Cover
Cover - shares | 3 Months Ended | |
Jun. 30, 2021 | Aug. 09, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Jun. 30, 2021 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2021 | |
Current Fiscal Year End Date | --03-31 | |
Entity File Number | 000-27251 | |
Entity Registrant Name | QDM International Inc. | |
Entity Central Index Key | 0001094032 | |
Entity Tax Identification Number | 59-3564984 | |
Entity Incorporation, State or Country Code | FL | |
Entity Address, Address Line One | Room 715 | |
Entity Address, Address Line Two | 7F | |
Entity Address, Address Line Three | The Place Tower C | |
Entity Address, Address Line Four | No. 150 Zunyi Road | |
Entity Address, City or Town | Changning District | |
Entity Address, Address Line Five | Shanghai | |
Entity Address, State or Province | FL | |
Entity Address, Country | CN | |
Entity Address, Postal Zip Code | 200051 | |
City Area Code | +86 | |
Local Phone Number | 22183083 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 6,238,553 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) | Jun. 30, 2021 | Mar. 31, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 30,389 | $ 35,605 |
Accounts receivable | 2,541 | 2,250 |
Prepaid expenses | 10,714 | 42,526 |
Deferred assets | 0 | 70,673 |
Total current assets | 43,644 | 151,054 |
Total assets | 43,644 | 151,054 |
Current liabilities: | ||
Accounts payable & accrued liabilities | 17,665 | 5,055 |
Due to related parties | 439,169 | 556,497 |
Total current liabilities | 456,834 | 561,552 |
Stockholders’ equity deficit: | ||
Preferred stock, $0.0001 par value, 5,000,000 shares authorized, 545,386 and 913,500 issued and outstanding | 54 | 91 |
Common stock, $0.0001 par value, 200,000,000 shares authorized, 6,238,553 and 1,688,049 shares issued and 6,224,377 and 1,673,873 shares outstanding | 624 | 169 |
Subscription receivable | (48,718) | (48,718) |
Treasury stock, 14,176 and 14,176 shares at cost | (60,395) | (60,395) |
Additional paid-in capital | 9,443,219 | 9,337,310 |
Accumulated deficit | (9,747,974) | (9,638,955) |
Total stockholders’ deficit | (413,190) | (410,498) |
Total liabilities and stockholders’ deficit | $ 43,644 | $ 151,054 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - $ / shares | Jun. 30, 2021 | Mar. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred Stock, Shares Issued | 545,386 | 913,500 |
Preferred Stock, Shares Outstanding | 545,386 | 913,500 |
Common Stock, Par Value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common Stock, Shares, Issued | 6,238,553 | 1,688,049 |
Common Stock, Shares, Outstanding | 6,224,377 | 1,673,873 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) | 3 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Revenue | $ 11,610 | $ 20,880 |
Cost of sales | 11,610 | 19,578 |
Gross profit | 0 | 1,302 |
Operating expenses | ||
General & administrative expenses | 108,123 | 82,709 |
Total operating expenses | 108,123 | 82,709 |
Loss from operations | (108,123) | (81,407) |
Other (income) expense | ||
Finance costs | 896 | 77 |
Other (income) expense, net | (3,521) | |
Total other expense (income) | 896 | (3,444) |
Income(loss) before income taxes | (109,019) | (77,963) |
Net income(loss) | $ (109,019) | $ (77,963) |
Earnings per common share: | ||
Basic | $ (0.03) | $ (0.05) |
Diluted | $ (0.03) | $ (0.05) |
Weighted average basic & diluted shares outstanding: | ||
Weighted average basic & diluted shares outstanding | 3,998,813 | 1,682,054 |
Preferred Stock [Member] | ||
Weighted average basic & diluted shares outstanding: | ||
Weighted average basic & diluted shares outstanding | 550,833 | 13,500 |
Common Stock [Member] | ||
Weighted average basic & diluted shares outstanding: | ||
Weighted average basic & diluted shares outstanding | 3,998,813 | 1,682,054 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' DEFICIT - USD ($) | Preferred Stock [Member] | Common Stock [Member] | Treasury Stock [Member] | Additional Paid-in Capital [Member] | Subscription Receivable [Member] | Retained Earnings [Member] | Total |
Beginning balance, value at Mar. 31, 2020 | $ 1 | $ 167 | $ (60,395) | $ 9,503,807 | $ (48,718) | $ (9,331,253) | $ 63,609 |
Beginning balance, shares at Mar. 31, 2020 | 13,500 | 1,667,658 | (14,176) | ||||
Net loss | (77,963) | (77,963) | |||||
Contribution from shareholders | 0 | 0 | 0 | 5,000 | 0 | 5,000 | |
Share issuance due to reverse-split round up | |||||||
Ending balance, value at Jun. 30, 2020 | $ 1 | $ 167 | $ (60,395) | 9,508,807 | (48,718) | (9,409,216) | (9,354) |
