NOTES
TO CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR
THE NINE MONTHS ENDED SEPTEMBER 30, 2017
(Currency
expressed in United States Dollars (“US$”))
(Unaudited)
NOTE
1 – ORGANIZATION AND BUSINESS BACKGROUND
Greenpro
Capital Corp. (the “Company” or “GRNQ”) was incorporated on July 19, 2013 in the state of Nevada. On May
6, 2015, the Company changed its name to Greenpro Capital Corp. from Greenpro, Inc. The Company
currently
operates and provides a wide range of business solution services to small and medium-size businesses located in Asia, with an
initial focus on Hong Kong, China and Malaysia. Our comprehensive range of services includes cross-border business solutions,
record management services, and accounting outsourcing services. Our cross border business services include, among other services,
tax planning, trust and wealth management, cross border listing advisory services and transaction services.
In
addition to our business solution services, we also operate a venture capital business through Greenpro Venture Capital Limited,
an Anguilla corporation. One of our venture capital business segments is focused on establishing a business incubator for start-up
and high growth companies to support them during their critical growth periods and investing in select start-up and high growth
companies. Our venture capital business is focused on companies located in Asia and Southeast Asia including Hong Kong, Malaysia,
China, Thailand, and Singapore. One of our venture capital business segments is focused on rental activities of commercial properties
and the sale of investment properties.
On
July 29, 2015, the Company entered into a Sale and Purchase Agreement (the “Agreement”) with Greenpro Resources Limited
(“GRBV”), a company incorporated in the British Virgin Islands, and the stockholders of GRBV to purchase 100% of the
issued and outstanding shares and the assets of GRBV. Pursuant to the Agreement, GRNQ agreed to issue 9,070,000 shares of its
restricted common stock at $0.35 per share to the stockholders of GRBV and pay $25,500 in cash, representing an aggregate purchase
consideration of $3,200,000. Mr. Lee Chong Kuang and Mr. Loke Che Chan, Gilbert, the directors of the Company, are the stockholders
and directors of GRBV each with 50% of the shareholdings.
On
July 31, 2015, the Company further entered into various Sale and Purchase Agreements to purchase the following companies:
(i)
|
100%
of the issued and outstanding shares and the assets of A&G International Limited (“A&G”), a company incorporated
in Belize. GRNQ agreed to issue 1,842,000 shares of its restricted common stock at $0.52 per share to the stockholder of A&G,
representing an aggregate purchase consideration of $957,840. Ms. Yap Pei Ling, the sole stockholder and director of A&G,
is the spouse of a director of the Company.
|
|
|
(ii)
|
100%
of the issued and outstanding shares and the assets of Falcon Secretaries Limited, Ace Corporate Services Limited, and Shenzhen
Falcon Financial Consulting Limited (collectively refer as “F&A”). GRNQ agreed to issue 2,080,200 shares of
its restricted common stock at $0.52 per share to the stockholder of F&A, representing an aggregate purchase consideration
of $1,081,740. Ms. Chen Yan Hong, an independent third party, is the sole stockholder of F&A.
|
|
|
(iii)
|
60%
of the issued and outstanding shares and the assets of Yabez (Hong Kong) Company Limited (“Yabez”), a company
incorporated in Hong Kong. GRNQ agreed to issue 486,171 shares of its restricted common stock at $0.52 per share to the stockholders
of Yabez, representing an aggregate purchase consideration of $252,808. Mr. Cheng Chi Ho and Ms. Wong Kit Yi, both are independent
third parties, are the stockholders of Yabez with 51% and 49% of the shareholdings, respectively.
|
GREENPRO
CAPITAL CORP.
NOTES
TO CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR
THE NINE MONTHS ENDED SEPTEMBER 30, 2017
(Currency
expressed in United States Dollars (“US$”))
(Unaudited)
On
September 30, 2015, the Company further entered into a Sale and Purchase Agreement to purchase the following company:
(iv)
|
100%
of the issued and outstanding shares and the assets of Greenpro Venture Capital Limited (“GPVC”), a company incorporated
in Anguilla. GRNQ agreed to issue 13,260,000 shares of its restricted common stock at $0.60 per share to the stockholders
of GPVC and pay $6,000 in cash, representing an aggregate purchase consideration of $7,962,000. Mr. Lee Chong Kuang and Mr.
Loke Che Chan, Gilbert, the directors of the Company, are the stockholders and directors of GPVC, each with 50% of the shareholdings.
|
These
share exchange transactions between GRNQ and GRBV, A&G, and GPVC resulted in the owners of these companies obtaining over
89% voting interest in GRNQ at that time. The merger of GRBV, A&G, and GPVC into GRNQ, which has nominal net assets, is considered
to be acquisition transactions under common control. For accounting purposes, GRNQ presents unaudited condensed interim consolidated
financial statements as of the beginning of the period as though the share exchanges had occurred at the beginning of the period.
Financial statements of all prior periods are retrospectively adjusted to furnish comparative information. No goodwill was recognized
for these acquisition transactions under common control.
The
acquisition of F&A and Yabez is considered as a business combination using the acquisition method of accounting under ASC
805
“Business Combinations”
, which requires all the assets acquired and liabilities assumed, including amounts
attributable to non-controlling interest, be recorded at their respective fair values at the date of acquisition. Any excess of
purchase price over the fair value of the assets acquired and liabilities assumed is allocated to goodwill.
On
October 1, 2015, QSC Asia Sdn. Bhd., an unaffiliated third party, acquired 49% of Greenpro Capital Village Sdn. Bhd. (Formerly
known as Greenpro Global Advisory Sdn. Bhd.) in consideration of $11,000 (MYR 49,000) from Greenpro Financial Consulting Limited.
Concurrently with such sale, Greenpro Financial Consulting Limited transferred 51% of Greenpro Capital Village Sdn. Bhd. to Greenpro
Holding Limited, our subsidiary. This subsidiary became the new business arm which provides educational and support services.
On
May 11, 2016, Greenpro Capital Pty Ltd was formed with 50% held by Greenpro Holding Limited (“GPHL”), one of our subsidiaries,
and 50% was held by Mohammad Reza Masoumi Al Agha.
On
May 23, 2016, our subsidiary, Greenpro Holding Limited (“GPHL”), acquired 400 shares of Greenpro Wealthon Sdn. Bhd.
from Mr. Lee Chong Kuang with MYR 1 (approximately US$0.25). On June 7, 2016, GPHL acquired an additional 200 shares of Greenpro
Wealthon Sdn. Bhd for MYR120,000 (approximately US$30,000), resulting in GPHL owing 60% of Greenpro Wealthon Sdn Bhd. The remaining
40% of Greenpro Wealthon Sdn. Bhd. is held by Mr. Yiap Soon Keong.
On
April 25, 2017, the Company entered into a Sale and Purchase Agreement with Billion Sino Holdings Limited (“BSHL”),
a company incorporated in the Seychelles, and the stockholders of BSHL, to purchase 60% of the issued and outstanding shares and
the assets of BSHL. Pursuant to this agreement, GRNQ agreed to issue 340,645 shares of its restricted common stock at $3.50 per
share to the stockholders of BSHL.
On
April 27, 2017, Greenpro Resources Limited, the wholly owned subsidiary of GRNQ, and Gushen Credit Limited, a Hong Kong corporation
(“GCL”), entered into an Asset Purchase Agreement, pursuant to which GRNQ purchased the assets in Gushen Credit Limited.
As consideration thereto, GRNQ agreed to pay the purchase price of $105,000.
GCL
operates a money lending business in Hong Kong, located at 1701-03, 17/F, Metropolis Tower, 10 Metropolis Drive, Hung Hom, Kowloon,
Hong Kong. On April 28, 2017, GSHL sold two (2) ordinary shares of GCL to GRNQ, representing 100% ownership, for a total consideration
of $0.26 in cash. The purchase price is determined based on the mutual agreement between Gushen Holding Limited and GRNQ. GCL
was renamed to Greenpro Credit Limited on May 16, 2017.
Greenpro
Synergy Network Ltd (“GSN”) was incorporated in Hong Kong on March 2, 2016, as a variable interest entity (“VIE”)
that is subject to consolidation with the Company. GSN’s principal activities are to hold certain of our universal life
insurance policies. Loke Che Chan, Gilbert,
our
Chief Financial Officer, Secretary, Treasurer and director
and Lee Chong Kuang,
our
Chief Executive Officer, President and director
are the shareholders of GSN. We control
GSN through a series of contractual arrangements (the “VIE Agreements”) between GPHL and GSN. The VIE agreements include
(i) an Exclusive Business Cooperation Agreement, (ii) a Loan Agreement, (iii) a Share Pledge Agreement, (iv) a Power of Attorney
and (v) an Exclusive Option Agreement with the shareholders of GSN.
On
July 21, 2017, Greenpro Resources Limited, the wholly owned subsidiary of GRNQ, acquired 51% of the shareholdings of Greenpro
Family Office Limited (“GFOL”). GFOL allotted 231,895 shares of GFOL to Greenpro Resources Limited, representing 51%
of the shareholdings of GFOL. The remaining 49% of the shareholdings of GFOL is held by Icon Capital Management Company Limited.
On
July 28, 2017, GSN incorporated a new subsidiary in Shenzhen, China, Greenpro Synergy Network (Shenzhen) Limited, with 100% ownership.
Greenpro Synergy Network (Shenzhen) Limited was incorporated for cross-border cooperation among independent professional services
firms, global institutions, high net worth individuals, and entrepreneurs. We intend to provide a borderless platform through
networking events and programs in China for our members to seek professional services, business opportunities, and to exchange
sources of information and research.
