Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2018 | Oct. 30, 2018 | |
Document And Entity Information | ||
Entity Registrant Name | Cosmos Group Holdings Inc. | |
Entity Central Index Key | 1,706,509 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2018 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Is Entity's Reporting Status Current? | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding | 21,492,933 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2,018 | |
Entity Small Business | true | |
Entity Emerging Growth | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) | Sep. 30, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 6,096 | $ 99,583 |
Accounts receivable | 56,087 | 0 |
Purchase deposits | 0 | 194,852 |
Deposit and prepayment | 0 | 75,813 |
Amount due from a director | 87,885 | 0 |
Total current assets | 150,068 | 370,248 |
Non-current assets: | ||
Property, plant and equipment, net | 88,687 | 103,563 |
TOTAL ASSETS | 238,755 | 473,811 |
Current liabilities: | ||
Accounts payable and accrued liabilities | 75,197 | 33,958 |
Amount due to a director | 0 | 378,256 |
Amounts due to related parties | 212,052 | 98,669 |
Current portion of obligation under finance lease | 20,000 | 20,000 |
Income tax payable | 15,393 | 14,503 |
Total current liabilities | 322,642 | 545,386 |
Non-current liabilities: | ||
Deferred tax liabilities | 12,999 | 12,999 |
Obligation under finance leases | 13,333 | 28,333 |
Total non-current liabilities | 26,332 | 41,332 |
TOTAL LIABILITIES | 348,974 | 586,718 |
Commitments and contingencies | ||
Stockholders' deficit: | ||
Preferred stock, $0.001 par value; 30,000,000 shares authorized; no preferred stock issued | 0 | 0 |
Common stock, $0.001 par value; 2,000,000,000 shares authorized; 21,492,933 shares issued and outstanding as of September 30, 2018 and December 31, 2017 | 21,492 | 21,492 |
Accumulated other comprehensive loss | 0 | (5,294) |
Accumulated deficit | (131,711) | (129,105) |
Total stockholders' deficit | (110,219) | (112,907) |
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT | $ 238,755 | $ 473,811 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2018 | Dec. 31, 2017 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ .001 | $ .001 |
Preferred stock, shares authorized | 30,000,000 | 30,000,000 |
Preferred stock, shares issued | 0 | 0 |
Common stock, par value | $ .001 | $ .001 |
Common stock, shares authorized | 2,000,000,000 | 2,000,000,000 |
Common stock, shares issued | 21,492,933 | 21,492,933 |
Common stock, shares outstanding | 21,492,933 | 21,492,933 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Income Statement [Abstract] | ||||
REVENUE | $ 203,231 | $ 292,944 | $ 562,104 | $ 572,326 |
COST OF REVENUE | (140,746) | (180,618) | (483,027) | (381,598) |
GROSS PROFIT | 62,485 | 112,326 | 79,077 | 190,728 |
OPERATING EXPENSES | ||||
General and administrative | 274,256 | (63,100) | (198,312) | (189,937) |
Total operating expenses | 274,256 | (63,100) | (198,312) | (189,937) |
INCOME (LOSS) FROM OPERATIONS | 336,741 | 49,226 | (119,235) | 791 |
Other (expense) income: | ||||
Gain from the sale of subsidiaries | 559,299 | 0 | 559,299 | 0 |
Interest income | (12) | 0 | 4 | 0 |
Interest expense | (563) | (563) | (1,688) | (1,688) |
Sundry income | (100) | 1 | 0 | 143 |
Total other income (expense) | 558,624 | (562) | 557,615 | (1,545) |
INCOME (LOSS) BEFORE INCOME TAXES | 895,365 | 48,664 | 438,380 | (754) |
Income tax expense | (890) | (7,792) | (890) | (8,054) |
Income (loss) from continuing operation | 894,475 | 40,872 | 437,490 | (8,808) |
Loss from discontinued operations, net of tax | (440,096) | 0 | (440,096) | 0 |
NET INCOME (LOSS) | 454,379 | 40,872 | (2,606) | (8,808) |
Other comprehensive income: | ||||
- Foreign currency translation income (loss) | (1,986) | 0 | 5,294 | 0 |
COMPREHENSIVE INCOME LOSS | $ 452,393 | $ 40,872 | $ 2,688 | $ (8,808) |
Net loss per share - Basic and diluted, continuing operation | $ 0.04 | $ 0 | $ 0.02 | $ 0 |
Net loss per share - Basic and diluted, discontinued operation | (0.02) | (0.02) | ||
Net loss per share - Basic and diluted | $ 0.02 | $ 0 | $ 0 | $ 0 |
Weighted average common shares outstanding - Basic and diluted | 21,492,933 | 21,492,933 | 21,492,933 | 16,420,386 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Cash flows from operating activities: | ||
Net loss | $ (2,606) | $ (8,808) |
Adjustments to reconcile net income to net cash used in operating activities | ||
Depreciation of property, plant and equipment | 14,876 | 14,876 |
Gain from the sale of subsidiaries | (559,299) | 0 |
Change in operating assets and liabilities: | ||
Accounts receivable | (56,087) | 8,104 |
Accounts payable and accrued liabilities | 42,546 | 61,597 |
Income tax payable | 890 | 7,734 |
Deferred tax liabilities | 0 | 321 |
Net cash used in operating activities from discontinued operations | (93,337) | 0 |
Net cash (used in) provided by operating activities | (653,017) | 83,824 |
Cash flows from investing activities | ||
Net cash used in investing activities from discontinued operation | (113,947) | 0 |
Net cash used in investing activities | (113,947) | 0 |
