Document and Entity Information
Document and Entity Information | 6 Months Ended |
Jun. 30, 2015 | |
Document And Entity Information | |
Entity Registrant Name | DATASEA INC. |
Entity Central Index Key | 1,631,282 |
Document Type | 8-K |
Document Period End Date | Jun. 30, 2015 |
Amendment Flag | false |
Current Fiscal Year End Date | --12-31 |
Is Entity a Well-known Seasoned Issuer? | No |
Is Entity a Voluntary Filer? | No |
Is Entity's Reporting Status Current? | Yes |
Entity Filer Category | Smaller Reporting Company |
Pro forma Consolidated Balance
Pro forma Consolidated Balance Sheets (Unaudited) | Jun. 30, 2015USD ($) | |
Current Assets | ||
Prepaid expenses and other current assets | $ 25,425 | |
Plant and equipment, net | 51,236 | |
Current Liabilities | ||
Accrued expenses and other payables | 30,527 | |
Stockholders' Equity | ||
Total Stockholders' Equity | (6,879) | |
Shuhai [Member] | ||
Current Assets | ||
Cash and cash equivalents | 5,904 | |
Prepaid expenses and other current assets | 25,425 | |
Total Current Assets | 31,329 | |
Plant and equipment, net | 51,236 | |
Total Non-Current Assets | 51,236 | |
Total Assets | 82,565 | |
Current Liabilities | ||
Accrued expenses and other payables | 30,527 | |
Due to related party | 58,917 | |
Total current liabilities | $ 89,444 | |
Stockholders' Equity | ||
Common stock | ||
Additional paid in capital | $ 195,878 | |
Accumulated other comprehensive loss | (17) | |
Accumulated deficit | (202,740) | |
Total Stockholders' Equity | (6,879) | |
Total Liabilities and Stockholders' Equity | 82,565 | |
ProForma Adjustments Member | ||
Current Assets | ||
Cash and cash equivalents | (22,923) | [1] |
Current Liabilities | ||
Accrued expenses and other payables | (3,691) | [1] |
Stockholders' Equity | ||
Common stock | 4,000 | [1],[2] |
Additional paid in capital | (44,000) | [1],[2] |
Accumulated deficit | 20,768 | [1] |
ProForma Consolidated Member | ||
Current Assets | ||
Cash and cash equivalents | 5,904 | |
Prepaid expenses and other current assets | 25,425 | |
Total Current Assets | 31,329 | |
Plant and equipment, net | 51,236 | |
Total Non-Current Assets | 51,236 | |
Total Assets | 82,565 | |
Current Liabilities | ||
Accrued expenses and other payables | 30,527 | |
Due to related party | 58,917 | |
Total current liabilities | 89,444 | |
Stockholders' Equity | ||
Common stock | 11,000 | |
Additional paid in capital | 184,878 | |
Accumulated other comprehensive loss | (17) | |
Accumulated deficit | (202,740) | |
Total Stockholders' Equity | (6,879) | |
Total Liabilities and Stockholders' Equity | 82,565 | |
Datasea [Member] | ||
Current Assets | ||
Cash and cash equivalents | $ 22,923 | |
Prepaid expenses and other current assets | ||
Total Current Assets | $ 22,923 | |
Plant and equipment, net | ||
Total Non-Current Assets | ||
Total Assets | $ 22,923 | |
Current Liabilities | ||
Accrued expenses and other payables | $ 3,691 | |
Due to related party | ||
Total current liabilities | $ 3,691 | |
Stockholders' Equity | ||
Common stock | 7,000 | |
Additional paid in capital | $ 33,000 | |
Accumulated other comprehensive loss | ||
Accumulated deficit | $ (20,768) | |
Total Stockholders' Equity | 19,232 | |
Total Liabilities and Stockholders' Equity | $ 22,923 | |
[1] | Elimination of Datasea's capital accounts and accumulated deficit as result of recapitalization, and reflection of payment of all liabilities of Datasea prior to closing. | |
[2] | Reflection of the issuance of 4,000,000 shares to the ultimate shareholders of Shuhai, resulting in 11,000,000 total shares outstanding of Datasea after the reverse merger. |
Pro forma Consolidated Statemen
Pro forma Consolidated Statements of Operations (Unaudited) - USD ($) | 5 Months Ended | 6 Months Ended |
Jun. 30, 2015 | Jun. 30, 2015 | |
Expenses | ||
Net loss | $ (202,740) | |
Datasea [Member] | ||
Expenses | ||
Selling expenses | ||
General and administrative expenses | $ 7,544 | |
Total expenses | 7,544 | |
Income from operations | $ (7,544) | |
Income tax expense | ||
Net loss | $ (7,544) | |
Earnings per share | $ 0 | |
Weighted average shares outstanding | 6,641,989 | |
Shuhai [Member] | ||
Expenses | ||
Selling expenses | 766 | |
General and administrative expenses | 201,974 | |
Total expenses | 202,740 | |
Income from operations | $ (202,740) | |
Income tax expense | ||
Net loss | $ (202,740) | |
Earnings per share | $ (0.04) | |
ProForma Adjustments Member | ||
Expenses | ||
Selling expenses | ||
General and administrative expenses | ||
Total expenses | ||
Income from operations | ||
Income tax expense | ||
Net loss | ||
Earnings per share | ||
Weighted average shares outstanding | 4,000,000 | |
ProForma Consolidated Member | ||
Expenses | ||
Selling expenses | $ 766 | |
General and administrative expenses | 209,518 | |
Total expenses | 210,284 | |
Income from operations | $ (210,284) | |
Income tax expense | ||
Net loss | $ (210,284) | |
Earnings per share | $ (0.02) | |
Weighted average shares outstanding | 10,641,989 |
Statements of Cash Flows (Unaud
Statements of Cash Flows (Unaudited) | 5 Months Ended | |
