Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2019 | Nov. 12, 2019 | |
Document And Entity Information | ||
Entity Registrant Name | HotApp Blockchain Inc. | |
Entity Central Index Key | 0001600347 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2019 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Is Entity's Reporting Status Current? | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Small Business | true | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 506,898,576 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2019 |
CONDENSED BALANCE SHEETS (Unaud
CONDENSED BALANCE SHEETS (Unaudited) - USD ($) | Sep. 30, 2019 | Dec. 31, 2018 |
CURRENT ASSETS: | ||
Cash | $ 60,655 | $ 108,777 |
Accounts receivable-related parties, net of allowance | 0 | 39,427 |
Accounts receivable-trade, net of allowance | 0 | 10,216 |
Prepaid expenses | 49,110 | 588 |
Deposit and other receivable | 0 | 549 |
Current assets of discontinued operations | 0 | 14,317 |
TOTAL CURRENT ASSETS | 109,765 | 173,874 |
Other non-current assets | 100 | 0 |
Promissory note-related parties | 100,000 | 0 |
Non-current assets of discontinued operations | 0 | 1,765 |
TOTAL ASSETS | 209,865 | 175,639 |
CURRENT LIABILITIES: | ||
Accounts payable and accrued expenses | 17,830 | 59,559 |
Accrued taxes and franchise fees | 7,742 | 7,742 |
Amount due to related parties | 1,330,976 | 1,127,004 |
Current liabilities of discontinued operations | 0 | 174,606 |
TOTAL CURRENT LIABILITIES | 1,356,548 | 1,368,911 |
TOTAL LIABILITIES | 1,356,548 | 1,368,911 |
STOCKHOLDERS' (DEFICIT): | ||
Preferred stock, $0.0001 par value, 15,000,000 shares authorized, 0 issued and outstanding as of September 30, 2019 and December 31, 2018 | 0 | 0 |
Common stock, $0.0001 par value, 1,000,000,000 shares authorized, 506,898,576 shares issued and outstanding, as of September 30, 2019 and December 31, 2018 | 50,690 | 50,690 |
Accumulated other comprehensive loss | (215,028) | (225,119) |
Additional paid-in capital | 4,604,191 | 4,604,191 |
Accumulated deficit | (5,586,536) | (5,623,034) |
TOTAL STOCKHOLDERS' DEFICIT | (1,146,683) | (1,193,272) |
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT | $ 209,865 | $ 175,639 |
CONDENSED BALANCE SHEETS (Paren
CONDENSED BALANCE SHEETS (Parenthetical) - $ / shares | Sep. 30, 2019 | Dec. 31, 2018 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, authorized | 15,000,000 | 15,000,000 |
Preferred stock, issued | 0 | 0 |
Preferred stock, outstanding | 0 | 0 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, authorized | 1,000,000,000 | 1,000,000,000 |
Common stock, issued | 506,898,576 | 506,898,576 |
Common stock, outstanding | 506,898,576 | 506,898,576 |
CONDENSED STATEMENTS OF OPERATI
CONDENSED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Revenues: | ||||
Project fee - related parties | $ 0 | $ 23,018 | $ 0 | $ 115,107 |
Project fee-others | 0 | 10,203 | 0 | 20,408 |
Total revenues | 0 | 33,221 | 0 | 135,515 |
Cost of revenues | 0 | 20,652 | 0 | 74,111 |
Gross profit | 0 | 12,569 | 0 | 61,404 |
Operating expenses: | ||||
Depreciation | 0 | 2,207 | 0 | 7,833 |
General and administrative | 34,970 | 71,137 | 233,386 | 293,161 |
Total operating expenses | 34,970 | 73,344 | 233,386 | 300,994 |
(Loss) from operations | (34,970) | (60,775) | (233,386) | (239,590) |
Other income/(expenses): | ||||
Interest income | 8 | 0 | 41 | 7 |
Foreign exchange gain (loss) | (44,594) | (3,359) | (25,700) | (49,773) |
Gain on disposal of subsidiary | 0 | 0 | 299,255 | 0 |
Total other income/(expenses) | (44,586) | (3,359) | (273,596) | (49,766) |
Income (loss) before taxes from continuing operations | (79,556) | (64,134) | 40,210 | (289,356) |
Income tax provision | 0 | 0 | 0 | 0 |
Net income (loss) from continuing operations | (79,556) | (64,134) | 40,210 | (289,356) |
Loss from discontinued operations, net of tax | $ 0 | $ (32,143) | $ (3,712) | $ (80,263) |
Net income (loss) from continuing operations per share - basic and diluted | $ 0 | $ 0 | $ .00 | $ 0 |
Net loss from discontinued operations per share - basic and diluted | 0 | 0 | 0 | 0 |
Net income (loss) per share - basic and diluted | $ 0 | $ 0 | $ .00 | $ 0 |
Weighted number of shares outstanding - basic and diluted | 506,898,576 | 506,898,576 | 506,898,576 | 506,898,576 |
Net income (loss) | $ (79,556) | $ (96,277) | $ 36,498 | $ (369,619) |
Foreign currency translation (loss) gain | 70,689 | 21,899 | 10,091 | 90,562 |
Total comprehensive income (loss) | $ (8,867) | $ (74,378) | $ 46,589 | $ (279,057) |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' (DEFICIT) - USD ($) | Common Stock | Paid-In Capital | Accumulated Other Comprehensive Income (Loss) [Member] | Accumulated Deficit | Total |
Beginning balances, shares at Dec. 31, 2017 | 506,898,576 | ||||
Beginning balance, amount at Dec. 31, 2017 | $ 50,690 | $ 4,604,191 | $ (289,398) | $ (5,126,964) | $ (761,481) |
Net income for period | (70,645) | (70,645) | |||
Foreign currency translation adjustment | (59,452) | (59,452) | |||
Ending balance, shares at Mar. 31, 2018 | 506,898,576 | ||||
Ending balance, amount at Mar. 31, 2018 | $ 50,690 | 4,604,191 | (348,850) | (5,197,609) | (891,578) |
Beginning balances, shares at Dec. 31, 2017 | 506,898,576 | ||||
Beginning balance, amount at Dec. 31, 2017 | $ 50,690 | 4,604,191 | (289,398) | (5,126,964) | (761,481) |
Net income for period | (369,619) | ||||
Ending balance, shares at Sep. 30, 2018 | 506,898,576 | ||||
Ending balance, amount at Sep. 30, 2018 | $ 50,690 | 4,604,191 | (198,836) | (5,496,583) | (1,040,538) |
Beginning balances, shares at Mar. 31, 2018 | 506,898,576 | ||||
Beginning balance, amount at Mar. 31, 2018 | $ 50,690 | 4,604,191 | (348,850) | (5,197,609) | (891,578) |
Net income for period | (202,697) | (202,697) | |||
Foreign currency translation adjustment | 128,115 | 128,115 | |||
Ending balance, shares at Jun. 30, 2018 | 506,898,576 | ||||
Ending balance, amount at Jun. 30, 2018 | $ 50,690 | 4,604,191 | (220,735) | (5,400,306) | (966,160) |
Net income for period | (96,277) | (96,277) | |||
Foreign currency translation adjustment | 21,899 | 21,899 | |||
Ending balance, shares at Sep. 30, 2018 | 506,898,576 | ||||
Ending balance, amount at Sep. 30, 2018 | $ 50,690 | 4,604,191 | (198,836) | (5,496,583) | (1,040,538) |
Beginning balances, shares at Dec. 31, 2018 | 506,898,576 | ||||
Beginning balance, amount at Dec. 31, 2018 | $ 50,690 | 4,604,191 | (225,119) | (5,623,034) | (1,193,272) |
Net income for period | 152,521 | 152,521 | |||
Foreign currency translation adjustment | (47,392) | (47,392) | |||
Ending balance, shares at Mar. 31, 2019 | 506,898,576 | ||||
Ending balance, amount at Mar. 31, 2019 | $ 50,690 | 4,604,191 | (272,511) | (5,470,513) | (1,088,143) |
Beginning balances, shares at Dec. 31, 2018 | 506,898,576 | ||||
Beginning balance, amount at Dec. 31, 2018 | $ 50,690 | 4,604,191 | (225,119) | (5,623,034) | (1,193,272) |
Net income for period | 36,498 | ||||
Ending balance, shares at Sep. 30, 2019 | 506,898,576 | ||||
Ending balance, amount at Sep. 30, 2019 | $ 50,690 | 4,604,191 | (215,028) | (5,586,536) | (1,146,683) |
Beginning balances, shares at Mar. 31, 2019 | 506,898,576 | ||||
Beginning balance, amount at Mar. 31, 2019 | $ 50,690 | 4,604,191 | (272,511) | (5,470,513) | (1,088,143) |
Net income for period | (36,467) | (36,467) | |||
Foreign currency translation adjustment | (13,206) | (13,206) | |||
Ending balance, shares at Jun. 30, 2019 | 506,898,576 | ||||
Ending balance, amount at Jun. 30, 2019 | $ 50,690 | 4,604,191 | (285,717) | (5,506,980) | (1,137,816) |
Net income for period | (79,556) | (79,556) | |||
Foreign currency translation adjustment | 70,689 | 70,689 | |||
Ending balance, shares at Sep. 30, 2019 | 506,898,576 | ||||
Ending balance, amount at Sep. 30, 2019 | $ 50,690 | $ 4,604,191 | $ (215,028) | $ (5,586,536) | $ (1,146,683) |
CONDENSED STATEMENTS OF CASH FL
CONDENSED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income (loss) including noncontrolling interests from continuing operations | $ 40,210 | $ (289,356) |
Net (loss) including noncontrolling interests from discontinued operations | (3,712) | (80,263) |
Net income (loss) including noncontrolling interests, total | 36,498 | (369,619) |
Adjustments to reconcile net loss to cash used in operating activities: | ||
Depreciation | 48 | 13,822 |
(Gain) on disposal of subsidiary | (299,255) | 0 |
Impairment on accounts receivable | 49,639 | 0 |
Foreign exchange transaction loss (gain) | 25,702 | 58,896 |
Change in operating assets and liabilities: | ||
Accounts receivable - related parties | 0 | 50,000 |
Accounts receivable - trade | 0 | 4,781 |
Security deposit and other receivables | 462 | 292 |
Prepaid expenses | (48,522) | 3,662 |
Promissory note-related party | (100,000) | 0 |
Accounts payable and accrued expenses | (13,488) | (4,509) |
Net cash used in operating activities | (348,916) | (242,675) |
CASH FLOW FROM INVESTING ACTIVITIES: | ||
Other non-current assets | (100) | 0 |
Net cash inflow on disposal of subsidiary | 68,940 | 0 |
Purchase of fixed asset | 0 | (1,518) |
Net cash generated from (used in) investing activities | 68,840 | (1,518) |
CASH FLOW FROM FINANCING ACTIVITIES: | ||
Advance from related parties | 203,972 | 162,099 |
Net cash generated from financing activities | 203,972 | 162,099 |
NET (DECREASE)/INCREASE IN CASH | (76,104) | (82,094) |
Effects of exchange rates on cash | 18,714 | 31,666 |
CASH AND CASH EQUIVALENTS at beginning of period | 118,045 | 124,739 |
CASH AND CASH EQUIVALENTS at end of period | $ 60,655 | $ 74,311 |
1. The Company History and Natu
1. The Company History and Nature of the Business | 9 Months Ended |
Sep. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
