Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2015 | Nov. 13, 2015 | |
Document Information [Line Items] | ||
Entity Registrant Name | Greenpro Capital Corp. | |
Entity Central Index Key | 1,597,846 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q3 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 51,553,441 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) | Sep. 30, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 658,759 | $ 623,370 |
Accounts receivable | 261,054 | 56,150 |
Properties held for sale | 4,515,721 | |
Amounts due from a related company | 27,089 | 26,810 |
Prepayments and other receivables | 57,972 | 410,273 |
Total current assets | 5,520,595 | 1,116,603 |
Non-current assets: | ||
Property, plant and equipment, net | 878,683 | 1,119,113 |
Intangible assets, net | 3,942 | $ 3,428 |
Goodwill | 1,413,769 | |
Cash surrender value of life insurance, net | 35,638 | $ 16,545 |
Investments in unconsolidated entities | 203,665 | 55,408 |
Total non-current assets | 2,535,697 | 1,194,494 |
TOTAL ASSETS | 8,056,292 | 2,311,097 |
Current liabilities: | ||
Accounts payable and accrued liabilities | 900,742 | 263,663 |
Amounts due to related parties | 2,229,868 | 265,894 |
Amounts due to directors | 39,028 | 553,354 |
Current portion of long-term bank loans | 12,389 | $ 15,067 |
Income tax payable | 19,632 | |
Total Current Liabilities | 3,201,659 | $ 1,097,978 |
Non-current liabilities | ||
Long-term bank loans | 572,198 | 742,772 |
Total liabilities | $ 3,773,857 | $ 1,840,750 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Preferred stock, $0.0001 par value; 100,000,000 shares authorized; no share issued and outstanding | ||
Common stock, $0.0001 par value; 500,000,000 shares authorized; 51,457,171 shares and 44,752,800 shares issued and outstanding as of September 30, 2015 and December 31, 2014, respectively | $ 5,146 | $ 4,475 |
Additional paid in capital | 4,807,271 | 706,921 |
Accumulated other comprehensive loss | (117,383) | (9,541) |
Accumulated deficit | (467,712) | (231,508) |
Total Greenpro Capital Corp. stockholders' equity | 4,227,322 | $ 470,347 |
Non-controlling interest | 55,113 | |
Total stockholders' equity | 4,282,435 | $ 470,347 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ 8,056,292 | $ 2,311,097 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - $ / shares | Sep. 30, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Preferred stock, value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 100,000,000 | 100,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 500,000,000 | 500,000,000 |
Common stock, shares issued | 51,457,171 | 44,752,800 |
Common stock, shares outstanding | 51,457,171 | 44,752,800 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) | 5 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
REVENUES, NET | ||||
- Rental income | $ 14,558 | $ 7,883 | $ 31,345 | $ 8,800 |
- Sale of properties | 628,757 | 628,757 | ||
- Service income | 522,660 | $ 237,502 | 1,092,778 | $ 340,259 |
Total revenues | 1,165,975 | 245,385 | 1,752,880 | 349,059 |
COST OF REVENUES | ||||
- Cost of rental | (2,969) | $ (3,968) | (5,783) | $ (7,281) |
- Cost of properties sold | (470,769) | (470,769) | ||
- Cost of service | (211,868) | $ (71,026) | (388,619) | $ (96,462) |
Total cost of revenues | (685,606) | (74,994) | (865,171) | (103,743) |
GROSS PROFIT | 480,369 | 170,391 | 887,709 | 245,316 |
OPERATING EXPENSES: | ||||
General and administrative | (506,668) | (125,861) | (802,356) | (192,497) |
(LOSS) INCOME FROM OPERATIONS | (26,299) | 44,530 | 85,353 | 52,819 |
OTHER EXPENSES: | ||||
Interest expense | (60,290) | $ (22,545) | (71,696) | $ (51,175) |
Share of loss on investments in unconsolidated entities | (36,377) | (36,377) | ||
(LOSS) INCOME BEFORE INCOME TAX AND NON-CONTROLLING INTEREST | (122,966) | $ 21,985 | (22,720) | $ 1,644 |
Income tax expense | (19,391) | (19,391) | (1,415) | |
NET (LOSS) INCOME BEFORE NON-CONTROLLING INTEREST | (142,357) | $ 21,985 | (42,111) | $ 229 |
Less: Net income attributable to non-controlling interest | (39,252) | (39,252) | ||
NET (LOSS) INCOME ATTRIBUTED TO GREENPRO CAPITAL CORP. COMMON STOCKHOLDERS | (181,609) | $ 21,985 | (81,363) | $ 229 |
Other comprehensive loss: | ||||
- Foreign currency translation (loss) income | (107,842) | 8,743 | (107,842) | 8,743 |
COMPREHENSIVE (LOSS) INCOME | $ (289,451) | $ 30,728 | $ (189,205) | $ 8,972 |
NET (LOSS) INCOME PER SHARE, BASIC AND DILUTED | $ (0.01) | $ 0 | $ 0 | $ 0 |
WEIGHTED AVERAGE NUMBER OF COMMON STOCK OUTSTANDING, BASIC AND DILUTED | 26,566,755 | 12,071,631 | 24,745,235 | 11,161,024 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Cash flows from operating activities: | ||
Net (loss) income | $ (81,363) | $ 229 |
Adjustments to reconcile net (loss) income to net cash used in operating activities: | ||
Depreciation and amortization | 32,064 | 41,124 |
Surrender charge on life insurance | 30,727 | $ 16,431 |
Non-controlling interest | 39,252 | |
Share of loss on investments in unconsolidated entities | 36,377 | |
Changes in operating assets and liabilities: | ||
Accounts receivable | (62,799) | $ (54,665) |
Properties held for sale | (4,515,721) | |
Prepayments and other receivables | 365,539 | $ (23,298) |
Accounts payable and accrued liabilities | 622,574 | (18,349) |
Income tax payable | 19,391 | 1,415 |
Net cash used in operating activities | (3,513,959) | (37,113) |
Cash flows from investing activities: | ||
Purchase of property, plant and equipment | (18,945) | $ (56,014) |
Purchase of intangible assets | (819) | |
Payment for life insurance premium | (49,820) | $ (15,502) |
Cash proceeds from acquisition of subsidiaries | 24,735 | |
Investments in unconsolidated entities | (59,113) | |
Net cash used in investing activities | (103,962) | $ (71,516) |
Cash flows from financing activities: | ||
Proceeds from share issuance | 2,060,000 | $ 688,200 |
Proceeds from non-controlling interest | 516 | |
Advances from related parties | 1,708,125 | |
Repayments to directors | $ (61,334) | $ (125,180) |
Proceeds from bank borrowings | 31,994 | |
Repayment of bank borrowings | $ (10,618) | (9,893) |
Net cash provided by financing activities | 3,696,689 | 585,121 |
Effect of exchange rate changes in cash and cash equivalents | (43,379) | 10,797 |
NET CHANGE IN CASH AND CASH EQUIVALENTS | 35,389 | 487,289 |
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD | 623,370 | 155,058 |
CASH AND CASH EQUIVALENTS, END OF PERIOD | $ 658,759 | $ 623,370 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ||
Cash paid for income tax | ||
Cash paid for interest | $ 71,696 | $ 51,175 |
NON-CASH INVESTING AND FINANCING ACTIVITIES | ||
Shares issued for acquisition of subsidiaries | 1,336,965 | |
Waiver of related party loans | $ 452,992 |
BASIS OF PRESENTATION
BASIS OF PRESENTATION | 9 Months Ended |
Sep. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
BASIS OF PRESENTATION | NOTE 1 BASIS OF PRESENTATION The accompanying unaudited condensed consolidated financial statements have been prepared by management in accordance with both accounting principles generally accepted in the United States (GAAP), and the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Certain information and note disclosures normally included in audited financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to those rules and regulations, although the Company believes that the disclosures made are adequate to make the information not misleading. In the opinion of management, all adjustments (consisting only of normal recurring adjustments) necessary for the fair presentation of the financial information for the interim periods reported have been made. Results of operations for the nine months ended September 30, 2015 are not necessarily indicative of the results for the year ending December 31, 2015 or any period thereafter. These unaudited condensed financial statements should be read in conjunction with the audited financial statements and related notes included in our annual report on Form 10-K for the fiscal year ended October 31, 2014, filed with the Securities and Exchange Commission on January 27, 2015. On July 21, 2015, the Board of Directors of the Company approved a change in its fiscal year end from October 31 to December 31. The change was intended to better align with the Companys fiscal year with the peer industry. As a result of the change in fiscal year, the Companys fiscal year began on January 1, 2015 and will end on December 31, 2015. On July 28, 2015, the Company filed a Transition Report on Form 10-Q covering the transition period from November 1, 2014 to December 31, 2014. |
GOING CONCERN UNCERTAINTIES
GOING CONCERN UNCERTAINTIES | 9 Months Ended |
Sep. 30, 2015 | |
Going Concern Uncertainties | |
GOING CONCERN UNCERTAINTIES | NOTE 2 GOING CONCERN UNCERTAINTIES The accompanying condensed consolidated financial statements have been prepared using the going concern basis of accounting, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. As of September 30, 2015, the Company has an accumulated deficit of $467,712 and incurred a net operating loss of $81,363 for the nine months ended September 30, 2015. The continuation of the Company as a going concern through December 31, 2015 is dependent upon improving the profitability and the continuing financial support from its stockholders. Management believes the existing shareholders or external financing will provide the additional cash to meet the Companys obligations as they become due. These and other factors raise substantial doubt about the Companys ability to continue as a going concern. These financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result in the Company not being able to continue as a going concern. |
ORGANIZATION AND BUSINESS BACKG
ORGANIZATION AND BUSINESS BACKGROUND | 9 Months Ended |
Sep. 30, 2015 | |
Limited Liability Company or Limited Partnership, Business Organization and Operations [Abstract] | |
ORGANIZATION AND BUSINESS BACKGROUND | NOTE 3 ORGANIZATION AND BUSINESS BACKGROUND Greenpro, Inc. (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 operates and provides a wide range of business solution services varying from cloud system resolution, financial consulting service and corporate accounting services to small and mid-size businesses located in Asia, with an initial focus in Hong Kong, China, and Malaysia. The Companys comprehensive range of services cover cloud accounting solutions, cross-border business solutions, record management services, and accounting outsourcing services. On July 29, 2015, the Company entered into a Sale and Purchase Agreement (the Agreement) with Greenpro Resources Limited (GRBV), a company incorporated in British Virgin Islands, and the stockholders of GRBV to purchase 100% of the issued and outstanding shares and the assets of GRBV. Pursuant to the Agreement, GRNQ agreed to issue 9,070,000 shares of its restricted common stock at $0.35 per share to the stockholders of GRBV and pay $25,500 in cash, representing an aggregate purchase consideration of $3,200,000. Mr. Lee Chong Kuang and Mr. Loke Che Chan, Gilbert, the directors of the Company, are the stockholders and directors of GRBV each with 50% shareholdings. On July 31, 2015, the Company further entered into various Sale and Purchase Agreements to purchase the following companies: (i) 100% of the issued and outstanding shares and the assets of A&G International Limited (A&G), a company incorporated in Belize. GRNQ agreed to issue 1,842,000 shares of its restricted common stock at $0.52 per share to the stockholder of A&G, representing an aggregate purchase consideration of $957,840. Ms. Yap Pei Ling, the sole stockholder and director of A&G, is the spouse of the director of the Company. (ii) 100% of the issued and outstanding shares and the assets of Greenpro Venture Capital Limited (GPVC), a company incorporated in Anguilla. GRNQ agreed to issue 13,260,000 shares of its restricted common stock at $0.60 per share to the stockholders of GPVC and pay $6,000 in cash, representing an aggregate purchase consideration of $7,962,000. Mr. Lee Chong Kuang and Mr. Loke Che Chan, Gilbert, the directors of the Company, are the stockholders and directors of GPVC each with 50% shareholdings. (iii) 100% of the issued and outstanding shares and the assets of Falcon Secretaries Limited, Ace Corporate Services Limited, and Shenzhen Falcon Financial Consulting Limited (collectively refer as F&A). GRNQ agreed to issue 2,080,200 shares of its restricted common stock at $0.52 per share to the stockholder of F&A, representing an aggregate purchase consideration of $1,081,740. Ms. Chen Yan Hong, an independent third party, is the sole stockholder of F&A. (iv) 60% of the issued and outstanding shares and the assets of Yabez (Hong Kong) Company Limited (Yabez), a company incorporated in Hong Kong. GRNQ agreed to issue 486,171 shares of its restricted common stock at $0.52 per share to the stockholders of Yabez, representing an aggregate purchase consideration of $252,808. Mr. Cheng Chi Ho and Ms. Wong Kit Yi, both are independent third parties, are the stockholders of Yabez with 51% and 49% of shareholdings, respectively. These shares exchange transactions between GRNQ and GRBV, A&G, and GPVC resulted in the owners of these companies obtaining a majority of approximately 47% voting interest in GRNQ. The merger of GRBV, A&G, and GPVC into GRNQ, which has nominal net assets, is considered to be a reverse acquisition transaction for accounting purpose as GRBV, A&G, and GPVC were deemed to be the accounting acquirer (legal acquiree) and GRNQ was deemed to be the accounting acquiree (legal acquirer) and thus the accompanying condensed consolidated financial statements reflected the historical financial information