Cover
Cover - shares | 3 Months Ended | |
Sep. 30, 2020 | Nov. 18, 2020 | |
Cover [Abstract] | ||
Entity Registrant Name | Ajia Innogroup Holdings, Ltd. | |
Entity Central Index Key | 0001650739 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Current Fiscal Year End Date | --06-30 | |
Entity Small Business | true | |
Entity Shell Company | false | |
Entity Emerging Growth Company | true | |
Entity Current Reporting Status | Yes | |
Document Period End Date | Sep. 30, 2020 | |
Entity Filer Category | Non-accelerated Filer | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2021 | |
Entity Ex Transition Period | false | |
Entity Common Stock Shares Outstanding | 101,120,000 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity Interactive Data Current | Yes |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) | Sep. 30, 2020 | Jun. 30, 2020 |
Current assets | ||
Cash and cash equivalents | $ 6,601 | $ 5,446 |
Accounts receivable | 0 | 3,871 |
Earnest deposit | 105,000 | 105,000 |
Prepayments and other receivables | 123 | 117 |
Total current assets | 111,724 | 114,434 |
Non-current assets | ||
Plant and equipment, net | 605 | 662 |
Total assets | 112,329 | 115,096 |
Current liabilities | ||
Other payables and accrued liabilities | 70,794 | 50,557 |
Amount due to a related party | 121,969 | 107,859 |
Total current liabilities | 192,763 | 158,416 |
Stockholders' Deficit | ||
Preferred stock, $0.001 par value, 100,000,000 shares authorized; 1,000 shares are issued | 1 | 1 |
Common stock: $0.001 par value, 500,000,000 shares authorized, 101,120,000 and 101,120,000 shares issued and outstanding as of September 30, 2020 and June 30, 2020 respectively | 101,120 | 101,120 |
Additional paid-in capital | 503,550 | 503,550 |
Accumulated other comprehensive loss | (3,774) | (2,756) |
Accumulated deficit | (681,331) | (645,235) |
Total stockholders' deficit | (80,434) | (43,320) |
Total liabilities and stockholders' deficit | $ 112,329 | $ 115,096 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Sep. 30, 2020 | Jun. 30, 2020 | Dec. 15, 2017 |
Stockholders' Deficit | |||
Preferred stock, par value per share | $ 0.001 | $ 0.001 | |
Preferred stock, shares authorized | 100,000,000 | 100,000,000 | |
Preferred stock, shares issued | 1,000 | 1,000 | |
Common stock, par value per share | $ 0.001 | $ 0.001 | |
Common stock, shares authorized | 500,000,000 | 500,000,000 | 500,000,000 |
Common stock, shares issued | 101,120,000 | 101,120,000 | |
Common stock, shares outstanding | 101,020,000 | 101,120,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Condensed Consolidated Statements of Operations (Unaudited) | ||
Revenue | $ 18,037 | $ 9,963 |
Cost of sales | 0 | 0 |
Gross profit | 18,037 | 9,963 |
Expenses | ||
General and administrative expense | 37,066 | 91,123 |
Professional fees | 17,142 | 17,869 |
Total operating expenses | 54,208 | 108,992 |
Other income | ||
Sundry income | 74 | 0 |
Interest income | 1 | 0 |
Loss before income taxes | (36,096) | (99,029) |
Income tax expense | 0 | 0 |
Net loss | (36,096) | (99,029) |
Other comprehensive income | ||
Foreign currency translation (loss) gain | (1,018) | 1,794 |
Other comprehensive loss | $ (37,114) | $ (97,235) |
Basic and diluted loss per common share | $ 0 | $ 0 |
Weighted average number of common shares outstanding - basic and diluted | 101,120,000 | 57,281,955 |
Condensed Consolidated Statem_2
Condensed Consolidated Statement of Stockholders Deficit (Unaudited) - USD ($) | Total | Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated other comprehensive income [Member] | Accumulated Deficit [Member] |
Balance, shares at Jun. 30, 2019 | 7,270,000 | |||||
Balance, amount at Jun. 30, 2019 | $ (379,074) | $ 0 | $ 7,270 | $ 192,400 | $ (458) | $ (578,286) |
Issuance of shares for promissory note, shares | 93,750,000 | |||||
Issuance of shares for promissory note, amount | 300,000 | $ 0 | $ 93,750 | 206,250 | 0 | 0 |
Net loss for the period | (99,029) | 0 | 0 | 0 | 0 | (99,029) |
Foreign currency translation adjustment | 1,794 | $ 0 | $ 0 | 0 | 1,794 | 0 |
Balance, shares at Sep. 30, 2019 | 101,020,000 | |||||
Balance, amount at Sep. 30, 2019 | (176,309) | $ 0 | $ 101,020 | 398,650 | 1,336 | (677,315) |
Balance, shares at Jun. 30, 2020 | 1,000 | 101,120,000 | ||||
Balance, amount at Jun. 30, 2020 | (43,320) | $ 1 | $ 101,120 | 503,550 | (2,756) | (645,235) |
Net loss for the period | (36,096) | 0 | 0 | 0 | (36,096) | |
Foreign currency translation adjustment | (1,018) | $ 0 | $ 0 | 0 | (1,018) | 0 |
Balance, shares at Sep. 30, 2020 | 1,000 | 101,120,000 | ||||
Balance, amount at Sep. 30, 2020 | $ (80,434) | $ 1 | $ 101,120 | $ 503,550 | $ (3,774) | $ (681,331) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Cash flow from operating activities | ||
Net loss | $ (36,096) | $ (99,029) |
Adjustment to reconcile net loss to net cash used in operative activities: | ||
Depreciation | 57 | 48 |
Changes in Operating Assets and Liabilities: | ||
Decrease in accounts receivable | 3,871 | 0 |
Increase in prepayments and other receivables | (6) | (9,764) |
Increase in other payables and accrued liabilities | 20,237 | 8,412 |
Net cash used in operating activities | (11,937) | (100,333) |
Cash flow from financing activities | ||
Advance from a director | 14,110 | 85,743 |