The Company History and Nature of the Business | HotApp Blockchain Inc., formerly HotApp International, Inc., (the “Company” or “Group”) was incorporated in the State of Delaware on March 7, 2012 and established a fiscal year end of December 31. The Company’s initial business plan was to be a financial acquisition intermediary which would serve buyers and sellers for companies that are in highly fragmented industries. Our Board determined it was in the best interest of the Company to expand our business plan. On October 15, 2014, through a sale and purchase agreement, the Company acquired all the issued and outstanding stock of HotApps International Pte Ltd (“HIP”) from Singapore eDevelopment Limited (“SeD”). SeD is presently our largest stockholder. HIP owned certain intellectual property relating to instant messaging for portable devices (referred to herein as the “HotApp Application”). The HotApp Application is a cross-platform mobile application that incorporates instant messaging and ecommerce. This application can be used on any mobile platform (i.e. IOS Online or Android). The HotApp Application offered messaging and calling services for HotApp Application users (text, photo, audio); however, the messaging and calling services we offered were terminated in 2017. On December 29, 2017, our Board approved a change of the Company’s name from “HotApp International, Inc.” to “HotApp Blockchain Inc.” to reflect the Board’s determination that it was in the best interest of the Company to expand its activities to include the development and commercialization of blockchain-related technologies. Such services, which have not yet commenced commercially, would include white paper development, blockchain design and web development. We intend to outsource certain aspects of these projects to potential partners we have identified. We believe that the increasing acceptance of blockchain technologies by potential customers will benefit us, however, public skepticism and regulatory concerns remain and may adversely impact our prospects in this area. In 2018, one of our main developments was a broadening of our scope of planned operations into a digital transformation technology business. As a digital transformation technology business, we are committed to enabling enterprises we work with to engage in a digital transformation by providing consulting, implementation and development services with various technologies, including instant messaging, blockchain, e-commerce, social media and payment solutions. We continue to be involved in mobile application product development and other businesses, providing information technology services to end-users, service providers and other commercial users through multiple platforms. We are focused on serving business-to-business (B2B) needs in e-commerce, collaboration and supply chains. We will help enterprises and community users to transform their business model with digital economy in a more effective manner. With our platform, users can discover and build their own communities and create valuable content. Enterprises can in turn enhance the user experience with premium content, all of which are facilitated by the transactions of every stakeholder via e-commerce. Our technology platform consists of instant messaging systems, social media, e-commerce and payment systems, network marketing platforms and e-real estate. We are focused on business-to-business solutions such as enterprise messaging and workflow. We have successfully implemented several strategic platform developments for clients, including a mobile front-end solution for network marketing, a hotel e-commerce platform for Asia and a real estate agent management platform in China. We have also enhanced our technological capability from mobile application development to include blockchain architectural design, allowing mobile-friendly front-end solutions to integrate with blockchain platforms. As of September 30, 2019, details of the Company’s subsidiaries are as follows: Subsidiaries Date of Incorporation Place of Incorporation Percentage of Ownership 1st Tier Subsidiary: HotApps International Pte Ltd (“HIP”) May 23, 2014 Republic of Singapore 100% by Company Crypto Exchange Inc. December 15, 2017 State of Nevada, the United States of America 100% by Company HWH World Inc. August 28, 2018 State of Delaware, the United States of America 100% by Company 2nd Tier Subsidiaries: HWH World Pte. Ltd. (formerly known as Crypto Exchange Pte. Ltd.) September 15, 2014 Republic of Singapore 100% owned by HIP HotApp International Limited* July 8, 2014 Hong Kong (Special Administrative Region) 100% owned by HIP * On March 25, 2015, HotApps International Pte Ltd acquired 100% of the issued and outstanding shares of HotApp International Limited. These financial statements have been prepared using accounting principles generally accepted in the United States of America applicable for a going concern, which assumes that the Company will realize its assets and discharge its liabilities in the ordinary course of business. Since inception, the Company has incurred net losses of $5,586,536 and has net working capital deficit of $1,246,783 at September 30, 2019. Management has concluded that due to the conditions described above, there is substantial doubt about the entities ability to continue as a going concern through November 12, 2020. We have evaluated the significance of the conditions in relation to our ability to meet our obligations and believe that our current cash balance along with our current operations will not provide sufficient capital to continue operation through 2019. Our ability to continue as a going concern is dependent upon achieving sales growth, the management of operating expenses and the ability of the Company to obtain the necessary financing to meet its obligations and pay its liabilities arising from normal business operations when they come due, and upon profitable operations. Our majority shareholder has advised us not to depend solely on them for financing. We have increased our efforts to raise additional capital through equity or debt financings from other sources. However, we cannot be certain that such capital (from our shareholders or third parties) will be available to us or whether such capital will be available on terms that are acceptable to us. Any such financing likely would be dilutive to existing stockholders and could result in significant financial operating covenants that would negatively impact our business. If we are unable to raise sufficient additional capital on acceptable terms, we will have insufficient funds to operate our business or pursue our planned growth. These financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts, or amounts and classification of liabilities that might result from this uncertainty. |
2. Summary of Significant Accou
2. Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2019 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Basis of presentation The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). These condensed consolidated financial statements should be read in conjunction with the financial statements and additional information as contained in our Annual Report on Form 10-K for the year ended December 31, 2018. Results of operations for the nine month periods ended September 30, 2019 are not necessarily indicative of the operating results that may be expected for the year ending December 31, 2019. The other information in these condensed consolidated financial statements is unaudited but, in the opinion of management, reflects all adjustments necessary for a fair presentation of the results for the periods covered. All such adjustments are of a normal recurring nature unless disclosed otherwise. Basis of consolidation The condensed consolidated financial statements of the Group include the financial statements of HotApp Blockchain Inc. and its subsidiaries. All inter-company transactions and balances have been eliminated upon consolidation. Use of estimates The preparation of the condensed financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and revenues, cost and expenses in the financial statements and accompanying notes. Significant accounting estimates reflected in the Group’s condensed consolidated financial statements include revenue recognition, the useful lives and impairment of property and equipment. Cash and cash equivalents The Company considers all highly liquid investments with a maturity of three months or less at the date of acquisition to be cash equivalents. There were no cash equivalents as of September 30, 2019 and December 31, 2018. Foreign currency risk Because of its foreign operations, the Company holds cash in non-US dollars. As of September 30, 2019, cash and cash equivalents of the Group includes, on an as converted basis to US dollars $36,621 and $23,575 in Hong Kong Dollars (“HK$”) and Singapore Dollars (“S$”), respectively. Concentrations Financial instruments that potentially expose the Group to concentration of credit risk consist primarily of cash. Although the cash at each particular bank in the United States is insured up to $250,000 by Federal Deposit Insurance Corporation (FDIC), the Group exposes to risk due to its concentration of cash in foreign countries. The Group places their cash with financial institutions with high-credit ratings and quality. The Group also exposes to credit risk due to its concentration for customers with revenue in excess of 10%. Total Related parties Related parties Trade Trade Amount Amount Percentage Amount Percentage Accounts receivables As of September 30, 2019 $ - $ - - % $ - - % As of December 31, 2018 $ 49,643 $ 39,427 79 % $ 10,216 21 % Revenue Continuing operations For the nine months ended September 30, 2019 $ - $ - - % $ - - % For the nine months ended September 30, 2018 $ 135,515 $ 115,107 85 % $ 20,408 15 % Discontinued operations For the nine months ended September 30, 2019 $ - $ - - % $ - - % For the nine months ended September 30, 2018 $ 7,437 $ - - % $ 7,437 100 % During the nine months of 2019, the Company has made full provision for the amount of accounts receivables brought forward from 2018. Fixed assets, net Property and equipment are stated at cost less accumulated depreciation. Depreciation is calculated on a straight-line basis over the following estimated useful lives: Office equipment 3 years Computer equipment 3 years Furniture and fixtures 3 years Fair value The carrying value of cash and cash equivalents, accounts payable and accrued liabilities, and borrowings, as reflected in the balance sheets, approximate fair value because of the short-term maturity of these instruments. All other significant financial assets, financial liabilities and equity instruments of the Company are either recognized or disclosed in the financial statements together with other information relevant for making a reasonable assessment