| Summary of Significant Accounting Policies | Note
2 - Summary of Significant Accounting Policies Basis
of Presentation and Basis of Consolidation The
accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally
accepted in the United States of America (“U.S. GAAP”). The interim financial statements include the accounts of the Company
and its wholly-owned subsidiaries. A subsidiary is an entity (including a structured entity), directly or indirectly, controlled by the
Company. The financial statements of the subsidiaries are prepared for the same reporting period as the Company, using consistent accounting
policies. All significant inter-company transactions and balances between members of the Group are eliminated upon consolidation. The
unaudited condensed consolidated financial statements do not include all the information and footnotes required by the U.S. GAAP for
complete financial statements. Certain information and note disclosures normally included in the annual financial statements
prepared in accordance with the U.S. GAAP have been condensed or omitted in accordance with
SEC rules and regulations Use
of Estimates and Assumptions The
preparation of consolidated financial statements in accordance with GAAP requires management to make estimates and assumptions that affect
the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of consolidated financial
statements and the reported amounts of revenues and expenses during the reporting period. The significant estimates and assumptions made
by management include allowance for expected credit loss, allowance for deferred tax assets, the useful lives and impairment
assessment of property and equipment and estimated incremental borrowing rate of lease. Actual results could differ from those estimates
as the current economic environment has increased the degree of uncertainty inherent in these estimates and assumptions. Cash
and Cash Equivalents Cash
and cash equivalents include cash at bank and demand deposits which have original maturities less than three months and are unrestricted
as to withdrawal or use. As of September 30, 2024 and December 31, 2023, the Company had cash of $ 502,161 646,294 Periodically,
the Company may carry cash balances at financial institutions more than the federally insured limit of $ 250,000 444,000 Accounts
Receivable, net Accounts
receivable mainly represent amounts due from customers paid by credit cards for provision of golf operations services and sales of merchandise
and food and beverages which are recorded net of allowance for expected credit losses. The credit cards payment is to be settled either
within few days after the year end date due to the timing difference for the payment transfer from credit card center to the bank accounts
of the Company or within one month after the services were utilized by the customers who have authorized the Company to make the payment
through their credit cards. The Company reviews accounts receivable periodically for collectability and establishes an allowance for
expected credit losses and records allowance for expected credit losses expense when deemed necessary. The Company records an allowance
for expected credit losses that is based on historical trends, customer knowledge, any known disputes, future expectation, future economic
situation consideration and considers the aging of the accounts receivable balances combined with management’s estimate of future
potential recoverability. Accounts receivable are written off against the allowance after all attempts to collect a receivable have failed.
As of September 30, 2024 and December 31, 2023, the Company had no allowance for expected credit losses due to no experiences on default
from customers or failure of transfer from credit card center after payment authorization was made by customers and all outstanding accounts
receivable as of September 30, 2024 and December 31, 2023 were subsequently settled before the report date. Inventories,
net Our
inventories consist of merchandise goods such as golf balls, gloves, men’s wear and women’s wears, food and beverages and
we value inventories using the lower first-in, first-out (“FIFO”) method and net realizable value, which is generally based
on the selling price expectations of the merchandise goods. We regularly review inventories to determine if the carrying value of the
inventory exceeds net realizable value and, when determined necessary, record a reserve to reduce the carrying value to net realizable
value. Changes in customer merchandise preference, current and anticipated demand, consumer spending, weather patterns, economic conditions,
business trends or merchandising strategies could cause our inventory to be exposed to obsolescence or slow-moving merchandise. For foods
and beverages, the turnaround time is short, usually within one to two weeks. For the merchandise goods, all goods are aged less than
one year and the Company will offer discounts to customers to speed the selling but higher than that of purchase price. As of September
30, 2024 and December 31, 2023, no obsolescent goods were noted. Deferred
offering costs The
Company follows the requirements of the FASB ASC 340-10-S99-1 and SEC Staff Accounting Bulletin (“SAB”) Topic 5A —
“Expenses of Offering”. Deferred offering costs consist of underwriting, legal and other expenses incurred through the balance
sheet date that are directly related to the intended initial public offering (“IPO”). Deferred offering costs will be charged
to stockholders’ equity netted against the proceeds upon the completion of the IPO. Should the IPO prove to be unsuccessful, these
deferred offering costs, as well as additional expenses to be incurred, will be charged to statements of income. As of September 30,
2024 and December 31, 2023, the Company deferred $ 574,840 252,964 Property
and Equipment, net Property
and equipment, net are stated at cost less accumulated depreciation and any impairment losses .
