Cover
Cover - shares | 9 Months Ended | |
Sep. 30, 2020 | Nov. 11, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Sep. 30, 2020 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2020 | |
Current Fiscal Year End Date | --12-31 | |
Entity File Number | 333-220144 | |
Entity Registrant Name | AGAPE ATP CORPORATION | |
Entity Central Index Key | 0001713210 | |
Entity Tax Identification Number | 36-4838886 | |
Entity Incorporation, State or Country Code | NV | |
Entity Address, Address Line One | Tower 2 | |
Entity Address, Address Line Two | Faber Tower | |
Entity Address, Address Line Three | Jalan Desa Bahagia | |
Entity Address, City or Town | Kuala Lumpur | |
Entity Address, Country | MY | |
Entity Address, Postal Zip Code | 58100 | |
City Area Code | (60) | |
Local Phone Number | 192230099 | |
Title of 12(b) Security | Common Stock, $0.0001 par value | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 376,452,047 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) | Sep. 30, 2020 | Dec. 31, 2019 |
CURRENT ASSETS | ||
Cash and cash equivalents (Included $17,195 in the consolidated VIE that can be used only to settle obligations of the consolidated VIE as of September 30, 2020) | $ 3,343,590 | $ 2,744,457 |
Accounts receivable | 276,799 | |
Accounts receivable – related party | 520,786 | |
Amount due from related parties | 3,697 | 2,217 |
Inventories | 512,784 | |
Prepaid taxes (Included $4,289 in the consolidated VIE that can be used only to settle obligations of the consolidated VIE as of September 30, 2020) | 1,379,890 | |
Prepayments and deposits (Included $3,084 in the consolidated VIE that can be used only to settle obligations of the consolidated VIE as of September 30, 2020) | 395,377 | 269,193 |
Prepayments and deposits – related party | 1,620 | |
Total Current Assets | 5,913,757 | 3,536,653 |
OTHER ASSETS | ||
Property and equipment, net | 307,044 | |
Intangible assets, net | 6,139 | |
Operating right-of-use assets | 417,211 | |
Investment in marketable securities | 169,165 | 66,484 |
Investment in non-marketable securities | 1,500 | 732,137 |
Deferred offering costs | 203,238 | |
Total Other Assets | 1,104,297 | 798,621 |
TOTAL ASSETS | 7,018,054 | 4,335,274 |
CURRENT LIABILITIES | ||
Accounts payable | 2,790 | |
Customer deposits | 373,892 | |
Operating lease liabilities - current | 147,180 | |
Other payables and accrued liabilities ($3,110 are included in the consolidated VIE that are without recourse to the credit of Agape ATP Corporation as of September 30, 2020) | 464,815 | 77,246 |
Amount due to a related party | 962 | 3,952 |
Total Current Liabilities | 986,849 | 83,988 |
OTHER LIABILITIES | ||
Operating lease liabilities – non-current | 271,077 | |
TOTAL LIABILITIES | 1,257,926 | 83,988 |
STOCKHOLDERS’ EQUITY | ||
Preferred stock, $0.0001 par value; 200,000,000 shares authorized; None issued and outstanding | ||
Common stock, par value $0.0001; 1,000,000,000 shares authorized, 376,452,047 and 376,275,500 issued and outstanding as of September 30, 2020 and December 31, 2019, respectively | 37,645 | 37,628 |
Additional paid in capital | 6,440,616 | 5,293,082 |
Accumulated deficit | (818,682) | (1,089,209) |
Accumulated other comprehensive income | 100,549 | 9,785 |
TOTAL STOCKHOLDERS’ EQUITY | 5,760,128 | 4,251,286 |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $ 7,018,054 | $ 4,335,274 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) | Sep. 30, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | ||
VIE consolidated amount of cash and cash equivalents | $ 17,195 | |
VIE consolidated amount of prepaid taxes | 4,289 | |
VIE consolidated amount of prepayments and deposits | 3,084 | |
VIE consolidated amount of other payables and accrued liabilities | $ 3,110 | |
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 200,000,000 | 200,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued | 376,452,047 | 376,275,500 |
Common stock, shares outstanding | 376,452,047 | 376,275,500 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Income Statement [Abstract] | ||||
REVENUE | $ 1,413,063 | $ 2,923,271 | ||
REVENUE – RELATED PARTY | 236,736 | 13,654 | 1,097,505 | |
TOTAL REVENUE | 1,413,063 | 236,736 | 2,936,925 | 1,097,505 |
COST OF REVENUE | (186,891) | (210,383) | (658,445) | (1,027,733) |
GROSS PROFIT | 1,226,172 | 26,353 | 2,278,480 | 69,772 |
SELLING | (159,292) | (338) | (268,648) | (8,184) |
COMMISSION | (300,957) | (683,455) | ||
GENERAL AND ADMINISTRATIVE | (355,274) | (102,844) | (1,029,052) | (186,622) |
TOTAL OPERATING EXPENSES | (815,523) | (103,182) | (1,981,155) | (194,806) |
INCOME (LOSS) FROM OPERATIONS | 410,649 | (76,829) | 297,325 | (125,034) |
OTHER INCOME (EXPENSES) | ||||
Other income (expenses), net | 86,748 | (21,235) | 62,963 | 19,219 |
Loss from equity investment | (26,085) | |||
Unrealized holding (loss) gain on marketable securities | (24,419) | 102,247 | ||
Gain on deemed disposal of shares in Investee Company | 16,509 | |||
Impairment loss in equity investment | (366,834) | |||
TOTAL OTHER INCOME (EXPENSES), NET | 62,329 | (21,235) | 165,210 | (357,191) |
INCOME (LOSS) BEFORE INCOME TAXES | 472,978 | (98,064) | 462,535 | (482,225) |
(PROVISION FOR) BENEFIT OF INCOME TAXES | (57,941) | (192,008) | 6,965 | |
NET INCOME (LOSS) | 415,037 | (98,064) | 270,527 | (475,260) |
OTHER COMPREHENSIVE INCOME (LOSS) | ||||
Foreign currency translation adjustment | 54,952 | (3,308) | 90,764 | (2,093) |
COMPREHENSIVE INCOME (LOSS) | $ 469,989 | $ (101,372) | $ 361,291 | $ (477,353) |
EARNINGS (LOSS) PER SHARE | ||||
Basic and diluted | $ 0 | $ 0 | $ 0 | $ 0 |
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING | ||||
Basic and diluted | 376,451,896 | 376,275,500 | 376,366,198 | 376,275,500 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Changes in Stockholders' Equity (Unaudited) - USD ($) | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | AOCI Attributable to Parent [Member] | Total |
Beginning balance, value at Dec. 31, 2018 | $ 37,628 | $ 5,293,082 | $ (373,082) | $ (1,294) | $ 4,956,334 |
Beginning balance, shares at Dec. 31, 2018 | 376,275,500 | ||||
Net income | 71,215 | 71,215 | |||
Foreign currency translation adjustment | (3,197) | (3,197) | |||
Ending balance, value at Mar. 31, 2019 | $ 37,628 | 5,293,082 | (301,867) | (4,491) | 5,024,352 |
Ending balance, shares at Mar. 31, 2019 | 376,275,500 | ||||
Beginning balance, value at Dec. 31, 2018 | $ 37,628 | 5,293,082 | (373,082) | (1,294) | 4,956,334 |
Beginning balance, shares at Dec. 31, 2018 | 376,275,500 | ||||
Net income | (475,260) | ||||
Ending balance, value at Sep. 30, 2019 | $ 37,628 | 5,293,082 | (848,342) | (3,387) | (4,478,981) |
Ending balance, shares at Sep. 30, 2019 | 376,275,500 | ||||
Beginning balance, value at Mar. 31, 2019 | $ 37,628 | 5,293,082 | (301,867) | (4,491) | 5,024,352 |
Beginning balance, shares at Mar. 31, 2019 | 376,275,500 | ||||
Net income | (448,411) | (448,411) | |||
Foreign currency translation adjustment | 4,412 | 4,412 | |||
Ending balance, value at Jun. 30, 2019 | $ 37,628 | 5,293,082 | (750,278) | (79) | 4,580,353 |
Ending balance, shares at Jun. 30, 2019 | 376,275,500 | ||||
Net income | (98,064) | (98,064) | |||
Foreign currency translation adjustment | (3,308) | (3,308) | |||
Ending balance, value at Sep. 30, 2019 | $ 37,628 | 5,293,082 | (848,342) | (3,387) | (4,478,981) |
Ending balance, shares at Sep. 30, 2019 | 376,275,500 | ||||
Beginning balance, value at Dec. 31, 2019 | $ 37,628 | 5,293,082 | (1,089,209) | 9,785 | 4,251,286 |
Beginning balance, shares at Dec. 31, 2019 | 376,275,500 | ||||
Net income | (231,750) | (231,750) | |||
Foreign currency translation adjustment | 7,770 | 7,770 | |||
Ending balance, value at Mar. 31, 2020 | $ 37,628 | 5,293,082 | (1,320,959) | 17,555 | 4,027,306 |
Ending balance, shares at Mar. 31, 2020 | 376,275,500 | ||||
Beginning balance, value at Dec. 31, 2019 | $ 37,628 | 5,293,082 | (1,089,209) | 9,785 | 4,251,286 |
Beginning balance, shares at Dec. 31, 2019 | 376,275,500 | ||||
Net income | 270,527 | ||||
Ending balance, value at Sep. 30, 2020 | $ 37,645 | 6,440,616 | (818,682) | 100,549 | 5,760,128 |
Ending balance, shares at Sep. 30, 2020 | 376,452,047 | ||||
Beginning balance, value at Mar. 31, 2020 | $ 37,628 | 5,293,082 | (1,320,959) | 17,555 | 4,027,306 |
Beginning balance, shares at Mar. 31, 2020 | 376,275,500 | ||||
Net income | 87,240 | 87,240 | |||
Issuance of common stock in connection with acquisition of Agape Superior Living Sdn Bhd | $ 16 | 1,057,492 | 1,057,508 | ||
Issuance of common stock in connection with acquisition of Agape Superior Living Sdn Bhd, shares | 162,694 | ||||
Foreign currency translation adjustment | 28,042 | 28,042 | |||
Ending balance, value at Jun. 30, 2020 | $ 37,644 | 6,350,574 | (1,233,719) | 45,597 | 5,200,096 |
Ending balance, shares at Jun. 30, 2020 | 376,438,194 | ||||
Net income | 415,037 | 415,037 | |||
Issuance of common stock in connection with acquisition of Agape Superior Living Sdn Bhd | $ 1 | 90,042 | 90,043 | ||
Issuance of common stock in connection with acquisition of Agape Superior Living Sdn Bhd, shares | 13,853 | ||||
Foreign currency translation adjustment | 54,952 | 54,952 | |||
Ending balance, value at Sep. 30, 2020 | $ 37,645 | $ 6,440,616 | $ (818,682) | $ 100,549 | $ 5,760,128 |
Ending balance, shares at Sep. 30, 2020 | 376,452,047 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 9 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income (loss) | $ 270,527 | $ (475,260) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation | 36,524 | |
Amortization | 993 | |
Amortization of operating right-of-use assets | 70,047 | |
Loss from equity investment | 26,085 | |
Unrealized holding gain on marketable securities | (102,247) | |
Gain on deemed disposal of shares in investee company | (16,509) | |
Impairment loss in equity investment | 366,834 | |
Deferred tax expenses | 171,586 | |
Changes in operating assets and liabilities: | ||
Accounts receivables | (271,876) | |
Accounts receivables – related party | (550,311) | |
Amount due from a related party | (1,443) | (2,214) |
Inventories | 132,939 | |
Prepaid taxes | (123,507) | |
Prepayments and deposits | 247,115 | 148,020 |
Prepayments and deposits – related party | (1,619) | |
Accounts payable | (2,804) | |
Customer deposits | (1,268,487) | (217,743) |
Income taxes payable | (6,965) | |
Other payables and accrued liabilities | 167,603 | 36,391 |
Operating lease liabilities | (69,021) | |
Net cash used in operating activities | (743,670) | (691,672) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchase of equipment | (4,700) | |
Purchase of intangible assets | (177) | |
Cash acquired through acquisition of Agape Superior Living Sdn Bhd | 1,210,818 | |
Proceeds from sale of non-marketable securities to a related party | 70,173 | |
Investment in non-marketable securities | (1,500) | |
Net cash provided by (used in) investing activities | 1,276,114 | (1,500) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Deferred offering costs | (203,238) | |
Repayments from related parties | 224,342 | 745 |
Amount due to a related party | (5,318) | |
Net cash provided by (used in) financing activities | 21,104 | (4,573) |
EFFECT OF EXCHANGE RATE ON CASH AND CASH EQUIVALENTS | 45,585 | (2,092) |
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 599,133 | (699,837) |
CASH AND CASH EQUIVALENTS, beginning of period | 2,744,457 | 3,452,917 |
CASH AND CASH EQUIVALENTS, end of period | 3,343,590 | 2,753,080 |
SUPPLEMENTAL CASH FLOWS INFORMATION | ||
Income taxes paid | 9,101 | |
Interest paid | ||
SUPPLEMENTAL NON-CASH FLOWS INFORMATION | ||
Amount transferred from investment in investee company to investment in non-marketable securities | 724,619 | |
Initial recognition of right-of-use assets and lease liabilities | 479,838 | |
Sale of non-marketable securities to a related party in exchange for ASL | 656,495 | |
Issuance of common stock in exchange for acquisition payment of ASL | $ 1,057,508 |
ORGANIZATION AND BUSINESS BACKG
ORGANIZATION AND BUSINESS BACKGROUND | 9 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
ORGANIZATION AND BUSINESS BACKGROUND | 1. ORGANIZATION AND BUSINESS BACKGROUND Agape ATP Corporation, a Nevada corporation (“the Company”) was incorporated under the laws of the State of Nevada on June 1, 2016. Agape ATP Corporation operates through its wholly owned subsidiary, Agape ATP Corporation, a Company organized in Labuan, Malaysia. Agape ATP Corporation, incorporated in Labuan, Malaysia, is an investment holding company with 100 On May 8, 2020, the Company entered into a Share Exchange Agreement with Mr. How Kok Choong, CEO and director of the Company to acquire 9,590,596 99.99 Agape Superior Living Sdn. Bhd. (“ASL”) is a limited company incorporated on August 8, 2003, under the laws of Malaysia. On September 11, 2020, the Company incorporated Wellness ATP International Holdings Sdn, Bhd. (“WATP”), a wholly owned subsidiary under the laws of Malaysia, to pursue the business of promoting wellness and wellbeing lifestyle of the community by providing services that includes online editorials, programs, events and campaigns on how to achieve positive wellness and lifestyle. Upon the establishment of WATP, WATP starts collaborating with ASL to carry out its Wellness programs. The Company and its subsidiaries are principally engaged in the Health and Wellness Industry. The principal activity of the Company is to supply high-quality health and wellness products, including supplements to assist in cell metabolism, detoxification, blood circulation, anti-aging and products designed to improve the overall health system of the human body and various wellness programs. The accompanying unaudited condensed consolidated financial statements reflect the activities of the Company, Agape ATP Corporation (“AATP LB”), Agape ATP International Holding Limited (“AATP HK”), Wellness ATP International Holdings Sdn, Bhd. (“Wellness ATP”), ASL and its variable interest entity (“VIE”), Agape S.E.A. Sdn. Bhd. (“SEA”) (See Note 3). Details of the Company’s subsidiaries: SCHEDULE OF SUBSIDIARIES AND ASSOCIATES Subsidiary company name Place and date of incorporation Particulars of issued capital Principal activities Proportional of ownership interest and voting power held 1. Agape ATP Corporation Labuan, 100 shares of ordinary share of US$1 each Investment holding 100 % 2. Agape ATP International Holding Limited Hong Kong, 1,000,000 shares of ordinary share of HK$1 each Wholesaling of health and wellness products; and health solution advisory services 100 % 3. Agape Superior Living Sdn. Bhd. Malaysia, 9,590,598 shares of ordinary share of RM1 each Health and wellness products and health solution advisory services via network marketing 99.99 % 4. Agape S.E.A. Sdn. Bhd. Malaysia, 2 shares of ordinary share of RM1 each VIE of Agape Superior Living Sdn. Bhd. VIE 5. Wellness ATP International Holdings Sdn, Bhd Malaysia, 100 shares of ordinary share of RM1 each The promotion of wellness and wellbeing lifestyle of the community by providing services that includes online editorials, programs, events and campaigns 100 % AGAPE ATP CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (Currency expressed in United States Dollars (“US$”), except for number of shares) Business Overview Agape ATP Corporation is a company that provides health and wellness products and health solution advisory services to our clients. The Company primarily focus its efforts on attracting customers in Malaysia. Its advisory services center on the “ATP Zeta Health Program”, which is a health program designed to effectively prevent diseases caused by polluted environments, unhealthy dietary intake and unhealthy lifestyles, and promotion of health. The program aims to promote improved health and longevity in our clients through a combination of modern medicine, proper nutrition and advice from skilled nutritionists and/or dieticians. In order to strengthen the Company’s supply chain, on May 8, 2020, the Company has successfully acquired approximately 99.99 The Company deems creating public awareness on wellness and wellbeing lifestyle as essential to enhance the provision of its health solution advisory services; and therefore incorporated WATP. Upon its establishment, WATP started collaborating with ASL to carry out various wellness programs. The Company offers three series of programs which consist of different services and products: ATP Zeta Health Program, ÉNERGÉTIQUE and BEAUNIQUE. The ATP Zeta Health Program is a health program designed to promote health and general wellbeing designed to prevent health diseases caused by polluted environments, unhealthy dietary intake and unhealthy lifestyles. The program aims to promote improved health and longevity through a combination of modern health supplements, proper nutrition and advice from skilled dieticians as well as trained members and distributors. The ÉNERGÉTIQUE series aims to provide a total dermal solution for a healthy skin beginning from the cellular level. The series is comprised of the Energy Mask series, Hyaluronic Acid Serum and Mousse Facial Cleanser. The BEAUNIQUE product series focuses on the research of our diet’s impact on modifying gene expressions in order to address genetic variations and deliver a nutrigenomic solution for every individual. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”), and include all normal and recurring adjustments that management of the Company considers necessary for a fair presentation of its financial position and operation results. Interim results are not necessarily indicative of results to be expected for any other interim period or for the full year. The information included in this Form 10-Q should be read in conjunction with information included in the Company’s transition report on Form 10-K for the period ended December 31, 2019, filed with the Securities and Exchange Commission on March 27, 2020. AGAPE ATP CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (Currency expressed in United States Dollars (“US$”), except for number of shares) 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Principles of consolidation The unaudited condensed consolidated financial statements include the financial statements of the Company, its subsidiaries and its VIE over which the Company exercises control and, where applicable, entities for which the Company has a controlling financial interest or is the primary beneficiary. All transactions and balances among the Company, its subsidiaries and its VIE have been eliminated upon consolidation. Subsidiaries are those entities in which the Company, directly or indirectly, controls more than one half of the voting power; or has the power to govern the financial and operating policies, to appoint or remove the majority of the members of the board of directors, or to cast a majority of votes at the meeting of directors. A VIE is an entity that has either a total equity investment that is insufficient to permit the entity to finance its activities without additional subordinated financial support, or whose equity investors lack the characteristics of a controlling financial interest, such as through voting rights, right to receive the expected residual returns of the entity or obligation to absorb the expected losses of the entity. The variable interest holder, if any, that has a controlling financial interest in a VIE is deemed to be the primary beneficiary and must consolidate the VIE. Use of estimates The preparation of unaudited condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities as of the date of the unaudited condensed consolidated financial statements and the reported amounts of revenues and expenses during the periods presented. Significant accounting estimates reflected in the Company’s unaudited condensed consolidated financial statements include allowance for doubtful accounts, allowance for inventories obsolescence, useful lives of property and equipment, useful lives of intangible assets, impairment of long-lived assets, allowance for deferred tax assets, operating right-of-use assets, operating lease liabilities and uncertain tax position and impairment of investment in non-marketable securities. Actual results could differ from these estimates. Cash and cash equivalents Cash and cash equivalents are carried at cost and represent cash on hand, time deposits placed with banks or other financial institutions and all highly liquid investments with an original maturity of three months or less. Accounts receivable and accounts receivable – related party Accounts receivable and accounts receivable – related party are recorded at the invoiced amount less an allowance for any uncollectible accounts and do not bear interest, which are due on credit term. Accounts receivable also include money due from a third-party e-commerce platform acting as a collection agent for the Company on the sales through their platform. Management reviews the adequacy of the allowance for doubtful accounts on an ongoing basis, using historical collection trends and aging of receivables. Management also periodically evaluates individual customer’s financial condition, credit history, and the current economic conditions to make adjustments in the allowance when it is considered necessary. 