of future cash flows, interest rate risk and credit risk. Where practicable the fair values of financial assets and financial liabilities have been determined and disclosed; otherwise only available information pertinent to fair value has been disclosed. Revenue recognition Accounting Standards Codification ("ASC") 606, Revenue from Contracts with Customers ("ASC 606"), establishes principles for reporting information about the nature, amount, timing and uncertainty of revenue and cash flows arising from the entity's contracts to provide goods or services to customers. Under the new standard, revenue is recognized when a customer obtains control of promised goods or services in an amount that reflects the consideration the entity expects to receive in exchange for those goods or services. The Company adopted this new standard on January 1, 2018 under the modified retrospective method to all contracts not completed as of January 1, 2018 and the adoption did not have a material effect on our financial statements but we expanded our disclosures related to contracts with customers below. Revenue is recognized when (or as) the Company transfers promised goods or services to its customers in amounts that reflect the consideration to which the Company expects to be entitled to in exchange for those goods or services, which occurs when (or as) the Company satisfies its contractual obligations and transfers over control of the promised goods or services to its customers. Costs to obtain or fulfill a contract are expensed as incurred when the amortization period is less than one-year. Disaggregation of Revenue We generate revenue from the project involving provision of services and web/software development to customers. In respect to the provision of services, the agreement are less than one year with cancellable clause and are typically billed on a monthly basis. The following table depicts the disaggregation of revenue according to revenue type and is consistent with how we evaluate our financial performance: For the nine months ended September 30, 2019 Provision of Services Web / Software Development Total Primary Geographical Markets North America $ - $ - $ - Asia - - - $ - $ - $ - Timing of Revenue Recognition Goods transferred at a point in time $ - $ - $ - Services transferred over time - - - $ - $ - $ - For the nine months ended September 30, 2018 Provision of Services Web / Software Development Total Primary Geographical Markets Continuing operations North America $ 115,107 $ - $ 115,107 Asia - 20,408 20,408 $ 115,107 $ 20,408 $ 135,515 Discontinued operations Asia $ - $ 7,437 $ 7,437 $ - $ 7,437 $ 7,437 Timing of Revenue Recognition Goods transferred at a point in time $ - $ 27,845 $ 27,845 Services transferred over time 115,107 - 115,107 $ 115,107 $ 27,845 $ 142,952 Contract assets and contract liabilities Based on our contracts, we normally invoice customers once our performance obligations have been satisfied, at which point payment is unconditional. Accordingly, our contracts do not give rise to contract assets or liabilities under ASC 606. Accounts receivable are recorded when the right to consideration becomes unconditional. Remaining performance obligations As of September 30, 2019, the aggregate amount of the transaction price allocated to the remaining performance obligation is $0. Income taxes Current income taxes are provided for in accordance with the laws of the relevant tax authorities. Deferred income taxes are recognized when temporary differences exist between the tax bases of assets and liabilities and their reported amounts in the consolidated financial statements. Net operating loss carry forwards and credits are applied using enacted statutory tax rates applicable to future years. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more-likely-than-not that a portion of or all of the deferred tax assets will not be realized. The components of the deferred tax assets and liabilities are individually classified as non-current based on their characteristics. The impact of an uncertain income tax position on the income tax return is recognized at the largest amount that is more-likely-than-not to be sustained upon audit by the relevant tax authority. An uncertain income tax position will not be recognized if it has less than a 50% likelihood of being sustained. Interest and penalties on income taxes will be classified as a component of the provisions for income taxes. The Group did not recognize any income tax due to uncertain tax position or incur any interest and penalties related to potential underpaid income tax expenses for the period ended September 30, 2019 or 2018, respectively. Foreign currency translation Items included in the financial statements of each entity in the group are measured using the currency of the primary economic environment in which the entity operates (“functional currency”). The functional and reporting currency of the Company is the United States dollar (“U.S. dollar”). The financial records of the Company’s subsidiaries located in Singapore and Hong Kong and the PRC are maintained in their local currencies, the Singapore Dollar (S$), Hong Kong Dollar (HK$) and Renminbi ("RMB"), which are also the functional currencies of these entities. Monetary assets and liabilities denominated in currencies other than the functional currency are translated into the functional currency at the rates of exchange ruling at the balance sheet date. Transactions in currencies other than the functional currency during the year are converted into functional currency at the applicable rates of exchange prevailing when the transactions occurred. Transaction gains and losses are recognized in the statement of operations. The Company’s entities with functional currency of Renminbi, Hong Kong Dollar and Singapore Dollar, translate their operating results and financial positions into the U.S. dollar, the Company’s reporting currency. Assets and liabilities are translated using the exchange rates in effect on the balance sheet date. Revenues, expenses, gains and losses are translated using the average rate for the year. Translation adjustments are reported as cumulative translation adjustments and are shown as a separate component of comprehensive income (loss). For the nine months ended September 30, 2019, the Company recorded other comprehensive income from translation gain of $10,091 in the condensed consolidated financial statements. For the nine months ended September 30, 2018, the Company recorded other comprehensive income from translation gain of $90,562 in the consolidated financial statements. Comprehensive income (loss) Comprehensive income (loss) includes gains (losses) from foreign currency translation adjustments. Comprehensive income (loss) is reported in the consolidated statements of operations and comprehensive loss. Loss per share Basic loss per share is computed by dividing net loss attributable to shareholders by the weighted average number of shares outstanding during the period. The Company's convertible preferred shares are not participating securities and have no voting rights until converted to common stock. As of September 30, 2019, no shares of preferred stock are eligible for conversion into voting common stock. As of September 30, 2019, there are no potentially dilutive securities that were excluded from the computation of diluted EPS. Recent accounting pronouncements On February 25, 2016, the Financial Accounting Standards Board (FASB) released Accounting Standards Update (ASU) No. 2016-02, Leases (Topic 842) (the Update). The ASU requires lessees to recognize leases on-balance sheet and disclose key information about leasing arrangements. In July 2018, the FASB issued ASU 2018-10 and ASU 2018-11, Codification Improvements to Topic 842, Leases, amending various aspects of Topic 842. The new standard establishes a right-of-use model (ROU) that requires a lessee to recognize a ROU asset and lease liability on the balance sheet for all leases with a term longer than 12 months. Leases will be classified as finance or operating, with classification affecting the pattern and classification of expense recognition in the income statement. Topic 842 is effective for annual and interim periods beginning in the first quarter 2019, with early adoption permitted. A modified retrospective transition approach is required, applying the new standard to all leases existing at the date of initial application. An entity may choose to use either (1) its effective date or (2) the beginning of the earliest comparative period presented in the financial statements as its date of initial application. If an entity chooses the second option, the transition requirements for existing leases also apply to leases entered into between the date of initial application and the effective date. The entity must also recast its comparative period financial statements and provide the disclosures required by the new standard for the comparative periods. We have adopted the new standard on January 1, 2019 and use the effective date as our date of initial application. The new standard provides a number of optional practical expedients in transition. We elected the ‘package of practical expedients’, which permits us not to reassess under the new standard our prior conclusions about lease identification, lease classification and initial direct costs, and we do not expect to elect the use-of- hindsight. The new standard also provides practical expedients for an entity’s ongoing accounting. We elected the short-term lease recognition exemption for all leases that qualify. For those leases that qualify, we will not recognize ROU assets or lease liabilities, and this includes not recognizing ROU assets or lease liabilities for existing short-term leases of those assets in transition. We also elected the practical expedient to not separate lease and non-lease components for all of our leases. The adoption of Topic 842 had no material impact on the Company. In February 2018, the FASB issued Accounting Standards Update No. 2018-02, Income Statement – Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from accumulated Other Comprehensive Income, or ASU 2018-02, which requires the reclassification from accumulated other comprehensive income to retained earnings for the stranded