Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2024 | May 14, 2024 | |
Details | ||
Registrant CIK | 0001796160 | |
Fiscal Year End | --12-31 | |
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2024 | |
Document Transition Report | false | |
Securities Act File Number | 333-238872 | |
Entity Registrant Name | QMIS TBS CAPITAL GROUP CORP. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 32-0619708 | |
Entity Address, Address Line One | 55-6, The Boulevard Office | |
Entity Address, Address Line Two | Lingkaran Syed Putra | |
Entity Address, City or Town | Mid Valley City | |
Entity Address, Postal Zip Code | 59200 | |
Entity Address, Country | MY | |
Entity Address, Address Description | (Address of Principal Executive Offices) | |
Phone Fax Number Description | Registrant’s telephone number, including area code | |
City Area Code | 3 | |
Local Phone Number | 2282 6066 | |
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 Shell Company | false | |
Entity Ex Transition Period | false | |
Entity Common Stock, Shares Outstanding | 301,088,000 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q1 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Mar. 31, 2024 | Dec. 31, 2023 |
Current Assets | ||
Cash and cash equivalents | $ 120,722 | $ 1,121,580 |
Accounts receivable, net (Note 4) | 2,245 | 2,701 |
Prepaid expenses | 95,724 | 48,337 |
Contract security deposit | 9,782 | 9,430 |
Project advance (Note 5) | 323,365 | 167,344 |
Total Current Assets | 551,838 | 1,349,392 |
Property, plant and equipment, net (Note 6) | 2,398 | 2,589 |
Operating lease right of use asset, net (Note 10) | 224 | 342 |
Total Assets | 554,460 | 1,352,323 |
Current Liabilities | ||
Accounts payable (Note 7) | 54,398 | 41,392 |
Accrued expenses (Note 8) | 342,518 | 398,186 |
Accrued expenses-related party (Note 10 (3)) | 0 | 3,621 |
Deferred revenue | 0 | 450,000 |
Service taxes payable (Note 9) | 127 | 163,800 |
Income taxes payable (Note 12) | 1,494,707 | 1,515,077 |
Operating lease liabilities - current (Note 11) | 300 | 342 |
Due to related parties (Note 10 (4)) | 868,600 | 872,084 |
Total Current Liabilities | 2,760,650 | 3,444,502 |
Total Liabilities | 2,760,650 | 3,444,502 |
Commitments and Contingencies (Note 14) | 0 | 0 |
Shareholders' Equity | ||
Preferred stock, par value $0.0001, 10,000,000 shares authorized; 0 share issued and outstanding as of March 31, 2024 and December 31, 2023 | 0 | 0 |
Common stock, par value $0.0001, 750,000,000 shares authorized; 301,088,600 and 301,058,600 shares issued and outstanding as of March 31, 2024 and December 31, 2023, respectively * | 30,109 | 30,106 |
Additional paid-in capital | 2,086,091 | 1,906,093 |
Retained Earnings (Accumulated deficit) | (4,358,938) | (4,043,012) |
Accumulated other comprehensive income | 32,470 | 18,340 |
Total QMIS TBS Capital Group Corp. shareholders' equity | (2,210,268) | (2,088,472) |
Non-controlling interest | 4,078 | (3,707) |
Total Shareholders' Equity (Deficit) | (2,206,190) | (2,092,179) |
Total Liabilities and Shareholders' Equity (Deficit) | $ 554,460 | $ 1,352,323 |
CONSOLIDATED BALANCE SHEETS - P
CONSOLIDATED BALANCE SHEETS - Parenthetical - $ / shares | Mar. 31, 2024 | Dec. 31, 2023 |
CONSOLIDATED BALANCE SHEETS | ||
Preferred Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 |
Preferred Stock, Shares Authorized | 10,000,000 | 10,000,000 |
Preferred Stock, Shares Issued | 0 | 0 |
Preferred Stock, Shares Outstanding | 0 | 0 |
Common Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 |
Common Stock, Shares Authorized | 750,000,000 | 750,000,000 |
Common Stock, Shares, Issued | 301,088,600 | 301,058,600 |
Common Stock, Shares, Outstanding | 301,088,600 | 301,058,600 |
UNAUDITED CONSOLIDATED STATEMEN
UNAUDITED CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME - USD ($) | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Revenue | ||
Consultant services | $ 450,000 | $ 776,347 |
Software development and maintenance services-related parties (Note 10 (1)) | 28,594 | 15,727 |
Software development and maintenance services | 1,689 | 2,593 |
Total revenue | 480,283 | 794,667 |
Costs of Revenue | ||
Costs of consultant services | 270,708 | 120,817 |
Costs of software development and maintenance services | 4,639 | 6,519 |
Total of costs of revenue | 275,347 | 127,336 |
Gross Profit | 204,936 | 667,331 |
General and administrative expenses | ||
Payroll and employee benefit | 15,496 | 15,358 |
Depreciation | 120 | 1,136 |
Office expenses | 36,543 | 11,690 |
Rental expenses | 12,737 | 10,241 |
Due and subscription | 32,500 | 34,250 |
Taxes expenses | 6,120 | 114 |
Professional fees | 183,685 | 54,065 |
Consultant fees | 143,151 | 0 |
Travel and log | 35,763 | 328 |
Management fees-related party (Note 9 (2)) | 203,000 | 285,189 |
Advisory Fee-related party (Note 9 (3)) | 0 | 3,605 |
Total general and administrative expenses | 669,115 | 415,976 |
Total Operating Expenses | 669,115 | 415,976 |
Income (Loss) from Operation | (464,179) | 251,355 |
Other Income (Expenses) | ||
Interest income | 36 | 11 |
Gain (loss) on foreign currency transaction | (165) | 2,035 |
Other income (expenses) | 156,082 | 0 |
Total Other Income (Expenses) | 155,953 | 2,046 |
Lose before Provision for Income Tax | (308,226) | 253,401 |
Provision for Income Tax | 0 | 19,125 |
Net loss | (308,226) | 234,276 |
Less: net income attributable to non-controlling interest | 7,700 | 461 |
Net income (loss) attributable to QMIS TBS Capital Group Corp. | (315,926) | 233,815 |
Net income (loss) attributable to QMIS TBS Capital Group Corp. | 315,926 | (233,815) |
Net loss | 14,215 | 8,369 |
Total comprehensive income (loss) | (301,711) | 242,184 |
Less: comprehensive income attributable to non-controlling interest | 85 | 445 |
Comprehensive income (loss) attributable to QMIS TBS Capital Group Corp. | $ (301,796) | $ 241,739 |
Basic and Fully Diluted Loss per Share | $ 0 | $ 0 |
Weighted average shares outstanding | 301,059,933 | 301,000,100 |
UNAUDITED CONSOLIDATED STATEM_2
UNAUDITED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (DEFICIT) - USD ($) | Common Stock | Common stock to-be issued | Additional Paid-in Capital | Retained Earnings | Accumulated Other Comprehensive Income (Loss) | QMIS TBS Capital Group Corp. Shareholders' Equity (Deficit) | Noncontrolling Interest | Total |
Equity, Attributable to Parent, Beginning Balance at Dec. 31, 2022 | $ 30,100 | $ 0 | $ 1,251,350 | $ (3,013,236) | $ 30,104 | $ (1,701,682) | $ (6,985) | $ (1,708,667) |
Shares, Outstanding, Beginning Balance at Dec. 31, 2022 | 301,000,100 | |||||||
Foreign currency translation adjustment | $ 0 | 0 | 0 | 0 | 7,924 | 7,924 | 445 | 8,369 |
Net loss | 0 | 0 | 0 | 233,815 | 0 | 233,815 | 461 | 234,276 |
Equity, Attributable to Parent, Ending Balance at Mar. 31, 2023 | $ 30,100 | 0 | 1,251,350 | (2,779,421) | 38,028 | (1,459,943) | (6,079) | (1,466,022) |
Shares, Outstanding, Ending Balance at Mar. 31, 2023 | 301,000,100 | |||||||
Equity, Attributable to Parent, Beginning Balance at Dec. 31, 2022 | $ 30,100 | 0 | 1,251,350 | (3,013,236) | 30,104 | (1,701,682) | (6,985) | (1,708,667) |
Shares, Outstanding, Beginning Balance at Dec. 31, 2022 | 301,000,100 | |||||||
Net loss | (1,027,158) | |||||||
Equity, Attributable to Parent, Ending Balance at Dec. 31, 2023 | $ 30,106 | 1 | 1,906,093 | (4,043,012) | 18,340 | (2,088,472) | (3,707) | (2,092,179) |
Shares, Outstanding, Ending Balance at Dec. 31, 2023 | 301,058,600 | |||||||
Common stock issuance, Shares | 30,000 | |||||||
Foreign currency translation adjustment | $ 0 | 0 | 0 | 0 | 14,130 | 14,130 | 85 | 14,215 |
Net loss | 0 | 0 | 0 | (315,926) | 0 | (315,926) | 7,700 | (308,226) |
Equity, Attributable to Parent, Ending Balance at Mar. 31, 2024 | $ 30,109 | 0 | 2,086,091 | (4,358,938) | 32,470 | (2,210,268) | 4,078 | (2,206,190) |
Shares, Outstanding, Ending Balance at Mar. 31, 2024 | 301,088,600 | |||||||
Issuance of common stocks | $ 3 | $ (1) | $ 179,998 | $ 0 | $ 0 | $ 180,000 | $ 0 | $ 180,000 |
Statements of Cash Flows
Statements of Cash Flows - USD ($) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Net Cash Provided by (Used in) Operating Activities | |||
Net loss | $ (308,226) | $ 234,276 | $ (1,027,158) |
Adjustments to reconcile net loss | |||
Depreciation | 120 | 1,136 | |
Amortization of operating lease right-of-use assets | 108 | 6,068 | |
Changes in assets and liabilities | |||
Accounts receivable | 380 | 2,052 | |
Prepaid expenses | (47,481) | (343) | |
Contract security deposit | (615) | 0 | |
Project advance | (156,021) | 0 | |
Accounts payable | 14,169 | (615) | |
Accrued expenses | (58,043) | 4,850 | |
Taxes payable | (175,344) | 1,680 | |
Deferred revenue | (450,001) | 4,786 | |
Operating lease liabilities | (32) | (4,013) | |
Net cash used by operating activities | (1,180,986) | 249,877 | |
Cash Flows from Investing Activities | |||
Purchase of property and equipment | 0 | (1,245) | |
Net cash provided (used) by investing activities | 0 | (1,245) | |
Cash Flows from Financing Activities | |||
Shareholders capital contribution | 180,000 | 0 | |
Proceeds from related parties | 210,017 | 86,415 | |
Repayment to related parties | (200,000) | (89,559) | |
Net cash provided (used) by financing activities | 190,017 | (3,144) | |
Effect on changes in foreign exchange rate | (9,889) | (3,440) | |
Increase (decrease) in cash | (1,000,858) | 242,048 | |
Cash at beginning of period | 1,121,580 | 187,437 | 187,437 |
Cash at end of period | 120,722 | 429,485 | $ 1,121,580 |
Cash paid during the year for | |||
Interest Paid, Including Capitalized Interest, Operating and Investing Activities | 0 | 0 | |
Income Taxes Paid | $ 16,212 | $ 17,444 |
Note 1 - ORGANIZATION AND BUSIN
Note 1 - ORGANIZATION AND BUSINESS BACKGROUND | 3 Months Ended |
Mar. 31, 2024 | |
Notes | |
Note 1 - ORGANIZATION AND BUSINESS BACKGROUND | Note 1-ORGANIZATION QMIS TBS Capital Group Corp. (the “Company” or "QMIS USA") was incorporated in the state of Delaware on November 21, 2019, under the name TBS Capital Management Group Corp. The name was changed to QMIS TBS Capital Group Corp. on February 10, 2020. On February 13, 2023, the Company entered into a share exchange agreement (the “Share Exchange Agreements”) with the shareholders of all 1,000,100 outstanding shares of common stock of QMIS Securities Capital SDN BHD (“QSC”), which was incorporated by the Companies Commission of Malaysia on January 13, 2015 under the Companies Act 1965 as a private limited company with the name Multi Securities Capital (M) SDN BHD, which was subsequently changed to QMIS Securities Capital (M) SDN BHD on March 19, 2015. The two QSC shareholders were Dr. Chin Yung Kong, the Company’s Chief Executive Officer, and Chin Hua Fung, Dr. Chin’s son. Pursuant to the Share Exchange Agreements, Dr. Chin exchanged 700,070 shares of QSC common stock for 700,070 shares of the Company’s common stock. Mr. Chin exchanged 300,030 shares of QSC common stock for 300,030 shares of the Company’s common stock. Accordingly, the Company became the sole shareholder of QSC after the share exchanges. The share exchanges have been accounted for as a recapitalization between entities under common control since the same controlling shareholders controlled these two entities before and after the transaction. The consolidation of the Company and its subsidiary has been accounted for at historical cost and prepared on the basis as if the transaction had become effective as of the beginning of the earliest period presented in the accompanying consolidated financial statements. On November 16, 2015, QSC acquired 99.9% equity ownership interest of QMIS Capital Venture SDN BHD (“QCV”), which was incorporated by the Companies Commission of Malaysia on January 14, 2015 under the private limited company act with the name Diversified Multi Capital Venture (M) SDN BHD. Subsequently, the name was changed to QMIS Capital Venture SDN BHD on March 19, 2015. On October 15, 2015, QSC acquired 69.99% equity ownership interest of QMIS World Trade International SDN BHD (“QWT”), and subsequently on November 27, 2015, QSC acquired anther 0.01% equity ownership interest in QWT, which was incorporated by the Companies Commission of Malaysia on 15 October 2014 under the private limited company act with the name of Santubong Business Trading SDN BHD. Subsequently, the name was changed to QMIS World Trade International SDN BHD on August 7, 2015. On December 31, 2021, QSC acquired 100% equity ownership interest of QMIS TBS Capital Group Corporation Limited (“QTBS”), which was incorporated in Hong Kong on September 9, 2013 under the Companies Ordinance as a limited liability company under the name QMIS Huayin Finance Credit Limited. Subsequently, the name was changed to QMIS Ample Luck Financial Group Limited on July 19, 2018 and finally QMIS TBS Capital Group Corporation Limited on June 16, 2020. On December 31, 2021, QSC acquired 100% equity ownership interest of QMIS Finance Limited (“QFL”), which was incorporated in Hong Kong on July 20, 2007 under the Companies Ordinance as a limited liability company with the name of Hua Xia Syndicate Financial Credit Limit. Subsequently, the name is changed to QMIS Syndicate Financial Credit Limited on February 21, 2014 and finally to QMIS Finance Limited on March 31, 2016. On May 27, 2020, QFL, QSC, and QWT acquired 60%, 20%, and 20%, respectively, equity ownership interest in QMIS Green Energy Berhad (“QGE”), which was incorporated by the Companies Commission of Malaysia on May 27, 2020 under the private limited company act with the name of QMIS Waste Management Group Berhad. Subsequently, the