Jun. 30, 2015USD ($) | ||
Cash Flows From Operating Activities | ||
Net loss | $ (202,740) | |
Cash Flows From Financing Activities | ||
Capital contribution | 195,878 | |
Shuhai [Member] | ||
Cash Flows From Operating Activities | ||
Net loss | (202,740) | |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 1,968 | |
Changes in operating assets and liabilities: | ||
Prepaid expenses and other current assets | (25,362) | |
Accrued expenses and other payables | 30,451 | |
Net Cash Used in Operating Activities | (195,683) | |
Cash Flows From Investing Activities | ||
Purchase of property and equipment | (53,077) | |
Net Cash Used in Investing Activities | (53,077) | |
Cash Flows From Financing Activities | ||
Capital contribution | 195,878 | |
Advance from related party | 58,771 | |
Net Cash Provided by Financing Activities | 254,649 | |
Effect of Exchange Rate Changes on Cash | 15 | |
Net Increase in Cash | $ 5,904 | |
Cash Beginning of Period | ||
Cash End of Period | $ 5,904 | |
Supplemental Disclosure of Cash Flow Information | ||
Income tax payments | ||
Interest expense | ||
ProForma Consolidated Member | ||
Cash Flows From Financing Activities | ||
Cash End of Period | $ 5,904 | |
ProForma Adjustments Member | ||
Cash Flows From Financing Activities | ||
Cash End of Period | (22,923) | [1] |
Datasea [Member] | ||
Cash Flows From Financing Activities | ||
Cash End of Period | $ 22,923 | |
[1] | Elimination of Datasea's capital accounts and accumulated deficit as result of recapitalization, and reflection of payment of all liabilities of Datasea prior to closing. |
Statement of Changes in Owners'
Statement of Changes in Owners' Deficit (Unaudited) - 5 months ended Jun. 30, 2015 - USD ($) | Total | Paid in Capital | Accumulated Other Comprehensive Loss | Accumulated Deficit |
Beginning Balance at Feb. 10, 2015 | ||||
Capital contribution | $ 195,878 | $ 195,878 | ||
Net loss for the period | (202,740) | $ (202,740) | ||
Foreign currency translation | (17) | $ (17) | ||
Ending Balance at Jun. 30, 2015 | $ (6,879) | $ 195,878 | $ (17) | $ (202,740) |
BASIS OF PRESENTATION
BASIS OF PRESENTATION | 6 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
BASIS OF PRESENTATION | NOTE 1 - BASIS OF PRESENTATION On October 29, 2015, Datasea Inc. (the Company or Datasea) and its shareholder entered into and closed a share exchange agreement, with Shuhai Information Skill (HK) Limited (Shuhai Skill HK) and its shareholders, pursuant to the terms of the Exchange Agreement, the Shareholders, who together own 100% of the ownership rights in Shuhai Skill (HK), agreed to transfer all of the issued and outstanding shares of common stock into the Company in exchange for the issuance of an aggregate of 4,000,000 shares of the Companys common stock, par value $.001 per share (the Common Stock), thereby causing Shuhai Skill (HK) and its wholly-owned subsidiaries, Tianjin Information Sea Information Technology Co., Ltd. (Tianjin Information), a limited liability company incorporated under the laws of the PRC, Harbin Information Sea Information Technology Co., Ltd. (Harbin Information) and Tianjin Informations variable interest entity, Shuhai Information Technology Co., Ltd. (Shuhai Beijing), also a limited liability company incorporated under the laws of the PRC, to become wholly-owned subsidiaries of the Company. Shuhai Beijing became a VIE of Tianjin Information through a series of agreements including Operation and Intellectual Property Service Agreement, Shareholders Voting Rights Entrustment Agreement, Option Agreement and Equity Pledge Agreement on October 27, 2015. After giving effect to the Share Exchange, Datasea had total of 11,000,000 shares of common stock outstanding. The acquisition of Shuhai Skill (HK) was accounted for as a recapitalization effected by a share exchange, wherein Shuhai Skill (HK) is considered the acquirer for accounting and financial reporting purposes with no adjustment to the historical basis of its assets and liabilities. Shuhai Skill (HK) shareholders become the majority shareholders and have control of the Company and, Datasea was a non-operating public shell prior to the acquisition. As a result of the acquisition of Shuhai Skill (HK), Datasea is no longer a shell company. Pursuant to Securities and Exchange Commission (SEC) rules, the merger or acquisition of a private operating company into a non-operating public shell with nominal net assets is considered a capital transaction in substance, rather than a business combination. Shuhai Skill (HK) is an intermediate holding company and Tianjin Information is a wholly foreign-owned entity (WFOE) of Shuhai Skill (HK), Shuhai Skill (HK), Tianjin Information and Harbin Information had no operations prior to reverse merger with Datasea. Accordingly, the accompanying pro forma consolidated financial statements present the accounts of Datasea and Shuhai Beijing, the operating entity that was incorporated and based in PRC. The accompanying pro forma consolidated statements of operations are for the six months ended June 30, 2015, as if the acquisition occurred on January 1, 2015. The accompanying pro forma consolidated balance sheets present the accounts of Datasea and Shuhai Beijing as if the acquisition occurred on January 31, 2015. The following adjustments would be required if the acquisition occurred as indicated above: a. Reflection of the issuance of 4,000,000 shares to the shareholders of Shuhai Skill (HK), resulting in 11,000,000 total shares outstanding of Datasea after the reverse merger. b. Elimination of Datasea's capital accounts and accumulated deficit as a result of recapitalization, and reflection of payment of all liabilities of Datasea prior to closing. |
