Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2020 | Nov. 23, 2020 | |
Document And Entity Information | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2020 | |
Current Fiscal Year End Date | --12-31 | |
Entity File Number | 333-229065 | |
Entity Registrant Name | ANDES 7 INC. | |
Entity Central Index Key | 0001650205 | |
Entity Tax Identification Number | 47-4683655 | |
Entity Incorporation, State or Country Code | DE | |
Entity Address, Address Line One | 424 Clay Street | |
Entity Address, Address Line Two | Lower Level | |
Entity Address, City or Town | San Francisco | |
Entity Address, State or Province | CA | |
Entity Address, Country | US | |
Entity Address, Postal Zip Code | 94111 | |
City Area Code | 415 | |
Local Phone Number | 463 7827 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | No | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Elected Not To Use the Extended Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 120,140,000 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2020 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Mar. 31, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash | $ 1,072 | $ 1,269 |
Accounts receivable | 1,863 | |
Inventory, net | 7,489 | 8,381 |
Other current assets | 1,834 | 2,914 |
Total current assets | 12,258 | 12,564 |
Deposit - land contract | 266,267 | 295,849 |
Construction in progress | 20,388 | 22,429 |
ROU asset - operating lease | 11,293 | 14,052 |
Property and equipment, net | 208,782 | 237,393 |
Total assets | 518,988 | 582,287 |
Current liabilities: | ||
Accounts payable and accrued liabilities | 2,125 | 9,174 |
Due to a related party | 42,730 | 42,730 |
Loans from directors | 1,373,790 | 1,495,538 |
Loans payable, current portion | 5,151 | 10,196 |
Total current liabilities | 1,423,796 | 1,557,638 |
Long term liabilities: | ||
Loans payable, non-current | 1,557 | 3,081 |
Operating lease liability | 11,293 | 14,052 |
Total liabilities | 1,436,646 | 1,574,771 |
Stockholders' Equity (Deficit): | ||
Preferred stock, $0.0001 par value, 5,000,000 shares authorized; 500,000 shares issued and outstanding at March 31, 2020 and December 31, 2019, respectively | 50 | 50 |
Common stock, $0.0001 par value, 1,000,000,000 shares authorized, 120,140,000 and 120,105,000 shares issued and outstanding at March 31, 2020 and December 31, 2019, respectively | 12,015 | 12,011 |
Additional paid-in capital | 271,029 | 243,033 |
Accumulated deficit | (1,187,149) | (1,147,770) |
Accumulated other comprehensive loss | (13,603) | (99,808) |
Total stockholders' deficit | (917,658) | (992,484) |
Total liabilities and stockholders' deficit | $ 518,988 | $ 582,287 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value per share | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 500,000 | 500,000 |
Preferred stock, shares outstanding | 500,000 | 500,000 |
Common stock, par value per share | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued | 120,140,000 | 120,105,000 |
Common stock, shares outstanding | 120,140,000 | 120,105,000 |
Consolidated Statements Of Oper
Consolidated Statements Of Operations (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Income Statement [Abstract] | ||
Revenue | $ 7,593 | $ 2,438 |
Cost of revenue | 136 | 954 |
Gross Margin | 7,457 | 1,484 |
Operating expenses: | ||
General and administrative | 38,602 | 28,134 |
Rent expense | 2,880 | 2,847 |
Advertising and promotion | 705 | |
Professional fees | 5,000 | 7,739 |
Total operating expenses | 46,482 | 39,425 |
Loss from operations | (39,025) | (37,941) |
Other income (expense): | ||
Interest expense | 354 | 349 |
Total other income (expense) | (354) | (349) |
Loss before income taxes | (39,379) | (38,290) |
Provision for income taxes | ||
Net loss | (39,379) | (38,290) |
Other comprehensive income (loss): | ||
Foreign currency translation adjustment | 86,205 | (12,192) |
Comprehensive income (loss) | $ 46,826 | $ (50,482) |
Profit (loss) per share basic & diluted | $ 0 | $ 0 |
Weighted average outstanding shares, basic & diluted | 120,125,330 | 120,100,000 |
Consolidated Statement Of Share
Consolidated Statement Of Shareholders' Equity (Unaudited) - USD ($) | Preferred Stock [Member] | Common Stock [Member] | Additional Paid in Capital [Member] | Accumulated Deficit [Member] | Other Comprehensive Income [Member] | Total |
Balance preferred stock, shares at Dec. 31, 2018 | 500,000 | |||||
Balance common stock, shares at Dec. 31, 2018 | 120,100,000 | |||||
Balance, value at Dec. 31, 2018 | $ 50 | $ 12,010 | $ 238,044 | $ (891,669) | $ (37,012) | $ (678,577) |
Foreign currency translation adjustment | (12,192) | (12,192) | ||||
Net loss | (38,290) | (38,290) | ||||
Balance preferred stock , shares at Mar. 31, 2019 | 500,000 | |||||
Balance common stock, shares at Mar. 31, 2019 | 120,100,000 | |||||
Balance, value at Mar. 31, 2019 | $ 50 | $ 12,010 | 238,044 | (929,959) | (49,204) | $ (729,059) |
Balance preferred stock, shares at Dec. 31, 2019 | 500,000 | 500,000 | ||||
Balance common stock, shares at Dec. 31, 2019 | 120,105,000 | 120,105,000 | ||||
Balance, value at Dec. 31, 2019 | $ 50 | $ 12,011 | 243,033 | (1,147,770) | (99,808) | $ (992,484) |
Foreign currency translation adjustment | 86,205 | 86,205 | ||||
Common shares issued for cash, shares | 35,000 | |||||
Common shares issued for cash, value | $ 4 | 27,996 | 28,000 | |||
Net loss | (39,379) | $ (39,379) | ||||
Balance preferred stock , shares at Mar. 31, 2020 | 500,000 | 500,000 | ||||
Balance common stock, shares at Mar. 31, 2020 | 120,140,000 | 120,140,000 | ||||