and operating results of GRBV, A&G, and GPVC prior to the exchange transaction and no goodwill was recognized. The acquisition of F&A and Yabez is considered as business combination using the acquisition method of accounting under ASC 805 Business Combinations As of September 30, 2015, the Company has the following subsidiaries: Company name Place/date of incorporation Particulars of issued capital Ownership Principal activities 1 Greenpro Resources Limited (GRBV) British Virgin Islands July 3, 2012 2 ordinary shares issued of US$1 each 100% Investment holding 2 Greenpro Holding Limited (GHL) Hong Kong July 22, 2013 100 ordinary shares issued of HK$ 1 each 100% Investment holding 3 Greenpro Financial Consulting Limited (GFCL) Belize July 26, 2012 1 issued share of US$ 1 each 100% Provision of business consulting and advisory services and investment holding 4 Greenpro Resources (HK) Limited (GRL(HK)) Hong Kong April 5, 2012 1,075,002 issued share of HK$ 1 each 100% Investment holding 5 Greenpro Resources Sdn. Bhd. (GRSB) Malaysia April 26, 2013 1,000,000 ordinary shares issued of MYR 1 each 100% Provision of business consulting and advisory services and investment in land and buildings 6 Greenpro Global Advisory Sdn. Bhd. (GGASB) Malaysia January 23, 2013 100,000 ordinary shares issued of MYR 1 each 100% Provision of business consulting and advisory services 7 Greenpro Management Consultancy (Shenzhen) Limited (GMC(SZ)) The Peoples of Republic China (PRC) August 30, 2013 RMB100,000 registered paid-in capital 100% Provision of corporate consulting services 8 A&G International Limited (A&G) Belize August 28, 2006 1 share issued of US$1 each 100% Investment holding 9 Asia UBS Global Limited (UBS(HK)) Hong Kong January 15, 2003 5,000 ordinary shares issued of HK$1 each 100% Provision of business consulting and advisory services 10 Asia UBS Global Limited (UBS(Belize)) Belize August 28, 2006 1 share issued of US$1 each 100% Provision of business consulting and advisory services 11 Falcon Secretaries Limited (FSL) Hong Kong January 5, 2010 30,000 ordinary shares issued of HK$1 each 100% Provision of company secretarial services 12 Ace Corporate Services Limited (ACE) Hong Kong October 26, 2012 100,000 ordinary shares issued of HK$1 each 100% Provision of company secretarial, accounting and financial review services 13 Shenzhen Falcon Financial Consulting Limited (SZ Falcon) PRC July 1, 2009 RMB100,000 registered paid-in capital 100% Provision of business consulting and advisory services in the PRC 14 Yabez (Hong Kong) Company Limited (Yabez) Hong Kong October 4, 2013 62,500 ordinary shares issued of HK$1 each 60% Provision of company secretarial and IT related services 15 Greenpro Venture Capital Limited (GPVC) Anguilla September 5, 2014 2 shares issued of US$1 each 100% Investment holding 16 Forward Win International Limited (Forward Win) Hong Kong November 21, 2014 10,000 ordinary shares issued of HK$1 each 60% Trading and investing real estates in Hong Kong 17 Greenpro Venture Cap (CGN) Limited (GPVC (CGN)) Anguilla September 5, 2014 4 shares issued of US$1 each 100% Investment holding 18 Chief Billion Limited (CBL) Hong Kong March 6, 2015 1 ordinary share issued of HK$1 each 100% Trading and investing real estates in Hong Kong GRNQ and its subsidiaries are hereinafter referred to as the Company. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 4 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The accompanying condensed consolidated financial statements reflect the application of certain significant accounting policies as described in this note and elsewhere in the accompanying consolidated financial statements and notes. Basis of presentation The accompanying condensed consolidated financial statements are prepared in accordance with generally accepted accounting principles in the United States of America (US GAAP). Basis of consolidation The condensed consolidated financial statements include the accounts of the Company and include the assets, liabilities, revenues and expenses of all majority-owned subsidiaries over which the Company exercises control and, when applicable, entities for which the Company has a controlling financial interest or is the primary beneficiary. All inter-company accounts and transactions have been eliminated in consolidation. The Company records income attributable to non-controlling interest in the condensed consolidated statements of operations for any non-owned portion of consolidated subsidiaries. Non-controlling interest is recorded within the equity section but separate from GRNQs equity in the condensed consolidated balance sheets. Use of estimates In preparing these condensed consolidated financial statements, management makes estimates and assumptions that affect the reported amounts of assets and liabilities in the balance sheets and revenues and expenses during the periods reported. Actual results may differ from these estimates. Cash and cash equivalents Cash and cash equivalents are carried at cost and represent cash on hand, demand deposits placed with banks or other financial institutions and all highly liquid investments with an original maturity of three months or less as of the purchase date of such investments. Accounts receivable Accounts receivable are recorded at the invoiced amount less an allowance for any uncollectible accounts and do not bear interest, which are due on demand. 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 customers 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. Properties held for sale Properties held for sale represented the purchase of real properties for trading purpose and are stated at a lower of cost or market value. The cost of real properties includes the purchase price of property, legal fees, improvement costs to the building structure, and other acquisition costs. Property, plant and equipment Property, plant and equipment are stated at cost less accumulated depreciation and accumulated impairment losses, if any. Depreciation is calculated on the straight-line basis over the following expected useful lives from the date on which they become fully operational and after taking into account their estimated residual values: Categories Expected useful life Residual value Leasehold land and buildings 50 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 - The cost of leasehold land and buildings includes the purchase price of property, legal fees, and other acquisition costs. Expenditures for maintenance and repairs are expensed as incurred. The gain or loss on the disposal of plant and equipment is the difference between the net sales proceeds and the carrying amount of the relevant assets and is recognized in the statement of operations. Depreciation expense for the five months ended September 30, 2015 and 2014 were $17,644 and $22,172, respectively. Depreciation expense for the nine months ended September 30, 2015 and 2014 were $31,759 and $41,068, respectively. Intangible assets Intangible assets are stated at cost less accumulated amortization. Intangible assets represented the registration costs of trademarks registered in Hong Kong, the PRC, and Malaysia, which are amortized on a straight-line basis over a useful live of ten years. Amortization expense for the five months ended September 30, 2015 and 2014 were $168 and $0, respectively. Amortization expense for the nine months ended September 30, 2015 and 2014 were $305 and $56, respectively. 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. With the provision of ASC 350 Goodwill and Other Impairment of long-lived assets Long-lived assets primarily include property, plant and equipment and intangible assets. In accordance with the provision of ASC Topic 360-10-5, Impairment or Disposal of Long-Lived Assets Cash value of life insurance The cash value of life insurance relates to the Company-owned life insurance policies on the general manager and executive corporate advisor of the Company, which is stated at the cash surrender value of the contract. Investments in unconsolidated entities Under the equity method of accounting, investments in unconsolidated entities are initially recognized in the condensed consolidated balance sheet at cost and are subsequently adjusted to reflect the Companys proportionate share of net earnings or losses of the entity, distributions received, contributions and certain other adjustments, as appropriate. The Companys share of the income or loss of the unconsolidated entity is reflected in the consolidated statements of operations and will increase or decrease, as applicable, the carrying value of the Companys investments in unconsolidated entities on the consolidated balance sheet. When the investment cost in an unconsolidated entity is reduced to zero, the Company records no further losses in its consolidated statements of operations unless the Company has an outstanding guarantee obligation or has committed additional funding to the entity. When such entity subsequently reports income, the Company will not record its share of such income until it exceeds the amount of the Companys share of losses not previously recognized. 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 The Company recognizes its revenue in accordance with ASC Topic 605, Revenue Recognition (a) Rental income Revenue from rental of leasehold land and buildings are recognized on a straight-line basis over the lease term when collectability is reasonably assured and the tenant has taken possession or controls the physical use of the leased assets. The Company leases its commercial office premises in Malaysia under various non-cancelable operating leases with terms of two to three years and renewal options. For the nine months ended September 30, 2015, the Company has recorded $31,345 in rental revenue, based upon its annual rental over the life of the lease under operating lease, using straight-line method. As of September 30, 2015, the Company has the aggregate future minimum rental receivable under the non-cancelable leases over the next two years consisted of the followings: Period ending September 30: 2016 $ 24,609 2017 2,685 Total $ 27,294 (b) Service income Revenue from the provision of (i) business consulting and advisory services and (ii) company secretarial, accounting and financial review services are recognized when services are rendered and the collection of relevant receivables is probable. (c) Sale of properties Revenue from the sale of properties is recognized by the full accrual method when (i) the collectability of the sales price is reasonably assured, (ii) the seller is not obligated to perform significant activities after the sale, and (iii) the initial investment from the buyer is sufficient. Revenue on sales of properties may be deferred in whole or in part until the requirements for revenue recognition have been met. Cost of revenues Cost of revenue on rental shown on the accompanying statements of operations include costs associated with government rent and rates, repairs and maintenance, property insurance, and other related administrative costs. Property management fee and utility expenses are paid directly by tenants. Costs of revenue on provision of services primarily consist of employee compensation and related payroll benefits, company formation cost and other professional fees directly attributable to cost in related to the services rendered. Cost of revenues on sale of properties primary consist 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. Non-controlling interest Non-controlling interest represent capital contribution, income and loss attributable to the shareholders of less than wholly-owned and consolidated entities. Income taxes Income taxes are determined in accordance with the provisions of ASC Topic 740, Income Taxes ASC 740 prescribes a comprehensive model for how companies should recognize, measure, present, and disclose in their financial statements uncertain tax positions taken or expected to be taken on a tax return. Under ASC 740, tax positions must initially be recognized in the financial statements when it is more likely than not the position will be sustained upon examination by the tax authorities. Such tax positions must initially and subsequently be measured as the largest amount of tax benefit that has a greater than 50% likelihood of being realized upon ultimate settlement with the tax authority assuming full knowledge of the position and relevant facts. The Company conducts major businesses in Hong Kong, Malaysia and China and is subject to tax in its own jurisdiction. As a result of its business activities, the Company will file separate tax returns that are subject to examination by the foreign tax authorities. Foreign currencies translation Transactions denominated in currencies other than the functional currency are translated into the functional currency at the exchange rates prevailing at the dates of the transaction. Monetary assets and liabilities denominated in currencies other than the functional currency are translated into the functional currency using the applicable exchange rates at the balance sheet dates. The resulting exchange differences are recorded in the statement of operations. The reporting currency of the Company is the United States Dollars ("US$") and the accompanying financial statements have been expressed in US$. In addition, the Companys operating subsidiaries maintain their books and record in a local currency, Malaysian Ringgit (MYR), Renminbi (RMB), and Hong Kong Dollars (HK$), which is functional currency as being the primary currency of the economic environment in which the entity operates. In general, for consolidation purposes, assets and liabilities of its subsidiaries whose functional currency is not the US$ are translated into