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’s management continues to evaluate the reasonableness of the valuation allowance policy and update it if necessary. As of September 30, 2020, and December 31, 2019, no AGAPE ATP CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (Currency expressed in United States Dollars (“US$”), except for number of shares) 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Inventories Inventories consist of finished goods and are stated at the lower of cost or net realizable value using the first-in first-out method. Prepaid taxes Prepaid taxes include (i) prepaid income taxes that will either be refundable or utilized to offset future income tax; and (ii) goods and service tax (“GST”) to be refundable. Prepayments and deposits Prepayments and deposits are mainly cash deposited or advanced to suppliers for future inventory purchases or service providers for future services. This amount is refundable and bears no interest. For any prepayments and deposits determined by management that such advances will not be in receipts of inventories, services, or refundable, the Company will recognize an allowance account to reserve such balances. Management reviews its prepayments and deposits on a regular basis to determine if the allowance is adequate, and adjusts the allowance when necessary. Delinquent account balances are written-off against allowance for doubtful accounts after management has determined that the likelihood of collection is not probable. The Company’s management continues to evaluate the reasonableness of the valuation allowance policy and update it if necessary. As of September 30, 2020, and December 31, 2019, there is no Property and equipment, net Property and equipment are stated at cost less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the assets with no residual value. The estimated useful lives are as follows: SCHEDULE OF ESTIMATED USEFUL LIVES OF PROPERTY AND EQUIPMENT Useful Life Computer and office equipment 5 7 Furniture & fixtures 6 7 Leasehold improvements Lease Term Vehicle 5 The cost and related accumulated depreciation of assets sold or otherwise retired are eliminated from the accounts and any gain or loss is included in the consolidated statements of income and comprehensive income. Expenditures for maintenance and repairs are charged to earnings as incurred, while additions, renewals and betterments, which are expected to extend the useful life of assets, are capitalized. The Company also re-evaluates the periods of depreciation to determine whether subsequent events and circumstances warrant revised estimates of useful lives. AGAPE ATP CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (Currency expressed in United States Dollars (“US$”), except for number of shares) 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Intangible assets, net Intangible assets, net, are stated at cost, less accumulated amortization. Amortization expense is recognized on the straight-line basis over the estimated useful lives of the assets as follows: SCHEDULE OF ESTIMATED USEFUL LIVES OF INTANGIBLE ASSETS, NET Classification Useful Life Computer software 5 Impairment for long-lived assets Long-lived assets, including property and equipment, and intangible assets with finite lives are reviewed for impairment whenever events or changes in circumstances (such as a significant adverse change to market conditions that will impact the future use of the assets) indicate that the carrying value of an asset may not be recoverable. The Company assesses the recoverability of the assets based on the undiscounted future cash flows the assets are expected to generate and recognize an impairment loss when estimated undiscounted future cash flows expected to result from the use of the asset plus net proceeds expected from disposition of the asset, if any, are less than the carrying value of the asset. If an impairment is identified, the Company would reduce the carrying amount of the asset to its estimated fair value based on a discounted cash flows approach or, when available and appropriate, to comparable market values. As of September 30, 2020, and December 31, 2019, no Deferred offering costs Deferred offering costs represents costs associated with the Company’s current offering which will be netted against the proceeds from the Company’s current offering. Investment in marketable equity securities Prior to July 1, 2019, marketable securities included in investment in marketable equity securities (non-current) are stated at the lower of cost or market in the aggregate. Other marketable securities (non-current) are stated at the lower of cost or market in the aggregate and investments other than marketable equity securities in other investments (non-current) are stated at cost less any significant decline in fair value assessed to be other than temporary. Realized gains and losses on the sale of securities are based on the average cost of all the units of a particular security held at the time of sale. On July 1, 2019, the Company adopted ASU 2016-01, Financial Instruments – Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities AGAPE ATP CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (Currency expressed in United States Dollars (“US$”), except for number of shares) 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Investment in non-marketable equity securities Prior to July 1, 2019, investments in non-marketable equity securities (non-current) are stated at cost less any significant decline in fair value assessed to be other than temporary. Realized gains and losses on the sale of securities are based on the average cost of all the units of a particular security held at the time of sale. On July 1, 2019, the Company adopted ASU 2016-01, Financial Instruments – Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities At each reporting period, the Company will make a qualitative assessment considering impairment indicators to evaluate whether the investment is impaired. The qualitative assessment indicators include, but are not limited to: (1) A significant deterioration in the earnings performance, credit rating, asset quality, or business prospects of the investee; (ii) A significant adverse change in the regulatory, economic, or technological environment of the investee; (iii) A significant adverse change in the general market condition of either the geographical area or the industry in which the investee operates; (iv) A bona fide offer to purchase, an offer by the investee to sell, or a completed auction process for the same or similar investment for an amount less than the carrying amount of that investment; and (v) Factors that raise significant concerns about the investee’s ability to continue as a going concern, such as negative cash flows from operations, working capital deficiencies, or noncompliance with statutory capital requirements or debt covenants. If the qualitative assessment indicators indicated that the non-marketable equity securities (non-current) is deemed to be impaired, the Company would recognize the impairment loss equal to the difference between the fair value of the investment and its carrying amount. Customer deposits Customer deposits represent amounts advanced by customers on product orders and discounted value of unapplied coupons. Customer deposits are reduced when the related sale is recognized in accordance with the Company’s revenue recognition policy. Revenue recognition On July 1, 2019, the Company adopted Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (ASC Topic 606) using the modified retrospective method for contracts that were not completed as of June 30, 2019. This did not result in an adjustment to retained earnings upon adoption of this new guidance as the Company’s revenue was recognized based on the amount of consideration expected to receive in exchange for satisfying the performance obligations. AGAPE ATP CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (Currency expressed in United States Dollars (“US$”), except for number of shares) 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) The core principle underlying the revenue recognition of this ASU allows the Company to recognize - revenue that represents the transfer of goods and services to customers in an amount that reflects the consideration to which the Company expects to be entitled in such exchange. This will require the Company to identify contractual performance obligations and determine whether revenue should be recognized at a point in time or over time, based on when control of goods and services transfers to a customer. The Company’s revenue streams are recognized at a point in time for the Company’s sale of health and wellness products. The ASU requires the use of a new five-step model to recognize revenue from customer contracts. The five-step model requires that the Company (i) identify the contract with the customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price, including variable consideration to the extent that it is probable that a significant future reversal will not occur, (iv) allocate the transaction price to the respective performance obligations in the contract, and (v) recognize revenue when (or as) the Company satisfies the performance obligation. The Company accounts for a contract with a customer when the contract is committed in writing, the rights of the parties, including payment terms, are identified, the contract has commercial substance and consideration is probable of substantially collection. Prior to July 1, 2019, the Company recognizes revenue from sales of goods when the following four revenue criteria are met: (1) persuasive evidence of an arrangement exists; (2) delivery has occurred; (3) selling price is fixed or determinable; and (4) collectability is reasonably assured. Revenue from supplies of health and wellness products is recognized when title and risk of loss are transferred and there are no continuing obligations to the customer. Title and the risks and rewards of ownership transfer to and accepted by the customer when the products are collected by the customer at the Company’s office. Revenue is recorded net of sales discounts, returns, allowances, and other adjustments that are based upon management’s best estimates and historical experience and are provided for in the same period as the related revenues are recorded. The application of the five-step model to the revenue streams compared to the prior guidance did not result in significant changes in the way the Company records its revenue. Upon adoption on July 1, 2019, the Company evaluated its revenue recognition policy for all revenue streams within the scope of the ASU under previous standards and using the five-step model under the new guidance and confirmed that there were no differences in the pattern of revenue recognition. Sales of Health and Wellness products - Performance obligations satisfied at a point in time On July 1, 2019, the Company derives its revenues from sales contracts with its customers with revenues being recognized when control of the health and wellness products are transferred to its customer at the Company’s office or shipment of the goods, which is generally similar to when its delivery has occurred prior to July 1, 2019 Such revenues are recognized at a point in time after all performance obligations are satisfied. The revenue is recorded net of estimated discounts and return allowances. Products are given 60 days for returns or exchanges from the date of purchase. Historically, there were insignificant sales returns. AGAPE ATP CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (Currency expressed in United States Dollars (“US$”), except for number of shares) 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) The Company also sells coupons to its customers for cash at a discounted price of the value of the coupons. Customers can apply the value of the coupons for a reduction in the transaction price paid by the customer are recorded as a reduction of sales. The cash proceeds resulted from the sale of coupons are recognized as customer deposits until the coupons to be applied as a reduction of the health and wellness products transaction price upon such sales transactions occurred. The Company’s coupons have a validity period of six months. If the Company’s customers did not utilize the coupons after six months, the Company would recognize the forfeiture of the originated sales value of the coupons as net revenues. For the three and nine months ended September 30, 2020, the Company recognized $ 93,322 156,499 As of September 30, 2020, the Company had contracts for the sales of health and wellness products amounting to $ 271,173 Disaggregated information of revenues by products are as follows: SCHEDULE OF DISAGGREGATED INFORMATION OF REVENUES For the Three Months Ended For the Nine Months Ended September 30, September 30, 2020 2019 2020 2019 Survivor Select $ 83,107 $ - $ 119,101 $ - Energized Mineral Concentrate 58,491 100,065 81,097 238,546 Ionized Cal-Mag 352,718 25 850,716 55,685 Omega Blend 109,258 68,774 271,801 - BetaMaxx 123,080 67,663 134,514 91,133 Vege Fruit Fiber 1,814 - 7,920 - Iron 22,581 - 135,743 - Young Formula 378,970 52 728,708 117,384 Organic Youth Care Cleansing Bar 12,395 8 41,200 17,736 Mitogize 36,914 - 41,625 - No. 1 MED 33,379 62 41,799 140,650 Energetique 75,425 - 134,273 - Trim+ 124,931 87 348,428 198,701 Total revenues $ 1,413,063 $ 236,736 $ 2,936,925 $ 1,097,505 Sales of Health and Wellness services - Performance obligations satisfied at a point in time The Company carries out its Wellness program, where the Company’s products are bundled with health screening test and a health camp program. The health screening test and the health camp programs are considered as separate performance obligations. The promises to deliver the health screening test report and the attendance at the health camp are separately identifiable, which are evidenced by the fact that the Company provides separate services of delivering the health screening test report and allowing admission of the customers to attend the health camp. The Company derives its revenues from sales contracts with its customers with revenues being recognized when the test reports are completed and delivered to its customers. AGAPE ATP CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (Currency expressed in United States Dollars (“US$”), except for number of shares) 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) The Company also separately derives its revenues from sales contracts with its customers with revenues being recognized when the health camp program was completed in the final day of the health camp. For the three and nine months ended September 30, 2020, revenues from health and wellness services are immaterial to the Company’s unaudited condensed consolidated statements of operations and comprehensive income (loss). Cost of revenue Cost of revenue includes freight-in and the purchase cost of manufactured goods for sale to customers. Shipping and handling Shipping and handling charges amounted to $ 3,467 0 6,022 0 Advertising costs Advertising costs amounted to $ 5,634 0 8,516 0 Commission expenses Commission expenses are the Company’s most significant expenses. As with all companies in the network marketing industry, the Company’s sales channel is external to the Company. The Company’s “external sales force” is stratified into two levels based on priority recruitment. First, there are sales distributors. Second, all members recruited by a sales distributor, directly or indirectly, are referred to as “sales network members”. The Company pays commission to every sales distributor based on purchases made by its sales network members which includes the independent direct sales members. Top performing distributors with their own physical stores may also become stockists of the Company, whereby they enjoy benefits such as maintaining a certain amount of the Company’s inventory on their store premises. The stockists shall account to the Company for all products sales from their store premises as monitored through the Company’s centralized stock tracking system. The Company pays a separate commission to stockists based on revenue generated from the stockists’ physical stores. Commission expenses amounted to $ 300,957 0 683,455 0 Defined contribution plan The full-time employees of the Company are entitled to the government mandated defined contribution plan. The Company is required to accrue and pay for these benefits based on certain percentages of the employees’ respective salaries, subject to certain ceilings, in accordance with the relevant government regulations, and make cash contributions to the government mandated defined contribution plan. Total expenses for the plans were $ 25,442 0 49,152 0 AGAPE ATP CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (Currency expressed in United States Dollars (“US$”), except for number of shares) 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) The related contribution plans include: - Social Security Organization (“SOSCO”) – 1.75 4,000 - Employees Provident Fund (“EPF”) – 12 - Employment Insurance System (“EIS”) – 0.2 4,000 - Human Resource Development Fund (“HRDF”) – 1 Income taxes The Company accounts for income taxes in accordance with U.S. GAAP for income taxes. The charge for taxation is based on the results for the fiscal year as adjusted for items, which are non-assessable or disallowed. It is calculated using tax rates that have been enacted or substantively enacted by the balance sheet date. Deferred taxes is accounted for using the asset and liability method in respect of temporary differences arising from differences between the carrying amount of assets and liabilities in the consolidated financial statements and the corresponding tax basis used in the computation of assessable tax profit. In principle, deferred tax liabilities are recognized for all taxable temporary differences. Deferred tax assets are recognized to the extent that it is probable that taxable profit will be available against which deductible temporary differences can be utilized. Deferred tax is calculated using tax rates that are expected to apply to the period when the asset is realized or the liability is settled. Deferred tax is charged or credited in the income statement, except when it is related to items credited or charged directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Current income taxes are provided for in accordance with the laws of the relevant taxing authorities. An uncertain tax position is recognized as a benefit only if it is “more likely than not” that the tax position would be sustained in a tax examination, with a tax examination being presumed to occur. The amount recognized is the largest amount of tax benefit that is greater than 50% No The Company conducts much of its business activities in Hong Kong and Malaysia and is subject to tax in each of their jurisdictions. As a result of its business activities, the Company will file separate tax returns that are subject to examination by the foreign tax authorities. Comprehensive income (loss) Comprehensive income (loss) consists of two components, net income (loss) and other comprehensive income (loss). Other comprehensive income (loss) refers to revenue, expenses, gains and losses that under GAAP are recorded as an element of stockholders’ equity but are excluded from net income. Other comprehensive income (loss) consists of a foreign currency translation adjustment resulting from the Company not using the U.S. dollar as its functional currencies. AGAPE ATP CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (Currency expressed in United States Dollars (“US$”), except for number of shares) 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Non-controlling interest Non-controlling interest mainly consists of approximately 0.01% (2 ordinary shares out of 9,590,598 shares) of the equity interests of ASL held by two individuals. 