Net cash provided by financing activities | 14,110 | 85,743 |
Effect of exchange rate changes on cash and cash equivalents | (1,018) | 1,673 |
Net change in cash and cash equivalents | 1,155 | (12,917) |
Cash and cash equivalents, at beginning of period | 5,446 | 31,867 |
Cash and cash equivalents, at end of period | 6,601 | 18,950 |
Supplemental cash flow information: | ||
Cash paid for interest | 0 | 0 |
Cash paid for income taxes | 0 | 0 |
NON-CASH FINANCING AND INVESTING TRANSACTIONS | ||
Shares issued for the settlement of related party loan | $ 0 | $ 300,000 |
BASIS OF PRESENTATION
BASIS OF PRESENTATION | 3 Months Ended |
Sep. 30, 2020 | |
BASIS OF PRESENTATION | |
NOTE 1 - BASIS OF PRESENTATION | NOTE 1 – BASIS OF PRESENTATION The accompanying unaudited condensed consolidated financial statements have been prepared by management in accordance with both accounting principles generally accepted in the United States (“GAAP”), and the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Certain information and note disclosures normally included in audited financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to those rules and regulations, although the Company believes that the disclosures made are adequate to make the information not misleading. In the opinion of management, the consolidated balance sheet as of June 30, 2020 which has been derived from audited financial statements and these unaudited condensed consolidated financial statements reflect all normal and recurring adjustments considered necessary to state fairly the results for the periods presented. The results for the period ended September 30, 2020 are not necessarily indicative of the results to be expected for the entire fiscal year ending June 30, 2021 or for any future period. These unaudited condensed consolidated financial statements and notes thereto should be read in conjunction with the Management’s Discussion and the audited financial statements and notes thereto included in the Annual Report on Form 10-K/A for the year ended June 30, 2020, filed with the SEC on November 23, 2020. |
ORGANIZATION AND BUSINESS BACKG
ORGANIZATION AND BUSINESS BACKGROUND | 3 Months Ended |
Sep. 30, 2020 | |
ORGANIZATION AND BUSINESS BACKGROUND | |
NOTE 2 - ORGANIZATION AND BUSINESS BACKGROUND | NOTE 2 – ORGANIZATION AND BUSINESS BACKGROUND Ajia Innogroup Holdings, Ltd., formerly “Wigi4you, Inc.” (the “Company” or “AJIA”) was incorporated in the State of Nevada on March 19, 2014. The Company had intended to provide a website and mobile app to assist event planners in locating performers, bands and speakers, booking locations and planning events in areas around the United States and Canada. However, The Company changed its business plan in 2017 and began effecting a business plan for a sales system for food and beverage products also sometimes referred to as a catering integration system. The system consists of a website and app which offers menu and ordering systems for end users, which predominantly consists of restaurants and food vendors. We generate revenue from the licensing of our sales system and we provide all necessary training to restaurant staff, system maintenance and updates. The details of the Company’s subsidiaries are described below: Name Place of incorporation and kind of legal entity Principal activities and place of operation Particulars of issued/ registered share capital Effective interest Held Splendor Radiant Limited British Virgin Islands, a limited liability company Investment holding 1 issued shares of US$1 each 100% A Jia Creative Holdings Limited Hong Kong, a limited liability company Provision of system setup and maintenance services, investment holding 100 issued shares of HK$1 each 100% Guangzhou Shengjia Trading Co., Ltd The PRC, a limited liability company Trading business HK$1,000,000 100% AJIA and its subsidiaries are hereinafter referred to as (the “Company”) |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Sep. 30, 2020 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIESv The accompanying unaudited condensed consolidated financial statements reflect the application of certain significant accounting policies as described in this note and elsewhere in the accompanying condensed consolidated financial statements and notes. · Use of estimates In preparing these unaudited condensed consolidated financial statements, management makes estimates and assumptions that affect the reported amounts of assets and liabilities in the balance sheet and revenues and expenses during the periods reported. Actual results may differ from these estimates. · Basis of consolidation The unaudited condensed consolidated financial statements include the financial statements of AJIA and its subsidiaries. All significant inter-company balances and transactions within the Company have been eliminated upon consolidation. · Cash and cash equivalents Cash and cash equivalents consist primarily of cash in readily available checking and saving accounts. Cash equivalents consist of highly liquid investments that are readily convertible to cash and that mature within three months or less from the date of purchase. The carrying amounts approximate fair value due to the short maturities of these instruments. · Plant and equipment Plant and equipment are stated at cost less