Balance, value at Mar. 31, 2020 | $ 50 | $ 12,015 | $ 271,029 | $ (1,187,149) | $ (13,603) | $ (917,658) |
Consolidated Statements Of Cash
Consolidated Statements Of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Cash flows from operating activities: | |||
Net loss | $ (39,379) | $ (38,290) | |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Depreciation expense | 7,343 | 7,169 | |
Changes in operating assets and liabilities: | |||
(Increase) decrease in accounts receivable | 1,863 | 460 | |
(Increase) decrease in inventory | (892) | 623 | |
(Increase) decrease in other assets | (1,080) | 45 | |
Increase (decrease) in accounts payable and accrued liabilities | (7,049) | 2,470 | |
Net cash used by operating activities | (38,976) | (29,779) | |
Cash flows from investing activities: | |||
Construction in progress | 2,041 | (400) | |
Land deposits | 29,582 | (5,250) | |
Purchase or sale of property and equipment | 21,268 | (4,774) | |
Net cash provided (used in) investing activities | 52,891 | (10,424) | |
Cash flows from financing activities: | |||
Proceeds from sales of common stock | 28,000 | ||
Net proceeds from Director loans | (121,748) | 53,588 | |
Net proceeds (payments) from loans | (6,569) | (1,871) | |
Net cash provided (used) in financing activities | (100,317) | 51,717 | |
Net increase in cash, cash equivalents, and restricted cash | (86,402) | 11,514 | |
Effects of currency translation on cash | 86,205 | (12,192) | |
Cash, cash equivalents, and restricted cash, beginning of quarter | 1,269 | 2,216 | $ 2,216 |
Cash, cash equivalents, and restricted cash, end of quarter | 1,072 | 1,538 | $ 1,269 |
Supplemental disclosures: | |||
Cash paid for interest | |||
Cash paid for taxes |
Organization And Description Of
Organization And Description Of Business | 3 Months Ended |
Mar. 31, 2020 | |
Organization And Description Of Business | |
Organization and Description of Business | NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS ANDES 7 Inc. (the “Company”) was incorporated in the State of Delaware on July 27, 2015. The Company was formed as a vehicle to pursue a business combination with an operating company that would have perceived benefits of becoming a publicly traded corporation. On February 12, 2016, the Company entered into a Subscription Agreements with three subscribers for the issuance of its restricted common stock – AbinaAsean, Co. Ltd., an entity organized under the laws of the Republic of Seychelles (8,000,000 shares), Toh Kean Ban (1,000,000 shares) and Dr. Ir. H.M. ItocTochija (1,000,000 shares). Each of the Subscription Agreements were the result of privately negotiated transactions without the use of public dissemination of promotional or sales materials. Each of the buyers represented they were “accredited investors,” and as such could bear the risk of such investment for an indefinite period of time and to afford a complete loss thereof. On July 2, 2018, the Company entered into an Agreement and Plan of Merger between the Company, ANDES 7 Acquisition Corp, (“Merger Sub”) a Delaware corporation and Abina Co. Ltd. (the “Abina”). Abina is a corporation organized under the Kingdom of Thailand and has operated under the name “Abina Co. Ltd.” since August 3, 2015 and has since then operated a diverse business involved in investments in hotels, resorts, and commercial property. The Agreement and Plan of Merger provided for the acquisition by the Company of all the outstanding shares of Abina through a reverse merger of merger sub into Abina, the surviving corporation. |
Going Concern
Going Concern | 3 Months Ended |
Mar. 31, 2020 | |
Going Concern | |
Going Concern | NOTE 2 - GOING CONCERN The accompanying audited financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company’s ability to raise additional capital through debt and/or equity financing is unknown. The obtainment of additional financing and the successful development of the Company’s contemplated plan of operations are necessary for the Company to continue. The ability to successfully resolve these factors raise substantial doubt about the Company’s ability to continue as a going concern. However; management believes that the Company will generate sufficient cash flows to fund its operations and to meet its obligations on a timely basis for the next twelve months. The financial statements of the Company do not include any adjustments that may result from the outcome of these aforementioned uncertainties. |
Summary Of Significant Accounti
Summary Of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2020 | |
Summary Of Significant Accounting Policies | |
Summary of Significant Accounting Policies | NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The Company’s financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires the Company to make estimates and judgments that affect the reported amounts of assets and liabilities, revenues and expenses, and related disclosures of contingent assets and liabilities. These estimates and judgments are based on historical information, information that is currently available to the Company and on various other assumptions that the Company believes to be reasonable under the circumstances. Actual results could differ from those estimates. Principles of Consolidation The accompanying consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, Andes 7 Acquisition Corp and Abina Co, Ltd. All financial information has been prepared in conformity with accounting principles generally accepted in the United States of America. All significant intercompany transactions