Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Mar. 30, 2018 | Jun. 30, 2017 | |
Document and Entity Information: | |||
Entity Registrant Name | TRON GROUP INC. | ||
Entity Central Index Key | 1,658,605 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2017 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --12-31 | ||
Is Entity a Well-known Seasoned Issuer | No | ||
Is Entity a Voluntary Filer | No | ||
Is Entity's Reporting Status Current | Yes | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Public Float | $ 0 | ||
Entity Common Stock, Shares Outstanding | 163,329,385 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2,017 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 99,730 | $ 352,238 |
Accounts receivables, net | 88,911 | 187,224 |
Other receivables, deposits and prepayments | 54,920 | 340,673 |
Current tax assets | 2,027 | |
Inventories | 162,522 | 180,027 |
Total Current Assets | 408,110 | 1,060,162 |
Non-current assets: | ||
Property, plant and equipment, net | 257,818 | 327,531 |
TOTAL ASSETS | 665,928 | 1,387,693 |
Current liabilities: | ||
Accounts payables, trade | 310,849 | 298,794 |
Amounts due to related parties | 8,359,553 | 7,278,000 |
Amount due to a director | 23,472 | 3,809 |
Current portion of obligation under finance lease | 17,729 | 15,790 |
Other payables and accrued liabilities | 907,034 | 720,000 |
Total Current Liabilities | 9,618,637 | 8,316,393 |
Long-term liabilities: | ||
Non-current portion of obligation under finance lease | 8,752 | 23,861 |
TOTAL LIABILITIES | 9,627,389 | 8,340,254 |
Commitments and contingencies | ||
Stockholders’ deficit: | ||
Common stock, $0.001 par value, 500,000,000 shares authorized, 163,329,385 and 3,329,385 shares issued and outstanding, respectively | 163,329 | 3,329 |
Additional paid-in-capital | 2,697,901 | 2,857,901 |
Accumulated other comprehensive income | 941,267 | 1,445,725 |
Accumulated deficit | (11,879,174) | (11,050,857) |
Total Stockholders' Deficit | (8,076,677) | (6,743,902) |
Non-controlling interests | (884,784) | (208,659) |
Total deficit | (8,961,461) | (6,952,561) |
TOTAL LIABILITIES AND DEFICIT | $ 665,928 | $ 1,387,693 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Dec. 31, 2017 | Dec. 31, 2016 |
Stockholders' Deficit | ||
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 500,000,000 | 500,000,000 |
Common stock, shares issued | 163,329,385 | 3,329,385 |
Common stock, shares outstanding | 163,329,385 | 3,329,385 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Statements Of Operations | ||
Revenues, net | $ 1,481,073 | $ 1,476,235 |
Cost of revenues | (1,057,748) | (784,652) |
Gross profit | 423,325 | 691,583 |
Operating expenses: | ||
General and administrative | (1,656,363) | (1,602,245) |
Loss from operations | (1,233,038) | (910,662) |
Other income (expense): | ||
Interest expense | (3,143) | (1,370) |
Other income | 15,910 | 3,433 |
Loss before income taxes | (1,220,271) | (908,599) |
Income tax expense | (417) | |
NET LOSS | (1,220,688) | (908,599) |
Net loss attributable to non-controlling interests | 416,693 | 333,078 |
Net loss attributable to the Company | (803,995) | (575,521) |
Other comprehensive income : | ||
Foreign exchange adjustment (loss) gain | (788,093) | 345,374 |
COMPREHENSIVE LOSS | (2,008,781) | (563,225) |
Comprehensive loss attributable to non-controlling interests | 700,328 | 208,778 |
Comprehensive loss attributable to the Company | $ (1,308,453) | $ (354,447) |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Cash flows from operating activities: | ||
Net loss | $ (1,220,688) | $ (908,599) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation of property, plant and equipment | 117,212 | 216,097 |
Bad debts written off | 1,604 | |
Deposits written off | 246,945 | 13,390 |
Impairment loss on accounts receivables | 121,320 | |
Impairment loss on slow moving inventories | 62,304 | |
Plant and equipment written off | 372 | 205 |
Loss on disposal of plant and equipment | 22 | |
Operating loss before working capital changes | (672,535) | (677,281) |
Changes in operating assets and liabilities: | ||
Inventories | (44,799) | 27,052 |
Accounts receivable, net | 15,801 | (187,244) |
Accounts payable, other payables and accrued liabilities | 199,089 | 32,846 |
Current tax assets | (2,027) | |
Net cash used in operating activities | (504,471) | (804,627) |
Cash flows from investing activities: | ||
Acquisition of additional share in existing subsidiary | (119) | |
Purchase of property, plant and equipment | (19,247) | (88,469) |
Proceeds from disposal of plant and equipment | 245 | 724 |
Net cash used in investing activities | (19,121) | (87,745) |
Cash flows from financing activities: | ||
Advances from directors | 19,663 | 533 |
Advances from related parties | 1,081,553 | 441,281 |
(Repayments) Drawdowns on finance lease | (13,170) | 36,256 |
Net cash generated from financing activities | 1,088,046 | 478,070 |
Foreign currency translation adjustment | (816,962) | 302,266 |
NET CHANGE IN CASH AND CASH EQUIVALENTS | (252,508) | (112,036) |
CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR | 352,238 | 464,274 |
CASH AND CASH EQUIVALENTS, END OF YEAR | 99,730 | 352,238 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOWS INFORMATION: | ||
Cash paid for interest | 3,143 | 1,370 |
Cash paid for tax | $ 2,027 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY - USD ($) | Common Stock | Additional Paid-In Capital | Accumulated other comprehensive income | Accumulated deficit | TRON Group stockholdersdeficit | Non-controlling interests | Total |
Beginning Balance, Shares at Dec. 31, 2015 | 3,329,385 | ||||||
Beginning Balance, Amount at Dec. 31, 2015 | $ 3,329 | $ 2,857,901 | $ 1,224,651 | $ (10,475,336) | $ (6,389,455) | $ (6,389,455) | |
Net loss for the year | (575,521) | (575,521) | (333,078) | (908,599) | |||
Foreign currency translation adjustment | 221,074 | 221,074 | 124,300 | 345,374 | |||
Acquisition of subsidiary with non-controlling interest | 119 | 119 | |||||
Ending Balance, Shares at Dec. 31, 2016 | 3,329,385 | ||||||
Ending Balance, Amount at Dec. 31, 2016 | $ 3,329 | 2,857,901 | 1,445,725 | (11,050,857) | (6,743,902) | (208,659) | (6,952,561) |
Shares issued due to reorganization, Shares | 160,000,000 | ||||||
Shares issued due to reorganization, Amount | $ 160,000 | (160,000) | |||||
Net loss for the year | (803,995) | (803,995) | (416,693) | (1,220,688) | |||
Foreign currency translation adjustment | (504,458) | (504,458) | (283,635) | (788,093) | |||
Changes in a subsidiary's ownership interests | (24,322) | (24,322) | 24,203 | (119) | |||
Ending Balance, Shares at Dec. 31, 2017 | 163,329,385 | ||||||
Ending Balance, Amount at Dec. 31, 2017 | $ 163,329 | $ 2,697,901 | $ 941,267 | $ (11,879,174) | $ (8,076,677) | $ (884,784) | $ (8,961,461) |
ORGANIZATION AND BUSINESS BACKG
ORGANIZATION AND BUSINESS BACKGROUND | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