accumulated depreciation and accumulated impairment losses, if any. Depreciation is calculated on the straight-line basis over the following expected useful lives from the date on which they become fully operational and after taking into account their estimated residual values: Expected useful lives Computer equipment 5 years Expenditures for repairs and maintenance are expensed as incurred. When assets have been retired or sold, the cost and related accumulated depreciation are removed from the accounts and any resulting gain or loss is recognized in the results of operations. Depreciation expense for the three months ended September 30, 2020 and 2019 were $57 and $48, respectively. · Impairment of long-lived assets In accordance with the provisions of ASC Topic 360, “Impairment or Disposal of Long-Lived Assets”, all long-lived assets such as plant and equipment and intangible assets held and used by the Company are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is evaluated by a comparison of the carrying amount of an asset to its estimated future undiscounted cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amounts of the assets exceed the fair value of the assets. There has been no impairment charge for the periods presented. · Revenue recognition Under ASU 2014-09, the Company recognizes revenue when control of the promised goods or services is transferred to customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. The Company applies the following five steps in order to determine the appropriate amount of revenue to be recognized as it fulfills its obligations under each of its agreements: • identify the contract with a customer; • identify the performance obligations in the contract; • determine the transaction price; • allocate the transaction price to performance obligations in the contract; and • recognize revenue as the performance obligation is satisfied. For the Company’s self-serve kiosks, revenue is recognized when each kiosk satisfies the performance obligation by transferring control of the promised goods or services to the customer. For the Company’s business in catering system development and training, monthly revenue is recognized when the Company satisfies its obligation by transferring control of the promised goods or performance of services to the customer. The Company recognizes revenues on sales of its services, based on the terms of the customer agreement. The customer agreement takes the form of either a contract or a customer purchase order and each provides information with respect to the service being sold and the sales price. If the customer agreement does not have specific delivery or customer acceptance terms, revenue is recognized at the time the service is provided to the customer. · Comprehensive income or loss ASC Topic 220, “Comprehensive Income” · Income taxes The provision for income taxes is determined in accordance with the provisions of ASC Topic 740, “ Income Taxes ASC 740 prescribes a comprehensive model for how companies should recognize, measure, present, and disclose in their financial statements uncertain tax positions taken or expected to be taken on a tax return. Under ASC 740, tax positions must initially be recognized in the financial statements when it is more likely than not the position will be sustained upon examination by the tax authorities. Such tax positions must initially and subsequently be measured as the largest amount of tax benefit that has a greater than 50% likelihood of being realized upon ultimate settlement with the tax authority assuming full knowledge of the position and relevant facts. The Company did not have any unrecognized tax positions or benefits and there was no effect on the financial condition or results of operations for the three months ended September 30, 2020 and 2019. The Company and its subsidiaries are subject to local and various foreign tax jurisdictions. The Company’s tax returns remain open subject to examination by major tax jurisdictions. · Net loss per share The Company calculates net loss per share in accordance with ASC Topic 260 “ Earnings per Share · Foreign currencies translation Transactions denominated in currencies other than the functional currency are translated into the functional currency at the exchange rates prevailing at the dates of the transaction. Monetary assets and liabilities denominated in currencies other than the functional currency are translated into the functional currency using the applicable exchange rates at the balance sheet dates. The resulting exchange differences are recorded in the statement of operations. The reporting currency of the Company is United States Dollars (“US$”). The Company’s subsidiaries operating in Hong Kong and the PRC maintained their books and records in their local currency, Hong Kong Dollars (“HK$”) and Renminbi Yuan (“RMB”), which are functional currencies as being the primary currency of the economic environment in which these entities operate. In general, for consolidation purposes, assets and liabilities of its subsidiaries whose functional currency is not the US$ are translated into US$, in accordance with ASC Topic 830-30, “ Translation of Financial Statement”, Translation of amounts from its reporting currencies into US$ has been made at the following exchange