US$, in accordance with ASC Topic 830-30, Translation of Financial Statement Translation of amounts from the local currencies of the Company into US$ has been made at the following exchange rates for the respective periods: As of and for the nine months ended September 30, 2015 2014 Period-end MYR : US$1 exchange rate 4.47 3.28 Period-average MYR : US$1 exchange rate 3.74 3.27 Period-end RMB : US$1 exchange rate 6.37 6.16 Period-average RMB : US$1 exchange rate 6.19 6.14 Period-end / average HK$ : US$1 exchange rate 7.75 7.75 Related parties Parties, which can be a corporation or individual, are considered to be related if the Company has the ability, directly or indirectly, to control the other party or exercise significant influence over the other party in making financial and operating decisions. Companies are also considered to be related if they are subject to common control or common significant influence. Segment reporting ASC Topic 280, Segment Reporting Fair value of financial instruments The carrying value of the Companys financial instruments: cash and cash equivalents, accounts receivable, deposits, prepayments and other receivables, accounts payable, receipts in advance, loan from shareholders, amounts due to directors, amount due to related companies, amount due to non-controlling interest party, and other payables and accrued liabilities approximate at their fair values because of the short-term nature of these financial instruments. The Company follows the guidance of the ASC Topic 820-10, Fair Value Measurements and Disclosures Level 1 Level 2 Level 3 Recent accounting pronouncements In May 2014, the FASB issued Accounting Standards Update No. 2014-09, "Revenue from Contracts with Customers" (ASU 2014-09). ASU 2014-09 supersedes the revenue recognition requirements in Revenue Recognition (Topic 605), and requires entities to recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services. ASU 2014-09 is effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. Early adoption is not permitted. In August 2015, the FASB issued an Accounting Standards Update to defer by one year the effective dates of its new revenue recognition standard until annual reporting periods beginning after January December 15, 2017 (2018 for calendar-year public entities) and interim periods therein. Management is currently assessing the impact the adoption of ASU 2014-09 and has not determined the effect of the standard on our ongoing financial reporting. In June 2014, the FASB issued ASU No. 2014-12, Compensation Stock Compensation (Topic 718). The pronouncement was issued to clarify the accounting for share-based payments when the terms of an award provide that a performance target could be achieved after the requisite service period. The pronouncement is effective for reporting periods beginning after December 15, 2015. The adoption of ASU 2014-12 is not expected to have a significant impact on the Companys consolidated financial position or results of operations. In August 2014, the FASB issued ASU 2014-15, "Presentation of Financial Statements - Going Concern, Disclosure of Uncertainties about an Entitys Ability to Continue as a Going Concern" (ASU 2014-15), which establishes managements responsibility to evaluate whether there is substantial doubt about an entitys ability to continue as a going concern and, if so, to provide related footnote disclosures. ASU 2014-15 provides a definition of the term "substantial doubt" and requires an assessment for a period of one year after the date that the financial statements are issued or available to be issued. Management will also be required to evaluate and disclose whether its plans alleviate that doubt. The guidance is effective for the annual periods ending after December 15, 2016 and interim periods thereafter with early adoption permitted. The Company is currently evaluating the impact the adoption of ASU 2014-15 on the Companys financial statement presentation and disclosures. In January 2015, the FASB issued ASU No. 2015-01 (Subtopic 225-20) - Income Statement - Extraordinary and Unusual Items. ASU 2015-01 eliminates the concept of an extraordinary item from GAAP. As a result, an entity will no longer be required to segregate extraordinary items from the results of ordinary operations, to separately present an extraordinary item on its income statement, net of tax, after income from continuing operations or to disclose income taxes and earnings-per-share data applicable to an extraordinary item. However, ASU 2015-01 will still retain the presentation and disclosure guidance for items that are unusual in nature and occur infrequently. ASU 2015-01 is effective for periods beginning after December 15, 2015. The adoption of ASU 2015-01 is not expected to have a material effect on the Companys consolidated financial statements. Early adoption is permitted. The Company has reviewed all recently issued, but not yet effective, accounting pronouncements and does not believe the future adoption of any such pronouncements may be expected to cause a material impact on its financial condition or the results of its operations. |
BUSINESS COMBINATION
BUSINESS COMBINATION | 9 Months Ended |
Sep. 30, 2015 | |
Business Combinations [Abstract] | |
BUSINESS COMBINATION | NOTE 5 BUSINESS COMBINATION On September 30, 2015, GRNQ completed the business purchase of 100% and 60% equity interest and assets of F&A and Yabez, respectively. F&A and Yabez mainly provide corporate and business advisory, company secretarial and IT related services. GRNQ agreed to issue 2,080,200 shares and 486,171 shares of its restricted common stock at $0.52 per share for the purchase of F&A and Yabez, respectively representing an aggregate purchase consideration of $1,334,512. As of the acquisition date, the fair value of the assets acquired and liabilities assumed are as follows: Plant and equipment $ 4,292 Accounts receivable 142,111 Prepayments, deposits and other receivables 16,332 Cash and cash equivalents 24,735 Accounts payable and accrued liabilities (251,382 ) Net liabilities (63,912 ) Non-controlling interest (15,345 ) Goodwill 1,413,769 Total consideration 1,334,512 As of September 30, 2015, the Company recorded a goodwill of $1,413,769. The Companys policy is to perform its annual impairment testing on goodwill for its reporting units on December 31, of each fiscal year. The pre-acquisition aggregated amounts of revenue and earnings of F&A and Yabez for the nine months ended September 30, 2015 are as follows: Revenue $ 727,350 Net income 30,424 |
AMOUNT DUE FROM A RELATED COMPA
AMOUNT DUE FROM A RELATED COMPANY | 9 Months Ended |
Sep. 30, 2015 | |
AMOUNT DUE FROM A RELATED COMPANY [Abstract] | |
AMOUNT DUE FROM A RELATED COMPANY | NOTE 6 AMOUNT DUE FROM A RELATED COMPANY As of September 30, 2015, the balance represented temporary advances to a related company controlled by the director of the Company for business development purpose. The amount is unsecured, bears no interest and payable upon demand. |
PROPERTY, PLANT AND EQUIPMENT
PROPERTY, PLANT AND EQUIPMENT | 9 Months Ended |
Sep. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY, PLANT AND EQUIPMENT | NOTE 7 PROPERTY, PLANT AND EQUIPMENT As of September 30, 2015 December 31, 2014 Leasehold land and buildings for rental purpose $ 1,044,213 $ 1,044,213 Furniture and fixtures 90,538 83,429 Office equipment 35,059 29,570 Leasehold improvement 100,372 83,118 1,270,182 1,240,330 Less: Accumulated depreciation (91,453 ) (53,129 ) Less: Foreign exchange translation (300,046 ) (68,088 ) Total $ 878,683 $ 1,119,113 Depreciation expense was $17,644 and $22,172 for the five months ended September 30, 2015 and 2014, respectively. Depreciation expense was $31,759 and $41,068 for the nine months ended September 30, 2015 and 2014, respectively. |
CASH SURRENDER VALUE OF LIFE IN
CASH SURRENDER VALUE OF LIFE INSURANCE | 9 Months Ended |
Sep. 30, 2015 | |
Cash Surrender Value Of Life Insurance | |
CASH SURRENDER VALUE OF LIFE INSURANCE | NOTE 8 CASH SURRENDER VALUE OF LIFE INSURANCE On September 9, 2013, the Company purchased insurance on the life of the General Manager of the Company. As beneficiary, the Company receives the cash surrender value if the policy is terminated and, upon death of the insured, receives all benefits payable. Net cash surrender value of this life insurance is presented in the accompanying financial statement, net of surrender charge. On May 15, 2015, the Company purchased additional insurance on the life of an executive Corporate Advisor of the Company. As beneficiary, the Company receives the cash surrender value if the policy is terminated and, upon death of the insured, receives all benefits payable. The cash surrender value of this life insurance is pledged as collateral against HK$902,663 (approximately $116,473) credit facility with Hang Seng Bank Limited. Cash value of this life insurance is presented in the accompanying financial statement, net of the policy loan. The loan carry interest at an effective rate of 1.75% per annum over 1 months Hong Kong Interbank Offered Rate (HIBOR), payable with one lump sum on maturity in May 2016, which are secured by the cash value of the life insurance policy and personally guaranteed by Mr. Lee Chong Kuang and Mr. Loke Che Chan, the directors of the Company. A summary of net cash surrender value of life insurance as of September 30, 2015 is reported as below: Cash surrender value of life insurance $ 152,111 Less: policy loan balance outstanding (116,473 ) Cash surrender value of life insurance, net $ 35,638 |
INVESTMENTS IN UNCONSOLIDATED E
INVESTMENTS IN UNCONSOLIDATED ENTITIES | 9 Months Ended |
Sep. 30, 2015 | |
Investments In Unconsolidated Entities | |
INVESTMENTS IN UNCONSOLIDATED ENTITIES | NOTE 9 INVESTMENTS IN UNCONSOLIDATED ENTITIES As of September 30, 2015, the investments in the following unconsolidated entities are accounted for under the equity method of accounting: Entity Type of business Ownership interest CGN Nanotech, Inc., related company Trading and distribution of nano-ceramic lighting products 20% (indirect) Rito Group Corp. Providing an online platform for merchants and customers to facilitate transactions 29.5% DSwiss Inc. Retailing in slimming and beauty products 30% Greenpro Trust Limited, related company Provision of trustee services 11.8% CGN Nanotech, Inc. is a company incorporated in the State of Nevada with 600,000,000 shares of common stock authorized at a par value of $0.0001. Mr. Loke Che Chan, Gilbert, the director of the Company, is the Chief Financial Officer and director of CGN Nanotech, Inc. Greenpro Trust Limited is a company incorporated in Hong Kong with 3,400,000 ordinary shares authorized, issued and outstanding at a par value of HK$1. Mr. Lee Chong Kuang and Mr. Loke Che Chan, Gilbert are the common directors of Greenpro Trust Limited and the Company. For the nine months ended September 30, 2015, the Company recognized its share of loss on investments in unconsolidated entities of $36,377. Combined summarized financial information for all the unconsolidated entities are as follows: As of September 30, 2015 Total assets $ 1,073,213 Total liabilities $ 619,595 For the nine months ended September 30, 2015 Revenue $ 107,387 Net loss for the period $ 153,026 |
ACCOUNTS PAYABLE AND ACCRUED LI
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES | 9 Months Ended |
Sep. 30, 2015 | |
Accrued Liabilities and Other Liabilities [Abstract] | |
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES | NOTE 10 ACCOUNTS PAYABLE AND ACCRUED LIABILITIES Accounts payable and accrued liabilities consist of: September 30, 2015 December 31, 2014 Accounts payable $ 17,413 $ - Receipts in advance 309,203 154,839 Other payables and accrued liabilities 574,126 108,824 Total $ 900,742 $ 263,663 |
AMOUNTS DUE TO RELATED PARTIES
AMOUNTS DUE TO RELATED PARTIES | 9 Months Ended |
Sep. 30, 2015 | |
Due to Related Parties [Abstract] | |
AMOUNTS DUE TO RELATED PARTIES | NOTE 11 AMOUNTS DUE TO RELATED PARTIES September 30, 2015 December 31, 2014 Amounts due to shareholders $ 733,610 $ 260,209 Amount due to non-controlling interest party 1,496,258 - Amount due to a related company - 5,685 Total $ 2,229,868 $ 265,894 During the nine months ended September 30, 2015, a shareholder advanced $500,000 to the Company, which is unsecured, bears interest at 12% per annum and payable with one lump sum on maturity in December 2015, for the purpose of business development. The remaining amounts of $233,610 are temporary advances made to the Company by various shareholders, which are unsecured, interest-free and are payable on demand, for working capital purpose. As of September 30, 2015, the non-controlling interest party of Forward Win advanced $1,496,258 to the Company, which is unsecured, bears no interest and payable upon demand, for the purchase of real properties for trading purpose. |
AMOUNTS DUE TO DIRECTORS
AMOUNTS DUE TO DIRECTORS | 9 Months Ended |
Sep. 30, 2015 | |
Amounts Due To Directors | |
AMOUNTS DUE TO DIRECTORS | NOTE 12 AMOUNTS DUE TO DIRECTORS As of September 30, 2015, the directors of the Company advanced collectively $39,028 to the Company, which is unsecured, bears no interest and is payable upon demand, for working capital purpose. Imputed interest is considered insignificant. |
LONG-TERM BANK LOANS
LONG-TERM BANK LOANS | 9 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