tax effects arising from the change in the reduction of the U.S. federal statutory income tax rate to 21% from 35%. ASU 2018-02 is effective for interim and annual periods beginning after December 15, 2018. We have adopted ASU 2018-02 on January 1, 2019. The adoption of this Update had no material effect on the Company. In June 2018, the FASB issued Accounting Standards Update No. 2018-07, which simplifies several aspects of the accounting for nonemployee share-based payment transactions resulting from expanding the scope of Topic 718, Compensation-Stock Compensation, to include share-based payment transactions for acquiring goods and services from nonemployees. Some of the areas for simplification apply only to nonpublic entities. The amendments specify that Topic 718 applies to all share-based payment transactions in which a grantor acquires goods or services to be used or consumed in a grantor’s own operations by issuing share-based payment awards. The amendments also clarify that Topic 718 does not apply to share-based payments used to effectively provide (1) financing to the issuer or (2) awards granted in conjunction with selling goods or services to customers as part of a contract accounted for under Topic 606, Revenue from Contracts with Customers. The amendments in this Update are effective for public business entities for fiscal years beginning after December 15, 2018, including interim periods within that fiscal year. We have adopted ASU 2018-07 on January 1, 2019. The adoption of this Update had no material effect on the Company. |
3. Fixed Assets, Net
3. Fixed Assets, Net | 9 Months Ended |
Sep. 30, 2019 | |
Property, Plant and Equipment [Abstract] | |
Fixed Assets, Net | Fixed assets, net consisted of the following: September 30, December 31, 2019 2018 Computer equipment $ - $ 45,458 Office equipment - 20,886 Furniture and fixtures - 4,847 Total $ - $ 71,191 Less: accumulated depreciation - (69,426 ) Fixed assets, net $ - $ 1,765 All fixed assets have been disposed in conjunction with the disposal of subsidiary in January 2019. Depreciation expenses for continuing and discontinued operations charged to the consolidated statements of operations for the nine months ended September 30, 2019 were $0 and $48, respectively. |
4. Accounts Payable and Accrued
4. Accounts Payable and Accrued Expenses | 9 Months Ended |
Sep. 30, 2019 | |
Accounts Payable and Accrued Liabilities [Abstract] | |
Accounts Payable and Accrued Expenses | Accrued expenses and other current liabilities consisted of the following: September 30, December 31, 2019 2018 Continuing operations Accrued professional fees $ 14,328 $ 55,894 Other 3,502 3,665 Total $ 17,830 $ 59,559 Discontinued operations Accrued payroll & benefits $ - $ 163,653 Accrued professional fees - - Other - 10,953 Total $ - $ 174,606 |
5. Share Capitalization
5. Share Capitalization | 9 Months Ended |
Sep. 30, 2019 | |
Share Capitalization | |
Share Capitalization | The Company is authorized to issue 1 billion shares of common stock and 15 million shares of preferred stock. The authorized share capital of the Company’s common stock was increased from 500 million to 1 billion on May 5, 2017. Both share types have a $0.0001 par value. As of September 30, 2019 and December 31, 2018, the Company had issued and outstanding, 506,898,576 of common stock, and 0 shares of preferred stock. Common Shares: Pursuant to the Purchase Agreement, dated October 15, 2014, the Company issued 1,000,000 shares of common stock to SeD. Such amount represented 19% ownership in the Company. On July 13, 2015, Singapore eDevelopment Limited (“SeD”) acquired 777,687 shares of the Company common stock by converting outstanding loans made to the Company into common stock of the Company at a rate of $5.00 per share (rounded to the nearest full share). After such transactions, SeD owned 98.17% of the Company. On March 27, 2017, the Company entered into a Loan Conversion Agreement with SeD, pursuant to which SeD agreed to convert $450,890 of debt owed by Company to SeD into 500,988,889 common shares at a conversion price of $0.0009. The captioned shares were issued on June 9, 2017, and SeD owned 99.979% of the Company after such transactions. On December 20, 2018, The Board of Directors (the “Board”) of SeD announced to enter into sale and purchase agreements (“SPAs”) in relation to, among others, the sale of up to 3,200,000 shares (representing approximately 0.63% of the total issued and paid-up capital) in HotApp Blockchain Inc. (formerly known as HotApp International Inc.) (“HotApp”) to independent third parties at US$0.50 per share for an aggregate cash consideration of up to US$1,600,000 (the “Proposed Sale”). The consideration for the Proposed Sale was arrived at on a willing-buyer-willing-seller basis, taking into consideration, among others, the latest net tangible asset value of HotApp which is currently negative. The purpose of the Proposed Sale is to raise funds for the general corporate and working capital of HotApp, including but not limited to the operating costs of HotApp. The Proposed Sale is expected to be completed by 30 June 2019. As of December 31, 2018, SeD sold 167,000 shares of HotApp to independent third parties, and SeD owned 99.946% of the Company after such transactions. During the nine months in 2019, SeD further sold 361,500 shares of HotApp to independent third parties, which led to a decrease in SeD’s shareholding to 99.874% after such transactions. Preferred Shares: Pursuant to the Purchase Agreement, dated October 15, 2014, the Company issued 13,800,000 shares of a class of preferred stock called Perpetual Preferred Stock (“Preferred Stock”) to SeD. The Preferred Stock has no dividend or voting rights. The Preferred Stock is convertible to common stock of the Company dependent upon the number of commercial users of the Software. For each 1,000,000 commercial users of the Software (without duplication), SeD shall have the right to convert 1,464,000 shares of Perpetual Preferred Stock into 7,320,000 shares of Common Stock, so that there must be a minimum of 9,426,230 commercial users in order for all of the shares of the Perpetual Preferred Stock to be converted into common stock of the Company (13,800,000 shares of Preferred Stock convertible into 69,000,000 shares of common stock). On March 27, 2017, SeD and the Company entered into a Preferred Stock Cancellation Agreement, by which SeD agreed to cancel its 13,800,000 shares Perpetual Preferred Stock issued by the Company. On June 8, 2017, a Certificate of Retirement for 13,800,000 shares of the Perpetual Preferred Stock has been filed to the office of Secretary of State of the State of Delaware. Other than the conversion rights described above, the Preferred Stock has no voting, dividend, redemption or other rights. |
6. Equity Incentive Plan
6. Equity Incentive Plan | 9 Months Ended |
Sep. 30, 2019 | |
Equity [Abstract] | |
Equity Incentive Plan | On July 30, 2018, the Company adopted the Equity Incentive Plan (“The Plan”). The Plan is intended to encourage ownership of Shares by Employees and directors of and certain consultants to the Company in order to attract and retain such people, to induce them to work for the benefit of the Company. The Plan provides for the grant of options and/or other stock-based or stock-denominated awards. Subject to adjustment in accordance with the terms of the Plan, 50,000,000 shares of Common Stock of the Company have been reserved for issuance pursuant to awards under the Plan. The Plan will be administered by the Company’s Board of Directors. This Plan shall terminate ten (10) years from the date of its adoption by the Board of Directors. There have been no awards issued under the Plan as of September 30, 2019. |
7. Discontinued Operations
7. Discontinued Operations | 9 Months Ended |
Sep. 30, 2019 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | On October 25, 2018, HotApps International Pte. Ltd. (“HIP”) entered into an Equity Purchase Agreement with DSS Asia Limited (“DSS Asia”), a Hong Kong subsidiary of DSS International Inc. (“DSS International”), pursuant to which HIP agreed to sell to DSS Asia all of the issued and outstanding shares of HotApps Information Technology Co. Ltd., also known as Guangzhou HotApps Technology Ltd. (“Guangzhou HotApps”). Guangzhou HotApps was a wholly owned subsidiary of HIP, which was primarily engaged in engineering work for software development, mainly voice over internet protocol. Guangzhou HotApps was also involved in a number of outsourcing projects, including projects related to real estate and lighting. The parties to the Equity Purchase Agreement agreed that the purchase price for this transaction would be $100,000, which would be paid in the form of a two-year, interest free, unsecured, demand promissory note in the principal amount of $100,000, and that such note would be due and payable in full in two years. The closing of the Equity Purchase Agreement was subject to certain conditions; these conditions were met and the transaction closed on January 14, 2019. The composition of assets and liabilities included in discontinued operations was as follows: January 14, 2019 December 31, 2018 ASSETS CURRENT ASSETS: Cash $ 31,060 $ 9,268 Deposit and other receivable 5,136 5,049 TOTAL CURRENT ASSETS 36,196 14,317 Fixed assets, net 1,717 1,765 TOTAL ASSETS $ 37,913 $ 16,082 LIABILITIES AND STOCKHOLDERS' DEFICIT CURRENT LIABILITIES: Accounts payable and accrued expenses $ 202,848 $ 174,606 TOTAL CURRENT LIABILITIES 202,848 174,606 TOTAL LIABILITIES $ 202,848 $ 174,606 The aggregate financial results of discontinued operations were as follows: Three Months Ended September 30, 2019 Three Months Ended September 30, 2018 Nine Months Ended September 30, 2019 Nine Months Ended September 30, 2018 Revenues: Project fee-others $ - $ - $ - $ 7,437 - - - 7,437 Cost of revenues - - - 4,596 Gross profit $ - $ - $ - $ 2,841 Operating expenses: Depreciation - 1,193 48 $ 5,989 General and administrative - 21,279 3,662 68,413 Total operating expenses - 22,472 3,710 74,402 (Loss) from operations - (22,472 ) (3,710 ) (71,561 ) Other income (expenses): Other sundry income - 81 - 421 Foreign exchange (loss) - (9,752 ) (2 ) (9,123 ) Total other (expenses) income - (9,671 ) (2 ) (8,702 ) Loss from discontinued operations $ - $ (32,143 ) $ (3,712 ) $ (80,263 ) The cash flows attributable to the discontinued operation are as follows: Nine Months Ended September 30, 2019 Nine Months Ended September 30, 2018 Operating $ 24,493 $ (74,866 ) Investing - - Financing - 28,502 Net cash (outflows)/inflows $ 24,493 $ (46,364 ) |