Property and equipment, consisting of land, buildings, properties improvements, equipment, furniture and fixture while replacements, maintenance and repairs that do not improve
or extend the life of the respective assets, are expensed as incurred. Land is not depreciated. Depreciation
is calculated using the straight-line method based on the following estimated useful lives: Schedule
of Property and Equipment Estimated Useful Lives
Depreciable
land improvements 15
Building
and recreational facilities 39
Properties
improvements 5 7
Furniture
and equipment 5 7 The
Company also re-evaluates the periods of depreciation to determine whether subsequent events and circumstances warrant revised estimates
of useful lives. Impairment
for Long-Lived Assets Long-lived
assets, representing property and equipment with finite lives, are reviewed for impairment whenever events or changes in circumstances
(such as a significant adverse change to market conditions that will impact the future use of the assets) indicate that the carrying
value of an asset may not be recoverable. In evaluating long-lived assets for recoverability, the Company uses its best estimate of future
cash flows expected to result from the use of the asset and eventual disposition in accordance with FASB ASC 360-10-15. To the extent
that estimated future, undiscounted cash inflows attributable to the asset, less estimated future, undiscounted cash outflows, are less
than the carrying amount, an impairment loss is recognized in an amount equal to the difference between the carrying value of such asset
and its fair value. Assets to be disposed of and for which there is a committed plan of disposal, whether through sale or abandonment,
are reported at the lower of carrying value or fair value less costs to sell. If an impairment is identified, The Company would reduce
the carrying amount of the asset to its estimated fair value based on a discounted cash flows approach or, when available and appropriate,
to comparable market values. As of September 30, 2024 and December 31, 2023, no Fair
Value of Financial Instruments The
Company follows accounting guidelines on fair value measurements for financial instruments measured on a recurring basis, as well as
for certain assets and liabilities that are initially recorded at their estimated fair values. Fair value is defined as the exit price,
or the amount that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants
as of the measurement date. The Company uses the following three-level hierarchy that maximizes the use of observable inputs and minimizes
the use of unobservable inputs to value its financial instruments:
● Level
1: Observable inputs such as unadjusted quoted prices in active markets for identical instruments.
● Level
2: Quoted prices for similar instruments that are directly or indirectly observable in the marketplace.
● Level
3: Significant unobservable inputs which are supported by little or no market activity and that are financial instruments whose values
are determined using pricing models, discounted cash flow methodologies, or similar techniques, as well as instruments for which
the determination of fair value requires a significant judgment or estimation. Financial
instruments measured at fair value are classified in their entirety based on the lowest level of input that is significant to the fair
value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety
requires the Company to make judgments and consider factors specific to the asset or liability. The use of different assumptions and/or
estimation methodologies may have a material effect on estimated fair values. Accordingly, the fair value estimates disclosed, or initial
amounts recorded, may not be indicative of the amount that the Company or holders of the instruments could realize in a current market
exchange. The
carrying amounts shown of the Company’s financial instruments including cash and cash equivalents, accounts receivable, other current
assets, accounts payable, accrued liabilities, current portion of bank and other borrowings and lease liabilities and amount due to related
party are approximate fair value due to their short-term nature. Non-current portion of bank and other borrowings and lease liabilities
have been calculated by discounting the expected future cash flows using rates currently available for instruments with similar terms,
credit risk and remaining maturities. The changes in fair value as a result of the Group’s own non-performance risk for bank and
other borrowings and lease liabilities as of September 30, 2024 and December 31, 2023 were assessed to be insignificant. Leases ASC
842 supersedes the lease requirements in ASC 840 “Leases”, and generally requires lessees to recognize operating and finance
lease liabilities and corresponding right-of-use (“ROU”) assets on the balance sheet and to provide enhanced disclosures
surrounding the amount, timing and uncertainty of cash flows arising from leasing arrangements. All leases in the Group as of September
30, 2024 and December 31, 2023 are accounted for as operating leases. ROU
assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease
payments arising from the lease. ROU assets and lease liabilities are recognized at commencement date based on the present value of lease
payments over the lease term. As most of our leases do not provide an implicit rate, we generally use our incremental borrowing rate
based on the estimated rate of interest for collateralized borrowing over a similar term of the lease payments at commencement date.
The ROU asset also includes any lease payments made and excludes lease incentives. Our lease terms may include options to extend or terminate
the lease when it is reasonably certain that we will exercise that option. Any
lease with a term of 12 months or less is considered short-term. As permitted by ASC 842, short-term leases are excluded from the ROU
assets and lease liabilities on the consolidated balance sheets. Consistent with all other operating leases, short-term lease expense
is recorded on a straight-line basis over the lease term. The
Company determines the present value of minimum future lease payments for operating leases by estimating a rate of interest that it would
have to pay to borrow on a collateralized basis over a similar term, an amount equal to the lease payments and a similar economic environment
(the “incremental borrowing rate” or “IBR”).The Company determines the appropriate IBR by identifying a reference
rate and making adjustments that take into consideration financing options and certain lease-specific circumstances. Accrued
Liabilities Accrued
liabilities primarily include accrued property tax and sales tax and other accrual and payable for the operation of the ordinary course
of business. Bank
and Other Borrowings Borrowings
are initially recognized at fair value, net of upfront fees incurred. Borrowings are subsequently measured at amortized cost. Any difference
between the proceeds (net of transaction costs) and the redemption amount is recognized in statements of operations over the period of
the borrowings using the effective interest method. Related
Parties The
Company adopted ASC Topic 850, Related Party Disclosures, for the identification of related parties and disclosure of related party transactions. Parties
are considered to be related if one party has the ability, directly or indirectly, to control the other party or exercise significant
influence over the other party in making financial and operating decisions. Parties are also considered to be related if they are subject
to common control or significant influence of the same party, such as a family member or relative, shareholder, or a related corporation. The
details of related party transactions during the nine months ended September 30, 2024 and 2023 and balances as of September 30, 2024
and December 31, 2023 are set out in the Note 9. Revenue
Recognition All
revenue recognized in the consolidated statements of operations is considered to be revenue from contracts with customers in accordance
with Accounting Standards Codification (“ASC”) 606 in a manner that reasonably reflects the delivery of its services and
products to customers in return for expected consideration and includes the following elements:
● executed
contracts with the Company’s customers that it believes are legally enforceable;
● identification
of performance obligations in the respective contract;
● determination
of the transaction price for each performance obligation in the respective contract;
● allocation
the transaction price to each performance obligation; and
● recognition
of revenue only when the Company satisfies each performance obligation. The
Company recognizes revenue when, or as, performance obligations under the terms of a contract are satisfied, which generally occurs when,
or as, control of promised goods or services are transferred to customers. Revenue is measured as the amount that reflects the consideration
the Company expects to be entitled to in exchange for those goods or services (“transaction price”). To the extent the transaction
price includes variable consideration, the Company estimates the amount of variable consideration that should be included in the transaction
price utilizing the most likely amount to which the Company expects to be entitled. Variable consideration is included in the transaction
price if, in the Company’s judgment, it is probable that a significant future reversal of cumulative revenue under the contract
will not occur. Estimates of variable consideration and the determination of whether to include such estimated amounts in the transaction
price are based largely on an assessment of the Company’s anticipated performance and all information that is reasonably available.