Ending balance, shares at Jun. 30, 2020 | 13,500 | 1,668,049 | (14,176) | ||||
Beginning balance, value at Mar. 31, 2021 | $ 91 | $ 169 | $ (60,395) | 9,337,310 | (48,718) | (9,638,955) | (410,498) |
Beginning balance, shares at Mar. 31, 2021 | 913,500 | 1,688,049 | (14,176) | ||||
Net loss | (109,019) | (109,019) | |||||
Share offering costs | (94,173) | (94,173) | |||||
Conversion to common shares | $ (37) | $ 405 | (368) | ||||
Conversion to common shares, shares | (368,114) | 4,049,254 | |||||
Issuance of common stock | $ 50 | 200,450 | 200,500 | ||||
Issuance of common stock, shares | 501,250 | ||||||
Share issuance due to reverse-split round up, shares | 391 | ||||||
Ending balance, value at Jun. 30, 2021 | $ 54 | $ 624 | $ (60,395) | $ 9,443,219 | $ (48,718) | $ (9,747,974) | $ (413,190) |
Ending balance, shares at Jun. 30, 2021 | 545,386 | 6,238,553 | (14,716) |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) | 3 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Cash flows from operating activities: | ||
Net loss | $ (109,019) | $ (77,963) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation | 0 | 84 |
Net (gain)/loss from write-off of fixed assets | 0 | 543 |
Changes in working capital: | ||
Accounts receivable & other receivable | (291) | 2,021 |
Prepaid expenses | 31,812 | (21,000) |
Accounts payable & accrued liabilities | 12,610 | 7,026 |
Due to a related party | (36,633) | 26,827 |
Net cash used in operating activities | (101,521) | (62,462) |
Cash flows from financing activities: | ||
Proceeds borrowed from related parties | 119,805 | 87,538 |
Payments to related parties | (200,500) | (10,009) |
Share issuance proceeds | 200,500 | 0 |
Costs related to equity financing | (23,500) | 0 |
Contribution from shareholders | 0 | 5,000 |
Net cash provided by (used) in financing activities | 96,305 | 82,529 |
EFFECT OF EXCHANGE RATE CHANGES ON CASH | 0 | 0 |
NET INCREASE (DECREASE) IN CASH | (5,216) | 20,067 |
CASH, BEGINNING OF PERIOD | 35,605 | 62,780 |
CASH, END OF PERIOD | 30,389 | 82,847 |
SUPPLEMENTAL DISCLOSURES: | ||
Cash paid for interest | 0 | 0 |
Cash paid for income taxes | $ 0 | $ 0 |
Organization and principal acti
Organization and principal activities | 3 Months Ended |
Jun. 30, 2021 | |
Organization And Principal Activities | |
Organization and principal activities | 1. Organization and principal activities QDM International Inc. (“we,” the “Company” or “QDM”) was incorporated in Florida in March 2020 and is the successor to 24/7 Kid Doc, Inc. (“24/7 Kid”), which was incorporated in Florida in November 1998. The Company, conducts its business through an indirect wholly owned subsidiary, YeeTah Insurance Consultant Limited (“YeeTah”), a licensed insurance brokerage company located in Hong Kong, China. YeeTah sells a wide range of insurance products, consisting of two major categories: (1) life and medical insurance, such as individual life insurance; and (2) general insurance, such as automobile insurance, commercial property insurance, liability insurance, homeowner insurance. In addition, as a Mandatory Provident Fund (“MPF”) Intermediary, YeeTah also assists its customers with their investment through the MPF and the Occupational Retirement Schemes Ordinance schemes (“ORSO”) in Hong Kong, both of which are retirement protection schemes set up for employees. On October 21, 2020, the Company entered into a share exchange agreement (the “Share Exchange Agreement”) with QDM Holdings Limited, a British Virgin Islands (“BVI”) company (“QDM BVI”), and Huihe Zheng, the sole shareholder of QDM BVI (“Mr. Zheng”), who is also the Company’s principal stockholder, Chairman and Chief Executive Officer, to acquire all the issued and outstanding capital stock of QDM BVI in exchange for the issuance to Mr. Zheng of 900,000 0.0001 0.0001 As a result of the consummation of the Share Exchange, the Company acquired all the issued and outstanding capital stock of QDM BVI and its subsidiaries, QDM Group Limited, a Hong Kong corporation and wholly owned subsidiary of QDM BVI (“QDM HK”) and YeeTah. The Company was a shell company prior to the reverse acquisition which occurred as a result of the consummation of the transaction contemplated by the Share Exchange Agreement, and QDM BVI was a private operating company. The reverse acquisition by a non-operating public shell company by a private operating company typically results in the owners and management of the private company having actual or effective voting