We
intend to apply to have our common stock listed on the NASDAQ Capital Market under the symbol “GRNQ.”. We have submitted
Form S-1 to the Securities and Exchange Commission on August 2, 2017 to embark on the application for listing on the NASDAQ Capital
Market.
GREENPRO
CAPITAL CORP.
NOTES
TO CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR
THE NINE MONTHS ENDED SEPTEMBER 30, 2017
(Currency
expressed in United States Dollars (“US$”))
(Unaudited)
NOTE
2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The
accompanying unaudited condensed interim consolidated financial statements reflect the application of certain significant accounting
policies as described in this note and elsewhere in the accompanying unaudited condensed interim consolidated financial statements
and notes.
●
Basis of presentation
The
accompanying unaudited condensed interim consolidated financial statements are prepared in accordance with generally accepted
accounting principles in the United States of America (“US GAAP”). These unaudited interim consolidated financial
statements are condensed and should be read in conjunction with the audited consolidated financial statements of the Company and
subsidiaries as of and for the year ended December 31, 2016. These unaudited interim statements include all normal recurring adjustments
that are, in the opinion of management, necessary for a fair presentation of the results for the periods presented. The results
for the nine-month period may not be indicative of a full year’s result.
●
Basis of consolidation
The
unaudited condensed interim consolidated financial statements include the accounts of the Company and include the assets, liabilities,
revenues and expenses of all majority-owned subsidiaries over which the Company exercises control and, when applicable, entities
for which the Company has a controlling financial interest or is the primary beneficiary. All inter-company accounts and transactions
have been eliminated in consolidation. The Company records income attributable to non-controlling interest in the consolidated
statements of operations for any non-owned portion of consolidated subsidiaries. Non-controlling interest is recorded within the
equity section but separate from GRNQ’s equity in the consolidated balance sheets.
●
Use of estimates
In
preparing these unaudited condensed interim consolidated financial statements, management makes estimates and assumptions that
affect the reported amounts of assets and liabilities in the balance sheets and revenues and expenses during the periods reported.
Actual results may differ from these estimates. The following are some of the areas requiring significant judgments and estimates:
determinations of the useful lives of assets, estimates of allowances for doubtful accounts, cash flow and valuation assumptions
in performing asset impairment tests of long-lived assets.
●
Cash and cash equivalents
Cash
and cash equivalents are carried at cost and represent cash on hand, demand deposits placed with banks or other financial institutions
and all highly liquid investments with an original maturity of three months or less as of the purchase date of such investments.
●
Accounts receivable
Accounts
receivable are recorded at the invoiced amount less an allowance for any uncollectible accounts and do not bear interest, which
are due on demand. Management reviews the adequacy of the allowance for doubtful accounts on an ongoing basis, using historical
collection trends and aging of receivables. Management also periodically evaluates individual customer’s financial condition,
credit history, and the current economic conditions to make adjustments in the allowance when it is considered necessary. Account
balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery
is considered remote.
The
allowance for any uncollectible accounts for nine months ended September 30, 2017 was zero.
●
Inventory – finished property
Inventory
– finished property represents a multi-unit property developed for resale on a unit by unit basis. Inventory is stated at
cost unless the inventory is determined to be impaired in which case the impaired inventory is written down to fair value. The
cost of inventory – finished property includes the purchase price of property, legal fees, improvement costs to the building
structure, and other acquisition costs. Project wide costs such as land acquisition and certain development costs are allocated
to the specific units based upon their relative fair value before construction. All property is finished and ready for sale.
GREENPRO
CAPITAL CORP.
NOTES
TO CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR
THE NINE MONTHS ENDED SEPTEMBER 30, 2017
(Currency
expressed in United States Dollars (“US$”))
(Unaudited)
In
conducting its reviews for indicators of impairment, the Company evaluates, among other things, the margins on units already sold
within the project, margins on units under contract but not closed (none as of September 30, 2017), and projected margin on future
unit sales. The Company pays particular attention to discern if inventory is moving at a slower than expected pace or where margins
are trending downward. As at September 30, 2017, the Company determined inventory – finished property was not impaired.
●
Investment Property
Investment
Property is stated at cost less accumulated depreciation and accumulated impairment losses, if any. Depreciation is calculated
on the straight-line basis over the following expected useful lives from the date on which they become fully operational and after
taking into account their estimated residual values:
Categories
|
|
Expected useful life
|
|
Residual value
|
|
Leasehold land and buildings
|
|
50 years
|
|
|
-
|
|
Furniture and fixtures
|
|
3 - 10 years
|
|
|
5
|
%
|
Office equipment
|
|
3 - 10 years
|
|
|
5% - 10
|
%
|
Leasehold improvement
|
|
Over the shorter of estimated useful life or term of lease
|
|
|
-
|
|
The
cost of leasehold land and buildings includes the purchase price of property, legal fees, and other acquisition costs.
Depreciation
expense, classified as cost of rental, for the nine months ended September 30, 2017 and 2016 were $22,516 and $22,285, respectively.
●
Plant and equipment
Plant
and equipment are stated at cost less accumulated depreciation and accumulated impairment losses, if any. Depreciation is calculated
on the straight-line basis over the following expected useful lives from the date on which they become fully operational and after
taking into account their estimated residual values:
Categories
|
|
Expected useful life
|
|
Residual value
|
|
Furniture and fixtures
|
|
3 - 10 years
|
|
|
5
|
%
|
Office equipment
|
|
3 - 10 years
|
|
|
5% - 10
|
%
|
Leasehold improvement
|
|
Over the shorter of estimated useful life or term of lease
|
|
|
-
|
|
Expenditures
for maintenance and repairs are expensed as incurred. The gain or loss on the disposal of plant and equipment is the difference
between the net sales proceeds and the carrying amount of the relevant assets and is recognized in the statement of operations.
Depreciation
expense, classified as operating expenses, for the nine months ended September 30, 2017 and 2016 were $15,015 and $11,513, respectively.
GREENPRO
CAPITAL CORP.
NOTES
TO CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR
THE NINE MONTHS ENDED SEPTEMBER 30, 2017
(Currency
expressed in United States Dollars (“US$”))
(Unaudited)
●
Intangible assets
Intangible
assets are stated at cost less accumulated amortization. Intangible assets represented the registration costs of trade marks registered
in Hong Kong, the PRC, and Malaysia, which are amortized on a straight-line basis over a useful life of ten years. Intangible
assets acquired in business combinations are considered customer lists and order backlogs amortized on a straight-line basis over
a useful life of five years and six years, respectively.
The
Company follows ASC Topic 350 in accounting for intangible assets, which requires impairment losses to be recorded when indicators
of impairment are present and the undiscounted cash flows estimated to be generated by the assets are less than the assets’
carrying amounts. There were no impairment losses recorded on intangible assets for the nine months ended September 30, 2017 and
2016.
Amortization
expense for the nine months ended September 30, 2017 and 2016 were $100,626 and $90,509 respectively.
●
Goodwill
Goodwill
is the excess of cost of an acquired entity over the fair value of amounts assigned to assets acquired and liabilities assumed
in a business combination. With the provision of ASC 350
“Goodwill and Other”
, goodwill is not amortized, rather
it is tested for impairment annually, and will be tested for impairment between annual tests if an event occurs or circumstances
change that would indicate the carrying amount may be impaired. An impairment loss generally would be recognized when the carrying
amount of the reporting unit’s net assets exceeds the estimated fair value of the reporting unit and would be measured as
the excess carrying value of goodwill over the derived fair value of goodwill. The Company’s policy is to perform its annual
impairment testing for its reporting units on December 31, of each fiscal year.
●
Impairment of long-lived assets
Long-lived
assets primarily include property, plant and equipment and intangible assets. In accordance with the provision of ASC Topic 360-10-5,
“
Impairment or Disposal of Long-Lived Assets
”, the Company generally conducts its annual impairment evaluation
to its long-lived assets, usually in the fourth quarter of each year, or more frequently if indicators of impairment exist, such
as a significant sustained change in the business climate. The recoverability of long-lived assets is measured at the reporting
unit level. If the total of the expected undiscounted future net cash flows is less than the carrying amount of the asset, a loss
is recognized for the difference between the fair value and carrying amount of the asset. There has been no impairment charge
for the periods presented.
●
Cash value of life insurance
The
cash value of life insurance relates to the Company-owned life insurance policies on the general manager and executive corporate
advisor of the Company, which is stated at the cash surrender value of the contract.
GREENPRO
CAPITAL CORP.
NOTES
TO CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR
THE NINE MONTHS ENDED SEPTEMBER 30, 2017
(Currency
expressed in United States Dollars (“US$”))
(Unaudited)
●
Investments in unconsolidated entities
Under
the equity method of accounting, investments in unconsolidated entities are initially recognized in the consolidated balance sheet
at cost and are subsequently adjusted to reflect the Company’s proportionate share of net earnings or losses of the entity,
distributions received, contributions and certain other adjustments, as appropriate. The Company’s share of the income or
loss of the unconsolidated entity is reflected in the consolidated statements of operations and will increase or decrease, as
applicable, the carrying value of the Company’s investments in unconsolidated entities on the consolidated balance sheet.
When
the investment cost in an unconsolidated entity is reduced to zero, the Company records no further losses in its consolidated
statements of operations unless the Company has an outstanding guarantee obligation or has committed additional funding to the
entity. When such entity subsequently reports income, the Company will not record its share of such income until it exceeds the
amount of the Company’s share of losses not previously recognized.