name was changed QMIS Green Energy Berhad on September 13, 2022. On May 8, 2020, QFL, QSC, and QWT acquired 60%, 20%, and 20%, respectively, equity ownership interest in QMIS Biotech Group Berhad (“QBT”), which was incorporated by the Companies Commission of Malaysia on 8 May 2020 under the private limited company act with the name of QMIS Biotech Group Berhad. Subsequently, the name was changed to QMIS Biotech Group Berhad on May 29, 2020. On June 22, 2020, QFL incorporated QMIS Investment Bank Limed (“QIB”) by the Labuan Financial Services Authority (LFSA) in Malaysia under the company limited by shares act with the name of QMIS Finance (L) Limited. Subsequently, the name was changed to QMIS Labuan Investment Bank Limited on March 24, 2021 and finally to QMIS Investment Bank Limited on 28 July 2022. QFL owns 100% equity ownership interest in QIB. On June 21, 2021, QFL and four other shareholders incorporated QMIS Richwood Blacktech Sdn. Bhd. (“QR”) by the Companies Commission of Malaysia under the private limited company act. QFL owns 51% equity ownership interest in QR. On August 3, 2023, QIB and Dr. Chin incorporated a company, QMIS Micropay Berhad ("QMB"), in Kuala Lumpur, Malaysia. QIB and Dr. Chin own 60% and 40% of ownership equity interest of QMIS Micropay Berhad, respectively. QMIS Micropay Berhad plans to carry on the business of electronic payment and transaction, but has not engaged in any business operation as of the date of this financial statements. The Company’s organization chart after the share exchange follows: Currently, QMIS USA is a holding company. QSC, QFL, and QTBS work together to provide business consultant services. QR is engaged in the business of software development and maintenance services. Beginning from February 2023, QR generates revenue from the usage of an online payment software, QRPay, which is maintained by QR. all other companies are not currently engaged in business operation. QMIS USA, QSC, QFL, QTBS, QR, QIB, QGE, QBT, QWT, and QCV are hereafter referred to as the Company. |
Note 2 - SIGNIFICANT ACCOUNTING
Note 2 - SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Mar. 31, 2024 | |
Notes | |
Note 2 - SIGNIFICANT ACCOUNTING POLICIES | Note 2-SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation and Principles of Consolidation The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). The unaudited consolidated financial statements include the accounts of the Company and its subsidiaries. All significant intercompany accounts and transactions have been eliminated. These unaudited interim consolidated financial statements do not include all of the information and disclosure required by the U.S. GAAP for complete financial statements. Interim results are not necessarily indicative of results for a full year. In the opinion of management, all adjustments consisting of normal recurring nature considered necessary for a fair presentation of the financial position and the results of operations and cash flows for the interim periods have been included. The unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes for the year ended December 31, 2023. Reclassification Certain prior year amounts have been reclassified to conform to the current year presentation. These reclassifications had no impact on the reported results of operations and cash flows. Non-controlling Interest Non-controlling interest in the consolidated balance sheets represents the portion of the equity in the subsidiaries not attributable, directly or indirectly, to the Company. The portion of the income or loss applicable to the non-controlling interest in subsidiaries is also separately reflected in the consolidated statements of operations and comprehensive income (loss). Foreign Currency Translation The accompanying consolidated financial statements are presented in United States Dollar (“USD”), which is the reporting currency of the Company. The functional currency of QSC, QWT, QCV, QGE, QBT, and QRB are Malaysian Ringgit (“MYR”). The functional currency of QFL and QTCG are Hong Kong dollar ("HKD"). The functional currency of QMIS USA and QIB is USD. The Company maintains the books and records in the functional currency. 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. The resulting exchange differences are recorded in the statements of operations. The reporting currency of the Company is the United States Dollars (“US$”), and the accompanying consolidated financial statements have been expressed in US$. In accordance with ASC Topic 830-30, “Translation of Financial Statements,” assets and liabilities of the Company whose functional currency is not US$ are translated into US$, using the exchange rate on the balance sheet date. Revenues and expenses are translated at average rates prevailing during the period. The gains and losses resulting from the translation of financial statements are recorded as a separate component of accumulated other comprehensive gain (loss) within the statements of changes in shareholders’ deficit. The exchange rates used for foreign currency translation were as follows: USD$1 = HKD Period Covered Balance Sheet Date Rates Average Rates Three months ended March 31, 2024 7.8259 7.8204 Three months ended March 31, 2023 7.8499 7.8391 USD$1 = MYR Period Covered Balance Sheet Date Rates Average Rates Three months ended March 31, 2024 4.7225 4.7213 Three months ended March 31, 2023 4.4130 4.3872 Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and judgments that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities on the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The Company bases its estimates and judgments on historical experience and on various other assumptions and information that are believed to be reasonable under the circumstances. Estimates and assumptions of future events and their effects cannot be perceived with certainty and, accordingly, these estimates may change as new events occur, as more experience is acquired, as additional information is obtained and as operating environment changes. Significant estimates and assumptions by management include, among others, estimated life and impairment of long-lived assets, allowance for doubtful accounts, contingencies, total costs in connection with service revenues, and income taxes including the valuation allowance for deferred tax assets. While the Company believes that the estimates and assumptions used in the preparation of the financial statements are appropriate, actual results could differ from those estimates. Estimates and assumptions are periodically reviewed and the effects of revisions are reflected in the financial statements in the period they are determined to be necessary. Fair Value of Financial Instruments The Company adopted ASC 820 “Fair Value Measurements,” which defines fair value, establishes a three-level valuation hierarchy for disclosures of fair value measurement and enhances disclosures requirements for fair value measures. Current assets and current liabilities qualified as financial instruments and management believes their carrying amounts are a reasonable estimate of fair value because of the short period of time between the origination of such instruments and their expected realization and if applicable, their current interest rate is equivalent to interest rates currently available. The three levels are defined as follow: Level 1: Level 2: Level 3: As of the balance sheet date, the estimated fair values of the financial instruments approximated their fair values due to the short-term nature of these instruments. Determining which category an asset or liability falls within the hierarchy requires significant judgment. The Company evaluates the hierarchy disclosures each year. Cash and Cash Equivalents Cash and cash equivalents include cash on hand and cash in time deposits, certificates of deposit and all other highly liquid instruments with original maturities of three months or less. Statements of Cash Flows In accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 830-230, “Statement of Cash Flows,” cash flows from the Company’s operations are calculated based upon the functional currency. As a result, amounts related to assets and liabilities reported on the statement of cash flows may not necessarily agree with changes in the corresponding balances on the balance sheet. Accounts Receivable Accounts receivable, net represent the amounts that the Company has an unconditional right to consideration, which are stated at the original amount less an allowance for doubtful receivables. The Company reviews the accounts receivable on a periodic basis and makes general and specific allowances when there is doubt as to the collectability of individual balances. The Company usually determines the adequacy of reserves for doubtful accounts based on individual account analysis and historical collection trends. The Company establishes a provision for doubtful receivables when there is objective evidence that the Company may not be able to collect amounts due. The allowance is based on management’s best estimates of specific losses on individual exposures, as well as a provision on historical trends of collections. The provision is recorded against accounts receivables balances, with a corresponding charge recorded in the consolidated statements of operations and comprehensive income (loss). Delinquent account balances are written off against the allowance for doubtful accounts after management has determined that the likelihood of collection is remote. In circumstances in which the Company receives payment for accounts receivable that have previously been written off, the Company reverses the allowance and bad debt. Property, plant and equipment Property and equipment primarily consist of office renovation and furniture, and office equipment, which are stated at cost less accumulated depreciation, and less any provision required for impairment in value. Depreciation is computed using the straight-line method based on the estimated useful lives as follows: Office furniture 10 years Office equipment 2.5 years Leasehold improvements 5 years or lease term, whichever is shorter Costs of repairs and maintenance are expensed as incurred and asset improvements are capitalized. The cost and related accumulated depreciation of assets disposed of or retired are removed from the accounts, and any resulting gain or loss is reflected in the consolidated statement of income. Impairment of long-lived assets The Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to the future undiscounted cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment recognized is measured by the amount by which the carrying amount of the assets exceeds the fair value of the assets. No impairment of long-lived assets was recognized for the three months ended March 31, 2024 and 2023. Operating lease The Company leases are classified as operating leases in accordance with Topic 842. Under Topic 842, lessees are required to recognize the following for all leases (with the exception of short-term leases) on the commencement date: (i) lease liability, which is a lessee’s obligation to make lease payments arising from a lease, measured on a discounted basis; and (ii) right-of-use asset, which is an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term. At the commencement date, the Company recognizes the lease liability at the present value of the lease payments not yet paid, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the Company’s incremental borrowing rate for the same term as the underlying lease. The right-of-use asset is recognized initially at cost, which primarily comprises the initial amount of the lease liability, plus any initial direct costs incurred, consisting mainly of brokerage commissions, less any lease incentives received. All right-of-use assets are reviewed for impairment. No impairment for right-of-use lease assets incurred in the three months ended March 31, 2024 and 2023. Concentration of Credit Risk Financial instruments the Company holds that are subject to concentrations of credit risk are cash and accounts receivable arising from its normal business activities. The Company places its cash and restricted cash in what it believes to be credit-worthy financial institutions. The Company conducts periodic reviews of the financial condition and payment practices of its customers to minimize collection risk on accounts receivable. For the three months ended March 31, 2023 and 2022, customer A accounted for 96.1% and 93.7%, respectively, of the Company’s total revenues. For the three months ended March 31, 2024 and 2023, no vender accounted for more than 10% of the Company’s total purchases. Revenue Recognition The Company adopted ASC 606 upon inception. Under ASC 606, revenue is recognized when a customer obtains control of promised goods or services, in an amount that reflects the consideration which the entity expects to receive in exchange for those goods or services. To determine revenue recognition for arrangements that an entity determines are within the scope of ASC 606, the Company performs the following five steps: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) the entity satisfies a performance obligation. The Company currently generates its revenue from the following main sources: Revenue from consultant services QSC, QFL, and QTBS work together to provide business consultant services to customers. The revenue is recognized at the point in time when the consultant services promised are performed and accepted by the customers, which is generally when the