901 |
Loss on other investments | (4,116) | (196,082) |
Interest income | 60,022 | |
Interest expense | (144,356) | (54,310) |
LOSS BEFORE INCOME TAX | (8,308,927) | (3,048,537) |
Income tax expense | (16,236) | (68,372) |
NET LOSS | (8,325,163) | (3,116,909) |
Net (income) loss attributable to noncontrolling interest | (224,604) | 832,350 |
NET LOSS ATTRIBUTED TO COMMON STOCKHOLDERS | (8,549,767) | (2,284,559) |
Other comprehensive loss: | ||
- Foreign currency translation loss | (26,078) | 71,619 |
COMPREHENSIVE LOSS | $ (8,575,845) | $ (2,212,940) |
PER SHARE, BASIC AND DILUTED | $ (0.15) | $ (0.04) |
WEIGHTED AVERAGE NUMBER OF COMMON STOCK OUTSTANDING, BASIC AND DILUTED | 53,981,607 | 53,060,323 |
Service Revenue [Member] | ||
REVENUES: | ||
Total revenues | $ 2,680,748 | $ 3,313,819 |
Sale of Properties [Member] | ||
REVENUES: | ||
Total revenues | 1,368,220 | 423,871 |
Rental Revenue [Member] | ||
REVENUES: | ||
Total revenues | $ 164,392 | $ 178,682 |
Consolidated Statements of Op_2
Consolidated Statements of Operations and Comprehensive Loss (Parenthetical) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Related party investments | $ 250,000 | |
Equity Method Investments [Member] | ||
Revenue from related parties | 15,000 | |
Service Revenue [Member] | ||
Revenue from related parties | 420,730 | $ 281,962 |
Cost of services to related parties | 66,000 | 0 |
Rental Revenue [Member] | ||
Revenue from related parties | $ 0 | $ 47,683 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Equity - USD ($) | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Accumulated Deficit [Member] | Non-Controlling Interest [Member] | Total |
Balance beginning at Dec. 31, 2016 | $ 5,239 | $ 6,628,901 | $ (111,818) | $ (981,754) | $ 319,143 | $ 5,859,711 |
Balance beginning, shares at Dec. 31, 2016 | 52,387,759 | |||||
Shares issued for cash | $ 50 | 984,814 | 984,864 | |||
Shares issued for cash, shares | 505,556 | |||||
Share issued for acquisition | $ 34 | 851,579 | 851,613 | |||
Share issued for acquisition, shares | 340,645 | |||||
Noncontrolling interest related to acquisition | 567,742 | 567,742 | ||||
Acquisition of common controlled company | 28,748 | 28,748 | ||||
Foreign currency translation | 71,619 | 71,619 | ||||
Net Income (loss) | (2,284,559) | (832,350) | (3,116,909) | |||
Balance ending at Dec. 31, 2017 | $ 5,323 | 8,465,294 | (40,199) | (3,266,313) | 83,283 | 5,247,388 |
Balance ending, shares at Dec. 31, 2017 | 53,233,960 | |||||
Common stock sold in public offering, net of offering costs of $956,238 | $ 54 | 2,257,062 | 2,257,116 | |||
Common stock sold in public offering, net of offering costs of $956,238, shares | 535,559 | |||||
Common stock sold in private placement, net of offering costs of $102,000 | $ 91 | 697,909 | 698,000 | |||
Common stock sold in private placement, net of offering costs of $102,000, shares | 906,666 | |||||
Fair value of common stock issued in connection with financing transaction | 4,640,000 | 4,640,000 | ||||
Share issued for acquisition | $ 4 | 293,261 | 293,265 | |||
Share issued for acquisition, shares | 39,102 | |||||
Foreign currency translation | (26,078) | (26,078) | ||||
Disposal of noncontrolling interest | (26,254) | (26,254) | ||||
Acquisition of noncontrolling interest | 22,666 | (51,510) | (28,844) | |||
Net Income (loss) | (8,549,767) | 224,604 | (8,325,163) | |||
Balance ending at Dec. 31, 2018 | $ 5,472 | $ 16,376,192 | $ (66,277) | $ (11,816,080) | $ 230,123 | $ 4,729,430 |
Balance ending, shares at Dec. 31, 2018 | 54,715,287 |
Consolidated Statements of Ch_2
Consolidated Statements of Changes in Stockholders' Equity (Parenthetical) | 12 Months Ended |
Dec. 31, 2018USD ($) | |
Common stock offering costs | $ 956,238 |
Private Placement [Member] | |
Common stock offering costs | $ 102,000 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Cash flows from operating activities: | ||
Net loss | $ (8,325,163) | $ (3,116,909) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 233,940 | 188,487 |
Impairment of goodwill and intangible assets | 997,137 | 1,898,721 |
Impairment of notes receivable | 77,088 | |
Impairment of other investments | 990,197 | |
Fair value of common stock issued in connection with financing transaction | 4,640,000 | |
Gain on sale of real estate held for sale | (348,429) | (76,392) |
Provision for bad debts | 3,583 | 21,381 |
Write off of other receivables (includes write off of related party receivable of $28,340 as of December 31, 2017) | 121,906 | |
Increase in cash surrender value on life insurance | (35,013) | (19,285) |
Loss on other investments | 4,116 | 196,082 |
Loss on disposal of subsidiaries | 39,382 | |
Change in fair value of financial instruments | (266,666) | |
Changes in operating assets and liabilities: | ||
Accounts receivable, net | 154,100 | (180,281) |
Prepaids and other current assets | (126,667) | (76,146) |
Deferred costs of revenue | (344,414) | 217 |
Accounts payable and accrued liabilities | (193,399) | 419,676 |
Income tax payable | 5,006 | 49,832 |
Deferred revenue | 1,493,781 | 130,000 |
Net cash used in operating activities | (1,001,421) | (442,711) |
Cash flows from investing activities: | ||
Purchase of property and equipment | (12,665) | (3,152,539) |
Purchase of intangible assets | (1,068) | (1,058) |
Proceeds from real estate held for sale | 1,248,887 | 393,483 |
Purchase of other investments | (696,932) | (199,109) |
Cash acquired on acquisition of business | 145,354 | |
Loan to a related party | (300,000) | |
Payments received on loan to related party | 222,912 | |
Net cash provided by (used in) investing activities | 461,134 | (2,813,869) |
Cash flows from financing activities: | ||
Proceeds from shares issued for cash | 3,463,705 | 984,864 |
Proceeds from loans secured by real estate | 2,368,085 | |
Principal payments of loans secured by real estate | (794,890) | (272,034) |
Advances (to) from related parties | (1,072,327) | 286,343 |
Acquisition of noncontrolling interest | (28,844) | |
Net cash provided by financing activities | 1,567,644 | 3,367,258 |
Effect of exchange rate changes in cash and cash equivalents | (17,703) | 30,365 |
NET CHANGE IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH | 1,009,654 | 141,043 |
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH, BEGINNING OF YEAR | 1,162,394 | 1,021,351 |
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH, END OF YEAR | 2,172,048 | 1,162,394 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ||
Cash paid for income tax | 29,483 | 7,417 |
Cash paid for interest | 147,071 | 69,337 |
NON-CASH INVESTING AND FINANCING ACTIVITIES | ||
Acquisition of lease deposit in settlement of accounts receivable | 105,000 | |
Fair value of warrants recorded as derivative liabilities included in offering costs | 508,589 | |
Shares issued for acquisition of equity method investee business | $ 293,265 | $ 851,613 |
Consolidated Statements of Ca_2
Consolidated Statements of Cash Flows (Parenthetical) | Dec. 31, 2017USD ($) |
Statement of Cash Flows [Abstract] | |
Other receivable, related party | $ 28,340 |
Nature of Operations and Summar
Nature of Operations and Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Operations and Summary of Significant Accounting Policies | NOTE 1 – NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Greenpro Capital Corp. (the “Company” or “GRNQ”) was incorporated on July 19, 2013 in the state of Nevada. On May 6, 2015, the Company changed its name to Greenpro Capital Corp. The Company currently provides a wide range of business consulting and corporate advisory services including cross-border listing advisory services, tax planning, advisory and transaction services, record management services, and accounting outsourcing services. As part of our business consulting and corporate advisory business segment, Greenpro Venture Capital Limited provides a business incubator for start-up and high growth companies during their critical growth period and focuses on investments in select start-up and high growth potential companies. In addition to our business consulting and corporate advisory business segment, we operate another business segment that focuses on the acquisition and rental of real estate properties held for investment and the and sale of real estate properties held for sale. Our focus is on companies located in Asia and Southeast Asia including Hong Kong, Malaysia, China, Thailand, and Singapore. Going Concern The accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities and commitments in the normal course of business. As reflected in the accompanying financial statements, for the year ended December 31, 2018, the Company incurred a net loss of $8,325,163 and used cash in operating activities of $1,001,421 and at December 31, 2018, the Company had a working capital deficiency of $541,221. These factors raise substantial doubt about the Company’s ability to continue as a going concern within one year of the date that the financial statements are issued. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. The Company’s ability to continue as a going concern is dependent upon improving its profitability and the continuing financial support from its shareholders. Management believes the existing shareholders or external financing will provide the additional cash to meet the Company’s obligations as they become due. No assurance can be given that any future financing, if needed, will be available or, if available, that it will be on terms that are satisfactory to the Company. Even if the Company is able to obtain additional financing, if needed, it may contain undue restrictions on its operations, in the case of debt financing, or cause substantial dilution for its stock holders, in the case of equity financing Basis of presentation The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries and majority-owned subsidiaries which the Company controls and entities for which the Company is the primary beneficiary. The accompanying consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America. The Company’s consolidated financial statements are expressed in U.S. Dollars. All inter-company accounts and transactions have been eliminated in consolidation. At December 31, 2018, the consolidated financial statements include the accounts of majority-owned subsidiaries made up of the Company’s ownership of 80% of Greenpro International Limited, 60% of Forward Win International Limited (“Forward Win”) and Yabez (Hong Kong) Company Limited (“Yabez”), and 51% of Greenpro Capital Village Sdn Bhd (“Greenpro Capital Village”). At December 31, 2017, the consolidated financial statements include the accounts of majority-owned subsidiaries made up of the Company’s ownership of 60% of Forward Win, Yabez, Greenpro Wealthon Sdn Bhd, Billion Sino Holdings Limited, and Parich Wealth Management Limited (Hong Kong), and 51% of Greenpro Capital Village and Greenpro Family Office Limited. Use of estimates The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions relating to the reporting of assets and liabilities and the disclosure of contingent liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Significant accounting estimates include certain assumptions related to, among others, the allowance for doubtful accounts receivable, impairment analysis of real estate assets, investments, notes receivable, and other long-term assets including goodwill, valuation allowance on deferred income taxes, and the accrual of potential liabilities. Actual results may differ from these estimates. Cash, cash equivalents, and restricted cash Cash consists of funds on hand and held in bank accounts. Cash equivalents includes demand deposits placed with banks or other financial institutions and all highly liquid investments with original maturities of three months or less, including money market funds. Restricted cash represents cash restricted for the loan collateral requirements as defined in a loan agreement, and also the minimum paid-up share capital requirement for insurance brokers specified under the Insurance Ordinance of Hong Kong. At December 31, 2018 and 2017, cash included funds held by employees of $5,663 and $32,673, respectively and was held to facilitate payment of expenses in local currencies and to facilitate third-party online payment platforms which the Company had not set up corporate accounts for (WeChat Pay and Alipay). December 31, 2018 December 31, 2017 Cash, cash equivalents, and restricted cash Denominated in United States Dollars $ 764,839 $ 283,674 Denominated in Hong Kong Dollars 944,872 568,008 Denominated in Chinese Renminbi 409,908 239,502 Denominated in Malaysian Ringgit 52,429 71,210 Cash, cash equivalents, and restricted cash $ 2,172,048 $ 1,162,394 Property and equipment, net Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation is calculated on the straight-line basis over the following expected useful lives from the date on which they become fully operational and after taking into account their estimated residual values: Categories Expected useful life Residual value Office leasehold 26 years - Furniture and fixtures 3 - 10 years 5 % Office equipment 3 - 10 years 5% - 10 % Leasehold improvement Over the shorter of estimated useful life or term of lease - Office leasehold represents three adjoining office units used by the Company located in a commercial building in Shenzhen, China. The office leasehold is subject to a land lease with a term of 26 years and is being amortized over the remaining lease term. Expenditures for maintenance and repairs are expensed as incurred. Depreciation and amortization expense, classified as operating expenses, was $143,359 and $21,992 for the years ended December 31, 2018 and 2017, respectively. Management assesses the carrying value of property and equipment whenever events or changes in circumstances indicate that the carrying value may not be recoverable. If there is indication of impairment, management prepares an estimate of future cash flows expected to result from the use of the asset and its eventual disposition. If these cash flows are less than the carrying amount of the asset, an impairment loss is recognized to write down the asset to its estimated fair value. For the years ended December 31, 2018 and 2017, the Company determined there were no indicators of impairment of its property and equipment. Real estate held for sale Real estate held for sale is reported at the lower of carrying amount or fair value, less estimated costs to sell. The cost of real estate held for sale includes the purchase price of property, legal fees, improvement costs to the building structure, and other acquisition costs. Project wide costs such as land and building acquisition and certain development costs are allocated to the specific units based upon their relative fair value before construction. We continue to actively market all properties that are designated as held for sale. Real estate held for sale is not depreciated. In conducting its reviews for indicators of impairment, the Company evaluates, among other things, the margins on units already sold within the project, margins on units under contract but not closed (none as of December 31, 2018), and projected margin on future unit sales. The Company pays particular attention to discern if the real estate held for sale is moving at a slower than expected pace or where margins are trending downward. For the years ended December 31, 2018 and 2017, the Company determined there were no indicators of impairment of its real estate held for sale. Real estate held for investment, net Real estate held for investment is stated at cost less accumulated depreciation. Depreciation is calculated on the straight-line basis over the following expected useful lives from the date on which they become fully operational and after taking into account their estimated residual values: Categories Expected useful life Residual value Office leasehold 50 years - Furniture and fixtures 3 – 10 years 5 % Office equipment 3 – 10 years 5% - 10 % Leasehold improvement Shorter of the estimated useful life or term of lease - The cost of office leasehold includes the purchase price of property, legal fees, and other acquisition costs. Depreciation and amortization expense, classified as cost of rental, was $32,917 and $30,570 for the years ended December 31, 2018 and 2017, respectively. Management assesses the carrying value of real estate held for investment whenever events or changes in circumstances indicate that the carrying value may not be recoverable. If there is indication of impairment, management prepares an estimate of future cash flows expected to result from the use of the asset and its eventual disposition. If these cash flows are less than the carrying amount of the asset, an impairment loss is recognized to write down the asset to its estimated fair value. For the years ended December 31, 2018 and 2017, the Company determined there were no indicators of impairment of its real estate held for investment. Intangible assets Intangible assets are stated at cost less accumulated amortization. Intangible assets represented customer lists and order backlogs acquired in business combinations and certain trademarks registered in Hong Kong, the PRC, and Malaysia. Intangible assets are amortized on a straight-line basis over their estimated useful lives ranging from five to ten years. Amortization expense for the years ended December 31, 2018 and 2017 were $90,581 and $135,925, respectively. The Company follows ASC 360 in accounting for intangible assets, which requires impairment losses to be recorded when indicators of impairment are present and the undiscounted cash flows estimated to be generated by the assets are less than the assets’ carrying amounts. For the years ended December 31, 2018 and 2017, the Company recorded impairments of intangible assets of $105,000 and $164,337 respectively (see Note 7). Goodwill Goodwill is the excess of cost of an acquired entity over the fair value of amounts assigned to assets acquired and liabilities assumed in a business combination. Under the guidance of ASC 350, goodwill is not amortized, rather it is tested for impairment annually, and will be tested for impairment between annual tests if an event occurs or circumstances change that would indicate the carrying amount may be impaired. An impairment loss generally would be recognized when the carrying amount of the reporting unit’s net assets exceeds the estimated fair value of the reporting unit and would be measured as the excess carrying value of goodwill over the derived