0 Earnings (loss) per share The Company computes earnings (loss) per share (“EPS”) in accordance with ASC 260, “Earnings per Share”. ASC 260 requires companies to present basic and diluted EPS. Basic EPS is measured as net income divided by the weighted average ordinary share outstanding for the period. Diluted EPS presents the dilutive effect on a per share basis of the potential ordinary shares (e.g., convertible securities, options and warrants) as if they had been converted at the beginning of the periods presented, or issuance date, if later. Potential ordinary shares that have an anti-dilutive effect (i.e., those that increase income per share or decrease loss per share) are excluded from the calculation of diluted EPS. For the three and nine months ended September 30, 2020 and 2019, there were no Foreign currencies translation and transaction 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 Unaudited Condensed Consolidated Statements of Operations and Comprehensive Income (Loss). The reporting currency of the Company is United States Dollars (“US$”) and the accompanying financial statements have been expressed in US$. The Company’s subsidiary in Labuan maintains its books and record in United States Dollars (“US$”) albeit its functional currency being the primary currency of the economic environment in which the entity operates, which is the Malaysian Ringgit (“MYR” or “RM”). The Company’s subsidiary in Hong Kong maintains its books and record in Hong Kong Dollars (“HK$”), similar to its functional currency. The Company’s subsidiary and VIE in Malaysia conducts its businesses and maintains its books and record in the local currency, Malaysian Ringgit (“MYR” or “RM”), as its functional currency. In general, for consolidation purposes, assets and liabilities of its subsidiaries whose functional currency is not US$ are translated into US$, in accordance with ASC Topic 830-30, “ Translation of Financial Statement” AGAPE ATP CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (Currency expressed in United States Dollars (“US$”), except for number of shares) 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Translation of foreign currencies into US$1 have been made at the following exchange rates for the respective periods: SCHEDULE OF FOREIGN CURRENCIES TRANSLATION EXCHANGE RATES As of September 30, 2020 December 31, 2019 Period-end MYR : US$1 exchange rate 4.16 4.09 Period-end HKD : US$1 exchange rate 7.75 7.79 For the Three Months Ended For the Nine Months Ended September 30, September 30, 2020 2019 2020 2019 Period-average MYR : US$ 1 4.20 4.18 4.23 4.13 Period-average HKD : US$ 1 7.75 7.84 7.76 7.84 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. Fair value of financial instruments The accounting standard regarding fair value of financial instruments and related fair value measurements defines financial instruments and requires disclosure of the fair value of financial instruments held by the Company. The accounting standards define fair value, establish a three-level valuation hierarchy for disclosures of fair value measurement and enhance disclosure requirements for fair value measures. The three levels are defined as follow: ● Level 1 inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets. ● Level 2 inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the assets or liability, either directly or indirectly, for substantially the full term of the financial instruments. ● Level 3 inputs to the valuation methodology are unobservable and significant to the fair value. Financial instruments included in current assets and current liabilities are reported in the consolidated balance sheets at face value or cost, which approximate fair value because of the short period of time between the origination of such instruments and their expected realization and their current market rates of interest. AGAPE ATP CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (Currency expressed in United States Dollars (“US$”), except for number of shares) 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Leases Effective July 1, 2019, the Company adopted ASU 2016-02, “Leases” (Topic 842), and elected the practical expedients that does not require the Company to reassess: (1) whether any expired or existing contracts are, or contain, leases, (2) lease classification for any expired or existing leases and (3) initial direct costs for any expired or existing leases. For lease terms of twelve months or fewer, a lessee is permitted to make an accounting policy election not to recognize lease assets and liabilities. The Company also adopted the practical expedient that allows lessees to treat the lease and non-lease components of a lease as a single lease component. There is no impact from the adoption of ASC 842 as of July 1, 2019, as the Company did not have any existing leases with a lease term in excess of twelve months on July 1, 2019. Operating lease right-of-use (“ROU”) assets and lease liabilities are recognized at the adoption date of July 1, 2019 or the commencement date, whichever is earlier, based on the present value of lease payments over the lease term. Since the implicit rate for the Company’s leases is not readily determinable, the Company use its incremental borrowing rate based on the information available at the commencement date in determining the present value of lease payments. The incremental borrowing rate is the rate of interest that the Company would have to pay to borrow, on a collateralized basis, an amount equal to the lease payments, in a similar economic environment and over a similar term. Lease terms used to calculate the present value of lease payments generally do not include any options to extend, renew, or terminate the lease, as the Company does not have reasonable certainty at lease inception that these options will be exercised. The Company generally considers the economic life of its operating lease ROU assets to be comparable to the useful life of similar owned assets. The Company has elected the short-term lease exception, therefore operating lease ROU assets and liabilities do not include leases with a lease term of twelve months or less. Its leases generally do not provide a residual guarantee. The operating lease ROU asset also excludes lease incentives. Lease expense is recognized on a straight-line basis over the lease term. The Company re |
VARIABLE INTEREST ENTITY (_VIE_
VARIABLE INTEREST ENTITY (“VIE”) | 9 Months Ended |
Sep. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
VARIABLE INTEREST ENTITY (“VIE”) | 3. VARIABLE INTEREST ENTITY (“VIE”) SEA is a trading company incorporated on March 4, 2004, under the laws of Malaysia. SEA provided all of ASL’s purchases. Its equity at risk was insufficient to finance its activities and 100 a. The power to direct the activities of the VIE that most significantly impact the VIE’s economic performance; and b. The obligation to absorb losses of the VIE that could potentially be significant to the VIE or the right to receive benefits from the VIE that could potentially be significant to the VIE . AGAPE ATP CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (Currency expressed in United States Dollars (“US$”), except for number of shares) 3. VARIABLE INTEREST ENTITY (“VIE”) (Continued) Accordingly, the accounts of SEA is consolidated in the accompanying unaudited condensed financial statements. The carrying amount of the VIE’s assets and liabilities were as follows: SCHEDULE OF VARIABLE INTEREST ENTITY September 30, 2020 Current assets $ 209,118 Current liabilities (216,789 ) Net deficit $ (7,671 ) September 30, 2020 Current asset: Cash and cash equivalents $ 17,195 Accounts receivable – intercompany 184,550 Prepaid taxes 4,289 Prepayments and deposits 3,084 Total current assets 209,118 Current liabilities: Accounts payable – intercompany $ 213,318 Other payables and accrued liabilities 3,110 Other payables – intercompany 361 Total current liabilities $ 216,789 The summarized operating results of the VIE’s are as follows: For the Three For the Nine Months Ended Operating revenues $ 146,788 $ 276,280 Gross profit $ 955 $ 2,328 Loss from operations $ (4,171 ) $ (7,920 ) Net loss $ (8,627 ) $ (26,766 ) AGAPE ATP CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (Currency expressed in United States Dollars (“US$”), except for number of shares) |
BUSNINESS COMBINATION
BUSNINESS COMBINATION | 9 Months Ended |
Sep. 30, 2020 | |
Business Combinations [Abstract] | |
BUSNINESS COMBINATION | 4. BUSNINESS COMBINATION On May 8, 2020, the Company entered into a Share Exchange Agreement (“SPA”) with Mr. How Kok Choong, CEO and director of the Company to acquire 9,590,596 no 99.99 1,804,046 656,495 176,547 0.0001 0.0469 1,147,551 6.50 176,547 The Company’s acquisition of ASL was accounted for as a business combination in accordance with ASC 805. The Company has allocated the purchase price of ASL based upon the carrying value of the identifiable assets acquired and liabilities assumed on April 1, 2020 as ASL was under the common control of Mr. How. The following table summarizes the carry value of the identifiable assets acquired and liabilities assumed on the acquisition date, which represents the net purchase price allocation on the date of the acquisition of ASL. SUMMARY OF ASSETS ACQUIRED AND LIABILITIES ASSUMED Carry Value ASSETS Current assets Cash $ 1,206,493 Other receivables 33,210 Other receivables - related parties 219,121 Inventories 616,880 Prepaid taxes 1,206,821 Prepayments and other assets 318,267 Total current assets 3,600,792 Other assets Property and equipment, net 325,648 Intangible assets, net 6,686 Deferred taxes asset, net 172,250 Total other assets 504,584 Total assets $ 4,105,376 LIABILITIES AND SHAREHOLDERS’ EQUITY Current liabilities Accounts payable - related party $ 491,628 Customer deposits 1,600,606 Other payables and accrued liabilities 209,096 Total current liabilities 2,301,330 Total liabilities 2,301,330 Total net assets acquired 1,804,046 AGAPE ATP CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (Currency expressed in United States Dollars (“US$”), except for number of shares) 4. BUSNINESS COMBINATION (Continued) The following unaudited pro forma combined results of operations presents the Company’s financial results as if the acquisition of ASL had been completed on January 1, 2019. The unaudited pro forma results do not reflect operating efficiencies or potential cost savings which may result from the consolidation of operations. Accordingly, the unaudited pro forma financial information is not necessarily indicative of the results of operations that the Company would have recognized had we completed the transaction on January 1, 2019. Future results may vary significantly from the results in this pro forma information because of future events and transactions, as well as other factors. SCHEDULE OF PRO FORMA BUSINESS COMBINATION For the Three Months Ended For the Nine Months Ended For the Nine Months Ended September 30, 2019 September 30, 2020 September 30, 2019 Revenue $ 946,912 $ 4,178,177 $ 2,861,274 Cost of revenue (111,472 ) (737,512 ) (421,471 ) Gross profit 835,440 3,440,665 2,439,803 Total operating expenses (880,362 ) (3,025,438 ) (3,493,377 ) Income (loss) from operations (44,922 ) 415,227 (1,053,574 ) Other income (expense), net (86,515 ) 75,603 (324,170 ) Income (loss) before income taxes (131,437 ) 490,830 (1,377,744 ) Benefit of (Provision for) income taxes 4,966 (242,841 ) 207,146 Net income (loss) $ (126,471 ) $ 247,989 $ (1,170,598 ) Net income (loss) per common share - basic and diluted 0.00 0.00 0.00 Weighted average number of common shares outstanding - basic and diluted $ 376,452,047 $ 376,452,047 $ 376,452,047 |
CASH AND CASH EQUIVALENTS
CASH AND CASH EQUIVALENTS | 9 Months Ended |
Sep. 30, 2020 | |
Cash and Cash Equivalents [Abstract] | |
CASH AND CASH EQUIVALENTS | 5. CASH AND CASH EQUIVALENTS As of September 30, 2020 and December 31, 2019 the Company has $ 3,343,590 2,744,457 756,707 238,937 $ 2,564,672 and $ 2,505,520 2.95 3.25 |
ACCOUNTS RECEIVABLE AND ACCOUNT
ACCOUNTS RECEIVABLE AND ACCOUNTS RECEIVABLE – RELATED PARTY | 9 Months Ended |
Sep. 30, 2020 | |
Receivables [Abstract] | |
ACCOUNTS RECEIVABLE AND ACCOUNTS RECEIVABLE – RELATED PARTY | 6. ACCOUNTS RECEIVABLE AND ACCOUNTS RECEIVABLE – RELATED PARTY SCHEDULE OF ACCOUNTS RECEIVABLES - RELATED PARTY As of September 30, 2020 As of December 31, 2019 Accounts receivable $ 276,799 $ - Accounts receivable – related party - 520,786 Allowance for doubtful accounts - - Total accounts receivable and accounts receivable – related party $ 276,799 $ 520,786 |
INVENTORIES
INVENTORIES | 9 Months Ended |
Sep. 30, 2020 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | 7. INVENTORIES Inventories consist of the following: SCHEDULE OF INVENTORIES As of September 30, 2020 As of December 31, 2019 Finished goods $ 512,784 $ - |
PREPAYMENTS AND DEPOSITS
PREPAYMENTS AND DEPOSITS | 9 Months Ended |
Sep. 30, 2020 | |
Prepayments And Deposits | |
PREPAYMENTS AND DEPOSITS | 8. PREPAYMENTS AND DEPOSITS SCHEDULE OF PREPAID EXPENSES AND DEPOSITS As of As of Prepaid expenses $ 3,084 $ 2,641 Receivables from sales distributors 33,509 - Deposits to suppliers 358,784 266,552 Total prepaid expenses and deposits $ 395,377 $ 269,193 |
PROPERTY AND EQUIPMENT, NET
PROPERTY AND EQUIPMENT, NET | 9 Months Ended |
Sep. 30, 2020 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT, NET | 9. PROPERTY AND EQUIPMENT, NET Property and equipment, net consist of the following: SCHEDULE OF PROPERTY AND EQUIPMENT. NET As of September 30, 2020 As of December 31, 2019 Computer and office equipment $ 78,685 $ - Furniture & fixtures 122,675 - Leasehold improvements 203,384 - Vehicle 99,099 - Subtotal 503,843 - Less: accumulated depreciation (196,799 ) - Total $ 307,044 $ - Depreciation expense for the three months ended September 30, 2020 and 2019 amounted to $ 18,808 0 36,524 0 |
INTANGIBLE ASSETS, NET
INTANGIBLE ASSETS, NET | 9 Months Ended |
Sep. 30, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
INTANGIBLE ASSETS, NET | 10. INTANGIBLE ASSETS, NET Intangible assets, net, consist of the following: SCHEDULE OF INTANGIBLE ASSETS, NET As of September 30, 2020 As of December 31, 2019 Computer software $ 34,591 $ Less: accumulated amortization (28,452 ) - Total $ 6,139 $ - Amortization expense for the three months ended September 30, 2020 and 2019 amounted to $ 511 0 993 0 |
INVESTMENT IN MARKETABLE SECURI
INVESTMENT IN MARKETABLE SECURITIES | 9 Months Ended |
Sep. 30, 2020 | |
Investment In Marketable Securities | |
INVESTMENT IN MARKETABLE SECURITIES | 11. INVESTMENT IN MARKETABLE SECURITIES (i) On May 17, 2018, the Company purchased 83,333 500,000 6 (ii) On October 16, 2018, the Company purchased 33,333 1,000 0.03 SCHEDULE OF INVESTMENT IN MARKETABLE SECURITIES As of September 30, 2020 As of December 31, 2019 Cost of investment $ 66,484 $ 134,166 Unrealized holding gain (loss) 102,247 (68,391 ) Exchange rate effect 434 709 Investment in marketable securities $ 169,165 $ 66,484 |
INVESTMENT IN NON-MARKETABLE SE
INVESTMENT IN NON-MARKETABLE SECURITIES | 9 Months Ended |
Sep. 30, 2020 | |
Investment In Non-marketable Securities | |
INVESTMENT IN NON-MARKETABLE SECURITIES | 12. INVESTMENT IN NON-MARKETABLE SECURITIES The Company invested in Unreserved Sdn Bhd with the investment amount of $ 863,592 3,500,000 20 20.0 17.86 Unreserved Sdn Bhd was incorporated in Malaysia with 2,500,000 AGAPE ATP CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (Currency expressed in United States Dollars (“US$”), except for number of shares) 12. INVESTMENT IN NON-MARKETABLE SECURITIES (Continued) On March 2, 2020, the Company agreed to sell the 17.86 730,637 70,173 660,464 On April 3, 2019, the Company purchased a 5 15,000,000 1,500 0.0001 SCHEDULE OF INVESTMENT IN NON MARKETABLE SECURITIES Unreserved Sdn Bhd As of As of Investment in non-marketable securities $ 730,637 $ 730,637 Less: Sale of investment in non-marketable securities (730,637 ) - Investment in non-marketable securities $ - $ 730,637 Phoenix Plus Corporation Cost of investment $ 1,500 $ 1,500 Total investment in non-marketable securities $ 1,500 $ 732,137 |
OTHER PAYABLES AND ACCRUED LIAB
OTHER PAYABLES AND ACCRUED LIABILITIES | 9 Months Ended |
Sep. 30, 2020 | |
Other Liabilities Disclosure [Abstract] | |
OTHER PAYABLES AND ACCRUED LIABILITIES | 13. OTHER PAYABLES AND ACCRUED LIABILITIES SCHEDULE OF OTHER PAYABLES AND ACCRUED LIABILITIES As of September 30, 2020 December 31, 2019 Accrued professional fees $ 147,892 $ 58,594 Accrued promotion expenses 36,169 - Accrued payroll 24,215 - Accrued bonus 177,749 - Others 78,791 18,652 Total other payables and accrued liabilities $ 464,816 $ 77,246 AGAPE ATP CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (Currency expressed in United States Dollars (“US$”), except for number of shares) |
RELATED PARTY BALANCES AND TRAN
RELATED PARTY BALANCES AND TRANSACTIONS | 9 Months Ended |
Sep. 30, 2020 | |
Related Party Transactions [Abstract] | |
RELATED PARTY BALANCES AND TRANSACTIONS | 14. RELATED PARTY BALANCES AND TRANSACTIONS Related party balances Accounts receivable – related party SCHEDULE OF RELATED PARTIES RELATIONSHIPS Name of Related Party Relationship Nature As of September 30, 2020 As of December 31, 2019 SEA VIE of ASL, Mr. How Kok Choong, the CEO and director of the Company is the sole shareholder and director of SEA Sales of products $ - $ 520,786 Total $ - $ 520,786 Amount due from related parties Name of Related Party Relationship Nature As of September 30, 2020 As of Agape ATP (Asia) Limited (“AATP Asia”) Mr. How Kok Choong, the CEO and director of the Company is also the sole shareholder and director of AATP Asia Expenses paid for AATP Asia $ 2,228 $ 2,217 Hostastay Sdn. Bhd. Mr. How Kok Choong, the CEO and director of the Company is also the director of Hostastay Sublease rent due from Hostastay 1,469 - Total $ 3,697 $ 2,217 Prepayments and Deposits - related party Name of Related Party Relationship Nature As of September 30, 2020 As of Agape Superior Living Pty Ltd (“ASLPL”) Mr. How Kok Choong, the CEO and director of the Company is a 51% shareholder and a director of ASLPL Prepayment for Printing Label $ 1,620 $ Total $ 1,620 $ - AGAPE ATP CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (Currency expressed in United States Dollars (“US$”), except for number of shares) 14. RELATED PARTY BALANCES AND TRANSACTIONS (Continued) Amount due to a Related Party Name of Related Party Relationship Nature As of September 30, 2020 As of Mr. How Kok Choong CEO and director of the Company Acquisition payment of ASL and expenses paid for the Company $ - $ 3,952 Redboy Picture Sdn Bhd “Redboy” Mr. How Kok Choong, the CEO and director of the Company is also the director of Redboy Amount due to Redboy for business operational fees 962 - Total $ 962 $ 3,952 Related party transactions Revenue Name of Related Party Relationship Nature For the Three Months Ended September 30, 2020 For the Three Months Ended September 30, 2019 SEA VIE of ASL, Mr. How Kok Choong, the CEO and director of the Company is the sole shareholder and director of SEA Sales of products $ - $ 236,736 Total $ - $ 236,736 Name of Related Party Relationship Nature For the Nine Months Ended September 30, 2020 For the Nine Months Ended September 30, 2019 SEA VIE of ASL, Mr. How Kok Choong, the CEO and director of the Company is the sole shareholder and director of SEA Sales of products $ - $ 1,076,044 Agape Superior Living Pty Ltd (“ASLPL”) Mr. How Kok Choong, the CEO and director of the Company is a 51% shareholder and a director of ASLPL Sales of products 13,654 21,461 Total $ 13,654 $ 1,097,505 Other income Name of Related Party Relationship Nature For the Three Months Ended September 30, 2020 For the Three Months Ended September 30, 2019 Hostastay Sdn. Bhd. Mr. How Kok Choong, the CEO and director of the Company is also the director of Hostastay Sublease rental income due from Hostastay $ 1,443 $ - Total $ 1,443 $ - Name of Related Party Relationship Nature For the Nine Months Ended September 30, 2020 For the Nine Months Ended September 30, 2019 Hostastay Sdn. Bhd. Mr. How Kok Choong, the CEO and director of the Company is also the director of Hostastay Sublease rental income due from Hostastay 1,443 - Total $ 1,443 $ - AGAPE ATP CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (Currency expressed in United States Dollars (“US$”), except for number of shares) |