and balances have been eliminated. Translation Adjustment For the three periods ended March 31, 2020 and 2019, the accounts of the Company were maintained, and its financial statements were expressed, in BAHT. Such financial statements were translated into USD in accordance with the Foreign Currency Matters Topic of the Codification (ASC 830), with the BAHT as the functional currency. According to the Codification, all assets and liabilities were translated at the current exchange rate at respective balance sheets dates, stockholders’ equity are translated at the historical rates and income statement items are translated at the average exchange rate for the period. The resulting translation adjustments are reported under other comprehensive income in accordance with the Comprehensive Income Topic of the Codification (ASC 220), as a component of members’ capital. Transaction gains and losses are reflected in the income statement. Comprehensive Income/(Loss) The Company uses SFAS 130 “Reporting Comprehensive Income” (ASC Topic 220). Comprehensive income is comprised of 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 March 31, 2020 and 2019 is included in the statement of operations as a foreign currency translation adjustment. Cash and Cash Equivalents Cash and cash equivalents include cash on hand and cash in time deposits, certificates of deposit and all highly liquid instruments with original maturities of three months or less. Revenue recognition Revenue is recognized when a customer obtains control of promised goods or services and is recognized in an amount that reflects the consideration that an entity expects to receive in exchange for those goods or services. In addition, the standard requires disclosure of the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The amount of revenue that is recorded reflects the consideration that the Company expects to receive in exchange for those goods. The Company applies the following five-step model in order to determine this amount: (i) identification of the promised goods in the contract; (ii) determination of whether the promised goods are performance obligations, including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation. The Company only applies the five-step model to contracts when it is probable that the entity will collect the consideration it is entitled to in exchange for the goods or services it transfers to the customer. Once a contract is determined to be within the scope of ASC 606 at contract inception, the Company reviews the contract to determine which performance obligations the Company must deliver and which of these performance obligations are distinct. The Company recognizes as revenues the amount of the transaction price that is allocated to the respective performance obligation when the performance obligation is satisfied or as it is satisfied. Generally, the Company's performance obligations are transferred to customers at a point in time, typically upon delivery. Inventories Inventories are valued at the lower of cost or market utilizing the first-in first-out (FIFO) method. Management compares the cost of inventories with the market value and allowance is made for writing down their inventories to market value, if lower. Fair value of financial instruments The Company follows paragraph 825-10-50-10 of the FASB Accounting Standards Codification for disclosures about fair value of its financial instruments and paragraph 820-10-35-37 of the FASB Accounting Standards Codification (“Paragraph 820-10-35-37”) to measure the fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value in accounting principles generally accepted in the United States of America (U.S. GAAP), and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, Paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad levels. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three (3) levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described below: Level 1: Quoted market prices available in active markets for identical assets or liabilities as of the reporting date. Level 2: Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date. Level 3: Pricing inputs that are generally observable inputs and not corroborated by market data. The carrying amount of the Company’s financial assets and liabilities, such as cash, prepaid expenses and accounts payable approximate their fair value because of the short maturity of those instruments. The Company does not have any assets or liabilities measured at fair value on a recurring basis. The Company’s property and equipment is subject to measurement on a non-recurring basis. No fair value adjustments are included in the financial statements. Income taxes The Company follows Section 740-10-30 of the FASB Accounting Standards Codification, which requires recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred tax assets and liabilities are based on the differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the fiscal year in which the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the fiscal 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 Statements of Income in the period that includes the enactment date. The Company adopted section 740-10-25 of the FASB Accounting Standards Codification (“Section 740-10-25”) with regards to uncertainty in income taxes. Section 740-10-25 addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements. Under Section 740-10-25, the Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent (50%) likelihood of being realized upon ultimate