NOTE 1 - ORGANIZATION AND BUSINESS BACKGROUND | On January 26, 2018, TRON Group Inc. entered into a Share Exchange Agreement to acquired 6,401,500 shares of capital stock of Talk Focus Sdn Bhd (Talk Focus) and in exchange issued 3,329,385 restricted shares of its Common Stock at $0.25 per share in acquiring 64.015% in the equity shares of Talk Focus (the Reverse Merger) from Eric Yap, the director of TRON Group Inc. Upon completion of the Share Exchange Transaction, the Companys major shareholder, Eric Yap, also the prior shareholder of Talk Focus then owned approximately 51.05% of the Common Stock of TGRP. The acquisition of Talk Focus was accounted for as a recapitalization effected by a share exchange, wherein Talk Focus is considered the acquirer for accounting and financial reporting purposes (legal acquiree) with no adjustment to the historical basis of its assets and liabilities. Talk Focuss Shareholders become the majority shareholders and have control of the Company. TRON Group Inc. was a non-operating public shell prior to the acquisition and as a result of the acquisition of Talk Focus, the Company is no longer a shell company. Pursuant to Securities and Exchange Commission (SEC) rules, the merger or acquisition of a private operating company into a non-operating public shell with nominal net assets is considered a capital transaction in substance, rather than a business combination. The historical financial statements for periods prior to December 31, 2016 are those of Talk Focus except that the equity section and earnings per share have been retroactively restated to reflect the recapitalization. The Company is organized for investment holding and its principal place of operation is located at K-2-8, 2 nd Currently, the Company, through its subsidiaries, is principally engaged in the provision of telecommunication related services in Malaysia. The Companys fiscal year end is December 31. Summary of the Companys subsidiaries Name of entities Place of incorporation Date of incorporation Issued capital Nature of business Equity interests owned by the Company 2017 2016 1. Talk Focus Sdn. Bhd. Malaysia November 10, 2006 10,000,000 issued shares of ordinary shares of MYR 1 each Provision of telecommunicationrelated services 64.015% 64.015% Subsidiaries of Talk Focus 1. Technology Revolution On Net Distribution Sdn. Bhd. Malaysia July 11, 2011 100 issued shares of ordinary shares of MYR 1 each Dormant 100% 100% 2. Technology Revolution On Net Marketing Sdn. Bhd. Malaysia July 11, 2011 100 issued shares of ordinary shares of MYR 1 each Dormant 100% 100% 3. Technology Revolution On Net System Sdn. Bhd. Malaysia December 12, 2011 100 issued shares of ordinary shares of MYR 1 each Dormant 100% 100% 4. TF Learning Centre Sdn. Bhd. Malaysia March 18, 2016 2 issued shares of ordinary shares of MYR 1 each Dormant 100% 100% 5. Tronexus Global Sdn. Bhd. Malaysia April 13, 2016 1,000 issued shares of ordinary shares of MYR 1 each Sales of prepaid sim-cards, reload coupons and other related products through a referral program module 100% 51% TRON Group INC and its subsidiaries are hereinafter referred to as (the Company). |
GOING CONCERN UNCERTAINTY
GOING CONCERN UNCERTAINTY | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
NOTE 2 - GOING CONCERN UNCERTAINTY | The accompanying 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. For the year ended December 31, 2017, the Company reported a net loss of $1,220,688 and working capital deficit of $9,210,527 as of December 31, 2017. The Company had total stockholders deficit of $8,961,461 as of December 31, 2017 from recurring losses and significant short-term debt obligations maturing in less than one year. These factors raise substantial doubt about the Companys ability to continue as a going concern. The continuation of the Company as a going concern is dependent upon improving the profitability and the continuing financial support from its stockholders or other capital sources. Management believes that the continuing financial support from the existing shareholders or external debt financing will provide the additional cash to meet the Companys obligations as they become due. These 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. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | · Basis of presentation These accompanying consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (US GAAP). · Use of estimates In preparing these consolidated financial statements, management makes estimates and assumptions that affect the reported amounts of assets and liabilities in the balance sheets and revenues and expenses during the years reported. Actual results may differ from these estimates. · Basis of consolidation The consolidated financial statements include the accounts of Talk Focus and its subsidiaries. All significant inter-company balances and transactions between the Company and its subsidiaries have been eliminated upon consolidation. During the year, the Company has acquired for 49% remaining equity interests in Tronexus Global Sdn. Bhd. comprising 490 ordinary shares of MYR 1 each. · Cash and cash equivalents Cash and cash equivalents represent cash on hand, demand deposits placed with banks or other financial institutions and all highly liquid investments with an original maturity of three months or less as of the purchase date of such investments. · Accounts receivable Accounts receivable are recorded at the invoiced amount and do not bear interest. The Company extends unsecured credit to its customers in the ordinary course of business but mitigates the associated risks by performing credit checks and actively pursuing past due accounts. An allowance for doubtful accounts is established and determined based on managements assessment of known requirements, aging of receivables, payment history, the customers current credit worthiness and the economic environment. The Company considers the allowance for doubtful accounts for any estimated losses resulting from the inability of its customers to make required payments. For the receivables that are past due or not being paid according to payment terms, the appropriate actions are taken to exhaust all means of collection, including seeking legal resolution in a court of law. Account balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. The Company does not have any off-balance-sheet credit exposure related to its customers. · Property, plant and equipment Property and 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: Categories Expected useful life Furniture and fittings 5 years Hostel, shop and office equipment 5 years Computer software and equipment 5 years Motor vehicles 5 years Signboard 10 years Renovation 5 years Expenditure for maintenance and repairs is expensed as incurred. The gain or loss on the disposal of property, plant and equipment is the difference between the net sales proceeds and the carrying amount of the relevant assets and is recognized in the statement of