LONG-TERM BANK LOANS | NOTE 13 LONG-TERM BANK LOANS As of September 30, 2015 December 31, 2014 Bank loans from financial institutions in Malaysia Standard Chartered Saadiq Berhad $ 349,096 $ 453,556 United Overseas Bank (Malaysia) Berhad 235,491 304,283 584,587 757,839 Less: current portion (12,389 ) (15,067 ) Bank loan, net of current portion $ 572,198 $ 742,772 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 Kulua Lumpur, Malaysia which bears interest at the base lending rate less 2.1% per annum 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) corporate guaranteed by a related company which controlled by the directors of the Company. 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 Kulua Lumpur, Malaysia which bears interest at the base lending rate less 2.2% per annum 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. Maturities of the long-term bank loans for each of the five years and thereafter following September 30, 2015 are as follows: Period ending September 30: 2016 $ 12,389 2017 13,057 2018 13,680 2019 14,333 2020 14,948 Thereafter 516,180 Total $ 584,587 For the nine months ended September 30, 2015 and 2014, the base lending rate is 6.85% per annum. |
COMMON STOCK
COMMON STOCK | 9 Months Ended |
Sep. 30, 2015 | |
Stockholders' Equity Note [Abstract] | |
COMMON STOCK | NOTE 14 COMMON STOCK On July 31, 2015, GRNQ completed the purchase of GRBV and issued 9,070,000 shares of its restricted common stock at $0.35 per share to the stockholders of GRBV and pay $25,500 in cash, representing an aggregate purchase consideration of $3,200,000. On August 20, 2015, GRNQ entered into a Subscription Agreement with an investor relating to the private placement of a total of 625,000 shares of common stocks at a subscription price of $0.8 per share, for an aggregate gross proceeds of $500,000. On August 21, 2015, GRNQ entered into two Subscription Agreements with two investors relating to the private placement of a total of 500,000 shares of common stocks at a subscription price of $1 per share, for an aggregate gross proceeds of $500,000. On August 31, 2015, GRNQ issued an aggregate of 1,171,000 shares of its restricted common stock pursuant to the conversion of $1,171,000 of two promissory notes issued on July 10, 2015. On September 30, 2015, GRNQ completed the purchase of A&G, F&A and Yabez and issued 1,842,000 shares, 2,080,200 shares, and 486,171 shares of its restricted common stock at $0.52 per share to the stockholders of A&G, F&A, and Yabez, representing an aggregate purchase consideration of $2,292,388. On September 30, 2015, GRNQ completed the purchase of GPVC and issued 13,260,000 shares of its restricted common stock at $0.60 per share to the stockholders of GPVC and pay $6,000 in cash, representing an aggregate purchase consideration of $7,962,000. As of September 30, 2015, the Company has 51,457,171 shares issued and outstanding. There are no shares of preferred stock issued and outstanding. |
INCOME TAXES
INCOME TAXES | 9 Months Ended |
Sep. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | NOTE 15 INCOME TAXES The (loss) income before income taxes of the Company for the nine months ended September 30, 2015 and 2014 were comprised of the following: For the nine months ended September 30, 2015 2014 Tax jurisdictions from: Local $ (509,904 ) $ (46,227 ) Foreign, representing: BVI 171,483 (148 ) Belize 341,092 86,743 Anguilla (42,499 ) - Malaysia (43,512 ) (54,482 ) Hong Kong 73,252 28,624 The PRC (12,632 ) (12,866 ) (Loss) income before income taxes $ (22,720 ) $ 1,644 Provision for income taxes consisted of the following: For the nine months ended September 30, 2015 2014 Current: Local $ - $ - Foreign, representing: BVI - - Belize - - Anguilla - - Hong Kong 19,391 1,415 The PRC - - Malaysia - - Deferred: Local - - Foreign - - $ 19,391 $ 1,415 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 GRNQ is registered in the State of Nevada and is subject to United States of America tax law. As of September 30, 2015, the operations in the United States of America incurred $711,651 of cumulative net operating losses which can be carried forward to offset future taxable income. The net operating loss carryforwards begin to expire in 2030, if unutilized. The Company has provided for a full valuation allowance of approximately $249,000 against the deferred tax assets on the expected future tax benefits from the net operating loss carryforwards as the management believes it is not likely that these assets will not be realized in the future. British Virgin Islands Under the current BVI law, the Companys subsidiaries are not subject to tax on income. No provision for income tax is required due to operating loss incurred. Belize Under the current Laws of Belize, the Companys subsidiaries are registered as a Belizean International Business Corporation which is subject to 0% income tax rate. Anguilla Under the current laws of the Anguilla, GPVC and GPVC (CGN) are registered as an international business company which governs by the International Business Companies Act of Anguilla and there is no income tax charged in Anguilla. For the nine months ended September 30, 2015 and 2014, the GPVC and GPVC (CGN) incurred aggregated net operating loss of $42,499 and $0 respectively. Hong Kong All of the Companys subsidiaries operating in Hong Kong subject to the Hong Kong Profits Tax, which is charged at the statutory income tax rate of 16.5% on its assessable income for its tax year. A reconciliation of income (loss) before income taxes to the effective tax rate as follows: Nine months ended September 30, 2015 2014 Subsidiary with operating income before income tax $ 117,521 $ 47,344 Subsidiaries with loss before income tax (44,269 ) (18,720 ) Net income before income tax 73,252 28,624 Subsidiary with operating income before income tax $ 117,521 $ 47,344 Statutory income tax rate 16.5 % 16.5 % Income tax at Hong Kong statutory income tax rate 19,391 7,812 Tax effect of tax loss brought forward - (2,152 ) Tax effect of tax reduction - (4,245 ) Income tax expense $ 19,391 $ 1,415 Deferred income taxes reflect 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. There was no significant temporary difference as of September 30, 2015, therefore no deferred tax assets or liabilities have been recognized. The PRC GMC(SZ) and SZ Falcon are operating in the PRC subject to the Corporate Income Tax governed by the Income Tax Law of the Peoples Republic of China with a unified statutory income tax rate of 25%. For the nine months ended September 30, 2015 and 2014, the GMC(SZ) and SZ Falcon incurred aggregated net operating loss of $12,632 and $12,866 respectively. Malaysia GRSB and GGASB 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 nine months ended September 30, 2015 and 2014, GRSB and GGASB incurred an aggregated operating loss of $43,512 and $54,482, respectively which can be carried forward indefinitely to offset its taxable income.. The Company has provided for a full valuation allowance against the deferred tax assets of $35,546 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 September 30, 2015 and December 31, 2014: As of September 30, 2015 December 31, 2014 (audited) Deferred tax assets: Net operating loss carryforwards United States of America $ 249,000 $ 70,610 The PRC 12,030 8,872 Malaysia 35,546 26,843 296,576 106,325 Less: valuation allowance (296,576 ) (106,325 ) 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 $296,576 as of September 30, 2015. During the nine months ended September 30, 2015, the valuation allowance increased by $190,251, primarily relating to net operating loss carryforwards from the various tax regime. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 9 Months Ended |
Sep. 30, 2015 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 16 RELATED PARTY TRANSACTIONS Nine months ended September 30, 2015 2014 Business consulting and advisory service income Related party A $ 174,547 $ - Related party B 2,039 2,278 176,586 2,278 Related party A is under common control of Mr. Loke Che Chan, Gilbert, the director of of the Company. Related party B is under common control of Ms. Chen Yanhong, the director of GMC(SZ), a wholly-owned subsidiary of the Company. All of these related party transactions are generally transacted in an arm-length basis at the current market value in the normal course of business. |
SEGMENT INFORMATION
SEGMENT INFORMATION | 9 Months Ended |
Sep. 30, 2015 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION | NOTE 17 SEGMENT INFORMATION The Company operates two reportable business segments, as defined by ASC Topic 280: Service business provision of business consulting and advisory services Real estate business leasing and trading of commercial real estate properties in Hong Kong and Malaysia The accounting policies of the segments are the same as those described in the summary of significant accounting policies (see Note 3). The Company had no inter-segment sales for the periods presented. Summarized financial information concerning the Companys reportable segments is shown as below: Five months ended September 30, 2015 Real estate business Service business Corporate Total Revenues $ 643,315 $ 522,660 $ - $ 1,165,975 Cost of revenues (473,738 ) (211,868 ) - (685,606 ) Gross income 169,577 310,792 - 480,369 Depreciation and amortization 13,099 1,909 2,804 17,812 Net income (loss) 62,777 (157,284 ) (87,102 ) (181,609 ) Total assets 5,526,778 2,289,560 239,954 8,056,292 Expenditure for long-lived assets $ 4,524,034 $ 13,684 $ 106,700 $ 4,644,418 Five months ended September 30, 2014 Real estate business Service business Corporate Total Revenues $ 7,883 $ 237,502 $ - $ 245,385 Cost of revenues (3,968 ) (71,026 ) - (74,994 ) Gross income 3,915 166,476 - 170,391 Depreciation and amortization 19,689 1,782 701 22,172 Net (loss) income (49,386 ) 108,950 (38,994 ) 20,570 Total assets 1,165,320 215,258 614,769 1,995,347 Expenditure for long-lived assets $ 42,713 $ - $ 28,803 $ 71,516 Nine months ended September 30, 2015 Real estate business Service business Corporate Total Revenues $ 664,308 $ 1,092,778 $ - $ 1,757,086 Cost of revenues (476,552 ) (388,619 ) - (865,171 ) Gross income 187,756 704,159 - 891,915 Depreciation and amortization 23,576 8,183 305 32,064 Net income (loss) 34,431 (24,962 ) (90,832 ) (81,363 ) Total assets 5,526,778 2,289,560 239,954 8,056,292 Expenditure for long-lived assets $ 4,524,034 $ 13,684 $ 106,700 $ 4,644,418 Nine months ended September 30, 2014 Real estate business Service business Corporate Total Revenues $ 8,800 $ 340,259 $ - $ 349,059 Cost of revenues (7,281 ) (96,462 ) - (103,743 ) Gross income 1,519 243,797 - 245,316 Depreciation and amortization 38,300 2,824 - 41,124 Net (loss) income (48,121 ) 113,445 (65,095 ) 229 Total assets 1,165,320 215,258 614,769 1,995,347 Expenditure for long-lived assets $ 42,713 $ - $ 28,803 $ 71,516 |
CONCENTRATIONS OF RISKS
CONCENTRATIONS OF RISKS | 9 Months Ended |
Sep. 30, 2015 | |
Risks and Uncertainties [Abstract] | |
CONCENTRATIONS OF RISKS | NOTE 18 CONCENTRATIONS OF RISKS (a) Major customers For the five months ended September 30, 2015, the customers who accounted for 10% or more of the Companys revenues are presented as follows: Five months ended September 30, 2015 September 30, 2015 Revenues Percentage of revenues Trade accounts receivable Customer A $ 190,323 16 % $ - Customer B 188,387 16 % - Customer C 150,000 13 % - Total: $ 528,710 45 % $ - For the nine months ended September 30, 2015, the customers who accounted for 10% or more of the Companys revenues are presented as follows: Nine months ended September 30, 2015 September 30, 2015 Revenues Percentage of revenues Trade accounts receivable Customer D $ 245,000 14 % $ - Customer A 190,323 11 % - Customer B 188,387 11 % - Customer E, related company 174,547 10 % - Total: $ 798,257 46 % $ - For the five and nine months ended September 30, 2014, there was no customer who accounted for 10% or more of the Companys revenues with no accounts receivable balance at period-end. (b) Major vendors For the five months ended September 30, 2015 and 2014, there was no vendor who accounted for 10% or more of the Companys cost of revenues with no accounts payable balance at period-end. For the nine months ended September 30, 2015 and 2014, there was no vendor who accounted for 10% or more of the Companys cost of revenues with no accounts payable balance at period-end. (c) Credit risk Financial instruments that are potentially subject to credit risk consist principally of accounts receivable. The Company believes the concentration of credit risk in its trade receivables is substantially mitigated by its ongoing credit evaluation process and relatively short collection terms. The Company does not generally require collateral from customers. The Company evaluates the need for an allowance for doubtful accounts based upon factors surrounding the credit risk of specific customers, historical trends and other information. (d) Interest rate risk As the Company has no significant interest-bearing assets, the Companys income and operating cash flows are substantially independent of changes in market interest rates. The Companys interest-rate risk arises from bank loans. The Company manages interest rate risk by varying the issuance and maturity dates variable rate debt, limiting the amount of variable rate debt, and continually monitoring the effects of market changes in interest rates. (e) Exchange rate risk The reporting currency of the Company is US$, to date the majority of the revenues and costs are denominated in MYR and RMB and a significant portion of the assets and liabilities are denominated in MYR and RMB. As a result, the Company is exposed to foreign exchange risk as its revenues and results of operations may be affected by fluctuations in the exchange rate between US$, MYR and RMB. If MYR and RMB depreciates against US$, the value of MYR and RMB revenues and assets as expressed in US$ financial statements will decline. The Company does not hold any derivative or other financial instruments that expose it to substantial market risk. (f) Economic and political risks Substantially all of the Companys services are conducted in Malaysia, the PRC and Asian region. The Companys operations are subject to various political, economic, and other risks and uncertainties inherent in Malaysia. Among other risks, the Companys 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. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Sep. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 19 COMMITMENTS AND CONTINGENCIES GRNQ leases an office premises in Hong Kong under a non-cancellable operating lease that expire in August 2016. The leases, which cover a term of two years, generally provide for renewal options at specified rental amounts. The Companys subsidiaries lease certain office premises in the PRC and Malaysia under various verbal operating leases with an aggregated fixed monthly rental of $4,029. The aggregate lease expense for the five months ended September 30, 2015 and 2014 were $60,771 and $20,006, respectively. The aggregate lease expense for the nine months ended September 30, 2015 and 2014 were $106,023 and $36,011, respectively. As of September 30, 2015, the Company has future minimum rental payments of $91,690 for office premises due under a non-cancellable operating lease in the next twelve months. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Sep. 30, 2015 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 20 SUBSEQUENT EVENTS In accordance with ASC Topic 855, Subsequent Events |