rates for the respective period: 2020 2019 Period-end HK$:US$1 exchange rate 7.7503 7.8396 Period average HK$:US$1 exchange rate 7.7509 7.8289 Period-end RMB:US$1 exchange rate 6.8053 7.1360 Period average RMB:US$1 exchange rate 6.9209 7.0150 · Related parties Parties, which can be a corporation or individual, are considered to be related if the Company has the ability, directly or indirectly, to control the other party or exercise significant influence over the other party in making financial and operating decisions. Companies are also considered to be related if they are subject to common control or common significant influence. · Concentration of credit risk The Company is subject to credit risk through its accounts receivable consisting primarily of amounts due from franchisees for royalty income, and other products. The financial condition of these franchisees is largely dependent upon the underlying business trends of our brands and market conditions within the vending industry. This concentration of credit risk is mitigated, in part, by the large number of franchisees spread over a large geographical area and the short-term nature of the receivables. · Fair value of financial instruments The carrying value of the Company’s financial instruments: cash and cash equivalents, prepayments and other receivables, accounts payable, amount due to a related party, other payables and accrued liabilities approximate at their fair values because of the short-term nature of these financial instruments. The Company also follows the guidance of the ASC Topic 820-10, “ Fair Value Measurements and Disclosures · Level 1 · Level 2 · Level 3 Fair value estimates are made at a specific point in time based on relevant market information about the financial instrument. These estimates are subjective in nature and involve uncertainties and matters of significant judgment and, therefore, cannot be determined with precision. Changes in assumptions could significantly affect the estimates. · Recent accounting pronouncements In June 2016, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2016-13, “ Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments Codification Improvements to Topic 326, Financial Instruments - Credit Losses Codification Improvements to Topic 326, Financial Instruments - Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments inancial Instruments - Credit Losses (Topic 326): Targeted Transition Relief Codification Improvements to Topic 326, Financial Instruments - Credit Losses Financial Instruments - Credit Losses In January 2017, the FASB issued ASU No. 2017-04, “ Intangibles - Goodwill and Other (Topic 350) - Simplifying the Test for Goodwill Impairment In August 2018, the FASB issued ASU No. 2018-13, “ Fair Value Measurement (Topic 820): Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement In December 2019, the FASB issued ASU No 2019-12, “ Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes In March 2020, the FASB issued ASU 2020-03, “ Codification Improvements to Financial Instruments In March 2020, the FASB issued ASU No 2020-04, “ Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting Other accounting standards that have been issued or proposed by the FASB or other standards-setting bodies that do not require adoption until a future date are not expected to have a material impact on the Company’s consolidated financial statements upon adoption. |
GOING CONCERN
GOING CONCERN | 3 Months Ended |
Sep. 30, 2020 | |
GOING CONCERN | |
NOTE 4 - GOING CONCERN | NOTE 4 – GOING CONCERN The accompanying unaudited condensed consolidated financial statements have been prepared using the going concern basis of accounting, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has experienced a net loss of $36,096 and negative operating cash flows of $11,937 for the period ended September 30, 2020. Also, at September 30, 2020, the Company has incurred an accumulated deficit of $676,031. The continuation of the Company as a going concern through September 30, 2021 is dependent upon the continued financial support from its stockholders. Management believes the Company is currently pursuing additional financing for its operations. However, there is no assurance that the Company will be successful in securing sufficient funds to sustain the operations. These and other factors raise substantial doubt about the Company’s ability to continue as a going concern. These condensed consolidated financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets and liabilities that may result in the Company not being able to continue as a going concern. |
PREFERRED STOCK AND COMMON STOC
PREFERRED STOCK AND COMMON STOCK | 3 Months Ended |
Sep. 30, 2020 | |
PREFERRED STOCK AND COMMON STOCK | |