operations. · Impairment of long-lived assets Long-lived assets primarily include goodwill and property, plant and equipment. In accordance with the provision of ASC Topic 360, Impairment or Disposal of Long-Lived Assets · Finance leases Leases that transfer substantially all the rewards and risks of ownership to the lessee, other than legal title, are accounted for as finance leases. Substantially all of the risks or benefits of ownership are deemed to have been transferred if any one of the four criteria is met: (i) transfer of ownership to the lessee at the end of the lease term, (ii) the lease containing a bargain purchase option, (iii) the lease term exceeding 75% of the estimated economic life of the leased asset, (iv) the present value of the minimum lease payments exceeding 90% of the fair value. At the inception of a finance lease, the Company as the lessee records an asset and an obligation at an amount equal to the present value of the minimum lease payments. The leased asset is amortized over the shorter of the lease term or its estimated useful life if title does not transfer to the Company, while the leased asset is depreciated in accordance with the Companys depreciation policy if the title is to eventually transfer to the Company. The periodic rent payments made during the lease term are allocated between a reduction in the obligation and interest element using the effective interest method in accordance with the provisions of ASC Topic 835-30, Imputation of Interest · Revenue recognition The Company recognizes its revenue in accordance with ASC Topic 605, Revenue Recognition Prepaid telecom revenues are collected by its distributors and/or resellers through the sale of our branded prepaid or reload cards, which are sold in a form of SIM/reload cards to its final customers through its distributors and/or resellers. The sale of SIM, prepaid or reload cards is recognized as revenue when the products are delivered to its distributors and/or resellers, based upon their request. Prepaid cards will expire two years after the date of card production if they have never been activated. The proceeds from the expired cards are recognized as revenue upon expiration of cards. · Cost of revenues Cost of revenue consists primarily of cost of SIM and prepaid/reload cards, telecommunication services and traffic charges which are directly attributable to the delivery of telecom service upon the activation of prepaid and/or reload cards. · Comprehensive income ASC Topic 220, Comprehensive Income · Non-controlling interests Non-controlling interests represent the equity interest in the capital contributions, income and loss of less than wholly-owned and consolidated entities that is not attributable to the Company. · Income tax expense Income taxes are 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 conducts major businesses in Malaysia and Indonesia and is subject to tax in their own jurisdictions. As a result of its business activities, the Company will file separate tax returns that are subject to examination by the local and foreign tax authorities. · 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 functional currency of the Company is the United States Dollars (US$) and the accompanying financial statements have been expressed in US$. In addition, the Company maintains its books and record in a local currency, Malaysian Ringgit (MYR or RM), which is functional currency as being the primary currency of the economic environment in which the entity operates. In general, for consolidation purposes, assets and liabilities of its subsidiaries whose functional currency is not US$ are translated into US$, in accordance with ASC Topic 830-30, Translation of Financial Statement Translation of amounts from the local currency of the Company into US$1 has been made at the following exchange rates for the respective years: As of and for the year ended December 31, 2017 2016 Year-end MYR : US$1 exchange rate 4.0620 4.4860 Yearly average MYR : US$1 exchange rate 4.2812 4.1450 · Retirement plan costs Contributions to retirement schemes (which are defined contribution plans) are charged to general and administrative expenses in the statements of operation and comprehensive loss as and when the related employee service is provided. · 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. · Segment reporting ASC Topic 280, Segment Reporting · Fair value of financial instruments The carrying value of the Companys financial instruments (excluding obligation under finance lease): cash and cash equivalents, time deposits, accounts receivable, deposits and other receivables, amount due to related parties and other payables approximate at their fair values because of the short-term nature of these financial instruments. Management believes, based on the current market prices or interest rates for similar debt instruments, the fair value of its obligation under finance lease approximates the carrying amount. The Company also follows the guidance of the ASC Topic 820-10, Fair Value Measurements and Disclosures · Level 1 · Level 2 · Level 3 As of December 31, 2017 and 2016, the Company did not have any nonfinancial assets and liabilities that are recognized or disclosed at fair value in the financial statements, at least annually, on a recurring basis, nor did the Company have any assets or liabilities measured at fair value on a non-recurring basis. · Recent accounting pronouncements The Company has reviewed all recently issued, but not yet effective, accounting pronouncements and does not believe the future adoption of any such pronouncements may be expected to cause a material impact on its financial condition or the results of its operations. In May 2014, the FASB issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers (ASU 2014-09). ASU 2014-09 supersedes the revenue recognition requirements in Revenue Recognition (Topic 605), and requires entities to recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services. ASU 2014-09 is effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. Early adoption is not permitted. In August 2015, the FASB issued an Accounting Standards Update to defer by one year the effective dates of its new revenue recognition standard until annual reporting periods beginning after December 15, 2017 (2018 for calendar-year public entities) and interim periods therein. Management is currently assessing the impact of the adoption of ASU 2014-09 and has not determined the effect of the standard on our ongoing financial reporting. In February 2016, the Financial Accounting Standards Board (the FASB) issued Accounting Standards Update (ASU) No. 2016-02, Leases (Topic 842). Under the new guidance, lessees will be required recognize the following for all leases (with the exception of short-term leases) at the commencement date: 1) A lease liability, which is a lessees obligation to make lease payments arising from a lease, measured on a discounted basis; and 2) A right-of-use asset, which is an asset that represents the lessees right to use, or control the use of, a specified asset for the lease term. The new lease guidance simplified the accounting for sale and leaseback transactions primarily because lessees must recognize lease assets and lease liabilities. Lessees will no longer be provided with a source of off-balance sheet financing. The amendments in this ASU are effective for fiscal years beginning after December 15, 2019, including interim periods within those years. The Company is evaluating this ASU and has not determined the effect of this standard on its ongoing financial reporting. The Company has reviewed all recently issued, but not yet effective, accounting pronouncements and does not believe the future adoption of any such pronouncements may be expected to cause a material impact on its financial condition or the results of its operations. |