settlement. Section 740-10-25 also provides guidance on de-recognition, classification, interest and penalties on income taxes, accounting in interim periods and requires increased disclosures. The Company had no material adjustments to its liabilities for unrecognized income tax benefits according to the provisions of Section 740-10-25. Adoption of New Accounting Standards In March 2016, the FASB issued ASU 2016-02, Leases The Company continually assesses any new accounting pronouncements to determine their applicability to the Company. Where it is determined that a new accounting pronouncement affects the Company’s financial reporting, the Company undertakes a study to determine the consequence of the change to its financial statements and assures that there are proper controls in place to ascertain that the Company’s financials properly reflect the change. |
Inventory
Inventory | 3 Months Ended |
Mar. 31, 2020 | |
Inventory Disclosure [Abstract] | |
Inventory | NOTE 4 – INVENTORY As of March 31, 2020 and March 31, 2019, inventory reserves were $67,401 and $0, respectively. March 31, 2020 March 31, 2019 Inventory, gross $ 74,890 $ 81,902 Inventory reserve (67,401 ) — Inventory, net 7,489 81,902 |
Deposit - Land Contract
Deposit - Land Contract | 3 Months Ended |
Mar. 31, 2020 | |
Deposit - Land Contract | |
Deposit - Land Contract | NOTE 5 – DEPOSIT - LAND CONTRACT In 2016 Abina entered into an agreement to purchase land in Chiang Rai, Thailand for 200 million Baht. The Company has paid a $195,043 deposit (5.8 million Baht) as of March 31, 2020 and the balance of 194.2 million Baht is due as per the terms of an extension given in an amended agreement. The Company plans on developing the land as a tourist destination and is currently in the process of building a café on the property. |
Construction In Progress
Construction In Progress | 3 Months Ended |
Mar. 31, 2020 | |
Construction In Progress | |
Construction in Progress | NOTE 6 – CONSTRUCTION IN PROGRESS In 2016 the Company incurred $79,744 of construction related costs of which approximately $68,000 was for the building of the café and the remaining balance of almost $12,000 primarily consisted of land and site development costs. As of March 31, 2020 and March 31, 2019, the balance in the construction in progress account is $20,388 and $21,046 |
Property And Equipment
Property And Equipment | 3 Months Ended |
Mar. 31, 2020 | |
Property And Equipment | |
Property and Equipment | NOTE 7 – PROPERTY AND EQUIPMENT The Company’s property and equipment primarily consists of office furniture and equipment and is being depreciated using the straight-line method over a period of five years. Property and equipment consisted of the following: March 31, March 31, 2019 Office Equipment $ 60,742 $ 60,978 Accounting Software 756 780 Flag Costs 29,814 30,777 Vehicles 84,688 87,422 Buildings and land costs 139,728 144,240 Total property & equipment 315,728 324,197 Less accumulated depreciation (106,946 ) (81,279 ) Property & equipment, net $ 208,782 $ 242,918 Depreciation expense for the three months ended March 31, 2020 and March 31, 2019, totaled $7,343 and $7,169 respectively. |
Loans Payable
Loans Payable | 3 Months Ended |
Mar. 31, 2020 | |
Loans Payable | |
Loans Payable | NOTE 8 – LOANS PAYABLE The Company has entered into two financing agreements for its vehicles used in the business. The following is a summary of these loans payable as of March 31, 2020: Loan Issue Date Maturity Date Interest Rate Beginning Balance Payments Balance December 31, Payments Balance Siam Commercial Bank #1 7/14/2016 7/14/2020 5.029 % $ 29,846 (22,495 ) 7,351 (3,588 ) 3,763 Siam Commercial Bank #2 11/29/2016 11/29/2020 8.98 % 15,801 (9,875 ) 5,926 (2,104 ) 3,822 |
Preferred Stock
Preferred Stock | 3 Months Ended |
Mar. 31, 2020 | |
Preferred Stock | |
Preferred Stock | NOTE 9 – PREFERRED STOCK The Company is authorized to issue 5,000,000 shares of preferred stock with a par value $0.0001 per share. On March 25, 2018, the Company with the authorization of the board of directors and the majority shareholder adopted a resolution to create 500,000 shares of Series A preferred stock. The Company then filed an amendment to its certificate of incorporation with the State of Delaware on May 10, 2018 to create a certificate of designation for 500,000 shares of Series A preferred stock with each share convertible into 1,000 shares of common stock and with voting rights of 1,000 votes for each share of Series A preferred stock. On May 10, 2018, Manichan Khor, the wife of Andrew Khor Poh Kiang, the President, CEO and Chairman entered into a stock purchase agreement to purchase 500,000 shares of Series A preferred stock at par value for total cash proceeds of $50. |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Mar. 31, 2020 | |
Stockholders Equity | |
Stockholders' Equity | NOTE 10 – STOCKHOLDERS’ EQUITY The Company is authorized to issue 1,000,000,000 common shares with a par value of $0.0001 per share. During the year December 31, 2018, as part of the Agreement and Plan of Merger with Abina Co. Ltd., the Company issued 111,000,000 shares of its common stock. In addition, Andrew Khor Poh Kiang cancelled 1,000,000 shares of his common stock. During the year ended December 31, 2019, the Company issued 5,000 shares of common stock for cash totaling $4,000. During the quarter ended March 31, 2020, the Company issued 35,000 shares of common stock for cash totaling $28,000. |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2020 | |
Related Party Transactions | |