ORGANIZATION AND NATURE OF BUSI
ORGANIZATION AND NATURE OF BUSINESS | 6 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
ORGANIZATION AND NATURE OF BUSINESS | NOTE 2 ORGANIZATION AND NATURE OF BUSINESS Shuhai Information Technology Co., Ltd. (the Company or Shuhai) was incorporated in Beijing, Peoples Republic of China (PRC), on February 11, 2015. The Company is in the business of network security equipment supplier, micro marketing service provider (ISP), Internet access operator and big data integration operator. |
GOING CONCERN
GOING CONCERN | 6 Months Ended |
Jun. 30, 2015 | |
Notes to Financial Statements | |
GOING CONCERN | NOTE 3 GOING CONCERN The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As shown in the accompanying financial statements, the Company has not generated any revenues since inception, has a working capital deficiency of $58,115 and has an accumulated deficit of $202,740. These circumstances, among others, raises substantial doubt about the Companys ability to continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. The Companys management recognizes that the Company must generate sales and additional resources to enable it to continue to develop its operations. The Company expects to officially commence sales of its products in August of 2015. Based on increased demand for internet services in China, including internet security and big data integration, the Companys management team expects a healthy growth in its business. The Companys management intends to raise additional financing through debt and equity financing or through other means that it deems necessary, with a view to moving forward and sustaining prolonged growth in its initial phases. However, no assurance can be given that the Company will be successful in raising additional capital. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 4 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES BASIS OF PRESENTATION The accompanying financial statements of the Company were prepared in accordance with generally accepted accounting principles in the United States of America (US GAAP) and presented in U.S. Dollars. The Company is considered to be in the development stage as defined in ASC 915 Development Stage Entities. The Company is devoting substantially all of its efforts to the development of its business plans. The Company has elected to adopt early application of Accounting Standards Update No. 2014-10, Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements. As such, the Company does not present or disclose inception-to-date information and other remaining disclosure requirements of Topic 915. USE OF ESTIMATES The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America 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 and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The significant areas requiring the use of management estimates include, but are not limited to, estimated useful life and residual value of property, plant and equipment, provision for staff benefit, recognition and measurement of deferred income taxes and valuation allowance for deferred tax assets. Although these estimates are based on managements knowledge of current events and actions management may undertake in the future, actual results may ultimately differ from those estimates and such differences may be material to our consolidated financial statements. REVENUE RECOGNITION The Companys revenue recognition policies will be in accordance with FASB ASC Topic 605, Revenue Recognition. Sales will be recognized when a formal arrangement exists, which is generally represented by a contract between the Company and the customer, the price is fixed or determinable; title has passed to the customer, which generally is at the time of delivery, or no other significant obligations of the Company exist and collectability is reasonably assured. No revenue is recognized if there are significant uncertainties regarding the recovery of the consideration due, or the possible return of the goods. Payments received before all of the relevant criteria for revenue recognition will be recorded as unearned revenue. START-UP COSTS In accordance with ASC 720, Start-up Costs, PROPERTY AND EQUIPMENT Property and equipment are stated at cost, less accumulated depreciation. Major repairs and improvements that significantly extend original useful lives or improve productivity are capitalized and depreciated over the period benefited. Maintenance