●
Comprehensive income
Comprehensive
income is defined as the change in equity of a business enterprise during a period from transactions and other events and circumstances
from non-owner sources. The Company’s accumulated other comprehensive income consists of cumulative foreign currency translation
adjustments.
●
Revenue recognition
The
Company recognizes its revenue in accordance with ASC Topic 605, “
Revenue Recognition
”, upon the delivery of
its products when: (1) delivery has occurred or services rendered; (2) persuasive evidence of an arrangement exists; (3) there
are no continuing obligations to the customer; and (4) the collection of related accounts receivable is probable.
(a)
Rental income
Revenue
from rental of leasehold land and buildings are recognized on a straight-line basis over the lease term when collectability is
reasonably assured and the tenant has taken possession or controls the physical use of the leased assets.
The
Company leases its commercial office premises in Malaysia and Hong Kong under various non-cancelable operating leases with terms
of two to three years and renewal options. For the nine months ended September 30, 2017, the Company has recorded $139,281 in
rental revenue, based upon its annual rental over the life of the lease under operating lease, using straight-line method.
(b)
Service income
Revenue
from the provision of (i) business consulting and advisory services and (ii) company secretarial, accounting and financial review
services are recognized when there is (i) an existence of contract or an arrangement (ii) services are rendered, (iii) the service
price is fixed or determinable, and (iv) collectability is reasonable assured.
(c)
Sale of properties
Revenue
from the sale of properties is recognized at the time each unit is delivered and title and possession are transferred to the buyer.
Specifically, the Company utilizes the full accrual method where recognition occurs when (i) the collectability of the sales price
is reasonably assured, (ii) the seller is not obligated to perform significant activities after the sale, (iii) the initial investment
from the buyer is sufficient, and (iv) the Company recognizes revenue when it satisfies a performance obligation by transferring
control of a promised property to a customer.
Revenue
on sales of properties may be deferred in whole or in part until the requirements for revenue recognition have been met.
GREENPRO
CAPITAL CORP.
NOTES
TO CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR
THE NINE MONTHS ENDED SEPTEMBER 30, 2017
(Currency
expressed in United States Dollars (“US$”))
(Unaudited)
●
Cost of revenues
Cost
of revenue on rental shown on the accompanying statements of operations include costs associated with government rent and rates,
repairs and maintenance, property insurance, depreciation and other related administrative costs. Property management fee and
utility expenses are paid directly by tenants.
Costs
of revenue on provision of services primarily consist of employee compensation and related payroll benefits, company formation
cost and other professional fees directly attributable to cost in related to the services rendered.
Cost
of revenues on sale of properties primary consist of the purchase price of property, legal fees, improvement costs to the building
structure, and other acquisition costs. Selling and advertising costs are expensed as incurred.
●
Non-controlling interest
Non-controlling
interest represents the capital contribution, income and loss attributable to the shareholders of less than wholly-owned and consolidated
entities.
●
Income taxes
Income
taxes are determined in accordance with the provisions of ASC Topic 740, “
Income Taxes
” (“ASC 740”).
Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences
between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Deferred tax
assets and liabilities are measured using enacted income tax rates expected to apply to taxable income in the years in which those
temporary differences are expected to be recovered or settled. Any effect on deferred tax assets and liabilities of a change in
tax rates is recognized in income in the period that includes the enactment date.
ASC
740 prescribes a comprehensive model for how companies should recognize, measure, present, and disclose in their financial statements
uncertain tax positions taken or expected to be taken on a tax return. Under ASC 740, tax positions must initially be recognized
in the financial statements when it is more likely than not the position will be sustained upon examination by the tax authorities.
Such tax positions must initially and subsequently be measured as the largest amount of tax benefit that has a greater than 50%
likelihood of being realized upon ultimate settlement with the tax authority assuming full knowledge of the position and relevant
facts.
The
Company conducts major businesses in Hong Kong, Malaysia and China and is subject to tax in its own jurisdiction. As a result
of its business activities, the Company will file separate tax returns that are subject to examination by the foreign tax authorities.
●
Foreign currencies translation
Transactions
denominated in currencies other than the functional currency are translated into the functional currency at the exchange rates
prevailing at the dates of the transaction. Monetary assets and liabilities denominated in currencies other than the functional
currency are translated into the functional currency using the applicable exchange rates at the balance sheet dates. The resulting
exchange differences are recorded in the statement of operations.
GREENPRO
CAPITAL CORP.
NOTES
TO CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR
THE NINE MONTHS ENDED SEPTEMBER 30, 2017
(Currency
expressed in United States Dollars (“US$”))
(Unaudited)
The
reporting currency of the Company is the United States Dollars (“US$”) and the accompanying financial statements have
been expressed in US$. In addition, the Company’s operating subsidiaries maintain their books and records in their respective
local currency, Malaysian Ringgit (“MYR”), Renminbi (“RMB”), and Hong Kong Dollars (“HK$”),
which is also the respective functional currencies for each subsidiary as they are the primary currency of the economic environment
in which each subsidiary operates.
In
general, for consolidation purposes, assets and liabilities of its subsidiaries whose functional currency is not the US$ are translated
into US$, in accordance with ASC Topic 830-30, “
Translation of Financial Statement”
, using the exchange rate
on the balance sheet date. Revenues and expenses are translated at average rates prevailing during the period. The gains and losses
resulting from translation of financial statements of a foreign subsidiary are recorded as a separate component of accumulated
other comprehensive income within the statement of stockholders’ equity.
Translation
of amounts from the local currencies of the Company into US$ has been made at the following exchange rates for the respective
periods:
|
|
As of and for the nine
months ended September 30,
|
|
|
|
2017
|
|
|
2016
|
|
Period-end MYR : US$1 exchange rate
|
|
|
4.22
|
|
|
|
4.12
|
|
Period-average MYR : US$1 exchange rate
|
|
|
4.33
|
|
|
|
4.17
|
|
Period-end RMB : US$1 exchange rate
|
|
|
6.65
|
|
|
|
6.67
|
|
Period-average RMB : US$1 exchange rate
|
|
|
6.79
|
|
|
|
6.52
|
|
Period-end / average HK$ : US$1 exchange rate
|
|
|
7.75
|
|
|
|
7.75
|
|
●
Related parties
Parties,
which can be a corporation or individual, are considered to be related if the Company has the ability, directly or indirectly,
to control the other party or exercise significant influence over the other party in making financial and operating decisions.
Companies are also considered to be related if they are subject to common control or common significant influence.
●
Segment reporting
ASC
Topic 280, “
Segment Reporting
” establishes standards for reporting information about operating segments on
a basis consistent with the Company’s internal organization structure as well as information about services categories,
business segments and major customers in financial statements. The Company operates in three reportable operating segments, being
service business, real estate business and corporate business.
●
Business Combination
ASC
805, Business Combinations (“ASC 805”), applies the acquisition method of accounting for business combinations to
all acquisitions where the acquirer gains a controlling interest, regardless of whether consideration was exchanged. ASC 805 establishes
principles and requirements for how the acquirer: a) recognizes and measures in its financial statements the identifiable assets
acquired, the liabilities assumed, and any non-controlling interest in the acquiree; b) recognizes and measures the goodwill acquired
in the business combination or a gain from a bargain purchase; and c) determines what information to disclose to enable users
of the financial statements to evaluate the nature and financial effects of the business combination. Accounting for acquisitions
requires the Company to recognize, separately from goodwill, the assets acquired and the liabilities assumed at their acquisition-date
fair values. Goodwill as of the acquisition date is measured as the excess of consideration transferred and the net of the acquisition-date
fair values of the assets acquired and the liabilities assumed. While the Company uses its best estimates and assumptions to accurately
value assets acquired and liabilities assumed at the acquisition date, the estimates are inherently uncertain and subject to refinement.
As a result, during the measurement period, which may be up to one year from the acquisition date, the Company may record adjustments
to the assets acquired and liabilities assumed with the corresponding offset to goodwill. Upon the conclusion of the measurement
period or final determination of the values of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments
are recorded to the consolidated statements of operations.
●
Fair value of financial instruments
The
carrying value of the Company’s financial instruments: cash and cash equivalents, accounts receivable, deposits, prepayments
and other receivables, accounts payable, receipts in advance, bank loan (current and long term), loan from shareholders, amounts
due to directors, amount due to related companies, amount due to non-controlling interest party, and other payables and accrued
liabilities approximate at their fair values because of the short-term nature of these financial instruments.
GREENPRO
CAPITAL CORP.
NOTES
TO CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR
THE NINE MONTHS ENDED SEPTEMBER 30, 2017
(Currency
expressed in United States Dollars (“US$”))
(Unaudited)
The
Company follows the guidance of the ASC Topic 820-10, “
Fair Value Measurements and Disclosures
” (“ASC
820-10”), with respect to financial assets and liabilities that are measured at fair value. ASC 820-10 establishes a three-tier
fair value hierarchy that prioritizes the inputs used in measuring fair value as follows:
●
|
Level
1
: Observable inputs such as quoted prices in active markets;
|
|
|
●
|
Level
2
: Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and
|
|
|
●
|
Level
3
: Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its
own assumptions
|
●
Recent accounting pronouncements
In
May 2014, the FASB issued Accounting Standards Update No. 2014-09, “Revenue from Contracts with Customers” (“ASU
2014-09”). ASU 2014-09 supersedes the revenue recognition requirements in “Revenue Recognition (Topic 605)”,
and requires entities to recognize revenue when it transfers promised goods or services to customers in an amount that reflects
the consideration to which the entity expects to be entitled to in exchange for those goods or services. ASU 2014-09 is effective
for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. Early
adoption is not permitted. In August 2015, the FASB issued an Accounting Standards Update to defer by one year the effective dates
of its new revenue recognition standard until annual reporting periods beginning after December 15, 2017 (2018 for calendar-year
public entities) and interim periods therein. Management is currently assessing the impact the adoption of ASU 2014-09 and has
not determined the effect of the standard on our ongoing financial reporting.