Related Party Transactions | NOTE 11 – RELATED PARTY TRANSACTIONS Loans from directors: During the year ended December 31, 2016, directors of Abina loaned the Company a total of $655,565. The funds were used to pay for general operating expenses. All loans are unsecured, non-interest bearing and due on demand. During the year ended December 31, 2017, directors of Abina oaned the company a total of $335,884. The funds were used to pay for general operating expenses. All loans are unsecured, non-interest bearing and due on demand. As of December 31, 2017 due to directors was $931,449 During the year ended December 31, 2018, directors of Abina loaned the company a total of $305,270. The funds were used to pay for general operating expenses. All loans are unsecured, non-interest bearing and due on demand. As of December 31, 2018 due to directors was $1,236,719 During the year ended December 31, 2019, directors of Abina loaned the company a total of $53,588. The funds were used to pay for general operating expenses. All loans are unsecured, non-interest bearing and due on demand. As of December 31, 2019 due to directors was $1,495,538. During the three months ended March 31, 2020, directors of Abina had repaid the directors a total of $121,748. All loans are unsecured, non-interest bearing and due on demand. As of March 31, 2020, the balance due was $1,373,790. Due to related party: During 2016, a related party advanced the Company funds to pay for general operating expenses. These funds were unsecured, non-interest bearing and due on demand. As of December 31, 2016 due to a related party was $990. During the three months ended June 30, 2019, the related party Chiang forgave the $990 due in connection with the 9,900,000 shares redeemed earlier and recorded as $990 in debt forgiveness. During the twelve months ended December 31, 2018, $7,500 in related party debt due to Abina was reversed and eliminated in consolidation. On May 10, 2018 preferred shares issued to a related party for $50. On May 14, 2018, the Company received $1,000 from related party. These funds were unsecured, non-interest bearing and due on demand. As of December 31, 2018 due to related party was $43,720. As of due to related party balance was $42,730 and $42,730 respectively. |
Commitment
Commitment | 3 Months Ended |
Mar. 31, 2020 | |
Commitment | |
Commitment | NOTE 12 – COMMITMENT In April 2017, Abina entered into a two-year lease for its office facility in Chiang Rai, Thailand which can be further renewed for two years starting April 1, 2019 and it expires on March 31, 2021. The monthly rent obligation is approximately $963 (Thai baht was converted to USD based on average exchange rate). Minimum required rental payments for March 31, 2020 and March 31, 2019 were $2,889 and $0, respectively. Operating lease liability as of March 31, 2020 and March 31, 2019 were $11,293 and $0, respectively. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 3 Months Ended |
Mar. 31, 2020 | |
Accumulated Other Comprehensive Loss | |
Accumulated Other Comprehensive Loss | NOTE 13 – ACCUMULATED OTHER COMPREHENSIVE LOSS The balance of related after-tax components comprising accumulated other comprehensive income included in stockholders’ equity were as follows: March 31, March 31, Accumulated other comprehensive loss, beginning of period $ (99,808 ) $ (37,012 ) Change in cumulative translation adjustment 86,872 (12,192 ) Accumulated other comprehensive loss $ (12,936 ) $ (49,204 ) |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2020 | |
Subsequent Events | |
Subsequent Events | NOTE 14 – SUBSEQUENT EVENTS In accordance with SFAS 165 (ASC 855-10) management has performed an evaluation of subsequent events through the date that the financial statements were issued and has determined that it does not have any material subsequent events to disclose in these financial statements. |
Summary Of Significant Accoun_2
Summary Of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2020 | |
Disclosure Summary Of Significant Accounting Policies Abstract | |
Basis of Presentation | Basis of Presentation The Company’s financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). |
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 the Company to make estimates and judgments that affect the reported amounts of assets and liabilities, revenues and expenses, and related disclosures of contingent assets and liabilities. These estimates and judgments are based on historical information, information that is currently available to the Company and on various other assumptions that the Company believes to be reasonable under the circumstances. Actual results could differ from those estimates. |
Principles of Consolidation | Principles of Consolidation The accompanying consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, Andes 7 Acquisition Corp and Abina Co, Ltd. All financial information has been prepared in conformity with accounting principles generally accepted in the United States of America. All significant intercompany transactions and balances have been eliminated. |
Translation Adjustment | Translation Adjustment For the three periods ended March 31, 2020 and 2019, the accounts of the Company were maintained, and its financial statements were expressed, in BAHT. Such financial statements were translated into USD in accordance with the Foreign Currency Matters Topic of the Codification (ASC 830), with the BAHT as the functional currency. According to the Codification, all assets and liabilities were translated at the current exchange rate at respective balance sheets dates, stockholders’ equity are translated at the historical rates and income statement items are translated at the average exchange rate for the period. The resulting translation adjustments are reported under other comprehensive income in accordance with the Comprehensive Income Topic of the Codification (ASC 220), as a component of members’ capital. Transaction gains and losses are reflected in the income statement. |