NOTE 5 - PREFERRED STOCK AND COMMON STOCK | NOTE 5 – PREFERRED STOCK AND COMMON STOCK (A) Preferred stock The Company was authorized to issue one hundred million (100,000,000) shares of preferred stock, par value $0.001 per share, with the following features attached: 1) Non-participating in the dividends to the Common Shareholders 2) No Liquidation Preference 3) Voting Rights to include: the right to vote in an amount equal to 51% of the total vote with respect to any proposal relating to (a) increasing the authorized share capital of the Company, (b) effecting any forward stock split of the Company’s authorized, issued or outstanding shares of capital stock, and (c) any other matter subject to a shareholder vote. 4) No conversion rights 5) Redemption Rights: The Series A shares shall be automatically redeemed upon (a) Ms. Wan ceases to serve as an officer or director of the Company, (b) on the date that the Company’s shares or common stock first trade on any national securities exchange. In these circumstances, the Board shall further consider and resolve the treatment of these shares, including but limited to, reissue to other party, forfeiture thereof. On April 7, 2020, the Company approved to issue 1,000 shares of Series A Preferred Stock to Ms. Yin Ling WAN ("Ms. Wan"), the Company’s Executive Director, Company Secretary and treasurer. Ms. Wan has advance significant capital and expended significant time to the company without compensation. As of September 30, 2020 and June 30, 2020, the Company had a total of 1,000 shares of its preferred stock issued and outstanding. (B) Common stock Shares authorized Upon formation, the total number of shares of all classes of stock which the Company was authorized to issue seventy-five million (75,000,000) shares of common stock, par value $0.001 per share. On December 15, 2017, the Company increased its authorized common shares to 500,000,000 shares at par value $0.001 per share. Common stock issued On July 28, 2018, the Company issued a convertible promissory note in the amount of $300,000 to Full Yick International Ltd, a major shareholder to settle with the related party loan. Pursuant to the terms of the convertible promissory note, the note has an option to convert into 93,750,000 common shares of the Company at $0.0032 per share, on or the earlier of July 31, 2018. On July 31, 2019, Full Yick International Limited exercised their option to convert the $300,000 note into 93,750,000 common shares of the Company, at the price of $0.0032 per share. On August 9, 2019, the Company approved the share issuance of 93,750,000 common shares to Full Yick International Limited. On March 30, 2020, the Company, through its wholly-owned subsidiary entered into a Memorandum of Understanding (“MOU”) with Allied Precision Medicine Consultants Limited (“Allied”), a Hong Kong corporation, in which the Parties have committed to jointly promote stem cell products and services in Hong Kong and Macau. The Company agreed to issue 100,000 shares of its common stock at the current market value of $1.05 per share, to Allied as a non-refundable deposit of $105,000 to anticipate the business collaboration in this project. The Company shall appoint an independent third party to carry out due diligence and valuation of this project. As of September 30, 2020 and June 30, 2020, the Company had a total of 101,120,000 shares of its common stock issued and outstanding. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 3 Months Ended |
Sep. 30, 2020 | |
RELATED PARTY TRANSACTIONS | |
NOTE 6 - RELATED PARTY TRANSACTIONS | NOTE 6 – RELATED PARTY TRANSACTIONS From time to time, the stockholder and director of the Company advanced funds to the Company for working capital purpose. Those advances are unsecured, non-interest bearing and due on demand. The imputed interest on the loan from a related party was not significant. As of September 30, 2020, the balance of $121,969 related to the loan account of a director - Wan Yin Ling. The loan is unsecured, non-interest bearing, and has no fixed terms of repayment. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Sep. 30, 2020 | |
COMMITMENTS AND CONTINGENCIES | |
NOTE 7 - COMMITMENTS AND CONTINGENCIES | NOTE 7 – COMMITMENTS AND CONTINGENCIES As of September 30, 2020, the Company has no material commitments or contingencies. On September 28, 2020, the Company decided to form a 51% holding joint venture company with an independent third party, namely AJIA Corporate Systems Architecture Solution Ltd (“Ajia Corporate”). Ajia Corporate is a company registered in Hong Kong and it shall sign Memorandum of Understanding (“MOU”) with another independent third party soon. With this MOU, the Company is expecting to expand its business developments in the following areas: 1. Big Data Strategic enterprise solution, 2. Cloud and digital trading solution, 3. Combined enterprise syndication planning and solution, and 4. E-compliance system and enterprise solutions. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Sep. 30, 2020 | |
SUBSEQUENT EVENTS | |
NOTE 8 - SUBSEQUENT EVENTS | NOTE 8 – SUBSEQUENT EVENTS In accordance with ASC Topic 855, “ Subsequent Events On October 15, 2020, the Company ratified entry into a Memorandum of Understanding with Union Patron Limited for the formation of holding joint venture company, AJIA Corporate Systems Architecture Solution Ltd (“Ajia Corporate”), which the Company shall own a 51% interest in. Ajia Corporate is a company registered in Hong Kong and intends to enter a Memorandum of Understanding (“MOU”) to expand its business developments in the following areas: 1. Big Data Strategic enterprise solution, 2. Cloud and digital trading solution, 3. Combined enterprise syndication planning and solution, and 4. E-compliance system and enterprise solutions. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Sep. 30, 2020 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Use of Estimates | In preparing these unaudited condensed consolidated financial statements, management makes estimates and assumptions that affect the reported amounts of assets and liabilities in the balance sheet and revenues and expenses during the periods reported. Actual results may differ from these estimates. |