ACCOUNT RECEIVABLES, NET
ACCOUNT RECEIVABLES, NET | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
NOTE 4 - ACCOUNT RECEIVABLES, NET | As of December 31, 2017 2016 Trade Receivables due from: Third parties $ 88,911 $ 78,010 Related parties - 109,214 $ 88,911 $ 187,224 Impairment loss on trade receivables for the years ended December 31, 2017 and 2016 amounted to $121,320 and $0, respectively. |
INVENTORIES
INVENTORIES | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
NOTE 5 - INVENTORIES | As of December 31, 2017 2016 Trading goods $ 162,522 $ 180,027 Impairment loss on slow moving inventories for the years ended December 31, 2017 and 2016 amounted to $62,304 and $0, respectively. |
PROPERTY, PLANT AND EQUIPMENT,
PROPERTY, PLANT AND EQUIPMENT, NET | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
NOTE 6 - PROPERTY, PLANT AND EQUIPMENT, NET | Property, plant and equipment consisted of the following: As of December 31, 2017 2016 Furniture and fittings $ 76,817 $ 75,734 Hostel, shop and office equipment 38,482 34,259 Computer software and equipment 802,123 797,896 Motor vehicles 119,766 119,766 Signboard 8,624 8,512 Renovation 64,479 55,866 1,110,291 1,092,033 Less: accumulated depreciation (881,342 ) (752,37 ) Less: foreign translation difference 28,869 (12,126 ) Property, plant and equipment, net $ 257,818 $ 327,531 Depreciation expense for the years ended December 31, 2017 and 2016 amounted to $117,212 and $216,097, respectively. As of December 31, 2017 and 2016, the Company has motor vehicles under finance lease with a carrying value of $85,356 and $109,571, respectively. |
AMOUNTS DUE TO RELATED PARTIES
AMOUNTS DUE TO RELATED PARTIES | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
NOTE 7 - AMOUNTS DUE TO RELATED PARTIES | The non-trade amounts due to related parties are unsecured, interest-free and payable on demand. |
AMOUNT DUE TO A DIRECTOR
AMOUNT DUE TO A DIRECTOR | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
NOTE 8 - AMOUNT DUE TO A DIRECTOR | The non-trade amount due to a director is unsecured, interest-free and payable on demand |
OBLIGATION UNDER FINANCE LEASE
OBLIGATION UNDER FINANCE LEASE | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
NOTE 9 - OBLIGATION UNDER FINANCE LEASE | The Company purchased motor vehicles under finance lease agreement with the effective interest rate of 2.74% to 3.30% (2016: 2.74% to 3.30%) per annum. The obligation under the finance lease is as follows: As of December 31, 2017 2016 Finance lease $ 27,532 $ 42,303 Less: interest expense (1,051 ) (2,652 ) Net present value of finance lease $ 26,481 $ 39,651 Current portion $ 17,729 $ 15,790 Non-current portion 8,752 23,861 Total $ 26,481 $ 39,651 As of December 31, 2017, the maturities of the finance lease for each of the three years are as follows: Years ending December 31: 2018 $ 17,729 2019 8,752 2020 - Total $ 26,481 |
OTHER PAYABLES AND ACCRUED LIAB
OTHER PAYABLES AND ACCRUED LIABILITIES | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
NOTE 10 - OTHER PAYABLES AND ACCRUED LIABILITIES | As of December 31, 2017 2016 Other payables $ 116,325 $ 110,607 Accrued liabilities 113,734 90,114 Deferred incomes 676,975 519,279 $ 907,034 $ 720,000 |
STOCKHOLDERS_ EQUITY
STOCKHOLDERS? EQUITY | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
NOTE 11 - STOCKHOLDERS? EQUITY | As of December 31, 2017 and 2016, the number of shares of the Companys stock issued and outstanding was 163,329,385 and 3,329,385 shares respectively, at par value of US$0.001. |
INCOME TAX EXPENSE
INCOME TAX EXPENSE | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
NOTE 12 - INCOME TAX EXPENSE | The foreign component of loss before income taxes were comprised of the following: Provision for income taxes consisted of the following: Years ended December 31, 2017 2016 Current $ 417 $ - Deferred - - $ 417 $ - The effective tax rate in the years presented is the result of the mix of income earned in various tax jurisdictions that apply a broad range of income tax rates. During the years presented, the Company has a number of subsidiaries that operates in different countries and is subject to tax in the jurisdictions in which it subsidiaries operate, as follows: Malaysia All of the Companys subsidiaries operating in Malaysia are subject to the Malaysia Corporate Tax Laws at a progressive income tax rate of 18% (2016:19%) (for Company with paid up capital not more than RM2.5 million and on the first RM 500,000 income) and 24% (2016:24%) (on all income for Company with paid up capital more than RM2.5 million and on the remaining balance of income after the first RM500,000 income charged at 18% (2016:19%) for Company with paid up capital not more than RM2.5 million) on the assessable income for its tax year. A reconciliation of loss before income taxes to the effective tax rate as follows: Years ended December 31, 2017 2016 Loss before income taxes $ (1,220,271 ) $ (908,599 ) Statutory income tax rate 24 % 24 % Income tax at statutory tax rate (292,865 ) (218,064 ) Non-deductible expenses 149,108 179,134 Net operating loss carryforward 143,757 38,930 Under provision in prior year 417 - Income tax expense $ 417 $ - Unrecognised deferred tax assets at December 31, 2017 and 2016 are as follows: As at December 31, 2017 2016 Unabsorbed capital allowances $ 182,915 $ 815,471 Unabsorbed loss carryforward 7,965,140 7,609,541 8,148,055 8,425,012 Less: valuation allowance (8,148,055 ) (8,425,012 ) $ - $ - As of December 31, 2017 and 2016, the Company incurred unabsorbed capital allowances $182,915 and unabsorbed tax losses of $7,965,140 allowance against the deferred tax assets on the expected future tax benefits from the unabsorbed capital allowances and unabsorbed tax losses as the management believes it is more likely than not that these assets will not be realized in the future. |
PENSION PLAN
PENSION PLAN | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