8. Investment in Subsidiaries
8. Investment in Subsidiaries | 9 Months Ended |
Sep. 30, 2019 | |
Investments in and Advance to Affiliates, Subsidiaries, Associates, and Joint Ventures [Abstract] | |
Investment in Subsidiaries | a. Composition of the Group Name of company Country of incorporation Proportion of (%) of ownership interest 1st Tier Subsidiary: September 30, 2019 December 31, 2018 HotApps International Pte Ltd (“HIP”) Republic of Singapore 100% by Company 100% by Company Crypto Exchange Inc. State of Nevada, the United States of America 100% by Company 100% by Company HWH World Inc. State of Delaware, the United States of America 100% by Company 100% by Company 2nd Tier Subsidiaries: HWH World Pte. Ltd. (formerly known as Crypto Exchange Pte. Ltd.) Republic of Singapore 100% owned by HIP 100% owned by HIP HotApp International Limited* Hong Kong (Special Administrative Region) 100% owned by HIP 100% owned by HIP HotApps Information Technology Co Ltd (also known as Guangzhou HotApps Technology Ltd.) People’s Republic of China -% owned by HIP 100% owned by HIP b. Gain on disposal of subsidiary As mentioned in Note 8 above, on October 25, 2018, HotApps International Pte. Ltd. (“HIP”) entered into an Equity Purchase Agreement with DSS Asia Limited (“DSS Asia”), a Hong Kong subsidiary of DSS International Inc. (“DSS International”), pursuant to which HIP agreed to sell to DSS Asia all of the issued and outstanding shares of HotApps Information Technology Co. Ltd., also known as Guangzhou HotApps Technology Ltd. (“Guangzhou HotApps”). Guangzhou HotApps was a wholly owned subsidiary of HIP. The parties to the Equity Purchase Agreement agreed that the purchase price for this transaction would be $100,000, which would be paid in the form of a two-year, interest free, unsecured, demand promissory note in the principal amount of $100,000, and that such note would be due and payable in full in two years. The closing of the Equity Purchase Agreement was subject to certain conditions; these conditions were met and the transaction closed on January 14, 2019. Consideration received $ 100,000 Net liabilities disposal of 164,935 Cumulative exchange gain in respect of the net liabilities of subsidiary 34,320 Gain on disposal $ 299,255 c. Net cash inflow on disposal of subsidiary Consideration received $ 100,000 Less: cash and cash equivalent balances disposed of (31,060 ) Net cash inflow on disposal of disposed subsidiary $ 68,940 |
9. Commitments and Contingencie
9. Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | On May 9, 2016, the Company entered into a lease agreement for 1,231 square feet of office space in Guangzhou, China. The lease commenced on May 9, 2016 and run through May 8, 2018 with monthly payments of $2,330. The Company renewed the lease agreement with monthly payments of $2,447. The Company was required to put up a security deposit of $4,491. For the year ended December 31, 2018, the Company recorded rent expense of $28,897 for Guangzhou office. On January 14, 2019, the sale of our operations in Guangzhou closed. Accordingly, we no longer have this office space or any continuing obligations for this rent. On March 16, 2017, the Company entered into a lease agreement for 1,504 square feet of office space in Kowloon, Hong Kong. This lease commenced on March 16, 2017 and runs through March 31, 2019 with monthly payments of $3,253. The Company was required to put up a security deposit of $6,515. The lease was terminated on September 30, 2018 and the security deposit has been returned in the last quarter of 2018. |
10. Related Party Balances and
10. Related Party Balances and Transactions | 9 Months Ended |
Sep. 30, 2019 | |
Related Party Transactions [Abstract] | |
Related Party Balances and Transactions | SeD is the Company’s majority stockholder. Chan Heng Fai, the Executive Chairman and Acting Chief Executive Officer of the Company’s Board of Directors, is also the Chief Executive Officer and a member of SeD’s Board of Directors, as well as the majority stockholder of SeD. Conn Flanigan, who served as a member of the Company’s Board of Directors until September of 2018, serves in various director and officer positions with subsidiaries of SeD. Lui Wai Leung Alan, the Company’s Chief Financial Officer and Secretary, is also the Chief Financial Officer of SeD. As of the date of this report, the Company has not entered into any employment arrangement with any director or officer. On March 1, 2018, the Company’s subsidiary HotApp International Ltd. entered into an Outsource Technology Development Agreement (the “Agreement”) with Document Security Systems, Inc. (“Document Security Systems”), which may be terminated by either party on 30-days’ notice. The purpose of the Agreement is to facilitate Document Security Systems’ development of a software application to be included as part of Document Security Systems’ AuthentiGuard® Technology suite. Under this agreement, Document Security Systems agreed to pay $23,000 per month for access to HotApp International Ltd.’s software programmers. The agreement was terminated on July 31, 2018. Mr. Chan Heng Fai is a member of the Company’s Board of Directors and, through his control of the Company’s majority stockholder, the beneficial owner of a majority of the Company’s common stock. Mr. Chan is also a member of the Board of Document Security Systems and a stockholder of Document Security Systems. As of September 30, 2019, the Company has amount due to SeD of $1,325,674, an amount due to a director of $5,202, plus an amount due to an affiliate of $100 and an amount due from an affiliate of $2,170. The Company has made full impairment provision for the amount due from the affiliate. As of December 31, 2018, the Company has amount due to SeD of $1,121,730, plus an amount due to a director of $5,274 and an amount due from an affiliate of $2,200. The Company has made full impairment provision for the amount due from the affiliate. The account receivable as of September 30, 2019 includes a trade receivable from an affiliate by common ownership amounting to $39,427 resulting from the revenue earned from that affiliate during the year 2017, and the company has put up a full allowance for the said amount. On October 25, 2018, HotApps International Pte. Ltd. (“HIP”) entered into an Equity Purchase Agreement with DSS Asia Limited (“DSS Asia”), a Hong Kong subsidiary of DSS International Inc. (“DSS International”), pursuant to which HIP agreed to sell to DSS Asia all of the issued and outstanding shares of HotApps Information Technology Co. Ltd., also known as Guangzhou HotApps Technology Ltd. (“Guangzhou HotApps”). Guangzhou HotApps was a wholly owned subsidiary of HIP, which was primarily engaged in engineering work for software development, mainly voice over internet protocol. Guangzhou HotApps was also involved in a number of outsourcing projects, including projects related to real estate and lighting. The parties to the Equity Purchase Agreement agreed that the purchase price for this transaction would be $100,000, which would be paid in the form of a two-year, interest free, unsecured, demand promissory note in the principal amount of $100,000, and that such note would be due and payable in full in two years. The closing of the Equity Purchase Agreement was subject to certain conditions; these conditions were met and the transaction closed on January 14, 2019. Mr. Chan Heng Fai is the Acting Chief Executive Officer and a Member of the Board of Directors of the Company. He is also the Chief Executive Officer, Chairman and controlling stockholder of Singapore eDevelopment Limited, the majority stockholder of the Company. Mr. Chan is also the Chief Executive Officer and Chairman of DSS International and a significant stockholder and a member of the Board of Document Security Systems Inc., which is the sole owner of DSS International. Mr. Chan Heng Fai is also a member of the Board of Directors of Document Security Systems and a stockholder of Document Security Systems. Lum Kan Fai, a member of the Board of Directors of the Company, is also an employee of DSS International. |
11. Subsequent Events
11. Subsequent Events | 9 Months Ended |
Sep. 30, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Events | The Company has evaluated subsequent events through the date these financial statements were issued and determined that there are no reportable subsequent events. |
2. Summary of Significant Acc_2
2. Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2019 | |
Accounting Policies [Abstract] | |
Basis of presentation | The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). These condensed consolidated financial statements should be read in conjunction with the financial statements and additional information as contained in our Annual Report on Form 10-K for the year ended December 31, 2018. Results of operations for the nine month periods ended September 30, 2019 are not necessarily indicative of the operating results that may be expected for the year ending December 31, 2019. The other information in these condensed consolidated financial statements is unaudited but, in the opinion of management, reflects all adjustments necessary for a fair presentation of the results for the periods covered. All such adjustments are of a normal recurring nature unless disclosed otherwise. |
Basis of consolidation | The condensed consolidated financial statements of the Group include the financial statements of HotApp Blockchain Inc. and its subsidiaries. All inter-company transactions and balances have been eliminated upon consolidation. |
Use of estimates | The preparation of the condensed financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and revenues, cost and expenses in the financial statements and accompanying notes. Significant accounting estimates reflected in the Group’s condensed consolidated financial statements include revenue recognition, the useful lives and impairment of property and equipment. |