fair value of goodwill. The Company’s policy is to perform its annual impairment testing for its reporting units on December 31, of each fiscal year. For the years ended December 31, 2018 and 2017, the Company recorded impairments of goodwill of $892,137 and $1,734,384, respectively (See Note 7). Impairment of long-lived assets Long-lived assets primarily include real estate held for investment, property and equipment and intangible assets. In accordance with the provision of ASC 360, the Company generally conducts its annual impairment evaluation to its long-lived assets, usually in the fourth quarter of each year, or more frequently if indicators of impairment exist, such as a significant sustained change in the business climate. The recoverability of long-lived assets is measured at the reporting unit level. If the total of the expected undiscounted future net cash flows is less than the carrying amount of the asset, a loss is recognized for the difference between the fair value and carrying amount of the asset. As at December 31, 2018, the Company determined there were no indicators of impairment of its real estate held for investment and its property and equipment. Comprehensive income Comprehensive income is defined as the change in equity of a business enterprise during a period from transactions and other events and circumstances from non-owner sources. The Company’s accumulated other comprehensive income consists of cumulative foreign currency translation adjustments. Revenue recognition Prior to January 1, 2018, the Company recognized its revenue in accordance with Accounting Standards Codification (ASC) 605 Revenue Recognition Effective January 1, 2018, the Company adopted the guidance of ASC 606, Revenue from Contracts The Company’s revenue consists of revenue from providing business consulting and corporate advisory services (“service revenue”), revenue from the sale of real estate properties, and revenue from the rental of real estate properties. Revenue from services For certain of our service contracts providing assistance to clients in capital market listings (“Listing services”), our services provided are considered to be one performance obligation. Revenue and expenses are deferred until the performance obligation is complete and collectability of the consideration is probable. For service contracts where the performance obligation is not completed, deferred costs of revenue are recorded as incurred and deferred revenue is recorded for any payments received on such yet to be completed performance obligations. On an ongoing basis, management monitors these contracts for profitability and when needed may record a liability if a determination is made that costs will exceed revenue. For other services such as company secretarial, accounting, financial analysis and related services (“Non-listing services”), the Company’s performance obligations are satisfied, and the related revenue is recognized, as services are rendered. For contracts in which we act as an agent, the Company reports revenue net of expenses paid. The Company offers no discounts, rebates, rights of return, or other allowances to clients which would result in the establishment of reserves against service revenue. Additionally, to date, the Company has not incurred incremental costs in obtaining a client contract. The adoption of ASC 606 had no impact on the Company’s consolidated financial statements. Revenue from the sale of real estate properties Generally, the Company’s sales of its real estate properties are considered a sale of a nonfinancial asset. The Company derecognizes the asset and recognizes a gain or loss on the sale of the real estate when control of the underlying asset transfers to the buyer. During the years ended December 31, 2018, the Company recognized revenue from the sale of eight units of its real estate property held for sale. During the years ended December 31, 2017, the Company recognized revenue from the sale of three units of its real estate property held for sale. Revenue from the rental of real estate properties Rental revenue represents lease rental income from the Company’s tenants. The tenants pay monthly in accordance with lease agreements and the Company recognizes the income ratably over the lease term as this is the most representative of the pattern in which the benefit is expected to be derived from the underlying asset. Cost of revenues Cost of service revenue primarily consists of employee compensation and related payroll benefits, company formation costs, and other professional fees directly attributable to the services rendered. Cost of real estate properties sold primarily consists of the purchase price of property, legal fees, improvement costs to the building structure, and other acquisition costs. Selling and advertising costs are expensed as incurred. Cost of rental revenue primarily includes costs associated with repairs and maintenance, property insurance, depreciation and other related administrative costs. Property management fees and utility expenses are paid directly by tenants. The following table provides information about disaggregated revenue based on revenue by service lines and revenue by geographic area: Year ended December 31, 2018 2017 Revenue by service lines: Corporate advisory – Non-Listing services $ 2,680,748 $ 2,743,819 Corporate advisory – Listing services - 570,000 Sales of real estate held for sale 1,368,220 423,871 Rental of real estate properties 164,392 178,682 Total revenue $ 4,213,360 $ 3,916,372 The following table provides information about disaggregated revenue based on revenue by service lines and revenue by geographic area: Year ended December 31, 2018 2017 Revenue by geographic area: Hong Kong $ 3,271,745 $ 2,705,182 Malaysia 661,008 604,112 China 280,607 607,078 Total revenue $ 4,213,360 $ 3,916,372 Our contract balances include deferred costs of revenue and deferred revenue. Deferred Revenue For service contracts where the performance obligation is not completed, deferred revenue is recorded for any payments received in advance of the performance obligation. Changes in deferred revenue were as follows: Deferred Costs of Revenue For service contracts where the performance obligation is not completed, deferred costs of revenue are recorded for any costs incurred in advance of the performance obligation. Deferred revenue and deferred costs of revenue at December 31, 2018 and 2017 are classified as current assets or current liabilities and totaled: As of December 31, 2018 As of December 31, 2017 Deferred revenue $ 1,816,358 $ 345,000 Deferred costs of revenue $ 418,668 $ 74,990 Accounts Receivable Accounts receivable as presented in the consolidated balance sheets are related to the Company’s contracts and are recorded when the right to consideration becomes unconditional at the amount management expects to collect. Accounts receivable are recorded at the invoiced amount less an allowance for any uncollectible accounts, do not bear interest, and payments are generally due within thirty to forty-five days of invoicing. The carrying value of accounts receivable approximates their fair value. The Company maintains an allowance for doubtful accounts receivable. Management reviews the adequacy of the allowance for doubtful accounts on an ongoing basis, using historical collection trends and aging of receivables. Management also periodically evaluates individual customer’s financial condition, credit history, and the current economic conditions to make adjustments in the allowance when it is considered necessary. Account balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. As of December 31, 2018 As of December 31, 2017 Accounts receivable, gross $ 267,856 $ 421,913 Less: Allowance for doubtful accounts (79,802 ) (76,179 ) Accounts receivable, net $ 188,054 $ 345,734 Investments Through December 31, 2017, the Company used either the equity method or the cost method of accounting. The Company used the equity method for unconsolidated equity investments in which the Company was considered to have significant influence over the operations of the investee. The Company used the cost method for all other investments. Under the cost method, there is no change to the cost basis unless there was an other-than-temporary decline in value or dividends are received. If the decline was determined to be other-than-temporary, the Company wrote down the cost basis of the investment to a new cost basis that represents realizable value. On January 1, 2018, the Company adopted ASU 2016-01, Financial Instruments – Overall: Recognition and Measurement of Financial Assets and Financial Liabilities Derivative Financial Instruments The Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re-valued at each reporting date, with changes in the fair value reported in the statements of operations. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period. Derivative instrument liabilities are classified in the balance sheet as current or non-current based on whether or not net-cash settlement of the derivative instrument could be required within 12 months of the balance sheet date. At each reporting date, the Company reviews its convertible securities to determine that their classification is appropriate. Income taxes The Company accounts for income taxes using an asset and liability approach which allows for the recognition and measurement of deferred tax assets based upon the likelihood of realization of tax benefits in future years. Under the asset and liability approach, deferred taxes are provided for the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. A valuation allowance is provided for deferred tax assets if it is more likely than not these items will either expire before the Company is able to realize their benefits, or that future deductibility is uncertain. The Company conducts major businesses in Hong Kong, Malaysia, China and Australia, and is subject to tax in these jurisdictions. As a result of its business activities, the Company will file separate tax returns that are subject to examination by the foreign tax authorities. Income (loss) per Share Basic income (loss) per share is computed by dividing the net income (loss) available to common stockholders by the weighted average number of common shares outstanding during the period. Diluted net loss per share is calculated by dividing the net loss by the weighted average number of common shares outstanding during the period plus any potentially dilutive shares related to the issuance of stock options, shares from the issuance of stock warrants, shares issued from the conversion of redeemable convertible preferred stock and shares issued for the conversion of convertible debt. At December 31, 2018, there were 53,556 potentially dilutive shares outstanding but have been excluded from calculation of weighted average shares as effect would have been anti-dilutive. There were no such shares outstanding at December 31, 2017, Foreign currencies translation The reporting currency of the Company is the United States Dollars (“US$”) and the accompanying consolidated financial statements have been expressed in US$. In addition, the Company’s operating subsidiaries maintain their books and records in their respective local currency, which consists of the Malaysian Ringgit (“MYR”), Renminbi (“RMB”), Hong Kong Dollars (“HK$”) and Australian Dollars (“AU$”), which is also the respective functional currency of subsidiaries. In general, for consolidation purposes, assets and liabilities of its subsidiaries whose functional currency is not the US$ are translated into US$ using the exchange rate on the balance sheet date. Revenues and expenses are translated at average rates prevailing during the period. The gains and losses resulting from translation of financial statements of a foreign subsidiary are recorded as a separate component of accumulated other comprehensive loss within equity. Translation of amounts from the local currencies of the Company into US$ has been made at the following exchange rates for the respective periods: As of and for the years ended December 31, 2018 2017 Period-end MYR : US$1 exchange rate 4.13 4.05 Period-average MYR : US$1 exchange rate 4.04 4.28 Period-end RMB : US$1 exchange rate 6.88 6.51 Period-average RMB : US$1 exchange rate 6.63 6.74 Period-end / average HK$ : US$1 exchange rate 7.75 7.75 Period-end AU$ : US$1 exchange rate 1.42 - Period-average AU$: US$1 exchange rate 1.34 - Related parties Parties are considered to be related to the Company if the parties that, directly or indirectly, through one or more intermediaries, control, are controlled by, or are under common control with the Company. Related parties also include principal owners of the Company, its management, members of the immediate families of principal owners of the Company and its management and other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests. Transactions with related parties are disclosed in the financial statements. Fair value of financial instruments The Company follows the guidance of the ASC 820-10, “ Fair Value Measurements and Disclosures ● Level 1 ● Level 2 ● Level 3 As of December 31, 2018, the Company’s balance sheet included the fair value of derivative liabilities of $241,923 which were based on Level 2 measurements. The Company believes the carrying amount reported in the balance sheet for cash and cash equivalents, accounts receivable, accounts payable and accrued liabilities, deferred revenue, and due to related parties, approximate their fair values because of the short-term nature of these financial instruments. Concentrations of risks For the year ended December 31, 2018, no customer accounted for 10% or more of the service revenue or accounts receivable at year-end. For the year ended December 31, 2017, no customer accounted for 10% or more of the service revenue or accounts receivable at year-end For the years ended December 31, 2018 and 2017, no vendor accounted for 10% or more of the Company’s cost of revenues, or accounts payable at year-end. Exchange rate risk The reporting currency of the Company is US$ but the major revenues and costs are denominated in MYR and RMB and a significant portion of the assets and liabilities are denominated in MYR and RMB. As a result, the Company is exposed to foreign exchange risk as its revenues and results of operations may be affected by fluctuations in the exchange rate between US$, MYR and RMB. If MYR and RMB depreciate against US$, the values of MYR and RMB revenues and assets as expressed in US$ financial statements will decline. The Company does not hold any derivative or other financial instruments that expose it to substantial market risk. Economic and political risks Substantially all of the Company’s services are conducted in Malaysia, the PRC and Asian region. The Company’s operations are subject to various political, economic, and other risks and uncertainties inherent in Malaysia. Among other risks, the Company’s operations are subject to the risks of restrictions on transfer of funds; export duties, quotas, and embargoes; domestic and international customs and tariffs; changing taxation policies; foreign exchange restrictions; and political conditions and governmental regulations in Malaysia. The Company’s operations in the PRC are subject to special 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 environment and foreign currency exchange. The Company’s results may be adversely affected by changes in the political and social conditions in the PRC, and by changes in governmental policies with respect to laws and regulations, anti-inflationary measures, currency conversion, remittances abroad, and rates and methods of taxation. Recent accounting pronouncements In February 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2016-02, Leases In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses: Measurement of Credit Losses on Financial Instruments In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement Other recent accounting pronouncements issued by the FASB, including its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s present or future financial statements. |
Notes Receivable
Notes Receivable | 12 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
Notes Receivable | NOTE 2 – NOTES RECEIVABLE On June 16, 2018, the Company entered into a loan agreement with Leader Financial Asset Management Ltd. (“Leader Financial”) and loaned Leader Financial $300,000. The loan is unsecured, bears interest at 6% per annum, and is due on June 15, 2020. The Managing Director of Leader Financial is a consultant to the Company, and is also a director of Aquarius Protection Fund, a shareholder in the Company. Leader Financial is also the investment manager of Aquarius Protection Fund. During the year ended December 31, 2018 the loan of $300,000 was offset by payments of $222,912 made to the Company from other companies controlled by the Managing Director of Leader Financial. In December 2018, the Company completed an impairment analysis and determined that the balance of the loan was impaired and recorded an impairment of $77,088. |
Property and Equipment, Net
Property and Equipment, Net | 12 Months Ended |
Dec. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | NOTE 3 – PROPERTY AND EQUIPMENT, NET As of As of December 31, 2018 December 31, 2017 Office leasehold $ 3,021,884 $ 3,194,858 Furniture and fixtures 56,025 46,890 Office equipment 47,751 43,076 Leasehold improvement 70,344 41,340 3,196,004 3,326,164 Less: Accumulated depreciation and amortization (197,491 ) (59,335 ) Total $ 2,998,513 $ 3,266,829 Office leasehold represents three adjoining office units used by the Company located in a commercial building in Shenzhen, China. The office leasehold is subject to a 50 years land lease with a remaining term of 26 years and is being amortized over the remaining lease term. Depreciation and amortization expense, classified as operating expenses, were $143,359 and $21,992 for the years ended December 31, 2018 and 2017, respectively. At December 31, 2018, the Company’s office leasehold was pledged to banks as security collateral for loans of $1,177,617 (see Note 10). |
Real Estate Held For Sale
Real Estate Held For Sale | 12 Months Ended |
Dec. 31, 2018 | |
Real Estate [Abstract] | |