Cash flows from financing activities: | ||
Advance from (repayment to) related parties | 711,147 | (49,786) |
Repayment of finance lease | (15,000) | (15,424) |
Net cash used in financing activities from discontinued operation | (22,801) | 0 |
Net cash provided by (used in) financing activities | 673,346 | (65,210) |
Foreign currency translation adjustment | 131 | 0 |
NET CHANGE IN CASH AND CASH EQUIVALENTS | (93,487) | 18,614 |
BEGINNING OF PERIOD | 99,583 | 1,581 |
END OF PERIOD | 6,096 | 20,195 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ||
Cash paid for interest | 1,688 | 1,688 |
Cash paid for tax | $ 0 | $ 0 |
Condensed Consolidated Statem_3
Condensed Consolidated Statement of Changes in Stockholders' Equity (Deficit) (Unaudited) - USD ($) | Common Stock | Accumulated Other Comprehensive Income / Loss | Retained Earnings / Accumulated Deficit | Total |
Beginning balance, shares at Dec. 31, 2016 | 10,961,147 | |||
Beginning balance, value at Dec. 31, 2016 | $ 10,961 | $ 0 | $ 24,430 | $ 35,391 |
Shares issued for acquisition of legal acquirer, shares | 10,531,298 | |||
Shares issued for acquisition of legal acquirer, value | $ 10,531 | (25,508) | (14,977) | |
Fractional shares from reverse split | 488 | |||
Net loss | (8,808) | (8,808) | ||
Ending balance, shares at Sep. 30, 2017 | 21,492,933 | |||
Ending balance, value at Sep. 30, 2017 | $ 21,492 | 0 | (9,886) | 11,606 |
Beginning balance, shares at Dec. 31, 2016 | 10,961,147 | |||
Beginning balance, value at Dec. 31, 2016 | $ 10,961 | 0 | 24,430 | 35,391 |
Shares issued for acquisition of legal acquirer, shares | 10,531,298 | |||
Shares issued for acquisition of legal acquirer, value | $ 10,531 | (25,893) | (15,362) | |
Fractional shares from reverse split | 488 | |||
Foreign currency translation adjustment | (5,294) | (5,294) | ||
Net loss | (127,642) | (124,642) | ||
Ending balance, shares at Dec. 31, 2017 | 21,492,933 | |||
Ending balance, value at Dec. 31, 2017 | $ 21,492 | (5,294) | (129,105) | (112,907) |
Foreign currency translation adjustment | 5,294 | 5,294 | ||
Net loss | (2,606) | (2,606) | ||
Ending balance, shares at Sep. 30, 2018 | 21,482,933 | |||
Ending balance, value at Sep. 30, 2018 | $ 21,492 | $ 0 | $ (131,711) | $ (110,219) |
1. Basis of Presentation
1. Basis of Presentation | 9 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation | NOTE — 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 December 31, 2017 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, 2018 are not necessarily indicative of the results to be expected for the entire fiscal year ending December 31, 2018 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 for the year ended December 31, 2017. |
2. Organization and Business Ba
2. Organization and Business Background | 9 Months Ended |
Sep. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Business Background | NOTE—2 ORGANIZATION AND BUSINESS BACKGROUND Cosmos Group Holdings Inc. (the “Company” or “COSG”) incorporated in the state of Nevada on August 14, 1987. The Company, through its subsidiaries, mainly engages in the provision of truckload transportation service in Hong Kong, in which the Company utilizes its owned trucks or independent contractor owned trucks for the pickup, delivery of freight from port to the designated destination, upon the customers’ request. From the first quarter of 2018, the Company actively anticipated a loyalty membership program which offered the members purchasing goods or services with a discounted price. Such service or goods could be variable and the market we have anticipated in the first quarter is motor vehicles market in the People’s Republic of China. On September 17, 2018, the Company entered into the Agreement for Sale and Purchase of Shares in COSG International Holdings Limited, a British Virgin Islands limited liability company (“COSG International”), and sold the China operation to Lilun Gan, an unaffiliated third party, for cash consideration of Ten Thousand Dollars (US$10,000). The sale was consummated on September 30, 2018. Description of subsidiaries Name Place of incorporation Principal activities Particulars of issued/ Effective interest Lee Tat International Holdings Limited British Virgin Investment holding 50,000 shares at US$1 each 100% Lee Tat Transportation International Limited Hong Kong Logistic and delivery 10,000 ordinary shares for HK$10,000 100% COSG and its subsidiaries are hereinafter referred to as (the “Company”). |
3. Summary of Significant Accou
3. Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | NOTE — The accompanying 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 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 condensed consolidated financial statements include the financial statements of COSG 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. · Accounts receivable Accounts receivable are recorded at the invoiced amount and do not bear interest, which are due within contractual payment terms, generally 30 to 90 days from completion of service. Credit is extended based on evaluation of a customer's financial condition, the customer credit-worthiness and their payment history. Accounts receivable outstanding longer than the contractual payment terms are considered past due. Past due balances over 90 days and over a specified amount are reviewed individually for collectibility. At the end of fiscal year, the Company specifically evaluates individual customer’s financial condition, credit history, and the current economic conditions to monitor the progress of the collection of accounts receivables. The Company will consider 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. As of September 30, 2018, there was no allowance for doubtful accounts. · Property, plant and equipment Property, 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 life Service vehicle 8 years Expenditure for repairs and maintenance is expensed as incurred. When assets have 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, 2018 and 2017 were $4,959 and $4,959, respectively. Depreciation expense for the nine months ended September 30, 2018 and 2017 were $14,876 and $14,876, respectively. · Impairment of long-lived assets In accordance with the provisions of ASC Topic 360, “ Impairment or Disposal of Long-Lived Assets · Revenue recognition ASC Topic 606, “ Revenue from Contracts with Customers Revenues are recognized when control of the promised goods or services are transferred to a customer, in an amount that reflects the consideration that the Company expects to receive in exchange for those goods or services. The Company derives its revenues from the rendering of transportation services and recognizes in full upon completion of delivery to the receiver’s location. 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. · Comprehensive income ASC Topic 220, “ Comprehensive Income · Income taxes Income taxes are determined in accordance with the provisions of ASC Topic 740, “Income Taxes” (“ASC 740”). Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are measured using enacted income tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Any effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. 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. For the three and nine months ended September 30, 2018 and 2017, the Company did not have any interest and penalties associated with tax positions. As of September 30, 2018, the Company did not have any significant unrecognized uncertain tax positions. The Company conducts the majority of its businesses in Hong Kong and is subject to tax in this jurisdiction. As a result of its business activities, the Company files tax returns that are subject to examination by a foreign tax authority. · 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 Company’s 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 · 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 the United States Dollar ("US$"). The Company's subsidiaries in Hong Kong maintain their books and records in their local currency, Hong Kong Dollars ("HK$"), which is the functional currency as being the primary currency of the economic environment in which these entities operate. In general, for consolidation purposes, assets and liabilities of its subsidiaries whose functional currency is not the US$ 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 year: September 30, 2018 September 30, 2017 Period-end HK$:US$1 exchange rate 7.80 7.80 Average period HK$:US$1 exchange rate 7.80 7.80 · 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 operational 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 Company’s financial instruments (excluding obligation under finance lease): cash and cash equivalents, accounts receivable, amount due from a director, accounts payable and accrued liabilities, income tax payable, amounts due to related parties 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 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 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 February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Updates (“ASU”) No. 2016-02, Leases Leases (Topic 842): Targeted Improvements In June 2016, the FASB issued ASU No. 2016-13, Credit Losses, Measurement of Credit Losses on Financial Instruments In March 2017, the FASB issued ASU No. 2017-08, Receivables—Nonrefundable Fees and Other Costs: Premium Amortization on Purchased Callable Debt Securities In February 2018, the FASB issued ASU No. 2018-02, Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income In June 2018, the FASB issued ASU No. 2018-07, Compensation - Stock Compensation: Improvements to Nonemployee Share-Based Payment Accounting In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement In August 2018, the FASB issued ASU No. 2018-14, Compensation - Retirement Benefits - Defined Benefit Plans - General Disclosure Framework - Changes to the Disclosure Requirements for Defined Benefit Plans In August 2018, the FASB issued ASU No. 2018-15, Intangibles - Goodwill and Other - Internal-Use Software Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract Recently Issued Financial Reporting Rules In August 2018, the SEC adopted the final rule under SEC Release 33-10532, Disclosure Update and Simplification Recently Adopted Accounting Pronouncements In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers In February 2017, the FASB issued No. ASU 2017-05, Other Income—Gains and Losses from the Derecognition of Nonfinancial Assets: Clarifying the Scope of Asset Derecognition Guidance and Accounting for Partial Sales of Nonfinancial Assets Revenue from Contracts with Customers In March 2016, the FASB issued ASU No. 2016-04, Liabilities-Extinguishment of Liabilities: Recognition of Breakage for Certain Prepaid Stored Value Products In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows - Classification of Certain Cash Receipts and Cash Payments In October 2016, the FASB issued ASU No. 2016-16, Income Taxes: Intra-Entity Transfers of Assets Other Than Inventory In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows - Restricted Cash In January 2017, the FASB issued ASU No. 2017-01, Business Combinations: Clarifying the Definition of a Business In February 2017, the FASB issued ASU No. 2017-07 , Compensation—Retirement Benefits: Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost In May 2017, the FASB issued ASU No. 2017-09, Compensation—Stock Compensation: Scope of Modification Accounting In July 2017, the FASB issued ASU No. 2017-11, I. Accounting for Certain Financial Instruments With Down Round Features and II. Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests With a Scope Exception 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. |
4. Going Concern Uncertainties
4. Going Concern Uncertainties | 9 Months Ended |
Sep. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Going Concern Uncertainties | NOTE — The accompanying 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 $2,606 and negative operating cash flows of $653,017 for the period ended September 30, 2018. Also, at September 30, 2018, the Company has incurred an accumulated deficit of $131,711. The continuation of the Company as a going concern through September 30, 2019 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. |
5. Disposal of Subsidiaries
5. Disposal of Subsidiaries | 9 Months Ended |
Sep. 30, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Disposal of Subsidiaries | NOTE—5 DISPOSAL OF SUBSIDIARIES On September 17, 2018, the Company entered into the Agreement for Sale and Purchase of Shares in COSG International Holdings Limited, a British Virgin Islands limited liability company (“COSG International”), and sold its China operation to Lilun Gan, an unaffiliated third party, for a consideration of US$10,000. September 30, 2018 December 31, 2017 (Unaudited) (Audited) Revenue from discontinued operation $ 1,746 $ – Loss from discontinued operation 440,096 – Total assets 10,656,594 374,226 Total liabilities $ 11,211,056 $ 497,441 The sale was consummated on September 30, 2018. As the result, the gain of $559,299 from the sale of subsidiaries was recorded. |
6. Amounts due to Related Parti
6. Amounts due to Related Parties | 9 Months Ended |
Sep. 30, 2018 | |
Related Party Transactions [Abstract] | |
Amounts due to Related Parties | NOTE — The amounts represented temporary advances to the Company by related parties, which were unsecured, interest-free and had no fixed terms of repayments. Imputed interest from related party loan is not significant. |
7. Obligations under Finance Le
7. Obligations under Finance Lease | 9 Months Ended |
Sep. 30, 2018 | |
Leases [Abstract] | |
Obligations under Finance Lease | NOTE — The Company purchased a service vehicle under a finance lease agreement with the effective interest rate of 2.25% per annum, due through May 29, 2020, with principal and interest payable monthly. The obligation under the finance lease is as follows: September 30, 2018 December 31, 2017 (Unaudited) (Audited) Finance lease $ 37,085 $ 50,584 Less: interest expense (3,752 ) (2,251 ) $ 33,333 $ 48,333 Current portion 20,000 20,000 Non-current portion 13,333 28,333 Total $ 33,333 $ 48,333 As of September 30, 2018, the maturities of the finance lease for each of the two years are as follows: Period ending September 30: 2019 $ 20,000 2020 13,333 Total: $ 33,333 |
8. Income Taxes
8. Income Taxes | 9 Months Ended |
Sep. 30, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | NOTE — United States of America COSG is registered in the State of Nevada and is subject to the tax laws of United States of America. As of September 30, 2018, the operation in the United States of America incurred $2,010,285 of cumulative net operating losses which can be carried forward to offset future taxable income. The net operating loss carryforwards begin to expire in 2038, if unutilized. The Company has provided for a full valuation allowance against the deferred tax assets of $422,160 on the expected future tax benefits from the net operating loss carryforwards as the management believes it is more likely than not that these assets will not be realized in the future. Hong Kong The Company’s subsidiaries operating in Hong Kong are subject to the Hong Kong Profits Tax at a standard income tax rate of 16.5% on the assessable income arising in Hong Kong during its tax year. The reconciliation of income tax rate to the effective income tax rate for the nine months ended September 30, 2018 and 2017 is as follows: Nine Months ended September 30, 2018 2017 Income before income taxes $ 5,568 $ 79,154 Statutory income tax rate 16.5% 16.5% Income tax expense at statutory rate 918 13,060 Tax effect from non-deductible items 2,560 2,454 Tax effect from deductible items (2,588 ) (2,854 ) Tax loss carryforwards – (4,927 ) Income tax expense $ 890 $ 7,733 |