and repairs are expensed as incurred. When property and equipment are retired or otherwise disposed of, the related cost and accumulated depreciation are removed from the respective accounts, and any gain or loss is included in operations. Depreciation of property and equipment is provided using the straight-line method over estimated useful lives as follows: Furniture and fixtures 5-10 years Office equipment 3-5 years Leasehold improvements are depreciated on a straight-line method over the shorter of estimated useful lives or lease terms. FAIR VALUE MEASUREMENTS AND DISCLOSURES FASB ASC Topic 820, Fair Value Measurements, defines fair value, and establishes a three-level valuation hierarchy for disclosures of fair value measurement that enhances disclosure requirements for fair value measures. The three levels are defined as follow: ● Level 1 inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets. ● Level 2 inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument. ● Level 3 inputs to the valuation methodology are unobservable and significant to the fair value measurement. Certain of the Companys financial instruments, including cash, accrued expenses and other payables, are carried at costs, which approximate their fair values due to their short maturities. As of June 30, 2015, the Company did not identify any assets and liabilities that are required to be presented on the balance sheet at fair value. IMPAIRMENT OF LONG-LIVED ASSETS In accordance with the Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) 360-10, Accounting for the Impairment or Disposal of Long-Lived Assets If such assets are considered to be impaired, the impairment to be recognized is measured as the amount by which the carrying amount of the assets exceeds the fair value of the assets. Assets to be disposed of are reported at the lower of the carrying amount or fair value less cost to sell. During the reporting periods there was no impairment loss recognized on long-lived assets. INCOME TAXES The Company uses the asset and liability method of accounting for income taxes in accordance with ASC Topic 740, Income Taxes. Under this method, income tax expense is recognized for the amount of: (i) taxes payable or refundable for the current year and (ii) deferred tax consequences of temporary differences resulting from matters that have been recognized in an entitys financial statements or tax returns. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the results of operations in the period that includes the enactment date. A valuation allowance is provided to reduce the deferred tax assets reported if based on the weight of the available positive and negative evidence, it is more likely than not some portion or all of the deferred tax assets will not be realized. ASC Topic 740.10.30 clarifies the accounting for uncertainty in income taxes recognized in an enterprises financial statements and prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC Topic 740.10.40 provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition. The Company has no material uncertain tax positions for any of the reporting periods presented. CONCENTRATION OF CREDIT RISK Financial instruments that subject the Company to credit risk consist primarily of accounts and other receivables. The Company does not require collateral or other security to support these receivables. The Company conducts periodic reviews of its customers financial condition and customer payment practices to minimize collection risk on its receivables. The Company maintains cash in accounts with state-owned banks within the PRC. Cash in state-owned banks is not covered by insurance. Should any of these institutions holding the Companys cash become insolvent, or if the Company is unable to withdraw funds for any reason, the Company could lose the cash on deposit with that institution. The Company has not experienced any losses in such accounts and believes it is not exposed to any risks on its cash in these bank accounts. STATEMENT OF CASH FLOWS In accordance with FASB ASC Topic 230, Statements of Cash Flows, cash flows from the Companys operations are calculated based upon the local currencies. As a result, amounts related to assets and liabilities reported on the statement of cash flows may not necessarily agree with changes in the corresponding balances on the balance sheet. FOREIGN CURRENCY TRANSLATION AND COMPREHENSIVE INCOME (LOSS) The functional currency is the Renminbi (RMB). For financial reporting purposes, RMB were translated into United States Dollars (USD or $) as the reporting currency. Assets and liabilities are translated at the exchange rate at the balance sheet date, while equity accounts are translated at historical exchange rate. Revenues and expenses are translated at the average exchange rate during the reporting period. Translation adjustments arising from the use of different exchange rates from period to period are included as a component of stockholders equity as Accumulated other comprehensive income. Gains and losses resulting from foreign currency transactions