and operating control of the combined company. Therefore, the reverse acquisition is considered a capital transaction in substance. In other words, the transaction is a reverse recapitalization, equivalent to the issuance of stock by the private company for the net monetary assets of the shell company accompanied by a recapitalization. Therefore, the acquisition was accounted for as a recapitalization and QDM BVI is considered the acquirer for accounting and financial reporting purposes. The assets and liabilities of QDM BVI have been brought forward at their book value and no goodwill has been recognized. Accordingly, the reverse acquisition has been treated as a corporate restructuring (reorganization) of entities under common control and thus the current capital structures of QDM BVI and its wholly-owned subsidiary QDM HK and its wholly-owned subsidiary, YeeTah, have been retrospectively presented in prior periods as if such structures existed at that time and in accordance with ASC 805-50-45-5. As a result of the Share Exchange, the Company ceased to be a shell company. Unless the context specifically requires otherwise, the term “Company” used herein means QDM International Inc. together with its direct and indirect subsidiaries described above. Going Concern The consolidated financial statements have been prepared on a going concern basis which assumes the Company will be able to realize its assets and discharge its liabilities in the normal course of business for the foreseeable future. The Company has incurred a loss since inception resulting in an accumulated deficit as of June 30, 2021. Accordingly, there is substantial doubt about the Company’s ability to continue as a going concern. The ability to continue as a going concern is dependent upon the Company generating revenue and profit in the future and/or to obtain necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management intends to finance operating costs over the next twelve months primarily through financings from the Company’s major shareholder, although the Company may seek other sources of funding, including public and private offerings of securities. These consolidated financial statements do not reflect adjustments that would be necessary if the Company were unable to continue as a “going concern.” While management believes that the actions already taken or planned, including adjusting its operating expenditures and obtaining financial supports from its principal shareholder, will mitigate the adverse conditions and events which raise doubt about the validity of the “going concern” assumption used in preparing these financial statements, there can be no assurance that these actions will be successful. If the Company were unable to continue as a “going concern,” then substantial adjustments would be necessary to the reported amounts of its liabilities, the reported expenses and the consolidated balance sheet classifications used. |
Summary of significant accounti
Summary of significant accounting policies | 3 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Summary of significant accounting policies | 2. Summary of significant accounting policies Basis of Presentation The Company’s unaudited condensed financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”). The accompanying unaudited condensed financial statements reflect all adjustments, consisting of only normal recurring items, which, in the opinion of management, are necessary for a fair statement of the results of operations for the periods shown and are not necessarily indicative of the results to be expected for the fiscal year ending March 31, 2022. These unaudited condensed financial statements should be read in conjunction with the financial statements and related notes included in the Company’s Annual Report on Form 10-K for the year ended March 31, 2021 filed with the Securities and Exchange Commission on July 12, 2021. Use of Estimates The preparation of the Company’s consolidated financial statements in conformity with the U.S. GAAP requires the Company to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements. The reported amounts of revenues and expenses may be affected by the estimates that management is required to make. Actual results could differ from those estimates. Foreign Currency and Foreign Currency Translation The Company’s reporting currency is the United States Dollar (“US$” or “$”). The Company’s operations are principally conducted in Hong Kong where Hong Kong dollar is the