Real Estate Held For Sale | NOTE 4 - REAL ESTATE HELD FOR SALE At December 31, 2018 and 2017, real estate held for sale was valued $2,530,183 and $3,430,641, respectively. Real estate held for sale represents multiple units in a building located in Hong Kong. During the year ended December 31, 2018, the Company sold eight units for $1,368,220, with related costs of units of $900,458 and other costs of sale of $119,333. During the year ended December 31, 2017, the Company sold three units for $423,871, with related costs of units of $316,336 and other costs of sale of $31,143. The property was developed for resale on a unit by unit basis and is stated at the lower of cost or estimated fair value, less estimated costs to sell. Real estate held for sale represents properties for which a committed plan to sell exists and an active program to market such properties has been initiated. Real estate held for sale is stated at cost less costs to sell unless the inventory is determined to be impaired in which case the impaired inventory is written down to fair value. |
Real Estate Held For Investment
Real Estate Held For Investment | 12 Months Ended |
Dec. 31, 2018 | |
Real Estate Investment Property, Net [Abstract] | |
Real Estate Held For Investment | NOTE 5 - REAL ESTATE HELD FOR INVESTMENT As of As of December 31, 2018 December 31, 2017 Office leasehold $ 831,414 $ 851,120 Furniture and fixtures 55,094 57,814 Office equipment 15,696 15,378 Leasehold improvement 75,529 75,210 977,733 999,522 Less: Accumulated depreciation and amortization (159,268 ) (130,538 ) Total $ 818,465 $ 868,984 Real estate held for investment represents three office units located in two commercial buildings in Kuala Lumpur, Malaysia. Two adjoining offices in one building are used or rented by the Company, and one office in another building is rented. Depreciation and amortization expense, classified as cost of rental, was $32,917 and $30,570 for the years ended December 31, 2018 and 2017, respectively. At December 31, 2018, the Company’s real estate held for investment was pledged to banks as security collateral for loans of $586,905 (see Note 10). |
Other Investments
Other Investments | 12 Months Ended |
Dec. 31, 2018 | |
Other Investments [Abstract] | |
Other Investments | NOTE 6 – OTHER INVESTMENTS As of As of December 31, 2018 December 31, 2017 (A) Investment in Greenpro Trust Limited (related party) $ 51,613 $ 51,613 Other 1,758 3,500 Cash surrender value of life insurance, net of policy loan 110,357 75,344 (B) Investments in unconsolidated investments in KSP and Acorn - - (C) Investment deposit - - Total $ 163,728 $ 130,457 (A) At December 31, 2018 and 2017, the Company had an investment in Greenpro Trust Limited of $51,613, which is approximately 11% of the equity interest of Greenpro Trust Limited and is recorded at cost, which approximates fair value. Greenpro Trust Limited is a company incorporated in Hong Kong and Mr. Lee Chong Kuang and Mr. Loke Che Chan, Gilbert are common directors of Greenpro Trust Limited and the Company. (B) During 2018, the Company invested $250,000 in Acorn Group Holdings Limited (“Acorn”) which approximates a 2% equity interest of Acorn. Acorn is a company incorporated in the Cayman Islands that provides pension and administrative services. It was determined that the Company can significantly influence Acorn based on common business relationships. During 2018, the Company acquired 49% shareholding of Greenpro KSP Holding Group Company Limited (“KSP”) in exchange for $363,930, made up of $75,000 in cash and 38,524 shares of the Company’s common stock valued at $288,930. The Company also issued 578 shares of the Company’s common stock valued at $7.50 per share, or a total of $4,335, as a commission that was also capitalized as cost of investment in KSP. KSP provides accounting, auditing and consulting services in Thailand. The Company accounted for its investment in KSPH under the equity method of accounting. At December 31, 2018, the Company determined that its investments in Acorn and KSP were impaired and recorded an impairment of unconsolidated investments of $618,265. (C) During 2018, the Company made a deposit on a potential real estate acquisition that was subsequently cancelled. As of December 31, 2018, the deposit was not returned, and the Company determined that the deposit was impaired and recorded an impairment of the deposit of $371,932. |
Intangible Assets and Goodwill
Intangible Assets and Goodwill | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets and Goodwill | NOTE 7 – INTANGIBLE ASSETS AND GOODWILL Intangible assets As of As of December 31, 2018 December 31, 2017 Trademarks $ 7,254 $ 6,186 Customer Lists and order backlog 344,500 449,500 351,754 455,686 Less: Accumulated amortization (294,612 ) (204,031 ) Total $ 57,142 $ 251,655 Amortization expense for the years ended December 31, 2018 and 2017 were $90,581 and $135,925, respectively. Intangible assets at December 31, 2018 related to $344,500 of customer lists acquired in 2015 from Ace Corporation Services (“Ace”) (“Ace” renamed to Falcon Corporate Services Limited on August 26, 2016) and $105,000 of customer lists acquired in 2015 from Falcon Corporate Services and Shenzhen Falcon Financial Consulting (collectively, “Falcon”). At December 31, 2018, the Company’s management determined that an impairment indicator was present for the customer list acquired from Falcon. Based on management’s impairment analysis, it was determined that the customer lists of Falcon of $105,000 were impaired, and an impairment charge was $105,000 was recorded. At December 31, 2017, customer lists of $96,250 acquired from Yabez (Hong Kong) (“Yabez”) in 2015 and order backlog of $68,087 acquired from Billion Sino Holdings Limited (“Billion Sino”) in 2017 were determined to be impaired and resulted in an impairment charge of $164,337 being recorded. Amortization for each year following December 31, 2018 are as follows: Year ending December 31: 2019 $ 30,625 2020 23,150 2021 3,367 Total $ 57,142 Goodwill Goodwill at December 31, 2018 related to $319,726 of goodwill recorded in 2015 for the acquisition of Ace and $892,137 of goodwill recorded in 2015 for the acquisition of Falcon. Goodwill is not amortized but tested for impairment annually. At December 31, 2018, the Company’s management conducted the annual impairment test and concluded that the estimated fair value of Falcon was below its carrying value, and an impairment charge of $892,137 to goodwill was recorded. The estimated fair value was determined using a discounted cash flow methodology. At December 31, 2017, an impairment of goodwill of $1,299,518 was recorded related to the Company’s acquisition of Billion Sino in 2017, and an impairment of $434,866 was recorded related to the Company’s acquisition of Yabez in 2015. |
Derivative Liabilities
Derivative Liabilities | 12 Months Ended |
Dec. 31, 2018 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Liabilities | NOTE 8 - DERIVATIVE LIABILITIES On June 12, 2018, warrants exercisable into 53,556 shares of the Company’s common stock were issued as placement agent fees related to the Company’s sale of common stock (See Note 11). The strike price of warrants issued by the Company is denominated in US dollars, a currency other than the Company’s functional currencies, the HK$, RMB, and MYR. As a result, the warrants are not considered indexed to the Company’s own stock, and the Company characterized the fair value of the warrants as a derivative liability upon issuance. The derivative liability is re-measured at the end of every reporting period with the change in value reported in the statement of operations. The derivative liabilities were valued using the Black-Scholes-Merton valuation model with the following assumptions: As of As of December 31, 2018 June 12, 2018 (Unaudited) (issuance) Risk-free interest rate $ 3.0 % $ 2.9 % Expected volatility 201 % 165 % Expected life (in years) 4.4 years 5 years Expected dividend yield 0.00 % 0.00 % Fair Value of warrants $ 241,923 $ 508,589 The risk-free interest rate is based on the yield available on U.S. Treasury securities. The Company estimates volatility based on the historical volatility if its common stock. The expected life of the warrants is based on the expiration date of the warrants. The expected dividend yield was based on the fact that the Company has not paid dividends to common shareholders in the past and does not expect to pay dividends to common shareholders in the future. |
Due to Related Parties
Due to Related Parties | 12 Months Ended |
Dec. 31, 2018 | |
Due to Related Parties [Abstract] | |
Due to Related Parties | NOTE 9 - DUE TO RELATED PARTIES As of As of December 31, 2018 December 31, 2017 Due to noncontrolling interests $ 822,194 $ 1,617,241 Due to shareholders 35,937 3,993 Due to directors 2,667 85,212 Due to related companies 1,734 107,484 Total $ 862,532 $ 1,813,930 At December 31, 2018 and December 31, 2017, $822,194 and $1,441,548, were due respectively to the noncontrolling interest in Forward Win. The amounts are unsecured, bears no interest, is payable upon demand, and related to the initial acquisition of the Company’s real estate held for sale property. At December 31, 2017, $175,693 was due to the noncontrolling interest in Billion Sino, was unsecured, bears no interest, and was payable upon demand. Due to shareholders, directors, and related companies represents expenses paid by the related companies or shareholder or director to third parties on behalf of the Company, are non-interest bearing, and are due on demand. |
Loans Secured by Real Estate
Loans Secured by Real Estate | 12 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
Loans Secured by Real Estate | NOTE 10 – LOANS SECURED BY REAL ESTATE As of As of December 31, 2018 December 31, 2017 (A) Standard Chartered Saadiq Berhad, Malaysia $ 347,461 $ 363,974 (B) United Overseas Bank (Malaysia) Berhad 239,444 249,459 (C) Bank of China Limited, Shenzhen, PRC 1,177,617 1,383,360 (D) Loan from non-banking lender, Hong Kong - 774,194 1,764,522 2,770,987 Less: current portion (147,416 ) (928,147 ) Loans secured by real estate, net of current portion $ 1,617,106 $ 1,842,840 (A) In May 2013, the Company obtained a loan in the principal amount of MYR1,629,744 (approximately $495,170) from Standard Chartered Saadiq Berhad, a financial institution in Malaysia to finance the acquisition of leasehold office units at Skypark One City, Selangor in Kuala Lumpur, Malaysia which bears interest at the base lending rate less 2.1% per annum (6.7% at December 31, 2018 and 2017) with 300 monthly installments of MYR9,287 (approximately $2,840) each and will mature in May 2038. The mortgage loan is secured by (i) the first legal charge over the property, (ii) personally guaranteed by Mr. Lee Chong Kuang and Mr. Loke Che Chan Gilbert, the directors of the Company, and (iii) guaranteed by a related corporation which is controlled by the directors of the Company. (B) In August 2013, the Company, through Mr. Lee Chong Kuang, the director of the Company, obtained a loan in the principal amount of MYR1,074,696 (approximately $326,530) from United Overseas Bank (Malaysia) Berhad, a financial institution in Malaysia to finance the acquisition of a leasehold office unit at Northpoint, Mid Valley City in Kuala Lumpur, Malaysia which bears interest at the base lending rate less 2.2% per annum (6.81% at December 31, 2018 and 2017) with 360 monthly installments of MYR5,382 (approximately $1,645) each and will mature in August 2043. The mortgage loan is secured by the first legal charge over the property. (C) In December 2018, the Company obtained a loan in the principal amount of RMB9,000,000 (approximately $1,383,360) from Bank of China Limited, a financial institution in China to finance the acquisition of leasehold office units of approximately 5,000 square feet at the Di Wang Building (Shun Hing Square), Shenzhen, China (the Property). The loan bears interest at a 25% premium above the 5-year-or-above RMB base lending rate per annum (6.125% at December 31, 2018) with 120 monthly installments and will mature in December 2027. The monthly installment will be determined by the sum of (i) a 25% premium above the 5-year-or-above RMB base lending rate per annum on the 20 th (D) In September 2017, the Company borrowed HKD8,000,000 (approximately $1,032,258) from Laboratory JaneClare Limited, a non-banking lender located in Hong Kong. The loan is secured by the Company’s real estate held for sale, bore interest at 8.4% per annum, and was repaid in full in September 2018. Maturities of the loans secured by real estate for each of the five years and thereafter are as follows: Year ending December 31: 2019 $ 147,416 2020 148,136 2021 149,043 2022 149,918 2023 150,834 Thereafter 1,019,175 Total $ 1,764,522 |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2018 | |
Equity [Abstract] | |
Stockholders' Equity | NOTE 11 – STOCKHOLDERS’ EQUITY Our authorized capital consists, of 600,000,000 shares, of which 500,000,000 shares are designated as shares of common stock, par value $0.0001 per share, and 100,000,000 shares are designated as shares of preferred stock, par value $0.0001 per share. No shares of preferred stock are currently outstanding. Shares of preferred stock may be issued in one or more series, each series to be appropriately designated by a distinguishing letter or title, prior to the issuance of any shares thereof. The voting powers, designations, preferences, limitations, restrictions, relative, participating, options and other rights, and the qualifications, limitations, or restrictions thereof, of the preferred stock are to be determined by the Board of Directors before the issuance of any shares of preferred stock in such series. In 2017, the Company sold a total of 505,556 shares of common stock in private placements at prices ranging from of $1.80 to $2.50 per share, for aggregate gross proceeds of $984,864. On April 25, 2017, the Company completed the acquisition of a 60% equity interest and assets of Billion Sino Holdings Limited (“BSHL”) and issued 340,645 shares of its restricted common stock at $2.50 per share to the stockholders of BSHL for consideration of $851,613. Due to the thinly traded market of the Company’s common stock, the purchase price consideration was based on the latest offering price in a contemporaneous private placement to a third party. In June 2018, the Company completed an underwritten public offering of 535,559 shares of the Company’s common stock at a price of $6.00 per share. The net proceeds to the Company from the offering were $2,765,705, after deducting underwriting commissions and offering expenses payable by the Company of $447,649. In addition, warrants issued to the placement agent with a fair value of $508,589 were issued and recorded as an offering cost. On July 20, 2018, the Company issued 38,524 shares of the Company’s common stock valued at $7.50 per share, or a total of $288,930, to acquire 39.26% of the equity interests of KSPH (see Note 4). The shares were valued based on a contemporaneous sale of the Company’s common stock. The Company also issued 578 shares of the Company’s common stock valued at $7.50 per share, or a total of $4,335, as a commission to Network 1 Financial Securities, Inc., the Company’s financial advisor. V1 Group On July 18, 2018, the Company sold 906,666 shares of the Company’s common stock in a private placement to V1 Group Limited (“V1 Group”), a public company listed on the Hong Kong Stock Exchange, for total proceeds of $6,800,000. The transaction was structured as a capital stock subscription. The Company used the proceeds of the offering to make an investment to a private company for $6,000,000. The investment was structured as a note receivable to the private company to be collected in two years. The private company invested the $6,000,000 and purchased 94,350,000 shares of V1 Group common stock from existing V1 Group shareholders. The Company made these transactions as part of its plans to develop a business to provide company formation and banking services in the PRC. The Company determined that the economic substance of the two transactions was a capital transaction with the Company issuing 906,666 shares of its common stock for $6,800,000, made up of $800,000 cash and $6,000,000 due from a note receivable to be collected in two years. As the Company cannot determine the collectability of the note receivable, the funds will be recognized as a capital contribution when collected. The Company determined the fair value of the 906,666 shares issued to V1 Group was $6 per share based on the Company’s contemporaneous public offering price, or $5,440,000. The Company received a net of $800,000 from V1 Group’s investment. The difference of $4,640,000 was recorded as an expense of the transaction. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | NOTE 12 - INCOME TAXES The income (loss) before income taxes of the Company for the years ended December 31, 2018 and 2017 were comprised of the following: For the years ended December 31, 2018 2017 Tax jurisdictions from: – Local $ (5,062,437 ) $ (723,141 ) – Foreign, representing: Hong Kong (745,051 ) (2,174,011 ) The PRC (1,499,144 ) 114,443 Malaysia (197,878 ) (172,593 ) Other (primarily nontaxable jurisdictions) (804,417 ) (93,235 ) Loss before income taxes $ (8,308,927 ) $ (3,048,537 ) Provision for income taxes consisted of the following: For the years ended December 31, 2018 2017 Current: – Local $ - $ - – Foreign: Hong Kong 51,192 20,286 The PRC (32,788 ) 48,086 Malaysia (2,168 ) - - Deferred: – Local - - – Foreign - - $ 16,236 $ 68,372 Effective and Statutory Rate Reconciliation The following table summarizes a reconciliation of the Company’s blended statutory income tax rate to the Company’s effective tax rate as a percentage of income from continuing operations before taxes: For the years ended December 31, 2018 2017 Statutory blended tax rate (24 )% (24 )% Goodwill impairment 16 % 16 % Increase in valuation allowance 10 % 10 % Effective tax rate 2 % 2 % The effective tax rate in the periods presented is the result of the mix of income earned in various tax jurisdictions that apply a broad range of income tax rates. During the periods presented, the Company has a number of subsidiaries that operates in different countries and is subject to tax in the jurisdictions in which its subsidiaries operate, as follows: United States of America The Company (GRNQ) is registered in the State of Nevada and is subject to United States of America tax law. As of December 31, 2018, the operations in the United States of America incurred $7,017,034 of cumulative net operating losses (NOL’s) which can be carried forward to offset future taxable income. The NOL carryforwards begin to expire in 2037, if unutilized. The Company has provided for a full valuation allowance of approximately $1,473,577 against the deferred tax assets on the expected future tax benefits from the net operating loss carryforwards as the management believes it is more likely than not that these assets will not be realized in the future. Hong Kong The Company’s subsidiaries operating in Hong Kong are subject to the Hong Kong Profits Tax at the statutory income tax rate of 16.5% on its assessable income for its tax year. For the year ended December 31, 2018, certain subsidiaries in Hong Kong incurred an aggregate operating loss of $1,270,238 (including impairment of goodwill and intangible assets of $997,137), while other subsidiaries generated aggregate operating income of $473,995. For the year ended December 31, 2017, certain subsidiaries in Hong Kong incurred an aggregate operating loss of $2,323,953, while other subsidiaries generated aggregate operating income of $149,942. As of December 31, 2018, the cumulative operating losses and cumulative operating income for operations in Hong Kong was $1,690,332 and $510,449 respectively. The cumulative operating losses can be carried forward to offset future taxable income. The Company has provided for a full valuation allowance against the deferred tax assets of $259,946 (including goodwill and intangible assets of $18,958) on the expected future tax benefits from the net operating loss carryforwards as the management believes it is more likely than not that these assets will not be realized in the future. The PRC GMC(SZ), SZ Falcon and GSNSZ are operating in the PRC subject to the Corporate Income Tax governed by the Income Tax Law of the People’s Republic of China with a unified statutory income tax rate of 25%. For the year ended December 31, 2018, GMC(SZ), SZ Falcon and GSNSZ recorded aggregate operating loss of $1,466,355. For the year ended December 31, 2017, GMC(SZ), SZ Falcon and GSNSZ recorded aggregate operating income of $77,851. As of December 31, 2018, the operations in the PRC had $1,599,441 of cumulative net operating losses which can be carried forward to offset future taxable income. The net operating loss carryforwards begin to expire in 2023, if unutilized. The Company has provided for a full valuation allowance against the deferred tax assets of $179,891 (including goodwill and intangible assets of $220,560) on the expected future tax benefits from the net operating loss carryforwards as the management believes it is more likely than not that these assets will not be realized in the future. Malaysia GRSB, GCVSB and GWSB are subject to the Malaysia Corporate Tax Laws at a progressive income tax rate starting from 20% on the assessable income for its tax year. For the years ended December 31, 2018 and 2017, GRSB, GCVSB and GWSB incurred an aggregate operating loss of $195,710 and $174,998, respectively, which can be carried forward indefinitely to offset its taxable income. As of December 31, 2018, the operations in Malaysia incurred $598,934 of cumulative net operating losses which can be carried forward to offset future taxable income. The net operating loss can be carried forward indefinitely. The Company has provided for a full valuation allowance against the deferred tax assets of $119,787 on the expected future tax benefits from the net operating loss carryforwards as the management believes it is more likely than not that these assets will not be realized in the future. The following table sets forth the significant components of the aggregate deferred tax assets of the Company as of December 31, 2018 and December 31, 2017: As of As of December 31, 2018 December 31, 2017 Deferred tax assets: Goodwill and intangibles $ 239,518 $ 313,389 Net operating loss carryforwards – United States of America 1,473,577 398,857 – Hong Kong 259,946 207,197 – The PRC 179,891 40,747 – Malaysia 119,787 80,645 – Australia 335 - 2,273,054 1,040,835 Less: valuation allowance (2,273,054 ) (1,040,835 ) Deferred tax assets $ - $ - Management believes that it is more likely than not that the deferred tax assets will not be fully realizable in the future. Accordingly, the Company provided for a full valuation allowance against its deferred tax assets of $ 2,273,054 as of December 31, 2018. For the year ended December 31, 2018, the valuation allowance increased by $1,232,219, primarily relating to the impairment of goodwill and intangible assets and loss carryforwards from the various tax regimes. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2018 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | NOTE 13 - RELATED PARTY TRANSACTIONS For the years ended December 31, 2018 2017 Revenue from related parties is comprised of the following: Service revenue - Related party A $ - $ 10,065 - Related party B 195,325 271,897 - Related party C 2,189 - - Related party D 304 - Total $ 197,818 $ 281,962 Rental revenue - Related party A $ - $ 3,484 - Related party B - 44,199 Total $ - $ 47,683 Cost of service revenue -Related Party E $ 66,000 $ - Related party A and D are under common control of Mr. Loke Che Chan, Gilbert, the Company’s CFO and a major shareholder. Related party B represents companies where the Company owns a certain percentage of their company shares. Related party C is controlled by a director of a wholly-owned subsidiary of the Company. Related party E represents a family member of Mr. Loke Che Chan, Gilbert the Company’s CFO and a major shareholder. |
Segment Information
Segment Information | 12 Months Ended |
Dec. 31, 2018 | |
Segment Reporting [Abstract] | |
Segment Information | NOTE 14 - SEGMENT INFORMATION ASC 280, “Segment Reporting” establishes standards for reporting information about operating segments on a basis consistent with the Company’s internal organization structure as well as information about services categories, business segments and major customers in financial statements. The Company has two reportable segments that are based on the following business units: service business and real estate business. In accordance with the “Segment Reporting” Topic of the ASC, the Company’s chief operating decision maker has been identified as the Chief Executive Officer and President, who reviews operating results to make decisions about allocating resources and assessing performance for the entire Company. Existing guidance, which is based on a management approach to segment reporting, establishes requirements to report selected segment information quarterly and to report annually entity-wide disclosures about products and services, major customers, and the countries in which the entity holds material assets and reports revenue. All material operating units qualify for aggregation under “Segment Reporting” due to their similar customer base and similarities in economic characteristics; nature of products and services; and procurement, manufacturing and distribution processes. The Company operates two reportable business segments: ● Service business – provision of corporate advisory and business solution services ● Real estate business – leasing and trading of commercial real estate properties in Hong Kong and Malaysia The Company had no inter-segment sales for the periods presented. Summarized financial information concerning the Company’s reportable segments is shown as below: (a) By Categories For the year ended December 31, 2018 Real estate business Service business Corporate Total Revenues $ 1,532,612 $ 2,680,748 $ - $ 4,213,360 Cost of revenues (1,082,401 ) (859,033 ) (139,750 ) (2,081,184 ) Depreciation and amortization - 217,492 16,448 233,940 Net income (loss) 406,614 (3,313,294 ) (5,418,483 ) (8,325,163 ) Total assets 2,631,509 6,317,841 1,114,604 10,063,954 Capital expenditures for long-lived assets $ - $ 44,987 $ 254,210 $ 299,197 For the year ended December 31, 2017 Real estate business Service business Corporate Total Revenues $ 602,553 $ 3,313,819 $ - $ 3,916,372 Cost of revenues (415,891 ) (1,071,910 ) - (1,487,801 ) Depreciation and amortization 20,091 155,681 12,715 188,487 Net income (loss) 99,181 (2,300,881 ) (915,209 ) (3,116,909 ) Total assets 3,549,950 7,282,745 181,612 11,014,307 Capital expenditures for long-lived assets $ - $ 3,109,152 $ 44,445 $ 3,153,597 (b) By Geography* For the year ended December 31, 2018 Hong Kong Malaysia China Total Revenues $ 3,271,745 $ 661,008 $ 280,607 $ 4,213,360 Cost of revenues (1,804,592 ) (255,387 ) (21,205 ) (2,081,184 ) Depreciation and amortization 100,668 1,920 131,352 233,940 Net income (loss) (7,556,343 ) (64,770 ) (704,050 ) (8,325,163 ) Total assets 5,577,046 1,111,218 3,375,690 10,063,954 Capital expenditures for long-lived assets $ 255,278 $ 6,396 $ 37,523 $ 299,197 For the year ended December 31, 2017 Hong Kong Malaysia China Total Revenues $ 2,705,182 $ 604,112 $ 607,078 $ 3,916,372 Cost of revenues (1,207,775 ) (224,963 ) (55,063 ) (1,487,801 ) Depreciation and amortization 89,360 32,184 66,943 188,487 Net income (loss) (3,191,830 ) 9,113 65,808 ) (3,116,909 ) Total assets 5,396,075 1,203,016 4,415,216 11,014,307 Capital expenditures for long-lived assets $ 45,503 $ 12,805 $ 3,095,289 $ 3,153,597 *Revenues and costs are attributed to countries based on the location of customers. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | NOTE 15 - COMMITMENTS AND CONTINGENCIES The Company’s subsidiary leased an office in Hong Kong under a non-cancellable operating lease that expires in April 2021. In addition, the Company’s subsidiaries lease certain office premises in the PRC under a non-cancellable operating lease that expired in December 2018. The aggregate lease expense for the years ended December 31, 2018 and 2017 were $386,359 and $474,741, respectively. As of December 31, 2018, the Company has future minimum rental payments for office premises due under non-cancellable operating leases are as follows: Year ending December 31: 2019 $ 277,596 2020 260,645 2021 87,742 Thereafter - Total $ 625,983 |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 16 - SUBSEQUENT EVENTS On parkle Insurance Brokers Limited (“SIBL) from |
Nature of Operations and Summ_2
Nature of Operations and Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Going Concern | Going Concern The accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities and commitments in the normal course of business. As reflected in the accompanying financial statements, for the year ended December 31, 2018, the Company incurred a net loss of $8,325,163 and used cash in operating activities of $1,001,421 and at December 31, 2018, the Company had a working capital deficiency of $541,221. These factors raise substantial doubt about the Company’s ability to continue as a going concern within one year of the date that the financial statements are issued. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. The Company’s ability to continue as a going concern is dependent upon improving its profitability and the continuing financial support from its shareholders. Management believes the existing shareholders or external financing will provide the additional cash to meet the Company’s obligations as they become due. No assurance can be given that any future financing, if needed, will be available or, if available, that it will be on terms that are satisfactory to the Company. Even if the Company is able to obtain additional financing, if needed, it may contain undue restrictions on its operations, in the case of debt financing, or cause substantial dilution for its stock holders, in the case of equity financing |
Basis of Presentation | Basis of presentation The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries and majority-owned subsidiaries which the Company controls and entities for which the Company is the primary beneficiary. The accompanying consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America. The Company’s consolidated financial statements are expressed in U.S. Dollars. All inter-company accounts and transactions have been eliminated in consolidation. At December 31, 2018, the consolidated financial statements include the accounts of majority-owned subsidiaries made up of the Company’s ownership of 80% of Greenpro International Limited, 60% of Forward Win International Limited (“Forward Win”) and Yabez (Hong Kong) Company Limited (“Yabez”), and 51% of Greenpro Capital Village Sdn Bhd (“Greenpro Capital Village”). At December 31, 2017, the consolidated financial statements include the accounts of majority-owned subsidiaries made up of the Company’s ownership of 60% of Forward Win, Yabez, Greenpro Wealthon Sdn Bhd, Billion Sino Holdings Limited, and Parich Wealth Management Limited (Hong Kong), and 51% of Greenpro Capital Village and Greenpro Family Office Limited. |
Use of Estimates | Use of estimates The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions relating to the reporting of assets and liabilities and the disclosure of contingent liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Significant accounting estimates include certain assumptions related to, among others, the allowance for doubtful accounts receivable, impairment analysis of real estate assets, investments, notes receivable, and other long-term assets including goodwill, valuation allowance on deferred income taxes, and the accrual of potential liabilities. Actual results may differ from these estimates. |
Cash, Cash Equivalents, and Restricted Cash | Cash, cash equivalents, and restricted cash Cash consists of funds on hand and held in bank accounts. Cash equivalents includes demand deposits placed with banks or other financial institutions and all highly liquid investments with original maturities of three months or less, including money market funds. Restricted cash represents cash restricted for the loan collateral requirements as defined in a loan agreement, and also the minimum paid-up share capital requirement for insurance brokers specified under the Insurance Ordinance of Hong Kong. At December 31, 2018 and 2017, cash included funds held by employees of $5,663 and $32,673, respectively and was held to facilitate payment of expenses in local currencies and to facilitate third-party online payment platforms which the Company had not set up corporate accounts for (WeChat Pay and Alipay). December 31, 2018 December 31, 2017 Cash, cash equivalents, and restricted cash Denominated in United States Dollars $ 764,839 $ 283,674 Denominated in Hong Kong Dollars 944,872 568,008 Denominated in Chinese Renminbi 409,908 239,502 Denominated in Malaysian Ringgit 52,429 71,210 Cash, cash equivalents, and restricted cash $ 2,172,048 $ 1,162,394 |
Property and Equipment, Net | Property and equipment, net Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation is calculated on the straight-line basis over the following expected useful lives from the date on which they become fully operational and after taking into account their estimated residual values: Categories Expected useful life Residual value Office leasehold 26 years - Furniture and fixtures 3 - 10 years 5 % Office equipment 3 - 10 years 5% - 10 % Leasehold improvement Over the shorter of estimated useful life or term of lease - Office leasehold represents three adjoining office units used by the Company located in a commercial building in Shenzhen, China. The office leasehold is subject to a land lease with a term of 26 years and is being amortized over the remaining lease term. Expenditures for maintenance and repairs are expensed as incurred. Depreciation and amortization expense, classified as operating expenses, was $143,359 and $21,992 for the years ended December 31, 2018 and 2017, respectively. Management assesses the carrying value of property and equipment whenever events or changes in circumstances indicate that the carrying value may not be recoverable. If there is indication of impairment, management prepares an estimate of future cash flows expected to result from the use of the asset and its eventual disposition. If these cash flows are less than the carrying amount of the asset, an impairment loss is recognized to write down the asset to its estimated fair value. For the years ended December 31, 2018 and 2017, the Company determined there were no indicators of impairment of its property and equipment. |
Real Estate Held for Sale | Real estate held for sale Real estate held for sale is reported at the lower of carrying amount or fair value, less estimated costs to sell. The cost of real estate held for sale includes the purchase price of property, legal fees, improvement costs to the building structure, and other acquisition costs. Project wide costs such as land and building acquisition and certain development costs are allocated to the specific units based upon their relative fair value before construction. We continue to actively market all properties that are designated as held for sale. Real estate held for sale is not depreciated. In conducting its reviews for indicators of impairment, the Company evaluates, among other things, the margins on units already sold within the project, margins on units under contract but not closed (none as of December 31, 2018), and projected margin on future unit sales. The Company pays particular attention to discern if the real estate held for sale is moving at a slower than expected pace or where margins are trending downward. For the years ended December 31, 2018 and 2017, the Company determined there were no indicators of impairment of its real estate held for sale. |
Real Estate Held for Investment, Net | Real estate held for investment, net Real estate held for investment is stated at cost less accumulated depreciation. Depreciation is calculated on the straight-line basis over the following expected useful lives from the date on which they become fully operational and after taking into account their estimated residual values: Categories Expected useful life Residual value Office leasehold 50 years - Furniture and fixtures 3 – 10 years 5 % Office equipment 3 – 10 years 5% - 10 % Leasehold improvement Shorter of the estimated useful life or term of lease - The cost of office leasehold includes the purchase price of property, legal fees, and other acquisition costs. Depreciation and amortization expense, classified as cost of rental, was $32,917 and $30,570 for the years ended December 31, 2018 and 2017, respectively. Management assesses the carrying value of real estate held for investment whenever events or changes in circumstances indicate that the carrying value may not be recoverable. If there is indication of impairment, management prepares an estimate of future cash flows expected to result from the use of the asset and its eventual disposition. If these cash flows are less than the carrying amount of the asset, an impairment loss is recognized to write down the asset to its estimated fair value. For the years ended December 31, 2018 and 2017, the Company determined there were no indicators of impairment of its real estate held for investment. |