9. Stockholders' Deficit
9. Stockholders' Deficit | 9 Months Ended |
Sep. 30, 2018 | |
Equity [Abstract] | |
Stockholders' Deficit | NOTE — As of September 30, 2018, the Company had a total of 21,492,933 shares of its common stock issued and outstanding. |
10. Related Party Transactions
10. Related Party Transactions | 9 Months Ended |
Sep. 30, 2018 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | NOTE — 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. Apart from the transactions and balances detailed elsewhere in these accompanying financial statements, the Company has no other significant or material related party transactions during the periods presented. |
11. Concentrations of Risk
11. Concentrations of Risk | 9 Months Ended |
Sep. 30, 2018 | |
Risks and Uncertainties [Abstract] | |
Concentrations of Risk | NOTE — The Company is exposed to the following concentrations of risk: (a) Major customer For the three months ended September 30, 2018 and 2017, the customers who accounts for 10% or more of the Company’s revenues and its outstanding receivable balances as at year-end dates, are presented as follows: Three Months ended September 30, 2018 September 30, 2018 Customers Revenues Percentage Accounts Customer B $ 73,393 36% $ 23,077 Customer A 73,240 36% – Total: $ 146,633 72% Total: $ 23,077 Three Months ended September 30, 2017 September 30, 2017 Customers Revenues Percentage Accounts Customer A $ 78,603 27% $ – Customer B 86,205 29% – Total: $ 164,808 56% Total: $ – For the nine months ended September 30, 2018 and 2017, the customers who accounts for 10% or more of the Company’s revenues and its outstanding receivable balances as at year-end dates, are presented as follows: Nine Months ended September 30, 2018 September 30, 2018 Customers Revenues Percentage Accounts Customer B $ 271,047 48% $ 23,077 Customer A 200,061 36% – Total: $ 471,108 84% Total: $ 23,077 Nine Months ended September 30, 2017 September 30, 2017 Customers Revenues Percentage Accounts Customer A $ 218,075 38% $ – Customer B 143,507 25% – Total: $ 361,582 63% Total: $ – All customers are located in Hong Kong. (b) Major vendors For the three and nine months ended September 30, 2018, one vendor represented more than 10% of the Company’s purchase. This vendor (Vendor A) accounted for 11% and 13% of the Company’s purchase amounting to $15,210 and $62,468, with $22,459 of accounts payable respectively. For the three and nine months ended September 30, 2017, no vendor represented more than 10% of the Company’s operating cost. All vendors are located in Hong Kong. (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 As the Company has no significant interest-bearing assets, the Company’s income and operating cash flows are substantially independent of changes in market interest rates. The Company’s interest-rate risk arises from borrowing under finance lease. The Company manages interest rate risk by varying the issuance and maturity dates variable rate debt, limiting the amount of variable rate debt, and continually monitoring the effects of market changes in interest rates. As of September 30, 2018, borrowing under finance lease was at fixed rates. |
12. Subsequent Events
12. Subsequent Events | 9 Months Ended |
Sep. 30, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE — The Company evaluated subsequent events through the date the financial statements were issued and filed with this Form 10-Q. There were no subsequent events that required recognition or disclosure. |
3. Summary of Significant Acc_2
3. Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Use of estimates | · Use of estimates In preparing these 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 | · Basis of consolidation The condensed consolidated financial statements include the financial statements of COSG 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 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. |
Accounts receivable | · Accounts receivable Accounts receivable are recorded at the invoiced amount and do not bear interest, which are due within contractual payment terms, generally 30 to 90 days from completion of service. Credit is extended based on evaluation of a customer's financial condition, the customer credit-worthiness and their payment history. Accounts receivable outstanding longer than the contractual payment terms are considered past due. Past due balances over 90 days and over a specified amount are reviewed individually for collectibility. At the end of fiscal year, the Company specifically evaluates individual customer’s financial condition, credit history, and the current economic conditions to monitor the progress of the collection of accounts receivables. The Company will consider 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. As of September 30, 2018, there was no allowance for doubtful accounts. |