STOCKHOLDERS_ EQUITY
STOCKHOLDERS’ EQUITY | 9 Months Ended |
Sep. 30, 2020 | |
Equity [Abstract] | |
STOCKHOLDERS’ EQUITY | 15. STOCKHOLDERS’ EQUITY Preferred stock As of September 30, 2020, and December 31, 2019, there were 200,000,000 none Common stock As of September 30, 2020, and December 31, 2019, there were 1,000,000,000 376,452,047 376,275,500 In May 2020, the Company issued 162,694 In June 2020, ASL made certain adjustments to its March 31, 2020 financial statements. As a result, the net assets carrying value increased by $ 90,043 13,853 13,853 There were no Non-controlling interest As of September 30, 2020 and for the three and nine months ended September 30, 2020, no material transactions of non-controlling interest occurred from the operating results from ASL as the Company holds approximately 99.99 0 |
INCOME TAXES
INCOME TAXES | 9 Months Ended |
Sep. 30, 2020 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | 16. INCOME TAXES The United States and foreign components of income (loss) before income taxes were comprised of the following: SCHEDULE OF COMPONENTS OF INCOME/(LOSS) BEFORE INCOME TAX For the Three Months Ended For the Nine Months Ended September 30, September 30, 2020 2019 2020 2019 Tax jurisdictions from: Local $ (96,606 ) $ (86,056 ) $ (400,776 ) $ (128,388 ) - Foreign – Malaysia 719,561 (22,072 ) 1,033,341 20,727 - Foreign – Hong Kong (149,977 ) 10,064 (170,030 ) (374,564 ) Income (loss) before income tax $ 472,978 $ (98,064 ) $ 462,535 $ (482,225 ) AGAPE ATP CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (Currency expressed in United States Dollars (“US$”), except for number of shares) 16. INCOME TAXES (Continued) The (provision for) benefit of income taxes consisted of the following: SCHEDULE OF PROVISION FOR INCOME TAX For the Three Months Ended September 30, For the Three Months Ended September 30, For the Nine Months Ended September 30, For the Nine Months Ended September 30, Current: - Local $ - $ - $ - $ - - Foreign (20,381 ) - (20,381 ) 6,965 Deferred: - Local - - - - - Foreign (37,560 ) - (171,627 ) - (Provision for) benefit of income taxes $ (57,941 ) $ - $ (192,008 ) $ 6,965 The effective tax rate in the periods presented is the result of the mix of income earned in various tax jurisdictions that apply a broad range of income tax rates. The Company and its subsidiary that operate in various countries: United States, Malaysia (including Labuan) and Hong Kong that are subject to taxes in the jurisdictions in which they operate, as follows: United States of America Agape ATP Corporation was incorporated in the State of Nevada and is subject to the tax laws of the United States of America. As of September 30, 2020, the operations in the United States of America incurred approximately $ 607,000 10,000 24,000 2027 2028 128,000 43,000 Malaysia Changes to the Labuan Business Activity Tax Act (LBATA) 1990 which was gazetted and came into operation on January 1, 2019 mandate companies incorporated in Labuan to satisfy the “substantial activity requirements” to qualify for the preferential tax rate of 3 24 AGAPE ATP CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (Currency expressed in United States Dollars (“US$”), except for number of shares) 16. INCOME TAXES (Continued) Agape Superior Living Sdn Bhd, Agape S.E.A Sdn Bhd and Wellness ATP International Holdings sdn Bhd. are governed by the income tax laws of Malaysia and the income tax provision in respect of operations in Malaysia is calculated at the applicable tax rates on the taxable income for the periods based on existing legislation, interpretations and practices in respect thereof. Under the Income Tax Act of Malaysia, enterprises that incorporated in Malaysia are usually subject to a unified 24% enterprise income tax rate while preferential tax rates, tax holidays and even tax exemption may be granted on case-by-case basis. The tax rate for small and medium sized companies (generally companies incorporated in Malaysia with paid-in capital of RM 2,500,000 or less) is 17 Hong Kong Agape ATP International Holding (HK) Limited is subject to Hong Kong Profits Tax, which is charged at the statutory income rate of 16.5 The following table sets forth the significant components of the aggregate deferred tax assets of the Company as of: SCHEDULE OF DEFERRED TAX ASSETS As of September 30, 2020 As of December 31, 2019 Deferred tax assets: Net operating loss carry forwards in U.S. $ 127,573 $ 43,410 Net operating loss carry forwards in Malaysia 66,109 - Less: valuation allowance (127,573 ) (43,410 ) Deferred tax liabilities: Depreciation (66,109 ) - Deferred tax assets, net $ - $ - Uncertain tax positions The Company evaluates each uncertain tax position (including the potential application of interest and penalties) based on the technical merits, and measure the unrecognized benefits associated with the tax positions. As of September 30, 2020, and December 31, 2019, the Company did not have any significant unrecognized uncertain tax positions. The Company did not incur interest and penalties tax for the three and nine months ended September 30, 2020 and 2019. |
CONCENTRATIONS OF RISKS
CONCENTRATIONS OF RISKS | 9 Months Ended |
Sep. 30, 2020 | |
Risks and Uncertainties [Abstract] | |
CONCENTRATIONS OF RISKS | 17. CONCENTRATIONS OF RISKS (a) Major customers For the three and nine months ended September 30, 2020, no customer accounted for 10% or more of the Company’s total revenues. For the three months ended September 30, 2019, one related party customer accounted for approximately 100.0% 98.0% of the Company’s total revenues. As of September 30, 2020, receivables from a third-party e-commerce company accounted for approximately 99.5 100.0 (b) Major vendors For the three months ended September 30, 2020, two vendor accounted for approximately 63.7 36.3 66.6 33.4 100.0 69.0 31.0 There are no accounts payable balance as of September 30, 2020. As of December 31, 2019, one vendor accounted for 100 (c) Commission Expenses to Sales Distributors and Stockists For the three months ended September 30, 2020, two sales distributors accounted for approximately 10.5 10.3 10 (d) Credit risk Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash. As of September 30, 2020, and December 31, 2019, $ 756,707 238,937 276,769 0 Financial instruments that are potentially subject to credit risk consist principally of accounts receivable. The Company believes the concentration of credit risk in its account receivable 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. Historically, the Company did not have any bad debt on its account receivable. (e) Exchange rate risk The Company cannot guarantee that the current exchange rate will remain steady; therefore, there is a possibility that the Company could post the same amount of profit for two comparable periods and because of the fluctuating exchange rate actually post higher or lower profit depending on exchange rate of RM and HK$ converted to US$ on that date. The exchange rate could fluctuate depending on changes in political and economic environments without notice. AGAPE ATP CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (Currency expressed in United States Dollars (“US$”), except for number of shares) |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Sep. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | 18. COMMITMENTS AND CONTINGENCIES Lease commitments On April 1, 2020, the Company adopted ASC 842 for ASL’s office space lease and sales and training center as the lease commencement date upon the acquisition of ASL. The Company recognized lease liabilities of approximately $ 489,000 5.5 2.79 The five-year maturity of the Company’s operating lease liabilities is as follow: SCHEDULE OF FUTURE MINIMUM OPERATING LEASE LIABILITIES Twelve Months Ending Operating lease liabilities 2021 $ 166,524 2022 163,689 2023 121,242 Total lease payments 451,455 Less: interest (33,198 ) Present value of lease liabilities $ 418,257 The Company also leases one distribution center and two employee apartments with an expiring term of twelve months or fewer, which were classified as operating leases. For lease terms of twelve months or fewer, a lessee is permitted to make an accounting policy election not to recognize lease assets and liabilities. The Company selected not to recognize lease assets and liabilities on these leases. As of September 30, 2020, the Company’s commitment for minimum lease payments under these operating leases within the next twelve months are $ 7,816 Rent expense for the three months ended September 30, 2020 and 2019 was $ 58,793 13,400 111,465 40,166 Purchase commitments The total future minimum purchase commitment under a non-cancellable purchase contract as of September 30, 2020 for the next five years and thereafter is as follows: SCHEDULE OF FUTURE MINIMUM PURCHASE COMMITMENT Twelve months ending September 30, Minimum purchase 2021 $ 693,900 2022 693,900 2023 693,900 2024 693,900 2025 693,900 Thereafter 1,561,275 Total minimum purchase commitments required $ 5,030,775 AGAPE ATP CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (Currency expressed in United States Dollars (“US$”), except for number of shares) 18. COMMITMENTS AND CONTINGENCIES (Continued) As of the date of this report, the Company’s vendor is not able to meet the Company’s minimum purchase commitment of the health and wellness products due to the manufacturing process was being delayed by its vendor. Contingencies Legal From time to time, the Company is party to certain legal proceedings, as well as certain asserted and un-asserted claims. Amounts accrued, as well as the total amount of reasonably possible losses with respect to such matters, individually and in the aggregate, are not deemed to be material to the consolidated financial statements. COVID-19 On March 11, 2020, the World Health Organization or WHO declared the corona virus or COVID-19 a pandemic. In accordance with the recommendations of the WHO, Malaysia had imposed a nationwide lockdown via the government’s Movement Control Order (“MCO”) effective March 18, 2020. The MCO has resulted in quarantines, travel restrictions, and the temporary closure of stores and facilities in Malaysia. On May 4, 2020, the MCO was lessened to a Conditional Movement Control Order (“CMCO”) where most business sectors were allowed to operate under strict rules and Standard Operating Procedures mandated by the government of Malaysia. Substantially all of the Company’s revenues are concentrated in Malaysia. Consequently, its results of operations will likely be adversely, and may be materially, affected, to the extent that the COVID-19 or any other epidemic harms the Malaysia and global economy in general. Any potential impact to its results will depend on, to a large extent, future developments and new information that may emerge regarding the duration and severity of the COVID-19 and the actions taken by government authorities and other entities to contain the COVID-19 or treat its impact, almost all of which are beyond its control. Potential impacts include, but are not limited to, the following: ● temporary closure of offices, travel restrictions, financial impact of the Company’s customers or suspension supplies may negatively affected, and could continue to negatively affect, the demand for the Company’s product; ● the Company may have to provide significant sales incentives to its customers during the outbreak, which may in turn materially adversely affect its financial condition and operating results; and any disruption of the Company’s supply chain, logistics providers or customers could adversely impact its business and results of operations, including causing the Company or its suppliers to cease manufacturing for a period of time or materially delay delivery to its customers, which may also lead to loss of its customers. Because of the uncertainty surrounding the COVID-19 outbreak, the financial impact related to the outbreak of and response to the COVID-19 cannot be reasonably estimated at this time. There is no guarantee that the Company’s total revenues will grow or remain at the similar level year over year in the remaining period of 2020 and in 2021. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
Basis of presentation | Basis of presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”), and include all normal and recurring adjustments that management of the Company considers necessary for a fair presentation of its financial position and operation results. Interim results are not necessarily indicative of results to be expected for any other interim period or for the full year. The information included in this Form 10-Q should be read in conjunction with information included in the Company’s transition report on Form 10-K for the period ended December 31, 2019, filed with the Securities and Exchange Commission on March 27, 2020. |
Principles of consolidation | Principles of consolidation The unaudited condensed consolidated financial statements include the financial statements of the Company, its subsidiaries and its VIE over which the Company exercises control and, where applicable, entities for which the Company has a controlling financial interest or is the primary beneficiary. All transactions and balances among the Company, its subsidiaries and its VIE have been eliminated upon consolidation. Subsidiaries are those entities in which the Company, directly or indirectly, controls more than one half of the voting power; or has the power to govern the financial and operating policies, to appoint or remove the majority of the members of the board of directors, or to cast a majority of votes at the meeting of directors. A VIE is an entity that has either a total equity investment that is insufficient to permit the entity to finance its activities without additional subordinated financial support, or whose equity investors lack the characteristics of a controlling financial interest, such as through voting rights, right to receive the expected residual returns of the entity or obligation to absorb the expected losses of the entity. The variable interest holder, if any, that has a controlling financial interest in a VIE is deemed to be the primary beneficiary and must consolidate the VIE. |
Use of estimates | Use of estimates The preparation of unaudited condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities as of the date of the unaudited condensed consolidated financial statements and the reported amounts of revenues and expenses during the periods presented. Significant accounting estimates reflected in the Company’s unaudited condensed consolidated financial statements include allowance for doubtful accounts, allowance for inventories obsolescence, useful lives of property and equipment, useful lives of intangible assets, impairment of long-lived assets, allowance for deferred tax assets, operating right-of-use assets, operating lease liabilities and uncertain tax position and impairment of investment in non-marketable securities. Actual results could differ from these estimates. |
Cash and cash equivalents | Cash and cash equivalents Cash and cash equivalents are carried at cost and represent cash on hand, time deposits placed with banks or other financial institutions and all highly liquid investments with an original maturity of three months or less. |
Accounts receivable and accounts receivable – related party | Accounts receivable and accounts receivable – related party Accounts receivable and accounts receivable – related party are recorded at the invoiced amount less an allowance for any uncollectible accounts and do not bear interest, which are due on credit term. Accounts receivable also include money due from a third-party e-commerce platform acting as a collection agent for the Company on the sales through their platform. Management reviews the adequacy of the allowance for doubtful accounts on an ongoing basis, using historical collection trends and aging of receivables. Management also periodically evaluates individual customer’s financial condition, credit history, and the current economic conditions to make adjustments in the allowance when it is considered necessary. 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’s management continues to evaluate the reasonableness of the valuation allowance policy and update it if necessary. As of September 30, 2020, and December 31, 2019, no AGAPE ATP CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (Currency expressed in United States Dollars (“US$”), except for number of shares) 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) |
Inventories | Inventories Inventories consist of finished goods and are stated at the lower of cost or net realizable value using the first-in first-out method. |
Prepaid taxes | Prepaid taxes Prepaid taxes include (i) prepaid income taxes that will either be refundable or utilized to offset future income tax; and (ii) goods and service tax (“GST”) to be refundable. |
Prepayments and deposits | Prepayments and deposits Prepayments and deposits are mainly cash deposited or advanced to suppliers for future inventory purchases or service providers for future services. This amount is refundable and bears no interest. For any prepayments and deposits determined by management that such advances will not be in receipts of inventories, services, or refundable, the Company will recognize an allowance account to reserve such balances. Management reviews its prepayments and deposits on a regular basis to determine if the allowance is adequate, and adjusts the allowance when necessary. Delinquent account balances are written-off against allowance for doubtful accounts after management has determined that the likelihood of collection is not probable. The Company’s management continues to evaluate the reasonableness of the valuation allowance policy and update it if necessary. As of September 30, 2020, and December 31, 2019, there is no |
Property and equipment, net | Property and equipment, net Property and equipment are stated at cost less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the assets with no residual value. The estimated useful lives are as follows: SCHEDULE OF ESTIMATED USEFUL LIVES OF PROPERTY AND EQUIPMENT Useful Life Computer and office equipment 5 7 Furniture & fixtures 6 7 Leasehold improvements Lease Term Vehicle 5 The cost and related accumulated depreciation of assets sold or otherwise retired are eliminated from the accounts and any gain or loss is included in the consolidated statements of income and comprehensive income. Expenditures for maintenance and repairs are charged to earnings as incurred, while additions, renewals and betterments, which are expected to extend the useful life of assets, are capitalized. The Company also re-evaluates the periods of depreciation to determine whether subsequent events and circumstances warrant revised estimates of useful lives. AGAPE ATP CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (Currency expressed in United States Dollars (“US$”), except for number of shares) 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) |