consultant project is delivered to and accepted by the customer. Revenue from Software Development and maintenance services QR provides customers with software development and support service pursuant to their specific requirements, which primarily compose of custom application development, supporting, and training. The Company generally recognized revenue at a point in time when control is transferred to the customers and the Company is entitled to the payment, or when the promised services are delivered and accepted by the customers. Beginning from February 2023, QR generates revenue from the usage of an online payment software, QRPay, which is maintained by QR. QR recognizes such revenue at a point in time when the related online payment transaction is successfully completed and QR is entitled to the revenue. Payments for services received in advance in accordance to the contract is recognized as deferred revenues when received. Cost of Revenues Cost of revenues primarily consists of salaries and related expenses (e.g. bonuses, employee benefits, statutory pension contribution, and payroll taxes) for personnel directly involved in the delivery of services and products to customers. In addition, other costs directly involved in the delivery of services and products to customers, such as outside consulting, professional services, and supporting overhead costs, are included in the costs of revenue. Comprehensive Income (Loss) ASC 220 “Comprehensive Income” established standards for reporting and display of comprehensive income/loss, its components and accumulated balances. Components of comprehensive income/loss include net income/loss and foreign currency translation adjustments. The component of accumulated other comprehensive income (loss) consisted of foreign currency translation adjustments. Income Taxes The Company accounts for current income taxes in accordance with the laws of the relevant tax authorities. Deferred income taxes are recognized when temporary differences exist between the tax bases of assets and liabilities and their reported amounts in the consolidated financial statements. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period including the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. An uncertain tax position is recognized only if it is “more likely than not” that the tax position would be sustained in a tax examination. The amount recognized is the largest amount of tax benefit that is greater than 50% likely of being realized on examination. For tax positions not meeting the “more likely than not” test, no tax benefit is recorded. Penalties and interest incurred related to underpayment of income tax are classified as income tax expense in the period incurred. QSC, QWT, QCV, QGE, QBT, QIB, and QR operate in Malaysia and are subject to the income tax laws of Malaysia. QFL and QTBS operate in Hong Kong and are subject to the income tax law of Hong Kong. The local tax authority conducts periodic and ad hoc tax filing reviews on business enterprises after those enterprises complete their relevant tax filings. Therefore, the Company’s tax filings are subject to examination. It is therefore uncertain as to whether the local tax authority may take different views about the Company’s tax filings, which may lead to additional tax liabilities. As of March 31, 2024, and December 31, 2023, all of the Company’s tax returns remain open for statutory examination by relevant tax authorities. Service taxes Service tax is a consumption tax levied by Malaysian tax authorities and is charged on any taxable service income (including digital services) provided in Malaysia by a registered company in carrying on their business. The rate of service tax is 6% ad valorem for all taxable services. A taxable entity is a company that is registered or liable to be registered for service taxes. A company is liable to be registered if the total value of its taxable services for a 12-month period exceeds or is expected to exceed the prescribed registration threshold of MYR500,000 as consultancy, training or coaching services providers and digital and information technology services providers. Service taxes were recorded as a deduction against the Company’s gross revenue. Earnings per share Basic earnings per ordinary share is computed by dividing net earnings attributable to ordinary shareholders by the weighted-average number of ordinary shares outstanding during the period. Diluted earnings per share is computed by dividing net income attributable to ordinary shareholders by the sum of the weighted average number of ordinary share outstanding and of potential ordinary share (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 earnings per share. For the years ended March 31, 2024 and December 31, 2023, the Company had no dilutive stocks. Related Parties Transactions The Company identifies related parties, and accounts for, discloses related party transactions in accordance with ASC 850, “Related Party Disclosures” and other relevant ASC standards. A related party is generally defined as (i) any person that holds 10% or more of the Company’s securities and their immediate families, (ii) the Company’s management, (iii) someone that directly or indirectly controls, is controlled by or is under common control with the Company, or (iv) anyone who can significantly influence the financial and operating decisions of the Company. A transaction is considered as a related party transaction when there is a transfer of resources or obligations between related parties. Related parties may be individuals or corporate entities. Transactions involving related parties cannot be presumed to be carried out on an arm’s-length basis, as the requisite conditions of competitive, free market dealings may not exist. Representations about transactions with related parties, if made, shall not imply that the related party transactions were consummated on terms equivalent to those that prevail in arm’s-length transactions unless such representations can be substantiated. It is not, however, practical to determine the fair value of amounts of related party transactions due to their related party nature. Segment Reporting ASC 280, “Segment Reporting,” requires use of the “management approach” model for segment reporting. The management approach model is based on the way a company’s chief operating decision maker organizes segments within the Company for making operating decisions assessing performance and allocating resources. Reportable segments are based on products and services, geography, legal structure, management structure, or any other manner in which management disaggregates a company. Management determined the Company’s operations constitute two reportable segments in accordance with ASC 280, business consultant services and software development and maintenance services. Recently Issued Accounting Pronouncements In October 2023, the FASB issued Accounting Standards Update (“ASU”) No. 2023-06, Disclosure Improvements – Codification Amendment in Response to the SEC’s Disclosure Update and Simplification Initiative. This ASU modifies the disclosure and presentation requirements of a variety of codification topics by aligning them with the SEC’s regulations. The amendments to the various topics should be applied prospectively, and the effective date will be determined for each individual disclosure based on the effective date of the SEC’s removal of the related disclosure. If the SEC has not removed the applicable requirements from Regulation S-X or Regulation S-K by June 30, 2027, then this ASU will not become effective. Early adoption is prohibited. The Company does not expect the amendments of this ASU to have a material impact on its consolidated financial statements and related disclosures. In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvement to Income Tax Disclosures, to enhance the transparency and decision usefulness of income tax disclosures, primarily related to the rate reconciliation and income taxes paid information. ASU No. 2023-09 is effective for annual reporting periods beginning after December 15, 2024, on a prospective basis. Early adoption is permitted. The Company is currently evaluating the impact of this ASU on its consolidated financial statements and related disclosures. |
Note 3 - GOING CONCERN
Note 3 - GOING CONCERN | 3 Months Ended |
Mar. 31, 2024 | |
Notes | |
Note 3 - GOING CONCERN | Note 3-GOING CONCERN The financial statements have been prepared “assuming that we will continue as a going concern,” which contemplates that we will realize our assets and satisfy our liabilities and commitments in the ordinary course of business. The Company incurred net losses of $308,226 in the three months ended March 31, 2024, and a net loss of $1,027,158 in the year ended December 31, 2023. In addition, the Company had accumulated deficit of $4,358,938 and $4,043,012 as of March 31, 2024 and December 31, 2023, respectively. These factors among others raise substantial doubt about the ability to continue as a going concern for a reasonable period of time. In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management’s plan is to obtain such resources by obtaining capital from directors/shareholders sufficient to meet its minimal operating expenses and seeking third party equity and/or debt financing. However, management cannot provide any assurances that the Company will be successful in accomplishing any of its plans. These financial statements do not include any adjustments related to the recoverability and classification of assets or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. |
Note 4 - ACCOUNTS RECEIVABLE
Note 4 - ACCOUNTS RECEIVABLE | 3 Months Ended |
Mar. 31, 2024 | |
Notes | |
Note 4 - ACCOUNTS RECEIVABLE | Note 4-ACCOUNTS RECEIVABLE Accounts receivable consists of the following: March 31, December 31, 2024 2023 (unaudited) Accounts receivable $ 2,245 $ 2,701 Less: Allowance for doubtful accounts - - Accounts receivable, net $ 2,245 $ 2,701 |
Note 5 - PROJECT ADVANCE
Note 5 - PROJECT ADVANCE | 3 Months Ended |
Mar. 31, 2024 | |
Notes | |
Note 5 - PROJECT ADVANCE | Note 5-PROJECT ADVANCE QRB entered into a Software License Agreement (the "Riverse Agreement") with Riverse Technology SDN BHD ("Riverse"), a company incorporated and registered in Malaysia. Pursuant to the Riverse Agreement, Riverse would supply to QRB a customized "Digital Financing Solutions" System Platform and maintenance services for a total consideration of $1,220,000 payable in five tranches: 1. $152,500 due within 14 days after the effective date of the agreement; 2. $152,500 due within 14 days after the completion of post implementation and acceptance test; 3. $305,000 due within 14 days after the first-year anniversary of the acceptance; 4. $305,000 due within 14 days after the second-year anniversary of the acceptance; and 5. $305,000 due within 14 days after the third-year anniversary of the acceptance. Pursuant to the Riverse Agreement, Richwood Ventures Berhad, a related party, made the first payment of $152,500, plus service tax of $9,150, totaling $161,650 (approximately RM 768,161) on behalf of QRB in November 2023, as also disclosed in Note 10 (5). The amount of RM 768,161 was presented as $167,344 due to the change of currency exchange rate on December 31, 2023. In January 2024, Richwood Ventures Berhad made the second payment of $152,500, plus service tax of $9,150, totaling $161,650 (approximately RM 758,947) on behalf of QRB, as also disclosed in Note 10 (5). The total project advance amount of RM 1,527,108 was presented as $323,365 due to the change of currency exchange rate on March 31, 2024. |
Note 6 - PROPERTY, PLANT AND EQ
Note 6 - PROPERTY, PLANT AND EQUIPMENT | 3 Months Ended |
Mar. 31, 2024 | |
Notes | |
Note 6 - PROPERTY, PLANT AND EQUIPMENT | Note 6-PROPERTY, PLANT AND EQUIPMENT The following is a summary of property, plant and equipment: March 31, December 31, 2024 2023 (Unaudited) Office furniture 3,140 3,231 Office equipment 12,406 12,762 Leasehold improvements 20,533 21,125 Total 36,079 37,118 Less: Accumulated depreciation (33,681) (34,529) Total property, plant and equipment, net $ 2,398 $ 2,589 Depreciation expense charged to operations was $120 and $1,136 for the three months ended March 31, 2024 and 2023, respectively. |
Note 7 - ACCOUNTS PAYABLE
Note 7 - ACCOUNTS PAYABLE | 3 Months Ended |
Mar. 31, 2024 | |
Notes | |
Note 7 - ACCOUNTS PAYABLE | Note 7-ACCOUNTS PAYABLE Accounts payable consist of the following: March 31, December 31, 2024 2023 (Unaudited) Accounts payable $ 4,637 $ - Accounts payable-related parties* 49,761 41,392 Total $ 54,398 $ 41,392 * Refer to Note 9 (4) - Related party transaction. |
Note 8 - ACCRUED EXPENSES
Note 8 - ACCRUED EXPENSES | 3 Months Ended |
Mar. 31, 2024 | |
Notes | |
Note 8 - ACCRUED EXPENSES | Note 8-ACCRUED EXPENSES Accrued expenses consist of the following: March 31, December 31, 2024 2023 (Unaudited) Accrued payroll, pension, and employee benefit $ 22,702 $ 34,865 Accrued professional fees 319,629 354,211 Accrued office expenses 187 5,489 Accrued office expenses-related party* - 3,621 Total $ 342,518 $ 398,186 * Refer to Note 9 (3) - Related party transaction. |
Note 9 - SERVICE TAXES PAYABLE
Note 9 - SERVICE TAXES PAYABLE | 3 Months Ended |
Mar. 31, 2024 | |
Notes | |