Cash and cash equivalents | The Company considers all highly liquid investments with a maturity of three months or less at the date of acquisition to be cash equivalents. There were no cash equivalents as of September 30, 2019 and December 31, 2018. |
Foreign currency risk | Because of its foreign operations, the Company holds cash in non-US dollars. As of September 30, 2019, cash and cash equivalents of the Group includes, on an as converted basis to US dollars $36,621 and $23,575 in Hong Kong Dollars (“HK$”) and Singapore Dollars (“S$”), respectively. |
Concentrations | Financial instruments that potentially expose the Group to concentration of credit risk consist primarily of cash. Although the cash at each particular bank in the United States is insured up to $250,000 by Federal Deposit Insurance Corporation (FDIC), the Group exposes to risk due to its concentration of cash in foreign countries. The Group places their cash with financial institutions with high-credit ratings and quality. The Group also exposes to credit risk due to its concentration for customers with revenue in excess of 10%. Total Related parties Related parties Trade Trade Amount Amount Percentage Amount Percentage Accounts receivables As of September 30, 2019 $ - $ - - % $ - - % As of December 31, 2018 $ 49,643 $ 39,427 79 % $ 10,216 21 % Revenue Continuing operations For the nine months ended September 30, 2019 $ - $ - - % $ - - % For the nine months ended September 30, 2018 $ 135,515 $ 115,107 85 % $ 20,408 15 % Discontinued operations For the nine months ended September 30, 2019 $ - $ - - % $ - - % For the nine months ended September 30, 2018 $ 7,437 $ - - % $ 7,437 100 % During the nine months of 2019, the Company has made full provision for the amount of accounts receivables brought forward from 2018. |
Fixed assets, net | Property and equipment are stated at cost less accumulated depreciation. Depreciation is calculated on a straight-line basis over the following estimated useful lives: Office equipment 3 years Computer equipment 3 years Furniture and fixtures 3 years |
Fair value | The carrying value of cash and cash equivalents, accounts payable and accrued liabilities, and borrowings, as reflected in the balance sheets, approximate fair value because of the short-term maturity of these instruments. All other significant financial assets, financial liabilities and equity instruments of the Company are either recognized or disclosed in the financial statements together with other information relevant for making a reasonable assessment of future cash flows, interest rate risk and credit risk. Where practicable the fair values of financial assets and financial liabilities have been determined and disclosed; otherwise only available information pertinent to fair value has been disclosed. |
Revenue recognition | Accounting Standards Codification ("ASC") 606, Revenue from Contracts with Customers ("ASC 606"), establishes principles for reporting information about the nature, amount, timing and uncertainty of revenue and cash flows arising from the entity's contracts to provide goods or services to customers. Under the new standard, revenue is recognized when a customer obtains control of promised goods or services in an amount that reflects the consideration the entity expects to receive in exchange for those goods or services. The Company adopted this new standard on January 1, 2018 under the modified retrospective method to all contracts not completed as of January 1, 2018 and the adoption did not have a material effect on our financial statements but we expanded our disclosures related to contracts with customers below. Revenue is recognized when (or as) the Company transfers promised goods or services to its customers in amounts that reflect the consideration to which the Company expects to be entitled to in exchange for those goods or services, which occurs when (or as) the Company satisfies its contractual obligations and transfers over control of the promised goods or services to its customers. Costs to obtain or fulfill a contract are expensed as incurred when the amortization period is less than one-year. |
Disaggregation of revenue | We generate revenue from the project involving provision of services and web/software development to customers. In respect to the provision of services, the agreement are less than one year with cancellable clause and are typically billed on a monthly basis. The following table depicts the disaggregation of revenue according to revenue type and is consistent with how we evaluate our financial performance: For the nine months ended September 30, 2019 Provision of Services Web / Software Development Total Primary Geographical Markets North America $ - $ - $ - Asia - - - $ - $ - $ - Timing of Revenue Recognition Goods transferred at a point in time $ - $ - $ - Services transferred over time - - - $ - $ - $ - For the nine months ended September 30, 2018 Provision of Services Web / Software Development Total Primary Geographical Markets Continuing operations North America $ 115,107 $ - $ 115,107 Asia - 20,408 20,408 $ 115,107 $ 20,408 $ 135,515 Discontinued operations Asia $ - $ 7,437 $ 7,437 $ - $ 7,437 $ 7,437 Timing of Revenue Recognition Goods transferred at a point in time $ - $ 27,845 $ 27,845 Services transferred over time 115,107 - 115,107 $ 115,107 $ 27,845 $ 142,952 |
Contract assets and contract liabilities | Based on our contracts, we normally invoice customers once our performance obligations have been satisfied, at which point payment is unconditional. Accordingly, our contracts do not give rise to contract assets or liabilities under ASC 606. Accounts receivable are recorded when the right to consideration becomes unconditional. |
Remaining performance obligations | As of September 30, 2019, the aggregate amount of the transaction price allocated to the remaining performance obligation is $0. |
Income taxes | Current income taxes are provided for in accordance with the laws of the relevant tax authorities. Deferred income taxes are recognized when temporary differences exist between the tax bases of assets and liabilities and their reported amounts in the consolidated financial statements. Net operating loss carry forwards and credits are applied using enacted statutory tax rates applicable to future years. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more-likely-than-not that a portion of or all of the deferred tax assets will not be realized. The components of the deferred tax assets and liabilities are individually classified as non-current based on their characteristics. The impact of an uncertain income tax position on the income tax return is recognized at the largest amount that is more-likely-than-not to be sustained upon audit by the relevant tax authority. An uncertain income tax position will not be recognized if it has less than a 50% likelihood of being sustained. Interest and penalties on income taxes will be classified as a component of the provisions for income taxes. The Group did not recognize any income tax due to uncertain tax position or incur any interest and penalties related to potential underpaid income tax expenses for the period ended September 30, 2019 or 2018, respectively. |
Foreign currency translation | Items included in the financial statements of each entity in the group are measured using the currency of the primary economic environment in which the entity operates (“functional currency”). The functional and reporting currency of the Company is the United States dollar (“U.S. dollar”). The financial records of the Company’s subsidiaries located in Singapore and Hong Kong and the PRC are maintained in their local currencies, the Singapore Dollar (S$), Hong Kong Dollar (HK$) and Renminbi ("RMB"), which are also the functional currencies of these entities. Monetary assets and liabilities denominated in currencies other than the functional currency are translated into the functional currency at the rates of exchange ruling at the balance sheet date. Transactions in currencies other than the functional currency during the year are converted into functional currency at the applicable rates of exchange prevailing when the transactions occurred. Transaction gains and losses are recognized in the statement of operations. The Company’s entities with functional currency of Renminbi, Hong Kong Dollar and Singapore Dollar, translate their operating results and financial positions into the U.S. dollar, the Company’s reporting currency. Assets and liabilities are translated using the exchange rates in effect on the balance sheet date. Revenues, expenses, gains and losses are translated using the average rate for the year. Translation adjustments are reported as cumulative translation adjustments and are shown as a separate component of comprehensive income (loss). For the nine months ended September 30, 2019, the Company recorded other comprehensive income from translation gain of $10,091 in the condensed consolidated financial statements. For the nine months ended September 30, 2018, the Company recorded other comprehensive income from translation gain of $90,562 in the consolidated financial statements. |
Comprehensive income (loss) | Comprehensive income (loss) includes gains (losses) from foreign currency translation adjustments. Comprehensive income (loss) is reported in the consolidated statements of operations and comprehensive loss. |
Loss per share | Basic loss per share is computed by dividing net loss attributable to shareholders by the weighted average number of shares outstanding during the period. The Company's convertible preferred shares are not participating securities and have no voting rights until converted to common stock. As of September 30, 2019, no shares of preferred stock are eligible for conversion into voting common stock. As of September 30, 2019, there are no potentially dilutive securities that were excluded from the computation of diluted EPS. |