NOTE 13 - PENSION PLAN | The Company is required to make contribution on behalf of its employees under a government-mandated defined contribution pension scheme for its eligible full-times employees in Malaysia. The Company is required to contribute a specified percentage of the participants relevant income based on their ages and wages level. The total contributions made by the Company were $59,753 and $70,085 for the years ended December 31, 2017 and 2016, respectively. |
CONCENTRATIONS OF RISK
CONCENTRATIONS OF RISK | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
NOTE 14 - CONCENTRATIONS OF RISK | The Company is exposed to the following concentrations of risk: (a) Major customers There is no single customer who accounted for 10% or more of the Companys sales during the years ended December 31, 2017 and 2016. (b) Major vendors For the years ended December 31, 2017 and 2016, the vendor who accounted for 10% or more of the Companys purchases is presented as follows: Year ended December 31, 2017 December 31, 2017 Purchase Percentage of purchase Trade accounts payable Vendor A $ 961,752 96 % $ 246,376 Year ended December 31, 2016 December 31, 2016 Purchase Percentage of purchase Trade accounts payable Vendor A $ 715,280 96 % $ 155,156 The vendor is located in Malaysia. (c) Credit risk Financial instruments that are potentially subject to credit risk consist principally of trade receivables. The Company believes the concentration of credit risk in its trade receivables is substantially mitigated by its ongoing credit evaluation process and relatively short collection terms. The Company does not generally require collateral from customers. The Company evaluates the need for an allowance for doubtful accounts based upon factors surrounding the credit risk of specific customers, historical trends and other information. (d) Interest rate risk The Companys exposure to interest rate risk primarily relates to the interest income generated from excess cash invested in time deposits, and interest expense incurred on finance leases. The Company has not used derivative financial instruments in its investment portfolio in order to reduce this risk. The Company has not been exposed nor does it anticipate being exposed to material risks due to changes in interest rates. (e) Exchange rate risk The reporting currency of the Company is US$. To date the majority of the revenues and costs are denominated in MYR, and a significant portion of the assets and liabilities are denominated in MYR. As a result, the Company is exposed to foreign exchange risk as its revenues and results of operations may be affected by fluctuations in the exchange rate between US$, MYR. If MYR depreciates against US$, the value of MYR revenues and assets as expressed in US$ financial statements will decline. The Company does not hold any derivative or other financial instruments that expose to substantial market risk. (f) Economic and political risks Substantially all of the Companys services are conducted in Malaysia and Asian region. The Companys operations are subject to various political, economic, and other risks and uncertainties inherent in Malaysia. Among other risks, the Companys operations are subject to the risks of restrictions on transfer of funds; export duties, quotas, and embargoes; domestic and international customs and tariffs; changing taxation policies; foreign exchange restrictions; and political conditions and governmental regulations in Malaysia. |
RELATED PARTIES TRANSACTIONS
RELATED PARTIES TRANSACTIONS | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
NOTE 15 - RELATED PARTIES TRANSACTIONS | As of December 31, 2017 As of December 31, 2016 Transaction with company in which a shareholder has substantial financial interest Sales $ - $ 742 Purchases - - Advances received 1,113,664 1,260,299 Repayment of advances 830,011 545,772 These transactions are carried out at the commercial term in the normal course of business. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
NOTE 16 - COMMITMENTS AND CONTINGENCIES | (a) Capital commitment As of December 31, 2017, the Company does not have any significant capital commitments. (b) Operating lease commitment As of December 31, 2017, the Company has no significant future minimum rental payments due under various operating leases in the next twelve months. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
NOTE 17 - SUBSEQUENT EVENTS | In accordance with ASC Topic 855, Subsequent Events |
SUMMARY OF SIGNIFICANT ACCOUN24
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Summary Of Significant Accounting Policies Policies | |
Basis of presentation | These accompanying consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (US GAAP). |
Use of estimates | In preparing these consolidated financial statements, management makes estimates and assumptions that affect the reported amounts of assets and liabilities in the balance sheets and revenues and expenses during the years reported. Actual results may differ from these estimates. |
Basis of consolidation | The consolidated financial statements include the accounts of Talk Focus and its subsidiaries. All significant inter-company balances and transactions between the Company and its subsidiaries have been eliminated upon consolidation. During the year, the Company has acquired for 49% remaining equity interests in Tronexus Global Sdn. Bhd. comprising 490 ordinary shares of MYR 1 each. |
Cash and cash equivalents | Cash and cash equivalents represent cash on hand, demand deposits placed with banks or other financial institutions and all highly liquid investments with an original maturity of three months or less as of the purchase date of such investments. |
Accounts receivable | Accounts receivable are recorded at the invoiced amount and do not bear interest. The Company extends unsecured credit to its customers in the ordinary course of business but mitigates the associated risks by performing credit checks and actively pursuing past due accounts. An allowance for doubtful accounts is established and determined based on managements assessment of known requirements, aging of receivables, payment history, the customers current credit worthiness and the economic environment. The Company considers the allowance for doubtful accounts for any estimated losses resulting from the inability of its customers to make required payments. For the receivables that are past due or not being paid according to payment terms, the appropriate actions are taken to exhaust all means of collection, including seeking legal resolution in a court of law. Account balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. The Company does not have any off-balance-sheet credit exposure related to its customers. |
Property, plant and equipment | Property and 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: Categories Expected useful life Furniture and fittings 5 years Hostel, shop and office equipment 5 years Computer software and equipment 5 years Motor vehicles 5 years Signboard 10 years Renovation 5 years Expenditure for maintenance and repairs is expensed as incurred. The gain or loss on the disposal of property, plant and equipment is the difference between the net sales proceeds and the carrying amount of the relevant assets and is recognized in the statement of operations. |