Intangible Assets | Intangible assets Intangible assets are stated at cost less accumulated amortization. Intangible assets represented customer lists and order backlogs acquired in business combinations and certain trademarks registered in Hong Kong, the PRC, and Malaysia. Intangible assets are amortized on a straight-line basis over their estimated useful lives ranging from five to ten years. Amortization expense for the years ended December 31, 2018 and 2017 were $90,581 and $135,925, respectively. The Company follows ASC 360 in accounting for intangible assets, which requires impairment losses to be recorded when indicators of impairment are present and the undiscounted cash flows estimated to be generated by the assets are less than the assets’ carrying amounts. For the years ended December 31, 2018 and 2017, the Company recorded impairments of intangible assets of $105,000 and $164,337 respectively (see Note 7). |
Goodwill | Goodwill Goodwill is the excess of cost of an acquired entity over the fair value of amounts assigned to assets acquired and liabilities assumed in a business combination. Under the guidance of ASC 350, goodwill is not amortized, rather it is tested for impairment annually, and will be tested for impairment between annual tests if an event occurs or circumstances change that would indicate the carrying amount may be impaired. An impairment loss generally would be recognized when the carrying amount of the reporting unit’s net assets exceeds the estimated fair value of the reporting unit and would be measured as the excess carrying value of goodwill over the derived fair value of goodwill. The Company’s policy is to perform its annual impairment testing for its reporting units on December 31, of each fiscal year. For the years ended December 31, 2018 and 2017, the Company recorded impairments of goodwill of $892,137 and $1,734,384, respectively (See Note 7). |
Impairment of Long-lived Assets | Impairment of long-lived assets Long-lived assets primarily include real estate held for investment, property and equipment and intangible assets. In accordance with the provision of ASC 360, the Company generally conducts its annual impairment evaluation to its long-lived assets, usually in the fourth quarter of each year, or more frequently if indicators of impairment exist, such as a significant sustained change in the business climate. The recoverability of long-lived assets is measured at the reporting unit level. If the total of the expected undiscounted future net cash flows is less than the carrying amount of the asset, a loss is recognized for the difference between the fair value and carrying amount of the asset. As at December 31, 2018, the Company determined there were no indicators of impairment of its real estate held for investment and its property and equipment. |
Comprehensive Income | Comprehensive income Comprehensive income is defined as the change in equity of a business enterprise during a period from transactions and other events and circumstances from non-owner sources. The Company’s accumulated other comprehensive income consists of cumulative foreign currency translation adjustments. |
Revenue Recognition | Revenue recognition Prior to January 1, 2018, the Company recognized its revenue in accordance with Accounting Standards Codification (ASC) 605 Revenue Recognition Effective January 1, 2018, the Company adopted the guidance of ASC 606, Revenue from Contracts The Company’s revenue consists of revenue from providing business consulting and corporate advisory services (“service revenue”), revenue from the sale of real estate properties, and revenue from the rental of real estate properties. Revenue from services For certain of our service contracts providing assistance to clients in capital market listings (“Listing services”), our services provided are considered to be one performance obligation. Revenue and expenses are deferred until the performance obligation is complete and collectability of the consideration is probable. For service contracts where the performance obligation is not completed, deferred costs of revenue are recorded as incurred and deferred revenue is recorded for any payments received on such yet to be completed performance obligations. On an ongoing basis, management monitors these contracts for profitability and when needed may record a liability if a determination is made that costs will exceed revenue. For other services such as company secretarial, accounting, financial analysis and related services (“Non-listing services”), the Company’s performance obligations are satisfied, and the related revenue is recognized, as services are rendered. For contracts in which we act as an agent, the Company reports revenue net of expenses paid. The Company offers no discounts, rebates, rights of return, or other allowances to clients which would result in the establishment of reserves against service revenue. Additionally, to date, the Company has not incurred incremental costs in obtaining a client contract. The adoption of ASC 606 had no impact on the Company’s consolidated financial statements. Revenue from the sale of real estate properties Generally, the Company’s sales of its real estate properties are considered a sale of a nonfinancial asset. The Company derecognizes the asset and recognizes a gain or loss on the sale of the real estate when control of the underlying asset transfers to the buyer. During the years ended December 31, 2018, the Company recognized revenue from the sale of eight units of its real estate property held for sale. During the years ended December 31, 2017, the Company recognized revenue from the sale of three units of its real estate property held for sale. Revenue from the rental of real estate properties Rental revenue represents lease rental income from the Company’s tenants. The tenants pay monthly in accordance with lease agreements and the Company recognizes the income ratably over the lease term as this is the most representative of the pattern in which the benefit is expected to be derived from the underlying asset. Cost of revenues Cost of service revenue primarily consists of employee compensation and related payroll benefits, company formation costs, and other professional fees directly attributable to the services rendered. Cost of real estate properties sold primarily consists of the purchase price of property, legal fees, improvement costs to the building structure, and other acquisition costs. Selling and advertising costs are expensed as incurred. Cost of rental revenue primarily includes costs associated with repairs and maintenance, property insurance, depreciation and other related administrative costs. Property management fees and utility expenses are paid directly by tenants. The following table provides information about disaggregated revenue based on revenue by service lines and revenue by geographic area: Year ended December 31, 2018 2017 Revenue by service lines: Corporate advisory – Non-Listing services $ 2,680,748 $ 2,743,819 Corporate advisory – Listing services - 570,000 Sales of real estate held for sale 1,368,220 423,871 Rental of real estate properties 164,392 178,682 Total revenue $ 4,213,360 $ 3,916,372 The following table provides information about disaggregated revenue based on revenue by service lines and revenue by geographic area: Year ended December 31, 2018 2017 Revenue by geographic area: Hong Kong $ 3,271,745 $ 2,705,182 Malaysia 661,008 604,112 China 280,607 607,078 Total revenue $ 4,213,360 $ 3,916,372 Our contract balances include deferred costs of revenue and deferred revenue. Deferred Revenue For service contracts where the performance obligation is not completed, deferred revenue is recorded for any payments received in advance of the performance obligation. Changes in deferred revenue were as follows: Deferred Costs of Revenue For service contracts where the performance obligation is not completed, deferred costs of revenue are recorded for any costs incurred in advance of the performance obligation. Deferred revenue and deferred costs of revenue at December 31, 2018 and 2017 are classified as current assets or current liabilities and totaled: As of December 31, 2018 As of December 31, 2017 Deferred revenue $ 1,816,358 $ 345,000 Deferred costs of revenue $ 418,668 $ 74,990 |
Accounts Receivable | Accounts Receivable Accounts receivable as presented in the consolidated balance sheets are related to the Company’s contracts and are recorded when the right to consideration becomes unconditional at the amount management expects to collect. Accounts receivable are recorded at the invoiced amount less an allowance for any uncollectible accounts, do not bear interest, and payments are generally due within thirty to forty-five days of invoicing. The carrying value of accounts receivable approximates their fair value. The Company maintains an allowance for doubtful accounts receivable. Management reviews the adequacy of the allowance for doubtful accounts on an ongoing basis, using historical collection trends and aging of receivables. Management also periodically evaluates individual customer’s financial condition, credit history, and the current economic conditions to make adjustments in the allowance when it is considered necessary. Account balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. As of December 31, 2018 As of December 31, 2017 Accounts receivable, gross $ 267,856 $ 421,913 Less: Allowance for doubtful accounts (79,802 ) (76,179 ) Accounts receivable, net $ 188,054 $ 345,734 |
Investments | Investments Through December 31, 2017, the Company used either the equity method or the cost method of accounting. The Company used the equity method for unconsolidated equity investments in which the Company was considered to have significant influence over the operations of the investee. The Company used the cost method for all other investments. Under the cost method, there is no change to the cost basis unless there was an other-than-temporary decline in value or dividends are received. If the decline was determined to be other-than-temporary, the Company wrote down the cost basis of the investment to a new cost basis that represents realizable value. On January 1, 2018, the Company adopted ASU 2016-01, Financial Instruments – Overall: Recognition and Measurement of Financial Assets and Financial Liabilities |
Derivative Financial Instruments | Derivative Financial Instruments The Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re-valued at each reporting date, with changes in the fair value reported in the statements of operations. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period. Derivative instrument liabilities are classified in the balance sheet as current or non-current based on whether or not net-cash settlement of the derivative instrument could be required within 12 months of the balance sheet date. At each reporting date, the Company reviews its convertible securities to determine that their classification is appropriate. |
Income Taxes | Income taxes The Company accounts for income taxes using an asset and liability approach which allows for the recognition and measurement of deferred tax assets based upon the likelihood of realization of tax benefits in future years. Under the asset and liability approach, deferred taxes are provided for the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. A valuation allowance is provided for deferred tax assets if it is more likely than not these items will either expire before the Company is able to realize their benefits, or that future deductibility is uncertain. The Company conducts major businesses in Hong Kong, Malaysia, China and Australia, and is subject to tax in these jurisdictions. As a result of its business activities, the Company will file separate tax returns that are subject to examination by the foreign tax authorities. |
Income (Loss) Per Share | Income (loss) per Share Basic income (loss) per share is computed by dividing the net income (loss) available to common stockholders by the weighted average number of common shares outstanding during the period. Diluted net loss per share is calculated by dividing the net loss by the weighted average number of common shares outstanding during the period plus any potentially dilutive shares related to the issuance of stock options, shares from the issuance of stock warrants, shares issued from the conversion of redeemable convertible preferred stock and shares issued for the conversion of convertible debt. At December 31, 2018, there were 53,556 potentially dilutive shares outstanding but have been excluded from calculation of weighted average shares as effect would have been anti-dilutive. There were no such shares outstanding at December 31, 2017, |
Foreign Currency Translation | Foreign currencies translation The reporting currency of the Company is the United States Dollars (“US$”) and the accompanying consolidated financial statements have been expressed in US$. In addition, the Company’s operating subsidiaries maintain their books and records in their respective local currency, which consists of the Malaysian Ringgit (“MYR”), Renminbi (“RMB”), Hong Kong Dollars (“HK$”) and Australian Dollars (“AU$”), which is also the respective functional currency of subsidiaries. In general, for consolidation purposes, assets and liabilities of its subsidiaries whose functional currency is not the US$ are translated into US$ using the exchange rate on the balance sheet date. Revenues and expenses are translated at average rates prevailing during the period. The gains and losses resulting from translation of financial statements of a foreign subsidiary are recorded as a separate component of accumulated other comprehensive loss within equity. Translation of amounts from the local currencies of the Company into US$ has been made at the following exchange rates for the respective periods: As of and for the years ended December 31, 2018 2017 Period-end MYR : US$1 exchange rate 4.13 4.05 Period-average MYR : US$1 exchange rate 4.04 4.28 Period-end RMB : US$1 exchange rate 6.88 6.51 Period-average RMB : US$1 exchange rate 6.63 6.74 Period-end / average HK$ : US$1 exchange rate 7.75 7.75 Period-end AU$ : US$1 exchange rate 1.42 - Period-average AU$: US$1 exchange rate 1.34 - |
Related Parties | Related parties Parties are considered to be related to the Company if the parties that, directly or indirectly, through one or more intermediaries, control, are controlled by, or are under common control with the Company. Related parties also include principal owners of the Company, its management, members of the immediate families of principal owners of the Company and its management and other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests. Transactions with related parties are disclosed in the financial statements. |
Fair Value of Financial Instruments | Fair value of financial instruments The Company follows the guidance of the ASC 820-10, “ Fair Value Measurements and Disclosures ● Level 1 ● Level 2 ● Level 3 As of December 31, 2018, the Company’s balance sheet included the fair value of derivative liabilities of $241,923 which were based on Level 2 measurements. The Company believes the carrying amount reported in the balance sheet for cash and cash equivalents, accounts receivable, accounts payable and accrued liabilities, deferred revenue, and due to related parties, approximate their fair values because of the short-term nature of these financial instruments. |
Concentrations of Risks | Concentrations of risks For the year ended December 31, 2018, no customer accounted for 10% or more of the service revenue or accounts receivable at year-end. For the year ended December 31, 2017, no customer accounted for 10% or more of the service revenue or accounts receivable at year-end For the years ended December 31, 2018 and 2017, no vendor accounted for 10% or more of the Company’s cost of revenues, or accounts payable at year-end. |
Exchange Rate Risk | Exchange rate risk The reporting currency of the Company is US$ but the major revenues and costs are denominated in MYR and RMB and a significant portion of the assets and liabilities are denominated in MYR and RMB. As a result, the Company is exposed to foreign exchange risk as its revenues and results of operations may be affected by fluctuations in the exchange rate between US$, MYR and RMB. If MYR and RMB depreciate against US$, the values of MYR and RMB revenues and assets as expressed in US$ financial statements will decline. The Company does not hold any derivative or other financial instruments that expose it to substantial market risk. |
Economic and Political Risks | Economic and political risks Substantially all of the Company’s services are conducted in Malaysia, the PRC and Asian region. The Company’s operations are subject to various political, economic, and other risks and uncertainties inherent in Malaysia. Among other risks, the Company’s operations are subject to the risks of restrictions on transfer of funds; export duties, quotas, and embargoes; domestic and international customs and tariffs; changing taxation policies; foreign exchange restrictions; and political conditions and governmental regulations in Malaysia. The Company’s operations in the PRC are subject to special 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 environment and foreign currency exchange. The Company’s results may be adversely affected by changes in the political and social conditions in the PRC, and by changes in governmental policies with respect to laws and regulations, anti-inflationary measures, currency conversion, remittances abroad, and rates and methods of taxation. |
Recent Accounting Pronouncements | Recent accounting pronouncements In February 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2016-02, Leases In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses: Measurement of Credit Losses on Financial Instruments In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement Other recent accounting pronouncements issued by the FASB, including its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s present or future financial statements. |
Nature of Operations and Summ_3