In
August 2014, the FASB issued ASU No. 2014-15,
Presentation of Financial Statements – Going Concern: Disclosure of Uncertainties
about an Entity’s Ability to Continue as a Going Concern
(“ASU 2014-15”). ASU 2014-15 requires management
to evaluate whether there is substantial doubt about the entity’s ability to continue as a going concern and, if so, provide
certain footnote disclosures. ASU 2014-15 is effective for annual periods ending after December 15, 2016, including interim reporting
periods thereafter. We adopted ASU 2014-15 as of December 31, 2016, but it did not impact our consolidated financial statements.
In
January 2017, the FASB issued Accounting Standards Update No. 2017-01,
Business Combinations (Topic 805): Clarifying the Definition
of a Business
(ASU 2017-01), which revises the definition of a business and provides new guidance in evaluating when a set
of transferred assets and activities is a business. This guidance will be effective for us in the first quarter of 2018 on a prospective
basis, and early adoption is permitted. We do not expect the standard to have a material impact on our consolidated financial
statements.
In
January 2017, the FASB issued Accounting Standards Update No. 2017-04,
Intangibles - Goodwill and Other (Topic 350): Simplifying
the Test for Goodwill Impairment
(ASU 2017-04), which eliminates step two from the goodwill impairment test. Under ASU 2017-04,
an entity should recognize an impairment charge for the amount by which the carrying amount of a reporting unit exceeds its fair
value up to the amount of goodwill allocated to that reporting unit. This guidance will be effective for us in the first quarter
of 2020 on a prospective basis, and early adoption is permitted. We do not expect the standard to have a material impact on our
consolidated financial statements.
The
Company has reviewed all recently issued, but not yet effective, accounting pronouncements and does not believe the future adoption
of any such pronouncements may be expected to cause a material impact on its financial condition or the results of its operations.
GREENPRO
CAPITAL CORP.
NOTES
TO CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR
THE NINE MONTHS ENDED SEPTEMBER 30, 2017
(Currency
expressed in United States Dollars (“US$”))
(Unaudited)
NOTE
3 - BUSINESS COMBINATIONS
On
September 30, 2015, GRNQ completed the purchase of a 100% equity interest and assets of Falcon Secretaries Limited, Ace Corporate
Services Limited, and Shenzhen Falcon Financial Consulting Limited (Collectively known as “F&A”). On the same
day, GRNQ completed the purchase of a 60% equity interest and assets of Yabez (Hong Kong) Company Limited (“Yabez”).
As
of the acquisition date, the allocations of the purchase price are stated as follows:
|
|
F&A
|
|
|
Yabez
|
|
|
Total
|
|
Plant and equipment
|
|
$
|
1,270
|
|
|
$
|
3,026
|
|
|
$
|
4,296
|
|
Accounts receivable
|
|
|
103,578
|
|
|
|
39,435
|
|
|
|
143,013
|
|
Prepayments, deposits and other receivables
|
|
|
5,467
|
|
|
|
6,479
|
|
|
|
11,946
|
|
Cash and cash equivalents
|
|
|
21,520
|
|
|
|
29,050
|
|
|
|
50,570
|
|
Accounts payable and accrued liabilities
|
|
|
(129,039
|
)
|
|
|
(39,627
|
)
|
|
|
(168,666
|
)
|
Intangible assets
|
|
|
449,500
|
|
|
|
175,000
|
|
|
|
624,500
|
|
Goodwill*
|
|
|
1,211,864
|
|
|
|
260,865
|
|
|
|
1,472,729
|
|
Fair value of F&A and Yabez, respectively
|
|
|
1,664,160
|
|
|
|
474,228
|
|
|
|
2,138,388
|
|
Non-controlling interest
|
|
|
-
|
|
|
|
(85,291
|
)
|
|
|
(85,291
|
)
|
Total purchase consideration**
|
|
$
|
1,664,160
|
|
|
$
|
388,937
|
|
|
$
|
2,053,097
|
|
*The
goodwill was adjusted from $1,402,316 in 2015 to $1,472,729 in 2016 due to finalization of the purchase price allocation and valuation
of the acquired entities.
**Total
purchase consideration consisted of 2,080,200 and 486,171 shares of GRNQ common stock, which was priced at $0.80 per share, for
F&A and Yabez, respectively.
On
April 25, 2017, GRNQ completed the purchase of a 60% equity interest and assets of Billion Sino Holdings Limited (“BSHL”).
(See Note 1).
On
April 28, 2017, GSHL sold two (2) ordinary shares of Gushen Credit Limited (“GCL”) to GRNQ, representing 100% of ownership,
for a total consideration of $0.26 in cash. (See Note 1).
As
of the acquisition date, the allocations of the purchase price are stated as follows:
|
|
BSHL
|
|
|
GCL
|
|
|
Total
|
|
Rental and utility deposit
|
|
$
|
3,481
|
|
|
$
|
-
|
|
|
$
|
3,481
|
|
Bank fixed deposit
|
|
|
12,903
|
|
|
|
-
|
|
|
|
12,903
|
|
Cash and cash equivalents
|
|
|
132,451
|
|
|
|
-
|
|
|
|
132,451
|
|
Amount due to a director
|
|
|
(16,597
|
)
|
|
|
-
|
|
|
|
(16,597
|
)
|
Accrued expenses
|
|
|
(90,939
|
)
|
|
|
(93,565
|
)
|
|
|
(184,504
|
)
|
Intangible assets
|
|
|
94,057
|
|
|
|
-
|
|
|
|
94,057
|
|
Deferred tax liabilities
|
|
|
(15,519
|
)
|
|
|
-
|
|
|
|
(15,519
|
)
|
Goodwill
|
|
|
1,120,356
|
|
|
|
93,565
|
|
|
|
1,213,921
|
|
Fair value of BSHL
|
|
|
1,240,193
|
|
|
|
-
|
|
|
|
1,240,193
|
|
Non-controlling interest
|
|
|
(47,935
|
)
|
|
|
-
|
|
|
|
(47,935
|
)
|
Total purchase consideration*
|
|
$
|
1,192,258
|
|
|
$
|
-
|
|
|
$
|
1,192,258
|
|
*Total
purchase consideration consisted of 340,645 shares of GRNQ common stock, which was priced at $3.50 per share, for BSHL.
The
following unaudited pro forma information presents the combined results of operations as if the acquisition of BSHL had been completed
on January 1, 2016, the beginning of the comparable prior annual reporting period.
The
unaudited pro forma results do not reflect any cost saving synergies from operating efficiencies or the effect of the incremental
costs incurred in integrating the two companies. Accordingly, these unaudited pro forma results are presented for informational
purpose only and are not necessarily indicative of what the actual results of operations of the combined company would have been
if the acquisition had occurred at the beginning of the period presented, nor are they indicative of future results of operations:
|
|
For the nine months ended September 30
|
|
|
|
2017
|
|
|
2016
|
|
|
|
(unaudited)
|
|
|
(unaudited)
|
|
Revenue
|
|
$
|
3,126,923
|
|
|
$
|
1,879,063
|
|
Gross profit
|
|
|
2,281,475
|
|
|
|
1,003.807
|
|
Operating income (loss)
|
|
|
80,139
|
|
|
|
(322,635
|
)
|
Net income (loss)
|
|
$
|
20,107
|
|
|
$
|
(194,350
|
)
|
Net income (loss) per share
|
|
|
0.00
|
|
|
|
(0.00
|
)
|
GREENPRO
CAPITAL CORP.
NOTES
TO CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR
THE NINE MONTHS ENDED SEPTEMBER 30, 2017
(Currency
expressed in United States Dollars (“US$”))
(Unaudited)
NOTE
4 - AMOUNT DUE FROM RELATED COMPANIES
|
|
As of
|
|
|
As of
|
|
|
|
September 30, 2017
|
|
|
December 31, 2016
|
|
|
|
(unaudited)
|
|
|
(audited)
|
|
Amount Due From Related Companies
|
|
|
33,190
|
|
|
|
30,215
|
|
Total
|
|
$
|
33,190
|
|
|
$
|
30,215
|
|
The
amount due from related companies are interest free, with no specific term of repayment.
NOTE
5 - INVENTORY - FINISHED PROPERTY
Inventory
– Finished Property represents properties which were acquired directly or through foreclosure for which a committed plan
to sell exists and an active program to market such properties has been initiated. We planned to use our best efforts to sell
the inventory to generate revenue in fiscal 2017. Inventory is stated at cost unless the inventory is determined to be impaired
in which case the impaired inventory is written down to fair value. (See Note 2).
NOTE
6 - INVESTMENT PROPERTY
|
|
As of
|
|
|
As of
|
|
|
|
September 30, 2017
|
|
|
December 31, 2016
|
|
|
|
(unaudited)
|
|
|
(audited)
|
|
Leasehold land and buildings for rental purpose
|
|
$
|
1,046,066
|
|
|
$
|
1,044,213
|
|
Furniture and fixtures
|
|
|
68,964
|
|
|
|
64,695
|
|
Office equipment
|
|
|
16,395
|
|
|
|
12,263
|
|
Leasehold improvement
|
|
|
90,645
|
|
|
|
87,920
|
|
|
|
|
1,222,070
|
|
|
|
1,209,091
|
|
Less: Accumulated depreciation
|
|
|
(223,329
|
)
|
|
|
(194,802
|
)
|
Total
|
|
$
|
998,741
|
|
|
$
|
1,014,289
|
|
Depreciation
expense, classified as cost of rental, was $22,516 and $22,285 for the nine months ended September 30, 2017 and 2016, respectively.
