Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2018 | Nov. 10, 2018 | |
Document And Entity Information [Abstract] | ||
Entity Registrant Name | UNION BRIDGE HOLDINGS LTD. | |
Entity Central Index Key | 1,621,199 | |
Trading Symbol | ughl | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding | 53,600,000 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2018 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q3 | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Sep. 30, 2018 | Dec. 31, 2017 |
Current Assets | ||
Cash and cash equivalent | $ 85,142 | $ 62,158 |
Prepaid expenses | 68,970 | 11,833 |
Total Current Assets | 154,112 | 73,991 |
Long term prepaid expenses | 1,000 | |
TOTAL ASSETS | 154,112 | 74,991 |
Current Liabilities | ||
Accounts payable and accrued liabilities | 134,570 | 62,324 |
Due to related parties | 454,948 | 208,310 |
Total Current Liabilities | 589,518 | 270,634 |
Total Liabilities | 589,518 | 270,634 |
Stockholders' Deficit | ||
Preferred stock, $0.001 par value, 20,000,000 shares authorized; No shares issued and outstanding | ||
Common stock, $0.001 par value, 1,000,000,000 shares authorized; 53,600,000 shares issued and outstanding | 53,600 | 53,600 |
Accumulated deficit | (488,944) | (249,243) |
Accumulated other comprehensive loss | (62) | |
Total Stockholders' Deficit | (435,406) | (195,643) |
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT | $ 154,112 | $ 74,991 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parentheticals) - $ / shares | Sep. 30, 2018 | Dec. 31, 2017 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 20,000,000 | 20,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued | 53,600,000 | 53,600,000 |
Common stock, shares outstanding | 53,600,000 | 53,600,000 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (UNAUDITED) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Income Statement [Abstract] | ||||
Revenues | $ 0 | $ 0 | $ 0 | $ 0 |
Cost of Goods Sold | 0 | 0 | 0 | 0 |
Gross loss | 0 | 0 | 0 | 0 |
Operating Expenses | ||||
General and administrative expenses | 75,620 | 15,796 | 170,571 | 52,220 |
Total operating expenses | 75,620 | 15,796 | 170,571 | 52,220 |
Loss from operations | (75,620) | (15,796) | (170,571) | (52,220) |
Other Income (Expense) | ||||
Interest income | 13 | 20 | ||
Consultancy income | 1,274 | 1,274 | ||
Tax penalty | (386) | (70,424) | ||
Total other income/(expense) | 901 | (69,130) | ||
Loss before taxes | (74,719) | (15,796) | (239,701) | (52,220) |
Income tax | 0 | 0 | 0 | 0 |
Net loss | (74,719) | (15,796) | (239,701) | (52,220) |
Other comprehensive loss | ||||
Foreign currency translation adjustments | (254) | (62) | ||
Total comprehensive loss | $ (74,973) | $ (15,796) | $ (239,763) | $ (52,220) |
Basic and dilutive net loss per common share (in dollars per share) | $ 0 | $ 0 | $ 0 | $ 0 |
Weighted average number of common shares outstanding - basic and diluted (in shares) | 53,600,000 | 53,600,000 | 53,600,000 | 53,600,000 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (239,701) | $ (52,220) |
Adjustments to reconcile net loss to net cash used in operations: | ||
Expenses paid by related parties | 66,116 | 27,627 |
Changes in operating assets and liabilities: | ||
Prepaid expenses, including long and short term | (56,137) | 6,667 |
Accounts payable and accrued liabilities | 72,246 | (7,604) |
Net Cash Used in Operating Activities | (157,476) | (25,530) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from a related party | 180,522 | 141,736 |
Net Cash Provided By Financing Activities | 180,522 | 141,736 |
Net increase in cash and cash equivalents | 23,046 | 116,206 |
Foreign currency translation adjustments | (62) | |
Cash and cash equivalents, beginning of period | 62,158 | 6,427 |
Cash and cash equivalents, end of period | 85,142 | 122,633 |
Supplemental cash flow information | ||
Interest received | 20 | |
Interest paid | 0 | 0 |
Income taxes paid | $ 0 | $ 0 |
ORGANIZATION, DESCRIPTION OF BU
ORGANIZATION, DESCRIPTION OF BUSINESS, AND GOING CONCERN | 9 Months Ended |
Sep. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