Recent accounting pronouncements | On February 25, 2016, the Financial Accounting Standards Board (FASB) released Accounting Standards Update (ASU) No. 2016-02, Leases (Topic 842) (the Update). The ASU requires lessees to recognize leases on-balance sheet and disclose key information about leasing arrangements. In July 2018, the FASB issued ASU 2018-10 and ASU 2018-11, Codification Improvements to Topic 842, Leases, amending various aspects of Topic 842. The new standard establishes a right-of-use model (ROU) that requires a lessee to recognize a ROU asset and lease liability on the balance sheet for all leases with a term longer than 12 months. Leases will be classified as finance or operating, with classification affecting the pattern and classification of expense recognition in the income statement. Topic 842 is effective for annual and interim periods beginning in the first quarter 2019, with early adoption permitted. A modified retrospective transition approach is required, applying the new standard to all leases existing at the date of initial application. An entity may choose to use either (1) its effective date or (2) the beginning of the earliest comparative period presented in the financial statements as its date of initial application. If an entity chooses the second option, the transition requirements for existing leases also apply to leases entered into between the date of initial application and the effective date. The entity must also recast its comparative period financial statements and provide the disclosures required by the new standard for the comparative periods. We have adopted the new standard on January 1, 2019 and use the effective date as our date of initial application. The new standard provides a number of optional practical expedients in transition. We elected the ‘package of practical expedients’, which permits us not to reassess under the new standard our prior conclusions about lease identification, lease classification and initial direct costs, and we do not expect to elect the use-of- hindsight. The new standard also provides practical expedients for an entity’s ongoing accounting. We elected the short-term lease recognition exemption for all leases that qualify. For those leases that qualify, we will not recognize ROU assets or lease liabilities, and this includes not recognizing ROU assets or lease liabilities for existing short-term leases of those assets in transition. We also elected the practical expedient to not separate lease and non-lease components for all of our leases. The adoption of Topic 842 had no material impact on the Company. In February 2018, the FASB issued Accounting Standards Update No. 2018-02, Income Statement – Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from accumulated Other Comprehensive Income, or ASU 2018-02, which requires the reclassification from accumulated other comprehensive income to retained earnings for the stranded tax effects arising from the change in the reduction of the U.S. federal statutory income tax rate to 21% from 35%. ASU 2018-02 is effective for interim and annual periods beginning after December 15, 2018. We have adopted ASU 2018-02 on January 1, 2019. The adoption of this Update had no material effect on the Company. In June 2018, the FASB issued Accounting Standards Update No. 2018-07, which simplifies several aspects of the accounting for nonemployee share-based payment transactions resulting from expanding the scope of Topic 718, Compensation-Stock Compensation, to include share-based payment transactions for acquiring goods and services from nonemployees. Some of the areas for simplification apply only to nonpublic entities. The amendments specify that Topic 718 applies to all share-based payment transactions in which a grantor acquires goods or services to be used or consumed in a grantor’s own operations by issuing share-based payment awards. The amendments also clarify that Topic 718 does not apply to share-based payments used to effectively provide (1) financing to the issuer or (2) awards granted in conjunction with selling goods or services to customers as part of a contract accounted for under Topic 606, Revenue from Contracts with Customers. The amendments in this Update are effective for public business entities for fiscal years beginning after December 15, 2018, including interim periods within that fiscal year. We have adopted ASU 2018-07 on January 1, 2019. The adoption of this Update had no material effect on the Company. |
1. The Company History and Na_2
1. The Company History and Nature of the Business (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Summary of subsidiaries | Subsidiaries Date of Incorporation Place of Incorporation Percentage of Ownership 1st Tier Subsidiary: HotApps International Pte Ltd (“HIP”) May 23, 2014 Republic of Singapore 100% by Company Crypto Exchange Inc. December 15, 2017 State of Nevada, the United States of America 100% by Company HWH World Inc. August 28, 2018 State of Delaware, the United States of America 100% by Company 2nd Tier Subsidiaries: HWH World Pte. Ltd. (formerly known as Crypto Exchange Pte. Ltd.) September 15, 2014 Republic of Singapore 100% owned by HIP HotApp International Limited* July 8, 2014 Hong Kong (Special Administrative Region) 100% owned by HIP * On March 25, 2015, HotApps International Pte Ltd acquired 100% of the issued and outstanding shares of HotApp International Limited. |
2. Summary of Significant Acc_3
2. Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Accounting Policies [Abstract] | |
Concentrations | Total Related parties Related parties Trade Trade Amount Amount Percentage Amount Percentage Accounts receivables As of September 30, 2019 $ - $ - - % $ - - % As of December 31, 2018 $ 49,643 $ 39,427 79 % $ 10,216 21 % Revenue Continuing operations For the nine months ended September 30, 2019 $ - $ - - % $ - - % For the nine months ended September 30, 2018 $ 135,515 $ 115,107 85 % $ 20,408 15 % Discontinued operations For the nine months ended September 30, 2019 $ - $ - - % $ - - % For the nine months ended September 30, 2018 $ 7,437 $ - - % $ 7,437 100 % |
Fixed assets estimated useful life | Office equipment 3 years Computer equipment 3 years Furniture and fixtures 3 years |
Disaggregation of revenue | For the nine months ended September 30, 2019 Provision of Services Web / Software Development Total Primary Geographical Markets North America $ - $ - $ - Asia - - - $ - $ - $ - Timing of Revenue Recognition Goods transferred at a point in time $ - $ - $ - Services transferred over time - - - $ - $ - $ - For the nine months ended September 30, 2018 Provision of Services Web / Software Development Total Primary Geographical Markets Continuing operations North America $ 115,107 $ - $ 115,107 Asia - 20,408 20,408 $ 115,107 $ 20,408 $ 135,515 Discontinued operations Asia $ - $ 7,437 $ 7,437 $ - $ 7,437 $ 7,437 Timing of Revenue Recognition Goods transferred at a point in time $ - $ 27,845 $ 27,845 Services transferred over time 115,107 - 115,107 $ 115,107 $ 27,845 $ 142,952 |
3. Fixed Assets, Net (Tables)
3. Fixed Assets, Net (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Property, Plant and Equipment [Abstract] | |
Fixed assets, net | September 30, December 31, 2019 2018 Computer equipment $ - $ 45,458 Office equipment - 20,886 Furniture and fixtures - 4,847 Total $ - $ 71,191 Less: accumulated depreciation - (69,426 ) Fixed assets, net $ - $ 1,765 |
4. Accounts Payable and Accru_2
4. Accounts Payable and Accrued Expense (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Accounts Payable and Accrued Liabilities [Abstract] | |
Schedule of accounts payable and accrued expenses | September 30, December 31, 2019 2018 Continuing operations Accrued professional fees $ 14,328 $ 55,894 Other 3,502 3,665 Total $ 17,830 $ 59,559 Discontinued operations Accrued payroll & benefits $ - $ 163,653 Accrued professional fees - - Other - 10,953 Total $ - $ 174,606 |
7. Discontinued Operations (Tab
7. Discontinued Operations (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued operations | The composition of assets and liabilities included in discontinued operations was as follows: January 14, 2019 December 31, 2018 ASSETS CURRENT ASSETS: Cash $ 31,060 $ 9,268 Deposit and other receivable 5,136 5,049 TOTAL CURRENT ASSETS 36,196 14,317 Fixed assets, net 1,717 1,765 TOTAL ASSETS $ 37,913 $ 16,082 LIABILITIES AND STOCKHOLDERS' DEFICIT CURRENT LIABILITIES: Accounts payable and accrued expenses $ 202,848 $ 174,606 TOTAL CURRENT LIABILITIES 202,848 174,606 TOTAL LIABILITIES $ 202,848 $ 174,606 The aggregate financial results of discontinued operations were as follows: Three Months Ended September 30, 2019 Three Months Ended September 30, 2018 Nine Months Ended September 30, 2019 Nine Months Ended September 30, 2018 Revenues: Project fee-others $ - $ - $ - $ 7,437 - - - 7,437 Cost of revenues - - - 4,596 Gross profit $ - $ - $ - $ 2,841 Operating expenses: Depreciation - 1,193 48 $ 5,989 General and administrative - 21,279 3,662 68,413 Total operating expenses - 22,472 3,710 74,402 (Loss) from operations - (22,472 ) (3,710 ) (71,561 ) Other income (expenses): Other sundry income - 81 - 421 Foreign exchange (loss) - (9,752 ) (2 ) (9,123 ) Total other (expenses) income - (9,671 ) (2 ) (8,702 ) Loss from discontinued operations $ - $ (32,143 ) $ (3,712 ) $ (80,263 ) The cash flows attributable to the discontinued operation are as follows: Nine Months Ended September 30, 2019 Nine Months Ended September 30, 2018 Operating $ 24,493 $ (74,866 ) Investing - - Financing - 28,502 Net cash (outflows)/inflows $ 24,493 $ (46,364 ) |
8. Investment in Subsidiaries (
8. Investment in Subsidiaries (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Investments in and Advance to Affiliates, Subsidiaries, Associates, and Joint Ventures [Abstract] | |
Composition of the Group | Name of company Country of incorporation Proportion of (%) of ownership interest 1st Tier Subsidiary: September 30, 2019 December 31, 2018 HotApps International Pte Ltd (“HIP”) Republic of Singapore 100% by Company 100% by Company Crypto Exchange Inc. State of Nevada, the United States of America 100% by Company 100% by Company HWH World Inc. State of Delaware, the United States of America 100% by Company 100% by Company 2nd Tier Subsidiaries: HWH World Pte. Ltd. (formerly known as Crypto Exchange Pte. Ltd.) Republic of Singapore 100% owned by HIP 100% owned by HIP HotApp International Limited* Hong Kong (Special Administrative Region) 100% owned by HIP 100% owned by HIP HotApps Information Technology Co Ltd (also known as Guangzhou HotApps Technology Ltd.) People’s Republic of China -% owned by HIP 100% owned by HIP |