Impairment of long-lived assets | Long-lived assets primarily include goodwill and property, plant and equipment. In accordance with the provision of ASC Topic 360, Impairment or Disposal of Long-Lived Assets |
Finance leases | Leases that transfer substantially all the rewards and risks of ownership to the lessee, other than legal title, are accounted for as finance leases. Substantially all of the risks or benefits of ownership are deemed to have been transferred if any one of the four criteria is met: (i) transfer of ownership to the lessee at the end of the lease term, (ii) the lease containing a bargain purchase option, (iii) the lease term exceeding 75% of the estimated economic life of the leased asset, (iv) the present value of the minimum lease payments exceeding 90% of the fair value. At the inception of a finance lease, the Company as the lessee records an asset and an obligation at an amount equal to the present value of the minimum lease payments. The leased asset is amortized over the shorter of the lease term or its estimated useful life if title does not transfer to the Company, while the leased asset is depreciated in accordance with the Companys depreciation policy if the title is to eventually transfer to the Company. The periodic rent payments made during the lease term are allocated between a reduction in the obligation and interest element using the effective interest method in accordance with the provisions of ASC Topic 835-30, Imputation of Interest |
Revenue recognition | The Company recognizes its revenue in accordance with ASC Topic 605, Revenue Recognition Prepaid telecom revenues are collected by its distributors and/or resellers through the sale of our branded prepaid or reload cards, which are sold in a form of SIM/reload cards to its final customers through its distributors and/or resellers. The sale of SIM, prepaid or reload cards is recognized as revenue when the products are delivered to its distributors and/or resellers, based upon their request. Prepaid cards will expire two years after the date of card production if they have never been activated. The proceeds from the expired cards are recognized as revenue upon expiration of cards. |
Cost of revenues | Cost of revenue consists primarily of cost of SIM and prepaid/reload cards, telecommunication services and traffic charges which are directly attributable to the delivery of telecom service upon the activation of prepaid and/or reload cards. |
Comprehensive income | ASC Topic 220, Comprehensive Income |
Non-controlling interests | Non-controlling interests represent the equity interest in the capital contributions, income and loss of less than wholly-owned and consolidated entities that is not attributable to the Company. |
Income tax expense | Income taxes are 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 conducts major businesses in Malaysia and Indonesia and is subject to tax in their own jurisdictions. As a result of its business activities, the Company will file separate tax returns that are subject to examination by the local and foreign tax authorities. |
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 functional currency of the Company is the United States Dollars (US$) and the accompanying financial statements have been expressed in US$. In addition, the Company maintains its books and record in a local currency, Malaysian Ringgit (MYR or RM), which is functional currency as being the primary currency of the economic environment in which the entity operates. In general, for consolidation purposes, assets and liabilities of its subsidiaries whose functional currency is not US$ are translated into US$, in accordance with ASC Topic 830-30, Translation of Financial Statement Translation of amounts from the local currency of the Company into US$1 has been made at the following exchange rates for the respective years: As of and for the year ended December 31, 2017 2016 Year-end MYR : US$1 exchange rate 4.0620 4.4860 Yearly average MYR : US$1 exchange rate 4.2812 4.1450 |
Retirement plan costs | Contributions to retirement schemes (which are defined contribution plans) are charged to general and administrative expenses in the statements of operation and comprehensive loss as and when the related employee service is provided. |
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. |
Segment reporting | ASC Topic 280, Segment Reporting |
Fair value of financial instruments | The carrying value of the Companys financial instruments (excluding obligation under finance lease): cash and cash equivalents, time deposits, accounts receivable, deposits and other receivables, amount due to related parties and other payables approximate at their fair values because of the short-term nature of these financial instruments. Management believes, based on the current market prices or interest rates for similar debt instruments, the fair value of its obligation under finance lease approximates the carrying amount. The Company also follows the guidance of the ASC Topic 820-10, Fair Value Measurements and Disclosures · Level 1 · Level 2 · Level 3 As of December 31, 2017 and 2016, the Company did not have any nonfinancial assets and liabilities that are recognized or disclosed at fair value in the financial statements, at least annually, on a recurring basis, nor did the Company have any assets or liabilities measured at fair value on a non-recurring basis. |
Recent accounting pronouncements | The Company has reviewed all recently issued, but not yet effective, accounting pronouncements and does not believe the future adoption of any such pronouncements may be expected to cause a material impact on its financial condition or the results of its operations. In May 2014, the FASB issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers (ASU 2014-09). ASU 2014-09 supersedes the revenue recognition requirements in Revenue Recognition (Topic 605), and requires entities to recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services. ASU 2014-09 is effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. Early adoption is not permitted. In August 2015, the FASB issued an Accounting Standards Update to defer by one year the effective dates of its new revenue recognition standard until annual reporting periods beginning after December 15, 2017 (2018 for calendar-year public entities) and interim periods therein. Management is currently assessing the impact of the adoption of ASU 2014-09 and has not determined the effect of the standard on our ongoing financial reporting. In February 2016, the Financial Accounting Standards Board (the FASB) issued Accounting Standards Update (ASU) No. 2016-02, Leases (Topic 842). Under the new guidance, lessees