Comprehensive Income/(Loss) | Comprehensive Income/(Loss) The Company uses SFAS 130 “Reporting Comprehensive Income” (ASC Topic 220). Comprehensive income is comprised of 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 March 31, 2020 and 2019 is included in the statement of operations as a foreign currency translation adjustment. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents include cash on hand and cash in time deposits, certificates of deposit and all highly liquid instruments with original maturities of three months or less. |
Revenue Recognition | Revenue recognition Revenue is recognized when a customer obtains control of promised goods or services and is recognized in an amount that reflects the consideration that an entity expects to receive in exchange for those goods or services. In addition, the standard requires disclosure of the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The amount of revenue that is recorded reflects the consideration that the Company expects to receive in exchange for those goods. The Company applies the following five-step model in order to determine this amount: (i) identification of the promised goods in the contract; (ii) determination of whether the promised goods are performance obligations, including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation. The Company only applies the five-step model to contracts when it is probable that the entity will collect the consideration it is entitled to in exchange for the goods or services it transfers to the customer. Once a contract is determined to be within the scope of ASC 606 at contract inception, the Company reviews the contract to determine which performance obligations the Company must deliver and which of these performance obligations are distinct. The Company recognizes as revenues the amount of the transaction price that is allocated to the respective performance obligation when the performance obligation is satisfied or as it is satisfied. Generally, the Company's performance obligations are transferred to customers at a point in time, typically upon delivery. |
Inventories | Inventories Inventories are valued at the lower of cost or market utilizing the first-in first-out (FIFO) method. Management compares the cost of inventories with the market value and allowance is made for writing down their inventories to market value, if lower. |
Fair Value of Financial Instruments | Fair value of financial instruments The Company follows paragraph 825-10-50-10 of the FASB Accounting Standards Codification for disclosures about fair value of its financial instruments and paragraph 820-10-35-37 of the FASB Accounting Standards Codification (“Paragraph 820-10-35-37”) to measure the fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value in accounting principles generally accepted in the United States of America (U.S. GAAP), and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, Paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad levels. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three (3) levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described below: Level 1: Quoted market prices available in active markets for identical assets or liabilities as of the reporting date. Level 2: Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date. Level 3: Pricing inputs that are generally observable inputs and not corroborated by market data. The carrying amount of the Company’s financial assets and liabilities, such as cash, prepaid expenses and accounts payable approximate their fair value because of the short maturity of those instruments. The Company does not have any assets or liabilities measured at fair value on a recurring basis. The Company’s property and equipment is subject to measurement on a non-recurring basis. No fair value adjustments are included in the financial statements. |
Income Taxes | Income taxes The Company follows Section 740-10-30 of the FASB Accounting Standards Codification, which requires recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred tax assets and liabilities are based on the differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the fiscal year in which the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the fiscal 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 Statements of Income in the period that includes the enactment date. The Company adopted section 740-10-25 of the FASB Accounting Standards Codification (“Section 740-10-25”) with regards to uncertainty in income taxes. Section 740-10-25 addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements. Under Section 740-10-25, the Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent (50%) likelihood of being realized upon ultimate settlement. Section 740-10-25 also provides guidance on de-recognition, classification, interest and penalties on income taxes, accounting in interim periods and requires increased disclosures. The Company had no material adjustments to its liabilities for unrecognized income tax benefits according to the provisions of Section 740-10-25. |