GREENPRO CAPITAL CORP.
NOTES
TO CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR
THE NINE MONTHS ENDED SEPTEMBER 30, 2017
(Currency
expressed in United States Dollars (“US$”))
(Unaudited)
NOTE
7 - PLANT AND EQUIPMENT
|
|
As of
|
|
|
As of
|
|
|
|
September 30, 2017
|
|
|
December 31, 2016
|
|
|
|
(unaudited)
|
|
|
(audited)
|
|
Furniture and fixtures
|
|
$
|
48,145
|
|
|
$
|
27,570
|
|
Office equipment
|
|
|
46,625
|
|
|
|
31,078
|
|
Leasehold improvement
|
|
|
41,747
|
|
|
|
13,992
|
|
|
|
|
136,517
|
|
|
|
72,640
|
|
Less: Accumulated depreciation
|
|
|
(54,180
|
)
|
|
|
(34,109
|
)
|
Total
|
|
$
|
82,337
|
|
|
$
|
38,531
|
|
Depreciation
expense, classified as operating expenses, was $15,015 and $11,513 for the nine months ended September 30, 2017 and 2016, respectively.
NOTE
8 - CASH SURRENDER VALUE OF LIFE INSURANCE
On
September 9, 2013, the Company purchased insurance on the life of the General Manager of the Company. As beneficiary, the Company
receives the cash surrender value if the policy is terminated and, upon death of the insured, receives all benefits payable. Net
cash surrender value of this life insurance is presented in the accompanying financial statement, net of surrender charge.
On
May 15, 2015, the Company purchased additional insurance on the life of an executive Corporate Advisor of the Company. As beneficiary,
the Company receives the cash surrender value if the policy is terminated and, upon death of the insured, receives all benefits
payable. The cash surrender value of this life insurance is pledged as collateral against HK$902,663 (approximately $116,473)
credit facility with Hang Seng Bank Limited. Cash value of this life insurance is presented in the accompanying financial statement,
net of the policy loan. The loan carries interest at an effective rate of 1.75% per annum over 1 month Hong Kong Interbank Offered
Rate (“HIBOR”), payable with one lump sum on maturity in May 2016, which is secured by the cash value of the life
insurance policy and personally guaranteed by Mr. Lee Chong Kuang and Mr. Loke Che Chan, the directors of the Company. The loan
was renewed on May 27, 2016 and July 17, 2017. The loan carries interest at 1.75% per annum over 1 month HIBOR or the Bank’s
Cost of Funds, whichever is higher, payable at the end of each interest period. Final maturity date of the loan is 12 months from
the date of drawdown.
A
summary of the net cash surrender value of life insurance as of September 30, 2017 is reported below:
|
|
As of
September 30, 2017
|
|
|
As of
December 31, 2016
|
|
|
|
(unaudited)
|
|
|
(audited)
|
|
Cash surrender value of life insurance
|
|
$
|
190,750
|
|
|
$
|
172,531
|
|
Less: policy loan balance outstanding
|
|
|
(116,473
|
)
|
|
|
(116,473
|
)
|
|
|
|
|
|
|
|
|
|
Cash surrender value of life insurance, net
|
|
$
|
74,277
|
|
|
$
|
56,058
|
|
GREENPRO
CAPITAL CORP.
NOTES
TO CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR
THE NINE MONTHS ENDED SEPTEMBER 30, 2017
(Currency
expressed in United States Dollars (“US$”))
(Unaudited)
NOTE
9 - INVESTMENTS IN UNCONSOLIDATED ENTITIES
For
the nine months ended September 30, 2017, the Company invested in four unconsolidated entities, namely Agape ATP Corporation,
Dongjia, Inc., Aquarius Protection Fund SPC and Bioplus Life Corp., with initial investment amounts of $1,750, $1,500, $200,000,
and $1,750 respectively. The Company’s ownership was less than 5% in each investment and each investment is accounted for
under the cost method of accounting.
For
the year ended December 31, 2016, the Company invested in four unconsolidated entities, in which the Company’s ownership
ranges from 19% to 50% and are accounted for under the equity method of accounting, with initial investment amount aggregated
of $10,507. The Company recognized its share of loss on investments in unconsolidated entities of $0 and $10,507 for nine months
ended September 30, 2017 and for the year ended December 31, 2016, respectively.
For
the year ended December 31, 2016, the Company invested in Greenpro Trust Limited with an initial investment amount of $51,613,
which is approximately 12% of the equity interest of Greenpro Trust Limited and is accounted for under the cost method of accounting.
Greenpro Trust Limited is a company incorporated in Hong Kong with 3,400,000 ordinary shares authorized, issued and outstanding
at a par value of HK$1. Mr. Lee Chong Kuang and Mr. Loke Che Chan, Gilbert are the common directors of Greenpro Trust Limited
and the Company.
Combined
summarized financial information for all the unconsolidated entities (under equity method of accounting) are as follows:
|
|
As of
September 30, 2017
|
|
|
As of
December 31, 2016
|
|
|
|
|
|
|
|
|
Total assets
|
|
$
|
981,529
|
|
|
$
|
1,642,569
|
|
Total liabilities
|
|
$
|
563,606
|
|
|
$
|
897,032
|
|
|
|
For the nine
months ended
September 30, 2017
|
|
|
For the year ended
December 31, 2016
|
|
|
|
|
|
|
|
|
Revenue
|
|
$
|
144,184
|
|
|
$
|
168,742
|
|
Net loss for the period/year
|
|
$
|
444,311
|
|
|
$
|
1,256,789
|
|
NOTE
10 –INTANGIBLE ASSETS
|
|
As of
|
|
|
As of
|
|
|
|
September 30, 2017
|
|
|
December 31, 2016
|
|
|
|
(unaudited)
|
|
|
(audited)
|
|
Trademarks
|
|
$
|
6,186
|
|
|
$
|
5,127
|
|
Customer Lists (Acquired in Business Combination)
|
|
|
624,500
|
|
|
|
624,500
|
|
Order Backlogs (Acquired in Business Combination)
|
|
|
94,057
|
|
|
|
-
|
|
|
|
|
724,743
|
|
|
|
629,627
|
|
Less: Accumulated amortization
|
|
|
(257,933
|
)
|
|
|
(157,307
|
)
|
Total
|
|
$
|
466,810
|
|
|
$
|
472,320
|
|
Amortization
expense for the nine months ended September 30, 2017 and 2016 were $100,626 and $90,509 respectively.
NOTE
11 - ACCOUNTS PAYABLE AND ACCRUED LIABILITIES
Accounts
payable and accrued liabilities consist of:
|
|
As of
|
|
|
As of
|
|
|
|
September 30, 2017
|
|
|
December 31, 2016
|
|
|
|
(unaudited)
|
|
|
(audited)
|
|
Accounts payable
|
|
$
|
49,669
|
|
|
$
|
39,971
|
|
Receipts in advance
|
|
|
-
|
|
|
|
4,261
|
|
Short term loan
|
|
|
1,032,258
|
|
|
|
-
|
|
Other payables and accrued liabilities
|
|
|
211,207
|
|
|
|
197,557
|
|
Total
|
|
$
|
1,293,134
|
|
|
$
|
241,789
|
|
NOTE
12 - AMOUNTS DUE TO RELATED PARTIES
|
|
As of
|
|
|
As of
|
|
|
|
September 30, 2017
|
|
|
December 31, 2016
|
|
|
|
(unaudited)
|
|
|
(audited)
|
|
Amounts due to shareholders
|
|
$
|
394
|
|
|
$
|
4,883
|
|
Amount due to non-controlling interest party
|
|
|
1,622,357
|
|
|
|
1,441,548
|
|
Amount due to related companies
|
|
|
2,764
|
|
|
|
16,955
|
|
Total
|
|
$
|
1,625,515
|
|
|
$
|
1,463,386
|
|
For
the amount due to related companies, those are expenses paid to third parties by the related companies, they are interest free
and repayable on demand.
GREENPRO
CAPITAL CORP.
NOTES
TO CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR
THE NINE MONTHS ENDED SEPTEMBER 30, 2017
(Currency
expressed in United States Dollars (“US$”))
(Unaudited)
As
of September 30, 2017, the non-controlling interest party of Forward Win advanced $1,441,548 to the Company, which is unsecured,
bears no interest and is payable upon demand, for the purchase of real properties for trading purposes.
NOTE
13 - AMOUNTS DUE TO DIRECTORS
As
of September 30, 2017, the directors of the Company advanced collectively $220,569 to the Company, which is unsecured, bears no
interest and is payable upon demand, for working capital purposes. Imputed interest is considered insignificant.