Intangible assets, net | Intangible assets, net Intangible assets, net, are stated at cost, less accumulated amortization. Amortization expense is recognized on the straight-line basis over the estimated useful lives of the assets as follows: SCHEDULE OF ESTIMATED USEFUL LIVES OF INTANGIBLE ASSETS, NET Classification Useful Life Computer software 5 |
Impairment for long-lived assets | Impairment for long-lived assets Long-lived assets, including property and equipment, and intangible assets with finite lives are reviewed for impairment whenever events or changes in circumstances (such as a significant adverse change to market conditions that will impact the future use of the assets) indicate that the carrying value of an asset may not be recoverable. The Company assesses the recoverability of the assets based on the undiscounted future cash flows the assets are expected to generate and recognize an impairment loss when estimated undiscounted future cash flows expected to result from the use of the asset plus net proceeds expected from disposition of the asset, if any, are less than the carrying value of the asset. If an impairment is identified, the Company would reduce the carrying amount of the asset to its estimated fair value based on a discounted cash flows approach or, when available and appropriate, to comparable market values. As of September 30, 2020, and December 31, 2019, no |
Deferred offering costs | Deferred offering costs Deferred offering costs represents costs associated with the Company’s current offering which will be netted against the proceeds from the Company’s current offering. |
Investment in marketable equity securities | Investment in marketable equity securities Prior to July 1, 2019, marketable securities included in investment in marketable equity securities (non-current) are stated at the lower of cost or market in the aggregate. Other marketable securities (non-current) are stated at the lower of cost or market in the aggregate and investments other than marketable equity securities in other investments (non-current) are stated at cost less any significant decline in fair value assessed to be other than temporary. Realized gains and losses on the sale of securities are based on the average cost of all the units of a particular security held at the time of sale. On July 1, 2019, the Company adopted ASU 2016-01, Financial Instruments – Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities AGAPE ATP CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (Currency expressed in United States Dollars (“US$”), except for number of shares) 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) |
Investment in non-marketable equity securities | Investment in non-marketable equity securities Prior to July 1, 2019, investments in non-marketable equity securities (non-current) are stated at cost less any significant decline in fair value assessed to be other than temporary. Realized gains and losses on the sale of securities are based on the average cost of all the units of a particular security held at the time of sale. On July 1, 2019, the Company adopted ASU 2016-01, Financial Instruments – Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities At each reporting period, the Company will make a qualitative assessment considering impairment indicators to evaluate whether the investment is impaired. The qualitative assessment indicators include, but are not limited to: (1) A significant deterioration in the earnings performance, credit rating, asset quality, or business prospects of the investee; (ii) A significant adverse change in the regulatory, economic, or technological environment of the investee; (iii) A significant adverse change in the general market condition of either the geographical area or the industry in which the investee operates; (iv) A bona fide offer to purchase, an offer by the investee to sell, or a completed auction process for the same or similar investment for an amount less than the carrying amount of that investment; and (v) Factors that raise significant concerns about the investee’s ability to continue as a going concern, such as negative cash flows from operations, working capital deficiencies, or noncompliance with statutory capital requirements or debt covenants. If the qualitative assessment indicators indicated that the non-marketable equity securities (non-current) is deemed to be impaired, the Company would recognize the impairment loss equal to the difference between the fair value of the investment and its carrying amount. |
Customer deposits | Customer deposits Customer deposits represent amounts advanced by customers on product orders and discounted value of unapplied coupons. Customer deposits are reduced when the related sale is recognized in accordance with the Company’s revenue recognition policy. |
Revenue recognition | Revenue recognition On July 1, 2019, the Company adopted Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (ASC Topic 606) using the modified retrospective method for contracts that were not completed as of June 30, 2019. This did not result in an adjustment to retained earnings upon adoption of this new guidance as the Company’s revenue was recognized based on the amount of consideration expected to receive in exchange for satisfying the performance obligations. AGAPE ATP CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (Currency expressed in United States Dollars (“US$”), except for number of shares) 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) The core principle underlying the revenue recognition of this ASU allows the Company to recognize - revenue that represents the transfer of goods and services to customers in an amount that reflects the consideration to which the Company expects to be entitled in such exchange. This will require the Company to identify contractual performance obligations and determine whether revenue should be recognized at a point in time or over time, based on when control of goods and services transfers to a customer. The Company’s revenue streams are recognized at a point in time for the Company’s sale of health and wellness products. The ASU requires the use of a new five-step model to recognize revenue from customer contracts. The five-step model requires that the Company (i) identify the contract with the customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price, including variable consideration to the extent that it is probable that a significant future reversal will not occur, (iv) allocate the transaction price to the respective performance obligations in the contract, and (v) recognize revenue when (or as) the Company satisfies the performance obligation. The Company accounts for a contract with a customer when the contract is committed in writing, the rights of the parties, including payment terms, are identified, the contract has commercial substance and consideration is probable of substantially collection. Prior to July 1, 2019, the Company recognizes revenue from sales of goods when the following four revenue criteria are met: (1) persuasive evidence of an arrangement exists; (2) delivery has occurred; (3) selling price is fixed or determinable; and (4) collectability is reasonably assured. Revenue from supplies of health and wellness products is recognized when title and risk of loss are transferred and there are no continuing obligations to the customer. Title and the risks and rewards of ownership transfer to and accepted by the customer when the products are collected by the customer at the Company’s office. Revenue is recorded net of sales discounts, returns, allowances, and other adjustments that are based upon management’s best estimates and historical experience and are provided for in the same period as the related revenues are recorded. The application of the five-step model to the revenue streams compared to the prior guidance did not result in significant changes in the way the Company records its revenue. Upon adoption on July 1, 2019, the Company evaluated its revenue recognition policy for all revenue streams within the scope of the ASU under previous standards and using the five-step model under the new guidance and confirmed that there were no differences in the pattern of revenue recognition. Sales of Health and Wellness products - Performance obligations satisfied at a point in time On July 1, 2019, the Company derives its revenues from sales contracts with its customers with revenues being recognized when control of the health and wellness products are transferred to its customer at the Company’s office or shipment of the goods, which is generally similar to when its delivery has occurred prior to July 1, 2019 Such revenues are recognized at a point in time after all performance obligations are satisfied. The revenue is recorded net of estimated discounts and return allowances. Products are given 60 days for returns or exchanges from the date of purchase. Historically, there were insignificant sales returns. AGAPE ATP CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (Currency expressed in United States Dollars (“US$”), except for number of shares) 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) The Company also sells coupons to its customers for cash at a discounted price of the value of the coupons. Customers can apply the value of the coupons for a reduction in the transaction price paid by the customer are recorded as a reduction of sales. The cash proceeds resulted from the sale of coupons are recognized as customer deposits until the coupons to be applied as a reduction of the health and wellness products transaction price upon such sales transactions occurred. The Company’s coupons have a validity period of six months. If the Company’s customers did not utilize the coupons after six months, the Company would recognize the forfeiture of the originated sales value of the coupons as net revenues. For the three and nine months ended September 30, 2020, the Company recognized $ 93,322 156,499 As of September 30, 2020, the Company had contracts for the sales of health and wellness products amounting to $ 271,173 Disaggregated information of revenues by products are as follows: SCHEDULE OF DISAGGREGATED INFORMATION OF REVENUES For the Three Months Ended For the Nine Months Ended September 30, September 30, 2020 2019 2020 2019 Survivor Select $ 83,107 $ - $ 119,101 $ - Energized Mineral Concentrate 58,491 100,065 81,097 238,546 Ionized Cal-Mag 352,718 25 850,716 55,685 Omega Blend 109,258 68,774 271,801 - BetaMaxx 123,080 67,663 134,514 91,133 Vege Fruit Fiber 1,814 - 7,920 - Iron 22,581 - 135,743 - Young Formula 378,970 52 728,708 117,384 Organic Youth Care Cleansing Bar 12,395 8 41,200 17,736 Mitogize 36,914 - 41,625 - No. 1 MED 33,379 62 41,799 140,650 Energetique 75,425 - 134,273 - Trim+ 124,931 87 348,428 198,701 Total revenues $ 1,413,063 $ 236,736 $ 2,936,925 $ 1,097,505 Sales of Health and Wellness services - Performance obligations satisfied at a point in time The Company carries out its Wellness program, where the Company’s products are bundled with health screening test and a health camp program. The health screening test and the health camp programs are considered as separate performance obligations. The promises to deliver the health screening test report and the attendance at the health camp are separately identifiable, which are evidenced by the fact that the Company provides separate services of delivering the health screening test report and allowing admission of the customers to attend the health camp. The Company derives its revenues from sales contracts with its customers with revenues being recognized when the test reports are completed and delivered to its customers. AGAPE ATP CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (Currency expressed in United States Dollars (“US$”), except for number of shares) 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) The Company also separately derives its revenues from sales contracts with its customers with revenues being recognized when the health camp program was completed in the final day of the health camp. For the three and nine months ended September 30, 2020, revenues from health and wellness services are immaterial to the Company’s unaudited condensed consolidated statements of operations and comprehensive income (loss). |
Cost of revenue | Cost of revenue Cost of revenue includes freight-in and the purchase cost of manufactured goods for sale to customers. |
Shipping and handling | Shipping and handling Shipping and handling charges amounted to $ 3,467 0 6,022 0 |
Advertising costs | Advertising costs Advertising costs amounted to $ 5,634 0 8,516 0 |
Commission expenses | Commission expenses Commission expenses are the Company’s most significant expenses. As with all companies in the network marketing industry, the Company’s sales channel is external to the Company. The Company’s “external sales force” is stratified into two levels based on priority recruitment. First, there are sales distributors. Second, all members recruited by a sales distributor, directly or indirectly, are referred to as “sales network members”. The Company pays commission to every sales distributor based on purchases made by its sales network members which includes the independent direct sales members. Top performing distributors with their own physical stores may also become stockists of the Company, whereby they enjoy benefits such as maintaining a certain amount of the Company’s inventory on their store premises. The stockists shall account to the Company for all products sales from their store premises as monitored through the Company’s centralized stock tracking system. The Company pays a separate commission to stockists based on revenue generated from the stockists’ physical stores. Commission expenses amounted to $ 300,957 0 683,455 0 |
Defined contribution plan | Defined contribution plan The full-time employees of the Company are entitled to the government mandated defined contribution plan. The Company is required to accrue and pay for these benefits based on certain percentages of the employees’ respective salaries, subject to certain ceilings, in accordance with the relevant government regulations, and make cash contributions to the government mandated defined contribution plan. Total expenses for the plans were $ 25,442 0 49,152 0 AGAPE ATP CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (Currency expressed in United States Dollars (“US$”), except for number of shares) 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) The related contribution plans include: - Social Security Organization (“SOSCO”) – 1.75 4,000 - Employees Provident Fund (“EPF”) – 12 - Employment Insurance System (“EIS”) – 0.2 4,000 - Human Resource Development Fund (“HRDF”) – 1 |
Income taxes | Income taxes The Company accounts for income taxes in accordance with U.S. GAAP for income taxes. The charge for taxation is based on the results for the fiscal year as adjusted for items, which are non-assessable or disallowed. It is calculated using tax rates that have been enacted or substantively enacted by the balance sheet date. Deferred taxes is accounted for using the asset and liability method in respect of temporary differences arising from differences between the carrying amount of assets and liabilities in the consolidated financial statements and the corresponding tax basis used in the computation of assessable tax profit. In principle, deferred tax liabilities are recognized for all taxable temporary differences. Deferred tax assets are recognized to the extent that it is probable that taxable profit will be available against which deductible temporary differences can be utilized. Deferred tax is calculated using tax rates that are expected to apply to the period when the asset is realized or the liability is settled. Deferred tax is charged or credited in the income statement, except when it is related to items credited or charged directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Current income taxes are provided for in accordance with the laws of the relevant taxing authorities. An uncertain tax position is recognized as a benefit only if it is “more likely than not” that the tax position would be sustained in a tax examination, with a tax examination being presumed to occur. The amount recognized is the largest amount of tax benefit that is greater than 50% No The Company conducts much of its business activities in Hong Kong and Malaysia and is subject to tax in each of their jurisdictions. As a result of its business activities, the Company will file separate tax returns that are subject to examination by the foreign tax authorities. |
Comprehensive income (loss) | Comprehensive income (loss) Comprehensive income (loss) consists of two components, net income (loss) and other comprehensive income (loss). Other comprehensive income (loss) refers to revenue, expenses, gains and losses that under GAAP are recorded as an element of stockholders’ equity but are excluded from net income. Other comprehensive income (loss) consists of a foreign currency translation adjustment resulting from the Company not using the U.S. dollar as its functional currencies. AGAPE ATP CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (Currency expressed in United States Dollars (“US$”), except for number of shares) 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) |
Non-controlling interest | Non-controlling interest Non-controlling interest mainly consists of approximately 0.01% (2 ordinary shares out of 9,590,598 shares) of the equity interests of ASL held by two individuals. 0 |
Earnings (loss) per share | Earnings (loss) per share The Company computes earnings (loss) per share (“EPS”) in accordance with ASC 260, “Earnings per Share”. ASC 260 requires companies to present basic and diluted EPS. Basic EPS is measured as net income divided by the weighted average ordinary share outstanding for the period. Diluted EPS presents the dilutive effect on a per share basis of the potential ordinary shares (e.g., convertible securities, options and warrants) as if they had been converted at the beginning of the periods presented, or issuance date, if later. Potential ordinary shares that have an anti-dilutive effect (i.e., those that increase income per share or decrease loss per share) are excluded from the calculation of diluted EPS. For the three and nine months ended September 30, 2020 and 2019, there were no |
Foreign currencies translation and transaction | Foreign currencies translation and transaction 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 Unaudited Condensed Consolidated Statements of Operations and Comprehensive Income (Loss). The reporting currency of the Company is United States Dollars (“US$”) and the accompanying financial statements have been expressed in US$. The Company’s subsidiary in Labuan maintains its books and record in United States Dollars (“US$”) albeit its functional currency being the primary currency of the economic environment in which the entity operates, which is the Malaysian Ringgit (“MYR” or “RM”). The Company’s subsidiary in Hong Kong maintains its books and record in Hong Kong Dollars (“HK$”), similar to its functional currency. The Company’s subsidiary and VIE in Malaysia conducts its businesses and maintains its books and record in the local currency, Malaysian Ringgit (“MYR” or “RM”), as its functional currency. In general, for consolidation purposes, assets and liabilities of its subsidiaries whose functional currency is not US$ are translated into US$, in accordance with ASC Topic 830-30, “ Translation of Financial Statement” AGAPE ATP CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (Currency expressed in United States Dollars (“US$”), except for number of shares) 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Translation of foreign currencies into US$1 have been made at the following exchange rates for the respective periods: SCHEDULE OF FOREIGN CURRENCIES TRANSLATION EXCHANGE RATES As of September 30, 2020 December 31, 2019 Period-end MYR : US$1 exchange rate 4.16 4.09 Period-end HKD : US$1 exchange rate 7.75 7.79 For the Three Months Ended For the Nine Months Ended September 30, September 30, 2020 2019 2020 2019 Period-average MYR : US$ 1 4.20 4.18 4.23 4.13 Period-average HKD : US$ 1 7.75 7.84 7.76 7.84 |