The Company accounts for taxes collected from customers and remitted to governmental authorities on a net basis and excludes these amounts
from revenues. In
addition, the Company defers certain costs to fulfill the Company’s contracts with customers to the extent such costs relate directly
to the contracts, are expected to generate resources that will be used to satisfy the Company’s performance obligations under the
contracts, and are expected to be recovered through revenue generated under the contracts. Contract fulfillment costs are incurred as
the Company satisfies the related performance obligations. Revenue
from golf operations There
are two types of service charges maintained by the Company, the players can either (1) subscribe to the entertainment services for
a period of time of one year at a discount (i.e. annual subscription green fees); or (2) purchase the services at the counter by one-time
payment (i.e. one-time green fees). The golf courses are open to public and hence our customers include both local and overseas citizens.
The charges comprise of both the cart fee and fees for playing in the golf course, which is fixed without variable consideration, and
the customers either pay via cash or credit card. The entire service fee from customers is non-refundable and required to be paid in
advance. The
Company sells annual green fee subscriptions to local patrons. The performance obligation of the annual subscription is for the Company
to provide a patron with access to the golf course and cart, subject to availability of a tee time for a patron to play a single round
on the 18-hole course; the round of golf is expected to be completed before sunset of the day of the booking of that tee time. The Company
recognizes revenue from these annual subscriptions on a monthly basis over twelve months. The annual subscriptions are non-refundable.
Payments for subscriptions in the form of cash or credit card are received in advance, and are recorded as contract liabilities-deferred
revenue, and recognized to revenue at the end of each month. Management believes that the services provided each month are substantially
similar and result in the transfer of substantially similar services to the customers each month. That is, the benefit consumed by the
customers is substantially similar for each month, even though the exact volume of services may vary. The Company concludes that the
annual green fees subscription satisfies the requirements of ASC 606-10-25-14(b) to be accounted for as a single performance obligation.
The annual subscriptions fees are fixed and there is no variable consideration, significant financing components or noncash consideration.
There is no contract asset related to these annual green fee subscriptions. As of September 30, 2024 and December 31, 2023, the Company
recorded contract liabilities - deferred revenue of $ 137,336 158,429 One-time
green fees require the Company to provide to a patron access to a designated 18-hole golf course and cart to play a single round of golf
subject to non-hazardous weather conditions that is expected to be completed before sunset of the day of booking of that tee time. Management
believes access to the golf course and the card constitute a single performance obligation as either service is not available to be purchased
separately. Payments for tee times are non-refundable and are received via cash or credit card immediately prior to the initiation of
the patron playing the round of 18-hole golf; therefore, and one-time green fees are not refundable. Typically, in the event that weather
is not expected to permit the patron to play and complete the single round of golf, the Company will not undertake the transaction and
take payment from the patron. The one-time green fees are fixed and there is no variable consideration. Sales
of merchandise, food and beverage Golf
course patrons regularly buy golf balls, clothing, paraphernalia, and gloves, or will enjoy food and beverage offered at the clubhouses.