NOTE
14 - LONG-TERM BANK LOANS
|
|
As of
|
|
|
As of
|
|
|
|
September 30, 2017
|
|
|
December 31, 2016
|
|
|
|
(unaudited)
|
|
|
(audited)
|
|
Bank loans from financial institutions in Malaysia
|
|
|
|
|
|
|
|
|
Standard Chartered Saadiq Berhad
|
|
$
|
351,032
|
|
|
$
|
337,464
|
|
United Overseas Bank (Malaysia) Berhad
|
|
|
240,193
|
|
|
|
229,706
|
|
|
|
|
591,225
|
|
|
|
567,170
|
|
Less: current portion
|
|
|
(14,678
|
)
|
|
|
(13,042
|
)
|
Bank loan, net of current portion
|
|
$
|
576,547
|
|
|
$
|
554,128
|
|
In
May 2013, the Company obtained a loan in the principal amount of MYR1,629,744 (approximately $495,170) from Standard Chartered
Saadiq Berhad, a financial institution in Malaysia to finance the acquisition of leasehold office units at Skypark One City, Selangor
in Kuala Lumpur, Malaysia which bears interest at the base lending rate less 2.1% per annum with 300 monthly installments of MYR9,287
(approximately $2,840) each and will mature in May 2038. The mortgage loan is secured by (i) the first legal charge over the property,
(ii) personally guaranteed by Mr. Lee Chong Kuang and Mr. Loke Che Chan Gilbert, the directors of the Company, and (iii) corporate
guaranteed by a related company which is controlled by the directors of the Company.
In
August 2013, the Company, through Mr. Lee Chong Kuang, the director of the Company, obtained a loan in the principal amount of
MYR1,074,696 (approximately $326,530) from United Overseas Bank (Malaysia) Berhad, a financial institution in Malaysia to finance
the acquisition of a leasehold office unit at Northpoint, Mid Valley City in Kuala Lumpur, Malaysia which bears interest at the
base lending rate less 2.2% per annum with 360 monthly installments of MYR5,382 (approximately $1,645) each and will mature in
August 2043. The mortgage loan is secured by the first legal charge over the property.
Maturities
of the long-term bank loans for each of the five years and thereafter following September 30, 2017 are as follows:
Year ending September 30:
|
|
|
|
2018
|
|
$
|
14,678
|
|
2019
|
|
|
15,496
|
|
2020
|
|
|
16,167
|
|
2021
|
|
|
17,017
|
|
2022
|
|
|
17,835
|
|
Thereafter
|
|
|
510,032
|
|
|
|
|
|
|
Total
|
|
$
|
591,225
|
|
For
the nine months ended September 30, 2017 and 2016, the base lending rate are 6.70% and 6.81% per annum, respectively.
GREENPRO
CAPITAL CORP.
NOTES
TO CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR
THE NINE MONTHS ENDED SEPTEMBER 30, 2017
(Currency
expressed in United States Dollars (“US$”))
(Unaudited)
NOTE
15 - COMMON STOCK
On
July 31, 2015, GRNQ completed the purchase of GRBV and issued 9,070,000 shares of its restricted common stock at $0.35 per share
to the stockholders of GRBV and paid $25,500 in cash, representing an aggregate purchase consideration of $3,200,000.
On
August 20, 2015, GRNQ entered into a Subscription Agreement with an investor in a private placement of a total of 625,000 shares
of common stock at a subscription price of $0.80 per share, for aggregate gross proceeds of $500,000.
On
August 21, 2015, GRNQ entered into two Subscription Agreements with two investors in a private placement of a total of 500,000
shares of common stock at a subscription price of $1 per share, for aggregate gross proceeds of $500,000.
On
August 31, 2015, GRNQ issued an aggregate of 1,171,000 shares of its restricted common stock pursuant to the conversion of $1,171,000
of two promissory notes issued on July 10, 2015.
On
September 30, 2015, GRNQ completed the purchase of A&G, F&A and Yabez pursuant to acquisition agreements and issued 1,842,000
shares, 2,080,200 shares, and 486,171 shares, respectively, of its restricted common stock at $0.52 per share to the stockholders
of A&G, F&A, and Yabez, respectively, representing an aggregate purchase consideration of $2,292,352. Due to the Company’s
thinly-traded market, the purchase price consideration transferred was based on the latest offering price in the private placement
to a third party before the acquisition closing date, which was $0.80 per share of restricted common stock. The aggregate purchase
consideration was $4,408,371.
On
September 30, 2015, GRNQ completed the purchase of GPVC pursuant to a sale and purchase agreement, an entity under common control
of the Company’s directors, and issued 13,260,000 shares of its restricted common stock at $0.60 per share to the stockholders
of GPVC and paid $6,000 in cash, representing an aggregate purchase consideration of $7,962,000. The aggregate purchase consideration
based on fair value, which is $0.8 per share of restricted common stock, is amount of 10,608,000.
On
October 19, 2015, GRNQ entered into a number of Subscription Agreements with investors in a private placement of a total of 96,270
shares of common stock at a subscription price of $1.50 per share, for aggregate gross proceeds of $144,405.
On
December 31, 2015, GRNQ entered into two Subscription Agreements with two investors in a private placement of a total of 410,314
shares of common stock at a subscription price of $1.50 per share, for aggregate gross proceeds of $615,471.
On
May 20, 2016, GRNQ entered into three Subscription Agreements with three investors in a private placement of a total of 257,500
shares of common stock at a subscription price of $1.60 per share, for aggregate gross proceeds of $412,000.
On
December 7, 2016, GRNQ entered into a Subscription Agreement with an investor in a private placement of a total of 27,700 shares
of common stock at a subscription price of $1.80 per share, for aggregate gross proceeds of $49,860.
On
December 27, 2016, GRNQ entered into two Subscription Agreements with two investors in a private placement of a total of 138,804
shares of common stock at a subscription price of $1.80 per share, for aggregate gross proceeds of $249,847.
On
January 13, 2017, GRNQ entered into two Subscription Agreements with two investors in a private placement of a total of 199,922
shares of common stock at a subscription price of $1.80 per share, for aggregate gross proceeds of $359,860.
On
March 8, 2017, GRNQ entered into two Subscription Agreements with two investors in a private placement of a total of 278,162 shares
of common stock at a subscription price of $2.00 per share, for aggregate gross proceeds of $556,324.
On
April 18, 2017, GRNQ entered into a Subscription Agreement with an investor in a private placement of a total of 27,472 shares
of common stock at a subscription price of $2.50 per share, for aggregate gross proceeds of $68,680.
On
April 25, 2017, GRNQ completed the purchase of Billion Sino Holdings Limited and issued 340,645 shares of its restricted common
stock at $3.50 per share to the stockholders of Billion Sino Holdings Limited, representing an aggregate purchase consideration
of $1,192,258.
As
of September 30, 2017, the Company has 53,233,960 shares issued and outstanding. There are no shares of preferred stock issued
and outstanding.
GREENPRO
CAPITAL CORP.
NOTES
TO CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR
THE NINE MONTHS ENDED SEPTEMBER 30, 2017
(Currency
expressed in United States Dollars (“US$”))
(Unaudited)
NOTE
16 - INCOME TAXES
The
income (loss) before income taxes of the Company for the nine months ended September 30, 2017 and 2016 were comprised of the following:
|
|
For the nine months ended September 30,
|
|
|
|
2017
|
|
|
2016
|
|
Tax jurisdictions from:
|
|
|
|
|
|
|
|
|
– Local
|
|
$
|
(401,446
|
)
|
|
$
|
(736,416
|
)
|
– Foreign, representing:
|
|
|
|
|
|
|
|
|
BVI
|
|
|
(42,140
|
)
|
|
|
(91,165
|
)
|
Belize
|
|
|
696,346
|
|
|
|
376,143
|
|
Anguilla
|
|
|
(2,121
|
)
|
|
|
3,606
|
|
Malaysia
|
|
|
(132,305
|
)
|
|
|
(8,508
|
)
|
Australia
|
|
|
-
|
|
|
|
(4,222
|
)
|
Seychelles
|
|
|
(559
|
)
|
|
|
-
|
|
Hong Kong
|
|
|
37,691
|
|
|
|
140,496
|
|
The PRC
|
|
|
(79,350
|
)
|
|
|
(14,907
|
)
|
Income (Loss) before income taxes
|
|
$
|
76,114
|
|
|
$
|
(334,973
|
)
|
Provision
for income taxes consisted of the following:
|
|
For the nine months ended September 30,
|
|
|
|
2017
|
|
|
2016
|
|
|
|
|
|
|
|
|
Current:
|
|
|
|
|
|
|
|
|
– Local
|
|
$
|
-
|
|
|
$
|
-
|
|
– Foreign, representing:
|
|
|
|
|
|
|
|
|
BVI
|
|
|
-
|
|
|
|
-
|
|
Belize
|
|
|
-
|
|
|
|
-
|
|
Anguilla
|
|
|
-
|
|
|
|
-
|
|
Hong Kong
|
|
|
71,039
|
|
|
|
32,674
|
|
The PRC
|
|
|
-
|
|
|
|
-
|
|
Seychelles
|
|
|
-
|
|
|
|
-
|
|
Malaysia
|
|
|
-
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
Deferred:
|
|
|
|
|
|
|
|
|
– Local
|
|
|
-
|
|
|
|
-
|
|
– Foreign
|
|
|
-
|
|
|
|
-
|
|
|
|
$
|
71,039
|
|
|
$
|
32,674
|
|
The
effective tax rate in the periods presented is the result of the mix of income earned in various tax jurisdictions that apply
a broad range of income tax rates. During the periods presented, the Company has a number of subsidiaries that operates in different
countries and is subject to tax in the jurisdictions in which its subsidiaries operate, as follows:
GREENPRO
CAPITAL CORP.
NOTES
TO CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR
THE NINE MONTHS ENDED SEPTEMBER 30, 2017
(Currency
expressed in United States Dollars (“US$”))
(Unaudited)
United
States of America
GRNQ
is registered in the State of Nevada and is subject to United States of America tax law. As of September 30, 2017, the operations
in the United States of America incurred $1,581,161 of cumulative net operating losses which can be carried forward to offset
future taxable income. The net operating loss carryforwards begin to expire in 2037, if unutilized. The Company has provided for
a full valuation allowance of approximately $553,406 against the deferred tax assets on the expected future tax benefits from
the net operating loss carryforwards as the management believes it is not likely that these assets will not be realized in the
future.