will be required recognize the following for all leases (with the exception of short-term leases) at the commencement date: 1) A lease liability, which is a lessees obligation to make lease payments arising from a lease, measured on a discounted basis; and 2) A right-of-use asset, which is an asset that represents the lessees right to use, or control the use of, a specified asset for the lease term. The new lease guidance simplified the accounting for sale and leaseback transactions primarily because lessees must recognize lease assets and lease liabilities. Lessees will no longer be provided with a source of off-balance sheet financing. The amendments in this ASU are effective for fiscal years beginning after December 15, 2019, including interim periods within those years. The Company is evaluating this ASU and has not determined the effect of this standard on its ongoing financial reporting. The Company has reviewed all recently issued, but not yet effective, accounting pronouncements and does not believe the future adoption of any such pronouncements may be expected to cause a material impact on its financial condition or the results of its operations. |
SUMMARY OF SIGNIFICANT ACCOUN25
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Summary Of Significant Accounting Policies Tables | |
Property, plant and equipment | Categories Expected useful life Furniture and fittings 5 years Hostel, shop and office equipment 5 years Computer software and equipment 5 years Motor vehicles 5 years Signboard 10 years Renovation 5 years |
Foreign currencies translation | As of and for the year ended December 31, 2017 2016 Year-end MYR : US$1 exchange rate 4.0620 4.4860 Yearly average MYR : US$1 exchange rate 4.2812 4.1450 |
ACCOUNT RECEIVABLES, NET (Table
ACCOUNT RECEIVABLES, NET (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Account Receivables Net Tables | |
ACCOUNT RECEIVABLES, NET | As of December 31, 2017 2016 Trade Receivables due from: Third parties $ 88,911 $ 78,010 Related parties - 109,214 $ 88,911 $ 187,224 |
INVENTORIES (Tables)
INVENTORIES (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Inventories Tables | |
INVENTORIES | As of December 31, 2017 2016 Trading goods $ 162,522 $ 180,027 |
PROPERTY, PLANT AND EQUIPMENT28
PROPERTY, PLANT AND EQUIPMENT, NET (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Property Plant And Equipment Net Tables | |
Property, plant and equipment | As of December 31, 2017 2016 Furniture and fittings $ 76,817 $ 75,734 Hostel, shop and office equipment 38,482 34,259 Computer software and equipment 802,123 797,896 Motor vehicles 119,766 119,766 Signboard 8,624 8,512 Renovation 64,479 55,866 1,110,291 1,092,033 Less: accumulated depreciation (881,342 ) (752,37 ) Less: foreign translation difference 28,869 (12,126 ) Property, plant and equipment, net $ 257,818 $ 327,531 |
OBLIGATION UNDER FINANCE LEASE
OBLIGATION UNDER FINANCE LEASE (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Obligation Under Finance Lease Tables | |
Obligation under finance lease | As of December 31, 2017 2016 Finance lease $ 27,532 $ 42,303 Less: interest expense (1,051 ) (2,652 ) Net present value of finance lease $ 26,481 $ 39,651 Current portion $ 17,729 $ 15,790 Non-current portion 8,752 23,861 Total $ 26,481 $ 39,651 |
Maturities of the finance lease | Years ending December 31: 2018 $ 17,729 2019 8,752 2020 - Total $ 26,481 |
OTHER PAYABLES AND ACCRUED LI30
OTHER PAYABLES AND ACCRUED LIABILITIES (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Other Payables And Accrued Liabilities Tables | |
OTHER PAYABLES AND ACCRUED LIABILITIES | As of December 31, 2017 2016 Other payables $ 116,325 $ 110,607 Accrued liabilities 113,734 90,114 Deferred incomes 676,975 519,279 $ 907,034 $ 720,000 |
INCOME TAX (Tables)
INCOME TAX (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Tables | |
Schedule of provision for income tax | Years ended December 31, 2017 2016 Current $ 417 $ - Deferred - - $ 417 $ - |
A reconciliation of income taxes | Years ended December 31, 2017 2016 Loss before income taxes $ (1,220,271 ) $ (908,599 ) Statutory income tax rate 24 % 24 % Income tax at statutory tax rate (292,865 ) (218,064 ) Non-deductible expenses 149,108 179,134 Net operating loss carryforward 143,757 38,930 Under provision in prior year 417 - Income tax expense $ 417 $ - |
Schedule of deferred tax assets | As at December 31, 2017 2016 Unabsorbed capital allowances $ 182,915 $ 815,471 Unabsorbed loss carryforward 7,965,140 7,609,541 8,148,055 8,425,012 Less: valuation allowance (8,148,055 ) (8,425,012 ) $ - $ - |
CONCENTRATIONS OF RISK (Tables)
CONCENTRATIONS OF RISK (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Concentrations Of Risk Tables | |
CONCENTRATIONS OF RISK | For the years ended December 31, 2017 and 2016, the vendor who accounted for 10% or more of the Companys purchases is presented as follows: Year ended December 31, 2017 December 31, 2017 Purchase Percentage of purchase Trade accounts payable Vendor A $ 961,752 96 % $ 246,376 Year ended December 31, 2016 December 31, 2016 Purchase Percentage of purchase Trade accounts payable Vendor A $ 715,280 96 % $ 155,156 |
RELATED PARTIES TRANSACTIONS (T
RELATED PARTIES TRANSACTIONS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Related Parties Transactions Tables | |
RELATED PARTIES TRANSACTIONS | As of December 31, 2017 As of December 31, 2016 Transaction with company in which a shareholder has substantial financial interest Sales $ - $ 742 Purchases - - Advances received 1,113,664 1,260,299 Repayment of advances 830,011 545,772 |
ORGANIZATION AND BUSINESS BAC34
ORGANIZATION AND BUSINESS BACKGROUND (Details Narrative) - $ / shares | 1 Months Ended | ||
Jan. 26, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Common stock per share | $ 0.001 | $ 0.001 | |
Share Exchange Agreement [Member] | Talk Focus [Member] | |||
Capital stock acquired | 6,401,500 | ||
Restricted common stock issued | 3,329,385 | ||
Common stock per share | $ 0.25 | ||
Business background description | 64.015% in the equity shares of Talk Focus (the Reverse Merger) from Eric Yap, the director of TRON Group Inc. Upon completion of the Share Exchange Transaction, the Companys major shareholder, Eric Yap, also the prior shareholder of Talk Focus then owned approximately 51.05% of the Common Stock of TGRP. |
GOING CONCERN UNCERTAINTY (Deta
GOING CONCERN UNCERTAINTY (Details Narrative) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Going Concern Uncertainty Details Narrative | |||
Net loss | $ (1,220,688) | $ (908,599) | |
Working capital deficit | 9,210,527 | ||
Stockholders' deficit | $ (8,961,461) | $ (6,952,561) | $ (6,389,455) |
SUMMARY OF SIGNIFICANT ACCOUN36
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) | 12 Months Ended |
Dec. 31, 2017 | |
Furniture and fittings [Member] | |
Expected useful life | 5 years |
Hostel shop and office equipment [Member] | |
Expected useful life | 5 years |