Patrons make orders at the counter. The price is fixed without variable consideration. The Company recognizes revenue when the merchandise
or food and beverage are delivered, net of discounts, if any and control of the product has been passed to the customer. If the clothing
or wearables have product defects, they are subject to exchange, but all sales are final and not subject to return. Product delivery
is evidenced by a payment receipt record. Payments are settled via cash or credit card. The respective revenue is recognized at a point
in time. There are no warranties, sales returns and refunds after the orders are delivered to the customers at the counter. Ancillary
revenue Ancillary
revenue represented the lease of its clubhouse for several hours for events held by associations or individuals such as golf tournaments
and lease of golf club to individuals for one day playing golf in the Company’s golf course. The revenue was recognized upon services
were rendered (i.e. on daily basis when the venue or golf club was used that day). Deposit was received in advance for booking of clubhouse
and recognized as contract liabilities – deferred income upon receipt and recognized as revenue in the statements of income when
service was rendered or no show after booking. Deposit received is non-refundable. Operating
Costs Golf
operating costs consist of costs associated with golf course upkeep expenses and are expensed as incurred. Other
General and Administrative Expense Other
General and administrative expense consists of audit fees for initial public offering, costs associated with corporate and administrative
functions that support development and operations. Income
Tax The
Company accounts for income tax using the asset and liability method prescribed by ASC 740, “Income Taxes”. Under this method,
deferred tax assets and liabilities are determined based on the difference between the financial reporting and tax bases of assets and
liabilities using enacted tax rates that will be in effect in the year in which the differences are expected to reverse. The Company
records a valuation allowance to offset deferred tax assets if based on the weight of available evidence, it is more-likely-than-not
that some portion, or all, of the deferred tax assets will not be realized. The effect on deferred taxes of a change in tax rates is
recognized as income or loss in the period that includes the enactment date. The
Company follows the accounting guidance for uncertainty In income taxes using the provisions of ASC 740 “Income Taxes”. Using
that guidance, tax positions initially need to be recognized in the financial statements when it is more likely than not the position
will be sustained upon examination by the tax authorities. As
of September 30, 2024 and December 31, 2023, the Company had no uncertain tax positions that qualify for either recognition or disclosure
in the financial statements, respectively. The
Company recognizes interest and penalties related to uncertain income tax positions in other expense. No interest and penalties related
to uncertain income tax positions were recorded during the nine months ended September 30, 2024 and 2023, respectively. Earnings
Per Share The
Company computes earnings per share, or EPS, in accordance with ASC Topic 260, Earnings per Share Segment
Information ASC
Topic 280, Segment Reporting, establishes standards for reporting information about operating segments on a basis consistent with the
Company’s internal organizational structure as well as information about geographical areas, business segments and major customers
in financial statements for details on the Company’s business segments. The Company uses the “management approach”
in determining reportable operating segments. The management approach considers the internal organization and reporting used by the Company’s
chief operating decision maker for making operating decisions and assessing performance as the source for determining the Company’s
reportable segments. Management, including the chief operating decision maker, reviews operation results by the revenue of different
products or services. Based on management’s assessment, the Company has determined that it has only one operating segment. All
assets of the Company are located in Florida and all revenue is generated from Florida. Commitments
and Contingencies In
the normal course of business, the Company is subject to contingencies, including legal proceedings and claims arising out of the business
that relate to a wide range of matters, such as government investigations and tax matters. The Company recognizes a liability for such
contingency if it determines it is probable that a loss has occurred, and a reasonable estimate of the loss can be made. The Company
may consider many factors in making these assessments including historical and the specific facts and circumstances of each matter. Recently
Issued Accounting Pronouncements In
January 2021, the FASB issued ASU No. 2021-01, Reference Rate Reform (Topic 848). ASU No. 2021-01 is an update of ASU No. 2020-04, which
is in response to concerns about structural risks of interbank offered rates, and particularly the risk of cessation of LIBOR. Regulators
have undertaken reference rate reform initiatives to identify alternative reference rates that are more observable or transaction based
and less susceptible to manipulation. ASU No. 2020-04 provides optional guidance for a limited period of time to ease the potential burden
in accounting for (or recognizing the effects of) reference rate reform on financial reporting. ASU No. 2020-04 is elective and applies
to all entities, subject to meeting certain criteria, that have contracts, hedging relationships, and other transactions that reference
LIBOR or another reference rate expected to be discontinued because of reference rate reform. The ASU No. 2021-01 update clarifies that
certain optional expedients and exceptions in Topic 848 for contract modifications and hedge accounting apply to derivatives that are
affected by the discounting transition. The amendments in this update are effective immediately through December 31, 2022, for all entities.
On December 21, 2022, the FASB issued a new Accounting Standards Update ASU No. 2022-06, Reference Rate Reform (Topic 848): Deferral
of the Sunset Date of Topic 848, that extends the sunset (or expiration) date of ASC Topic 848 to December 31, 2024. This gives reporting
entities two additional years to apply the accounting relief provided under ASC Topic 848 for matters related to reference rate reform.
The Company does not expect the cessation of LIBOR to have a material impact on the Company’s unaudited condensed consolidated
financial statements and related disclosures. In
October 2023, the FASB issued ASU 2023-06, “Disclosure Improvements: Codification Amendments in Response to the SEC’s Disclosure
Update and Simplification Initiative.” This ASU incorporates certain U.S. Securities and Exchange Commission (SEC) disclosure requirements
into the FASB Accounting Standards Codification. The amendments in the ASU are expected to clarify or improve disclosure and presentation
requirements of a variety of Codification Topics, allow users to compare entities subject more easily to the SEC’s existing disclosures
with those entities that were not previously subject to the requirements, and align the requirements in the Codification with the SEC’s
regulations. For entities subject to the SEC’s existing disclosure requirements and for entities required to file or furnish financial
statements with or to the SEC in preparation for the sale of or for purposes of issuing securities that are not subject to contractual
restrictions on transfer, the effective date for each amendment will be the date on which the SEC removes that related disclosure from
its rules. For all other entities, the amendments will be effective two years later. However, if by June 30, 2027, the SEC has not removed
the related disclosure from its regulations, the amendments will be removed from the Codification and not become effective for any entity.
We are currently evaluating the impact the adoption of ASU 2023-06 will have on its unaudited condensed consolidated financial statements
and related disclosures. In
November 2023, the FASB issued ASU 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures.”
The amendments in this ASU are intended to improve reportable segment disclosure requirements primarily through enhanced disclosures
about significant segment expenses. This ASU requires disclosure of significant segment expenses that are regularly provided to the chief
operating decision mark (CODM), an amount for other segment items by reportable segment and a description of its composition, all annual
disclosures required by FASB ASU Topic 280 in interim periods as well, and the title and position of the CODM and how the CODM uses the
reported measures. Additionally, this ASU requires that at least one of the reported segment profit and loss measures should be the measure
that is most consistent with the measurement principles used in an entity’s consolidated financial statements. Lastly, this ASU
requires public business entities with a single reportable segment to provide all disclosures required by these amendments in this ASU
and all existing segment disclosures in Topic 280. This ASU is effective for fiscal years beginning after December 15, 2023, and interim
periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The amendments should be applied retrospectively.