Nature of Operations and Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Cash, Cash Equivalents, and Restricted Cash | December 31, 2018 December 31, 2017 Cash, cash equivalents, and restricted cash Denominated in United States Dollars $ 764,839 $ 283,674 Denominated in Hong Kong Dollars 944,872 568,008 Denominated in Chinese Renminbi 409,908 239,502 Denominated in Malaysian Ringgit 52,429 71,210 Cash, cash equivalents, and restricted cash $ 2,172,048 $ 1,162,394 |
Summary of Property and Equipment | Depreciation is calculated on the straight-line basis over the following expected useful lives from the date on which they become fully operational and after taking into account their estimated residual values: Categories Expected useful life Residual value Office leasehold 26 years - Furniture and fixtures 3 - 10 years 5 % Office equipment 3 - 10 years 5% - 10 % Leasehold improvement Over the shorter of estimated useful life or term of lease - |
Schedule of Real Estate Held for Investment | Depreciation is calculated on the straight-line basis over the following expected useful lives from the date on which they become fully operational and after taking into account their estimated residual values: Categories Expected useful life Residual value Office leasehold 50 years - Furniture and fixtures 3 – 10 years 5 % Office equipment 3 – 10 years 5% - 10 % Leasehold improvement Shorter of the estimated useful life or term of lease - |
chedule of Disaggregated Revenue Based on Revenue by Service Lines and Revenue by Geographic Area | The following table provides information about disaggregated revenue based on revenue by service lines and revenue by geographic area: Year ended December 31, 2018 2017 Revenue by service lines: Corporate advisory – Non-Listing services $ 2,680,748 $ 2,743,819 Corporate advisory – Listing services - 570,000 Sales of real estate held for sale 1,368,220 423,871 Rental of real estate properties 164,392 178,682 Total revenue $ 4,213,360 $ 3,916,372 The following table provides information about disaggregated revenue based on revenue by service lines and revenue by geographic area: Year ended December 31, 2018 2017 Revenue by geographic area: Hong Kong $ 3,271,745 $ 2,705,182 Malaysia 661,008 604,112 China 280,607 607,078 Total revenue $ 4,213,360 $ 3,916,372 |
Schedule of Deferred Revenue and Deferred Costs of Revenue | Deferred revenue and deferred costs of revenue at December 31, 2018 and 2017 are classified as current assets or current liabilities and totaled: As of December 31, 2018 As of December 31, 2017 Deferred revenue $ 1,816,358 $ 345,000 Deferred costs of revenue $ 418,668 $ 74,990 |
Summary of Carrying Value of Accounts Receivable | As of December 31, 2018 As of December 31, 2017 Accounts receivable, gross $ 267,856 $ 421,913 Less: Allowance for doubtful accounts (79,802 ) (76,179 ) Accounts receivable, net $ 188,054 $ 345,734 |
Schedule of Foreign Currencies Translation | Translation of amounts from the local currencies of the Company into US$ has been made at the following exchange rates for the respective periods: As of and for the years ended December 31, 2018 2017 Period-end MYR : US$1 exchange rate 4.13 4.05 Period-average MYR : US$1 exchange rate 4.04 4.28 Period-end RMB : US$1 exchange rate 6.88 6.51 Period-average RMB : US$1 exchange rate 6.63 6.74 Period-end / average HK$ : US$1 exchange rate 7.75 7.75 Period-end AU$ : US$1 exchange rate 1.42 - Period-average AU$: US$1 exchange rate 1.34 - |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property, Plant and Equipment | As of As of December 31, 2018 December 31, 2017 Office leasehold $ 3,021,884 $ 3,194,858 Furniture and fixtures 56,025 46,890 Office equipment 47,751 43,076 Leasehold improvement 70,344 41,340 3,196,004 3,326,164 Less: Accumulated depreciation and amortization (197,491 ) (59,335 ) Total $ 2,998,513 $ 3,266,829 |
Real Estate Held For Investme_2
Real Estate Held For Investment (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Real Estate Investment Property, Net [Abstract] | |
Schedule of Real Estate Held For Investment | As of As of December 31, 2018 December 31, 2017 Office leasehold $ 831,414 $ 851,120 Furniture and fixtures 55,094 57,814 Office equipment 15,696 15,378 Leasehold improvement 75,529 75,210 977,733 999,522 Less: Accumulated depreciation and amortization (159,268 ) (130,538 ) Total $ 818,465 $ 868,984 |
Other Investments (Tables)
Other Investments (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Other Investments [Abstract] | |
Schedule of Other Investments | As of As of December 31, 2018 December 31, 2017 (A) Investment in Greenpro Trust Limited (related party) $ 51,613 $ 51,613 Other 1,758 3,500 Cash surrender value of life insurance, net of policy loan 110,357 75,344 (B) Investments in unconsolidated investments in KSP and Acorn - - (C) Investment deposit - - Total $ 163,728 $ 130,457 (A) At December 31, 2018 and 2017, the Company had an investment in Greenpro Trust Limited of $51,613, which is approximately 11% of the equity interest of Greenpro Trust Limited and is recorded at cost, which approximates fair value. Greenpro Trust Limited is a company incorporated in Hong Kong and Mr. Lee Chong Kuang and Mr. Loke Che Chan, Gilbert are common directors of Greenpro Trust Limited and the Company. (B) During 2018, the Company invested $250,000 in Acorn Group Holdings Limited (“Acorn”) which approximates a 2% equity interest of Acorn. Acorn is a company incorporated in the Cayman Islands that provides pension and administrative services. It was determined that the Company can significantly influence Acorn based on common business relationships. During 2018, the Company acquired 49% shareholding of Greenpro KSP Holding Group Company Limited (“KSP”) in exchange for $363,930, made up of $75,000 in cash and 38,524 shares of the Company’s common stock valued at $288,930. The Company also issued 578 shares of the Company’s common stock valued at $7.50 per share, or a total of $4,335, as a commission that was also capitalized as cost of investment in KSP. KSP provides accounting, auditing and consulting services in Thailand. The Company accounted for its investment in KSPH under the equity method of accounting. At December 31, 2018, the Company determined that its investments in Acorn and KSP were impaired and recorded an impairment of unconsolidated investments of $618,265. (C) During 2018, the Company made a deposit on a potential real estate acquisition that was subsequently cancelled. As of December 31, 2018, the deposit was not returned, and the Company determined that the deposit was impaired and recorded an impairment of the deposit of $371,932. |
Intangible Assets and Goodwill
Intangible Assets and Goodwill (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets | Intangible assets As of As of December 31, 2018 December 31, 2017 Trademarks $ 7,254 $ 6,186 Customer Lists and order backlog 344,500 449,500 351,754 455,686 Less: Accumulated amortization (294,612 ) (204,031 ) Total $ 57,142 $ 251,655 |
Schedule of Amortization Expense of Intangible Assets | Amortization for each year following December 31, 2018 are as follows: Year ending December 31: 2019 $ 30,625 2020 23,150 2021 3,367 Total $ 57,142 |
Derivative Liabilities (Tables)
Derivative Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Liabilities at Fair Value | The derivative liabilities were valued using the Black-Scholes-Merton valuation model with the following assumptions: As of As of December 31, 2018 June 12, 2018 (Unaudited) (issuance) Risk-free interest rate $ 3.0 % $ 2.9 % Expected volatility 201 % 165 % Expected life (in years) 4.4 years 5 years Expected dividend yield 0.00 % 0.00 % Fair Value of warrants $ 241,923 $ 508,589 |
Due to Related Parties (Tables)
Due to Related Parties (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Due to Related Parties [Abstract] | |
Schedule of Amounts Due to Related Parties | As of As of December 31, 2018 December 31, 2017 Due to noncontrolling interests $ 822,194 $ 1,617,241 Due to shareholders 35,937 3,993 Due to directors 2,667 85,212 Due to related companies 1,734 107,484 Total $ 862,532 $ 1,813,930 |
Loans Secured by Real Estate (T
Loans Secured by Real Estate (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of Long Term Bank Loans | As of As of December 31, 2018 December 31, 2017 (A) Standard Chartered Saadiq Berhad, Malaysia $ 347,461 $ 363,974 (B) United Overseas Bank (Malaysia) Berhad 239,444 249,459 (C) Bank of China Limited, Shenzhen, PRC 1,177,617 1,383,360 (D) Loan from non-banking lender, Hong Kong - 774,194 1,764,522 2,770,987 Less: current portion (147,416 ) (928,147 ) Loans secured by real estate, net of current portion $ 1,617,106 $ 1,842,840 (A) In May 2013, the Company obtained a loan in the principal amount of MYR1,629,744 (approximately $495,170) from Standard Chartered Saadiq Berhad, a financial institution in Malaysia to finance the acquisition of leasehold office units at Skypark One City, Selangor in Kuala Lumpur, Malaysia which bears interest at the base lending rate less 2.1% per annum (6.7% at December 31, 2018 and 2017) with 300 monthly installments of MYR9,287 (approximately $2,840) each and will mature in May 2038. The mortgage loan is secured by (i) the first legal charge over the property, (ii) personally guaranteed by Mr. Lee Chong Kuang and Mr. Loke Che Chan Gilbert, the directors of the Company, and (iii) guaranteed by a related corporation which is controlled by the directors of the Company. (B) In August 2013, the Company, through Mr. Lee Chong Kuang, the director of the Company, obtained a loan in the principal amount of MYR1,074,696 (approximately $326,530) from United Overseas Bank (Malaysia) Berhad, a financial institution in Malaysia to finance the acquisition of a leasehold office unit at Northpoint, Mid Valley City in Kuala Lumpur, Malaysia which bears interest at the base lending rate less 2.2% per annum (6.81% at December 31, 2018 and 2017) with 360 monthly installments of MYR5,382 (approximately $1,645) each and will mature in August 2043. The mortgage loan is secured by the first legal charge over the property. (C) In December 2018, the Company obtained a loan in the principal amount of RMB9,000,000 (approximately $1,383,360) from Bank of China Limited, a financial institution in China to finance the acquisition of leasehold office units of approximately 5,000 square feet at the Di Wang Building (Shun Hing Square), Shenzhen, China (the Property). The loan bears interest at a 25% premium above the 5-year-or-above RMB base lending rate per annum (6.125% at December 31, 2018) with 120 monthly installments and will mature in December 2027. The monthly installment will be determined by the sum of (i) a 25% premium above the 5-year-or-above RMB base lending rate per annum on the 20 th (D) In September 2017, the Company borrowed HKD8,000,000 (approximately $1,032,258) from Laboratory JaneClare Limited, a non-banking lender located in Hong Kong. The loan is secured by the Company’s real estate held for sale, bore interest at 8.4% per annum, and was repaid in full in September 2018. |
Schedule of Maturities of Long-term Bank Loans | Maturities of the loans secured by real estate for each of the five years and thereafter are as follows: Year ending December 31: 2019 $ 147,416 2020 148,136 2021 149,043 2022 149,918 2023 150,834 Thereafter 1,019,175 Total $ 1,764,522 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income (loss) Before Income Taxes | The income (loss) before income taxes of the Company for the years ended December 31, 2018 and 2017 were comprised of the following: For the years ended December 31, 2018 2017 Tax jurisdictions from: – Local $ (5,062,437 ) $ (723,141 ) – Foreign, representing: Hong Kong (745,051 ) (2,174,011 ) The PRC (1,499,144 ) 114,443 Malaysia (197,878 ) (172,593 ) Other (primarily nontaxable jurisdictions) (804,417 ) (93,235 ) Loss before income taxes $ (8,308,927 ) $ (3,048,537 ) |
Schedule of Provision for Income Taxes | Provision for income taxes consisted of the following: For the years ended December 31, 2018 2017 Current: – Local $ - $ - – Foreign: Hong Kong 51,192 20,286 The PRC (32,788 ) 48,086 Malaysia (2,168 ) - - Deferred: – Local - - – Foreign - - $ 16,236 $ 68,372 |
Schedule of Effective Income Tax Rate | The following table summarizes a reconciliation of the Company’s blended statutory income tax rate to the Company’s effective tax rate as a percentage of income from continuing operations before taxes: For the years ended December 31, 2018 2017 Statutory blended tax rate (24 )% (24 )% Goodwill impairment 16 % 16 % Increase in valuation allowance 10 % 10 % Effective tax rate 2 % 2 % |
Schedule of Components of Deferred Tax Assets | The following table sets forth the significant components of the aggregate deferred tax assets of the Company as of December 31, 2018 and December 31, 2017: As of As of December 31, 2018 December 31, 2017 Deferred tax assets: Goodwill and intangibles $ 239,518 $ 313,389 Net operating loss carryforwards – United States of America 1,473,577 398,857 – Hong Kong 259,946 207,197 – The PRC 179,891 40,747 – Malaysia 119,787 80,645 – Australia 335 - 2,273,054 1,040,835 Less: valuation allowance (2,273,054 ) (1,040,835 ) Deferred tax assets $ - $ - |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Related Party Transactions [Abstract] | |
Schedule of Related Parties Transactions | For the years ended December 31, 2018 2017 Revenue from related parties is comprised of the following: Service revenue - Related party A $ - $ 10,065 - Related party B 195,325 271,897 - Related party C 2,189 - - Related party D 304 - Total $ 197,818 $ 281,962 Rental revenue - Related party A $ - $ 3,484 - Related party B - 44,199 Total $ - $ 47,683 Cost of service revenue -Related Party E $ 66,000 $ - |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Segment Reporting [Abstract] | |
Schedule of Summarized Financial Information | The Company had no inter-segment sales for the periods presented. Summarized financial information concerning the Company’s reportable segments is shown as below: (a) By Categories For the year ended December 31, 2018 Real estate business Service business Corporate Total Revenues $ 1,532,612 $ 2,680,748 $ - $ 4,213,360 Cost of revenues (1,082,401 ) (859,033 ) (139,750 ) (2,081,184 ) Depreciation and amortization - 217,492 16,448 233,940 Net income (loss) 406,614 (3,313,294 ) (5,418,483 ) (8,325,163 ) Total assets 2,631,509 6,317,841 1,114,604 10,063,954 Capital expenditures for long-lived assets $ - $ 44,987 $ 254,210 $ 299,197 For the year ended December 31, 2017 Real estate business Service business Corporate Total Revenues $ 602,553 $ 3,313,819 $ - $ 3,916,372 Cost of revenues (415,891 ) (1,071,910 ) - (1,487,801 ) Depreciation and amortization 20,091 155,681 12,715 188,487 Net income (loss) 99,181 (2,300,881 ) (915,209 ) (3,116,909 ) Total assets 3,549,950 7,282,745 181,612 11,014,307 Capital expenditures for long-lived assets $ - $ 3,109,152 $ 44,445 $ 3,153,597 (b) By Geography* For the year ended December 31, 2018 Hong Kong Malaysia China Total Revenues $ 3,271,745 $ 661,008 $ 280,607 $ 4,213,360 Cost of revenues (1,804,592 ) (255,387 ) (21,205 ) (2,081,184 ) Depreciation and amortization 100,668 1,920 131,352 233,940 Net income (loss) (7,556,343 ) (64,770 ) (704,050 ) (8,325,163 ) Total assets 5,577,046 1,111,218 3,375,690 10,063,954 Capital expenditures for long-lived assets $ 255,278 $ 6,396 $ 37,523 $ 299,197 For the year ended December 31, 2017 Hong Kong Malaysia China Total Revenues $ 2,705,182 $ 604,112 $ 607,078 $ 3,916,372 Cost of revenues (1,207,775 ) (224,963 ) (55,063 ) (1,487,801 ) Depreciation and amortization 89,360 32,184 66,943 188,487 Net income (loss) (3,191,830 ) 9,113 65,808 ) (3,116,909 ) Total assets 5,396,075 1,203,016 4,415,216 11,014,307 Capital expenditures for long-lived assets $ 45,503 $ 12,805 $ 3,095,289 $ 3,153,597 *Revenues and costs are attributed to countries based on the location of customers. |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Operating Lease Payments | As of December 31, 2018, the Company has future minimum rental payments for office premises due under non-cancellable operating leases are as follows: Year ending December 31: 2019 $ 277,596 2020 260,645 2021 87,742 Thereafter - Total $ 625,983 |
Nature of Operations and Summ_4
Nature of Operations and Summary of Significant Accounting Policies (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Net loss | $ (8,325,163) | $ (3,116,909) |
Net cash used in operating activities | (1,001,421) | (442,711) |
Working capital deficiency | 541,221 | |
Funds held by employees | 5,663 | 32,673 |
Depreciation expense, classify as operating expenses | 143,359 | 21,992 |
Depreciation expenses, classified as cost of rental | 32,917 | 30,570 |
Amortization expense of intangibles | 90,581 | 135,925 |
Impairment of intangible assets | 105,000 | 164,337 |
Impairment of goodwill | $ 892,137 | $ 1,734,384 |
Lease description | The Company leases its commercial office premises in Malaysia and Hong Kong under various non-cancelable operating leases with terms of two to three years and contains renewal options. | |
Rental revenue | ||
Potentially antidilutive shares outstanding | 53,556 | |
Fair value of derivative liabilities | $ 241,923 | |
Accounts Receivable [Member] | ||
Concentration risk, percentage | 10.00% | 10.00% |
Service Revenue [Member] | ||
Concentration risk, percentage | 10.00% | 10.00% |
Cost of Revenues [Member] | ||
Concentration risk, percentage | 10.00% | 10.00% |
Accounts Payable [Member] | ||
Concentration risk, percentage | 10.00% | 10.00% |
Major Customer [Member] | ||
Concentration risk, percentage | 10.00% | |
Two Customer [Member] | ||
Concentration risk, percentage | 10.00% | |
Major Vendor [Member] | ||
Concentration risk, percentage | 10.00% | 10.00% |
Minimum [Member] | ||
Intangible assets, useful life | 5 years | |
Maximum [Member] | ||
Intangible assets, useful life | 10 years | |
Office Leasehold [Member] | ||
Remaining life term of property, plant and equipment | 26 years | |
Greenpro International Limited [Member] | ||
Percentage of holds of shareholdings | 80.00% | |
Win International Limited, Yabez (Hong Kong) Company Limited, Billion Sino Holdings Limited, and Parich Wealth Management Limited (Hong Kong) [Member] | ||
Percentage of holds of shareholdings | 60.00% | 60.00% |
Greenpro Capital Village Sdn Bhd [Member] | ||
Percentage of holds of shareholdings | 51.00% | |
Greenpro Capital Village and Greenpro Family Office Limited [Member] | ||