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 operating decisions. Companies are also considered to be related if they are subject to common control or common significant influence. |
Fair value of financial instruments | Fair value of financial instruments The accounting standard regarding fair value of financial instruments and related fair value measurements defines financial instruments and requires disclosure of the fair value of financial instruments held by the Company. The accounting standards define fair value, establish a three-level valuation hierarchy for disclosures of fair value measurement and enhance disclosure requirements for fair value measures. The three levels are defined as follow: ● Level 1 inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets. ● Level 2 inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the assets or liability, either directly or indirectly, for substantially the full term of the financial instruments. ● Level 3 inputs to the valuation methodology are unobservable and significant to the fair value. Financial instruments included in current assets and current liabilities are reported in the consolidated balance sheets at face value or cost, which approximate fair value because of the short period of time between the origination of such instruments and their expected realization and their current market rates of interest. AGAPE ATP CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (Currency expressed in United States Dollars (“US$”), except for number of shares) 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) |
Leases | Leases Effective July 1, 2019, the Company adopted ASU 2016-02, “Leases” (Topic 842), and elected the practical expedients that does not require the Company to reassess: (1) whether any expired or existing contracts are, or contain, leases, (2) lease classification for any expired or existing leases and (3) initial direct costs for any expired or existing leases. For lease terms of twelve months or fewer, a lessee is permitted to make an accounting policy election not to recognize lease assets and liabilities. The Company also adopted the practical expedient that allows lessees to treat the lease and non-lease components of a lease as a single lease component. There is no impact from the adoption of ASC 842 as of July 1, 2019, as the Company did not have any existing leases with a lease term in excess of twelve months on July 1, 2019. Operating lease right-of-use (“ROU”) assets and lease liabilities are recognized at the adoption date of July 1, 2019 or the commencement date, whichever is earlier, based on the present value of lease payments over the lease term. Since the implicit rate for the Company’s leases is not readily determinable, the Company use its incremental borrowing rate based on the information available at the commencement date in determining the present value of lease payments. The incremental borrowing rate is the rate of interest that the Company would have to pay to borrow, on a collateralized basis, an amount equal to the lease payments, in a similar economic environment and over a similar term. Lease terms used to calculate the present value of lease payments generally do not include any options to extend, renew, or terminate the lease, as the Company does not have reasonable certainty at lease inception that these options will be exercised. The Company generally considers the economic life of its operating lease ROU assets to be comparable to the useful life of similar owned assets. The Company has elected the short-term lease exception, therefore operating lease ROU assets and liabilities do not include leases with a lease term of twelve months or less. Its leases generally do not provide a residual guarantee. The operating lease ROU asset also excludes lease incentives. Lease expense is recognized on a straight-line basis over the lease term. The Company reviews the impairment of its ROU assets consistent with the approach applied for its other long-lived assets. The Company reviews the recoverability of its long-lived assets when events or changes in circumstances occur that indicate that the carrying value of the asset may not be recoverable. The assessment of possible impairment is based on its ability to recover the carrying value of the asset from the expected undiscounted future pre-tax cash flows of the related operations. The Company has elected to include the carrying amount of operating lease liabilities in any tested asset group and includes the associated operating lease payments in the undiscounted future pre-tax cash flows. |
Recent accounting pronouncements | Recent accounting pronouncements The Company has reviewed all recently issued, but not yet effective, accounting pronouncements and do not believe the future adoption of such any pronouncements may be expected to cause a material impact on its financial condition or the results of its operations, as follow: In May 2019, the FASB issued ASU 2019-05, which is an update to ASU Update No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which introduced the expected credit losses methodology for the measurement of credit losses on financial assets measured at amortized cost basis, replacing the previous incurred loss methodology. The amendments in Update 2016-13 added Topic 326, Financial Instruments—Credit Losses, and made several consequential amendments to the Codification. Update 2016-13 also modified the accounting for available-for-sale debt securities, which must be individually assessed for credit AGAPE ATP CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (Currency expressed in United States Dollars (“US$”), except for number of shares) 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) losses when fair value is less than the amortized cost basis, in accordance with Subtopic 326-30, Financial Instruments— Credit Losses—Available-for-Sale Debt Securities. The amendments in this Update address those stakeholders’ concerns by providing an option to irrevocably elect the fair value option for certain financial assets previously measured at amortized cost basis. For those entities, the targeted transition relief will increase comparability of financial statement information by providing an option to align measurement methodologies for similar financial assets. Furthermore, the targeted transition relief also may reduce the costs for some entities to comply with the amendments in Update 2016-13 while still providing financial statement users with decision-useful information. In November 2019, the FASB issued ASU No. 2019-10, which to update the effective date of ASU No. 2016-13 for private companies, not-for-profit organizations and certain smaller reporting companies applying for credit losses, leases, and hedging standard. The new effective date for these preparers is for fiscal years beginning after December 15, 2022. ASU 2019-05 is effective for the Company for annual and interim reporting periods beginning January 1, 2023 as the Company is qualified as a smaller reporting company. The Company is currently evaluating the impact ASU 2019-05 may have on its unaudited condensed consolidated financial statements. In January 2020, the FASB issued ASU 2020-01 to clarify the interaction of the accounting for equity securities under ASC 321 and investments accounted for under the equity method of accounting in ASC 323 and the accounting for certain forward contracts and purchased options accounted for under ASC 815. With respect to the interactions between ASC 321 and ASC 323, the amendments clarify that an entity should consider observable transactions that require it to either apply or discontinue the equity method of accounting when applying the measurement alternative in ASC 321, immediately before applying or upon discontinuing the equity method of accounting. With respect to forward contracts or purchased options to purchase securities, the amendments clarify that when applying the guidance in ASC 815-10-15-141(a), an entity should not consider whether upon the settlement of the forward contract or exercise of the purchased option, individually or with existing investments, the underlying securities would be accounted for under the equity method in ASC 323 or the fair value option in accordance with ASC 825. The ASU is effective for interim and annual reporting periods beginning after December 15, 2020. Early adoption is permitted, including adoption in any interim period. The Company does not expect the adoption of this standard to have a material impact on its unaudited condensed consolidated financial statements. |
Reclassification | Reclassification Certain prior period amounts have been reclassified to conform to the current period presentation for the three and nine months ended September 30, 2019. These reclassifications have no effect on the unaudited condensed consolidated statements of operations and comprehensive income (loss). |
ORGANIZATION AND BUSINESS BAC_2
ORGANIZATION AND BUSINESS BACKGROUND (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
SCHEDULE OF SUBSIDIARIES AND ASSOCIATES | Details of the Company’s subsidiaries: SCHEDULE OF SUBSIDIARIES AND ASSOCIATES Subsidiary company name Place and date of incorporation Particulars of issued capital Principal activities Proportional of ownership interest and voting power held 1. Agape ATP Corporation Labuan, 100 shares of ordinary share of US$1 each Investment holding 100 % 2. Agape ATP International Holding Limited Hong Kong, 1,000,000 shares of ordinary share of HK$1 each Wholesaling of health and wellness products; and health solution advisory services 100 % 3. Agape Superior Living Sdn. Bhd. Malaysia, 9,590,598 shares of ordinary share of RM1 each Health and wellness products and health solution advisory services via network marketing 99.99 % 4. Agape S.E.A. Sdn. Bhd. Malaysia, 2 shares of ordinary share of RM1 each VIE of Agape Superior Living Sdn. Bhd. VIE 5. Wellness ATP International Holdings Sdn, Bhd Malaysia, 100 shares of ordinary share of RM1 each The promotion of wellness and wellbeing lifestyle of the community by providing services that includes online editorials, programs, events and campaigns 100 % |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
SCHEDULE OF ESTIMATED USEFUL LIVES OF PROPERTY AND EQUIPMENT | Property and equipment are stated at cost less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the assets with no residual value. The estimated useful lives are as follows: SCHEDULE OF ESTIMATED USEFUL LIVES OF PROPERTY AND EQUIPMENT Useful Life Computer and office equipment 5 7 Furniture & fixtures 6 7 Leasehold improvements Lease Term Vehicle 5 |
SCHEDULE OF ESTIMATED USEFUL LIVES OF INTANGIBLE ASSETS, NET | Intangible assets, net, are stated at cost, less accumulated amortization. Amortization expense is recognized on the straight-line basis over the estimated useful lives of the assets as follows: SCHEDULE OF ESTIMATED USEFUL LIVES OF INTANGIBLE ASSETS, NET Classification Useful Life Computer software 5 |
SCHEDULE OF DISAGGREGATED INFORMATION OF REVENUES | Disaggregated information of revenues by products are as follows: SCHEDULE OF DISAGGREGATED INFORMATION OF REVENUES For the Three Months Ended For the Nine Months Ended September 30, September 30, 2020 2019 2020 2019 Survivor Select $ 83,107 $ - $ 119,101 $ - Energized Mineral Concentrate 58,491 100,065 81,097 238,546 Ionized Cal-Mag 352,718 25 850,716 55,685 Omega Blend 109,258 68,774 271,801 - BetaMaxx 123,080 67,663 134,514 91,133 Vege Fruit Fiber 1,814 - 7,920 - Iron 22,581 - 135,743 - Young Formula 378,970 52 728,708 117,384 Organic Youth Care Cleansing Bar 12,395 8 41,200 17,736 Mitogize 36,914 - 41,625 - No. 1 MED 33,379 62 41,799 140,650 Energetique 75,425 - 134,273 - Trim+ 124,931 87 348,428 198,701 Total revenues $ 1,413,063 $ 236,736 $ 2,936,925 $ 1,097,505 |
SCHEDULE OF FOREIGN CURRENCIES TRANSLATION EXCHANGE RATES | Translation of foreign currencies into US$1 have been made at the following exchange rates for the respective periods: SCHEDULE OF FOREIGN CURRENCIES TRANSLATION EXCHANGE RATES As of September 30, 2020 December 31, 2019 Period-end MYR : US$1 exchange rate 4.16 4.09 Period-end HKD : US$1 exchange rate 7.75 7.79 For the Three Months Ended For the Nine Months Ended September 30, September 30, 2020 2019 2020 2019 Period-average MYR : US$ 1 4.20 4.18 4.23 4.13 Period-average HKD : US$ 1 7.75 7.84 7.76 7.84 |
VARIABLE INTEREST ENTITY (_VI_2
VARIABLE INTEREST ENTITY (“VIE”) (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
SCHEDULE OF VARIABLE INTEREST ENTITY | The carrying amount of the VIE’s assets and liabilities were as follows: SCHEDULE OF VARIABLE INTEREST ENTITY September 30, 2020 Current assets $ 209,118 Current liabilities (216,789 ) Net deficit $ (7,671 ) September 30, 2020 Current asset: Cash and cash equivalents $ 17,195 Accounts receivable – intercompany 184,550 Prepaid taxes 4,289 Prepayments and deposits 3,084 Total current assets 209,118 Current liabilities: Accounts payable – intercompany $ 213,318 Other payables and accrued liabilities 3,110 Other payables – intercompany 361 Total current liabilities $ 216,789 The summarized operating results of the VIE’s are as follows: For the Three For the Nine Months Ended Operating revenues $ 146,788 $ 276,280 Gross profit $ 955 $ 2,328 Loss from operations $ (4,171 ) $ (7,920 ) Net loss $ (8,627 ) $ (26,766 ) |
BUSNINESS COMBINATION (Tables)
BUSNINESS COMBINATION (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Business Combinations [Abstract] | |
SUMMARY OF ASSETS ACQUIRED AND LIABILITIES ASSUMED | The following table summarizes the carry value of the identifiable assets acquired and liabilities assumed on the acquisition date, which represents the net purchase price allocation on the date of the acquisition of ASL. SUMMARY OF ASSETS ACQUIRED AND LIABILITIES ASSUMED Carry Value ASSETS Current assets Cash $ 1,206,493 Other receivables 33,210 Other receivables - related parties 219,121 Inventories 616,880 Prepaid taxes 1,206,821 Prepayments and other assets 318,267 Total current assets 3,600,792 Other assets Property and equipment, net 325,648 Intangible assets, net 6,686 Deferred taxes asset, net 172,250 Total other assets 504,584 Total assets $ 4,105,376 LIABILITIES AND SHAREHOLDERS’ EQUITY Current liabilities Accounts payable - related party $ 491,628 Customer deposits 1,600,606 Other payables and accrued liabilities 209,096 Total current liabilities 2,301,330 Total liabilities 2,301,330 Total net assets acquired 1,804,046 |
SCHEDULE OF PRO FORMA BUSINESS COMBINATION | The following unaudited pro forma combined results of operations presents the Company’s financial results as if the acquisition of ASL had been completed on January 1, 2019. The unaudited pro forma results do not reflect operating efficiencies or potential cost savings which may result from the consolidation of operations. Accordingly, the unaudited pro forma financial information is not necessarily indicative of the results of operations that the Company would have recognized had we completed the transaction on January 1, 2019. Future results may vary significantly from the results in this pro forma information because of future events and transactions, as well as other factors. SCHEDULE OF PRO FORMA BUSINESS COMBINATION For the Three Months Ended For the Nine Months Ended For the Nine Months Ended September 30, 2019 September 30, 2020 September 30, 2019 Revenue $ 946,912 $ 4,178,177 $ 2,861,274 Cost of revenue (111,472 ) (737,512 ) (421,471 ) Gross profit 835,440 3,440,665 2,439,803 Total operating expenses (880,362 ) (3,025,438 ) (3,493,377 ) Income (loss) from operations (44,922 ) 415,227 (1,053,574 ) Other income (expense), net (86,515 ) 75,603 (324,170 ) Income (loss) before income taxes (131,437 ) 490,830 (1,377,744 ) Benefit of (Provision for) income taxes 4,966 (242,841 ) 207,146 Net income (loss) $ (126,471 ) $ 247,989 $ (1,170,598 ) Net income (loss) per common share - basic and diluted 0.00 0.00 0.00 Weighted average number of common shares outstanding - basic and diluted $ 376,452,047 $ 376,452,047 $ 376,452,047 |
ACCOUNTS RECEIVABLE AND ACCOU_2
ACCOUNTS RECEIVABLE AND ACCOUNTS RECEIVABLE – RELATED PARTY (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Receivables [Abstract] | |
SCHEDULE OF ACCOUNTS RECEIVABLES - RELATED PARTY | SCHEDULE OF ACCOUNTS RECEIVABLES - RELATED PARTY As of September 30, 2020 As of December 31, 2019 Accounts receivable $ 276,799 $ - Accounts receivable – related party - 520,786 Allowance for doubtful accounts - - Total accounts receivable and accounts receivable – related party $ 276,799 $ 520,786 |
INVENTORIES (Tables)
INVENTORIES (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Inventory Disclosure [Abstract] | |
SCHEDULE OF INVENTORIES | Inventories consist of the following: SCHEDULE OF INVENTORIES As of September 30, 2020 As of December 31, 2019 Finished goods $ 512,784 $ - |
PREPAYMENTS AND DEPOSITS (Table
PREPAYMENTS AND DEPOSITS (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Prepayments And Deposits | |
SCHEDULE OF PREPAID EXPENSES AND DEPOSITS | SCHEDULE OF PREPAID EXPENSES AND DEPOSITS As of As of Prepaid expenses $ 3,084 $ 2,641 Receivables from sales distributors 33,509 - Deposits to suppliers 358,784 266,552 Total prepaid expenses and deposits $ 395,377 $ 269,193 |
PROPERTY AND EQUIPMENT, NET (Ta
PROPERTY AND EQUIPMENT, NET (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Property, Plant and Equipment [Abstract] | |
SCHEDULE OF PROPERTY AND EQUIPMENT. NET | Property and equipment, net consist of the following: SCHEDULE OF PROPERTY AND EQUIPMENT. NET As of September 30, 2020 As of December 31, 2019 Computer and office equipment $ 78,685 $ - Furniture & fixtures 122,675 - Leasehold improvements 203,384 - Vehicle 99,099 - Subtotal 503,843 - Less: accumulated depreciation (196,799 ) - Total $ 307,044 $ - |
INTANGIBLE ASSETS, NET (Tables)
INTANGIBLE ASSETS, NET (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
SCHEDULE OF INTANGIBLE ASSETS, NET | Intangible assets, net, consist of the following: SCHEDULE OF INTANGIBLE ASSETS, NET As of September 30, 2020 As of December 31, 2019 Computer software $ 34,591 $ Less: accumulated amortization (28,452 ) - Total $ 6,139 $ - |
INVESTMENT IN MARKETABLE SECU_2
INVESTMENT IN MARKETABLE SECURITIES (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Investment In Marketable Securities | |
SCHEDULE OF INVESTMENT IN MARKETABLE SECURITIES | SCHEDULE OF INVESTMENT IN MARKETABLE SECURITIES As of September 30, 2020 As of December 31, 2019 Cost of investment $ 66,484 $ 134,166 Unrealized holding gain (loss) 102,247 (68,391 ) Exchange rate effect 434 709 Investment in marketable securities $ 169,165 $ 66,484 |
INVESTMENT IN NON-MARKETABLE _2
INVESTMENT IN NON-MARKETABLE SECURITIES (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Investment In Non-marketable Securities | |
SCHEDULE OF INVESTMENT IN NON MARKETABLE SECURITIES | SCHEDULE OF INVESTMENT IN NON MARKETABLE SECURITIES Unreserved Sdn Bhd As of As of Investment in non-marketable securities $ 730,637 $ 730,637 Less: Sale of investment in non-marketable securities (730,637 ) - Investment in non-marketable securities $ - $ 730,637 Phoenix Plus Corporation Cost of investment $ 1,500 $ 1,500 Total investment in non-marketable securities $ 1,500 $ 732,137 |
OTHER PAYABLES AND ACCRUED LI_2
OTHER PAYABLES AND ACCRUED LIABILITIES (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Other Liabilities Disclosure [Abstract] | |
SCHEDULE OF OTHER PAYABLES AND ACCRUED LIABILITIES | SCHEDULE OF OTHER PAYABLES AND ACCRUED LIABILITIES As of September 30, 2020 December 31, 2019 Accrued professional fees $ 147,892 $ 58,594 Accrued promotion expenses 36,169 - Accrued payroll 24,215 - Accrued bonus 177,749 - Others 78,791 18,652 Total other payables and accrued liabilities $ 464,816 $ 77,246 |
RELATED PARTY BALANCES AND TR_2
RELATED PARTY BALANCES AND TRANSACTIONS (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Related Party Transactions [Abstract] | |