Computer software and equipment [Member] | |
Expected useful life | 5 years |
Motor vehicles [Member] | |
Expected useful life | 5 years |
Signboard [Member] | |
Expected useful life | 10 years |
Renovation [Member] | |
Expected useful life | 5 years |
SUMMARY OF SIGNIFICANT ACCOUN37
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 1) - MYR : US$1 [Member] | Dec. 31, 2017 | Dec. 31, 2016 |
Year-end exchange rate | 4.0620 | |
Yearly average exchange rate | 4.2812 | |
Year-end exchange rate | 4.4860 | |
Yearly average exchange rate | 4.1450 |
SUMMARY OF SIGNIFICANT ACCOUN38
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) | 12 Months Ended |
Dec. 31, 2017 | |
Finance leases description | (i) transfer of ownership to the lessee at the end of the lease term, (ii) the lease containing a bargain purchase option, (iii) the lease term exceeding 75% of the estimated economic life of the leased asset, (iv) the present value of the minimum lease payments exceeding 90% of the fair value. |
Tronexus Global [Member] | |
Remaining equity interests acquired | 49.00% |
ACCOUNT RECEIVABLES, NET (Detai
ACCOUNT RECEIVABLES, NET (Details) - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Trade Receivables due from | $ 88,911 | $ 187,224 |
Related parties [Member] | ||
Trade Receivables due from | 109,214 | |
Third parties [Member] | ||
Trade Receivables due from | $ 88,911 | $ 78,010 |
ACCOUNT RECEIVABLES, NET (Det40
ACCOUNT RECEIVABLES, NET (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Account Receivables Net Details Narrative | ||
Impairment loss on trade receivables | $ 121,320 |
INVENTORIES (Details)
INVENTORIES (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Inventories Details | ||
Trading goods | $ 162,522 | $ 180,027 |
INVENTORIES (Details Narrative)
INVENTORIES (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Inventories Details Narrative | ||
Impairment loss on moving inventories | $ 62,304 |
PROPERTY, PLANT AND EQUIPMENT43
PROPERTY, PLANT AND EQUIPMENT, NET (Details) - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Property Plant And Equipment Net Details | ||
Furniture and fittings | $ 76,817 | $ 75,734 |
Hostel, shop and office equipment | 38,482 | 34,259 |
Computer software and equipment | 802,123 | 797,896 |
Motor vehicles | 119,766 | 119,766 |
Signboard | 8,624 | 8,512 |
Renovation | 64,479 | 55,866 |
Total Property, plant and equipment | 1,110,291 | 1,092,033 |
Less: accumulated depreciation | (881,342) | (75,237) |
Less: foreign translation difference | 28,869 | (12,126) |
Property, plant and equipment, net | $ 257,818 | $ 327,531 |
PROPERTY, PLANT AND EQUIPMENT44
PROPERTY, PLANT AND EQUIPMENT, NET (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Property Plant And Equipment Net Details Narrative | ||
Depreciation expense | $ 117,212 | $ 216,097 |
Finance lease carrying value | $ 85,356 | $ 109,571 |
OBLIGATION UNDER FINANCE LEAS45
OBLIGATION UNDER FINANCE LEASE (Details) - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Obligation Under Finance Lease Details | ||
Finance lease | $ 27,532 | $ 42,303 |
Less: interest expense | (1,051) | (2,652) |
Net present value of finance lease | 26,481 | 39,651 |
Current portion | 17,729 | 15,790 |
Non-current portion | 8,752 | 23,861 |
Total | $ 26,481 | $ 39,651 |
OBLIGATION UNDER FINANCE LEAS46
OBLIGATION UNDER FINANCE LEASE (Details 1) | Dec. 31, 2017USD ($) |
Obligation Under Finance Lease Details 1 | |
2,018 | $ 17,729 |
2,019 | 8,752 |
2,020 | |
Total | $ 26,481 |
OBLIGATION UNDER FINANCE LEAS47
OBLIGATION UNDER FINANCE LEASE (Details Narrative) | Dec. 31, 2017 | Dec. 31, 2016 |
Minimum [Member] | ||
Interest rate | 2.74% | 2.74% |
Maximum [Member] | ||
Interest rate | 3.30% | 3.30% |
OTHER PAYABLES AND ACCRUED LI48
OTHER PAYABLES AND ACCRUED LIABILITIES (Details) - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Other Payables And Accrued Liabilities Details | ||
Other payables | $ 116,325 | $ 110,607 |
Accrued liabilities | 113,734 | 90,114 |
Deferred incomes | 676,975 | 519,279 |
Total payables and accrued liabilities | $ 907,034 | $ 720,000 |
STOCKHOLDERS_ EQUITY (Details N
STOCKHOLDERS’ EQUITY (Details Narrative) - $ / shares | Dec. 31, 2017 | Dec. 31, 2016 |
Stockholders Equity Details Narrative | ||
Common stock, shares issued | 163,329,385 | 3,329,385 |
Common stock, shares outstanding | 163,329,385 | 3,329,385 |
Common stock, par value | $ 0.001 | $ 0.001 |
NCOME TAX EXPENSE (Details)
NCOME TAX EXPENSE (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Ncome Tax Expense Details | ||
Current | $ 417 | |
Deferred | ||
Provision for income taxes | $ 417 |
INCOME TAX EXPENSE (Details 1)
INCOME TAX EXPENSE (Details 1) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Income Tax Expense Details 1 | ||
Loss before income taxes | $ (1,220,271) | $ (908,599) |
Statutory income tax rate | 24.00% | 24.00% |
Income tax at statutory tax rate | $ (292,865) | $ (218,064) |
Non-deductible expenses | 149,108 | 179,134 |
Net operating loss carryforward | 143,757 | 38,930 |
Under provision in prior year | 417 | |
Income tax expense | $ 417 |
INCOME TAX EXPENSE (Details 2)
INCOME TAX EXPENSE (Details 2) - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Income Tax Expense Details 2 | ||
Unabsorbed capital allowances | $ 182,915 | $ 815,471 |
Unabsorbed loss carryforward | 7,965,140 | 7,609,541 |
Gross deferred tax asset | 8,148,055 | 8,425,012 |
Less: valuation allowance | (8,148,055) | (8,425,012) |
Net deferred tax asset |
INCOME TAX EXPENSE (Details Nar
INCOME TAX EXPENSE (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Capital allowances | $ 182,915 | $ 815,471 |
Unabsorbed tax losses | $ 7,965,140 | |
Not more than RM2.5 million [Member] | ||
Progressive income tax rate | 18.00% | 19.00% |
More than RM2.5 million [Member] | ||
Progressive income tax rate | 24.00% | 24.00% |
More than RM2.5 million 1 [Member] | ||
Progressive income tax rate | 18.00% | 19.00% |
PENSION PLAN (Details Narrative
PENSION PLAN (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Pension Plan Details Narrative | ||
Total contributions in pension scheme | $ 59,753 | $ 70,085 |
CONCENTRATIONS OF RISK (Details
CONCENTRATIONS OF RISK (Details) - Vendor A [Member] - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Purchase | $ 961,752 | $ 715,280 |
Percentage of purchase | 96.00% | 96.00% |
Trade accounts payable | $ 246,376 | $ 155,156 |
CONCENTRATIONS OF RISK (Detai56
CONCENTRATIONS OF RISK (Details Narrative) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Major customers [Member] | ||
Concentrations of risk percentage | 10.00% | 10.00% |
Major vendors [Member] | ||
Concentrations of risk percentage | 10.00% | 10.00% |
RELATED PARTIES TRANSACTIONS (D
RELATED PARTIES TRANSACTIONS (Details) - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Related Parties Transactions Details | ||
Sales | $ 742 | |
Purchases | ||
Advances received | 1,113,664 | 1,260,299 |
Repayment of advances | $ 830,011 | $ 545,772 |