SUMMARY OF SIGNIFICANT ACCOUN26
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Basis of presentation | Basis of presentation The accompanying condensed consolidated financial statements are prepared in accordance with generally accepted accounting principles in the United States of America (US GAAP). |
Basis of consolidation | Basis of consolidation The condensed consolidated financial statements include the accounts of the Company and include the assets, liabilities, revenues and expenses of all majority-owned subsidiaries over which the Company exercises control and, when applicable, entities for which the Company has a controlling financial interest or is the primary beneficiary. All inter-company accounts and transactions have been eliminated in consolidation. The Company records income attributable to non-controlling interest in the condensed consolidated statements of operations for any non-owned portion of consolidated subsidiaries. Non-controlling interest is recorded within the equity section but separate from GRNQs equity in the condensed consolidated balance sheets. |
Use of estimates | Use of estimates In preparing these condensed consolidated financial statements, management makes estimates and assumptions that affect the reported amounts of assets and liabilities in the balance sheets and revenues and expenses during the periods reported. Actual results may differ from these estimates. |
Cash and cash equivalents | Cash and cash equivalents Cash and cash equivalents are carried at cost and represent cash on hand, demand deposits placed with banks or other financial institutions and all highly liquid investments with an original maturity of three months or less as of the purchase date of such investments. |
Accounts receivable | Accounts receivable Accounts receivable are recorded at the invoiced amount less an allowance for any uncollectible accounts and do not bear interest, which are due on demand. 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 customers 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. |
Properties held for sale | Properties held for sale Properties held for sale represented the purchase of real properties for trading purpose and are stated at a lower of cost or market value. The cost of real properties includes the purchase price of property, legal fees, improvement costs to the building structure, and other acquisition costs. |
Property, plant and equipment | Property, plant and equipment Property, plant and equipment are stated at cost less accumulated depreciation and accumulated impairment losses, if any. Depreciation is calculated on the straight-line basis over the following expected useful lives from the date on which they become fully operational and after taking into account their estimated residual values: Categories Expected useful life Residual value Leasehold land and buildings 50 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 - The cost of leasehold land and buildings includes the purchase price of property, legal fees, and other acquisition costs. Expenditures for maintenance and repairs are expensed as incurred. The gain or loss on the disposal of plant and equipment is the difference between the net sales proceeds and the carrying amount of the relevant assets and is recognized in the statement of operations. Depreciation expense for the five months ended September 30, 2015 and 2014 were $17,644 and $22,172, respectively. Depreciation expense for the nine months ended September 30, 2015 and 2014 were $31,759 and $41,068, respectively. |
Intangible assets | Intangible assets Intangible assets are stated at cost less accumulated amortization. Intangible assets represented the registration costs of trademarks registered in Hong Kong, the PRC, and Malaysia, which are amortized on a straight-line basis over a useful live of ten years. Amortization expense for the five months ended September 30, 2015 and 2014 were $168 and $0, respectively. Amortization expense for the nine months ended September 30, 2015 and 2014 were $305 and $56, respectively. |
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. With the provision of ASC 350 Goodwill and Other |
Impairment of long-lived assets | Impairment of long-lived assets Long-lived assets primarily include property, plant and equipment and intangible assets. In accordance with the provision of ASC Topic 360-10-5, Impairment or Disposal of Long-Lived Assets |
Cash value of life insurance | Cash value of life insurance The cash value of life insurance relates to the Company-owned life insurance policies on the general manager and executive corporate advisor of the Company, which is stated at the cash surrender value of the contract. |
Investments in unconsolidated entities | Investments in unconsolidated entities Under the equity method of accounting, investments in unconsolidated entities are initially recognized in the condensed consolidated balance sheet at cost and are subsequently adjusted to reflect the Companys proportionate share of net earnings or losses of the entity, distributions received, contributions and certain other adjustments, as appropriate. The Companys share of the income or loss of the unconsolidated entity is reflected in the consolidated statements of operations and will increase or decrease, as applicable, the carrying value of the Companys investments in unconsolidated entities on the consolidated balance sheet. When the investment cost in an unconsolidated entity is reduced to zero, the Company records no further losses in its consolidated statements of operations unless the Company has an outstanding guarantee obligation or has committed additional funding to the entity. When such entity subsequently reports income, the Company will not record its share of such income until it exceeds the amount of the Companys share of losses not previously recognized. |
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 The Company recognizes its revenue in accordance with ASC Topic 605, Revenue Recognition (a) Rental income Revenue from rental of leasehold land and buildings are recognized on a straight-line basis over the lease term when collectability is reasonably assured and the tenant has taken possession or controls the physical use of the leased assets. The Company leases its commercial office premises in Malaysia under various non-cancelable operating leases with terms of two to three years and renewal options. For the nine months ended September 30, 2015, the Company has recorded $31,345 in rental revenue, based upon its annual rental over the life of the lease under operating lease, using straight-line method. As of September 30, 2015, the Company has the aggregate future minimum rental receivable under the non-cancelable leases over the next two years consisted of the followings: Period ending September 30: 2016 $ 24,609 2017 2,685 Total $ 27,294 (b) Service income Revenue from the provision of (i) business consulting and advisory services and (ii) company secretarial, accounting and financial review services are recognized when services are rendered and the collection of relevant receivables is probable. (c) Sale of properties Revenue from the sale of properties is recognized by the full accrual method when (i) the collectability of the sales price is reasonably assured, (ii) the seller is not obligated to perform significant activities after the sale, and (iii) the initial investment from the buyer is sufficient. Revenue on sales of properties may be deferred in whole or in part until the requirements for revenue recognition have been met. |
Cost of revenues | Cost of revenues Cost of revenue on rental shown on the accompanying statements of operations include costs associated with government rent and rates, repairs and maintenance, property insurance, and other related administrative costs. Property management fee and utility expenses are paid directly by tenants. Costs of revenue on provision of services primarily consist of employee compensation and related payroll benefits, company formation cost and other professional fees directly attributable to cost in related to the services rendered. Cost of revenues on sale of properties primary consist 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. |
Non-controlling interest | Non-controlling interest Non-controlling interest represent capital contribution, income and loss attributable to the shareholders of less than wholly-owned and consolidated entities. |
Income taxes | Income taxes Income taxes are determined in accordance with the provisions of ASC Topic 740, Income Taxes ASC 740 prescribes a comprehensive model for how companies should recognize, measure, present, and disclose in their financial statements uncertain tax positions taken or expected to be taken on a tax return. Under ASC 740, tax positions must initially be recognized in the financial statements when it is more likely than not the position will be sustained upon examination by the tax authorities. Such tax positions must initially and subsequently be measured as the largest amount of tax benefit that has a greater than 50% likelihood of being realized upon ultimate settlement with the tax authority assuming full knowledge of the position and relevant facts. The Company conducts major businesses in Hong Kong, Malaysia and China and is subject to tax in its own jurisdiction. As a result of its business activities, the Company will file separate tax returns that are subject to examination by the foreign tax authorities. |
Foreign currencies translation | Foreign currencies translation Transactions denominated in currencies other than the functional currency are translated into the functional currency at the exchange rates prevailing at the dates of the transaction. Monetary assets and liabilities denominated in currencies other than the functional currency are translated into the functional currency using the applicable exchange rates at the balance sheet dates. The resulting exchange differences are recorded in the statement of operations. The reporting currency of the Company is the United States Dollars ("US$") and the accompanying financial statements have been expressed in US$. In addition, the Companys operating subsidiaries maintain their books and record in a local currency, Malaysian Ringgit (MYR), Renminbi (RMB), and Hong Kong Dollars (HK$), which is functional currency as being the primary currency of the economic environment in which the entity operates. In general, for consolidation purposes, assets and liabilities of its subsidiaries whose functional currency is not the US$ are translated into US$, in accordance with ASC Topic 830-30, Translation of Financial Statement Translation of amounts from the local currencies of the Company into US$ has been made at the following exchange rates for the respective periods: As of and for the nine months ended September 30, 2015 2014 Period-end MYR : US$1 exchange rate 4.47 3.28 Period-average MYR : US$1 exchange rate 3.74 3.27 Period-end RMB : US$1 exchange rate 6.37 6.16 Period-average RMB : US$1 exchange rate 6.19 6.14 Period-end / average HK$ : US$1 exchange rate 7.75 7.75 |
Related parties | Related parties Parties, which can be a corporation or individual, are considered to be related if the Company has the ability, directly or indirectly, to control the other party or exercise significant influence over the other party in making financial and operating decisions. Companies are also considered to be related if they are subject to common control or common significant influence. |
Segment reporting | Segment reporting ASC Topic 280, Segment Reporting |
Fair value of financial instruments | Fair value of financial instruments The carrying value of the Companys financial instruments: cash and cash equivalents, accounts receivable, deposits, prepayments and other receivables, accounts payable, receipts in advance, loan from shareholders, amounts due to directors, amount due to related companies, amount due to non-controlling interest party, and other payables and accrued liabilities approximate at their fair values because of the short-term nature of these financial instruments. The Company follows the guidance of the ASC Topic 820-10, Fair Value Measurements and Disclosures Level 1 Level 2 Level 3 |