are included in income. There was no significant fluctuation in the exchange rate for the conversion of RMB to USD after the balance sheet date. The Company follows FASB ASC Topic 220-10, Comprehensive Income. Comprehensive income comprises net income and all changes to the statements of stockholders equity, except those due to investments by stockholders, changes in paid-in capital and distributions to stockholders. Comprehensive loss for the period ended June 30, 2015 consisted of net loss and foreign currency translation adjustments. RECENT ACCOUNTING PRONOUNCEMENTS In August 2014, the FASB issued Presentation of Financial Statements Going Concern. This standard requires management to evaluate for each annual and interim reporting period whether it is probable that the reporting entity will not be able to meet its obligations as they become due within one year after the date that the financial statements are issued. If the entity is in such a position, the standard provides for certain disclosures depending on whether or not the entity will be able to successfully mitigate its going concern status. This guidance is effective for annual periods ending after December 15, 2016 and interim periods within annual periods beginning after December 15, 2016. Early application is permitted. The Company does not anticipate that this adoption will have a significant impact on its financial position, results of operations, or cash flows. As of June 30, 2015, there were no recently issued accounting standards not yet adopted that would have a material effect on the Companys financial statements. |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 6 Months Ended |
Jun. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | NOTE 5 - PROPERTY AND EQUIPMENT Property and equipment at June 30, 2015 were as follows: Office furniture and fixtures $ 38,193 Office equipment 15,016 Total 53,209 Less: accumulated depreciation (1,973 ) Property and equipment, Net $ 51,236 =========== Depreciation expense for the period from inception to June 30, 2015, was $1,968. |
PREPAID EXPENSES AND OTHER CURR
PREPAID EXPENSES AND OTHER CURRENT ASSETS | 6 Months Ended |
Jun. 30, 2015 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
PREPAID EXPENSES AND OTHER CURRENT ASSETS | NOTE 6 PREPAID EXPENSES AND OTHER CURRENT ASSETS Prepaid expenses and other current assets consisted of the following as of June 30, 2015: Security deposit $ 16,188 ISP qualification fees 7,197 Prepaid for software 1,047 Others 993 Total $ 25,425 |
ACCRUED EXPENSES AND OTHER PAYA
ACCRUED EXPENSES AND OTHER PAYABLES | 6 Months Ended |
Jun. 30, 2015 | |
Payables and Accruals [Abstract] | |
ACCRUED EXPENSES AND OTHER PAYABLES | NOTE 7 ACCRUED EXPENSES AND OTHER PAYABLES Accrued expenses and other payables consisted of the following at June 30, 2015: Deposit from customers $ 16,357 Salary payable 13,414 Others 756 Total $ 30,527 |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 6 Months Ended |
Jun. 30, 2015 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 8 RELATED PARTY TRANSACTIONS The Companys President paid certain operating expenses on behalf of the Company. As of June 30, 2015, the amount due to the President was $58,917. This is interest-free, unsecured and is due on demand. |
STATUTORY RESERVES
STATUTORY RESERVES | 6 Months Ended |
Jun. 30, 2015 | |
Notes to Financial Statements | |
STATUTORY RESERVES | NOTE 9 STATUTORY RESERVES Pursuant to the corporate law of the PRC effective January 1, 2006, the Company is required to maintain one statutory reserve by appropriating 10% from its after-tax profit before declaration or payment of dividends until such reserve balance reaches 50% of the Companys capital contribution. The statutory reserve represents restricted retained earnings. The surplus reserve fund is non-distributable other than during liquidation and can be used to fund previous years losses, if any, and may be utilized for business expansion or converted into capital provided that the remaining reserve balance after such issue is not less than 25% of the registered capital contribution. The Company did not make any contribution to this fund during the period from inception to June 30, 2015 due to a net loss during the period. |
INCOME TAX
INCOME TAX | 6 Months Ended |
Jun. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
INCOME TAX | NOTE 10 INCOME TAX The Company is governed by the Income Tax Law of the PRC concerning the privately run and foreign invested enterprises, which are generally subject to tax at a statutory rate of 25% on income reported in the statutory financial statements after appropriate tax adjustments. Based on management's present assessment, the Company has determined that it is more likely than not a deferred tax asset attributable to the future utilization of the net operating loss carry-forward as of June 30, 2015 will not be realized. Accordingly, the Company has provided a 100% allowance against the deferred tax asset in the financial statements at June 30, 2015. The Company will continue to review this valuation allowance and make adjustments as appropriate. The Company has net operating loss carry-forwards in China approximately $200,000, which will expire in 2020. |