We are currently evaluating the impact the adoption of ASU 2023-06 will have on its unaudited condensed consolidated financial statements
and related disclosures. In
December 2023, the FASB issued ASU 2023-09, Income taxes (Topic 740), Improvements to Income Tax Disclosures, which provides guidance
on the requirements such as the requirement that public business entities on an annual basis (1) disclose specific categories in the
rate reconciliation and (2) provide additional information for reconciling items that meet a quantitative threshold. For public business
entities (PBEs), the new requirements will be effective for annual periods beginning after December 15, 2024. For entities other than
public business entities (non-PBEs), the requirements will be effective for annual periods beginning after December 15, 2025. Early adoption
is permitted for annual financial statements that have not yet been issued or made available for issuance. The ASU should be applied
prospectively. Retrospective application is permitted. We are currently evaluating the impact the adoption of ASU 2023-09 will have on
its unaudited condensed consolidated financial statements and related disclosures. Except
as mentioned above, the Company does not believe other recently issued but not yet effective accounting standards, if currently adopted,
would have a material effect on the unaudited condensed consolidated balance sheets, statements of income and comprehensive income and
statements of cash flows. | Note
2 - Summary of Significant Accounting Policies Basis
of Presentation The
financial statements and related disclosures have been prepared pursuant to the rules and regulations of the Securities and Exchange
Commission (“SEC”). The financial statements have been prepared using the accrual basis of accounting in accordance with
Generally Accepted Accounting Principles (“GAAP”) of the United States. Basis
of Consolidation The
consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. A subsidiary is an entity (including
a structured entity), directly or indirectly, controlled by the Company. The financial statements of the subsidiaries are prepared for
the same reporting period as the Company, using consistent accounting policies. All significant inter-company transactions and balances
between members of the Group are eliminated upon consolidation. Use
of Estimates and Assumptions The
preparation of consolidated financial statements in accordance with GAAP requires management to make estimates and assumptions that affect
the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of consolidated financial
statements and the reported amounts of revenues and expenses during the reporting period. The significant estimates and assumptions made
by management include allowance for expected credit loss/doubtful accounts, allowance for deferred tax assets, the useful lives and impairment
assessment of property and equipment and estimated incremental borrowing rate of lease. Actual results could differ from those estimates
as the current economic environment has increased the degree of uncertainty inherent in these estimates and assumptions. Recently
adopted accounting pronouncements In
June 2016, the Financial Accounting Standards Board (“FASB”) issued ASU 2016-13, Financial Instruments — Credit
Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”). The new accounting standard introduced
the current expected credit losses methodology (“CECL”) for estimating allowances for credit losses. The measurement of expected
credit losses under the CECL methodology is applicable to financial assets measured at amortized costs, including accounts receivable.
ASU 2016-13 is effective for the Company, as an Emerging Growth Company (“EGC”), for annual and interim reporting periods
beginning after December 15, 2022. The Company adopted the standard on January 1, 2023 using the modified retrospective method for all
financial assets in scope. The adoption of the standard did not have a material impact on our consolidated statements of loss, or consolidated
statements of cash flows. Cash
and Cash Equivalents Cash
and cash equivalents include cash at bank and demand deposits which have original maturities less than three months and are unrestricted
as to withdrawal or use. As of December 31, 2023 and 2022, the Company had cash of $ 646,294 693,151 Periodically,
the Company may carry cash balances at financial institutions more than the federally insured limit of $ 250,000 5,000 Accounts
Receivable, net Accounts
receivable mainly represent amounts due from customers paid by credit cards for provision of golf operations services and sales of merchandise
and food and beverages which are recorded net of allowance for doubtful accounts/expected credit loss. The credit cards payment is to
be settled either within few days after the year end date due to the timing difference for the payment transfer from credit card center
to the bank accounts of the Company or within one month after the services were utilized by the customers who have authorized the Company
to make the payment through their credit cards. The Company reviews accounts receivable periodically for collectability and establishes
an allowance for doubtful accounts/expected credit loss and records allowance for doubtful accounts/expected credit loss expense when
deemed necessary. The Company records an allowance for doubtful accounts/expected credit loss that is based on historical trends, customer
knowledge, any known disputes, future expectation, future economic situation consideration and considers the aging of the accounts receivable
balances combined with management’s estimate of future potential recoverability. Accounts receivable are written off against the
allowance after all attempts to collect a receivable have failed. As of December 31, 2023 and 2022, the Company had no allowance for
doubtful/expected credit loss due to no experiences on default from customers or failure of transfer from credit card center after payment
authorization was made by customers and all outstanding accounts receivable as of December 31, 2023 and 2022 were subsequently settled
before the report date. Inventories,
net Our
inventories consist of merchandise goods such as golf balls, gloves, men’s wear and women’s wears, food and beverages and
we value inventories using the lower first-in, first-out (“FIFO”) method and net realizable value, which is generally based
on the selling price expectations of the merchandise goods. We regularly review inventories to determine if the carrying value of the
inventory exceeds net realizable value and, when determined necessary, record a reserve to reduce the carrying value to net realizable
value. Changes in customer merchandise preference, current and anticipated demand, consumer spending, weather patterns, economic conditions,
business trends or merchandising strategies could cause our inventory to be exposed to obsolescence or slow-moving merchandise. For foods
and beverages, the turnaround time is short, usually within one to two weeks. For the merchandise goods, all goods are aged less than
one year and the Company will offer discounts to customers to speed the selling but higher than that of purchase price. As of December
31, 2023 and 2022, no obsolescent goods were noted. Deferred
offering costs The
Company follows the requirements of the FASB ASC 340-10-S99-1 and SEC Staff Accounting Bulletin (“SAB”) Topic
5A — “Expenses of Offering”. Deferred offering costs consist of underwriting, legal and other expenses
incurred through the balance sheet date that are directly related to the intended initial public offering (“IPO”).