Property, plant and equipment | · Property, plant and equipment Property, 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 life Service vehicle 8 years Expenditure for repairs and maintenance is expensed as incurred. When assets have 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, 2018 and 2017 were $4,959 and $4,959, respectively. Depreciation expense for the nine months ended September 30, 2018 and 2017 were $14,876 and $14,876, respectively. |
Impairment of long-lived assets | · Impairment of long-lived assets In accordance with the provisions of ASC Topic 360, “ Impairment or Disposal of Long-Lived Assets |
Revenue recognition | · Revenue recognition ASC Topic 606, “ Revenue from Contracts with Customers Revenues are recognized when control of the promised goods or services are transferred to a customer, in an amount that reflects the consideration that the Company expects to receive in exchange for those goods or services. The Company derives its revenues from the rendering of transportation services and recognizes in full upon completion of delivery to the receiver’s location. 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. |
Comprehensive income | · Comprehensive income ASC Topic 220, “ Comprehensive Income |
Income taxes | · Income taxes Income taxes are determined in accordance with the provisions of ASC Topic 740, “Income Taxes” (“ASC 740”). Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are measured using enacted income tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Any effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. 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. For the three and nine months ended September 30, 2018 and 2017, the Company did not have any interest and penalties associated with tax positions. As of September 30, 2018, the Company did not have any significant unrecognized uncertain tax positions. The Company conducts the majority of its businesses in Hong Kong and is subject to tax in this jurisdiction. As a result of its business activities, the Company files tax returns that are subject to examination by a foreign tax authority. |
Finance leases | · 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 Company’s 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 |
Net loss per share | · Net loss per share The Company calculates net loss per share in accordance with ASC Topic 260, “ Earnings per Share |
Foreign currencies translation | · 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 the United States Dollar ("US$"). The Company's subsidiaries in Hong Kong maintain their books and records in their local currency, Hong Kong Dollars ("HK$"), which is the functional currency as being the primary currency of the economic environment in which these entities operate. In general, for consolidation purposes, assets and liabilities of its subsidiaries whose functional currency is not the US$ 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 year: September 30, 2018 September 30, 2017 Period-end HK$:US$1 exchange rate 7.80 7.80 Average period HK$:US$1 exchange rate 7.80 7.80 |
Related parties | · 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 operational decisions. Companies are also considered to be related if they are subject to common control or common significant influence. |
Segment reporting | · Segment reporting ASC Topic 280, “ Segment Reporting |
Fair value of financial instruments | · Fair value of financial instruments The carrying value of the Company’s financial instruments (excluding obligation under finance lease): cash and cash equivalents, accounts receivable, amount due from a director, accounts payable and accrued liabilities, income tax payable, amounts due to related parties 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 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 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 | · Recent accounting pronouncements In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Updates (“ASU”) No. 2016-02, Leases Leases (Topic 842): Targeted Improvements In June 2016, the FASB issued ASU No. 2016-13, Credit Losses, Measurement of Credit Losses on Financial Instruments In March 2017, the FASB issued ASU No. 2017-08, Receivables—Nonrefundable Fees and Other Costs: Premium Amortization on Purchased Callable Debt Securities In February 2018, the FASB issued ASU No. 2018-02, Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income In June 2018, the FASB issued ASU No. 2018-07, Compensation - Stock Compensation: Improvements to Nonemployee Share-Based Payment Accounting In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement In August 2018, the FASB issued ASU No. 2018-14, Compensation - Retirement Benefits - Defined Benefit Plans - General Disclosure Framework - Changes to the Disclosure Requirements for Defined Benefit Plans In August 2018, the FASB issued ASU No. 2018-15, Intangibles - Goodwill and Other - Internal-Use Software Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract Recently Issued Financial Reporting Rules In August 2018, the SEC adopted the final rule under SEC Release 33-10532, Disclosure