Adoption of New Accounting Standards | Adoption of New Accounting Standards In March 2016, the FASB issued ASU 2016-02, Leases The Company continually assesses any new accounting pronouncements to determine their applicability to the Company. Where it is determined that a new accounting pronouncement affects the Company’s financial reporting, the Company undertakes a study to determine the consequence of the change to its financial statements and assures that there are proper controls in place to ascertain that the Company’s financials properly reflect the change. |
Inventory (Tables)
Inventory (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Disclosure Inventory Tables Abstract | |
Schedule of Inventory | As of March 31, 2020 and March 31, 2019, inventory reserves were $67,401 and $0, respectively. March 31, 2020 March 31, 2019 Inventory, gross $ 74,890 $ 81,902 Inventory reserve (67,401 ) — Inventory, net 7,489 81,902 |
Property And Equipment (Tables)
Property And Equipment (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Disclosure Property And Equipment Tables Abstract | |
Schedule of Property and Equipment | The Company’s property and equipment primarily consists of office furniture and equipment and is being depreciated using the straight-line method over a period of five years. Property and equipment consisted of the following: March 31, March 31, 2019 Office Equipment $ 60,742 $ 60,978 Accounting Software 756 780 Flag Costs 29,814 30,777 Vehicles 84,688 87,422 Buildings and land costs 139,728 144,240 Total property & equipment 315,728 324,197 Less accumulated depreciation (106,946 ) (81,279 ) Property & equipment, net $ 208,782 $ 242,918 |
Loans Payable (Tables)
Loans Payable (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Disclosure Loans Payable Tables Abstract | |
Summary of Loans Payable | The Company has entered into two financing agreements for its vehicles used in the business. The following is a summary of these loans payable as of March 31, 2020: Loan Issue Date Maturity Date Interest Rate Beginning Balance Payments Balance December 31, Payments Balance Siam Commercial Bank #1 7/14/2016 7/14/2020 5.029 % $ 29,846 (22,495 ) 7,351 (3,588 ) 3,763 Siam Commercial Bank #2 11/29/2016 11/29/2020 8.98 % 15,801 (9,875 ) 5,926 (2,104 ) 3,822 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Disclosure Accumulated Other Comprehensive Loss Tables Abstract | |
Schedule of Accumulated Other Comprehensive Loss | The balance of related after-tax components comprising accumulated other comprehensive income included in stockholders’ equity were as follows: March 31, March 31, Accumulated other comprehensive loss, beginning of period $ (99,808 ) $ (37,012 ) Change in cumulative translation adjustment 86,872 (12,192 ) Accumulated other comprehensive loss $ (12,936 ) $ (49,204 ) |
Inventory (Details)
Inventory (Details) - USD ($) | Mar. 31, 2020 | Dec. 31, 2019 | Mar. 31, 2019 |
Disclosure Inventory Details Abstract | |||
Inventory, gross | $ 74,890 | $ 81,902 | |
Inventory reserve | 67,401 | ||
Inventory, net | $ 7,489 | $ 8,381 | $ 81,902 |
Property And Equipment (Details
Property And Equipment (Details) - USD ($) | Mar. 31, 2020 | Dec. 31, 2019 | Mar. 31, 2019 |
Property, Plant and Equipment [Line Items] | |||
Property & equipment, gross | $ 315,728 | $ 324,197 | |
Less accumulated depreciation | 106,946 | 81,279 | |
Property & equipment, net | 208,782 | $ 237,393 | 242,918 |
Office Equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property & equipment, gross | 60,742 | 60,978 | |
Accounting Software [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property & equipment, gross | 756 | 780 | |
Flag Costs [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property & equipment, gross | 29,814 | 30,777 | |
Vehicles [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property & equipment, gross | 84,688 | 87,422 | |
Building And Land Costs [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property & equipment, gross | $ 139,728 | $ 144,240 |
Loans Payable (Details)
Loans Payable (Details) - USD ($) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Dec. 31, 2019 | |
Loans Payable - Siam Commercial Bank #1 [Member] | ||
Short-term Debt [Line Items] | ||
Issue Date | Jul. 14, 2016 | |
Maturity Date | Jul. 14, 2020 | |
Interest Rate | 5.029% | |
Beginning Balance | $ 7,351 | $ 29,846 |
Payments | 3,588 | 22,495 |
Ending Balance | 3,763 | $ 7,351 |
Loans Payable - Siam Commercial Bank #2 [Member] | ||
Short-term Debt [Line Items] | ||
Issue Date | Nov. 29, 2016 | |
Maturity Date | Nov. 29, 2020 | |
Interest Rate | 8.98% | |
Beginning Balance | 5,926 | $ 15,801 |
Payments | 2,104 | 9,875 |
Ending Balance | $ 3,822 | $ 5,926 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Loss (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Disclosure Accumulated Other Comprehensive Loss Details Abstract | ||
Accumulated other comprehensive loss, beginning of period | $ (99,808) | $ (37,012) |
Change in cumulative translation adjustment | 86,872 | (12,192) |
Accumulated other comprehensive loss | $ (13,603) | $ (49,204) |
Organization And Description _2
Organization And Description Of Business (Narrative) (Details) - Restricted Common Stock [Member] | Feb. 12, 2016shares |
Subscription Agrements With Abina Asean, Co. Ltd. [Member] | |
Issuance of shares against subscription agreement, shares | 8,000,000 |
Subscription Agrements With Toh Kean Ban [Member] | |
Issuance of shares against subscription agreement, shares | 1,000,000 |
Subscription Agrements With Dr. Ir. H.M. Itoc Tochija [Member] | |