Basis of consolidation | The unaudited condensed consolidated financial statements include the financial statements of AJIA and its subsidiaries. All significant inter-company balances and transactions within the Company have been eliminated upon consolidation. |
Cash and cash equivalents | Cash and cash equivalents consist primarily of cash in readily available checking and saving accounts. Cash equivalents consist of highly liquid investments that are readily convertible to cash and that mature within three months or less from the date of purchase. The carrying amounts approximate fair value due to the short maturities of these instruments. |
Plant and equipment | Plant and equipment are stated at cost less accumulated depreciation and accumulated impairment losses, if any. Depreciation is calculated on the straight-line basis over the following expected useful lives from the date on which they become fully operational and after taking into account their estimated residual values: Expected useful lives Computer equipment 5 years Expenditures for repairs and maintenance are expensed as incurred. When assets have been retired or sold, the cost and related accumulated depreciation are removed from the accounts and any resulting gain or loss is recognized in the results of operations. Depreciation expense for the three months ended September 30, 2020 and 2019 were $57 and $48, respectively. |
Impairment of long-lived assets | In accordance with the provisions of ASC Topic 360, “Impairment or Disposal of Long-Lived Assets”, all long-lived assets such as plant and equipment and intangible assets held and used by the Company are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is evaluated by a comparison of the carrying amount of an asset to its estimated future undiscounted cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amounts of the assets exceed the fair value of the assets. There has been no impairment charge for the periods presented. |
Revenue recognition | Under ASU 2014-09, the Company recognizes revenue when control of the promised goods or services is transferred to customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. The Company applies the following five steps in order to determine the appropriate amount of revenue to be recognized as it fulfills its obligations under each of its agreements: • identify the contract with a customer; • identify the performance obligations in the contract; • determine the transaction price; • allocate the transaction price to performance obligations in the contract; and • recognize revenue as the performance obligation is satisfied. For the Company’s self-serve kiosks, revenue is recognized when each kiosk satisfies the performance obligation by transferring control of the promised goods or services to the customer. For the Company’s business in catering system development and training, monthly revenue is recognized when the Company satisfies its obligation by transferring control of the promised goods or performance of services to the customer. The Company recognizes revenues on sales of its services, based on the terms of the customer agreement. The customer agreement takes the form of either a contract or a customer purchase order and each provides information with respect to the service being sold and the sales price. If the customer agreement does not have specific delivery or customer acceptance terms, revenue is recognized at the time the service is provided to the customer. |
Comprehensive income or loss | ASC Topic 220, “Comprehensive Income” |
Income taxes | The provision for income taxes is determined in accordance with the provisions of ASC Topic 740, “ Income Taxes ASC 740 prescribes a comprehensive model for how companies should recognize, measure, present, and disclose in their financial statements uncertain tax positions taken or expected to be taken on a tax return. Under ASC 740, tax positions must initially be recognized in the financial statements when it is more likely than not the position will be sustained upon examination by the tax authorities. Such tax positions must initially and subsequently be measured as the largest amount of tax benefit that has a greater than 50% likelihood of being realized upon ultimate settlement with the tax authority assuming full knowledge of the position and relevant facts. The Company did not have any unrecognized tax positions or benefits and there was no effect on the financial condition or results of operations for the three months ended September 30, 2020 and 2019. The Company and its subsidiaries are subject to local and various foreign tax jurisdictions. The Company’s tax returns remain open subject to examination by major tax jurisdictions. |
Net loss per share | The Company calculates net loss per share in accordance with ASC Topic 260 “ Earnings per Share |