Update and Simplification Recently Adopted Accounting Pronouncements In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers In February 2017, the FASB issued No. ASU 2017-05, Other Income—Gains and Losses from the Derecognition of Nonfinancial Assets: Clarifying the Scope of Asset Derecognition Guidance and Accounting for Partial Sales of Nonfinancial Assets Revenue from Contracts with Customers In March 2016, the FASB issued ASU No. 2016-04, Liabilities-Extinguishment of Liabilities: Recognition of Breakage for Certain Prepaid Stored Value Products In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows - Classification of Certain Cash Receipts and Cash Payments In October 2016, the FASB issued ASU No. 2016-16, Income Taxes: Intra-Entity Transfers of Assets Other Than Inventory In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows - Restricted Cash In January 2017, the FASB issued ASU No. 2017-01, Business Combinations: Clarifying the Definition of a Business In February 2017, the FASB issued ASU No. 2017-07 , Compensation—Retirement Benefits: Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost In May 2017, the FASB issued ASU No. 2017-09, Compensation—Stock Compensation: Scope of Modification Accounting In July 2017, the FASB issued ASU No. 2017-11, I. Accounting for Certain Financial Instruments With Down Round Features and II. Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests With a Scope Exception 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. |
2. Organization and Business _2
2. Organization and Business Background (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of subsidiaries | Name Place of incorporation Principal activities Particulars of issued/ Effective interest Lee Tat International Holdings Limited British Virgin Investment holding 50,000 shares at US$1 each 100% Lee Tat Transportation International Limited Hong Kong Logistic and delivery 10,000 ordinary shares for HK$10,000 100% |
3. Summary of Significant Acc_3
3. Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Table of exchange rates | September 30, 2018 September 30, 2017 Period-end HK$:US$1 exchange rate 7.80 7.80 Average period HK$:US$1 exchange rate 7.80 7.80 |
5. Disposal of Subsidiaries (Ta
5. Disposal of Subsidiaries (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Disposal of Subsidiaries | September 30, 2018 December 31, 2017 (Unaudited) (Audited) Revenue from discontinued operation $ 1,746 $ – Loss from discontinued operation 440,096 – Total assets 10,656,594 374,226 Total liabilities $ 11,211,056 $ 497,441 |
7. Obligation under Finance Lea
7. Obligation under Finance Lease (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Leases [Abstract] | |
Schedule of financed lease | September 30, 2018 December 31, 2017 (Unaudited) (Audited) Finance lease $ 37,085 $ 50,584 Less: interest expense (3,752 ) (2,251 ) $ 33,333 $ 48,333 Current portion 20,000 20,000 Non-current portion 13,333 28,333 Total $ 33,333 $ 48,333 |
Maturities of finance lease | Period ending September 30: 2019 $ 20,000 2020 13,333 Total: $ 33,333 |
8. Income Taxes (Tables)
8. Income Taxes (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Income Tax Disclosure [Abstract] | |
Income tax reconciliation | Nine Months ended September 30, 2018 2017 Income before income taxes $ 5,568 $ 79,154 Statutory income tax rate 16.5% 16.5% Income tax expense at statutory rate 918 13,060 Tax effect from non-deductible items 2,560 2,454 Tax effect from deductible items (2,588 ) (2,854 ) Tax loss carryforwards – (4,927 ) Income tax expense $ 890 $ 7,733 |
11. Concentrations of Risk (Tab
11. Concentrations of Risk (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Risks and Uncertainties [Abstract] | |
Schedule of customer concentrations | Three Months ended September 30, 2018 September 30, 2018 Customers Revenues Percentage Accounts Customer B $ 73,393 36% $ 23,077 Customer A 73,240 36% – Total: $ 146,633 72% Total: $ 23,077 Three Months ended September 30, 2017 September 30, 2017 Customers Revenues Percentage Accounts Customer A $ 78,603 27% $ – Customer B 86,205 29% – Total: $ 164,808 56% Total: $ – For the nine months ended September 30, 2018 and 2017, the customers who accounts for 10% or more of the Company’s revenues and its outstanding receivable balances as at year-end dates, are presented as follows: Nine Months ended September 30, 2018 September 30, 2018 Customers Revenues Percentage Accounts Customer B $ 271,047 48% $ 23,077 Customer A 200,061 36% – Total: $ 471,108 84% Total: $ 23,077 Nine Months ended September 30, 2017 September 30, 2017 Customers Revenues Percentage Accounts Customer A $ 218,075 38% $ – Customer B 143,507 25% – Total: $ 361,582 63% Total: $ – |
2. Organization and Business _3
2. Organization and Business Background (Details) | 9 Months Ended |
Sep. 30, 2018 | |
Lee Tat International Holdings Limited [Member] | |
Ownership percentage | 100.00% |
Place of incorporation | British Virgin Islands |
Principal activities | Investment holding |
Registered share capital | 50,000 shares at US$1 each |
Lee Tat Transporation International Limited [Member] | |
Ownership percentage | 100.00% |