Note 9 - SERVICE TAXES PAYABLE | Note 9-SERVICE TAXES PAYABLE In June 2, 2023, the Malaysian government announced a Voluntary Disclosure Program For Indirect Taxes (the "VDP") program to be implemented for twelve months starting from June 6, 2023, to May 31, 2024. VDP offers taxpayers an opportunity to voluntarily disclose outstanding taxes in good faith and encourage tax payments with incentive offers, which includes: 1. 100% remission on penalty; 2. No compounds will be issued under this program; and 3. the period declared under the VDP will not be audited unless there is an element of fraud. The Company’s management believes that QSC's outstanding service taxes payable is eligible to participate in the VDP program. QSC had recorded an outstanding service tax payable of RM 417,385 (approximately $99,972) carried forward from prior periods. In the year ended December 31, 2022, QSC accrued a tax penalty of RM 333,908 (approximately $76,883). Accordingly, the outstanding service tax payable amounted to RM 751,293 (approximately $170,750) as of December 31, 2022. In order to participate in the VDP program, QSC's management, with assistance from its outside accountant, reviewed the invoices for services provided, and discovered that certain invoices were for reimbursement rather than for professional service charge. In the context of service tax laws and regulation, reimbursement is not subject to the service tax. After the review, the Company’s Management amended the outstanding balance of service tax payable to RM 14,400 (approximately $3,137), and submitted to the local tax authority, which approved the submission in the first quarter 2024. QSC fully paid off the outstanding balance of RM 14,400 (approximately $3,137) in the first quarter 2024. Since the local tax authority approved the submission in 2024, the Company remained the full amount of RM 751,293 carried forward, plus $RM 600 accrued for the year 2023, totaling RM 751,893 (approximately $163,800) as of December 31, 2023. In the three months ended March 31, 2024, QSC recorded the overprovision of service tax of RM 736,893 (approximately $156,082) as other income. |
Note 10 - RELATED PARTY TRANSAC
Note 10 - RELATED PARTY TRANSACTIONS | 3 Months Ended |
Mar. 31, 2024 | |
Notes | |
Note 10 - RELATED PARTY TRANSACTIONS | Note 10-RELATED PARTY TRANSACTIONS The Company had transactions with the following related parties: Name of Related Party Nature of Relationship Mr. Yung Kong Chin CEO, and a director of the Company. Mr. Hua Fung Chin A former director of the Company, and son of Mr. Yung Kong Chin. Mr. Ting Teck Sheng A former director of the Company. Ms. Tingting Gu A former director of the Company. Richwood Ventures Berhad A Malaysia company, Mr. Ting Teck Sheng is a director. Panpay Holdings SDN BHD A Malaysia company Mr. Ting Teck Sheng is a director. Pantop Venture Capital SDN BHD A Malaysia company owns 40% of QMIS Richwood Blacktech SDN BHD Pantop Millennium SDN BHD A Malaysia company owns 3% of QMIS Richwood Blacktech SDN BHD QMIS Financial Group Limited A Hong Kong company, Mr. Yung Kong Chin is a director. QMIS Asset Management Limited A Hong Kong company, Ms. Tingting Gu is a director. (1) QMIS Richwood Blacktech SDN BHD (“QR”) provides software development and maintenance servicers to Richwood Ventures Berhad and Panpay Holdings SDN BHD. In the three months ended March 31, 2024, QR generated revenue of $19,063 and $9,531 from Richwood Ventures Berhad and Panpay Holdings SDN BHD, respectively. In the three months ended March 31, 2023, QR generated revenue of $10,257 and $5,470 from Richwood Ventures Berhad and Panpay Holdings SDN BHD, respectively. There was no outstanding balance due to/from these two related parties as of March 31, 2024, and December 31, 2023, respectively. (2) QMIS Finance Limited ("QFL") and QMIS TBS Capital Group Corp. ("QTBS") paid management fees to QMIS Financial Group Limited for general and administrative services, such as office space and bookkeeping. The management fees amounted to $203,000 and $285,189 in the three months ended March 31, 2024 and 2023, respectively. There was no outstanding balance for accounts payable to QMIS Finance Group Limited as of March 31, 2024, and December 31, 2023, respectively. (3) QMIS Finance Limited ("QFL") and QMIS TBS Capital Group Corp. ("QTBS") paid advisory fees to QMIS Asset Management Limited for assistance in operating strategy design and consultant services. The advisory fees amounted to $0 and $3,605 in the three months ended March 31, 2024 and 2023, respectively. The accrued expenses for QMIS Asset Management Limited amounted to $0 and $3,621 as of March 31, 2024, and December 31, 2023, respectively. (4) Pantop Millennium SDN BHD has provided general and administrative services, such as office space and bookkeeping, to QMIS Richwood Blacktech SDN BHD ("QR") since its inception in June 2021. The amount of the services was $9,531 and $10,257 for the three months ended March 31, 2024 and 2023, respectively. The account payable to Pantop Millennium SDN BHD amounted to $49,761 and $41,392 as of March 31, 2024, and December 31, 2023, respectively. (5) Since QMIS Richwood Blacktech SND BHD ("QR") did not have a bank account until November 2022, Pantop Venture Capital SDN BHD has traditionally paid QR's expenses for its operation. These advanced payments are unsecured, non-interest bearing and payable on demand. There are no written agreements for these advances. As disclosed in Note 5, Richwood Ventures Berhad paid the first project advance of $161,650 in November 2023, and the second project advance of $161,650, on behalf of QMIS Richwood Blacktech SDN BHD. These advanced payments are unsecured, non-interest bearing and payable on demand. There are no written agreements for these advances. Due to the change of the currency exchange rate, the outstanding balance was presented as $296,049 and $158,848 as of March 31, 2024 and December 31, 2023, respectively. Due to lack of cash resource, Mr. Yung Kong Chin has financed the Company's operation. Whenever the Company needs cash resource, he loans money to the Company to support its operation. These loans are unsecured, non-interest bearing and payable on demand. There are no written agreements for these advances. Mr. Yung Kong Chin, Mr. Hua Fung Chin, Mr. Kar Yee Ong, and Ms. Tingting Gu lead the consultant service team which provides consultant services to customers. Their compensation was included in the costs of consultant services, and was accrued if they were not paid as of the balance sheet date. Due to related parties consists of the following: March 31, December 31, 2024 2023 (Unaudited) Mr. Yung Kong Chin $ 486,298 $ 625,185 Pantop Venture Capital SDN BHD 60,697 62,445 Richwood Ventures Berhad 296,049 158,848 Mr. Kar Yee Ong, CFO 25,556 25,606 Total $ 868,600 $ 872,084 (6) Compensation paid to directors and officers As noted above, Mr. Yung Kong Chin, Mr. Hua Fung Chin, Mr. Kar Yee Ong, and Ms. Tingting Gu lead the consultant service team which provides consultant services to customers. Their compensation was included in the costs of consultant services. Compensation paid to directors and officers consists of the following: For the Three Months Ended March 31, March 31, 2024 2023 (Unaudited) (Unaudited) Mr. Yung Kong Chin $ 219,270 $ 24,553 Mr. Hua Fung Chin 11,116 10,257 Mr. Kar Yee Ong, CFO 30,167 10,941 Total $ 260,553 $ 45,751 |
Note 11 - LEASES
Note 11 - LEASES | 3 Months Ended |
Mar. 31, 2024 | |
Notes | |
Note 11 - LEASES | Note 11-LEASES The Company has operating leases for corporate offices, employees’ accommodation, and office equipment. These leases have initial lease terms of 12 months to 5 years. The Company has elected not to recognize lease assets and liabilities for leases with an initial term of 12 months or less. The Operating lease right-of-use assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. The discount rate used to calculate present value is incremental borrowing rate or, if available, the rate implicit in the lease. The Company determines the incremental borrowing rates for these leases based primarily on lease terms were 8% in Malaysia. The components of lease costs, lease term and discount rate with respect of operating leases with an initial term of more than 12 months are as follows: For the Three Months Ended March 31, March 31, 2024 2023 (Unaudited) (Unaudited) Operating lease cost $ 118 $ 6,277 March 31, March 31, 2024 2023 (Unaudited) (Unaudited) Weighted Average Remaining Lease Term - Operating leases 0.50 years 0.38 years Weighted Average Discount Rate - Operating leases 8.00% 8.00% As of March 31, 2024, future minimum lease payments under the non-cancelable lease agreements are as follows: March 31, 2024 (Unaudited) Lease payments in Year 2024 $ 305 Less: imputed interest (5) Total lease liabilities-current 300 |
Note 12 - INCOME TAXES
Note 12 - INCOME TAXES | 3 Months Ended |
Mar. 31, 2024 | |
Notes | |
Note 12 - INCOME TAXES | Note 12-INCOME TAXES United States QMIS USA is a company registered in the State of Delaware incorporated in November 21, 2019 and subjects to federal income tax at 21% statutory tax rate with respect to the profit generated from the United States. Malaysia QMIS Securities Capital (M) SDN BHD ("QSC"), QMIS World Trade International SDN BHD, QMIS Capital Venture SDN BHD, QMIS Green Energy Berhad, QMIS Biotech Group Berhad, QMIS Investment Bank Limited, and QMIS Richwood Blacktech SDN BHD ("QRB") were incorporated in Malaysia, and accordingly are governed by the income tax laws of Malaysia. 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. Under the Income Tax Act of Malaysia, enterprises incorporated in Malaysia are usually subject to a unified 24% enterprise income tax rate while prefer, tax holidays, and tax exemptions may be granted on a case-by-case basis. The tax rate for small and medium sized companies (generally companies incorporated in Malaysia with paid-in capital of MYR2,500,000 or less, and gross income of not more than MYR50 million) is 17% for the first MYR600,000 (or approximately $150,000) taxable income, with the remaining balance being taxed at the 24% rate. QSC had recorded an outstanding income tax payable of RM 504,754 (approximately $120,899) carried forward from prior periods as indicated in the tax filing. In August 2022, QSC's management, with assistance from its outside accountant, accessed its income tax payable position and believed that the outstanding balance amount to RM 765,284 (approximately $180,133), and accordingly accrued an income tax penalty of RM 260,530 (approximately $59,234). QSC made payment of RM 153,057 (approximately $38,512) and applied to pay the balance of RM 612,227 (approximately $141,621) in 24 install payments. In September 2022, the local tax authority approved the application to allow QSC to make 24 install payments monthly with each payment of RM 25,509 (approximately $6,419), beginning from September 2022. Accordingly, QSC made four install payments, totaling RM 102,036 (approximately $25,674) from September 2022 to December 2022, leaving an outstanding balance of RM 510,191(approximately $115,947) as of December 31, 2022. QSC continued to make install payment of RM 25,509 (approximately $6,419) in January and February 2023. On March 1, 2023, the local tax authority issued a notice to QSC to slightly increase the install payment amount to RM 25,514 (approximately $6,420). Accordingly, QSC made 12 installment payments, totaling RM 306,158 (approximately $71,500) in the year ended December 31, 2023, leaving an outstanding balance of RM 204,112 (approximately $44,466) as of December 31, 2023. In the three months ended March 31, 2024, QSC made three installment payments, RM 25,514 (approximately $5,404) each, totaling RM 76,542 (approximately $16,212). As of March 31, 2024, QSC expected to make five more installment payments, RM 25,514 (approximately $5,403) each, totaling RM 127,570 (approximately $27,013) in 2024 until the entire outstanding balance is fully paid off in August 2024. Hong Kong QMIS Financial Limited ("QFL") and QMIS TBS Capital Group Corp. ("QTBS") were incorporated in Hong Kong, and accordingly are subject to income tax at 8.25% on the first HKD 2,000,000 profit and 16.5% on the remaining profits arising in or derived from Hong Kong. QTBS had accrued an income tax payable of HKD 4,207,800 (approximately $539,482) carried forward from prior periods. In the year ended December 31, 2022, QTBS accrued an additional income payable of HKD 1,491,050 (approximately $190,407), based on its taxable income, resulting an outstanding income tax payable of HKD 5,698,850 (approximately $730,479) as of December 31, 2022. In October 2022, QTBS received a notice from the Hong Kong tax authority. The notice indicated that an outstanding income payable amounted HKD 5,016,498 (approximately $643,015) due on December 5, 2022. In 2023, QTBS received five additional notices for the years of assessment 2018/19, 2019/20, 2020/21, 2021/22 and 2022/23 which includes the surcharge of 5% and 10%. The surcharge of 5% was imposed on the balance of total tax unpaid on the due date, and a further surcharge of 10% was added to the amount remaining unpaid (including the surcharge already imposed) for 6 months from the due date. For the year of assessment 2021/22, the tax payable is HKD 5,715,514 (approximately $731,757), which included provisional tax of HKD 2,513,249 (approximately $321,771) for the year of assessment 2022/23. As the Company has not yet submitted the tax return for the year of assessment 2022/23, the Hong Kong tax authority is demanding an estimated tax payable of HKD 2,649,308 (approximately $339,191), including 5% surcharge. As of December 31, 2023, the notices from the Hong Kong tax authority indicated that the outstanding income tax payable was HKD 11,472,778 (approximately $1,468,860). QTBS recorded an income tax penalty of HKD 5,841,928 (approximately $746,189) and paid income tax of HKD 68,000 (approximately $7,808) in the year ended December 31, 2023. On February 28, 2024, the Hong Kong tax authority issued new notices, which indicated that outstanding income tax payable amounted to HKD 12,351,479 (approximately $1,581,360), adding a surcharge of HKD 878,701 (approximately $112,500) from the balance on December 31, 2023. QTBS has submitted an Installments Application to the Hong Kong tax authority for the tax payable of HKD 12,351,479 (approximately $1,581,360), and proposed to make monthly instalments of HK$1,029,290 (approximately $131,780) until the full amount is settled. The payment schedule commenced in April 2024 and will continue for 12 months until the outstanding tax is completely paid off. Dr. Chin, the Company’s CEO and director, personally guaranteed the payoff of the income tax payable of QTBS. In April 2024, QTBS made the first payment of HKD 1,029,290 (approximately $131,120) with loans from Dr. Chin. The income tax payable were as follows: March 31, December 31, 2024 2022 (Unaudited) United States $ - $ - Malaysia-QSC 27,013 44,466 Malaysia-QRB 1,702 1,751 Hong Kong 1,465,992 1,468,860 1,494,707 1,515,077 The components of the income tax provision were as follows: For the Three Months ended March 31, March 31, 2024 2023 Current tax provision: (Unaudited) (Unaudited) United States $ - $ - Malaysia-QSC - - Malaysia-QRB - - Hong Kong - 19,125 - 19,125 Deferred tax provision: United States - - Malaysia-QSC - - Malaysia-QRB - - Hong Kong - - - - $ - $ 19,125 |