Recent accounting pronouncements | Recent accounting pronouncements In May 2014, the FASB issued Accounting Standards Update No. 2014-09, "Revenue from Contracts with Customers" (ASU 2014-09). ASU 2014-09 supersedes the revenue recognition requirements in Revenue Recognition (Topic 605), and requires entities to recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services. ASU 2014-09 is effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. Early adoption is not permitted. In August 2015, the FASB issued an Accounting Standards Update to defer by one year the effective dates of its new revenue recognition standard until annual reporting periods beginning after January December 15, 2017 (2018 for calendar-year public entities) and interim periods therein. Management is currently assessing the impact the adoption of ASU 2014-09 and has not determined the effect of the standard on our ongoing financial reporting. In June 2014, the FASB issued ASU No. 2014-12, Compensation Stock Compensation (Topic 718). The pronouncement was issued to clarify the accounting for share-based payments when the terms of an award provide that a performance target could be achieved after the requisite service period. The pronouncement is effective for reporting periods beginning after December 15, 2015. The adoption of ASU 2014-12 is not expected to have a significant impact on the Companys consolidated financial position or results of operations. In August 2014, the FASB issued ASU 2014-15, "Presentation of Financial Statements - Going Concern, Disclosure of Uncertainties about an Entitys Ability to Continue as a Going Concern" (ASU 2014-15), which establishes managements responsibility to evaluate whether there is substantial doubt about an entitys ability to continue as a going concern and, if so, to provide related footnote disclosures. ASU 2014-15 provides a definition of the term "substantial doubt" and requires an assessment for a period of one year after the date that the financial statements are issued or available to be issued. Management will also be required to evaluate and disclose whether its plans alleviate that doubt. The guidance is effective for the annual periods ending after December 15, 2016 and interim periods thereafter with early adoption permitted. The Company is currently evaluating the impact the adoption of ASU 2014-15 on the Companys financial statement presentation and disclosures. In January 2015, the FASB issued ASU No. 2015-01 (Subtopic 225-20) - Income Statement - Extraordinary and Unusual Items. ASU 2015-01 eliminates the concept of an extraordinary item from GAAP. As a result, an entity will no longer be required to segregate extraordinary items from the results of ordinary operations, to separately present an extraordinary item on its income statement, net of tax, after income from continuing operations or to disclose income taxes and earnings-per-share data applicable to an extraordinary item. However, ASU 2015-01 will still retain the presentation and disclosure guidance for items that are unusual in nature and occur infrequently. ASU 2015-01 is effective for periods beginning after December 15, 2015. The adoption of ASU 2015-01 is not expected to have a material effect on the Companys consolidated financial statements. Early adoption is permitted. The Company has reviewed all recently issued, but not yet effective, accounting pronouncements and does not believe the future adoption of any such pronouncements may be expected to cause a material impact on its financial condition or the results of its operations. |
SUMMARY OF SIGNIFICANT ACCOUN27
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
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 Leasehold land and buildings 50 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 - |
Future minimum rental receivable | As of September 30, 2015, the Company has the aggregate future minimum rental receivable under the non-cancelable leases over the next two years consisted of the followings: Period ending September 30: 2016 $ 24,609 2017 2,685 Total $ 27,294 |
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 nine months ended September 30, 2015 2014 Period-end MYR : US$1 exchange rate 4.47 3.28 Period-average MYR : US$1 exchange rate 3.74 3.27 Period-end RMB : US$1 exchange rate 6.37 6.16 Period-average RMB : US$1 exchange rate 6.19 6.14 Period-end / average HK$ : US$1 exchange rate 7.75 7.75 |
BUSINESS COMBINATION (Tables)
BUSINESS COMBINATION (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Business Combinations [Abstract] | |
Schedule of fair value of the assets acquired and liabilities | As of the acquisition date, the fair value of the assets acquired and liabilities assumed are as follows: Plant and equipment $ 4,292 Accounts receivable 142,111 Prepayments, deposits and other receivables 16,332 Cash and cash equivalents 24,735 Accounts payable and accrued liabilities (251,382 ) Net liabilities (63,912 ) Non-controlling interest (15,345 ) Goodwill 1,413,769 Total consideration 1,334,512 |
Pre-acquisition aggregated amounts of revenue and earnings | The pre-acquisition aggregated amounts of revenue and earnings of F&A and Yabez for the nine months ended September 30, 2015 are as follows: Revenue $ 727,350 Net income 30,424 |
PROPERTY, PLANT AND EQUIPMENT (
PROPERTY, PLANT AND EQUIPMENT (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
Schedule of plant and equipment | As of September 30, 2015 December 31, 2014 Leasehold land and buildings for rental purpose $ 1,044,213 $ 1,044,213 Furniture and fixtures 90,538 83,429 Office equipment 35,059 29,570 Leasehold improvement 100,372 83,118 1,270,182 1,240,330 Less: Accumulated depreciation (91,453 ) (53,129 ) Less: Foreign exchange translation (300,046 ) (68,088 ) Total $ 878,683 $ 1,119,113 |
CASH SURRENDER VALUE OF LIFE 30
CASH SURRENDER VALUE OF LIFE INSURANCE (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Cash Surrender Value Of Life Insurance Tables | |
Summary of net cash surrender value of life insurance | A summary of net cash surrender value of life insurance as of September 30, 2015 is reported as below: Cash surrender value of life insurance $ 152,111 Less: policy loan balance outstanding (116,473 ) Cash surrender value of life insurance, net $ 35,638 |
INVESTMENTS IN UNCONSOLIDATED31
INVESTMENTS IN UNCONSOLIDATED ENTITIES (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Investments In Unconsolidated Entities Tables | |
Schedule of investments in the following unconsolidated entities | As of September 30, 2015, the investments in the following unconsolidated entities are accounted for under the equity method of accounting: Entity Type of business Ownership interest CGN Nanotech, Inc., related company Trading and distribution of nano-ceramic lighting products 20% (indirect) Rito Group Corp. Providing an online platform for merchants and customers to facilitate transactions 29.5% DSwiss Inc. Retailing in slimming and beauty products 30% Greenpro Trust Limited, related company Provision of trustee services 11.8% |
Schedule of combined summarized financial information | Combined summarized financial information for all the unconsolidated entities are as follows: As of September 30, 2015 Total assets $ 1,073,213 Total liabilities $ 619,595 For the nine months ended September 30, 2015 Revenue $ 107,387 Net loss for the period $ 153,026 |
ACCOUNTS PAYABLE AND ACCRUED 32
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Accrued Liabilities and Other Liabilities [Abstract] | |
Schedule of accounts payable and accrued liabilities | Accounts payable and accrued liabilities consist of: September 30, 2015 December 31, 2014 Accounts payable $ 17,413 $ - Receipts in advance 309,203 154,839 Other payables and accrued liabilities 574,126 108,824 Total $ 900,742 $ 263,663 |
AMOUNTS DUE TO RELATED PARTIES
AMOUNTS DUE TO RELATED PARTIES (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Due to Related Parties [Abstract] | |
Schedule of amounts due to related parties | September 30, 2015 December 31, 2014 Amounts due to shareholders $ 733,610 $ 260,209 Amount due to non-controlling interest party 1,496,258 - Amount due to a related company - 5,685 Total $ 2,229,868 $ 265,894 |
LONG-TERM BANK LOANS (Tables)
LONG-TERM BANK LOANS (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Schedule of long term bank loans | As of September 30, 2015 December 31, 2014 Bank loans from financial institutions in Malaysia Standard Chartered Saadiq Berhad $ 349,096 $ 453,556 United Overseas Bank (Malaysia) Berhad 235,491 304,283 584,587 757,839 Less: current portion (12,389 ) (15,067 ) Bank loan, net of current portion $ 572,198 $ 742,772 |
Maturities of long-term bank loans | Maturities of the long-term bank loans for each of the five years and thereafter following September 30, 2015 are as follows: Period ending September 30: 2016 $ 12,389 2017 13,057 2018 13,680 2019 14,333 2020 14,948 Thereafter 516,180 Total $ 584,587 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
(Loss) income before income taxes | The (loss) income before income taxes of the Company for the nine months ended September 30, 2015 and 2014 were comprised of the following: For the nine months ended September 30, 2015 2014 Tax jurisdictions from: Local $ (509,904 ) $ (46,227 ) Foreign, representing: BVI 171,483 (148 ) Belize 341,092 86,743 Anguilla (42,499 ) - Malaysia (43,512 ) (54,482 ) Hong Kong 73,252 28,624 The PRC (12,632 ) (12,866 ) (Loss) income before income taxes $ (22,720 ) $ 1,644 |
Provision for income taxes | Provision for income taxes consisted of the following: For the nine months ended September 30, 2015 2014 Current: Local $ - $ - Foreign, representing: BVI - - Belize - - Anguilla - - Hong Kong 19,391 1,415 The PRC - - Malaysia - - Deferred: Local - - Foreign - - $ 19,391 $ 1,415 |
Reconciliation of income (loss) before income taxes effective tax rate | A reconciliation of income (loss) before income taxes to the effective tax rate as follows: Nine months ended September 30, 2015 2014 Subsidiary with operating income before income tax $ 117,521 $ 47,344 Subsidiaries with loss before income tax (44,269 ) (18,720 ) Net income before income tax 73,252 28,624 Subsidiary with operating income before income tax $ 117,521 $ 47,344 Statutory income tax rate 16.5 % 16.5 % Income tax at Hong Kong statutory income tax rate 19,391 7,812 Tax effect of tax loss brought forward - (2,152 ) Tax effect of tax reduction - (4,245 ) Income tax expense $ 19,391 $ 1,415 |
Schedule of deferred tax assets | The following table sets forth the significant components of the aggregate deferred tax assets of the Company as of September 30, 2015 and December 31, 2014: As of September 30, 2015 December 31, 2014 (audited) Deferred tax assets: Net operating loss carryforwards United States of America $ 249,000 $ 70,610 The PRC 12,030 8,872 Malaysia 35,546 26,843 296,576 106,325 Less: valuation allowance (296,576 ) (106,325 ) Deferred tax assets $ - $ - |
RELATED PARTY TRANSACTIONS (Tab
RELATED PARTY TRANSACTIONS (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Related Party Transactions [Abstract] | |
Schedule of related parties transactions | Nine months ended September 30, 2015 2014 Business consulting and advisory service income Related party A $ 174,547 $ - Related party B 2,039 2,278 176,586 2,278 |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Segment Reporting [Abstract] | |
Schedule of Summarized financial information | Summarized financial information concerning the Companys reportable segments is shown as below: Five months ended September 30, 2015 Real estate business Service business Corporate Total Revenues $ 643,315 $ 522,660 $ - $ 1,165,975 Cost of revenues (473,738 ) (211,868 ) - (685,606 ) Gross income 169,577 310,792 - 480,369 Depreciation and amortization 13,099 1,909 2,804 17,812 Net income (loss) 62,777 (157,284 ) (87,102 ) (181,609 ) Total assets 5,526,778 2,289,560 239,954 8,056,292 Expenditure for long-lived assets $ 4,524,034 $ 13,684 $ 106,700 $ 4,644,418 Five months ended September 30, 2014 Real estate business Service business Corporate Total Revenues $ 7,883 $ 237,502 $ - $ 245,385 Cost of revenues (3,968 ) (71,026 ) - (74,994 ) Gross income 3,915 166,476 - 170,391 Depreciation and amortization 19,689 1,782 701 22,172 Net (loss) income (49,386 ) 108,950 (38,994 ) 20,570 Total assets 1,165,320 215,258 614,769 1,995,347 Expenditure for long-lived assets $ 42,713 $ - $ 28,803 $ 71,516 Nine months ended September 30, 2015 Real estate business Service business Corporate Total Revenues $ 664,308 $ 1,092,778 $ - $ 1,757,086 Cost of revenues (476,552 ) (388,619 ) - (865,171 ) Gross income 187,756 704,159 - 891,915 Depreciation and amortization 23,576 8,183 305 32,064 Net income (loss) 34,431 (24,962 ) (90,832 ) (81,363 ) Total assets 5,526,778 2,289,560 239,954 8,056,292 Expenditure for long-lived assets $ 4,524,034 $ 13,684 $ 106,700 $ 4,644,418 Nine months ended September 30, 2014 Real estate business Service business Corporate Total Revenues $ 8,800 $ 340,259 $ - $ 349,059 Cost of revenues (7,281 ) (96,462 ) - (103,743 ) Gross income 1,519 243,797 - 245,316 Depreciation and amortization 38,300 2,824 - 41,124 Net (loss) income (48,121 ) 113,445 (65,095 ) 229 Total assets 1,165,320 215,258 614,769 1,995,347 Expenditure for long-lived assets $ 42,713 $ - $ 28,803 $ 71,516 |
CONCENTRATIONS OF RISKS (Tables
CONCENTRATIONS OF RISKS (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Risks and Uncertainties [Abstract] | |