Place of incorporation | Hong Kong |
Principal activities | Logistic and delivery |
Registered share capital | 10,000 ordinary shares at HK$10,000 |
3. Summary of Significant Acc_4
3. Summary of Significant Accounting Policies (Details - Currency rates) - Hong Kong, Dollars | Sep. 30, 2018 | Sep. 30, 2017 |
Period End [Member] | ||
Exchange rate | 7.80 | 7.80 |
Average Period [Member] | ||
Exchange rate | 7.80 | 7.80 |
3. Summary of Significant Acc_5
3. Summary of Significant Accounting Policies (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | |
Allowance for doubtful accounts | $ 0 | $ 0 | $ 0 | ||
Depreciation expense | 4,959 | $ 4,959 | 14,876 | $ 14,876 | |
Asset impairment charge | 0 | 0 | |||
Uncertain tax positions | $ 0 | $ 0 | $ 0 | ||
Service vehicle [Member] | |||||
Expected useful life of property | 8 years |
4. Going Concern Uncertainties
4. Going Concern Uncertainties (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||||
Net loss | $ 454,379 | $ 40,872 | $ (2,606) | $ (8,808) | $ (124,642) |
Negative operating cash flows | (653,017) | $ 83,824 | |||
Accumulated deficit | $ (131,711) | $ (131,711) | $ (129,105) |
5. Disposal of Subsidiaries (De
5. Disposal of Subsidiaries (Details) - Segment Discontinued Operations [Member] - COSG International Holdings Limited [Member] - USD ($) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2018 | Dec. 31, 2017 | |
Revenue from discontinued operation | $ 1,746 | $ 0 |
Loss from discontinued operation | 440,096 | 0 |
Total assets | 10,656,594 | 374,226 |
Total liabilities | $ 11,211,056 | $ 497,441 |
5. Disposal of Subsidiaries (_2
5. Disposal of Subsidiaries (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Gain on sale of subsidiary | $ 559,299 | $ 0 | $ 559,299 | $ 0 |
Segment Discontinued Operations [Member] | COSG International Holdings Limited [Member] | ||||
Proceeds from sale of subsidiary | 10,000 | |||
Gain on sale of subsidiary | $ 559,299 |
7. Obligations under Finance _2
7. Obligations under Finance Lease (Details - finance lease) - USD ($) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2018 | Dec. 31, 2017 | |
Leases [Abstract] | ||
Finance lease, gross | $ 37,085 | $ 50,584 |
Less: interest expense | (3,752) | (2,251) |
Finance lease, net | 38,333 | 48,333 |
Finance lease, current | 20,000 | 20,000 |
Finance lease, non-current | $ 13,333 | $ 28,333 |
7. Obligations under Finance _3
7. Obligations under Finance Lease (Details - lease maturities) | Sep. 30, 2018USD ($) |
Leases [Abstract] | |
Lease maturity one year | $ 20,000 |
Lease maturity year two | 18,333 |
Total lease due | $ 38,333 |
7. Obligations under Finance _4
7. Obligations under Finance Lease (Details Narrative) | 9 Months Ended |
Sep. 30, 2018 | |
Leases [Abstract] | |
Effective interest rate | 2.25% |
Lease expiration date | May 29, 2020 |
7. Income Taxes (Details - Inco
7. Income Taxes (Details - Income tax reconcilation) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Income tax expense | $ 890 | $ 7,792 | $ 890 | $ 8,054 |
Hong Kong Profits Tax [Member] | ||||
Income before income taxes | $ 5,568 | $ 79,154 | ||
Statutory income tax rate | 16.50% | 16.50% | ||
Income tax expense at statutory rate | $ 918 | $ 13,060 | ||
Tax effect from non-deductible items | 2,560 | 2,454 | ||
Tax effect from deductible items | (2,588) | (2,854) | ||
Tax loss carryforwards | 0 | (4,927) | ||
Income tax expense | $ 890 | $ 7,733 |
9. Stockholders' Equity (Detail
9. Stockholders' Equity (Details Narrative) - shares | Sep. 30, 2018 | Dec. 31, 2017 |
Equity [Abstract] | ||
Common stock issued | 21,492,933 | 21,492,933 |
Common stock outstanding | 21,492,933 | 21,492,933 |
11. Concentrations of Risk (Det
11. Concentrations of Risk (Details - Concentration risk) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | |
Revenues | $ 203,231 | $ 292,944 | $ 562,104 | $ 572,326 | |
Accounts receivable | 56,087 | 56,087 | $ 0 | ||
Sales Revenue, Net [Member] | |||||
Revenues | $ 146,633 | $ 164,808 | $ 471,108 | $ 361,582 | |
Concentration risk percentage | 72.00% | 56.00% | 84.00% | 63.00% | |
Sales Revenue, Net [Member] | Customer B [Member] | |||||
Revenues | $ 73,393 | $ 86,205 | $ 271,047 | $ 143,507 | |
Concentration risk percentage | 36.00% | 29.00% | 48.00% | 25.00% | |
Sales Revenue, Net [Member] | Customer A [Member] | |||||
Revenues | $ 73,240 | $ 78,603 | $ 200,061 | $ 218,075 | |
Concentration risk percentage | 36.00% | 27.00% | 36.00% | 38.00% | |
Accounts Receivable [Member] | |||||
Accounts receivable | $ 23,077 | $ 0 | $ 23,077 | $ 0 | |
Accounts Receivable [Member] | Customer B [Member] | |||||
Accounts receivable | 23,077 | 0 | 23,077 | 0 | |
Accounts Receivable [Member] | Customer A [Member] | |||||
Accounts receivable | $ 0 | $ 0 | $ 0 | $ 0 |
11. Concentrations of Risk (D_2
11. Concentrations of Risk (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Cost of sales | $ 140,746 | $ 180,618 | $ 483,027 | $ 381,598 |
Cost of Sales [Member] | One Vendor [Member] | ||||
Concentration risk percentage | 11.00% | 13.00% | ||
Cost of sales | $ 15,210 | $ 62,468 | ||
Accounts Payable [Member] | One Vendor [Member] | ||||
Accounts payable | $ 22,459 | $ 22,459 |