Note 13 - SEGMENT REPORTING
Note 13 - SEGMENT REPORTING | 3 Months Ended |
Mar. 31, 2024 | |
Notes | |
Note 13 - SEGMENT REPORTING | Note 13-SEGMENT REPORTING Revenue by service categories For the Three Months Ended March 31, 2024 2023 (Unaudited) (Unaudited) Revenue Consultant services $ 450,000 $ 776,347 Software development and maintenance services 30,283 18,320 480,283 794,667 Operating costs Consultant services 930,292 526,051 Software development and maintenance services 14,170 17,261 944,462 543,312 Income (loss) from operations Consultant services (480,292) 250,296 Software development and maintenance services 16,113 1,059 (464,179) 251,355 Other income (expenses) Consultant services 155,953 2,046 Software development and maintenance services - - 155,953 2,046 Income (loss) before income tax expense Consultant services (324,339) 252,342 Software development and maintenance services 16,113 1,059 (308,226) 253,401 Income tax expense Consultant services - 19,125 Software development and maintenance services - - - 19,125 Net income (loss) Consultant services (324,339) 233,217 Software development and maintenance services 16,113 1,059 $ (308,226) $ 234,276 Capital expenditure Consultant services $ - $ - Software development and maintenance services - 1,245 $ - $ 1,245 March 31, December 31, 2024 2023 (Unaudited) Total assets Consultant services $ 49,138 $ 996,757 Software development and maintenance services 349,952 183,155 Other 155,370 172,411 $ 554,460 $ 1,352,323 |
Note 14 - EQUITY CAPITAL
Note 14 - EQUITY CAPITAL | 3 Months Ended |
Mar. 31, 2024 | |
Notes | |
Note 14 - EQUITY CAPITAL | Note 14-EQUITY CAPITAL Authorized Capital On the date of incorporation, the Company was authorized to issue 750,000,000 shares of common stock, par value $0.0001 per share. On October 7, 2020, the Company amended its Certificate of Incorporation to be authorized to issue 760,000,000 shares of stock, consisting of 750,000,000 shares of common stock having a par value of $0.0001 per share, and 10,000,000 shares of preferred stock having a par value of $0.0001 per share. Issuance of Common Stock On February 12, 2020, 300,000,000 shares of common stock were issued at par value $0.0001 per share to three directors as director fees, totaling $30,000. On February 13, 2023, a total of 1,000,100 shares of common stock were issued to Mr. Chin Yung Kong and Mr. Chin Hua Fung for acquisition of QMIS Securities Capital SDN BHD. In the third quarter 2023, the Company entered into stock subscription agreements with three individuals, pursuant to which the Company issued 15,500 shares of common stock, ranging from $8.5 to $10.00 per share, for a total consideration of $134,750. In October 2023, 43,000 shares of common stock were issued at $10.00 per share to an induvial for a $430,000. In December, 2023, the Company entered into two stock subscription agreements with two individual investors, pursuant to which the Company would issue 10,000 shares of common stock at $9.00 per share, for a total consideration of $90,000. The funds were received in December, 2023 and the stocks were issued in March 2024. In February, 2024, the Company entered into a stock subscription agreement with another individual investor, pursuant to which the Company would issue 20,000 shares of common stock at $9.00 per share, for a total consideration of $180,000. The funds were received in February 2024, and the shares were issued in March 2024. Broad Capital On July 12, 2022, the Company entered into a Going Public Consultant Agreement (the “Consulting Agreement”) with Broad Capital Assets Management Ltd. (“Broad Capital”), an unrelated third party and a company incorporated in the State of New York, pursuant to which the Company agreed to issue a total of 12% of its issued and outstanding common stocks, as well as up to 8,160,000 additional shares (the “Future Allocation Shares”) of its common stock to Broad Capital or its assignees for services to be provided in connection with a transaction relating to QMIS Finance Securities Corp. (“QMIS Finance”), an entity of which Dr. Chin is also a director and majority shareholder. Pursuant to the Consulting Agreement, the Company had agreed to issue a total of 36,360,012 shares of the Company’s common stock to Broad Capital’s assignees, which shares were eventually issued in November 2023, and which were allocated between two entities which are Broad Capital’s assignees as follows: 14,544,005 shares to Hong Kong Kazi International Group Co. Limited (“Kazi”), and 21,816,007 shares to Hong Kong Hanxin Holdings Limited (“Hanxin”). Subsequently, following discussions and negotiations, the Company and Broad Capital have acknowledged and agreed that the services stipulated under the Consulting Agreement had not been provided to the satisfaction of the Company as of the date the shares were issued to Kazi and Hanxin. As such, after friendly and constructive discussions, the Company and Broad Capital, along with Kazi and Hanxin, mutually agreed to terminate the Consulting Agreement and the related issuance of shares due to the unsatisfactory provision of the agreed services. On January 5, 2024, Hong Kong Kazi International Group Co. Limited agreed to cancel the 14,544,005 shares issued to it, and Hong Kong Hanxin Holdings limited agreed to cancel the 21,816,007 shares issued to it. On February 6, 2024, the Company cancelled the 36,360,012 shares issued to Kazi and Hanxin. Since the Future Allocation Shares compensate for the services provided to QMIS Finance, which is not a subsidiary of the Company, the Company, Broad Capital, and Dr. Chin entered in a Replacement Agreement on March 14, 2024. Pursuant to the Replacement Agreement, the parties further acknowledged and agreed that Dr. Chin had previously transferred 1,000,000 shares of common stock of QMIS Finance (the “QFS Shares”) to Broad Capital and its assignees, and that on November 9, 2023, Dr. Chin transferred 2,000,000 shares of QMIS TBS common stock from his personal holdings to YiKim International Limited (the “YiKim Shares”), another assignee of Broad Capital. In the Replacement Agreement, Broad Capital has agreed to substitute 3,000,00 shares previously sent by Dr. Chin, consisting of 1,000,000 shares of QMIS Finance common stock, and 2,000,000 shares of the Company’s common stock, for 3,000,000 of the Future Allocation Shares. Broad Capital also agreed to accept 5,160,000 additional shares of QMIS TBS common stock from Dr. Chin, in addition to the 1,000,000 QFS Shares and the 2,000,000 YiKim Shares previously transferred from Dr. Chin as full settlement of the Future Allocation Shares obligations. On April 2, 2024, per Broad Capital’s instruction, Dr. Chin transferred 3,000,000 shares and 2,160,000 shares of QMIS TBS common stock to Hanxin and Kazi, respectively, from his personal holdings. Dalian QMIS Software Technology Development Co., Ltd. On Despite the Technical Consulting Agreement being with QSL and not with the Company (i.e. the Company was not a party to the Technical Consulting Agreement), purportedly in connection with the Technical Consulting Agreement, the Company erroneously issued 2,000,000 shares of its common stock to Dalian QMIS for the services provided to QSL pursuant to the Technical Consulting Agreement. As noted, QSL is not a subsidiary of the Company, and the Company had no duty or obligation under the Technical Consulting Agreement to issue shares. As such, the Company deemed it to be necessary and appropriate to cancel the erroneously issued 2,000,000 shares of common stock to rectify the mistake. On December 27, 2023, Dalian QMIS agreed to cancel the 2,000,000 shares issued to it. On February 6, 2024, the Company cancelled the 2,000,000 shares issued to Dalian QMIS. Private Investors In the third quarter of 2022, four individual investors (collectively, the "Investors") intended to purchase shares directly from Dr. Chin, and not from the Company. Unfortunately, due to an initial misunderstanding and miscommunication, the Investors entered into agreements with the Company for the purchase and sale of an aggregate of 578,000 shares of common stock, $1.00 per share, for a total consideration of $578,000. In November 2023, the Company's transfer agent, ClearTrust LLC (the "Transfer Agent"), erroneously issued 625,400 new shares, which included an extra 47,400 shares for delay in the issuance of the shares, from the Company to the Investors, per the original 2022 agreements, instead of transferring shares from Dr. Chin's holdings. Subsequently, upon realization of the Investors’ original intent, the agreements with the Investors were amended accordingly to reflect the purchase of shares from Dr. Chin rather than from the Company. As such, the Company deemed it to be necessary and appropriate to terminate the agreements with the Investors and to cancel the erroneously issued shares and effectuate the transfer of shares from Dr. Chin to the Investors in accordance with the amended agreements. On February 26, 2024, the Company cancelled the 625,400 shares of common stock issued in November 2023 to the Investors. On March 14, 2024, Dr. Chin transferred 625,400 shares of common stock from his account to the Investors. The full consideration of $578,000 paid by the Investors was retained by the Company and recorded as an advance from Dr. Chin. The Investors directly received an equivalent number of shares from Dr. Chin. Capital Stock Issued and Outstanding As of March 31, 2024, and December 31, 2023, 301,088,600 and 301,058,600 shares of common stock were issued and outstanding, respectively, and 0 and 0 shares of preferred stock were issued and outstanding, respectively. The number of shares reflects the retrospective presentation of the share issuance on February 13, 2023, due to the recapitalization between entities under common control. |
Note 15 - CONTINGENCIES, RISKS
Note 15 - CONTINGENCIES, RISKS AND UNCERTAINTIES | 3 Months Ended |
Mar. 31, 2024 | |
Notes | |
Note 15 - CONTINGENCIES, RISKS AND UNCERTAINTIES | Note 15-CONTINGENCIES, RISKS AND UNCERTAINTIES Foreign operation The Company’s operations are carried out in Malaysia and Hong Kong. Accordingly, the Company’s business, financial condition and results of operations may be influenced by the political, economic and legal environments therein. In addition, the Company’s business may be influenced by changes in governmental policies with respect to laws and regulations, anti-inflationary measures, currency conversion and remittance abroad, rates and methods of taxation among other factors. Liquidity risk The Company is exposed to liquidity risk which is risk that it is unable to provide sufficient capital resources and liquidity to meet its commitments and business needs. Liquidity risk is controlled by the application of financial position analysis and monitoring procedures. When necessary, the Company will turn to other financial institutions and the shareholders to obtain short-term funding to meet the liquidity shortage. Other risk The Company’s business, financial condition and results of operations may also be negatively impacted by risks related to natural disasters, extreme weather conditions, health epidemics and other catastrophic incidents, such as the COVID-19 outbreak and spread, which could significantly disrupt the Company’s operations. |
Note 16 - SUBSEQUENT EVENTS
Note 16 - SUBSEQUENT EVENTS | 3 Months Ended |
Mar. 31, 2024 | |
Notes | |