British
Virgin Islands
Under
the current BVI law, the Company’s subsidiaries are not subject to tax on income. No provision for income tax is required
due to operating loss incurred.
Belize
Under
the current Laws of Belize, the Company’s subsidiaries are registered as a Belizean International Business Corporation which
is subject to 0% income tax rate.
Anguilla
Under
the current laws of the Anguilla, GPVC and GPVC (Qianhai) are registered as an international business company which is governed
by the International Business Companies Act of Anguilla and there is no income tax charged in Anguilla. For the nine months ended
September 30, 2017, the GPVC and GPVC (Qianhai) incurred aggregated net operating loss of $2,121. For the nine months ended September
30, 2016, the GPVC and GPVC (Qianhai) incurred aggregated net operating gain of $3,606.
Seychelles
Under
the current laws of the Seychelles, Billion Sino Holdings Limited is registered as an international business company which governs
by the International Business Companies Act of Seychelles. A company is subject to Seychelles income tax if it does business in
Seychelles. A company that incorporated in Seychelles, but does not do business in Seychelles, is not subject to income tax there.
Billion Sino Holdings Limited did not do business in Seychelles for the nine months ended September 30, 2017, and it does not
intend to do business in Seychelles in the future.
Hong
Kong
All
of the Company’s subsidiaries operating in Hong Kong are subject to the Hong Kong Profits Tax, which is charged at the statutory
income tax rate of 16.5% on its assessable income for its tax year. A reconciliation of income (loss) before income taxes to the
effective tax rate as follows:
|
|
For
the nine months ended September 30,
|
|
|
|
2017
|
|
|
2016
|
|
|
|
|
|
|
|
|
Subsidiary
with operating income before income tax
|
|
$
|
430,532
|
|
|
$
|
198,184
|
|
Subsidiaries
with loss before income tax
|
|
|
(304,416
|
)
|
|
|
(42,538
|
)
|
|
|
|
|
|
|
|
|
|
Net
income before income tax
|
|
|
126,116
|
|
|
|
155,646
|
|
|
|
|
|
|
|
|
|
|
Subsidiary
with operating income before income tax
|
|
$
|
430,532
|
|
|
$
|
198,184
|
|
Statutory
income tax rate
|
|
|
16.5
|
%
|
|
|
16.5
|
%
|
|
|
|
|
|
|
|
|
|
Income
tax at Hong Kong statutory income tax rate
|
|
|
71,039
|
|
|
|
32,700
|
|
|
|
|
|
|
|
|
|
|
Income
tax paid
|
|
|
334
|
|
|
|
-
|
|
Tax
effect of tax loss brought forward
|
|
|
-
|
|
|
|
-
|
|
Tax
effect of tax reduction
|
|
|
-
|
|
|
|
(26
|
)
|
Income
tax expense
|
|
$
|
71,373
|
|
|
$
|
32,674
|
|
GREENPRO
CAPITAL CORP.
NOTES
TO CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR
THE NINE MONTHS ENDED SEPTEMBER 30, 2017
(Currency
expressed in United States Dollars (“US$”))
(Unaudited)
Deferred
income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial
reporting purposes and the amounts used for income tax purposes. There was no significant temporary difference as of September
30, 2017, therefore no deferred tax assets or liabilities have been recognized.
The
PRC
GMC(SZ)
and SZ Falcon are operating in the PRC subject to the Corporate Income Tax governed by the Income Tax Law of the People’s
Republic of China with a unified statutory income tax rate of 25%. For the nine months ended September 30, 2017, the GMC(SZ) and
SZ Falcon incurred aggregated operating loss of $73,984, which can be carried forward up to five years to offset its taxable income.
For the nine months ended September 30, 2016, the GMC(SZ) and SZ Falcon incurred aggregated operating loss of $14,907. As of September
30, 2017, the operations in the PRC incurred $314,820 of cumulative net operating losses which can be carried forward to offset
future taxable income. The net operating loss carryforwards begin to expire in 2022, if unutilized. The Company has provided for
a full valuation allowance against the deferred tax assets of $78,706 on the expected future tax benefits from the net operating
loss carryforwards as the management believes it is more likely than not that these assets will not be realized in the future.
Malaysia
GRSB,
GCVSB and GWSB are subject to the Malaysia Corporate Tax Laws at a progressive income tax rate starting from 20% on the assessable
income for its tax year. For the nine months ended September 30, 2017 and 2016, GRSB, GCVSB and GWSB incurred an aggregated operating
loss of $132,305 and $8,508, respectively which can be carried forward indefinitely to offset its taxable income. As of September
30, 2017, the operations in the Malaysia incurred $360,531 of cumulative net operating losses which can be carried forward to
offset future taxable income. The net operating loss can be carried forward indefinitely. The Company has provided for a full
valuation allowance against the deferred tax assets of $72,107 on the expected future tax benefits from the net operating loss
carryforwards as the management believes it is more likely than not that these assets will not be realized in the future.
The
following table sets forth the significant components of the aggregate deferred tax assets of the Company as of September 30,
2017 and December 31, 2016:
|
|
As of
|
|
|
As of
|
|
|
|
September 30, 2017
|
|
|
December 31, 2016
|
|
Deferred tax assets:
|
|
|
|
|
|
|
|
|
Net operating loss carryforwards
|
|
|
|
|
|
|
|
|
– United States of America
|
|
$
|
553,406
|
|
|
$
|
412,900
|
|
– The PRC
|
|
|
78,706
|
|
|
|
60,209
|
|
– Malaysia
|
|
|
72,107
|
|
|
|
45,645
|
|
|
|
|
704,219
|
|
|
|
518,754
|
|
Less: valuation allowance
|
|
|
(704,219
|
)
|
|
|
(518,754
|
)
|
Deferred tax assets
|
|
$
|
-
|
|
|
$
|
-
|
|
Management
believes that it is more likely than not that the deferred tax assets will not be fully realizable in the future. Accordingly,
the Company provided for a full valuation allowance against its deferred tax assets of $704,219 as of September 30, 2017. During
the period ended September 30, 2017, the valuation allowance increased by $185,465, primarily relating to net operating loss carryforwards
from the various tax regime.
GREENPRO
CAPITAL CORP.
NOTES
TO CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR
THE NINE MONTHS ENDED SEPTEMBER 30, 2017
(Currency
expressed in United States Dollars (“US$”))
(Unaudited)
NOTE
17 - RELATED PARTY TRANSACTIONS
|
|
For the nine months ended September 30,
|
|
|
|
2017
|
|
|
2016
|
|
Business consulting and advisory service income
|
|
|
|
|
|
|
|
|
- Related party A
|
|
$
|
3,484
|
|
|
|
131,079
|
|
- Related party B
|
|
|
110,652
|
|
|
|
-
|
|
- Related party C
|
|
|
-
|
|
|
|
446
|
|
- Related party D
|
|
|
-
|
|
|
|
357
|
|
- Related party E
|
|
|
-
|
|
|
|
34,106
|
|
- Related party F
|
|
|
-
|
|
|
|
1,688
|
|
Total
|
|
|
114,136
|
|
|
|
167,676
|
|
Related
party A, C and D are under common control of Mr. Loke Che Chan, Gilbert, a director of the Company.
Related
party B represent companies where Greenpro Venture Capital Limited owns a certain percentage of their company shares.
Related
party E is under common control of Ms. Chen Yanhong, the director of GMC(SZ), a wholly-owned subsidiary of the Company.
Related
party F is both under common control of Mr. Lee Chong Kuang and Mr. Loke Che Chan, Gilbert, the directors of the Company.
All
of these related party transactions are generally transacted in an arm-length basis at the current market value in the normal
course of business.