Issuance of shares against subscription agreement, shares | 1,000,000 |
Deposit - Land Contract (Narrat
Deposit - Land Contract (Narrative) (Details) | 3 Months Ended |
Mar. 31, 2020USD ($) | |
Land Purchase Agreement By Abina Co Ltd [Member] | |
Payments for construction in progress | $ 195,043 |
Deposit - Land Contract (Narr_2
Deposit - Land Contract (Narrative) (Details) (THB) - Land Purchase Agreement By Abina Co Ltd [Member] - THB (฿) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Dec. 31, 2016 | |
Purchase price of land as per agreement | ฿ 200,000,000 | |
Payments for construction in progress | ฿ 5,800,000 | |
Balance payable under land purchase agreement | ฿ 194,200,000 |
Construction In Progress (Narra
Construction In Progress (Narrative) (Details) - USD ($) | 12 Months Ended | |||
Dec. 31, 2016 | Mar. 31, 2020 | Dec. 31, 2019 | Mar. 31, 2019 | |
Construction in progress | $ 20,388 | $ 22,429 | ||
Land Purchase Agreement By Abina Co Ltd [Member] | ||||
Total construction cost related to building and land | $ 79,744 | |||
Construction cost related to building of the cafe | 68,000 | |||
Construction cost related primarily consisted land and site development cost | $ 12,000 | |||
Construction in progress | $ 20,388 | $ 21,046 |
Property And Equipment (Narrati
Property And Equipment (Narrative) (Details) | 3 Months Ended |
Mar. 31, 2020 | |
Property And Equipment Narrative | |
Depreciation calculation method. | Straight-line method |
Useful life of property and equipment | 5 years |
Preferred Stock (Narrative) (De
Preferred Stock (Narrative) (Details) - shares | May 10, 2018 | Mar. 31, 2020 | Dec. 31, 2019 | Mar. 25, 2018 |
Series A Preferred stock authorized | 5,000,000 | 5,000,000 | ||
Series A Preferred Stock [Member] | ||||
Series A Preferred stock authorized | 500,000 | |||
Preferred stock conversion terms | 500,000 shares of Series A preferred stock with each share convertible into 1,000 shares of common stock | |||
Preferred stock voting rights | Voting rights of 1,000 votes for each share of Series A preferred stock. | |||
Series A Preferred Stock [Member] | Stock Purchase Agreement [Member] | Manichan Khor - Wife Of Andrew Khor Poh Kiang, President, CEO And Chairman [Member] | ||||
Stock purchase agreement description | On May 10, 2018, Manichan Khor, the wife of Andrew Khor Poh Kiang, the President, CEO and Chairman entered into a stock purchase agreement to purchase 500,000 shares of Series A preferred stock at par value for total cash proceeds of $50. |
Stockholders' Equity (Narrative
Stockholders' Equity (Narrative) (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Proceeds from sale of common stock | $ 28,000 | |||
Common Stock [Member] | ||||
Common shares issued for cash, shares | 35,000 | 5,000 | ||
Proceeds from sale of common stock | $ 28,000 | $ 4,000 | ||
Common Stock [Member] | Andrew Khor Poh Kiang [Member] | ||||
Shares cancelled, shares | (1,000,000) | |||
Common Stock [Member] | Agreement And Plan Of Merger With Abina Co. Ltd [Member] | ||||
Share issued as part of the agreement and plan of merger, shares | 111,000,000 |
Related Party Transactions (Nar
Related Party Transactions (Narrative) (Details) - USD ($) | May 14, 2018 | May 10, 2018 | Mar. 31, 2020 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Related Party Transaction [Line Items] | |||||||||
Due to a related party | $ 42,730 | $ 42,730 | |||||||
Operating expenses | 46,482 | $ 39,425 | |||||||
Shares Issued for cash | 28,000 | ||||||||
Directors Of Abina Co. Ltd [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Proceeds from directors | 53,588 | $ 305,270 | $ 335,884 | $ 655,565 | |||||
Due to a related party | 1,373,790 | $ 1,495,538 | $ 1,236,719 | $ 931,449 | $ 990 | ||||
Repayment to Directors | $ (121,748) | ||||||||
Debt terms | All loans are unsecured, non-interest bearing and due on demand | All loans are unsecured, non-interest bearing and due on demand | All loans are unsecured, non-interest bearing and due on demand | All loans are unsecured, non-interest bearing and due on demand | All loans are unsecured, non-interest bearing and due on demand | ||||
A Related Party [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Proceeds from directors | $ 1,000 | ||||||||
Due to a related party | $ 42,730 | $ 42,730 | $ 43,720 | $ 50,270 | |||||
Debt terms | The funds were unsecured, non-interest bearing and due on demand. | The funds were unsecured, non-interest bearing and due on demand. | |||||||
Operating expenses | $ 49,280 | ||||||||
Related party due reversed and eliminated in consolidation | $ 7,500 | ||||||||
A Related Party [Member] | Preferred Stock [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Shares Issued for cash | $ 50 | ||||||||
Former Director - Richard Chiang [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Redemption of shares | 9,900,000 | ||||||||
Debt forgiveness | $ 990 |
Commitment (Narrative) (Details
Commitment (Narrative) (Details) - Lease Agreements For Office [Member] - USD ($) | 1 Months Ended | ||
Apr. 30, 2017 | Mar. 31, 2020 | Mar. 31, 2019 | |
Other Commitments [Line Items] | |||
Operating lease descriptions | In April 2017 Abina entered into a two-year lease for its office facility in Chiang Rai, Thailand which can be further renewed for two years starting April 1, 2019 and it expires on March 31, 2021. | ||
Lease duration period | 2 years | ||
Lease renewal period | 2 years | ||
Monthly rent obligation | $ 963 | ||
Operating lease minimum rental payment | $ 2,889 | $ 0 | |
Operating lease liability | $ 11,293 | $ 0 |