Note 16 - SUBSEQUENT EVENTS | Note 16-SUBSEQUENT EVENTS Payment of Hong Kong Income Tax As more fully disclosed in Note 12 - Income Taxe, QTBS made a payment of HKD 1,029,290 (approximately $131,120) with loans from Dr. Chin toward the outstanding payable balance of Hong Kong income tax. Convertible Promissory Note On October 30, 2020, the Company entered into an agreement to issue a convertible promissory note (the "Note") in the principal amount of one million five hundred thousand dollars ($1,500,000), to the Chairman of the Board and CEO, Dr. Yung Kong Chin. The Company will pay interest from the date of issuance of the Note on the unpaid principal balance at the annual rate of interest equal to eight percentage (8%) per Nine months, such principal and interest to be payable on demand. The Note is a general unsecured obligation of the Company. At any time, the unpaid principal amount of the Note and any unpaid interest accrued thereon can be converted into the Company's common stock at $1.50 per share. On April 12, 2024, since the Note has not been issued and no fund has been made to the Company, both the Company and Dr. Chin agreed that the funds will not be advanced and the Note will not be issued. |
Note 2 - SIGNIFICANT ACCOUNTI_2
Note 2 - SIGNIFICANT ACCOUNTING POLICIES: Non-controlling Interest (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
Policies | |
Non-controlling Interest | Non-controlling Interest Non-controlling interest in the consolidated balance sheets represents the portion of the equity in the subsidiaries not attributable, directly or indirectly, to the Company. The portion of the income or loss applicable to the non-controlling interest in subsidiaries is also separately reflected in the consolidated statements of operations and comprehensive income (loss). |
Note 2 - SIGNIFICANT ACCOUNTI_3
Note 2 - SIGNIFICANT ACCOUNTING POLICIES: Foreign Currency Translation (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
Policies | |
Foreign Currency Translation | Foreign Currency Translation The accompanying consolidated financial statements are presented in United States Dollar (“USD”), which is the reporting currency of the Company. The functional currency of QSC, QWT, QCV, QGE, QBT, and QRB are Malaysian Ringgit (“MYR”). The functional currency of QFL and QTCG are Hong Kong dollar ("HKD"). The functional currency of QMIS USA and QIB is USD. The Company maintains the books and records in the functional currency. Transactions denominated in currencies other than the functional currency are translated into the functional currency at the exchange rates prevailing at the dates of the transaction. The resulting exchange differences are recorded in the statements of operations. The reporting currency of the Company is the United States Dollars (“US$”), and the accompanying consolidated financial statements have been expressed in US$. In accordance with ASC Topic 830-30, “Translation of Financial Statements,” assets and liabilities of the Company whose functional currency is not US$ are translated into US$, using the exchange rate on the balance sheet date. Revenues and expenses are translated at average rates prevailing during the period. The gains and losses resulting from the translation of financial statements are recorded as a separate component of accumulated other comprehensive gain (loss) within the statements of changes in shareholders’ deficit. The exchange rates used for foreign currency translation were as follows: USD$1 = HKD Period Covered Balance Sheet Date Rates Average Rates Three months ended March 31, 2024 7.8259 7.8204 Three months ended March 31, 2023 7.8499 7.8391 USD$1 = MYR Period Covered Balance Sheet Date Rates Average Rates Three months ended March 31, 2024 4.7225 4.7213 Three months ended March 31, 2023 4.4130 4.3872 |
Note 2 - SIGNIFICANT ACCOUNTI_4
Note 2 - SIGNIFICANT ACCOUNTING POLICIES: Use of Estimates (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
Policies | |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and judgments that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities on the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The Company bases its estimates and judgments on historical experience and on various other assumptions and information that are believed to be reasonable under the circumstances. Estimates and assumptions of future events and their effects cannot be perceived with certainty and, accordingly, these estimates may change as new events occur, as more experience is acquired, as additional information is obtained and as operating environment changes. Significant estimates and assumptions by management include, among others, estimated life and impairment of long-lived assets, allowance for doubtful accounts, contingencies, total costs in connection with service revenues, and income taxes including the valuation allowance for deferred tax assets. While the Company believes that the estimates and assumptions used in the preparation of the financial statements are appropriate, actual results could differ from those estimates. Estimates and assumptions are periodically reviewed and the effects of revisions are reflected in the financial statements in the period they are determined to be necessary. |
Note 2 - SIGNIFICANT ACCOUNTI_5
Note 2 - SIGNIFICANT ACCOUNTING POLICIES: Fair Value of Financial Instruments (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
Policies | |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company adopted ASC 820 “Fair Value Measurements,” which defines fair value, establishes a three-level valuation hierarchy for disclosures of fair value measurement and enhances disclosures requirements for fair value measures. Current assets and current liabilities qualified as financial instruments and management believes their carrying amounts are a reasonable estimate of fair value because of the short period of time between the origination of such instruments and their expected realization and if applicable, their current interest rate is equivalent to interest rates currently available. The three levels are defined as follow: Level 1: Level 2: Level 3: As of the balance sheet date, the estimated fair values of the financial instruments approximated their fair values due to the short-term nature of these instruments. Determining which category an asset or liability falls within the hierarchy requires significant judgment. The Company evaluates the hierarchy disclosures each year. |
Note 2 - SIGNIFICANT ACCOUNTI_6
Note 2 - SIGNIFICANT ACCOUNTING POLICIES: Cash and Cash Equivalents (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
Policies | |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents include cash on hand and cash in time deposits, certificates of deposit and all other highly liquid instruments with original maturities of three months or less. |
Note 2 - SIGNIFICANT ACCOUNTI_7
Note 2 - SIGNIFICANT ACCOUNTING POLICIES: Statements of Cash Flows (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
Policies | |
Statements of Cash Flows | Statements of Cash Flows In accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 830-230, “Statement of Cash Flows,” cash flows from the Company’s operations are calculated based upon the functional currency. As a result, amounts related to assets and liabilities reported on the statement of cash flows may not necessarily agree with changes in the corresponding balances on the balance sheet. |
Note 2 - SIGNIFICANT ACCOUNTI_8
Note 2 - SIGNIFICANT ACCOUNTING POLICIES: Accounts Receivable (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
Policies | |
Accounts Receivable | Accounts Receivable Accounts receivable, net represent the amounts that the Company has an unconditional right to consideration, which are stated at the original amount less an allowance for doubtful receivables. The Company reviews the accounts receivable on a periodic basis and makes general and specific allowances when there is doubt as to the collectability of individual balances. The Company usually determines the adequacy of reserves for doubtful accounts based on individual account analysis and historical collection trends. The Company establishes a provision for doubtful receivables when there is objective evidence that the Company may not be able to collect amounts due. The allowance is based on management’s best estimates of specific losses on individual exposures, as well as a provision on historical trends of collections. The provision is recorded against accounts receivables balances, with a corresponding charge recorded in the consolidated statements of operations and comprehensive income (loss). Delinquent account balances are written off against the allowance for doubtful accounts after management has determined that the likelihood of collection is remote. In circumstances in which the Company receives payment for accounts receivable that have previously been written off, the Company reverses the allowance and bad debt. |
Note 2 - SIGNIFICANT ACCOUNTI_9
Note 2 - SIGNIFICANT ACCOUNTING POLICIES: Property, Plant and Equipment (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
Policies | |
Property, Plant and Equipment | Property, plant and equipment Property and equipment primarily consist of office renovation and furniture, and office equipment, which are stated at cost less accumulated depreciation, and less any provision required for impairment in value. Depreciation is computed using the straight-line method based on the estimated useful lives as follows: Office furniture 10 years Office equipment 2.5 years Leasehold improvements 5 years or lease term, whichever is shorter Costs of repairs and maintenance are expensed as incurred and asset improvements are capitalized. The cost and related accumulated depreciation of assets disposed of or retired are removed from the accounts, and any resulting gain or loss is reflected in the consolidated statement of income. |
Note 2 - SIGNIFICANT ACCOUNT_10
Note 2 - SIGNIFICANT ACCOUNTING POLICIES: Impairment of long-lived assets (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
Policies | |
Impairment of long-lived assets | Impairment of long-lived assets The Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to the future undiscounted cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment recognized is measured by the amount by which the carrying amount of the assets exceeds the fair value of the assets. No impairment of long-lived assets was recognized for the three months ended March 31, 2024 and 2023. |
Note 2 - SIGNIFICANT ACCOUNT_11
Note 2 - SIGNIFICANT ACCOUNTING POLICIES: Operating lease (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
Policies | |
Operating lease | Operating lease The Company leases are classified as operating leases in accordance with Topic 842. Under Topic 842, lessees are required to recognize the following for all leases (with the exception of short-term leases) on the commencement date: (i) lease liability, which is a lessee’s obligation to make lease payments arising from a lease, measured on a discounted basis; and (ii) right-of-use asset, which is an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term. At the commencement date, the Company recognizes the lease liability at the present value of the lease payments not yet paid, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the Company’s incremental borrowing rate for the same term as the underlying lease. The right-of-use asset is recognized initially at cost, which primarily comprises the initial amount of the lease liability, plus any initial direct costs incurred, consisting mainly of brokerage commissions, less any lease incentives received. All right-of-use assets are reviewed for impairment. No impairment for right-of-use lease assets incurred in the three months ended March 31, 2024 and 2023. |
Note 2 - SIGNIFICANT ACCOUNT_12
Note 2 - SIGNIFICANT ACCOUNTING POLICIES: Concentration of Credit Risk (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
Policies | |
Concentration of Credit Risk | Concentration of Credit Risk Financial instruments the Company holds that are subject to concentrations of credit risk are cash and accounts receivable arising from its normal business activities. The Company places its cash and restricted cash in what it believes to be credit-worthy financial institutions. The Company conducts periodic reviews of the financial condition and payment practices of its customers to minimize collection risk on accounts receivable. For the three months ended March 31, 2023 and 2022, customer A accounted for 96.1% and 93.7%, respectively, of the Company’s total revenues. For the three months ended March 31, 2024 and 2023, no vender accounted for more than 10% of the Company’s total purchases. |
Note 2 - SIGNIFICANT ACCOUNT_13
Note 2 - SIGNIFICANT ACCOUNTING POLICIES: Revenue Recognition (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
Policies | |