ORGANIZATION, DESCRIPTION OF BUSINESS, AND GOING CONCERN | NOTE 1 – ORGANIZATION, DESCRIPTION OF BUSINESS, AND GOING CONCERN Union Bridge Holdings Limited (the “Company”) was incorporated under the laws of the State of Nevada on May 6, 2014. The Company did not have operations that generated revenues and positive cash flows; however, the Company’s management has been reviewing investment opportunities. As described below in “Recent Developments”, Management has identified certain opportunities that it believes may generate profits for the Company in the future. Recent Developments The Company incorporated two new wholly owned subsidiaries in the British Virgin Islands: 1.) Phoenix Creation Global Limited (“PC”) on October 26, 2017 and 2.) Windsor Honour Limited (“WH”) on October 30, 2017, respectively. These subsidiaries were formed with the intent to sell healthcare products and services to seniors and individual with disabilities. The Company recently procured samples of motorized wheelchairs, as the first product in an expected portfolio of products targeted at this market. On February 2, 2018, the Company’s subsidiary Union Beam Investment Limited (“UB”) established Qianhai Lianqiao Investment Consulting (Shenzhen) Company Limited, renamed as Union Beam Trading (Shenzhen) Limited (“UB Trading”), a wholly foreign owned entity in the People’s Republic of China (“PRC”), to engage in the sale of healthcare products and services. On February 13, 2018, the Company’s subsidiary PC established Union Care Investment Limited (“UC”) in Hong Kong, to engage in the provision of senior care services. On May 25, 2018,UC established Sino Silver (Qianhai) Holdings Ltd. (“Sino Silver Qianhai”), a wholly owned entity in the PRC, to engage in the provision of elderly home care services, to establish senior care centers and to provide community services. As of September 30, 2018, UC and Sino Silver Qianhai have not yet commenced business. On September 20, 2018, Sino Silver Qianhai established Sino Sliver (Beijing) Elderly Service Ltd. (“Sino Silver Beijing”) in the PRC, to engage in the provision of elderly home care services, to establish senior care centers and to provide community services in Beijing region. As of September 30, 2018, Sino Silver Beijing has not yet commenced business. Going Concern The accompanying unaudited interim financial statements have been prepared assuming that the Company will continue as a going concern; however, the Company has incurred a net loss of $239,701 for the period ended September 30, 2018. As of September 30, 2018, the Company had an accumulated deficit of $488,944, working capital deficit of $435,406, and stockholders’ deficit of $435,406; its net cash used in operating activities for the nine month period ended September 30, 2018 was $157,476. These factors raise substantial doubt on the Company's ability to continue as a going concern. The accompanying unaudited interim financial statements do not include any adjustments that might result from the outcome of this uncertainty. Management’s plan for the Company’s continued existence is dependent upon Management's ability to identify investment opportunities, develop those opportunities to generate profit; additionally, Management will need to continue to rely on certain related parties to provide funding for investment, working capital, and general corporate purposes, and management expertise to the Company at less than prevailing market rates. If Management is unable to execute its plan, the Company may become insolvent. The Company’s controlling shareholder and Chief Executive Officer, Joseph Ho has provided a personal guarantee of loan that he would provide to the Company of up to $1 million for investment and working capital purposes. Management believes this guarantee should be considered a material event in executing its overall plan described in the foregoing. |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
SIGNIFICANT ACCOUNTING POLICIES | NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying unaudited interim financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America for interim financial information and with the instructions to Form 10-Q and Regulation S-X. Accordingly, the unaudited interim financial statements do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments consisting of normal recurring entries necessary for a fair statement of the periods presented for: (a) the financial position; (b) the result of operations; and (c) cash flows, have been made in order to make the unaudited interim financial statements presented not misleading. The results of operations for such interim periods are not necessarily indicative of operations for a full year. The accompanying unaudited interim consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K, for the year ended December 31, 2017, as filed with the SEC on April 2, 2018. Basis of Consolidation These financial statements include the accounts of the Company and its wholly-owned subsidiaries: First Channel Limited (“FC”), UB, PC, WH, UB Trading, UC, Sino Silver Qianhai and Sino Silver Beijing. All intercompany sales, purchases, balances, investments, and capital have been eliminated. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements as well as the reported amount of revenues and expenses during the reporting period. Actual results could differ from these estimates. Foreign Currency Translation and Re-measurement The Company translates its foreign operations to the U.S. dollar in accordance with ASC 830, “Foreign Currency Matters”. The reporting currency for the Company and its subsidiaries is the U.S. dollar. The functional currency of FC, PC, WH and UB is U.S. dollar; the functional currency of UB Trading, Sino Silver Qianhai and Sino Silver Beijing is Chinese Renminbi (“RMB”); and the functional currencies of UC is Hong Kong dollar. The Company’s subsidiaries, whose records are not maintained in those entities’ respective functional currencies, re-measure their records into their functional currency as follows: · Monetary assets and liabilities at exchange rates in effect at the end of each period · Nonmonetary assets and liabilities at historical rates · Revenue and expense items at the average rate of exchange prevailing during the period Gains and losses from these re-measurements were not significant and have been included in the Company’s results of operations. The Company’s subsidiaries, whose functional currency is not the U.S. dollar, translate their records into the U.S. dollar as follows: · Assets and liabilities at the rate of exchange in effect at the balance sheet date · Equities at the historical rate · Revenue and expense items at the average rate of exchange prevailing during the period Adjustments arising from such translations are included in accumulated other comprehensive income in shareholders’ equity. September 30, December 31, 2018 2017 Spot RMB: USD exchange rate $ 0.1464 $ 0.1480 Average RMB: USD exchange rate $ 0.1459 $ 0.1524 The RMB is not freely convertible into foreign currency and all foreign exchange transactions must take place through authorized institutions. No representation is made that the RMB amounts could have been, or could be, converted into U.S. dollar at the rates used in translation. Cash and Cash Equivalents The Company considers all highly liquid instruments with a maturity of three months or less at the time of issuance to be cash equivalents. The Company’s bank deposits are held with large financial institutions located in Hong Kong. These deposits are not protected under FDIC; however, the Company has determined that there is no significant credit risk for these deposits and does not believe these institutions will become insolvent. Income Taxes The Company accounts for income tax using an asset and liability approach and allows for recognition of deferred tax benefits in future years. Under the asset and liability approach, deferred taxes are provided for the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. A valuation allowance is provided for deferred tax assets if it is more likely than not these items will either expire before the Company is able to realize their benefits, or that future realization is uncertain. Earnings Per Share The Company computes earnings per share (“EPS”) in accordance with ASC Topic 260, “Earnings per share”. Basic EPS is measured as the income or loss available to common shareholders divided by the weighted average common shares outstanding for the period. Diluted EPS is similar to basic EPS but presents the dilutive effect on a per share basis of potential common shares (e.g., convertible securities, options, and warrants) as if they had been converted at the beginning of the periods presented, or issuance date, if later. Potential common shares that have an anti-dilutive effect (i.e. those that increase income per share or decrease loss per share) are excluded from the calculation of diluted EPS. Recent Accounting Pronouncements Management has considered all recent accounting pronouncements issued. The Company’s management believes that these recent pronouncements will not have a material effect on the Company’s financial statements. |
RELATED-PARTY TRANSACTIONS
RELATED-PARTY TRANSACTIONS | 9 Months Ended |
Sep. 30, 2018 | |
Related Party Transactions [Abstract] | |