Schedule of concenrations of risks | For the five months ended September 30, 2015, the customers who accounted for 10% or more of the Companys revenues are presented as follows: Five months ended September 30, 2015 September 30, 2015 Revenues Percentage of revenues Trade accounts receivable Customer A $ 190,323 16 % $ - Customer B 188,387 16 % - Customer C 150,000 13 % - Total: $ 528,710 45 % $ - For the nine months ended September 30, 2015, the customers who accounted for 10% or more of the Companys revenues are presented as follows: Nine months ended September 30, 2015 September 30, 2015 Revenues Percentage of revenues Trade accounts receivable Customer D $ 245,000 14 % $ - Customer A 190,323 11 % - Customer B 188,387 11 % - Customer E, related company 174,547 10 % - Total: $ 798,257 46 % $ - |
GOING CONCERN UNCERTAINTIES (De
GOING CONCERN UNCERTAINTIES (Details Narrative) - USD ($) | 9 Months Ended | |
Sep. 30, 2015 | Dec. 31, 2014 | |
Going Concern Uncertainties | ||
Accumulated deficit | $ (467,712) | $ (231,508) |
Net operating loss | $ 81,363 |
ORGANIZATION AND BUSINESS BAC40
ORGANIZATION AND BUSINESS BACKGROUND (Details) | 9 Months Ended |
Sep. 30, 2015 | |
Subsidiary [Member] | |
Company name | Greenpro Resources Limited (GRBV) |
Place/date of incorporation | British Virgin Islands July 3, 2012 |
Particulars of issued capital | 2 ordinary shares issued of US$1 each |
Ownership | 100.00% |
Principal activities | Investment holding |
Subsidiary One [Member] | |
Company name | Greenpro Holding Limited (GHL) |
Place/date of incorporation | Hong Kong July 22, 2013 |
Particulars of issued capital | 100 ordinary shares issued of HK$ 1 each |
Ownership | 100.00% |
Principal activities | Investment holding |
Subsidiary Two [Member] | |
Company name | Greenpro Financial Consulting Limited (GFCL) |
Place/date of incorporation | Belize July 26, 2012 |
Particulars of issued capital | 1 issued share of US$ 1 each |
Ownership | 100.00% |
Principal activities | Provision of business consulting and advisory services and investment holding |
Subsidiary Three [Member] | |
Company name | Greenpro Resources (HK) Limited (GRL(HK)) |
Place/date of incorporation | Hong Kong April 5, 2012 |
Particulars of issued capital | 1,075,002 issued share of HK$ 1 each |
Ownership | 100.00% |
Principal activities | Investment holding |
Subsidiary Four [Member] | |
Company name | Greenpro Resources Sdn. Bhd. (GRSB) |
Place/date of incorporation | Malaysia April 26, 2013 |
Particulars of issued capital | 1,000,000 ordinary shares issued of MYR 1 each |
Ownership | 100.00% |
Principal activities | Provision of business consulting and advisory services and investment in land and buildings |
Subsidiary Five [Member] | |
Company name | Greenpro Global Advisory Sdn. Bhd. (GGASB) |
Place/date of incorporation | Malaysia January 23, 2013 |
Particulars of issued capital | 100,000 ordinary shares issued of MYR 1 each |
Ownership | 100.00% |
Principal activities | Provision of business consulting and advisory services |
Subsidiary Six [Member] | |
Company name | Greenpro Management Consultancy (Shenzhen) Limited (GMC(SZ)) |
Place/date of incorporation | The Peoples of Republic China (PRC) August 30, 2013 |
Particulars of issued capital | RMB100,000 registered paid-in capital |
Ownership | 100.00% |
Principal activities | Provision of corporate consulting services |
Subsidiary Seven [Member] | |
Company name | A&G International Limited (A&G) |
Place/date of incorporation | Belize August 28, 2006 |
Particulars of issued capital | 1 share issued of US$1 each |
Ownership | 100.00% |
Principal activities | Investment holding |
Subsidiary Eight [Member] | |
Company name | Asia UBS Global Limited (UBS(HK)) |
Place/date of incorporation | Hong Kong January 15, 2003 |
Particulars of issued capital | 5,000 ordinary shares issued of HK$1 each |
Ownership | 100.00% |
Principal activities | Provision of business consulting and advisory services |
Subsidiary Nine [Member] | |
Company name | Asia UBS Global Limited (UBS(Belize)) |
Place/date of incorporation | Belize August 28, 2006 |
Particulars of issued capital | 1 share issued of US$1 each |
Ownership | 100.00% |
Principal activities | Provision of business consulting and advisory services |
Subsidiary Ten [Member] | |
Company name | Falcon Secretaries Limited (FSL) |
Place/date of incorporation | Hong Kong January 5, 2010 |
Particulars of issued capital | 30,000 ordinary shares issued of HK$1 each |
Ownership | 100.00% |
Principal activities | Provision of company secretarial services |
Subsidiary Eleven [Member] | |
Company name | Ace Corporate Services Limited (ACE) |
Place/date of incorporation | Hong Kong October 26, 2012 |
Particulars of issued capital | 100,000 ordinary shares issued of HK$1 each |
Ownership | 100.00% |
Principal activities | Provision of company secretarial, accounting and financial review services |
Subsidiary Twelve [Member] | |
Company name | Shenzhen Falcon Financial Consulting Limited (SZ Falcon) |
Place/date of incorporation | PRC July 1, 2009 |
Particulars of issued capital | RMB100,000 registered paid-in capital |
Ownership | 100.00% |
Principal activities | Provision of business consulting and advisory services in the PRC |
Subsidiary Thirteen [Member] | |
Company name | Yabez (Hong Kong) Company Limited (Yabez) |
Place/date of incorporation | Hong Kong October 4, 2013 |
Particulars of issued capital | 62,500 ordinary shares issued of HK$1 each |
Ownership | 60.00% |
Principal activities | Provision of company secretarial and IT related services |
Subsidiary Fourteen [Member] | |
Company name | Greenpro Venture Capital Limited (GPVC) |
Place/date of incorporation | Anguilla September 5, 2014 |
Particulars of issued capital | 2 shares issued of US$1 each |
Ownership | 100.00% |
Principal activities | Investment holding |
Subsidiary Fifteen [Member] | |
Company name | Forward Win International Limited (Forward Win) |
Place/date of incorporation | Hong Kong November 21, 2014 |
Particulars of issued capital | 10,000 ordinary shares issued of HK$1 each |
Ownership | 60.00% |
Principal activities | Trading and investing real estates in Hong Kong |
Subsidiary Sixteen [Member] | |
Company name | Greenpro Venture Cap (CGN) Limited (GPVC (CGN)) |
Place/date of incorporation | Anguilla September 5, 2014 |
Particulars of issued capital | 4 shares issued of US$1 each |
Ownership | 100.00% |
Principal activities | Investment holding |
Subsidiary Seventeen [Member] | |
Company name | Chief Billion Limited (CBL) |
Place/date of incorporation | Hong Kong March 6, 2015 |
Particulars of issued capital | 1 ordinary share issued of HK$1 each |
Ownership | 100.00% |
Principal activities | Trading and investing real estates in Hong Kong |
ORGANIZATION AND BUSINESS BAC41
ORGANIZATION AND BUSINESS BACKGROUND (Details Narrative) - USD ($) | 1 Months Ended | |
Jul. 31, 2015 | Jul. 29, 2015 | |
Mr. Lee Chong Kuang [Member] | ||
Directors shareholdings on subsidiary | 50.00% | |
Mr. Loke Che Chan, Gilbert [Member] | ||
Directors shareholdings on subsidiary | 50.00% | |
Ms. Yap Pei Ling [Member] | ||
Directors shareholdings on subsidiary | 100.00% | |
Mr. Lee Chong Kuang [Member] | ||
Directors shareholdings on subsidiary | 50.00% | |
Mr. Loke Che Chan, Gilbert [Member] | ||
Directors shareholdings on subsidiary | 50.00% | |
Ms. Chen Yan Hong [Member] | ||
Directors shareholdings on subsidiary | 100.00% | |
Mr. Cheng Chi Ho [Member] | ||
Directors shareholdings on subsidiary | 51.00% | |
Ms. Wong Kit Yi [Member] | ||
Directors shareholdings on subsidiary | 49.00% | |
Greenpro Resources Limited [Member] | ||
Restricted common stock, issued | $ 9,070,000 | |
Excercise price | $ 0.35 | |
Payment in cash | $ 25,500 | |
Total consideration, amount | $ 3,200,000 | |
A&G International Limited [Member] | ||
Restricted common stock, issued | $ 1,842,000 | |
Excercise price | $ 0.52 | |
Total consideration, amount | $ 957,840 | |
Greenpro Venture Capital Limited [Member] | ||
Restricted common stock, issued | $ 13,260,000 | |
Excercise price | $ 0.60 | |
Payment in cash | $ 6,000 | |
Total consideration, amount | 7,962,000 | |
Falcon Secretaries Limited [Member] | ||
Restricted common stock, issued | $ 2,080,200 | |
Excercise price | $ 0.52 | |
Total consideration, amount | $ 1,081,740 | |
Yabez (Hong Kong) [Member] | ||
Restricted common stock, issued | $ 486,171 | |
Excercise price | $ 0.52 | |
Total consideration, amount | $ 252,808 |
SUMMARY OF SIGNIFICANT ACCOUN42
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) | 9 Months Ended |
Sep. 30, 2015 | |
Leasehold land and buildings [Member] | |
Property, Plant and Equipment [Line Items] | |
Expected useful life | 50 years |
Furniture and fixtures [Member] | |
Impairment of long-lived assets | |
Residual Value | 5.00% |
Furniture and fixtures [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Expected useful life | 3 years |
Furniture and fixtures [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Expected useful life | 10 years |
Office equipment [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Expected useful life | 3 years |
Impairment of long-lived assets | |
Residual Value | 5.00% |
Office equipment [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Expected useful life | 10 years |
Impairment of long-lived assets | |
Residual Value | 10.00% |
Leasehold improvements [Member] | |
Property, Plant and Equipment [Line Items] | |
Expected useful life, Assets | Over the shorter of estimated useful life or term of lease |
SUMMARY OF SIGNIFICANT ACCOUN43
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 1) | Sep. 30, 2015USD ($) |
Accounting Policies [Abstract] | |
2,016 | $ 24,609 |
2,017 | 2,685 |
Total | $ 27,294 |
SUMMARY OF SIGNIFICANT ACCOUN44
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 2) | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Period-End MYR : US$1 Exchange Rate [Member] | ||
Foreign Currency Exchange Rate, Translation | 4.47 | 3.28 |
Period-Average MYR : US$1 Exchange Rate [Member] | ||
Foreign Currency Exchange Rate, Translation | 3.74 | 3.27 |
Period-End RMB : US$1 Exchange Rate [Member] | ||
Foreign Currency Exchange Rate, Translation | 6.37 | 6.16 |
Period-Average RMB : US$1 Exchange Rate [Member] | ||
Foreign Currency Exchange Rate, Translation | 6.19 | 6.14 |
Period-End /Average HK$ : US$1 Exchange Rate [Member] | ||
Foreign Currency Exchange Rate, Translation | 7.75 | 7.75 |
SUMMARY OF SIGNIFICANT ACCOUN45
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | 5 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Accounting Policies [Abstract] | ||||
Depreciation expense | $ 17,644 | $ 22,172 | $ 31,759 | $ 41,068 |
Amortization expense | $ 168 | $ 0 | 305 | $ 56 |
Rental revenue | $ 31,345 |
BUSINESS COMBINATION (Details)
BUSINESS COMBINATION (Details) - USD ($) | Sep. 30, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Dec. 31, 2013 |
Property, plant and equipment, net | $ 878,683 | $ 1,119,113 | $ 71,516 | |
Cash and cash equivalents | 658,759 | 623,370 | $ 623,370 | $ 155,058 |
Accounts payable and accrued liabilities | 900,742 | $ 263,663 | ||
Goodwill | 1,413,769 | |||
Greenpro Trust Limited [Member] | ||||
Property, plant and equipment, net | 4,292 | |||
Accounts receivable | 142,111 | |||
Prepayments, deposits and other receivables | 16,332 | |||
Cash and cash equivalents | 24,735 | |||
Accounts payable and accrued liabilities | (251,382) | |||
Net liabilities | (63,912) | |||
Non-controlling interest | (15,345) | |||
Goodwill | 1,413,769 | |||
Total consideration | $ 1,334,512 |
BUSINESS COMBINATION (Details 1
BUSINESS COMBINATION (Details 1) | 9 Months Ended |
Sep. 30, 2015USD ($) | |
Business Combinations [Abstract] | |
Revenue | $ 727,350 |
Net income | $ 30,424 |
BUSINESS COMBINATION (Details N
BUSINESS COMBINATION (Details Narrative) - USD ($) | 1 Months Ended | |
Sep. 30, 2015 | Dec. 31, 2014 | |
Goodwill | $ 1,413,769 | |
F&A [Member] | Restricted common stock [Member] | ||
Shares issued for acquisition | 2,080,200 | |
Yabez [Member] | Restricted common stock [Member] | ||
Shares issued for acquisition | 486,171 | |
A&G, F&A and Yabez [Member] | Restricted common stock [Member] | ||
Shares price for acquisition | $ 0.52 | |
F&A and Yabez [Member] | ||
Directors shareholdings on subsidiary | 100.00% | |
Equity interest | 60.00% |
PROPERTY, PLANT AND EQUIPMENT49
PROPERTY, PLANT AND EQUIPMENT (Details) - USD ($) | 5 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment, Gross | $ 1,240,330 | ||||
Less: Accumulated depreciation | (53,129) | ||||
Less: Foreign exchange translation | (68,088) | ||||
Property, plant and equipment, Net | $ 878,683 | $ 71,516 | $ 878,683 | $ 71,516 | 1,119,113 |
Depreciation of Property, plant and equipment | 17,644 | $ 22,172 | 31,759 | $ 41,068 | |
Leasehold land and buildings [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment, Gross | 1,044,213 | 1,044,213 | 1,044,213 | ||
Furniture and fixtures [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment, Gross | 90,538 | 90,538 | 83,429 | ||
Office equipment [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment, Gross | 35,059 | 35,059 | 29,570 | ||
Leasehold improvements [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment, Gross | $ 100,372 | $ 100,372 | $ 83,118 |
CASH SURRENDER VALUE OF LIFE 50
CASH SURRENDER VALUE OF LIFE INSURANCE (Details) - USD ($) | Sep. 30, 2015 | Dec. 31, 2014 |
Cash Surrender Value Of Life Insurance Details | ||
Cash surrender value of life insurance | $ 152,111 | |
Less: policy loan balance outstanding | (116,473) | |
Cash surrender value of life insurance, net | $ 35,638 | $ 16,545 |
INVESTMENTS IN UNCONSOLIDATED51
INVESTMENTS IN UNCONSOLIDATED ENTITIES (Details) | 9 Months Ended |
Sep. 30, 2015 | |
CGN Nanotech, Inc [Member] | |
Type of business | Trading and distribution of nano-ceramic lighting products |
Ownership interest | 20.00% |
Rito Group Corp [Member] | |
Type of business | Providing an online platform for merchants and customers to facilitate transactions |
Ownership interest | 29.50% |
DSwiss Inc [Member] | |
Type of business | Retailing in slimming and beauty products |