Disposal of subsidiary | Consideration received $ 100,000 Net liabilities disposal of 164,935 Cumulative exchange gain in respect of the net liabilities of subsidiary 34,320 Gain on disposal $ 299,255 Consideration received $ 100,000 Less: cash and cash equivalent balances disposed of (31,060 ) Net cash inflow on disposal of disposed subsidiary $ 68,940 |
1. The Company History and Na_3
1. The Company History and Nature of the Business (Details) | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2019 | Dec. 31, 2018 | ||
HotApps International Pte Ltd ("HIP") | |||
Date of incorporation | May 23, 2014 | ||
Place of incorporation | Republic of Singapore | Republic of Singapore | |
Percentage of ownership | 100.00% | 100.00% | |
Crypto Exchange Inc. | |||
Date of incorporation | Dec. 15, 2017 | ||
Place of incorporation | State of Nevada, the United States of America | State of Nevada, the United States of America | |
Percentage of ownership | 100.00% | 100.00% | |
HWH World Inc. | |||
Date of incorporation | Aug. 28, 2018 | ||
Place of incorporation | State of Delaware, the United States of America | State of Delaware, the United States of America | |
Percentage of ownership | 100.00% | 100.00% | |
HWH World Pte. Ltd | |||
Date of incorporation | Sep. 15, 2014 | ||
Place of incorporation | Republic of Singapore | Republic of Singapore | |
Percentage of ownership | 100.00% | 100.00% | |
HotApp International Limited | |||
Date of incorporation | Jul. 8, 2014 | ||
Place of incorporation | Hong Kong (Special Administrative Region) | Hong Kong (Special Administrative Region) | |
Percentage of ownership | 100.00% | [1] | 100.00% |
[1] | On March 25, 2015, HotApps International Pte Ltd acquired 100% of the issued and outstanding shares of HotApp International Limited. |
1. The Company History and Na_4
1. The Company History and Nature of the Business (Details Narrative) | 9 Months Ended |
Sep. 30, 2019USD ($) | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Incurred net losses | $ (5,586,536) |
Net working capital deficit | $ (1,246,783) |
2. Summary of Significant Acc_4
2. Summary of Significant Accounting Policies (Details) - USD ($) | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Accounts receivables | $ 0 | $ 49,643 | |
Continuing operations | 0 | $ 135,515 | |
Discontinued operations | 0 | 7,437 | |
Related parties | |||
Accounts receivables | 0 | $ 39,427 | |
Continuing operations | 0 | 115,107 | |
Discontinued operations | $ 0 | $ 0 | |
Related parties | Accounts receivables | |||
Concentration risk | 0.00% | 79.00% | |
Related parties | Revenue | Continuing operations | |||
Concentration risk | 0.00% | 85.00% | |
Related parties | Revenue | Discontinued operations | |||
Concentration risk | 0.00% | 0.00% | |
Trade | |||
Accounts receivables | $ 0 | $ 10,216 | |
Continuing operations | 0 | $ 20,408 | |
Discontinued operations | $ 0 | $ 7,437 | |
Trade | Accounts receivables | |||
Concentration risk | 0.00% | 21.00% | |
Trade | Revenue | Continuing operations | |||
Concentration risk | 0.00% | 15.00% | |
Trade | Revenue | Discontinued operations | |||
Concentration risk | 0.00% | 100.00% |
2. Summary of Significant Acc_5
2. Summary of Significant Accounting Policies (Details 1) | 9 Months Ended |
Sep. 30, 2019 | |
Office Equipment | |
Estimated useful life | 3 years |
Computer Equipment | |
Estimated useful life | 3 years |
Furniture and Fixtures | |
Estimated useful life | 3 years |
2. Summary of Significant Acc_6
2. Summary of Significant Accounting Policies (Details 2) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Revenues | $ 0 | $ 33,221 | $ 0 | $ 135,515 |
Discontinued Operations | ||||
Revenues | 7,437 | |||
Goods transferred at a point in time | ||||
Revenues | 0 | 27,845 | ||
Services transferred over time | ||||
Revenues | 0 | 115,107 | ||
North America | ||||
Revenues | 0 | 115,107 | ||
Asia | ||||
Revenues | 0 | 20,408 | ||
Asia | Discontinued Operations | ||||
Revenues | 7,437 | |||
Provision of Services | ||||
Revenues | 0 | 115,107 | ||
Provision of Services | Discontinued Operations | ||||
Revenues | 0 | |||
Provision of Services | Goods transferred at a point in time | ||||
Revenues | 0 | 0 | ||
Provision of Services | Services transferred over time | ||||
Revenues | 0 | 115,107 | ||
Provision of Services | North America | ||||
Revenues | 0 | 115,107 | ||
Provision of Services | Asia | ||||
Revenues | 0 | 0 | ||
Provision of Services | Asia | Discontinued Operations | ||||
Revenues | 0 | |||
Web/Software Development | ||||
Revenues | 0 | 20,408 | ||
Web/Software Development | Discontinued Operations | ||||
Revenues | 7,437 | |||
Web/Software Development | Goods transferred at a point in time | ||||
Revenues | 0 | 27,845 | ||
Web/Software Development | Services transferred over time | ||||
Revenues | 0 | 0 | ||
Web/Software Development | North America | ||||
Revenues | 0 | 0 | ||
Web/Software Development | Asia | ||||
Revenues | $ 0 | 20,408 | ||
Web/Software Development | Asia | Discontinued Operations | ||||
Revenues | $ 7,437 |
2. Summary of Significant Acc_7
2. Summary of Significant Accounting Policies (Details Narrative) - USD ($) | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Accounting Policies [Abstract] | ||
Foreign currency translation gain (loss) | $ 10,091 | $ 90,562 |
3. Fixed Assets, Net (Details)
3. Fixed Assets, Net (Details) - USD ($) | Sep. 30, 2019 | Dec. 31, 2018 |
Property, Plant and Equipment [Abstract] | ||
Computer equipment | $ 0 | $ 45,458 |
Office equipment | 0 | 20,886 |
Furniture and fixtures | 0 | 4,847 |
Fixed assets, gross | 0 | 71,191 |
Less: accumulated depreciation | 0 | (69,426) |
Fixed assets, net | $ 0 | $ 1,765 |
3. Fixed Assets, Net (Details N
3. Fixed Assets, Net (Details Narrative) | 9 Months Ended |
Sep. 30, 2019USD ($) | |
Property, Plant and Equipment [Abstract] | |
Depreciation expense, continuing operations | $ 0 |
Depreciation expense, discontinued operations | $ 48 |
4. Accounts Payable and Accru_3
4. Accounts Payable and Accrued Expense (Details) - USD ($) | Sep. 30, 2019 | Dec. 31, 2018 |
Continuing operations | ||
Accrued professional fees | $ 14,328 | $ 55,894 |
Other | 3,502 | 3,665 |
Total | 17,830 | 59,559 |
Discontinued operations | ||
Accrued payroll & benefits | 0 | 163,653 |
Accrued professional fees | 0 | 0 |
Other | 0 | 10,953 |
Total | $ 0 | $ 174,606 |
5. Share Capitalization (Detail
5. Share Capitalization (Details Narrative) - shares | Sep. 30, 2019 | Dec. 31, 2018 |
Share Capitalization | ||
Common stock, issued | 506,898,576 | 506,898,576 |
Common stock, outstanding | 506,898,576 | 506,898,576 |
Preferred stock, issued | 0 | 0 |
Preferred stock, outstanding | 0 | 0 |
7. Discontinued Operations (Det
7. Discontinued Operations (Details) - USD ($) | Sep. 30, 2019 | Jan. 14, 2019 | Dec. 31, 2018 |
Discontinued Operations and Disposal Groups [Abstract] | |||
Cash | $ 31,060 | $ 9,268 | |
Deposit and other receivable | 5,136 | 5,049 | |
TOTAL CURRENT ASSETS | $ 0 | 36,196 | 14,317 |
Fixed assets, net | 1,717 | 1,765 | |
TOTAL ASSETS | 37,913 | 16,082 | |
Accounts payable and accrued expenses | 202,848 | 174,606 | |
TOTAL CURRENT LIABILITIES | $ 0 | 202,848 | 174,606 |
TOTAL LIABILITIES | $ 202,848 | $ 174,606 |
7. Discontinued Operations (D_2
7. Discontinued Operations (Details 1) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Revenues: | ||||
Project fee-others | $ 0 | $ 0 | $ 0 | $ 7,437 |
Total revenue | 0 | 0 | 0 | 7,437 |
Cost of revenues | 0 | 0 | 0 | 4,596 |
Gross profit | 0 | 0 | 0 | 2,841 |
Operating expenses: | ||||
Depreciation | 0 | 1,193 | 48 | 5,989 |
General and administrative | 0 | 21,279 | 3,662 | 68,413 |
Total operating expenses | 0 | 22,472 | 3,710 | 74,402 |
(Loss) from operations | 0 | (22,472) | (3,710) | (71,561) |
Other income (expenses): | ||||
Other sundry income | 0 | 81 | 0 | 421 |
Foreign exchange (loss) | 0 | (9,752) | (2) | (9,123) |
Total other (expenses) income | 0 | (9,671) | (2) | (8,702) |
Loss from discontinued operations | $ 0 | $ (32,143) | $ (3,712) | $ (80,263) |
7. Discontinued Operations (D_3
7. Discontinued Operations (Details 2) - USD ($) | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | ||
Operating | $ 24,493 | $ (74,866) |
Investing | 0 | 0 |
Financing | 0 | 28,502 |
Net cash (outflows)/inflows | $ 24,493 | $ (46,364) |
7. Investment in Subsidiaries (
7. Investment in Subsidiaries (Details) | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2019 | Dec. 31, 2018 | ||
HotApps International Pte Ltd ("HIP") | |||
Country of incorporation | Republic of Singapore | Republic of Singapore | |
Percentage of ownership | 100.00% | 100.00% | |
Crypto Exchange Inc. | |||
Country of incorporation | State of Nevada, the United States of America | State of Nevada, the United States of America | |
Percentage of ownership | 100.00% | 100.00% | |
HWH World Inc. | |||
Country of incorporation | State of Delaware, the United States of America | State of Delaware, the United States of America | |
Percentage of ownership | 100.00% | 100.00% | |
HWH World Pte. Ltd | |||
Country of incorporation | Republic of Singapore | Republic of Singapore | |
Percentage of ownership | 100.00% | 100.00% | |
HotApp International Limited | |||
Country of incorporation | Hong Kong (Special Administrative Region) | Hong Kong (Special Administrative Region) | |
Percentage of ownership | 100.00% | [1] | 100.00% |
HotApps Information Technology Co Ltd | |||
Country of incorporation | People’s Republic of China | People’s Republic of China | |
Percentage of ownership | 0.00% | 100.00% | |
[1] | On March 25, 2015, HotApps International Pte Ltd acquired 100% of the issued and outstanding shares of HotApp International Limited. |
8. Investment in Subsidiaries_2
8. Investment in Subsidiaries (Details 1) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Investments in and Advance to Affiliates, Subsidiaries, Associates, and Joint Ventures [Abstract] | ||||
Consideration received | $ 100,000 | |||
Net liabilities disposal of | 164,935 | |||
Cumulative exchange gain in respect of the net liabilities of subsidiary | 34,320 | |||
Gain on disposal | $ 0 | $ 0 | 299,255 | $ 0 |
Consideration received | 100,000 | |||
Less: cash and cash equivalent balances disposed of | (31,060) | |||
Net cash inflow on disposal of disposed subsidiary | $ 68,940 | $ 0 |