Foreign currencies translation | Transactions denominated in currencies other than the functional currency are translated into the functional currency at the exchange rates prevailing at the dates of the transaction. Monetary assets and liabilities denominated in currencies other than the functional currency are translated into the functional currency using the applicable exchange rates at the balance sheet dates. The resulting exchange differences are recorded in the statement of operations. The reporting currency of the Company is United States Dollars (“US$”). The Company’s subsidiaries operating in Hong Kong and the PRC maintained their books and records in their local currency, Hong Kong Dollars (“HK$”) and Renminbi Yuan (“RMB”), which are functional currencies as being the primary currency of the economic environment in which these entities operate. In general, for consolidation purposes, assets and liabilities of its subsidiaries whose functional currency is not the US$ are translated into US$, in accordance with ASC Topic 830-30, “ Translation of Financial Statement”, Translation of amounts from its reporting currencies into US$ has been made at the following exchange rates for the respective period: 2020 2019 Period-end HK$:US$1 exchange rate 7.7503 7.8396 Period average HK$:US$1 exchange rate 7.7509 7.8289 Period-end RMB:US$1 exchange rate 6.8053 7.1360 Period average RMB:US$1 exchange rate 6.9209 7.0150 |
Related parties | Parties, which can be a corporation or individual, are considered to be related if the Company has the ability, directly or indirectly, to control the other party or exercise significant influence over the other party in making financial and operating decisions. Companies are also considered to be related if they are subject to common control or common significant influence. |
Concentration of credit risk | The Company is subject to credit risk through its accounts receivable consisting primarily of amounts due from franchisees for royalty income, and other products. The financial condition of these franchisees is largely dependent upon the underlying business trends of our brands and market conditions within the vending industry. This concentration of credit risk is mitigated, in part, by the large number of franchisees spread over a large geographical area and the short-term nature of the receivables. |
Fair Value of Financial Instruments | The carrying value of the Company’s financial instruments: cash and cash equivalents, prepayments and other receivables, accounts payable, amount due to a related party, other payables and accrued liabilities approximate at their fair values because of the short-term nature of these financial instruments. The Company also follows the guidance of the ASC Topic 820-10, “ Fair Value Measurements and Disclosures · Level 1 · Level 2 · Level 3 Fair value estimates are made at a specific point in time based on relevant market information about the financial instrument. These estimates are subjective in nature and involve uncertainties and matters of significant judgment and, therefore, cannot be determined with precision. Changes in assumptions could significantly affect the estimates. |
Recent accounting pronouncements | In June 2016, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2016-13, “ Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments Codification Improvements to Topic 326, Financial Instruments - Credit Losses Codification Improvements to Topic 326, Financial Instruments - Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments inancial Instruments - Credit Losses (Topic 326): Targeted Transition Relief Codification Improvements to Topic 326, Financial Instruments - Credit Losses Financial Instruments - Credit Losses In January 2017, the FASB issued ASU No. 2017-04, “ Intangibles - Goodwill and Other (Topic 350) - Simplifying the Test for Goodwill Impairment In August 2018, the FASB issued ASU No. 2018-13, “ Fair Value Measurement (Topic 820): Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement In December 2019, the FASB issued ASU No 2019-12, “ Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes In March 2020, the FASB issued ASU 2020-03, “ Codification Improvements to Financial Instruments In March 2020, the FASB issued ASU No 2020-04, “ Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting Other accounting standards that have been issued or proposed by the FASB or other standards-setting bodies that do not require adoption until a future date are not expected to have a material impact on the Company’s consolidated financial statements upon adoption. |
ORGANIZATION AND BUSINESS BAC_2
ORGANIZATION AND BUSINESS BACKGROUND (Tables) | 3 Months Ended |
Sep. 30, 2020 | |
ORGANIZATION AND BUSINESS BACKGROUND | |
Schedule of Company's subsidiaries | Name Place of incorporation and kind of legal entity Principal activities and place of operation Particulars of issued/ registered share capital Effective interest Held Splendor Radiant Limited British Virgin Islands, a limited liability company Investment holding 1 issued shares of US$1 each 100% A Jia Creative Holdings Limited Hong Kong, a limited liability company Provision of system setup and maintenance services, investment holding 100 issued shares of HK$1 each 100% Guangzhou Shengjia Trading Co., Ltd The PRC, a limited liability company Trading business HK$1,000,000 100% |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 3 Months Ended |