RELATED-PARTY TRANSACTIONS | NOTE 3 - RELATED-PARTY TRANSACTIONS For the three-month period ended September 30, 2018, Joseph Ho (“Mr. Ho”), the Company’s director and Union Glory Gold Holdings Limited, a Company controlled by Mr. Ho advanced a total of $130,895 and paid expenses on behalf of the Company totaling $45,728. As of September 30, 2018 and December 31, 2017, the balances owed to related parties totaled $454,948 and $208,310, respectively. The Company’s principal executive offices are located in Hong Kong. The office premises were provided by Company’s controlled by Mr. Ho at no charge to the Company. The Company is subject to the risk that if the related parties do not continue to provide services and advances to fund the company’s operations or expansion, or if those related parties demand immediate repayment, the Company may become insolvent. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Sep. 30, 2018 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 4 - SUBSEQUENT EVENTS The Company evaluates subsequent events that have occurred after the balance sheet date but before the financial statements are issued. There are two types of subsequent events: (1) recognized, or those that provide additional evidence with respect to conditions that existed at the date of the balance sheet, including the estimates inherent in the process of preparing financial statements, and (2) non-recognized, or those that provide evidence with respect to conditions that did not exist at the date of the balance sheet but arose subsequent to that date. The Company has analyzed its operations subsequent to September 30, 2018 to the date these financial statements were issued, and has determined that it does not have any material events to disclose. |
SIGNIFICANT ACCOUNTING POLICI_2
SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited interim financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America for interim financial information and with the instructions to Form 10-Q and Regulation S-X. Accordingly, the unaudited interim financial statements do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments consisting of normal recurring entries necessary for a fair statement of the periods presented for: (a) the financial position; (b) the result of operations; and (c) cash flows, have been made in order to make the unaudited interim financial statements presented not misleading. The results of operations for such interim periods are not necessarily indicative of operations for a full year. The accompanying unaudited interim consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K, for the year ended December 31, 2017, as filed with the SEC on April 2, 2018. |
Basis of Consolidation | Basis of Consolidation These financial statements include the accounts of the Company and its wholly-owned subsidiaries: First Channel Limited (“FC”), UB, PC, WH, UB Trading, UC, Sino Silver Qianhai and Sino Silver Beijing. All intercompany sales, purchases, balances, investments, and capital have been eliminated. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements as well as the reported amount of revenues and expenses during the reporting period. Actual results could differ from these estimates. |
Foreign Currency Translation and Re-measurement | Foreign Currency Translation and Re-measurement The Company translates its foreign operations to the U.S. dollar in accordance with ASC 830, “Foreign Currency Matters”. The reporting currency for the Company and its subsidiaries is the U.S. dollar. The functional currency of FC, PC, WH and UB is U.S. dollar; the functional currency of UB Trading, Sino Silver Qianhai and Sino Silver Beijing is Chinese Renminbi (“RMB”); and the functional currencies of UC is Hong Kong dollar. The Company’s subsidiaries, whose records are not maintained in those entities’ respective functional currencies, re-measure their records into their functional currency as follows: · Monetary assets and liabilities at exchange rates in effect at the end of each period · Nonmonetary assets and liabilities at historical rates · Revenue and expense items at the average rate of exchange prevailing during the period Gains and losses from these re-measurements were not significant and have been included in the Company’s results of operations. The Company’s subsidiaries, whose functional currency is not the U.S. dollar, translate their records into the U.S. dollar as follows: · Assets and liabilities at the rate of exchange in effect