Revenue Recognition | Revenue Recognition The Company adopted ASC 606 upon inception. Under ASC 606, revenue is recognized when a customer obtains control of promised goods or services, in an amount that reflects the consideration which the entity expects to receive in exchange for those goods or services. To determine revenue recognition for arrangements that an entity determines are within the scope of ASC 606, the Company performs the following five steps: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) the entity satisfies a performance obligation. The Company currently generates its revenue from the following main sources: Revenue from consultant services QSC, QFL, and QTBS work together to provide business consultant services to customers. The revenue is recognized at the point in time when the consultant services promised are performed and accepted by the customers, which is generally when the consultant project is delivered to and accepted by the customer. Revenue from Software Development and maintenance services QR provides customers with software development and support service pursuant to their specific requirements, which primarily compose of custom application development, supporting, and training. The Company generally recognized revenue at a point in time when control is transferred to the customers and the Company is entitled to the payment, or when the promised services are delivered and accepted by the customers. Beginning from February 2023, QR generates revenue from the usage of an online payment software, QRPay, which is maintained by QR. QR recognizes such revenue at a point in time when the related online payment transaction is successfully completed and QR is entitled to the revenue. Payments for services received in advance in accordance to the contract is recognized as deferred revenues when received. Cost of Revenues Cost of revenues primarily consists of salaries and related expenses (e.g. bonuses, employee benefits, statutory pension contribution, and payroll taxes) for personnel directly involved in the delivery of services and products to customers. In addition, other costs directly involved in the delivery of services and products to customers, such as outside consulting, professional services, and supporting overhead costs, are included in the costs of revenue. |
Note 2 - SIGNIFICANT ACCOUNT_14
Note 2 - SIGNIFICANT ACCOUNTING POLICIES: Comprehensive Income (Loss) (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
Policies | |
Comprehensive Income (Loss) | Comprehensive Income (Loss) ASC 220 “Comprehensive Income” established standards for reporting and display of comprehensive income/loss, its components and accumulated balances. Components of comprehensive income/loss include net income/loss and foreign currency translation adjustments. The component of accumulated other comprehensive income (loss) consisted of foreign currency translation adjustments. |
Note 2 - SIGNIFICANT ACCOUNT_15
Note 2 - SIGNIFICANT ACCOUNTING POLICIES: Income Taxes (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
Policies | |
Income Taxes | Income Taxes The Company accounts for current income taxes in accordance with the laws of the relevant tax authorities. Deferred income taxes are recognized when temporary differences exist between the tax bases of assets and liabilities and their reported amounts in the consolidated financial statements. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period including the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. An uncertain tax position is recognized only if it is “more likely than not” that the tax position would be sustained in a tax examination. The amount recognized is the largest amount of tax benefit that is greater than 50% likely of being realized on examination. For tax positions not meeting the “more likely than not” test, no tax benefit is recorded. Penalties and interest incurred related to underpayment of income tax are classified as income tax expense in the period incurred. QSC, QWT, QCV, QGE, QBT, QIB, and QR operate in Malaysia and are subject to the income tax laws of Malaysia. QFL and QTBS operate in Hong Kong and are subject to the income tax law of Hong Kong. The local tax authority conducts periodic and ad hoc tax filing reviews on business enterprises after those enterprises complete their relevant tax filings. Therefore, the Company’s tax filings are subject to examination. It is therefore uncertain as to whether the local tax authority may take different views about the Company’s tax filings, which may lead to additional tax liabilities. As of March 31, 2024, and December 31, 2023, all of the Company’s tax returns remain open for statutory examination by relevant tax authorities. |
Note 2 - SIGNIFICANT ACCOUNT_16
Note 2 - SIGNIFICANT ACCOUNTING POLICIES: Service Taxes Policy (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
Policies | |
Service Taxes Policy | Service taxes Service tax is a consumption tax levied by Malaysian tax authorities and is charged on any taxable service income (including digital services) provided in Malaysia by a registered company in carrying on their business. The rate of service tax is 6% ad valorem for all taxable services. A taxable entity is a company that is registered or liable to be registered for service taxes. A company is liable to be registered if the total value of its taxable services for a 12-month period exceeds or is expected to exceed the prescribed registration threshold of MYR500,000 as consultancy, training or coaching services providers and digital and information technology services providers. Service taxes were recorded as a deduction against the Company’s gross revenue. |
Note 2 - SIGNIFICANT ACCOUNT_17
Note 2 - SIGNIFICANT ACCOUNTING POLICIES: Earnings Per Share (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
Policies | |
Earnings Per Share | Earnings per share Basic earnings per ordinary share is computed by dividing net earnings attributable to ordinary shareholders by the weighted-average number of ordinary shares outstanding during the period. Diluted earnings per share is computed by dividing net income attributable to ordinary shareholders by the sum of the weighted average number of ordinary share outstanding and of potential ordinary share (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 earnings per share. For the years ended March 31, 2024 and December 31, 2023, the Company had no dilutive stocks. |
Note 2 - SIGNIFICANT ACCOUNT_18
Note 2 - SIGNIFICANT ACCOUNTING POLICIES: Related Parties Transactions Policy (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
Policies | |
Related Parties Transactions Policy | Related Parties Transactions The Company identifies related parties, and accounts for, discloses related party transactions in accordance with ASC 850, “Related Party Disclosures” and other relevant ASC standards. A related party is generally defined as (i) any person that holds 10% or more of the Company’s securities and their immediate families, (ii) the Company’s management, (iii) someone that directly or indirectly controls, is controlled by or is under common control with the Company, or (iv) anyone who can significantly influence the financial and operating decisions of the Company. A transaction is considered as a related party transaction when there is a transfer of resources or obligations between related parties. Related parties may be individuals or corporate entities. Transactions involving related parties cannot be presumed to be carried out on an arm’s-length basis, as the requisite conditions of competitive, free market dealings may not exist. Representations about transactions with related parties, if made, shall not imply that the related party transactions were consummated on terms equivalent to those that prevail in arm’s-length transactions unless such representations can be substantiated. It is not, however, practical to determine the fair value of amounts of related party transactions due to their related party nature. |
Note 2 - SIGNIFICANT ACCOUNT_19
Note 2 - SIGNIFICANT ACCOUNTING POLICIES: Segment Reporting (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
Policies | |
Segment Reporting | Segment Reporting ASC 280, “Segment Reporting,” requires use of the “management approach” model for segment reporting. The management approach model is based on the way a company’s chief operating decision maker organizes segments within the Company for making operating decisions assessing performance and allocating resources. Reportable segments are based on products and services, geography, legal structure, management structure, or any other manner in which management disaggregates a company. Management determined the Company’s operations constitute two reportable segments in accordance with ASC 280, business consultant services and software development and maintenance services. |
Note 2 - SIGNIFICANT ACCOUNT_20
Note 2 - SIGNIFICANT ACCOUNTING POLICIES: Recently Issued Accounting Pronouncements (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
Policies | |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In October 2023, the FASB issued Accounting Standards Update (“ASU”) No. 2023-06, Disclosure Improvements – Codification Amendment in Response to the SEC’s Disclosure Update and Simplification Initiative. This ASU modifies the disclosure and presentation requirements of a variety of codification topics by aligning them with the SEC’s regulations. The amendments to the various topics should be applied prospectively, and the effective date will be determined for each individual disclosure based on the effective date of the SEC’s removal of the related disclosure. If the SEC has not removed the applicable requirements from Regulation S-X or Regulation S-K by June 30, 2027, then this ASU will not become effective. Early adoption is prohibited. The Company does not expect the amendments of this ASU to have a material impact on its consolidated financial statements and related disclosures. In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvement to Income Tax Disclosures, to enhance the transparency and decision usefulness of income tax disclosures, primarily related to the rate reconciliation and income taxes paid information. ASU No. 2023-09 is effective for annual reporting periods beginning after December 15, 2024, on a prospective basis. Early adoption is permitted. The Company is currently evaluating the impact of this ASU on its consolidated financial statements and related disclosures. |
Note 2 - SIGNIFICANT ACCOUNT_21
Note 2 - SIGNIFICANT ACCOUNTING POLICIES: Foreign Currency Translation: Schedule of Exchange Rates Used for Foreign Currency Translation (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Tables/Schedules | |
Schedule of Exchange Rates Used for Foreign Currency Translation | USD$1 = HKD Period Covered Balance Sheet Date Rates Average Rates Three months ended March 31, 2024 7.8259 7.8204 Three months ended March 31, 2023 7.8499 7.8391 USD$1 = MYR Period Covered Balance Sheet Date Rates Average Rates Three months ended March 31, 2024 4.7225 4.7213 Three months ended March 31, 2023 4.4130 4.3872 |
Note 4 - ACCOUNTS RECEIVABLE_ S
Note 4 - ACCOUNTS RECEIVABLE: Schedule of Accounts, Notes, Loans and Financing Receivable (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Tables/Schedules | |
Schedule of Accounts, Notes, Loans and Financing Receivable | Accounts receivable consists of the following: March 31, December 31, 2024 2023 (unaudited) Accounts receivable $ 2,245 $ 2,701 Less: Allowance for doubtful accounts - - Accounts receivable, net $ 2,245 $ 2,701 |
Note 6 - PROPERTY, PLANT AND _2
Note 6 - PROPERTY, PLANT AND EQUIPMENT: Property, Plant and Equipment (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Tables/Schedules | |
Property, Plant and Equipment | The following is a summary of property, plant and equipment: March 31, December 31, 2024 2023 (Unaudited) Office furniture 3,140 3,231 Office equipment 12,406 12,762 Leasehold improvements 20,533 21,125 Total 36,079 37,118 Less: Accumulated depreciation (33,681) (34,529) Total property, plant and equipment, net $ 2,398 $ 2,589 |
Note 7 - ACCOUNTS PAYABLE_ Sche
Note 7 - ACCOUNTS PAYABLE: Schedule of Accounts Payable (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Tables/Schedules | |
Schedule of Accounts Payable | March 31, December 31, 2024 2023 (Unaudited) Accounts payable $ 4,637 $ - Accounts payable-related parties* 49,761 41,392 Total $ 54,398 $ 41,392 |
Note 8 - ACCRUED EXPENSES_ Sche
Note 8 - ACCRUED EXPENSES: Schedule of Accrued Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Tables/Schedules | |
Schedule of Accrued Liabilities | March 31, December 31, 2024 2023 (Unaudited) Accrued payroll, pension, and employee benefit $ 22,702 $ 34,865 Accrued professional fees 319,629 354,211 Accrued office expenses 187 5,489 Accrued office expenses-related party* - 3,621 Total $ 342,518 $ 398,186 |
Note 10 - RELATED PARTY TRANS_2
Note 10 - RELATED PARTY TRANSACTIONS: Schedule of Related Party Transactions (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Tables/Schedules | |
Schedule of Related Party Transactions | March 31, December 31, 2024 2023 (Unaudited) Mr. Yung Kong Chin $ 486,298 $ 625,185 Pantop Venture Capital SDN BHD 60,697 62,445 Richwood Ventures Berhad 296,049 158,848 Mr. Kar Yee Ong, CFO 25,556 25,606 Total $ 868,600 $ 872,084 |
Note 10 - RELATED PARTY TRANS_3
Note 10 - RELATED PARTY TRANSACTIONS: Schedule of Compensation paid to directors (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Tables/Schedules | |
Schedule of Compensation paid to directors | For the Three Months Ended March 31, March 31, 2024 2023 (Unaudited) (Unaudited) Mr. Yung Kong Chin $ 219,270 $ 24,553 Mr. Hua Fung Chin 11,116 10,257 Mr. Kar Yee Ong, CFO 30,167 10,941 Total $ 260,553 $ 45,751 |
Note 11 - LEASES_ Lessee, Opera
Note 11 - LEASES: Lessee, Operating Lease, Disclosure (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Tables/Schedules | |
Lessee, Operating Lease, Disclosure | For the Three Months Ended March 31, March 31, 2024 2023 (Unaudited) (Unaudited) Operating lease cost $ 118 $ 6,277 March 31, March 31, 2024 2023 (Unaudited) (Unaudited) Weighted Average Remaining Lease Term - Operating leases 0.50 years 0.38 years Weighted Average Discount Rate - Operating leases 8.00% 8.00% |
Note 11 - LEASES_ Schedule of F
Note 11 - LEASES: Schedule of Future Minimum Lease Payments under the Non-Cancelable Lease Agreements (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Tables/Schedules | |