Percentage of holds of shareholdings | 51.00% |
Nature of Operations and Summ_5
Nature of Operations and Summary of Significant Accounting Policies - Schedule of Cash, Cash Equivalents, and Restricted Cash (Details) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Property, Plant and Equipment [Line Items] | ||
Cash, cash equivalents, and restricted cash | $ 2,172,048 | $ 1,162,394 |
United States Dollars [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cash, cash equivalents, and restricted cash | 764,839 | 283,674 |
Hong Kong Dollar [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cash, cash equivalents, and restricted cash | 944,872 | 568,008 |
RMB [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cash, cash equivalents, and restricted cash | 409,908 | 239,502 |
Malaysian Ringgit [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cash, cash equivalents, and restricted cash | $ 52,429 | $ 71,210 |
Nature of Operations and Summ_6
Nature of Operations and Summary of Significant Accounting Policies - Summary of Property and Equipment (Details) | 12 Months Ended |
Dec. 31, 2018 | |
Office Leasehold [Member] | |
Property, Plant and Equipment [Line Items] | |
Expected useful life | 50 years |
Office Leasehold [Member] | Plant And Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Expected useful life | 26 years |
Residual Value | |
Office Leasehold [Member] | Real Estate Held for Investment [Member] | |
Property, Plant and Equipment [Line Items] | |
Expected useful life | 50 years |
Furniture and Fixtures [Member] | Plant And Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Residual Value | 5.00% |
Furniture and Fixtures [Member] | Plant And Equipment [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Expected useful life | 3 years |
Furniture and Fixtures [Member] | Plant And Equipment [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Expected useful life | 10 years |
Furniture and Fixtures [Member] | Real Estate Held for Investment [Member] | |
Property, Plant and Equipment [Line Items] | |
Residual Value | 5.00% |
Furniture and Fixtures [Member] | Real Estate Held for Investment [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Expected useful life | 3 years |
Furniture and Fixtures [Member] | Real Estate Held for Investment [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Expected useful life | 10 years |
Office Equipment [Member] | Plant And Equipment [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Expected useful life | 3 years |
Residual Value | 5.00% |
Office Equipment [Member] | Plant And Equipment [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Expected useful life | 10 years |
Residual Value | 10.00% |
Office Equipment [Member] | Real Estate Held for Investment [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Expected useful life | 3 years |
Residual Value | 5.00% |
Office Equipment [Member] | Real Estate Held for Investment [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Expected useful life | 10 years |
Residual Value | 10.00% |
Leasehold Improvements [Member] | Plant And Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Expected useful life, description | Over the shorter of estimated useful life or term of lease |
Residual Value | |
Leasehold Improvements [Member] | Real Estate Held for Investment [Member] | |
Property, Plant and Equipment [Line Items] | |
Expected useful life, description | Shorter of the estimated useful life or term of lease |
Residual Value | |
Office Leasehold Improvement [Member] | Real Estate Held for Investment [Member] | |
Property, Plant and Equipment [Line Items] | |
Residual Value |
Nature of Operations and Summ_7
Nature of Operations and Summary of Significant Accounting Policies - Schedule of Disaggregated Revenue Based on Revenue by Service Lines and Revenue by Geographic Area (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Disaggregation of Revenue [Line Items] | ||
Total revenue | $ 4,213,360 | $ 3,916,372 |
Hong Kong [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 3,271,745 | 2,705,182 |
Malaysia [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 661,008 | 604,112 |
China [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 280,607 | 607,078 |
Corporate Advisory - Non-Listing Services [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 2,680,748 | 2,743,819 |
Corporate Advisory - Listing Services [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 570,000 | |
Sales of Real Estate Held For Sale [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 1,368,220 | 423,871 |
Rental of Real Estate Properties [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | $ 164,392 | $ 178,682 |
Nature of Operations and Summ_8
Nature of Operations and Summary of Significant Accounting Policies - Schedule of Deferred Revenue and Deferred Costs of Revenue (Details) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Deferred revenue | $ 1,816,358 | $ 345,000 |
Deferred costs of revenue | $ 418,668 | $ 74,990 |
Nature of Operations and Summ_9
Nature of Operations and Summary of Significant Accounting Policies - Summary of Carrying Value of Accounts Receivable (Details) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Accounts receivable, gross | $ 267,856 | $ 421,913 |
Less: Allowance for doubtful accounts | (79,802) | (76,179) |
Accounts receivable, net | $ 188,054 | $ 345,734 |
Nature of Operations and Sum_10
Nature of Operations and Summary of Significant Accounting Policies - Schedule of Foreign Currencies Translation (Details) | Dec. 31, 2018 | Dec. 31, 2017 |
Period-End MYR : US$1 Exchange Rate [Member] | ||
Foreign Currency Exchange Rate, Translation | 4.13 | 4.05 |
Period-Average MYR : US$1 Exchange Rate [Member] | ||
Foreign Currency Exchange Rate, Translation | 4.04 | 4.28 |
Period-End RMB : US$1 Exchange Rate [Member] | ||
Foreign Currency Exchange Rate, Translation | 6.88 | 6.51 |
Period-Average RMB : US$1 Exchange Rate [Member] | ||
Foreign Currency Exchange Rate, Translation | 6.63 | 6.74 |
Period-End /Average HK$ : US$1 Exchange Rate [Member] | ||
Foreign Currency Exchange Rate, Translation | 7.75 | 7.75 |
Period-End AU$ : US$1 Exchange Rate [Member] | ||
Foreign Currency Exchange Rate, Translation | 1.42 | |
Period-Average AU$: US$1 Exchange Rate [Member] | ||
Foreign Currency Exchange Rate, Translation | 1.34 |
Notes Receivable (Details Narra
Notes Receivable (Details Narrative) - USD ($) | Jun. 16, 2018 | Dec. 31, 2018 | Dec. 31, 2018 |
Loan amount | $ 300,000 | $ 300,000 | |
Impairment loss | $ 77,088 | ||
Managing Director of Leader Financial [Member] | |||
Payments of debt | $ 222,912 | ||
Leader Financial Asset Management Ltd. [Member] | Loan Agreement [Member] | |||
Due from related party | $ 300,000 | ||
Debt instrument, interest rate | 6.00% | ||
Debt instrument, maturity date | Jun. 15, 2020 |
Property and Equipment, Net (De
Property and Equipment, Net (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Depreciation expense, classify as operating expenses | $ 143,359 | $ 21,992 |
Office leasehold pledged to banks as collateral security | $ 1,177,617 | |
Office Leasehold [Member] | ||
Property, plant and equipment, useful life | 50 years | |
Remaining life term of property, plant and equipment | 26 years |
Property and Equipment, Net - S
Property and Equipment, Net - Schedule of Property, Plant and Equipment (Details) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, Gross | $ 3,196,004 | $ 3,326,164 |
Less: Accumulated depreciation and amortization | (197,491) | (59,335) |
Total | 2,998,513 | 3,266,829 |
Office Leasehold [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, Gross | 3,021,884 | 3,194,858 |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, Gross | 56,025 | 46,890 |
Office Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, Gross | 47,751 | 43,076 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, Gross | $ 70,344 | $ 41,340 |
Real Estate Held For Sale (Deta
Real Estate Held For Sale (Details Narrative) | 12 Months Ended | |
Dec. 31, 2018USD ($)Integer | Dec. 31, 2017USD ($) | |
Real Estate [Abstract] | ||
Real estate held for sale | $ 2,530,183 | $ 3,430,641 |
Number of units sold in real estate | Integer | 8 | |
Cost of sale of property, others | $ 900,458 | 31,143 |
Cost of properties sold | 119,333 | 316,336 |
Sale of properties | $ 1,368,220 | $ 423,871 |
Real Estate Held for Investme_3
Real Estate Held for Investment (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Real Estate Investment Property, Net [Abstract] | ||
Depreciation and amortization expense | $ 32,917 | $ 30,570 |
Real estate held for investment pledged to banks as security collateral | $ 586,905 |
Real Estate Held for Investme_4
Real Estate Held for Investment - Schedule of Real Estate Held For Investment (Details) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Real estate investment property, Gross | $ 977,733 | $ 999,522 |
Less: Accumulated depreciation and amortization | (159,268) | (130,538) |
Real estate investment property, Net | 818,465 | 868,984 |
Office Leasehold [Member] | ||
Real estate investment property, Gross | 831,414 | 851,120 |
Furniture and Fixtures [Member] | ||
Real estate investment property, Gross | 55,094 | 57,814 |
Office Equipment [Member] | ||
Real estate investment property, Gross | 15,696 | 15,378 |
Leasehold Improvements [Member] | ||
Real estate investment property, Gross | $ 75,529 | $ 75,210 |
Other Investments - Schedule of
Other Investments - Schedule of Other Investments (Details) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 | |
Other | $ 1,758 | $ 3,500 | |
Cash surrender value of life insurance, net of policy loan | 110,357 | 75,344 | |
Investment deposit | [1] | ||
Total | 163,728 | 130,457 | |
Unconsolidated Investments in KSP and Acorn [Member] | |||
Investments in unconsolidated investments | [2] | ||
Investment in Greenpro Trust Limited Related Party [Member] | |||
Investments | [3] | $ 51,613 | $ 51,613 |
[1] | During 2018, the Company made a deposit on a potential real estate acquisition that was subsequently cancelled. As of December 31, 2018, the deposit was not returned and the Company determined that the deposit was impaired, and recorded an impairment of the deposit of $371,932. | ||
[2] | During 2018, the Company invested $250,000 in Acorn Group Holdings Limited ("Acorn") which approximates a 2% equity interest of Acorn. Acorn is a company incorporated in the Cayman Islands that provides pension and administrative services. It was determined that the Company can significantly influence Acorn based on common business relationships. During 2018, the Company acquired 49% shareholding of Greenpro KSP Holding Group Company Limited ("KSP") in exchange for $363,930, made up of $75,000 in cash and 38,524 shares of the Company's common stock valued at $288,930. The Company also issued 578 shares of the Company's common stock valued at $7.50 per share, or a total of $4,335, as a commission that was also capitalized as cost of investment in KSP. KSP provides accounting, auditing and consulting services in Thailand. The Company accounted for its investment in KSPH under the equity method of accounting. At December 31, 2018, the Company determined that its investments in KSP and Acorn were impaired and recorded an impairment of unconsolidated investments of $618,265. | ||
[3] | At December 31, 2018 and 2017, the Company had an investment in Greenpro Trust Limited of $51,613, which is approximately 11% of the equity interest of Greenpro Trust Limited and is accounted for under the cost method of accounting. Greenpro Trust Limited is a company incorporated in Hong Kong and Mr. Lee Chong Kuang and Mr. Loke Che Chan, Gilbert are common directors of Greenpro Trust Limited and the Company. |
Other Investments - Schedule _2
Other Investments - Schedule of Other Investments (Details) (Parenthetical) - USD ($) | Jul. 20, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | |
Number of shares issued for acquisition, value | $ 293,265 | $ 851,613 | ||
Number of common stock shares issued | 288,930 | |||
Number of common stock shares issued, value | $ 38,524 | 984,864 | ||
Impairment of unconsolidated investments | 618,265 | |||
Impairment of deposit | 371,932 | |||
Investment in Greenpro Trust Limited Related Party [Member] | ||||
Investments | [1] | $ 51,613 | $ 51,613 | |
Equity ownership interest | 11.00% | 11.00% | ||
Equity investment percentage | 11.00% | 11.00% | ||
Acorn Group Holdings Limited [Member] | ||||
Investments | $ 250,000 | |||
Equity ownership interest | 2.00% | |||
Equity investment percentage | 2.00% | |||
Greenpro KSP Holding Group Company Limited [Member] | ||||
Equity ownership interest | 49.00% | |||
Equity investment percentage | 49.00% | |||
Acquisition price | $ 363,930 | |||
Payment in cash | $ 75,000 | |||
Number of shares issued for acquisition | 38,524 | |||
Number of shares issued for acquisition, value | $ 288,930 | |||
Number of common stock shares issued | 578 | |||
Sale of stock price, per share | $ 7.50 | |||
Number of common stock shares issued, value | $ 4,335 | |||
[1] | At December 31, 2018 and 2017, the Company had an investment in Greenpro Trust Limited of $51,613, which is approximately 11% of the equity interest of Greenpro Trust Limited and is accounted for under the cost method of accounting. Greenpro Trust Limited is a company incorporated in Hong Kong and Mr. Lee Chong Kuang and Mr. Loke Che Chan, Gilbert are common directors of Greenpro Trust Limited and the Company. |
Intangible Assets and Goodwil_2
Intangible Assets and Goodwill (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Amortization expense | $ 90,581 | $ 135,925 |
Impairment of intangible assets | 105,000 | 164,337 |
Impairment of goodwill | 892,137 | 1,734,384 |
Goodwill | 319,726 | 1,211,863 |
Falcon [Member] | ||
Amortization expense | 105,000 | |
Impairment of intangible assets | 105,000 | |
Impairment of goodwill | 892,137 | |
Goodwill | 892,137 | |
Yabez [Member] | ||
Impairment of intangible assets | 96,250 | |
Impairment of goodwill | 434,866 | |
Billion Sino Holdings Limited [Member] | ||
Impairment of intangible assets | 68,087 | |
Impairment of goodwill | $ 1,299,518 | |
Ace Corporation Services [Member] | ||
Amortization expense | 344,500 | |
Goodwill | $ 319,726 |
Intangible Assets and Goodwil_3
Intangible Assets and Goodwill - Schedule of Intangible Assets (Details) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Total intangible assets, gross | $ 351,754 | $ 455,686 |
Less: Accumulated amortization | (294,612) | (204,031) |
Total intangible assets, net | 57,142 | 251,655 |
Trademarks [Member] | ||
Total intangible assets, gross | 7,254 | 6,186 |
Customer Lists and Order Backlog [Member] | ||
Total intangible assets, gross | $ 344,500 | $ 449,500 |
Intangible Assets and Goodwil_4
Intangible Assets and Goodwill - Schedule of Amortization Expense of Intangible Assets (Details) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2019 | $ 30,625 | |
2020 | 23,150 | |
2021 | 3,367 | |
Total intangible assets, net | $ 57,142 | $ 251,655 |
Derivative Liabilities (Details
Derivative Liabilities (Details Narrative) | Jun. 12, 2018shares |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Number of warrants exercisable into common stock | 53,556 |
Derivative Liabilities - Schedu
Derivative Liabilities - Schedule of Derivative Liabilities at Fair Value (Details) - USD ($) | Jun. 12, 2018 | Dec. 31, 2018 |
Fair Value of warrants | $ 508,589 | $ 241,923 |
Risk Free Interest Rate [Member] | ||
Fair value assumptions, measurement input, percentages | 2.90% | 3.00% |
Expected Volatility [Member] | ||
Fair value assumptions, measurement input, percentages | 165.00% | 201.00% |
Expected Life [Member] | ||
Fair value assumptions, measurement input, term | 5 years | 4 years 4 months 24 days |
Expected Dividend Yield [Member] | ||
Fair value assumptions, measurement input, percentages | 0.00% | 0.00% |
Due to Related Parties (Details
Due to Related Parties (Details Narrative) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Amount due to non-controlling interest | $ 822,194 | $ 1,441,548 |
Billion Sino Holdings Limited [Member] | ||
Amount due to non-controlling interest | $ 175,693 |
Due to Related Parties - Schedu
Due to Related Parties - Schedule of Amounts Due to Related Parties (Details) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Due to Related Parties [Abstract] | ||
Due to non-controlling interest | $ 822,194 | $ 1,617,241 |
Due to shareholders | 35,937 | 3,993 |
Due to directors | 2,667 | 85,212 |
Due to related companies | 1,734 | 107,484 |
Total | $ 862,532 | $ 1,813,930 |
Loans Secured by Real Estate -
Loans Secured by Real Estate - Schedule of Long Term Bank Loans (Details) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 | Aug. 31, 2013 | May 31, 2013 | |||
Bank loans from financial institutions | $ 1,764,522 | $ 2,770,987 | |||||
Less: current portion | (147,416) | (928,147) | |||||
Loans secured by real estate, net of current portion | 1,617,106 | 1,842,840 | |||||
Standard Chartered Saadiq Berhad [Member] | |||||||
Bank loans from financial institutions | 347,461 | [1] | 363,974 | [1] | $ 495,170 | ||
United Overseas Bank (Malaysia) Berhad [Member] | |||||||
Bank loans from financial institutions | 239,444 | [2] | 249,459 | [2] | $ 326,530 | ||
Bank of China Limited [Member] | |||||||
Bank loans from financial institutions | [3] | 1,177,617 | 1,383,360 | ||||
Loan From Non-Banking Lender Hong Kong [Member] | |||||||
Bank loans from financial institutions | [4] | $ 774,194 | |||||
[1] | In May 2013, the Company obtained a loan in the principal amount of MYR1,629,744 (approximately $495,170) from Standard Chartered Saadiq Berhad, a financial institution in Malaysia to finance the acquisition of leasehold office units at Skypark One City, Selangor in Kuala Lumpur, Malaysia which bears interest at the base lending rate less 2.1% per annum (6.7% at December 31, 2018 and 2017) with 300 monthly installments of MYR9,287 (approximately $2,840) each and will mature in May 2038. The mortgage loan is secured by (i) the first legal charge over the property, (ii) personally guaranteed by Mr. Lee Chong Kuang and Mr. Loke Che Chan Gilbert, the directors of the Company, and (iii) guaranteed by a related corporation which is controlled by the directors of the Company. | ||||||