NOTE
18 - SEGMENT INFORMATION
The
Company operates three reportable business segments, as defined by ASC Topic 280:
●
|
Service
business – provision of business solution services
|
|
|
●
|
Real
estate business – leasing and trading of commercial real estate properties in Hong Kong and Malaysia
|
|
|
●
|
Corporate
– other than the above two-segments
|
The
accounting policies of the segments are the same as those described in the summary of significant accounting policies. (See Note
2). The Company had no inter-segment sales for the periods presented. Summarized financial information concerning the Company’s
reportable segments is shown as below:
(a)
By Categories
|
|
For the three months ended September 30, 2017 (unaudited)
|
|
|
|
Real estate business
|
|
|
Service business
|
|
|
Corporate
|
|
|
Total
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues
|
|
$
|
53,464
|
|
|
$
|
956,290
|
|
|
$
|
-
|
|
|
$
|
1,009,754
|
|
Cost of revenues
|
|
|
(17,737
|
)
|
|
|
(251,063
|
)
|
|
|
-
|
|
|
|
(268,800
|
)
|
Gross income
|
|
|
35,724
|
|
|
|
705,227
|
|
|
|
-
|
|
|
|
740,954
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and amortization
|
|
|
7,765
|
|
|
|
42,498
|
|
|
|
-
|
|
|
|
50,263
|
|
Net income (loss)
|
|
|
12,269
|
|
|
|
(114,170
|
)
|
|
|
(1,494
|
)
|
|
|
(103,395
|
)
|
Total assets
|
|
|
3,804,070
|
|
|
|
8,108,287
|
|
|
|
236,126
|
|
|
|
12,148,483
|
|
Expenditure for long-lived assets
|
|
$
|
-
|
|
|
$
|
32,494
|
|
|
$
|
-
|
|
|
$
|
32,494
|
|
|
|
For the three months ended September 30, 2016 (unaudited)
|
|
|
|
Real estate business
|
|
|
Service business
|
|
|
Corporate
|
|
|
Total
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues
|
|
$
|
25,837
|
|
|
$
|
509,879
|
|
|
$
|
-
|
|
|
$
|
535,716
|
|
Cost of revenues
|
|
|
(10,507
|
)
|
|
|
(239,751
|
)
|
|
|
-
|
|
|
|
(250,258
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross income
|
|
|
15,330
|
|
|
|
270,128
|
|
|
|
-
|
|
|
|
285,458
|
|
Depreciation and amortization
|
|
|
-
|
|
|
|
3,746
|
|
|
|
(59,155
|
)
|
|
|
(55,409
|
)
|
Net income (loss)
|
|
|
(16,124
|
)
|
|
|
(119,445
|
)
|
|
|
8,257
|
|
|
|
(127,312
|
)
|
Total assets
|
|
|
4,922,422
|
|
|
|
2,822,191
|
|
|
|
160,683
|
|
|
|
7,905,296
|
|
Expenditure for long-lived assets
|
|
$
|
9,382
|
|
|
$
|
6,094
|
|
|
$
|
600
|
|
|
$
|
16,076
|
|
|
|
For the nine months ended September 30, 2017 (unaudited)
|
|
|
|
Real estate business
|
|
|
Service business
|
|
|
Corporate
|
|
|
Total
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues
|
|
$
|
139,281
|
|
|
$
|
2,699,939
|
|
|
$
|
-
|
|
|
$
|
2,839,220
|
|
Cost of revenues
|
|
|
(48,639
|
)
|
|
|
(518,538
|
)
|
|
|
-
|
|
|
|
(567,177
|
)
|
Gross income
|
|
|
90,642
|
|
|
|
2,181,401
|
|
|
|
-
|
|
|
|
2,272,043
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and amortization
|
|
|
12,037
|
|
|
|
126,120
|
|
|
|
-
|
|
|
|
138,157
|
|
Net income (loss)
|
|
|
30,422
|
|
|
|
(23,560
|
)
|
|
|
(2,121
|
)
|
|
|
4,741
|
|
Total assets
|
|
|
3,804,070
|
|
|
|
8,108,287
|
|
|
|
236,126
|
|
|
|
12,148,483
|
|
Expenditure for long-lived assets
|
|
$
|
-
|
|
|
$
|
70,938
|
|
|
$
|
-
|
|
|
$
|
70,938
|
|
|
|
For the nine months ended September 30, 2016 (unaudited)
|
|
|
|
Real estate business
|
|
|
Service business
|
|
|
Corporate
|
|
|
Total
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues
|
|
$
|
69,963
|
|
|
$
|
1,670,663
|
|
|
$
|
-
|
|
|
$
|
1,740,626
|
|
Cost of revenues
|
|
|
(37,221
|
)
|
|
|
(741,966
|
)
|
|
|
-
|
|
|
|
(779,187
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross income
|
|
|
32,742
|
|
|
|
928,697
|
|
|
|
-
|
|
|
|
961,439
|
|
Depreciation and amortization
|
|
|
-
|
|
|
|
11,513
|
|
|
|
-
|
|
|
|
11,513
|
|
Net income (loss)
|
|
|
14,286
|
|
|
|
(321,158
|
)
|
|
|
(34,521
|
)
|
|
|
(369,965
|
)
|
Total assets
|
|
|
4,922,422
|
|
|
|
2,822,191
|
|
|
|
160,683
|
|
|
|
7,905,296
|
|
Expenditure for long-lived assets
|
|
$
|
9,382
|
|
|
$
|
6,094
|
|
|
$
|
600
|
|
|
$
|
13,076
|
|
GREENPRO
CAPITAL CORP.
NOTES
TO CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR
THE NINE MONTHS ENDED SEPTEMBER 30, 2017
(Currency
expressed in United States Dollars (“US$”))
(Unaudited)
NOTE
19 - CONCENTRATIONS OF RISKS
(a)
Major customers
For
service income:
For
the three months ended September 30, 2017, no customer accounted for 10% or more of the service income.
For
the three months ended September 30, 2016, no customer accounted for 10% or more of the service income.
For
the nine months ended September 30, 2017, only one customer accounted for 10% or more of the service income presented as follows:
|
|
For the nine months ended
September 30, 2017
|
|
|
September 30, 2017
|
|
|
|
Revenues
|
|
|
Percentage
of revenues
|
|
|
Trade accounts
receivable
|
|
|
|
|
|
|
|
|
|
|
|
Customer A
|
|
|
298,000
|
|
|
|
10
|
%
|
|
|
292,700
|
|
Total:
|
|
$
|
298,000
|
|
|
|
10
|
%
|
|
$
|
292,700
|
|
For
the nine months ended September 30, 2016, only one customer accounted for 10% or more of the Service income are presented as follows:
|
|
For the nine months ended
September 30, 2016
|
|
|
September 30, 2016
|
|
|
|
Revenues
|
|
|
Percentage
of revenues
|
|
|
Trade accounts
receivable
|
|
|
|
|
|
|
|
|
|
|
|
Customer B
|
|
$
|
200,000
|
|
|
|
11
|
%
|
|
$
|
-
|
|
Total:
|
|
$
|
200,000
|
|
|
|
11
|
%
|
|
$
|
-
|
|
(b)
Major vendors
For
the three months ended September 30, 2017 and 2016, no vendor accounted for 10% or more of the Company’s cost of revenues,
with no accounts payable balance at year-end.
For
the nine months ended September 30, 2017 and 2016, no vendor accounted for 10% or more of the Company’s cost of revenues,
with no accounts payable balance at year-end.
GREENPRO
CAPITAL CORP.
NOTES
TO CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR
THE NINE MONTHS ENDED SEPTEMBER 30, 2017
(Currency
expressed in United States Dollars (“US$”))
(Unaudited)
(c)
Credit risk
Financial
instruments that are potentially subject to credit risk consist principally of accounts receivable. The Company believes the concentration
of credit risk in its trade receivables is substantially mitigated by its ongoing credit evaluation process and relatively short
collection terms. The Company does not generally require collateral from customers. The Company evaluates the need for an allowance
for doubtful accounts based upon factors surrounding the credit risk of specific customers, historical trends and other information.
(d)
Interest rate risk
As
the Company has no significant interest-bearing assets, the Company’s income and operating cash flows are substantially
independent of changes in market interest rates. The Company’s interest-rate risk arises from bank loans. The Company manages
interest rate risk by varying the issuance and maturity dates variable rate debt, limiting the amount of variable rate debt, and
continually monitoring the effects of market changes in interest rates.
(e)
Exchange rate risk
The
reporting currency of the Company is US$, to date the majority of the revenues and costs are denominated in MYR and RMB and a
significant portion of the assets and liabilities are denominated in MYR and RMB. As a result, the Company is exposed to foreign
exchange risk as its revenues and results of operations may be affected by fluctuations in the exchange rate between US$, MYR
and RMB. If MYR and RMB depreciates against US$, the value of MYR and RMB revenues and assets as expressed in US$ financial statements
will decline. The Company does not hold any derivative or other financial instruments that expose it to substantial market risk.
(f)
Economic and political risks
Substantially
all of the Company’s services are conducted in Malaysia, the PRC and Asian region. The Company’s operations are subject
to various political, economic, and other risks and uncertainties inherent in Malaysia. Among other risks, the Company’s
operations are subject to the risks of restrictions on transfer of funds; export duties, quotas, and embargoes; domestic and international
customs and tariffs; changing taxation policies; foreign exchange restrictions; and political conditions and governmental regulations
in Malaysia.
The
Company’s operations in the PRC are subject to special considerations and significant risks not typically associated with
companies in North America and Western Europe. These include risks associated with, among others, the political, economic and
legal environment and foreign currency exchange. The Company’s results may be adversely affected by changes in the political
and social conditions in the PRC, and by changes in governmental policies with respect to laws and regulations, anti-inflationary
measures, currency conversion, remittances abroad, and rates and methods of taxation.
NOTE
20 - COMMITMENTS AND CONTINGENCIES
The
Company’s subsidiaries lease certain office premises in Hong Kong under a non-cancellable operating lease that expires in
April 2018. The lease, which covers a term of two years, generally provides for renewal options at specified rental amounts.
The
Company’s subsidiaries lease certain office premises in the PRC under a non-cancellable operating lease that expires in
December 2017. The lease, which covers a term of two years, generally provides for renewal options at specified rental amounts.
The
aggregate lease expense for the nine months ended September 30, 2017 and 2016 were $348,184 and $227,049 respectively.
As
of September 30, 2017, the Company has future minimum rental payments of $239,562 for office premises due under non-cancellable
operating leases in the next twelve months.
GREENPRO
CAPITAL CORP.
NOTES
TO CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR
THE NINE MONTHS ENDED SEPTEMBER 30, 2017
(Currency
expressed in United States Dollars (“US$”))
(Unaudited)
NOTE
21 - SUBSEQUENT EVENTS
In
accordance with ASC Topic 855, “
Subsequent Events
”, which establishes general standards of accounting for and
disclosure of events that occur after the balance sheet date but before financial statements are issued, the Company has evaluated
all events or transactions that occurred after September 30, 2017 up through the date the Company issued the unaudited condensed
interim consolidated financial statements with this Form 10-Q. There was no subsequent event that required recognition or disclosure.