COMMITMENTS
COMMITMENTS | 6 Months Ended |
Jun. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS | NOTE 11 COMMITMENTS Capital Contribution The Companys total registered capital is RMB 50.0 million ($8.18 million) of which RMB 1,200,500 ($195,878) was contributed as of June 30, 2015. Pursuant to the new Registered Capital Registration System Reform Plan promulgated by the State Council on February 7, 2014 and its implementation rules by local State Administration of Industry and Commerce (SAIC) from March 1, 2014, companies registered in China are not required for annual review by SAIC and there is no registered capital contribution deadline requirement by SAIC. The Company is currently complying with the new corporate registration regulation in China, and plans to make the total committed registered capital in full by no later than the beginning of 2045. Lease Agreement The Company leased an office under a one-year, non-cancellable operating lease agreement. The monthly rent is RMB 32,923 ($5,372). Rental expense for the period from inception to June 30, 2015 was $32,231. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 6 Months Ended |
Jun. 30, 2015 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 12 SUBSEQUENT EVENTS The Company has reviewed its subsequent events through the date these financial statements were issued and has determined that no additional material subsequent events have occurred that require recognition in or disclosure to the financial statements. |
SUMMARY OF SIGNIFICANT ACCOUN18
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
BASIS OF PRESENTATION | BASIS OF PRESENTATION The accompanying financial statements of the Company were prepared in accordance with generally accepted accounting principles in the United States of America (US GAAP) and presented in U.S. Dollars. The Company is considered to be in the development stage as defined in ASC 915 Development Stage Entities. The Company is devoting substantially all of its efforts to the development of its business plans. The Company has elected to adopt early application of Accounting Standards Update No. 2014-10, Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements. As such, the Company does not present or disclose inception-to-date information and other remaining disclosure requirements of Topic 915. |
USE OF ESTIMATES | USE OF ESTIMATES The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America 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 and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The significant areas requiring the use of management estimates include, but are not limited to, estimated useful life and residual value of property, plant and equipment, provision for staff benefit, recognition and measurement of deferred income taxes and valuation allowance for deferred tax assets. Although these estimates are based on managements knowledge of current events and actions management may undertake in the future, actual results may ultimately differ from those estimates and such differences may be material to our consolidated financial statements. |
REVENUE RECOGNITION | REVENUE RECOGNITION The Companys revenue recognition policies will be in accordance with FASB ASC Topic 605, Revenue Recognition. Sales will be recognized when a formal arrangement exists, which is generally represented by a contract between the Company and the customer, the price is fixed or determinable; title has passed to the customer, which generally is at the time of delivery, or no other significant obligations of the Company exist and collectability is reasonably assured. No revenue is recognized if there are significant uncertainties regarding the recovery of the consideration due, or the possible return of the goods. Payments received before all of the relevant criteria for revenue recognition will be recorded as unearned revenue. |
START-UP COSTS | START-UP COSTS In accordance with ASC 720, Start-up Costs, |
PROPERTY AND EQUIPMENT | PROPERTY AND EQUIPMENT Property and equipment are stated at cost, less accumulated depreciation. Major repairs and improvements that significantly extend original useful lives or improve productivity are capitalized and depreciated over the period benefited. Maintenance and repairs are expensed as incurred. When property and equipment are retired or otherwise disposed of, the related cost and accumulated depreciation are removed from the respective accounts, and any gain or loss is included in operations. Depreciation of property and equipment is provided using the straight-line method over estimated useful lives as follows: Furniture and fixtures 5-10 years Office equipment 3-5 years Leasehold improvements are depreciated on a straight-line method over the shorter of estimated useful lives or lease terms. |