Sep. 30, 2020 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | |
Schedule of plant and equipment expected useful lives | Expected useful lives Computer equipment 5 years |
Schedule of Foreign currencies translation exchange rates | 2020 2019 Period-end HK$:US$1 exchange rate 7.7503 7.8396 Period average HK$:US$1 exchange rate 7.7509 7.8289 Period-end RMB:US$1 exchange rate 6.8053 7.1360 Period average RMB:US$1 exchange rate 6.9209 7.0150 |
ORGANIZATION AND BUSINESS BAC_3
ORGANIZATION AND BUSINESS BACKGROUND (Details) | 3 Months Ended |
Sep. 30, 2020 | |
Guangzhou Shengjia Trading Co., Ltd. [Member] | |
Place of incorporation and kind of legal entity | The PRC, a limited liability company |
Company Name | Guangzhou Shengjia Trading Co., Ltd |
Principal activities and place of operation | Trading business |
Particulars of issued/ registered share capital | HK$1,000,000 |
Effective interest Held | 100.00% |
Splendor Radiant Limited [Member] | |
Place of incorporation and kind of legal entity | British Virgin Islands, a limited liability company |
Company Name | Splendor Radiant Limited |
Principal activities and place of operation | Investment holding |
Particulars of issued/ registered share capital | 1 issued shares of US$1 each |
Effective interest Held | 100.00% |
AJIA Creative Holdings Limited [Member] | |
Place of incorporation and kind of legal entity | Hong Kong, a limited liability company |
Company Name | AJia Creative Holdings Limited |
Principal activities and place of operation | Provision of system setup and maintenance services, investment holding |
Particulars of issued/ registered share capital | 100 issued shares of HK$1 each |
Effective interest Held | 100.00% |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) | 3 Months Ended |
Sep. 30, 2020 | |
Computer Equipment [Member] | |
Expected useful lives | 5 years |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 1) | Sep. 30, 2020 | Dec. 31, 2019 |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | ||
Period-end HK$:US$1 exchange rate | 7.7503 | 7.8396 |
Period average HK$:US$1 exchange rate | 7.7509 | 7.8289 |
Period-end RMB:US$1 exchange rate | 6.8053 | 7.1360 |
Period average RMB:US$1 exchange rate | 6.9209 | 7.0150 |
SUMMARY OF SIGNIFICANT ACCOUN_6
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | 3 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||
Depreciation expense | $ 57 | $ 48 |
GOING CONCERN (Detail Narrative
GOING CONCERN (Detail Narrative) - USD ($) | 3 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Jun. 30, 2020 | |
GOING CONCERN (Detail Narrative) | |||
Net loss | $ (36,096) | $ (99,029) | |
Net cash (used in)/provided by operating activities | (11,937) | $ (100,333) | |
Accumulated deficit | $ (681,331) | $ (645,235) |
PREFERRED STOCK AND COMMON ST_2
PREFERRED STOCK AND COMMON STOCK (Details Narrative) - USD ($) | Aug. 09, 2019 | Jul. 31, 2019 | Jul. 28, 2018 | Sep. 30, 2020 | Jun. 30, 2020 | Apr. 07, 2020 | Mar. 30, 2020 | Dec. 15, 2017 |
Preferred stock authorized | 100,000,000 | 100,000,000 | ||||||
Preferred stock, shares outstanding | 1,000 | 1,000 | ||||||
Preferred stock, shares issued | 1,000 | 1,000 | ||||||
Preferred stock, par value | $ 0.001 | $ 0.001 | ||||||
Common stock, authorized | 500,000,000 | 500,000,000 | 500,000,000 | |||||
Common stock, par value per share | $ 0.001 | $ 0.001 | ||||||
Common stock, shares issued | 101,120,000 | 101,120,000 | ||||||
Common stock shares outstanding | 101,020,000 | 101,120,000 | ||||||
Yick International Ltd. [Member] | ||||||||
Price per share | $ 0.0032 | |||||||
Convertible promissory note | $ 300,000 | |||||||
Shares issuable upon conversion of debt | 93,750,000 | |||||||
Conversion price per share | $ 0.0032 | |||||||
Shares Issued | 93,750,000 | |||||||
Debt conversion, converted instrument, amount | $ 300,000 | |||||||
Exercise of conversion feature, shares | 93,750,000 | |||||||
Conversion of Stock, Shares Issued | 93,750,000 | |||||||
Yin Ling WAN [Member] | ||||||||
Preferred stock, shares issued | 1,000 | |||||||
Allied Precision Medicine Consultants Limited [Member] | ||||||||
Common stock, shares issued | 100,000 | |||||||
Price per share | $ 1.05 | |||||||
Non-refundable deposit | $ 105,000 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Detail Narrative) - USD ($) | Sep. 30, 2020 | Jun. 30, 2020 |
Amount due to a related party | $ 121,969 | $ 107,859 |
Wan Yin Ling [Member] | ||
Amount due to a related party | $ 121,969 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details Narrative) | 1 Months Ended |
Sep. 28, 2020 | |
Third Party [Member] | Joint Veture [Member] | |
Business combination, description | The Company decided to form a 51% holding joint venture company with an independent third party, namely AJIA Corporate Systems Architecture Solution Ltd (“Ajia Corporate”). |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) | Oct. 15, 2020 |
Subsequent Event [Member] | |
MOU Description | The Company ratified entry into a Memorandum of Understanding with Union Patron Limited for the formation of holding joint venture company, AJIA Corporate Systems Architecture Solution Ltd (“Ajia Corporate”), which the Company shall own a 51% interest in. |