Deferred offering costs will be charged to stockholders’ equity netted against the proceeds upon the completion of the
IPO. Should the IPO prove to be unsuccessful, these deferred offering costs, as well as additional expenses to be incurred,
will be charged to statements of income. As of December 31, 2023 and 2022, the Company deferred $ 252,964 Nil Property
and Equipment, net Property
and equipment, net are stated at cost less accumulated depreciation and any impairment losses .
Property and equipment, consisting of land, buildings, properties improvements, equipment, furniture and fixture while replacements, maintenance and repairs that do not improve
or extend the life of the respective assets, are expensed as incurred. Land is not depreciated. Depreciation
is calculated using the straight-line method based on the following estimated useful lives: Schedule
of Property and Equipment Estimated Useful Lives
Depreciable
land improvements 15
Building
and recreational facilities 39
Properties
improvements 5 7
Furniture
and equipment 5 7 The
Company also re-evaluates the periods of depreciation to determine whether subsequent events and circumstances warrant revised estimates
of useful lives. Impairment
for Long-Lived Assets Long-lived
assets, representing property and equipment with finite lives, are reviewed for impairment whenever events or changes in circumstances
(such as a significant adverse change to market conditions that will impact the future use of the assets) indicate that the carrying
value of an asset may not be recoverable. In evaluating long-lived assets for recoverability, the Company uses its best estimate of future
cash flows expected to result from the use of the asset and eventual disposition in accordance with FASB ASC 360-10-15. To the extent
that estimated future, undiscounted cash inflows attributable to the asset, less estimated future, undiscounted cash outflows, are less
than the carrying amount, an impairment loss is recognized in an amount equal to the difference between the carrying value of such asset
and its fair value. Assets to be disposed of and for which there is a committed plan of disposal, whether through sale or abandonment,
are reported at the lower of carrying value or fair value less costs to sell. If an impairment is identified, The Company would reduce
the carrying amount of the asset to its estimated fair value based on a discounted cash flows approach or, when available and appropriate,
to comparable market values. As of December 31, 2023 and 2022, no Fair
Value of Financial Instruments The
Company follows accounting guidelines on fair value measurements for financial instruments measured on a recurring basis, as well as
for certain assets and liabilities that are initially recorded at their estimated fair values. Fair value is defined as the exit price,
or the amount that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants
as of the measurement date. The Company uses the following three-level hierarchy that maximizes the use of observable inputs and minimizes
the use of unobservable inputs to value its financial instruments:
● Level
1: Observable inputs such as unadjusted quoted prices in active markets for identical instruments.
● Level
2: Quoted prices for similar instruments that are directly or indirectly observable in the marketplace.
● Level
3: Significant unobservable inputs which are supported by little or no market activity and that are financial instruments whose values
are determined using pricing models, discounted cash flow methodologies, or similar techniques, as well as instruments for which
the determination of fair value requires a significant judgment or estimation. Financial
instruments measured at fair value are classified in their entirety based on the lowest level of input that is significant to the fair
value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety
requires the Company to make judgments and consider factors specific to the asset or liability. The use of different assumptions and/or
estimation methodologies may have a material effect on estimated fair values. Accordingly, the fair value estimates disclosed, or initial
amounts recorded, may not be indicative of the amount that the Company or holders of the instruments could realize in a current market
exchange. The
carrying amounts shown of the Company’s financial instruments including cash and cash equivalents, accounts receivable, other current
assets, accounts payable, accrued liabilities, current portion of bank and other borrowings and lease liabilities and amount due to related
party are approximate fair value due to their short-term nature. Non-current portion of bank and other borrowings and lease liabilities
have been calculated by discounting the expected future cash flows using rates currently available for instruments with similar terms,
credit risk and remaining maturities. The changes in fair value as a result of the Group’s own non-performance risk for bank and
other borrowings and lease liabilities as of December 31, 2023 and 2022 were assessed to be insignificant. Leases ASC
842 supersedes the lease requirements in ASC 840 “Leases”, and generally requires lessees to recognize operating and finance
lease liabilities and corresponding right-of-use (“ROU”) assets on the balance sheet and to provide enhanced disclosures
surrounding the amount, timing and uncertainty of cash flows arising from leasing arrangements. All leases in the Group as of December
31, 2023 and 2022 are accounted for as operating leases. ROU
assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease
payments arising from the lease. ROU assets and lease liabilities are recognized at commencement date based on the present value of lease
payments over the lease term. As most of our leases do not provide an implicit rate, we generally use our incremental borrowing rate
based on the estimated rate of interest for collateralized borrowing over a similar term of the lease payments at commencement date.