at the balance sheet date · Equities at the historical rate · Revenue and expense items at the average rate of exchange prevailing during the period Adjustments arising from such translations are included in accumulated other comprehensive income in shareholders’ equity. September 30, December 31, 2018 2017 Spot RMB: USD exchange rate $ 0.1464 $ 0.1480 Average RMB: USD exchange rate $ 0.1459 $ 0.1524 The RMB is not freely convertible into foreign currency and all foreign exchange transactions must take place through authorized institutions. No representation is made that the RMB amounts could have been, or could be, converted into U.S. dollar at the rates used in translation. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid instruments with a maturity of three months or less at the time of issuance to be cash equivalents. The Company’s bank deposits are held with large financial institutions located in Hong Kong. These deposits are not protected under FDIC; however, the Company has determined that there is no significant credit risk for these deposits and does not believe these institutions will become insolvent. |
Income Taxes | Income Taxes The Company accounts for income tax using an asset and liability approach and allows for recognition of deferred tax benefits in future years. Under the asset and liability approach, deferred taxes are provided for the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. A valuation allowance is provided for deferred tax assets if it is more likely than not these items will either expire before the Company is able to realize their benefits, or that future realization is uncertain. |
Earnings Per Share | Earnings Per Share The Company computes earnings per share (“EPS”) in accordance with ASC Topic 260, “Earnings per share”. Basic EPS is measured as the income or loss available to common shareholders divided by the weighted average common shares outstanding for the period. Diluted EPS is similar to basic EPS but presents the dilutive effect on a per share basis of potential common shares (e.g., convertible securities, options, and warrants) as if they had been converted at the beginning of the periods presented, or issuance date, if later. Potential common shares that have an anti-dilutive effect (i.e. those that increase income per share or decrease loss per share) are excluded from the calculation of diluted EPS. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Management has considered all recent accounting pronouncements issued. The Company’s management believes that these recent pronouncements will not have a material effect on the Company’s financial statements. |
SIGNIFICANT ACCOUNTING POLICI_3
SIGNIFICANT ACCOUNTING POLICIES (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Schedule of foreign currency adjustments translations included in accumulated other comprehensive income | September 30, December 31, 2018 2017 Spot RMB: USD exchange rate $ 0.1464 $ 0.1480 Average RMB: USD exchange rate $ 0.1459 $ 0.1524 |
ORGANIZATION, DESCRIPTION OF _2
ORGANIZATION, DESCRIPTION OF BUSINESS, AND GOING CONCERN (Detail Textuals) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | |
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||
Net loss | $ (74,719) | $ (15,796) | $ (239,701) | $ (52,220) | |
Accumulated deficit | (488,944) | (488,944) | $ (249,243) | ||
Working capital deficit | (435,406) | (435,406) | |||
Stockholders' deficit | (435,406) | (435,406) | $ (195,643) | ||
Net cash used in operating activities | 157,476 | ||||
Personal guaranty of loan for investment and working capital | $ 1,000,000 | $ 1,000,000 |
SIGNIFICANT ACCOUNTING POLICI_4
SIGNIFICANT ACCOUNTING POLICIES (Details) | Sep. 30, 2018 | Dec. 31, 2017 |
Accounting Policies [Abstract] | ||
Spot RMB: USD exchange rate | 0.1464 | 0.1480 |
Average RMB: USD exchange rate | 0.1459 | 0.1524 |
RELATED-PARTY TRANSACTIONS (Det
RELATED-PARTY TRANSACTIONS (Detail Textuals) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | |
Related Party Transaction [Line Items] | ||||
Expenses paid by a related party | $ 66,116 | $ 27,627 | ||
Accumulated outstanding balance owed to Mr. Ho | $ 454,948 | 454,948 | $ 208,310 | |
Mr Joseph | ||||
Related Party Transaction [Line Items] | ||||
Expenses paid by a related party | 45,728 | |||
Union Glory Gold Holdings, a Company controlled by Mr. Ho | Mr Joseph | ||||
Related Party Transaction [Line Items] | ||||
Accumulated outstanding balance owed to Mr. Ho | $ 130,895 | $ 130,895 |