Schedule of Future Minimum Lease Payments under the Non-Cancelable Lease Agreements | As of March 31, 2024, future minimum lease payments under the non-cancelable lease agreements are as follows: March 31, 2024 (Unaudited) Lease payments in Year 2024 $ 305 Less: imputed interest (5) Total lease liabilities-current 300 |
Note 12 - INCOME TAXES_ Schedul
Note 12 - INCOME TAXES: Schedule of Taxes Payable (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Tables/Schedules | |
Schedule of Taxes Payable | The income tax payable were as follows: March 31, December 31, 2024 2022 (Unaudited) United States $ - $ - Malaysia-QSC 27,013 44,466 Malaysia-QRB 1,702 1,751 Hong Kong 1,465,992 1,468,860 1,494,707 1,515,077 |
Note 12 - INCOME TAXES_ Sched_2
Note 12 - INCOME TAXES: Schedule of Components of Income Tax Expense (Benefit) (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Tables/Schedules | |
Schedule of Components of Income Tax Expense (Benefit) | For the Three Months ended March 31, March 31, 2024 2023 Current tax provision: (Unaudited) (Unaudited) United States $ - $ - Malaysia-QSC - - Malaysia-QRB - - Hong Kong - 19,125 - 19,125 Deferred tax provision: United States - - Malaysia-QSC - - Malaysia-QRB - - Hong Kong - - - - $ - $ 19,125 |
Note 13 - SEGMENT REPORTING_ Sc
Note 13 - SEGMENT REPORTING: Schedule of Segment Reporting Information, by Segment (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Tables/Schedules | |
Schedule of Segment Reporting Information, by Segment | Revenue by service categories For the Three Months Ended March 31, 2024 2023 (Unaudited) (Unaudited) Revenue Consultant services $ 450,000 $ 776,347 Software development and maintenance services 30,283 18,320 480,283 794,667 Operating costs Consultant services 930,292 526,051 Software development and maintenance services 14,170 17,261 944,462 543,312 Income (loss) from operations Consultant services (480,292) 250,296 Software development and maintenance services 16,113 1,059 (464,179) 251,355 Other income (expenses) Consultant services 155,953 2,046 Software development and maintenance services - - 155,953 2,046 Income (loss) before income tax expense Consultant services (324,339) 252,342 Software development and maintenance services 16,113 1,059 (308,226) 253,401 Income tax expense Consultant services - 19,125 Software development and maintenance services - - - 19,125 Net income (loss) Consultant services (324,339) 233,217 Software development and maintenance services 16,113 1,059 $ (308,226) $ 234,276 Capital expenditure Consultant services $ - $ - Software development and maintenance services - 1,245 $ - $ 1,245 March 31, December 31, 2024 2023 (Unaudited) Total assets Consultant services $ 49,138 $ 996,757 Software development and maintenance services 349,952 183,155 Other 155,370 172,411 $ 554,460 $ 1,352,323 |
Note 2 - SIGNIFICANT ACCOUNT_22
Note 2 - SIGNIFICANT ACCOUNTING POLICIES: Foreign Currency Translation: Schedule of Exchange Rates Used for Foreign Currency Translation (Details) | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Details | ||
Hong Kong Dollar to United States Dollar Exchange Rate | 7.8259 | 7.8499 |
Hong Kong Dollar to United States Dollar Exchange Average Rates | 7.8204 | 7.8391 |
Malaysian Ringgit to United States Dollar Exchange Rates | 4.7225 | 4.413 |
Malaysian Ringgit to United States Dollar Exchange Average Rates | 4.7213 | 4.3872 |
Note 2 - SIGNIFICANT ACCOUNT_23
Note 2 - SIGNIFICANT ACCOUNTING POLICIES: Property, Plant and Equipment (Details) | Mar. 31, 2024 |
Office Equipment | |
Finite-Lived Intangible Asset, Useful Life | 10 years |
Computer Equipment | |
Finite-Lived Intangible Asset, Useful Life | 2 years 6 months |
Leasehold Improvements | |
Finite-Lived Intangible Asset, Useful Life | 5 years |
Note 2 - SIGNIFICANT ACCOUNT_24
Note 2 - SIGNIFICANT ACCOUNTING POLICIES: Concentration of Credit Risk (Details) | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Concentration Risk, Supplier | no vender accounted for more than 10% of the Company’s total purchases | |
Revenue Benchmark | ||
Customer A Accounted for Percentage of Revenue | 96.10% | 93.70% |
Note 3 - GOING CONCERN (Details
Note 3 - GOING CONCERN (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Details | |||
Net loss | $ 308,226 | $ (234,276) | $ 1,027,158 |
Retained Earnings (Accumulated deficit) | $ 4,358,938 | $ 4,043,012 |
Note 4 - ACCOUNTS RECEIVABLE__2
Note 4 - ACCOUNTS RECEIVABLE: Schedule of Accounts, Notes, Loans and Financing Receivable (Details) - USD ($) | Mar. 31, 2024 | Dec. 31, 2023 |
Details | ||
Accounts receivable | $ 2,245 | $ 2,701 |
Less: Allowance for doubtful accounts | 0 | 0 |
Accounts receivable, net | $ 2,245 | $ 2,701 |
Note 5 - PROJECT ADVANCE (Detai
Note 5 - PROJECT ADVANCE (Details) - USD ($) | Mar. 31, 2024 | Dec. 31, 2023 |
Details | ||
Project advance (Note 5) | $ 323,365 | $ 167,344 |
Note 6 - PROPERTY, PLANT AND _3
Note 6 - PROPERTY, PLANT AND EQUIPMENT: Property, Plant and Equipment (Details) - USD ($) | Mar. 31, 2024 | Dec. 31, 2023 |
Property, Plant and Equipment, Gross | $ 36,079 | $ 37,118 |
Less: Accumulated depreciation | (33,681) | (34,529) |
Property, plant and equipment, net (Note 6) | 2,398 | 2,589 |
Furniture and Fixtures | ||
Property, Plant and Equipment, Gross | 3,140 | 3,231 |
Office Equipment | ||
Property, Plant and Equipment, Gross | 12,406 | 12,762 |
Leasehold Improvements | ||
Property, Plant and Equipment, Gross | $ 20,533 | $ 21,125 |
Note 6 - PROPERTY, PLANT AND _4
Note 6 - PROPERTY, PLANT AND EQUIPMENT (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Details | ||
Depreciation | $ 120 | $ 1,136 |
Note 7 - ACCOUNTS PAYABLE_ Sc_2
Note 7 - ACCOUNTS PAYABLE: Schedule of Accounts Payable (Details) - USD ($) | Mar. 31, 2024 | Dec. 31, 2023 |
Accounts payable (Note 7) | $ 54,398 | $ 41,392 |
Accounts Payable | ||
Accounts payable (Note 7) | 4,637 | 0 |
Accounts Payable, Related Parties | ||
Accounts payable (Note 7) | $ 49,761 | $ 41,392 |
Note 8 - ACCRUED EXPENSES_ Sc_2
Note 8 - ACCRUED EXPENSES: Schedule of Accrued Liabilities (Details) - USD ($) | Mar. 31, 2024 | Dec. 31, 2023 |
Details | ||
Accrued payroll, pension, and employee benefit | $ 22,702 | $ 34,865 |
Accrued professional fees | 319,629 | 354,211 |
Accrued office expenses | 187 | 5,489 |
Accrued office expenses-related party* | 0 | 3,621 |
Accrued expenses (Note 8) | $ 342,518 | $ 398,186 |
Note 10 - RELATED PARTY TRANS_4
Note 10 - RELATED PARTY TRANSACTIONS (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Total revenue | $ 480,283 | $ 794,667 | |
Management fees-related party (Note 9 (2)) | 203,000 | 285,189 | |
Advisory Fee-related party (Note 9 (3)) | 0 | 3,605 | |
Accrued Expenses Related Party | 0 | $ 3,621 | |
Total general and administrative expenses | 669,115 | 415,976 | |
Accounts payable (Note 7) | 54,398 | 41,392 | |
Due to related parties (Note 10 (4)) | 868,600 | 872,084 | |
Richwood Ventures Berhad | |||
Due to related parties (Note 10 (4)) | 296,049 | 158,848 | |
Pantop Venture Capital SDN BHD | |||
Total general and administrative expenses | 9,531 | 10,257 | |
Accounts payable (Note 7) | 49,761 | 41,392 | |
Due to related parties (Note 10 (4)) | 60,697 | $ 62,445 | |
Malaysia-QR | Richwood Ventures Berhad | |||
Total revenue | 19,063 | 10,257 | |
Malaysia-QR | Panpay Holdings SDN BHD | |||
Total revenue | $ 9,531 | $ 5,470 |
Note 10 - RELATED PARTY TRANS_5
Note 10 - RELATED PARTY TRANSACTIONS: Schedule of Related Party Transactions (Details) - USD ($) | Mar. 31, 2024 | Dec. 31, 2023 |
Due to related parties (Note 10 (4)) | $ 868,600 | $ 872,084 |
Dr Yung Kong Chin, CEO | ||
Due to related parties (Note 10 (4)) | 486,298 | 625,185 |
Pantop Venture Capital SDN BHD | ||
Due to related parties (Note 10 (4)) | 60,697 | 62,445 |
Richwood Ventures Berhad | ||
Due to related parties (Note 10 (4)) | 296,049 | 158,848 |
Mr. Kar Yee Ong | ||
Due to related parties (Note 10 (4)) | $ 25,556 | $ 25,606 |
Note 10 - RELATED PARTY TRANS_6
Note 10 - RELATED PARTY TRANSACTIONS: Schedule of Compensation paid to directors (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Compensation paid to directors | $ 260,553 | $ 45,751 |
Dr Yung Kong Chin, CEO | ||
Compensation paid to directors | 219,270 | 24,553 |
Mr. Hua Fung Chin | ||
Compensation paid to directors | 11,116 | 10,257 |
Mr. Kar Yee Ong | ||
Compensation paid to directors | $ 30,167 | $ 10,941 |
Note 11 - LEASES_ Lessee, Ope_2
Note 11 - LEASES: Lessee, Operating Lease, Disclosure (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Details | |||
Operating Lease, Cost | $ 118 | $ 6,277 | |
Operating Lease, Weighted Average Remaining Lease Term | 6 months | 4 months 17 days | |
Finance Lease, Weighted Average Discount Rate, Percent | 8% | 8% |
Note 11 - LEASES_ Schedule of_2
Note 11 - LEASES: Schedule of Future Minimum Lease Payments under the Non-Cancelable Lease Agreements (Details) - USD ($) | Mar. 31, 2024 | Dec. 31, 2023 |
Details | ||
Operating lease liabilities - current (Note 11) | $ 300 | $ 342 |
Note 12 - INCOME TAXES (Details
Note 12 - INCOME TAXES (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | |
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 21% | |||
Taxable Income | $ 150,000 | |||
Income taxes payable (Note 12) | 1,494,707 | $ 1,515,077 | ||
Income Taxes Paid | 16,212 | $ 17,444 | ||
Tax Installments Application | 1,581,360 | |||
Proposed Monthly Tax Installments | $ 131,780 | |||
Malaysia | ||||
Enterprise Income Tax Rate | 24% | |||
Malaysia-QSC | ||||
Current Federal Tax Expense (Benefit) | $ 0 | 0 | $ 59,234 | |
Income taxes payable (Note 12) | 27,013 | 44,466 | 115,947 | |
Hong Kong | ||||
Current Federal Tax Expense (Benefit) | 0 | $ 19,125 | 746,189 | 190,407 |
Income taxes payable (Note 12) | $ 1,465,992 | $ 1,468,860 | $ 730,479 | |
Income Tax Rate on first HKD 2,000,000 Profits | 8.25% | |||
Income Tax Rate on remaining profits | 16.50% |
Note 12 - INCOME TAXES_ Sched_3
Note 12 - INCOME TAXES: Schedule of Taxes Payable (Details) - USD ($) | Mar. 31, 2024 | Dec. 31, 2023 | Dec. 31, 2022 |
Income taxes payable (Note 12) | $ 1,494,707 | $ 1,515,077 | |
United States | |||
Income taxes payable (Note 12) | 0 | 0 | |
Malaysia-QSC | |||
Income taxes payable (Note 12) | 27,013 | 44,466 | $ 115,947 |
Malaysia-QR | |||
Income taxes payable (Note 12) | 1,702 | 1,751 | |
Hong Kong | |||
Income taxes payable (Note 12) | $ 1,465,992 | $ 1,468,860 | $ 730,479 |
Note 12 - INCOME TAXES_ Sched_4
Note 12 - INCOME TAXES: Schedule of Components of Income Tax Expense (Benefit) (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | |
Deferred Tax Liabilities, Deferred Expense | $ 0 | $ 0 | ||
Provision for Income Tax | 0 | 19,125 | ||
United States | ||||
Current Federal Tax Expense (Benefit) | 0 | 0 | ||
Deferred Tax Liabilities, Deferred Expense | 0 | 0 | ||
Malaysia-QSC | ||||
Current Federal Tax Expense (Benefit) | 0 | 0 | $ 59,234 | |
Deferred Tax Liabilities, Deferred Expense | 0 | 0 | ||
Malaysia-QRB | ||||
Current Federal Tax Expense (Benefit) | 0 | 0 | ||
Deferred Tax Liabilities, Deferred Expense | 0 | 0 | ||
Hong Kong | ||||
Current Federal Tax Expense (Benefit) | 0 | 19,125 | $ 746,189 | $ 190,407 |
Deferred Tax Liabilities, Deferred Expense | $ 0 | $ 0 |
Note 13 - SEGMENT REPORTING_ _2
Note 13 - SEGMENT REPORTING: Schedule of Segment Reporting Information, by Segment (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Total revenue | $ 480,283 | $ 794,667 | |
Operating Costs and Expenses | 944,462 | 543,312 | |
Income (Loss) from Operation | (464,179) | 251,355 | |
Total Other Income (Expenses) | 155,953 | 2,046 | |
Lose before Provision for Income Tax | (308,226) | 253,401 | |
Provision for Income Tax | 0 | 19,125 | |
Net loss | (308,226) | 234,276 | $ (1,027,158) |
Total Assets | 554,460 | 1,352,323 | |
Consultant services | |||
Total revenue | 450,000 | 776,347 | |
Operating Costs and Expenses | 930,292 | 526,051 | |
Income (Loss) from Operation | (480,292) | 250,296 | |
Total Other Income (Expenses) | 155,953 | 2,046 | |
Lose before Provision for Income Tax | (324,339) | 252,342 | |
Provision for Income Tax | 0 | 19,125 | |
Net loss | (324,339) | 233,217 | |
Capital expenditure | 0 | 0 | |
Total Assets | 49,138 | 996,757 | |
Software development | |||
Total revenue | 30,283 | 18,320 | |
Operating Costs and Expenses | 14,170 | 17,261 | |
Income (Loss) from Operation | 16,113 | 1,059 | |
Total Other Income (Expenses) | 0 | 0 | |
Lose before Provision for Income Tax | 16,113 | 1,059 | |
Provision for Income Tax | 0 | 0 | |
Net loss | 16,113 | 1,059 | |
Capital expenditure | 0 | $ 1,245 | |
Total Assets | 349,952 | 183,155 | |
Other | |||
Total Assets | $ 155,370 | $ 172,411 |
Note 14 - EQUITY CAPITAL (Detai
Note 14 - EQUITY CAPITAL (Details) - USD ($) | 1 Months Ended | 3 Months Ended | |||||
Feb. 13, 2023 | Feb. 12, 2020 | Oct. 31, 2023 | Sep. 30, 2024 | Mar. 31, 2024 | Dec. 31, 2023 | Oct. 07, 2020 | |
Common Stock, Shares Authorized | 750,000,000 | 750,000,000 | 760,000,000 | ||||
Common Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||
Preferred Stock, Shares Authorized | 10,000,000 | 10,000,000 | 10,000,000 | ||||
Preferred Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||
Common Stock, Shares, Issued | 300,000,000 | 301,088,600 | 301,058,600 | ||||
Director Fees | $ 30,000 | ||||||
Stock Issued During Period, Shares, Acquisitions | 1,000,100 | ||||||
Subscription Agreements, Shares | 15,500 | ||||||
Subscription Agreements, Value | $ 134,750 | ||||||
Issuance of common stocks | $ 180,000 | ||||||
Proceeds from common stock subscription | $ 90,000 | ||||||
Common Stock, Shares, Outstanding | 301,088,600 | 301,058,600 | |||||
An Individual | |||||||
Common Stock, Shares, Issued | 43,000 | ||||||
Issuance of common stocks | $ 430,000 |