The ROU asset also includes any lease payments made and excludes lease incentives. Our lease terms may include options to extend or terminate
the lease when it is reasonably certain that we will exercise that option. Any
lease with a term of 12 months or less is considered short-term. As permitted by ASC 842, short-term leases are excluded from the ROU
assets and lease liabilities on the consolidated balance sheets. Consistent with all other operating leases, short-term lease expense
is recorded on a straight-line basis over the lease term. The
Company determines the present value of minimum future lease payments for operating leases by estimating a rate of interest that it would
have to pay to borrow on a collateralized basis over a similar term, an amount equal to the lease payments and a similar economic environment
(the “incremental borrowing rate” or “IBR”).The Company determines the appropriate IBR by identifying a reference
rate and making adjustments that take into consideration financing options and certain lease-specific circumstances. Accrued
Liabilities Accrued
liabilities primarily include accrued property tax and sales tax and other accrual and payable for the operation of the ordinary course
of business. Bank
and Other Borrowings Borrowings
are initially recognized at fair value, net of upfront fees incurred. Borrowings are subsequently measured at amortized cost. Any difference
between the proceeds (net of transaction costs) and the redemption amount is recognized in statements of operations over the period of
the borrowings using the effective interest method. Related
Parties The
Company adopted ASC Topic 850, Related Party Disclosures, for the identification of related parties and disclosure of related party transactions. Parties
are considered to be related if one party has the ability, directly or indirectly, to control the other party or exercise significant
influence over the other party in making financial and operating decisions. Parties are also considered to be related if they are subject
to common control or significant influence of the same party, such as a family member or relative, shareholder, or a related corporation. The
details of related party transactions during the years ended December 31, 2023 and 2022 and balances as of December 31, 2023 and 2022
are set out in the Note 9. Revenue
Recognition All
revenue recognized in the consolidated statements of operations is considered to be revenue from contracts with customers in accordance
with Accounting Standards Codification (“ASC”) 606 in a manner that reasonably reflects the delivery of its services and
products to customers in return for expected consideration and includes the following elements:
● executed
contracts with the Company’s customers that it believes are legally enforceable;
● identification
of performance obligations in the respective contract;
● determination
of the transaction price for each performance obligation in the respective contract;
● allocation
the transaction price to each performance obligation; and
● recognition
of revenue only when the Company satisfies each performance obligation. The
Company recognizes revenue when, or as, performance obligations under the terms of a contract are satisfied, which generally occurs when,
or as, control of promised goods or services are transferred to customers. Revenue is measured as the amount that reflects the consideration
the Company expects to be entitled to in exchange for those goods or services (“transaction price”). To the extent the transaction
price includes variable consideration, the Company estimates the amount of variable consideration that should be included in the transaction
price utilizing the most likely amount to which the Company expects to be entitled. Variable consideration is included in the transaction
price if, in the Company’s judgment, it is probable that a significant future reversal of cumulative revenue under the contract
will not occur. Estimates of variable consideration and the determination of whether to include such estimated amounts in the transaction
price are based largely on an assessment of the Company’s anticipated performance and all information that is reasonably available.
The Company accounts for taxes collected from customers and remitted to governmental authorities on a net basis and excludes these amounts
from revenues. In
addition, the Company defers certain costs to fulfill the Company’s contracts with customers to the extent such costs relate directly
to the contracts, are expected to generate resources that will be used to satisfy the Company’s performance obligations under the
contracts, and are expected to be recovered through revenue generated under the contracts. Contract fulfillment costs are incurred as
the Company satisfies the related performance obligations. Revenue
from golf operations There
are two types of service charges maintained by the Company, the players can either (1) subscribe to the entertainment services for a
period of time of one year at a discount (i.e. annual subscription green fees); or (2) purchase the services at the counter by one-time
payment (i.e. one-time green fees). The golf courses are open to public and hence our customers include both local and overseas citizens.
The charges comprise of both the cart fee and fees for playing in the golf course, which is fixed without variable consideration, and
the customers either pay via cash or credit card. The entire service fee from customers is non-refundable and required to be paid in
advance. The
Company sells annual green fee subscriptions to local patrons. The performance obligation of the annual subscription is for the Company
to provide a patron with access to the golf course and cart, subject to availability of a tee time for a patron to play a single round
on the 18-hole course; the round of golf is expected to be completed before sunset of the day of the booking of that tee time. The Company
recognizes revenue from these annual subscriptions on a monthly basis over twelve months. The annual subscriptions are non-refundable.
Payments for subscriptions in the form of cash or credit card are received in advance, and are recorded as contract liabilities-deferred
revenue, and recognized to revenue at the end of each month. Management believes that the services provided each month are substantially
similar and result in the transfer of substantially similar services to the customers each month. That is, the benefit consumed by the
customers is substantially similar for each month, even though the exact volume of services may vary. The Company concludes that the
annual green fees subscription satisfies the requirements of ASC 606-10-25-14(b) to be accounted for as a single performance obligation.
The annual subscriptions fees are fixed and there is no variable consideration, significant financing components or noncash consideration.
There is no contract asset related to these annual green fee subscriptions. As of December 31, 2023 and 2022, the Company recorded contract
liabilities - deferred revenue of $ 158,429 19,456 One-time
green fees require the Company to provide to a patron access to a designated 18-hole golf course and cart to play a single round of golf
subject to non-hazardous weather conditions that is expected to be completed before sunset of the day of booking of that tee time. Management
believes access to the golf course and the card constitute a single performance obligation as either service is not available to be purchased
separately. Payments for tee times are non-refundable and are received via cash or credit card immediately prior to the initiation of
the patron playing the round of 18-hole golf; therefore, and one-time green fees are not refundable. Typically, in the event that weather
is not expected to permit the patron to play and complete the single round of golf, the Company will not undertake the transaction and
take payment from the patron. The one-time green fees are fixed and there is no variable consideration. Sales
of merchandise, food and beverage Golf
course patrons regularly buy golf balls, clothing, paraphernalia, and gloves, or will enjoy food and beverage offered at the clubhouses.