FAIR VALUE MEASUREMENTS AND DISCLOSURES | FAIR VALUE MEASUREMENTS AND DISCLOSURES FASB ASC Topic 820, Fair Value Measurements, defines fair value, and establishes a three-level valuation hierarchy for disclosures of fair value measurement that enhances disclosure requirements for fair value measures. The three levels are defined as follow: ● Level 1 inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets. ● Level 2 inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument. ● Level 3 inputs to the valuation methodology are unobservable and significant to the fair value measurement. Certain of the Companys financial instruments, including cash, accrued expenses and other payables, are carried at costs, which approximate their fair values due to their short maturities. As of June 30, 2015, the Company did not identify any assets and liabilities that are required to be presented on the balance sheet at fair value. |
IMPAIRMENT OF LONG-LIVED ASSETS | IMPAIRMENT OF LONG-LIVED ASSETS In accordance with the Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) 360-10, Accounting for the Impairment or Disposal of Long-Lived Assets If such assets are considered to be impaired, the impairment to be recognized is measured as the amount by which the carrying amount of the assets exceeds the fair value of the assets. Assets to be disposed of are reported at the lower of the carrying amount or fair value less cost to sell. During the reporting periods there was no impairment loss recognized on long-lived assets. |
INCOME TAXES | INCOME TAXES The Company uses the asset and liability method of accounting for income taxes in accordance with ASC Topic 740, Income Taxes. Under this method, income tax expense is recognized for the amount of: (i) taxes payable or refundable for the current year and (ii) deferred tax consequences of temporary differences resulting from matters that have been recognized in an entitys financial statements or tax returns. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the results of operations in the period that includes the enactment date. A valuation allowance is provided to reduce the deferred tax assets reported if based on the weight of the available positive and negative evidence, it is more likely than not some portion or all of the deferred tax assets will not be realized. ASC Topic 740.10.30 clarifies the accounting for uncertainty in income taxes recognized in an enterprises financial statements and prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC Topic 740.10.40 provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition. The Company has no material uncertain tax positions for any of the reporting periods presented. |
CONCENTRATION OF CREDIT RISK | CONCENTRATION OF CREDIT RISK Financial instruments that subject the Company to credit risk consist primarily of accounts and other receivables. The Company does not require collateral or other security to support these receivables. The Company conducts periodic reviews of its customers financial condition and customer payment practices to minimize collection risk on its receivables. The Company maintains cash in accounts with state-owned banks within the PRC. Cash in state-owned banks is not covered by insurance. Should any of these institutions holding the Companys cash become insolvent, or if the Company is unable to withdraw funds for any reason, the Company could lose the cash on deposit with that institution. The Company has not experienced any losses in such accounts and believes it is not exposed to any risks on its cash in these bank accounts. |
STATEMENT OF CASH FLOWS | STATEMENT OF CASH FLOWS In accordance with FASB ASC Topic 230, Statements of Cash Flows, cash flows from the Companys operations are calculated based upon the local currencies. As a result, amounts related to assets and liabilities reported on the statement of cash flows may not necessarily agree with changes in the corresponding balances on the balance sheet. |
FOREIGN CURRENCY TRANSLATION AND COMPREHENSIVE INCOME (LOSS) | FOREIGN CURRENCY TRANSLATION AND COMPREHENSIVE INCOME (LOSS) The functional currency is the Renminbi (RMB). For financial reporting purposes, RMB were translated into United States Dollars (USD or $) as the reporting currency. Assets and liabilities are translated at the exchange rate at the balance sheet date, while equity accounts are translated at historical exchange rate. Revenues and expenses are translated at the average exchange rate during the reporting period. Translation adjustments arising from the use of different exchange rates from period to period are included as a component of stockholders equity as Accumulated other comprehensive income. Gains and losses resulting from foreign currency transactions are included in income. There was no significant fluctuation in the exchange rate for the conversion of RMB to USD after the balance sheet date. The Company follows FASB ASC Topic 220-10, Comprehensive Income. Comprehensive income comprises net income and all changes to the statements of stockholders equity, except those due to investments by stockholders, changes in paid-in capital and distributions to stockholders. Comprehensive loss for the period ended June 30, 2015 consisted of net loss and foreign currency translation adjustments. |