SCHEDULE OF RELATED PARTIES RELATIONSHIPS | Accounts receivable – related party SCHEDULE OF RELATED PARTIES RELATIONSHIPS Name of Related Party Relationship Nature As of September 30, 2020 As of December 31, 2019 SEA VIE of ASL, Mr. How Kok Choong, the CEO and director of the Company is the sole shareholder and director of SEA Sales of products $ - $ 520,786 Total $ - $ 520,786 Amount due from related parties Name of Related Party Relationship Nature As of September 30, 2020 As of Agape ATP (Asia) Limited (“AATP Asia”) Mr. How Kok Choong, the CEO and director of the Company is also the sole shareholder and director of AATP Asia Expenses paid for AATP Asia $ 2,228 $ 2,217 Hostastay Sdn. Bhd. Mr. How Kok Choong, the CEO and director of the Company is also the director of Hostastay Sublease rent due from Hostastay 1,469 - Total $ 3,697 $ 2,217 Prepayments and Deposits - related party Name of Related Party Relationship Nature As of September 30, 2020 As of Agape Superior Living Pty Ltd (“ASLPL”) Mr. How Kok Choong, the CEO and director of the Company is a 51% shareholder and a director of ASLPL Prepayment for Printing Label $ 1,620 $ Total $ 1,620 $ - AGAPE ATP CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (Currency expressed in United States Dollars (“US$”), except for number of shares) 14. RELATED PARTY BALANCES AND TRANSACTIONS (Continued) Amount due to a Related Party Name of Related Party Relationship Nature As of September 30, 2020 As of Mr. How Kok Choong CEO and director of the Company Acquisition payment of ASL and expenses paid for the Company $ - $ 3,952 Redboy Picture Sdn Bhd “Redboy” Mr. How Kok Choong, the CEO and director of the Company is also the director of Redboy Amount due to Redboy for business operational fees 962 - Total $ 962 $ 3,952 Related party transactions Revenue Name of Related Party Relationship Nature For the Three Months Ended September 30, 2020 For the Three Months Ended September 30, 2019 SEA VIE of ASL, Mr. How Kok Choong, the CEO and director of the Company is the sole shareholder and director of SEA Sales of products $ - $ 236,736 Total $ - $ 236,736 Name of Related Party Relationship Nature For the Nine Months Ended September 30, 2020 For the Nine Months Ended September 30, 2019 SEA VIE of ASL, Mr. How Kok Choong, the CEO and director of the Company is the sole shareholder and director of SEA Sales of products $ - $ 1,076,044 Agape Superior Living Pty Ltd (“ASLPL”) Mr. How Kok Choong, the CEO and director of the Company is a 51% shareholder and a director of ASLPL Sales of products 13,654 21,461 Total $ 13,654 $ 1,097,505 Other income Name of Related Party Relationship Nature For the Three Months Ended September 30, 2020 For the Three Months Ended September 30, 2019 Hostastay Sdn. Bhd. Mr. How Kok Choong, the CEO and director of the Company is also the director of Hostastay Sublease rental income due from Hostastay $ 1,443 $ - Total $ 1,443 $ - Name of Related Party Relationship Nature For the Nine Months Ended September 30, 2020 For the Nine Months Ended September 30, 2019 Hostastay Sdn. Bhd. Mr. How Kok Choong, the CEO and director of the Company is also the director of Hostastay Sublease rental income due from Hostastay 1,443 - Total $ 1,443 $ - |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Income Tax Disclosure [Abstract] | |
SCHEDULE OF COMPONENTS OF INCOME/(LOSS) BEFORE INCOME TAX | The United States and foreign components of income (loss) before income taxes were comprised of the following: SCHEDULE OF COMPONENTS OF INCOME/(LOSS) BEFORE INCOME TAX For the Three Months Ended For the Nine Months Ended September 30, September 30, 2020 2019 2020 2019 Tax jurisdictions from: Local $ (96,606 ) $ (86,056 ) $ (400,776 ) $ (128,388 ) - Foreign – Malaysia 719,561 (22,072 ) 1,033,341 20,727 - Foreign – Hong Kong (149,977 ) 10,064 (170,030 ) (374,564 ) Income (loss) before income tax $ 472,978 $ (98,064 ) $ 462,535 $ (482,225 ) |
SCHEDULE OF PROVISION FOR INCOME TAX | The (provision for) benefit of income taxes consisted of the following: SCHEDULE OF PROVISION FOR INCOME TAX For the Three Months Ended September 30, For the Three Months Ended September 30, For the Nine Months Ended September 30, For the Nine Months Ended September 30, Current: - Local $ - $ - $ - $ - - Foreign (20,381 ) - (20,381 ) 6,965 Deferred: - Local - - - - - Foreign (37,560 ) - (171,627 ) - (Provision for) benefit of income taxes $ (57,941 ) $ - $ (192,008 ) $ 6,965 |
SCHEDULE OF DEFERRED TAX ASSETS | The following table sets forth the significant components of the aggregate deferred tax assets of the Company as of: SCHEDULE OF DEFERRED TAX ASSETS As of September 30, 2020 As of December 31, 2019 Deferred tax assets: Net operating loss carry forwards in U.S. $ 127,573 $ 43,410 Net operating loss carry forwards in Malaysia 66,109 - Less: valuation allowance (127,573 ) (43,410 ) Deferred tax liabilities: Depreciation (66,109 ) - Deferred tax assets, net $ - $ - |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
SCHEDULE OF FUTURE MINIMUM OPERATING LEASE LIABILITIES | The five-year maturity of the Company’s operating lease liabilities is as follow: SCHEDULE OF FUTURE MINIMUM OPERATING LEASE LIABILITIES Twelve Months Ending Operating lease liabilities 2021 $ 166,524 2022 163,689 2023 121,242 Total lease payments 451,455 Less: interest (33,198 ) Present value of lease liabilities $ 418,257 |
SCHEDULE OF FUTURE MINIMUM PURCHASE COMMITMENT | The total future minimum purchase commitment under a non-cancellable purchase contract as of September 30, 2020 for the next five years and thereafter is as follows: SCHEDULE OF FUTURE MINIMUM PURCHASE COMMITMENT Twelve months ending September 30, Minimum purchase 2021 $ 693,900 2022 693,900 2023 693,900 2024 693,900 2025 693,900 Thereafter 1,561,275 Total minimum purchase commitments required $ 5,030,775 |
SCHEDULE OF SUBSIDIARIES AND AS
SCHEDULE OF SUBSIDIARIES AND ASSOCIATES (Details) | 9 Months Ended |
Sep. 30, 2020 | |
Agape ATP Corporation [Member] | |
Condensed Cash Flow Statements, Captions [Line Items] | |
Subsidiary company name | Agape ATP Corporation |
Place and date of incorporation | Labuan, March 6, 2017 |
Particulars of issued capital | 100 shares of ordinary share of US$1 each |
Principal activities | Investment holding |
Proportional of ownership interest and voting power held | 100.00% |
Agape ATP International Holding Limited [Member] | |
Condensed Cash Flow Statements, Captions [Line Items] | |
Subsidiary company name | Agape ATP International Holding Limited |
Place and date of incorporation | Hong Kong, June 1, 2017 |
Particulars of issued capital | 1,000,000 shares of ordinary share of HK$1 each |
Principal activities | Wholesaling of health and wellness products; and health solution advisory services |
Proportional of ownership interest and voting power held | 100.00% |
Agape Superior Living Sdn. Bhd. [Member] | |
Condensed Cash Flow Statements, Captions [Line Items] | |
Subsidiary company name | Agape Superior Living Sdn. Bhd. |
Place and date of incorporation | Malaysia, August 8, 2003 |
Particulars of issued capital | 9,590,598 shares of ordinary share of RM1 each |
Principal activities | Health and wellness products and health solution advisory services via network marketing |
Proportional of ownership interest and voting power held | 99.99% |
Agape S.E.A. Sdn. Bhd. [Member] | |
Condensed Cash Flow Statements, Captions [Line Items] | |
Subsidiary company name | Agape S.E.A. Sdn. Bhd. |
Place and date of incorporation | Malaysia, March 4, 2004 |
Particulars of issued capital | 2 shares of ordinary share of RM1 each |
Principal activities | VIE of Agape Superior Living Sdn. Bhd. |
Proportional of ownership interest and voting power held | 100.00% |
Wellness ATP International Holdings Sdn, Bhd [Member] | |
Condensed Cash Flow Statements, Captions [Line Items] | |
Subsidiary company name | Wellness ATP International Holdings Sdn, Bhd |
Place and date of incorporation | Malaysia, September 11, 2020 |
Particulars of issued capital | 100 shares of ordinary share of RM1 each |
Principal activities | The promotion of wellness and wellbeing lifestyle of the community by providing services that includes online editorials, programs, events and campaigns |
Proportional of ownership interest and voting power held | 100.00% |
ORGANIZATION AND BUSINESS BAC_3
ORGANIZATION AND BUSINESS BACKGROUND (Details Narrative) - shares | May 08, 2020 | Sep. 30, 2020 |
Share Exchange Agreement [Member] | Mr. How Kok Choong [Member] | ||
Condensed Cash Flow Statements, Captions [Line Items] | ||
Ownership interest percentage | 99.99% | |
Stock issued during period acquisitions, shares | 9,590,596 | |
Agape ATP International Holding Limited [Member] | ||
Condensed Cash Flow Statements, Captions [Line Items] | ||
Ownership interest percentage | 100.00% | |
Agape Superior Living Sdn. Bhd. [Member] | ||
Condensed Cash Flow Statements, Captions [Line Items] | ||
Ownership interest percentage | 99.99% |
SCHEDULE OF ESTIMATED USEFUL LI
SCHEDULE OF ESTIMATED USEFUL LIVES OF PROPERTY AND EQUIPMENT (Details) | 9 Months Ended |
Sep. 30, 2020 | |
Computer and Office Equipment [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated Useful Life of Property and Equipment | 5 years |
Computer and Office Equipment [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated Useful Life of Property and Equipment | 7 years |
Furniture and Fixtures [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated Useful Life of Property and Equipment | 6 years |
Furniture and Fixtures [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated Useful Life of Property and Equipment | 7 years |
Leasehold Improvements [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated Useful Lives of Property and Equipment | Lease Term |
Vehicle [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated Useful Life of Property and Equipment | 5 years |
SCHEDULE OF ESTIMATED USEFUL _2
SCHEDULE OF ESTIMATED USEFUL LIVES OF INTANGIBLE ASSETS, NET (Details) | 9 Months Ended |
Sep. 30, 2020 | |
Computer Software, Intangible Asset [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Estimated useful lives of intangible assets | 5 years |
SCHEDULE OF DISAGGREGATED INFOR
SCHEDULE OF DISAGGREGATED INFORMATION OF REVENUES (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Product Information [Line Items] | ||||
Total revenues | $ 1,413,063 | $ 236,736 | $ 2,936,925 | $ 1,097,505 |
Survivor Select [Member] | ||||
Product Information [Line Items] | ||||
Total revenues | 83,107 | 119,101 | ||
Energized Mineral Concentrate [Member] | ||||
Product Information [Line Items] | ||||
Total revenues | 58,491 | 100,065 | 81,097 | 238,546 |
Ionized Cal-Mag [Member] | ||||
Product Information [Line Items] | ||||
Total revenues | 352,718 | 25 | 850,716 | 55,685 |
Omega Blend [Member] | ||||
Product Information [Line Items] | ||||
Total revenues | 109,258 | 68,774 | 271,801 | |
BetaMaxx [Member] | ||||
Product Information [Line Items] | ||||
Total revenues | 123,080 | 67,663 | 134,514 | 91,133 |
Vege Fruit Fiber [Member] | ||||
Product Information [Line Items] | ||||
Total revenues | 1,814 | 7,920 | ||
Iron [Member] | ||||
Product Information [Line Items] | ||||
Total revenues | 22,581 | 135,743 | ||
Young Formula [Member] | ||||
Product Information [Line Items] | ||||
Total revenues | 378,970 | 52 | 728,708 | 117,384 |
Organic Youth Care Cleansing Bar [Member] | ||||
Product Information [Line Items] | ||||
Total revenues | 12,395 | 8 | 41,200 | 17,736 |
Mitogize [Member] | ||||
Product Information [Line Items] | ||||
Total revenues | 36,914 | 41,625 | ||
No. 1 MED [Member] | ||||
Product Information [Line Items] | ||||
Total revenues | 33,379 | 62 | 41,799 | 140,650 |
Energetique [Member] | ||||
Product Information [Line Items] | ||||
Total revenues | 75,425 | 134,273 | ||
Trim+ [Member] | ||||
Product Information [Line Items] | ||||
Total revenues | $ 124,931 | $ 87 | $ 348,428 | $ 198,701 |
SCHEDULE OF FOREIGN CURRENCIES
SCHEDULE OF FOREIGN CURRENCIES TRANSLATION EXCHANGE RATES (Details) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2020USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2020USD ($) | Sep. 30, 2019USD ($) | Dec. 31, 2019 | |
MYR Currency [Member] | |||||
Derivative [Line Items] | |||||
Exchange rate | $ 1 | $ 1 | $ 1 | $ 1 | |
HKD Currency [Member] | |||||
Derivative [Line Items] | |||||
Exchange rate | $ 1 | $ 1 | $ 1 | $ 1 | |
Period-end MYR [Member] | |||||
Derivative [Line Items] | |||||
Foreign Currency Exchange Rate, Translation | 4.16 | 4.16 | 4.09 | ||
Period-end HKD [Member] | |||||
Derivative [Line Items] | |||||
Foreign Currency Exchange Rate, Translation | 7.75 | 7.75 | 7.79 | ||
Period-average MYR [Member] | |||||
Derivative [Line Items] | |||||
Foreign currency exchange rate period average | 4.20 | 4.18 | 4.23 | 4.13 | |
Period-average HKD [Member] | |||||
Derivative [Line Items] | |||||
Foreign currency exchange rate period average | 7.75 | 7.84 | 7.76 | 7.84 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | |
Product Information [Line Items] | |||||
Accounts Receivable, Allowance for Credit Loss | $ 0 | $ 0 | $ 0 | ||
Allowance for doubtful accounts | 0 | 0 | 0 | ||
Impairment of long-lived assets | 0 | $ 0 | |||
Forfeited coupon income | 93,322 | 156,499 | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 1,413,063 | 2,923,271 | |||
Selling expenses | 159,292 | 338 | 268,648 | 8,184 | |
Advertising costs | 5,634 | 0 | 8,516 | 0 | |
Commission expenses | 300,957 | 0 | 683,455 | 0 | |
Defined contribution plan expense | 25,442 | 0 | $ 49,152 | 0 | |
Income tax examination, likelihood of unfavorable settlement | greater than 50% | ||||
Penalties and interest incurred | 0 | $ 0 | $ 0 | $ 0 | |
Noncontrolling interest, description | Non-controlling interest mainly consists of approximately 0.01% (2 ordinary shares out of 9,590,598 shares) of the equity interests of ASL held by two individuals. | ||||
Non-controlling interest | $ 0 | $ 0 | |||
Potentially dilutive securities outstanding | 0 | 0 | 0 | 0 | 0 |
Social Security Organization [Member] | |||||
Product Information [Line Items] | |||||
Salary percentage | 1.75% | ||||
Social Security Organization [Member] | MYR Currency [Member] | |||||
Product Information [Line Items] | |||||
Monthly salary | $ 4,000 | ||||
Employees Provident Fund [Member] | |||||
Product Information [Line Items] | |||||
Salary percentage | 12.00% | ||||
Employment Insurance System [Member] | |||||
Product Information [Line Items] | |||||
Salary percentage | 0.20% | ||||
Employment Insurance System [Member] | MYR Currency [Member] | |||||
Product Information [Line Items] | |||||
Monthly salary | $ 4,000 | ||||
Human Resource Development Fund [Member] | |||||
Product Information [Line Items] | |||||
Salary percentage | 1.00% | ||||
Health and Wellness Products [Member] | |||||
Product Information [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | $ 271,173 | ||||
Shipping and Handling [Member] | |||||
Product Information [Line Items] | |||||
Selling expenses | $ 3,467 | $ 0 | $ 6,022 | $ 0 |
SCHEDULE OF VARIABLE INTEREST E
SCHEDULE OF VARIABLE INTEREST ENTITY (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||||||||
Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Trading Activity, Gains and Losses, Net [Line Items] | ||||||||||
Total current assets | $ 5,913,757 | $ 5,913,757 | $ 3,536,653 | |||||||
Current liabilities | (986,849) | (986,849) | (83,988) | |||||||
Net deficit | 5,760,128 | $ 5,200,096 | $ 4,027,306 | $ (4,478,981) | $ 4,580,353 | $ 5,024,352 | 5,760,128 | $ (4,478,981) | 4,251,286 | $ 4,956,334 |
Cash and cash equivalents | 3,343,590 | 3,343,590 | 2,744,457 | |||||||
Accounts receivable - intercompany | 520,786 | |||||||||
Prepaid taxes | 1,379,890 | 1,379,890 | ||||||||
Prepayments and Deposits | 395,377 | 395,377 | 269,193 | |||||||
Total current liabilities | 986,849 | 986,849 | $ 83,988 | |||||||
Revenue | 1,413,063 | 2,923,271 | ||||||||
Gross profit | 1,226,172 | 26,353 | 2,278,480 | 69,772 | ||||||
Loss from operations | 410,649 | (76,829) | 297,325 | (125,034) | ||||||
Net loss | 415,037 | $ 87,240 | $ (231,750) | $ (98,064) | $ (448,411) | $ 71,215 | 270,527 | $ (475,260) | ||
Variable Income Interest Rate [Member] | ||||||||||
Trading Activity, Gains and Losses, Net [Line Items] | ||||||||||
Total current assets | 209,118 | 209,118 | ||||||||
Current liabilities | (216,789) | (216,789) | ||||||||
Net deficit | (7,671) | (7,671) | ||||||||
Cash and cash equivalents | 17,195 | 17,195 | ||||||||
Accounts receivable - intercompany | 184,550 | 184,550 | ||||||||
Prepaid taxes | 4,289 | 4,289 | ||||||||
Prepayments and Deposits | 3,084 | 3,084 | ||||||||
Accounts payable - intercompany | 213,318 | 213,318 | ||||||||
Other payables and accrued liabilities | 3,110 | 3,110 | ||||||||
Other payables - intercompany | 361 | 361 | ||||||||
Total current liabilities | 216,789 | 216,789 | ||||||||
Revenue | 146,788 | 276,280 | ||||||||
Gross profit | 955 | 2,328 | ||||||||
Loss from operations | (4,171) | (7,920) | ||||||||
Net loss | $ (8,627) | $ (26,766) |
VARIABLE INTEREST ENTITY (_VI_3
VARIABLE INTEREST ENTITY (“VIE”) (Details Narrative) | Sep. 30, 2020 |
Agape S.E.A. Sdn. Bhd. [Member] | |
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |
Ownership interest percentage | 100.00% |
SUMMARY OF ASSETS ACQUIRED AND
SUMMARY OF ASSETS ACQUIRED AND LIABILITIES ASSUMED (Details) | Sep. 30, 2020USD ($) |
Current assets | |
Cash | $ 1,206,493 |
Other receivables | 33,210 |
Other receivables - related parties | 219,121 |
Inventories | 616,880 |
Prepaid taxes | 1,206,821 |
Prepayments and other assets | 318,267 |
Total current assets | 3,600,792 |
Other assets | |
Property and equipment, net | 325,648 |
Intangible assets, net | 6,686 |
Deferred taxes asset, net | 172,250 |
Total other assets | 504,584 |
Total assets | 4,105,376 |
Current liabilities | |
Accounts payable - related party | 491,628 |
Customer deposits | 1,600,606 |
Other payables and accrued liabilities | 209,096 |
Total current liabilities | 2,301,330 |
Total liabilities | 2,301,330 |
Total net assets acquired | $ 1,804,046 |
SCHEDULE OF PRO FORMA BUSINESS
SCHEDULE OF PRO FORMA BUSINESS COMBINATION (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Business Combinations [Abstract] | |||
Revenue | $ 946,912 | $ 4,178,177 | $ 2,861,274 |
Cost of revenue | (111,472) | (737,512) | (421,471) |
Gross profit | 835,440 | 3,440,665 | 2,439,803 |
Total operating expenses | (880,362) | (3,025,438) | (3,493,377) |
Income (loss) from operations | (44,922) | 415,227 | (1,053,574) |
Other income (expense), net | (86,515) | 75,603 | (324,170) |
Income (loss) before income taxes | (131,437) | 490,830 | (1,377,744) |
Benefit of (Provision for) income taxes | 4,966 | (242,841) | 207,146 |
Net income (loss) | $ (126,471) | $ 247,989 | $ (1,170,598) |
Net income (loss) per common share - basic and diluted | $ 0 | $ 0 | $ 0 |
Weighted average number of common shares outstanding - basic and diluted | 376,452,047 | 376,452,047 | 376,452,047 |
BUSNINESS COMBINATION (Details
BUSNINESS COMBINATION (Details Narrative) - USD ($) | Jul. 02, 2020 | May 08, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2020 | Dec. 31, 2019 |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||
Common stock par value | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||
Stock issued during period, value, acquisitions | $ 90,043 | $ 1,057,508 | |||||
Mr. How Kok Choong [Member] | |||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||
Purchased price per shares | $ 6.50 | ||||||
Share Exchange Agreement [Member] | Mr. How Kok Choong [Member] | |||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||
Stock issued during period acquisitions, shares | 9,590,596 | ||||||
Ownership interest percentage | 99.99% | ||||||
Share Exchange Agreement [Member] | Mr. How Kok Choong [Member] | Agape Superior Living Sdn Bhd [Member] | |||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||
Stock issued during period acquisitions, shares | 176,547 | ||||||
Ordinary shares no par value | $ 0 | ||||||
Ownership interest percentage | 99.99% | ||||||
Purchase consideration value | $ 1,804,046 | ||||||
Loan payable | $ 656,495 | ||||||
Common stock par value | $ 0.0001 | ||||||
Percentage of common stock issued and outstanding | 0.0469% | ||||||