[2] | In August 2013, the Company, through Mr. Lee Chong Kuang, the director of the Company, obtained a loan in the principal amount of MYR1,074,696 (approximately $326,530) from United Overseas Bank (Malaysia) Berhad, a financial institution in Malaysia to finance the acquisition of a leasehold office unit at Northpoint, Mid Valley City in Kuala Lumpur, Malaysia which bears interest at the base lending rate less 2.2% per annum (6.81% at December 31, 2018 and 2017) with 360 monthly installments of MYR5,382 (approximately $1,645) each and will mature in August 2043. The mortgage loan is secured by the first legal charge over the property. | ||||||
[3] | In December 2018, the Company obtained a loan in the principal amount of RMB9,000,000 (approximately $1,383,360) from Bank of China Limited, a financial institution in China to finance the acquisition of leasehold office units of approximately 5,000 square feet at the Di Wang Building (Shun Hing Square), Shenzhen, China (the Property). The loan bears interest at a 25% premium above the 5-year-or-above RMB base lending rate per annum (6.125% at December 31, 2018) with 120 monthly installments and will mature in December 2027. The monthly installment will be determined by the sum of (i) a 25% premium above the 5-year-or-above RMB base lending rate per annum on the 20th day of each month for the interest payment and (ii) RMB75,000 (approximately $11,528) for the fixed repayment of principal. The mortgage loan is secured by (i) the first legal charge over the Property, (ii) a restricted-cash fixed time deposit of RMB1,000,000 (approximately $153,707) of the Company, (iii) the accounts receivable of Greenpro Management Consultancy (Shenzhen) Limited, (iv) corporate guaranteed by the Company and by a related company which is controlled by the Loke Che Chan Gilbert, and (v) personally guaranteed by Ms. Chen Yanhong, the legal representative of Greenpro Management Consultancy (Shenzhen) Limited and a shareholder of the Company. | ||||||
[4] | In September 2017, the Company borrowed HKD 8,000,000 (approximately $1,032,258) from Laboratory JaneClare Limited, a non-banking lender located in Hong Kong. The loan is secured by the Companys real estate held for sale, bore interest at 8.4% per annum, and was repaid in full in September 2018. |
Loans Secured by Real Estate _2
Loans Secured by Real Estate - Schedule of Long Term Bank Loans (Details) (Parenthetical) | 1 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018USD ($)ft² | Dec. 31, 2017USD ($) | Sep. 30, 2017USD ($) | Aug. 31, 2013USD ($) | May 31, 2013USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | |||||
Bank loans from financial institutions | $ 1,764,522 | $ 2,770,987 | $ 1,764,522 | $ 2,770,987 | |||||||
Standard Chartered Saadiq Berhad [Member] | |||||||||||
Bank loans from financial institutions | 347,461 | [1] | 363,974 | [1] | $ 495,170 | $ 347,461 | [1] | $ 363,974 | [1] | ||
Interest rate on bank loans | 2.10% | ||||||||||
Number of installments on bank loan | 300 monthly installments | ||||||||||
Monthly installment of bank loan | $ 2,840 | ||||||||||
Bank loan mature date | May 31, 2038 | ||||||||||
Standard Chartered Saadiq Berhad [Member] | Base Rate [Member] | |||||||||||
Base lending rate per annum | 6.70% | 6.70% | |||||||||
Standard Chartered Saadiq Berhad [Member] | MYR [Member] | |||||||||||
Bank loans from financial institutions | $ 1,629,744 | ||||||||||
Monthly installment of bank loan | $ 9,287 | ||||||||||
United Overseas Bank (Malaysia) Berhad [Member] | |||||||||||
Bank loans from financial institutions | 239,444 | [2] | 249,459 | [2] | $ 326,530 | $ 239,444 | [2] | $ 249,459 | [2] | ||
Interest rate on bank loans | 2.20% | ||||||||||
Number of installments on bank loan | 360 monthly installments | ||||||||||
Monthly installment of bank loan | $ 1,645 | ||||||||||
Bank loan mature date | Aug. 31, 2043 | ||||||||||
United Overseas Bank (Malaysia) Berhad [Member] | Base Rate [Member] | |||||||||||
Base lending rate per annum | 6.81% | 6.81% | |||||||||
United Overseas Bank (Malaysia) Berhad [Member] | MYR [Member] | |||||||||||
Bank loans from financial institutions | $ 1,074,696 | ||||||||||
Monthly installment of bank loan | $ 5,382 | ||||||||||
Bank of China Limited [Member] | |||||||||||
Bank loans from financial institutions | $ 1,383,360 | $ 1,383,360 | |||||||||
Interest rate on bank loans | 6.125% | ||||||||||
Number of installments on bank loan | 5-year-or-above RMB base lending rate per annum with 120 monthly installments | ||||||||||
Bank loan mature date | Dec. 31, 2027 | ||||||||||
Acquisition of leasehold office units | ft² | 5,000 | ||||||||||
Interest rate, effective percentage | 25.00% | 25.00% | |||||||||
Repayment of principal | $ 11,528 | ||||||||||
Bank of China Limited [Member] | RMB [Member] | |||||||||||
Bank loans from financial institutions | $ 9,000,000 | $ 9,000,000 | |||||||||
Repayment of principal | 75,000 | ||||||||||
Greenpro Management Consultancy (Shenzhen) Limited [Member] | Restricted-Cash Fixed Deposit [Member] | |||||||||||
Secured mortgage loan amount | 153,707 | $ 153,707 | |||||||||
Greenpro Management Consultancy (Shenzhen) Limited [Member] | RMB [Member] | Restricted-Cash Fixed Deposit [Member] | |||||||||||
Secured mortgage loan amount | $ 1,000,000 | $ 1,000,000 | |||||||||
Laboratory JaneClare Limited [Member] | |||||||||||
Bank loans from financial institutions | $ 1,032,258 | ||||||||||
Interest rate on bank loans | 8.40% | ||||||||||
Laboratory JaneClare Limited [Member] | Hong Kong, Dollars | |||||||||||
Bank loans from financial institutions | $ 8,000,000 | ||||||||||
[1] | In May 2013, the Company obtained a loan in the principal amount of MYR1,629,744 (approximately $495,170) from Standard Chartered Saadiq Berhad, a financial institution in Malaysia to finance the acquisition of leasehold office units at Skypark One City, Selangor in Kuala Lumpur, Malaysia which bears interest at the base lending rate less 2.1% per annum (6.7% at December 31, 2018 and 2017) with 300 monthly installments of MYR9,287 (approximately $2,840) each and will mature in May 2038. The mortgage loan is secured by (i) the first legal charge over the property, (ii) personally guaranteed by Mr. Lee Chong Kuang and Mr. Loke Che Chan Gilbert, the directors of the Company, and (iii) guaranteed by a related corporation which is controlled by the directors of the Company. | ||||||||||
[2] | In August 2013, the Company, through Mr. Lee Chong Kuang, the director of the Company, obtained a loan in the principal amount of MYR1,074,696 (approximately $326,530) from United Overseas Bank (Malaysia) Berhad, a financial institution in Malaysia to finance the acquisition of a leasehold office unit at Northpoint, Mid Valley City in Kuala Lumpur, Malaysia which bears interest at the base lending rate less 2.2% per annum (6.81% at December 31, 2018 and 2017) with 360 monthly installments of MYR5,382 (approximately $1,645) each and will mature in August 2043. The mortgage loan is secured by the first legal charge over the property. |
Loans Secured by Real Estate _3
Loans Secured by Real Estate - Schedule of Maturities of Long-term Bank Loans (Details) | Dec. 31, 2018USD ($) |
Debt Disclosure [Abstract] | |
2019 | $ 147,416 |
2020 | 148,136 |
2021 | 149,043 |
2022 | 149,918 |
2023 | 150,834 |
Thereafter | 1,019,175 |
Total | $ 1,764,522 |
Stockholders' Equity (Details N
Stockholders' Equity (Details Narrative) - USD ($) | Jul. 20, 2018 | Jul. 18, 2018 | Jul. 18, 2018 | Apr. 25, 2017 | Jun. 30, 2018 | Dec. 31, 2017 | Dec. 31, 2018 |
Capital stock, shares authorized | 600,000,000 | ||||||
Common stock, shares authorized | 500,000,000 | 500,000,000 | |||||
Common stock, par value | $ 0.0001 | $ 0.0001 | |||||
Preferred stock, shares authorized | 100,000,000 | 100,000,000 | |||||
Preferred stock, par value | $ 0.0001 | $ 0.0001 | |||||
Number of common stock sold during period, shares | 288,930 | ||||||
Stock issued price per share | $ 7.50 | ||||||
Number of common stock sold during period | $ 38,524 | $ 984,864 | |||||
Equity interest, percentage | 39.26% | ||||||
Notes receivable | |||||||
Network 1 Financial Securities, Inc [Member] | |||||||
Number of common stock sold during period, shares | 578 | ||||||
Stock issued price per share | $ 7.50 | ||||||
Number of common stock sold during period | $ 4,335 | ||||||
Billion Sino Holdings Limited [Member] | |||||||
Number of common stock sold during period, shares | 340,645 | ||||||
Stock issued price per share | $ 2.50 | ||||||
Proceeds from issuance public offering | $ 851,613 | ||||||
Equity interest, percentage | 60.00% | ||||||
Private Placements [Member] | |||||||
Number of common stock sold during period, shares | 505,556 | ||||||
Proceeds from issuance public offering | $ 984,864 | ||||||
Private Placements [Member] | Minimum [Member] | |||||||
Stock issued price per share | $ 1.80 | ||||||
Private Placements [Member] | Maximum [Member] | |||||||
Stock issued price per share | $ 2.50 | ||||||
Private Placements [Member] | V1 Group Limited [Member] | |||||||
Number of common stock sold during period, shares | 906,666 | ||||||
Proceeds from issuance public offering | $ 6,800,000 | ||||||
Number of common stock sold during period | $ 5,440,000 | ||||||
Number of shares purchased | 94,350,000 | ||||||
Proceeds from investment | $ 800,000 | ||||||
Private placement costs | $ 4,640,000 | ||||||
Public Offering [Member] | |||||||
Number of common stock sold during period, shares | 535,559 | ||||||
Stock issued price per share | $ 6 | ||||||
Proceeds from issuance public offering | $ 2,765,705 | ||||||
Underwriting commissions and offering expenses | 447,649 | ||||||
Fair value of warrants issued | $ 508,589 | ||||||
Private Placement [Member] | |||||||
Stock issued price per share | $ 6 | $ 6 | |||||
Investment | $ 6,000,000 | $ 6,000,000 | |||||
Cash | 800,000 | 800,000 | |||||
Notes receivable | $ 6,000,000 | $ 6,000,000 | |||||
Debt instrument term | 2 years |
Income Taxes (Details Narrative
Income Taxes (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Valuation allowance deferred tax assets | $ 2,273,054 | $ 1,040,835 |
Statutory income tax rate | 24.00% | 24.00% |
Goodwill impairment | $ 997,137 | $ 1,898,721 |
United States of America [Member] | ||
Net operating loss carryforwards | $ 7,017,034 | |
Operating loss carryforwards expiration term | expire in 2037 | |
Valuation allowance deferred tax assets | $ 1,473,577 | |
Hong Kong [Member] | ||
Statutory income tax rate | 16.50% | |
Operating loss on subsidiaries | $ 1,270,238 | 2,323,953 |
Goodwill impairment | 997,137 | |
Operating income on subsidiaries | 473,995 | 149,942 |
Cumulative net operating losses | 1,690,332 | |
Cumulative net operating income | 510,449 | |
Goodwill and intangible | 18,958 | |
Valuation allowance increase | $ 259,946 | |
The PRC [Member] | GMC (SZ), SZ Falcon and GSNSZ [Member] | ||
Operating loss carryforwards expiration term | expire in 2023 | |
Valuation allowance deferred tax assets | $ 179,891 | |
Statutory income tax rate | 25.00% | |
Operating loss on subsidiaries | $ 1,466,355 | |
Operating income on subsidiaries | 77,851 | |
Cumulative net operating losses | 1,599,441 | |
Goodwill and intangible | 220,560 | |
Malaysia [Member] | ||
Valuation allowance deferred tax assets | $ 2,273,054 | |
Statutory income tax rate | 20.00% | |
Valuation allowance increase | $ 1,232,219 | |
Malaysia [Member] | GRSB, GCVSB and GWSB [Member] | ||
Net operating loss carryforwards | 195,710 | $ 174,998 |
Valuation allowance deferred tax assets | 119,787 | |
Cumulative net operating losses | $ 598,934 |
Income Taxes - Schedule of Inco
Income Taxes - Schedule of Income (loss) Before Income Taxes (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Loss before income taxes | $ (8,308,927) | $ (3,048,537) |
Local [Member] | ||
Loss before income taxes | (5,062,437) | (723,141) |
Hong Kong [Member] | ||
Loss before income taxes | (745,051) | (2,174,011) |
The PRC [Member] | ||
Loss before income taxes | (1,499,144) | 114,443 |
Malaysia [Member] | ||
Loss before income taxes | (197,878) | (172,593) |
Other [Member] | ||
Loss before income taxes | $ (804,417) | $ (93,235) |
Income Taxes - Schedule of Prov
Income Taxes - Schedule of Provision for Income Taxes (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Provision for income taxes local current | ||
Provision for income taxes deferred local | ||
Provision for income taxes deferred foreign | ||
Deferred Provision for income taxes | 16,236 | 68,372 |
Hong Kong [Member] | ||
Provision for income taxes current foreign | 51,192 | 20,286 |
The PRC [Member] | ||
Provision for income taxes current foreign | (32,788) | 48,086 |
Malaysia [Member] | ||
Provision for income taxes current foreign | $ (2,168) |
Income Taxes - Schedule of Effe
Income Taxes - Schedule of Effective Income Tax Rate (Details) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Income Taxes - Schedule Of Effective Income Tax Rate | ||
Statutory blended tax rate | (24.00%) | (24.00%) |
Goodwill impairment | 16.00% | 16.00% |
Increase in valuation allowance | 10.00% | 10.00% |
Effective tax rate | 2.00% | 2.00% |
Income Taxes - Schedule of Comp
Income Taxes - Schedule of Components of Deferred Tax Assets (Details) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Goodwill and intangibles | $ 239,518 | $ 313,389 |
Deferred tax assets net operating loss carryforwards | 2,273,054 | 1,040,835 |
Less: valuation allowance | (2,273,054) | (1,040,835) |
Deferred tax assets | ||
United States of America [Member] | ||
Deferred tax assets net operating loss carryforwards | 1,473,577 | 398,857 |
Less: valuation allowance | (1,473,577) | |
Hong Kong [Member] | ||
Deferred tax assets net operating loss carryforwards | 259,946 | 207,197 |
The PRC [Member] | ||
Deferred tax assets net operating loss carryforwards | 179,891 | 40,747 |
Malaysia [Member] | ||
Deferred tax assets net operating loss carryforwards | 119,787 | 80,645 |
Less: valuation allowance | (2,273,054) | |
Australia [Member] | ||
Deferred tax assets net operating loss carryforwards | $ 335 |
Related Party Transactions - Sc
Related Party Transactions - Schedule of Related Parties Transactions (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Service Revenue [Member] | ||
Revenue from related parties | $ 420,730 | $ 281,962 |
Rental Revenue [Member] | ||
Revenue from related parties | 0 | 47,683 |
Related Party A [Member] | Service Revenue [Member] | ||
Revenue from related parties | 10,065 | |
Related Party A [Member] | Rental Revenue [Member] | ||
Revenue from related parties | 3,484 | |
Related Party B [Member] | Service Revenue [Member] | ||
Revenue from related parties | 195,325 | 271,897 |
Related Party B [Member] | Rental Revenue [Member] | ||
Revenue from related parties | 44,199 | |
Related Party C [Member] | Service Revenue [Member] | ||
Revenue from related parties | 2,189 | |
Related Party D [Member] | Service Revenue [Member] | ||
Revenue from related parties | 304 | |
Related Party E [Member] | Cost of Service Revenue [Member] | ||
Revenue from related parties | $ 66,000 |
Segment Information (Details Na
Segment Information (Details Narrative) | 12 Months Ended |
Dec. 31, 2018OperatingSegments | |
Segment Reporting [Abstract] | |
Number of reportable operating segments | 2 |
Segment Information - Schedule
Segment Information - Schedule of Summarized Financial Information (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | ||
Revenues | $ 4,213,360 | $ 3,916,372 | |
Cost of revenues | (2,081,184) | (1,487,801) | |
Depreciation and amortization | 233,940 | 188,487 | |
Net income (loss) | (8,325,163) | (3,116,909) | |
Total assets | 10,063,954 | 11,014,307 | |
Capital expenditures for long-lived assets | 299,197 | 3,153,597 | |
Hong Kong [Member] | |||
Revenues | [1] | 3,271,745 | 2,705,182 |
Cost of revenues | [1] | (1,804,592) | (1,207,775) |
Depreciation and amortization | [1] | 100,668 | 89,360 |
Net income (loss) | [1] | (7,556,343) | (3,191,830) |
Total assets | [1] | 5,577,046 | 5,396,075 |
Capital expenditures for long-lived assets | [1] | 255,278 | 45,503 |
Malaysia [Member] | |||
Revenues | [1] | 661,008 | 604,112 |
Cost of revenues | [1] | (255,387) | (224,963) |
Depreciation and amortization | [1] | 1,920 | 32,184 |
Net income (loss) | [1] | (64,770) | 9,113 |
Total assets | [1] | 1,111,218 | 1,203,016 |
Capital expenditures for long-lived assets | [1] | 6,396 | 12,805 |
China [Member] | |||
Revenues | [1] | 280,607 | 607,078 |
Cost of revenues | [1] | (21,205) | (55,063) |
Depreciation and amortization | [1] | 131,352 | 66,943 |
Net income (loss) | [1] | (704,050) | 65,808 |
Total assets | [1] | 3,375,690 | 4,415,216 |
Capital expenditures for long-lived assets | [1] | 37,523 | 3,095,289 |
Real Estate Business [Member] | |||
Revenues | 1,532,612 | 602,553 | |
Cost of revenues | (1,082,401) | (415,891) | |
Depreciation and amortization | 20,091 | ||
Net income (loss) | 406,614 | 99,181 | |
Total assets | 2,631,509 | 3,549,950 | |
Capital expenditures for long-lived assets | |||
Service Business [Member] | |||
Revenues | 2,680,748 | 3,313,819 | |
Cost of revenues | (859,033) | (1,071,910) | |
Depreciation and amortization | 217,492 | 155,681 | |
Net income (loss) | (3,313,294) | (2,300,881) | |
Total assets | 6,317,841 | 7,282,745 | |
Capital expenditures for long-lived assets | 44,987 | 3,109,152 | |
Corporate [Member] | |||
Revenues | |||
Cost of revenues | (139,750) | ||
Depreciation and amortization | 16,448 | 12,715 | |
Net income (loss) | (5,418,483) | (915,209) | |
Total assets | 1,114,604 | 181,612 | |
Capital expenditures for long-lived assets | $ 254,210 | $ 44,445 | |
[1] | Revenues and costs are attributed to countries based on the location of customers. |
Commitments and Contingencies_2
Commitments and Contingencies (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Operating lease expiration date | Dec. 31, 2018 | |
Lease expense | $ 386,359 | $ 474,741 |
Hong Kong [Member] | ||
Operating lease expiration date | Apr. 30, 2021 |
Commitments and Contingencies -
Commitments and Contingencies - Schedule of Future Minimum Operating Lease Payments (Details) | Dec. 31, 2017USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2019 | $ 277,596 |
2020 | 260,645 |
2021 | 87,742 |
Thereafter | |
Total | $ 625,983 |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - USD ($) | Jan. 02, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Value of shares issued for acquisition | $ 293,265 | $ 851,613 | |
Subsequent Event [Member] | Sparkle Insurance Brokers Limited [Member] | |||
Equity investment percentage | 100.00% | ||
Consideration transferred | $ 193,548 | ||
Payments to acquire business | $ 129,032 | ||
Number of shares issued for acquisition | 8,602 | ||
Value of shares issued for acquisition | $ 64,516 |