RECENT ACCOUNTING PRONOUNCEMENTS | RECENT ACCOUNTING PRONOUNCEMENTS In August 2014, the FASB issued Presentation of Financial Statements Going Concern. This standard requires management to evaluate for each annual and interim reporting period whether it is probable that the reporting entity will not be able to meet its obligations as they become due within one year after the date that the financial statements are issued. If the entity is in such a position, the standard provides for certain disclosures depending on whether or not the entity will be able to successfully mitigate its going concern status. This guidance is effective for annual periods ending after December 15, 2016 and interim periods within annual periods beginning after December 15, 2016. Early application is permitted. The Company does not anticipate that this adoption will have a significant impact on its financial position, results of operations, or cash flows. As of June 30, 2015, there were no recently issued accounting standards not yet adopted that would have a material effect on the Companys financial statements. |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment [Table Text Block] | Property and equipment at June 30, 2015 were as follows: Office furniture and fixtures $ 38,193 Office equipment 15,016 Total 53,209 Less: accumulated depreciation (1,973 ) Property and equipment, Net $ 51,236 |
PREPAID EXPENSES AND OTHER CU20
PREPAID EXPENSES AND OTHER CURRENT ASSETS (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of Prepaid Asset and Other Current Asset [Table Text Block] | Security deposit $ 16,188 ISP qualification fees 7,197 Prepaid for software 1,047 Others 993 Total $ 25,425 |
ACCRUED EXPENSES AND OTHER PA21
ACCRUED EXPENSES AND OTHER PAYABLES (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Payables and Accruals [Abstract] | |
Schedule of Accounts Payable and Accrued Liabilities [Table Text Block] | Deposit from customers $ 16,357 Salary payable 13,414 Others 756 Total $ 30,527 |
BASIS OF PRESENTATION (Details
BASIS OF PRESENTATION (Details Narrative) - Shuhai Information Skill (HK) Limited [Member] | Oct. 29, 2015shares |
Ownership Rights Acquired | 100.00% |
Business Combination, Consideration Transferred | On October 29, 2015, Datasea Inc. (the Company or Datasea) and its shareholder entered into and closed a share exchange agreement, with Shuhai Information Skill (HK) Limited (Shuhai Skill HK) and its shareholders, pursuant to the terms of the Exchange Agreement, the Shareholders, who together own 100% of the ownership rights in Shuhai Skill (HK), agreed to transfer all of the issued and outstanding shares of common stock into the Company in exchange for the issuance of an aggregate of 4,000,000 shares of the Companys common stock, par value $.001 per share (the Common Stock), thereby causing Shuhai Skill (HK) and its wholly-owned subsidiaries, Tianjin Information Sea Information Technology Co., Ltd. (Tianjin Information), a limited liability company incorporated under the laws of the PRC, Harbin Information Sea Information Technology Co., Ltd. (Harbin Information) and Tianjin Informations variable interest entity, Shuhai Information Technology Co., Ltd. (Shuhai Beijing), also a limited liability company incorporated under the laws of the PRC, to become wholly-owned subsidiaries of the Company. |
Common Stock Outstanding, Shares | 11,000,000 |
SUMMARY OF SIGNIFICANT ACCOUN23
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) | 6 Months Ended |
Jun. 30, 2015 | |
Office equipment [Member] | Minimum [Member] | |
Estimated useful life (in years) | 3 years |
Office equipment [Member] | Maximum [Member] | |
Estimated useful life (in years) | 5 years |
Furniture and Fixtures [Member] | Minimum [Member] | |
Estimated useful life (in years) | 5 years |
Furniture and Fixtures [Member] | Maximum [Member] | |
Estimated useful life (in years) | 10 years |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details) | 6 Months Ended |
Jun. 30, 2015USD ($) | |
Property plant and equipment, gross | $ 53,209 |
Less: accumulated depreciation | (1,973) |
Property and equipment, Net | 51,236 |
Depreciation Expenses | 1,968 |
Furniture and Fixtures [Member] | |
Property plant and equipment, gross | 38,193 |
Office equipment [Member] | |
Property plant and equipment, gross | $ 15,016 |
PREPAID EXPENSES AND OTHER CU25
PREPAID EXPENSES AND OTHER CURRENT ASSETS (Details) | Jun. 30, 2015USD ($) |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Security deposit | $ 16,188 |
Agency fee for ISP qualification | 7,197 |
Prepaid for software | 1,047 |
Others | 993 |
Total | $ 25,425 |
ACCRUED EXPENSES AND OTHER PA26
ACCRUED EXPENSES AND OTHER PAYABLES (Details) | Jun. 30, 2015USD ($) |
Payables and Accruals [Abstract] | |
Guarantee deposit from customers | $ 16,357 |
Salary payable | 13,414 |
Others | 756 |
Total | $ 30,527 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Narrative) | Jun. 30, 2015USD ($) |
President [Member] | |
Amount due to President | $ 58,917 |