Patrons make orders at the counter. The price is fixed without variable consideration. The Company recognizes revenue when the merchandise
or food and beverage are delivered, net of discounts, if any and control of the product has been passed to the customer. If the clothing
or wearables have product defects, they are subject to exchange, but all sales are final and not subject to return. Product delivery
is evidenced by a payment receipt record. Payments are settled via cash or credit card. The respective revenue is recognized at a point
in time. There are no warranties, sales returns and refunds after the orders are delivered to the customers at the counter. Ancillary
revenue Ancillary
revenue represented the lease of its clubhouse for several hours for events held by associations or individuals such as golf tournaments
and lease of golf club to individuals for one day playing golf in the Company’s golf course. The revenue was recognized upon services
were rendered (i.e. on daily basis when the venue or golf club was used that day). Deposit was received in advance for booking
of clubhouse and recognized as contract liabilities – deferred income upon receipt and recognized as revenue in the statements
of income when service was rendered or no show after booking. Deposit received is non-refundable. Operating
Costs Golf
operating costs consist of costs associated with golf course upkeep expenses and are expensed as incurred. Other
General and Administrative Expense Other
General and administrative expense consists of costs associated with corporate and administrative functions that support development
and operations. Income
Tax The
Company accounts for income tax using the asset and liability method prescribed by ASC 740, “Income Taxes”. Under this method,
deferred tax assets and liabilities are determined based on the difference between the financial reporting and tax bases of assets and
liabilities using enacted tax rates that will be in effect in the year in which the differences are expected to reverse. The Company
records a valuation allowance to offset deferred tax assets if based on the weight of available evidence, it is more-likely-than-not
that some portion, or all, of the deferred tax assets will not be realized. The effect on deferred taxes of a change in tax rates is
recognized as income or loss in the period that includes the enactment date. The
Company follows the accounting guidance for uncertainty In income taxes using the provisions of ASC 740 “Income Taxes”. Using
that guidance, tax positions initially need to be recognized in the financial statements when it is more likely than not the position
will be sustained upon examination by the tax authorities. As
of December 31, 2023 and 2022, the Company had no uncertain tax positions that qualify for either recognition or disclosure in the financial
statements, respectively. The
Company recognizes interest and penalties related to uncertain income tax positions in other expense. No interest and penalties related
to uncertain income tax positions were recorded during the years ended December 31, 2023 and 2022, respectively. Earnings
Per Share The
Company computes earnings per share, or EPS, in accordance with ASC Topic 260, Earnings per Share Segment
Information ASC
Topic 280, Segment Reporting, establishes standards for reporting information about operating segments on a basis consistent with the
Company’s internal organizational structure as well as information about geographical areas, business segments and major customers
in financial statements for details on the Company’s business segments. The Company uses the “management approach”
in determining reportable operating segments. The management approach considers the internal organization and reporting used by the Company’s
chief operating decision maker for making operating decisions and assessing performance as the source for determining the Company’s
reportable segments. Management, including the chief operating decision maker, reviews operation results by the revenue of different
products or services. Based on management’s assessment, the Company has determined that it has only one operating segment. All
assets of the Company are located in Florida and all revenue is generated from Florida. Commitments
and Contingencies In
the normal course of business, the Company is subject to contingencies, including legal proceedings and claims arising out of the business
that relate to a wide range of matters, such as government investigations and tax matters. The Company recognizes a liability for such
contingency if it determines it is probable that a loss has occurred, and a reasonable estimate of the loss can be made. The Company
may consider many factors in making these assessments including historical and the specific facts and circumstances of each matter. Recently
Issued Accounting Pronouncements In
January 2021, the FASB issued ASU No. 2021-01, Reference Rate Reform (Topic 848). ASU No. 2021-01 is an update of ASU No. 2020-04, which
is in response to concerns about structural risks of interbank offered rates, and particularly the risk of cessation of LIBOR. Regulators
have undertaken reference rate reform initiatives to identify alternative reference rates that are more observable or transaction based
and less susceptible to manipulation. ASU
No. 2020-04 provides optional guidance for a limited period of time to ease the potential burden in accounting for (or recognizing the
effects of) reference rate reform on financial reporting. ASU No. 2020-04 is elective and applies to all entities, subject to meeting
certain criteria, that have contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected
to be discontinued because of reference rate reform. The ASU No. 2021-01 update clarifies that certain optional expedients and exceptions
in Topic 848 for contract modifications and hedge accounting apply to derivatives that are affected by the discounting transition. The
amendments in this update are effective immediately through December 31, 2022, for all entities. On December 21, 2022, the FASB issued
a new Accounting Standards Update ASU No. 2022-06, Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848, that
extends the sunset (or expiration) date of ASC Topic 848 to December 31, 2024. This gives reporting entities two additional years to
apply the accounting relief provided under ASC Topic 848 for matters related to reference rate reform. The Company does not expect the
cessation of LIBOR to have a material impact on the financial position, results of operations, cash flows or disclosures. Except
as mentioned above, the Company does not believe other recently issued but not yet effective accounting standards, if currently adopted,
would have a material effect on the consolidated balance sheets, statements of income and comprehensive income and statements of cash
flows. |