Stock issued during period, value, acquisitions | $ 1,147,551 | ||||||
Issuance of common stock shares | 176,547 |
CASH AND CASH EQUIVALENTS (Deta
CASH AND CASH EQUIVALENTS (Details Narrative) - USD ($) | Sep. 30, 2020 | Dec. 31, 2019 |
SEC Schedule, 12-18, Supplemental Information, Property-Casualty Insurance Underwriters [Line Items] | ||
Cash and cash equivalents | $ 3,343,590 | $ 2,744,457 |
Cash in bank | 756,707 | 238,937 |
Time deposits | $ 2,564,672 | $ 2,505,520 |
Minimum [Member] | ||
SEC Schedule, 12-18, Supplemental Information, Property-Casualty Insurance Underwriters [Line Items] | ||
Percentage of Interest rate for time deposits | 2.95% | |
Maximum [Member] | ||
SEC Schedule, 12-18, Supplemental Information, Property-Casualty Insurance Underwriters [Line Items] | ||
Percentage of Interest rate for time deposits | 3.25% |
SCHEDULE OF ACCOUNTS RECEIVABLE
SCHEDULE OF ACCOUNTS RECEIVABLES - RELATED PARTY (Details) - USD ($) | Sep. 30, 2020 | Dec. 31, 2019 |
Receivables [Abstract] | ||
Accounts receivable | $ 276,799 | |
Accounts receivable – related party | 520,786 | |
Allowance for doubtful accounts | ||
Total accounts receivable and accounts receivable – related party | $ 276,799 | $ 520,786 |
SCHEDULE OF INVENTORIES (Detail
SCHEDULE OF INVENTORIES (Details) - USD ($) | Sep. 30, 2020 | Dec. 31, 2019 |
Inventory Disclosure [Abstract] | ||
Finished goods | $ 512,784 |
SCHEDULE OF PREPAID EXPENSES AN
SCHEDULE OF PREPAID EXPENSES AND DEPOSITS (Details) - USD ($) | Sep. 30, 2020 | Dec. 31, 2019 |
Prepayments And Deposits | ||
Prepaid expenses | $ 3,084 | $ 2,641 |
Receivables from sales distributors | 33,509 | |
Deposits to suppliers | 358,784 | 266,552 |
Total prepaid expenses and deposits | $ 395,377 | $ 269,193 |
SCHEDULE OF PROPERTY AND EQUIPM
SCHEDULE OF PROPERTY AND EQUIPMENT. NET (Details) - USD ($) | Sep. 30, 2020 | Dec. 31, 2019 |
Property, Plant and Equipment [Line Items] | ||
Subtotal | $ 503,843 | |
Less: accumulated depreciation | (196,799) | |
Total | 307,044 | |
Computer and Office Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Subtotal | 78,685 | |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Subtotal | 122,675 | |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Subtotal | 203,384 | |
Vehicle [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Subtotal | $ 99,099 |
PROPERTY AND EQUIPMENT, NET (De
PROPERTY AND EQUIPMENT, NET (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation expense | $ 18,808 | $ 0 | $ 36,524 | $ 0 |
SCHEDULE OF INTANGIBLE ASSETS,
SCHEDULE OF INTANGIBLE ASSETS, NET (Details) - USD ($) | Sep. 30, 2020 | Dec. 31, 2019 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Computer software | $ 34,591 | |
Less: accumulated amortization | (28,452) | |
Total | $ 6,139 |
INTANGIBLE ASSETS, NET (Details
INTANGIBLE ASSETS, NET (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Amortization expense | $ 511 | $ 0 | $ 993 | $ 0 |
SCHEDULE OF INVESTMENT IN MARKE
SCHEDULE OF INVESTMENT IN MARKETABLE SECURITIES (Details) - USD ($) | Sep. 30, 2020 | Dec. 31, 2019 |
Investment In Marketable Securities | ||
Cost of investment | $ 66,484 | $ 134,166 |
Unrealized holding gain (loss) | 102,247 | (68,391) |
Exchange rate effect | 434 | 709 |
Investment in marketable securities | $ 169,165 | $ 66,484 |
INVESTMENT IN MARKETABLE SECU_3
INVESTMENT IN MARKETABLE SECURITIES (Details Narrative) - USD ($) | Sep. 30, 2020 | Dec. 31, 2019 | Oct. 16, 2018 | May 17, 2018 |
Entity Listings [Line Items] | ||||
Investment amount | $ 66,484 | $ 134,166 | ||
Greenpro Capital Corp. [Member] | ||||
Entity Listings [Line Items] | ||||
Investment in securities, shares | 33,333 | 83,333 | ||
Investment amount | $ 1,000 | $ 500,000 | ||
Purchased price per shares | $ 0.03 | $ 6 |
SCHEDULE OF INVESTMENT IN NON M
SCHEDULE OF INVESTMENT IN NON MARKETABLE SECURITIES (Details) - USD ($) | Sep. 30, 2020 | Dec. 31, 2019 | Apr. 03, 2019 |
Deferred Compensation Arrangement with Individual, Postretirement Benefits [Line Items] | |||
Cost of investment | $ 66,484 | $ 134,166 | |
Total investment in non-marketable securities | 1,500 | 732,137 | |
Phoenix Plus Corporation [Member] | |||
Deferred Compensation Arrangement with Individual, Postretirement Benefits [Line Items] | |||
Cost of investment | 1,500 | 1,500 | $ 1,500 |
Total investment in non-marketable securities | 1,500 | 732,137 | |
Directors of Unreserved Investments [Member] | |||
Deferred Compensation Arrangement with Individual, Postretirement Benefits [Line Items] | |||
Investment in non-marketable securities | 730,637 | 730,637 | |
Less: Sale of investment in non-marketable securities | (730,637) | ||
Investment in non-marketable securities | $ 730,637 |
INVESTMENT IN NON-MARKETABLE _3
INVESTMENT IN NON-MARKETABLE SECURITIES (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||||
Mar. 31, 2020 | Sep. 30, 2020 | Sep. 30, 2019 | Mar. 02, 2020 | Dec. 31, 2019 | Apr. 03, 2019 | |
SEC Schedule, 12-18, Supplemental Information, Property-Casualty Insurance Underwriters [Line Items] | ||||||
Investment amount | $ 66,484 | $ 134,166 | ||||
Ordinary shares authorized | 1,000,000,000 | 1,000,000,000 | ||||
Proceeds from investments | $ 70,173 | $ 70,173 | ||||
Phoenix Plus Corporation [Member] | ||||||
SEC Schedule, 12-18, Supplemental Information, Property-Casualty Insurance Underwriters [Line Items] | ||||||
Investment amount | $ 1,500 | $ 1,500 | $ 1,500 | |||
Equity interest percentage | 5.00% | |||||
Share purchased price per share | $ 0.0001 | |||||
Phoenix Plus Corporation [Member] | Common Stock [Member] | ||||||
SEC Schedule, 12-18, Supplemental Information, Property-Casualty Insurance Underwriters [Line Items] | ||||||
Shares purchased during period | 15,000,000 | |||||
Maximum [Member] | ||||||
SEC Schedule, 12-18, Supplemental Information, Property-Casualty Insurance Underwriters [Line Items] | ||||||
Equity interest percentage | 20.00% | |||||
Minimum [Member] | ||||||
SEC Schedule, 12-18, Supplemental Information, Property-Casualty Insurance Underwriters [Line Items] | ||||||
Equity interest percentage | 17.86% | |||||
Director [Member] | ||||||
SEC Schedule, 12-18, Supplemental Information, Property-Casualty Insurance Underwriters [Line Items] | ||||||
Investment amount | $ 863,592 | |||||
Equity interest percentage | 20.00% | |||||
Director [Member] | MYR Currency [Member] | ||||||
SEC Schedule, 12-18, Supplemental Information, Property-Casualty Insurance Underwriters [Line Items] | ||||||
Investment amount | $ 3,500,000 | |||||
Mr. How Kok Choong [Member] | ||||||
SEC Schedule, 12-18, Supplemental Information, Property-Casualty Insurance Underwriters [Line Items] | ||||||
Investment amount | $ 730,637 | |||||
Ordinary shares authorized | 2,500,000 | |||||
Amount due from director | $ 660,464 | |||||
Unreserved Sdn Bhd [Member] | ||||||
SEC Schedule, 12-18, Supplemental Information, Property-Casualty Insurance Underwriters [Line Items] | ||||||
Equity interest percentage | 17.86% |
SCHEDULE OF OTHER PAYABLES AND
SCHEDULE OF OTHER PAYABLES AND ACCRUED LIABILITIES (Details) - USD ($) | Sep. 30, 2020 | Dec. 31, 2019 |
Other Liabilities Disclosure [Abstract] | ||
Accrued professional fees | $ 147,892 | $ 58,594 |
Accrued promotion expenses | 36,169 | |
Accrued payroll | 24,215 | |
Accrued bonus | 177,749 | |
Others | 78,791 | 18,652 |
Total other payables and accrued liabilities | $ 464,816 | $ 77,246 |
SCHEDULE OF RELATED PARTIES REL
SCHEDULE OF RELATED PARTIES RELATIONSHIPS (Details) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | |
Related Party Transaction [Line Items] | |||||
Accounts Receivable - related party | $ 520,786 | ||||
Amount due from related parties | 3,697 | 3,697 | 2,217 | ||
Prepayments and Deposits - related party | 1,620 | 1,620 | |||
Amount due to a Related Party | 962 | 962 | $ 3,952 | ||
Revenue | $ 236,736 | 13,654 | $ 1,097,505 | ||
Other income | $ 1,443 | $ 1,443 | |||
Mr. How Kok Choong [Member] | |||||
Related Party Transaction [Line Items] | |||||
Related parties nature, description | Acquisition payment of ASL and expenses paid for the Company | ||||
SEA [Member] | |||||
Related Party Transaction [Line Items] | |||||
Related parties relationship, description | VIE of ASL, Mr. How Kok Choong, the CEO and director of the Company is the sole shareholder and director of SEA | VIE of ASL, Mr. How Kok Choong, the CEO and director of the Company is the sole shareholder and director of SEA | VIE of ASL, Mr. How Kok Choong, the CEO and director of the Company is the sole shareholder and director of SEA | VIE of ASL, Mr. How Kok Choong, the CEO and director of the Company is the sole shareholder and director of SEA | VIE of ASL, Mr. How Kok Choong, the CEO and director of the Company is the sole shareholder and director of SEA |
Related parties nature, description | Sales of products | Sales of products | Sales of products | Sales of products | Sales of products |
Accounts Receivable - related party | $ 520,786 | ||||
Revenue | $ 236,736 | $ 1,076,044 | |||
Agape ATP (Asia) Limited (AATP Asia) [Member] | |||||
Related Party Transaction [Line Items] | |||||
Related parties relationship, description | Mr. How Kok Choong, the CEO and director of the Company is also the sole shareholder and director of AATP Asia | Mr. How Kok Choong, the CEO and director of the Company is also the sole shareholder and director of AATP Asia | |||
Related parties nature, description | Expenses paid for AATP Asia | Expenses paid for AATP Asia | |||
Amount due from related parties | 2,228 | $ 2,228 | $ 2,217 | ||
Hostastay Sdn. Bhd. [Member] | |||||
Related Party Transaction [Line Items] | |||||
Related parties relationship, description | Mr. How Kok Choong, the CEO and director of the Company is also the director of Hostastay | Mr. How Kok Choong, the CEO and director of the Company is also the director of Hostastay | |||
Related parties nature, description | Sublease rent due from Hostastay | Sublease rent due from Hostastay | |||
Amount due from related parties | 1,469 | $ 1,469 | |||
Agape Superior Living Pty Ltd (ASLPL) [Member] | |||||
Related Party Transaction [Line Items] | |||||
Related parties relationship, description | Mr. How Kok Choong, the CEO and director of the Company is a 51% shareholder and a director of ASLPL | Mr. How Kok Choong, the CEO and director of the Company is a 51% shareholder and a director of ASLPL | |||
Related parties nature, description | Prepayment for Printing Label | Prepayment for Printing Label | |||
Prepayments and Deposits - related party | 1,620 | $ 1,620 | |||
Mr. How Kok Choong [Member] | |||||
Related Party Transaction [Line Items] | |||||
Related parties relationship, description | CEO and director of the Company | CEO and director of the Company | |||
Related parties nature, description | Acquisition payment of ASL and expenses paid for the Company | ||||
Amount due to a Related Party | $ 3,952 | ||||
Redboy Picture Sdn Bhd Redboy [Member] | |||||
Related Party Transaction [Line Items] | |||||
Related parties relationship, description | Mr. How Kok Choong, the CEO and director of the Company is also the director of Redboy | Mr. How Kok Choong, the CEO and director of the Company is also the director of Redboy | |||
Related parties nature, description | Amount due to Redboy for business operational fees | Amount due to Redboy for business operational fees | |||
Amount due to a Related Party | $ 962 | $ 962 | |||
Agape Superior Living Pty Ltd ASLPL [Member] | |||||
Related Party Transaction [Line Items] | |||||
Related parties relationship, description | Mr. How Kok Choong, the CEO and director of the Company is a 51% shareholder and a director of ASLPL | Mr. How Kok Choong, the CEO and director of the Company is a 51% shareholder and a director of ASLPL | |||
Related parties nature, description | Sales of products | Sales of products | |||
Revenue | $ 13,654 | $ 21,461 | |||
Hostastay Sdn. Bhd [Member] | |||||
Related Party Transaction [Line Items] | |||||
Related parties relationship, description | Mr. How Kok Choong, the CEO and director of the Company is also the director of Hostastay | Mr. How Kok Choong, the CEO and director of the Company is also the director of Hostastay | Mr. How Kok Choong, the CEO and director of the Company is also the director of Hostastay | Mr. How Kok Choong, the CEO and director of the Company is also the director of Hostastay | |
Related parties nature, description | Sublease rental income due from Hostastay | Sublease rental income due from Hostastay | Sublease rental income due from Hostastay | Sublease rental income due from Hostastay | |
Other income | $ 1,443 | $ 1,443 |
STOCKHOLDERS_ EQUITY (Details N
STOCKHOLDERS’ EQUITY (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Jul. 31, 2020 | May 31, 2020 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | |
Acquired Indefinite-lived Intangible Assets [Line Items] | |||||||
Preferred stock, shares authorized | 200,000,000 | 200,000,000 | 200,000,000 | ||||
Preferred stock, shares issued | 0 | 0 | 0 | ||||
Preferred stock, shares outstanding | 0 | 0 | 0 | ||||
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 | 1,000,000,000 | ||||
Common stock, shares issued | 376,452,047 | 376,452,047 | 376,275,500 | ||||
Common stock, shares outstanding | 376,452,047 | 376,452,047 | 376,275,500 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets | $ 4,105,376 | $ 4,105,376 | |||||
Potentially dilutive securities outstanding | 0 | 0 | 0 | 0 | 0 | ||
ASL [Member] | |||||||
Acquired Indefinite-lived Intangible Assets [Line Items] | |||||||
Stock issued during period acquisitions, shares | 13,853 | 162,694 | 13,853 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets | $ 90,043 | $ 90,043 | |||||
Business acquisition percentage of voting interests | 99.99% | 99.99% | |||||
Non controlling interests | $ 0 | $ 0 |
SCHEDULE OF COMPONENTS OF INCOM
SCHEDULE OF COMPONENTS OF INCOME/(LOSS) BEFORE INCOME TAX (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | ||||
Local | $ (96,606) | $ (86,056) | $ (400,776) | $ (128,388) |
Loss before income tax | 472,978 | (98,064) | 462,535 | (482,225) |
MALAYSIA | ||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | ||||
Foreign | 719,561 | (22,072) | 1,033,341 | 20,727 |
HONG KONG | ||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | ||||
Foreign | $ (149,977) | $ 10,064 | $ (170,030) | $ (374,564) |
SCHEDULE OF PROVISION FOR INCOM
SCHEDULE OF PROVISION FOR INCOME TAX (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Income Tax Disclosure [Abstract] | ||||
- Local | ||||
- Foreign | (20,381) | (20,381) | 6,965 | |
- Local | ||||
- Foreign | (37,560) | (171,627) | ||
(Provision for) benefit of income taxes | $ (57,941) | $ (192,008) | $ 6,965 |
SCHEDULE OF DEFERRED TAX ASSETS
SCHEDULE OF DEFERRED TAX ASSETS (Details) - USD ($) | Sep. 30, 2020 | Dec. 31, 2019 |
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | ||
Less: valuation allowance | $ (127,573) | $ (43,410) |
Depreciation | (66,109) | |
Deferred tax assets, net | ||
UNITED STATES | ||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | ||
Net operating loss carry forwards | 127,573 | 43,410 |
MALAYSIA | ||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | ||
Net operating loss carry forwards | $ 66,109 |
INCOME TAXES (Details Narrative
INCOME TAXES (Details Narrative) - USD ($) | Jan. 02, 2019 | Sep. 30, 2020 | Dec. 31, 2019 |
UNITED STATES | |||
Operating Loss Carryforwards [Line Items] | |||
Cumulative net operating loss | $ 607,000 | ||
Operating loss carryforwards expire year, description | 2027 | ||
Valuation allowance | $ 128,000 | $ 43,000 | |
UNITED STATES | If Unutilized [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Operating loss carryforwards expire year, description | 2028 | ||
UNITED STATES | 2027 [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Cumulative net operating loss | $ 10,000 | ||
UNITED STATES | 2028 [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Cumulative net operating loss | $ 24,000 | ||
Labuan [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Tax percentage | 3.00% | ||
Statutory income tax rate | 24.00% | ||
MALAYSIA | |||
Operating Loss Carryforwards [Line Items] | |||
Statutory income tax rate | 1700.00% | ||
Income tax examination, description | The tax rate for small and medium sized companies (generally companies incorporated in Malaysia with paid-in capital of RM 2,500,000 or less) is 17% for the first RM 600,000 (or approximately $150,000) for the three and nine months ended September 30, 2020 and RM 500,000 (or approximately $125,000) income for the three and nine months ended September 30, 2019, with the remaining balance being taxed at the 24% rate. | ||
HONG KONG | |||
Operating Loss Carryforwards [Line Items] | |||
Statutory income tax rate | 16.50% |
CONCENTRATIONS OF RISKS (Detail
CONCENTRATIONS OF RISKS (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | |
Policyholder Account Balance [Line Items] | |||||
Commission expense, percentage | 100.00% | 100.00% | |||
Cash in bank | $ 756,707 | $ 756,707 | $ 238,937 | ||
Deposit for insurance | $ 276,769 | $ 276,769 | $ 0 | ||
Accounts Payable [Member] | One Sales [Member] | |||||
Policyholder Account Balance [Line Items] | |||||
Concentrations of risk percentage | 10.50% | ||||
Accounts Payable [Member] | Two Sales [Member] | |||||
Policyholder Account Balance [Line Items] | |||||
Concentrations of risk percentage | 10.30% | ||||
Accounts Payable [Member] | No Sales [Member] | |||||
Policyholder Account Balance [Line Items] | |||||
Concentrations of risk percentage | 10.00% | ||||
Accounts Receivable [Member] | E-commerce [Member] | |||||
Policyholder Account Balance [Line Items] | |||||
Concentrations of risk percentage | 99.50% | ||||
No Customer [Member] | Revenue from Contract with Customer Benchmark [Member] | Maximum [Member] | |||||
Policyholder Account Balance [Line Items] | |||||
Concentrations of risk percentage | 10.00% | 10.00% | |||
One Customer [Member] | Revenue from Contract with Customer Benchmark [Member] | |||||
Policyholder Account Balance [Line Items] | |||||
Concentrations of risk percentage | 100.00% | 98.00% | |||
One Customer [Member] | Accounts Receivable [Member] | |||||
Policyholder Account Balance [Line Items] | |||||
Concentrations of risk percentage | 100.00% | ||||
Vendor One [Member] | |||||
Policyholder Account Balance [Line Items] | |||||
Concentrations of risk percentage | 63.70% | 66.60% | |||
Vendor Two [Member] | |||||
Policyholder Account Balance [Line Items] | |||||
Concentrations of risk percentage | 36.30% | 33.40% | |||
One Vendor [Member] | Accounts Payable [Member] | |||||
Policyholder Account Balance [Line Items] | |||||
Concentrations of risk percentage | 100.00% | 69.00% | |||
Two Vendor [Member] | Accounts Payable [Member] | |||||
Policyholder Account Balance [Line Items] | |||||
Concentrations of risk percentage | 31.00% |
SCHEDULE OF FUTURE MINIMUM OPER
SCHEDULE OF FUTURE MINIMUM OPERATING LEASE LIABILITIES (Details) | Sep. 30, 2020USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2021 | $ 166,524 |
2022 | 163,689 |
2023 | 121,242 |
Total lease payments | 451,455 |
Less: interest | (33,198) |
Present value of lease liabilities | $ 418,257 |
SCHEDULE OF FUTURE MINIMUM PURC
SCHEDULE OF FUTURE MINIMUM PURCHASE COMMITMENT (Details) | Sep. 30, 2020USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2021 | $ 693,900 |
2022 | 693,900 |
2023 | 693,900 |
2024 | 693,900 |
2025 | 693,900 |
Thereafter | 1,561,275 |
Total minimum purchase commitments required | $ 5,030,775 |
COMMITMENTS AND CONTINGENCIES_2
COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($) | Apr. 02, 2020 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 |
Acquired Indefinite-lived Intangible Assets [Line Items] | |||||
Operating lease liability | $ 418,257 | $ 418,257 | |||
Operating lease payments | 7,816 | ||||
Operating lease, rent expenses | $ 58,793 | $ 13,400 | $ 111,465 | $ 40,166 | |
ASL [Member] | |||||
Acquired Indefinite-lived Intangible Assets [Line Items] | |||||
Operating lease liability | $ 489,000 | ||||
Operating lease effective interest rate | 5.50% | ||||
Operating lease, weighted average remaining lease term | 2 years 9 months 14 days |