Ownership interest | 30.00% |
Greenpro Trust Limited [Member] | |
Type of business | Provision of trustee services |
Ownership interest | 11.80% |
INVESTMENTS IN UNCONSOLIDATED52
INVESTMENTS IN UNCONSOLIDATED ENTITIES (Details 1) - USD ($) | 5 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Total assets | $ 8,056,292 | $ 1,995,347 | $ 8,056,292 | $ 1,995,347 | $ 2,311,097 |
Total liabilities | 3,773,857 | 3,773,857 | $ 1,840,750 | ||
Revenue | 1,165,975 | 245,385 | 1,757,086 | 349,059 | |
Net loss for the period | (181,609) | $ 21,985 | (81,363) | $ 229 | |
Unconsolidated entities [Member] | |||||
Total assets | 1,073,213 | 1,073,213 | |||
Total liabilities | $ 619,595 | 619,595 | |||
Revenue | 107,387 | ||||
Net loss for the period | $ 153,026 |
INVESTMENTS IN UNCONSOLIDATED53
INVESTMENTS IN UNCONSOLIDATED ENTITIES (Details Narrative) - USD ($) | 5 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Common stock authorized | 500,000,000 | 500,000,000 | 500,000,000 | ||
Common stock par value | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||
Loss on investments in unconsolidated entities | $ (36,377) | $ (36,377) | |||
CGN Nanotech, Inc [Member] | |||||
Common stock authorized | 600,000,000 | 600,000,000 | |||
Common stock par value | $ 0.0001 | $ 0.0001 | |||
Greenpro Trust Limited [Member] | |||||
Common stock authorized | 3,400,000 | 3,400,000 |
ACCOUNTS PAYABLE AND ACCRUED 54
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES (Details) - USD ($) | Sep. 30, 2015 | Dec. 31, 2014 |
Accrued Liabilities and Other Liabilities [Abstract] | ||
Accounts payable | $ 17,413 | |
Receipts in advance | 309,203 | $ 154,839 |
Other payables and accrued liabilities | 574,126 | 108,824 |
Total | $ 900,742 | $ 263,663 |
AMOUNTS DUE TO RELATED PARTIE55
AMOUNTS DUE TO RELATED PARTIES (Details) - USD ($) | Sep. 30, 2015 | Dec. 31, 2014 |
Due to Related Parties [Abstract] | ||
Amounts due to shareholders | $ 39,028 | $ 553,354 |
Amount due to non-controlling interest party | $ 1,496,258 | |
Amount due to a related company | $ 5,685 | |
Total | $ 2,229,868 | $ 265,894 |
AMOUNTS DUE TO RELATED PARTIE56
AMOUNTS DUE TO RELATED PARTIES (Details Narrative) - Shareholder [Member] | 9 Months Ended |
Sep. 30, 2015USD ($) | |
Shareholder advanced | $ 500,000 |
Unsecured, bears interest | 12.00% |
Maturity date | Dec. 31, 2015 |
Advances to shareholder | $ 233,610 |
AMOUNTS DUE TO DIRECTORS (Detai
AMOUNTS DUE TO DIRECTORS (Details Narrative) | Sep. 30, 2015USD ($) |
Director [Member] | |
Due to Directors | $ 39,028 |
LONG-TERM BANK LOANS (Details)
LONG-TERM BANK LOANS (Details) - USD ($) | Sep. 30, 2015 | Dec. 31, 2014 | Aug. 31, 2013 | May. 31, 2013 |
Standard Chartered Saadiq Berhad [Member] | ||||
Bank loans from financial institutions | $ 495,170 | |||
United Overseas Bank (Malaysia) Berhad [Member] | ||||
Bank loans from financial institutions | $ 326,530 | |||
Malaysia [Member] | ||||
Bank loans from financial institutions | $ 584,587 | $ 757,839 | ||
Less: current portion | (12,389) | (15,067) | ||
Bank loan, net of current portion | 572,198 | 742,772 | ||
Malaysia [Member] | Standard Chartered Saadiq Berhad [Member] | ||||
Bank loans from financial institutions | 349,096 | 453,556 | ||
Malaysia [Member] | United Overseas Bank (Malaysia) Berhad [Member] | ||||
Bank loans from financial institutions | $ 235,491 | $ 304,283 |
LONG-TERM BANK LOANS (Details 1
LONG-TERM BANK LOANS (Details 1) | Sep. 30, 2015USD ($) |
Debt Disclosure [Abstract] | |
2,016 | $ 12,389 |
2,017 | 13,057 |
2,018 | 13,680 |
2,019 | 14,333 |
2,020 | 14,948 |
Thereafter | 516,180 |
Total | $ 584,587 |
LONG-TERM BANK LOANS (Details N
LONG-TERM BANK LOANS (Details Narrative) - USD ($) | 1 Months Ended | |
Aug. 31, 2013 | May. 31, 2013 | |
Standard Chartered Saadiq Berhad [Member] | ||
Bank loans from financial institutions | $ 495,170 | |
Interes rate on bank loans | 2.10% | |
Number of Instalments on bank loan | 300 | |
Monthly installment of bank loan | $ 2,840 | |
Bank loan mature on | May 2,038 | |
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 | $ 326,530 | |
Interes rate on bank loans | 2.20% | |
Number of Instalments on bank loan | 360 | |
Monthly installment of bank loan | $ 1,645 | |
Bank loan mature on | August 2,043 | |
United Overseas Bank (Malaysia) Berhad [Member] | MYR [Member] | ||
Bank loans from financial institutions | $ 1,074,696 | |
Monthly installment of bank loan | $ 5,382 |
COMMON STOCK (Details Narrative
COMMON STOCK (Details Narrative) - USD ($) | 1 Months Ended | |||||
Sep. 30, 2015 | Aug. 21, 2015 | Aug. 20, 2015 | Jul. 31, 2015 | Aug. 31, 2015 | Dec. 31, 2014 | |
Common stock, shares issued | 51,457,171 | 44,752,800 | ||||
Common stock, shares outstanding | 51,457,171 | 44,752,800 | ||||
Promissory notes [Member] | ||||||
Promissory notes converted | $ 1,171,000 | |||||
Common stock, shares issued | 1,171,000 | |||||
Subscription Agreements [Member] | Private Placement [Member] | ||||||
Sale of stock, price per share | $ 1 | $ 0.8 | ||||
Proceeds from issuance of private placement | $ 500,000 | $ 500,000 | ||||
Common stock, shares issued | 500,000 | 625,000 | ||||
GRBV [Member] | Restricted common stock [Member] | ||||||
Shares issued for acquisition | 9,070,000 | |||||
Shares price for acquisition | $ 0.35 | |||||
Cash paid for acquisition to shareholders | $ 25,500 | |||||
Aggregate purchase consideration | $ 3,200,000 | |||||
GPVC [Member] | Restricted common stock [Member] | ||||||
Shares issued for acquisition | 13,260,000 | |||||
Shares price for acquisition | $ 0.60 | |||||
Cash paid for acquisition to shareholders | $ 6,000 | |||||
Aggregate purchase consideration | $ 7,962,000 | |||||
A&G [Member] | Restricted common stock [Member] | ||||||
Shares issued for acquisition | 1,842,000 | |||||
F&A [Member] | Restricted common stock [Member] | ||||||
Shares issued for acquisition | 2,080,200 | |||||
Yabez [Member] | Restricted common stock [Member] | ||||||
Shares issued for acquisition | 486,171 | |||||
A&G, F&A and Yabez [Member] | Restricted common stock [Member] | ||||||
Shares price for acquisition | $ 0.52 | |||||
Aggregate purchase consideration | $ 2,292,388 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) | 5 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
(Loss) income before income taxes | $ (122,966) | $ 21,985 | $ (22,720) | $ 1,644 |
Local [Member] | ||||
(Loss) income before income taxes | (509,904) | (46,227) | ||
BVI [Member] | ||||
(Loss) income before income taxes | 171,483 | (148) | ||
Belize [Member] | ||||
(Loss) income before income taxes | 341,092 | $ 86,743 | ||
Anguilla [Member] | ||||
(Loss) income before income taxes | (42,499) | |||
Malaysia [Member] | ||||
(Loss) income before income taxes | (43,512) | $ (54,482) | ||
Hong Kong [Member] | ||||
(Loss) income before income taxes | 73,252 | 28,624 | ||
The PRC [Member] | ||||
(Loss) income before income taxes | $ (12,632) | $ (12,866) |
INCOME TAXES (Details 1)
INCOME TAXES (Details 1) - USD ($) | 5 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Provision for income taxes local current | ||||
Provision for income taxes deferred local | ||||
Provision for income taxes deferred foreign | ||||
Provision for income taxes | $ (19,391) | $ (19,391) | $ (1,415) | |
BVI [Member] | ||||
Provision for income taxes current foreign | ||||
Belize [Member] | ||||
Provision for income taxes current foreign | ||||
Anguilla [Member] | ||||
Provision for income taxes current foreign | ||||
Malaysia [Member] | ||||
Provision for income taxes current foreign | ||||
Hong Kong [Member] | ||||
Provision for income taxes current foreign | $ 19,391 | $ 1,415 | ||
Provision for income taxes | $ (19,391) | $ (1,415) | ||
The PRC [Member] | ||||
Provision for income taxes current foreign |
INCOME TAXES (Details 2)
INCOME TAXES (Details 2) - USD ($) | 5 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Net income before income tax | $ (122,966) | $ 21,985 | $ (22,720) | $ 1,644 |
Income tax expense | $ 19,391 | 19,391 | 1,415 | |
Hong Kong [Member] | ||||
Subsidiary with operating income before income tax | 117,521 | 47,344 | ||
Subsidiaries with loss before income tax | (44,269) | (18,720) | ||
Net income before income tax | 73,252 | 28,624 | ||
Subsidiary with operating income before income taxes | $ 117,521 | $ 47,344 | ||
Statutory income tax rate | 16.50% | 16.50% | ||
Income tax at Hong Kong statutory income tax rate | $ 19,391 | $ 7,812 | ||
Tax effect of tax loss brought forward | (2,152) | |||
Tax effect of tax reduction | (4,245) | |||
Income tax expense | $ 19,391 | $ 1,415 |
INCOME TAXES (Details 3)
INCOME TAXES (Details 3) - USD ($) | Sep. 30, 2015 | Dec. 31, 2014 |
Deferred tax assets net operating loss carryforwards | $ 296,576 | $ 106,325 |
Less: valuation allowance | $ (296,576) | $ (106,325) |
Deferred tax assets | ||
United States of America [Member] | ||
Deferred tax assets net operating loss carryforwards | $ 249,000 | $ 70,610 |
Less: valuation allowance | 249,000 | |
Deferred tax assets | 249,000 | |
The PRC [Member] | ||
Deferred tax assets net operating loss carryforwards | 12,030 | 8,872 |
Malaysia [Member] | ||
Deferred tax assets net operating loss carryforwards | 35,546 | $ 26,843 |
Less: valuation allowance | 35,546 | |
Deferred tax assets | $ 35,546 |
INCOME TAXES (Details Narrative
INCOME TAXES (Details Narrative) - USD ($) | 9 Months Ended | ||
Sep. 30, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | |
Valuation allowance | $ (296,576) | $ (106,325) | |
GGASB [Member] | |||
Net operating loss carryforwards | 43,512 | $ 54,482 | |
United States of America [Member] | |||
Net operating loss carryforwards | $ 711,651 | ||
Operating loss carryforwards expiration date | Dec. 31, 2030 | ||
Valuation allowance | $ 249,000 | ||
Malaysia [Member] | |||
Valuation allowance | 35,546 | ||
Valuation allowance increase | 190,251 | ||
Valuation allowance deferred tax assets | $ 296,576 | ||
Income tax rate | 20.00% | ||
The PRC [Member] | |||
Net operating loss carryforwards | $ 12,632 | $ 12,866 | |
Income tax rate | 25.00% |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) - USD ($) | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Business consulting and advisory service income | $ 176,586 | $ 2,278 |
Related party A [Member] | ||
Business consulting and advisory service income | 174,547 | |
Related party B [Member] | ||
Business consulting and advisory service income | $ 2,039 | $ 2,278 |
SEGMENT INFORMATION (Details)
SEGMENT INFORMATION (Details) - USD ($) | 5 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Revenues | $ 1,165,975 | $ 245,385 | $ 1,757,086 | $ 349,059 | |
Cost of revenues | 685,606 | 74,994 | 865,171 | 103,743 | |
Gross income | 480,369 | 170,391 | 887,709 | 245,316 | |
Depreciation and amortization | 17,812 | 22,172 | 32,064 | 41,124 | |
Net income (loss) | (181,609) | 21,985 | (81,363) | 229 | |
Total assets | 8,056,292 | 1,995,347 | 8,056,292 | 1,995,347 | $ 2,311,097 |
Expenditure for long-lived assets | 878,683 | 71,516 | 878,683 | 71,516 | $ 1,119,113 |
Real estate business [Member] | |||||
Revenues | 643,315 | 7,883 | 664,308 | 8,800 | |
Cost of revenues | (473,738) | (3,968) | (476,552) | (7,281) | |
Gross income | 169,577 | 3,915 | 187,756 | 1,519 | |
Depreciation and amortization | 13,099 | 19,689 | 23,576 | 38,300 | |
Net income (loss) | 62,777 | (49,386) | 34,431 | (48,121) | |
Total assets | 5,526,778 | 1,165,320 | 5,526,778 | 1,165,320 | |
Expenditure for long-lived assets | 4,524,034 | 42,713 | 4,524,034 | 42,713 | |
Service business [Member] | |||||
Revenues | 522,660 | 237,502 | 1,092,778 | 340,259 | |
Cost of revenues | (211,868) | (71,026) | (388,619) | (96,462) | |
Gross income | 310,792 | 166,476 | 704,159 | 243,797 | |
Depreciation and amortization | 1,909 | 1,782 | 8,183 | 2,824 | |
Net income (loss) | (157,284) | 108,950 | (24,962) | 113,445 | |
Total assets | 2,289,560 | $ 215,258 | 2,289,560 | $ 215,258 | |
Expenditure for long-lived assets | $ 13,684 | $ 13,684 | |||
Corporate [Member] | |||||
Revenues | |||||
Cost of revenues | |||||
Gross income | |||||
Depreciation and amortization | $ 2,804 | $ 701 | $ 305 | ||
Net income (loss) | (87,102) | (38,994) | (90,832) | $ (65,095) | |
Total assets | 239,954 | 614,769 | 239,954 | 614,769 | |
Expenditure for long-lived assets | $ 106,700 | $ 28,803 | $ 106,700 | $ 28,803 |
CONCENTRATIONS OF RISKS (Detail
CONCENTRATIONS OF RISKS (Details) - USD ($) | 5 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Revenues | $ 1,165,975 | $ 245,385 | $ 1,757,086 | $ 349,059 |
Customer [Member] | ||||
Revenues | $ 528,710 | $ 798,257 | ||
Percentage of revenues | 45.00% | 46.00% | ||
Trade accounts receivable | ||||
Customer A [Member] | ||||
Revenues | $ 190,323 | $ 190,323 | ||
Percentage of revenues | 16.00% | 11.00% | ||
Trade accounts receivable | ||||
Customer B [Member] | ||||
Revenues | $ 188,387 | $ 188,387 | ||
Percentage of revenues | 16.00% | 11.00% | ||
Trade accounts receivable | ||||
Customer C [Member] | ||||
Revenues | $ 150,000 | |||
Percentage of revenues | 13.00% | |||
Trade accounts receivable | ||||
Customer D [Member] | ||||
Revenues | $ 245,000 | |||
Percentage of revenues | 14.00% | |||
Trade accounts receivable | ||||
Customer E [Member] | ||||
Revenues | $ 174,547 | |||
Percentage of revenues | 10.00% | |||
Trade accounts receivable |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) - USD ($) | 5 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | ||||
Lease term | 2 years | |||
Future minimum rental payments due under non-cancelable operating lease in the next twelve months | $ 91,690 | $ 91,690 | ||
Operating lease expiration date | Aug. 31, 2016 | |||
Monthly operating lease payments | $ 4,029 | |||
Lease expense | $ 60,771 | $ 20,006 | $ 106,023 | $ 36,011 |