functional currency. Transactions denominated in other than the functional currencies are re-measured into the functional currency of the entity at the exchange rates prevailing on the transaction dates. Monetary assets and liabilities denominated in currencies other than the applicable functional currencies are translated into the functional currency at the prevailing rates of exchange at the balance date. The resulting exchange differences are reported in the statements of operations and comprehensive loss. The exchanges rates used for translation from Hong Kong dollar to US$ was 7.8000 Certain Risks and Concentration The Company’s financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash and cash equivalents and receivables, and other assets. As of June 30, 2021, substantially all of the Company’s cash and cash equivalents were held in major financial institutions located in Hong Kong, which management considers to being of high credit quality. Cash and Cash Equivalents Cash and cash equivalents consist of petty cash on hand and cash held in banks, which are highly liquid and have original maturities of three months or less and are unrestricted as to withdrawal or use. Accounts Receivable Accounts receivable represents trade receivable and are recognized initially at fair value and subsequently adjusted for any allowance for doubtful accounts and impairment. The Company makes impairment loss for bad and doubtful debts based on assessments of the recoverability of the trade and other receivables based on individual account analysis, including the current creditworthiness and the past collection history of each debtor. Impairments arise when there is an objective evidence indicate that the balances may not be collectible. The identification of bad and doubtful debts, in particular of a loss event, requires the use of judgment and estimates, which involve the estimates of specific losses on individual exposures, as well as a provision on historical trends of collections. Based on management of customers’ credit and ongoing relationship, management makes conclusions whether any balances outstanding at the end of the period will be deemed uncollectible on an individual basis and on aging analysis basis. The provision is recorded against accounts receivables balances, with a corresponding charge recorded in the statements of income and comprehensive income. Delinquent account balances are written-off against the allowance for doubtful accounts after management has determined that the likelihood of collection is not probable. The Company historically did not have material bad debts in accounts receivable. There were no bad debt expenses for the three months ended June 30, 2021 and 2020 and there was no Revenue Recognition The Company generates revenue primarily by providing insurance brokerage services in Hong Kong. The Company sells insurance products underwritten by insurance companies operating in Hong Kong to its individual customers and is compensated for its services by commissions paid by insurance companies, typically based on a percentage of the premium paid by the insured. FASB Accounting Standards Codification (“ASC”) Topic (i) Identify the contract (ii) Identify performance obligations (iii) Determine transaction price (iv) Allocate transaction price (v) Recognize revenue The Company enters into contracts with our customers (insurance companies) primarily through written contracts. Performance obligation for these insurance brokerage contracts is to help our insurance company customers to promote, coordinate and complete subscriptions of insurance policies offered by our customers for sales of our products to our customers. Under ASC 606, revenue is recognized when the customer obtains control of a good or service. A customer obtains control of a good or service if it has the ability to direct the use of and obtain substantially all of the remaining benefits from that good or service. The transfer of control of the Company’s brokerage services generally occurs at a point in time on the effective date of the associated insurance contract when the policy transfers to the customer. The insurance policy entered between the insurance company and the insured customer generally contains a cool-off period of one to two months. When the cool-off period elapses and the insured customer does not withdraw from the insurance policy, the policy becomes effective. Once the transfer of control of a service occurs, the Company has satisfied its insurance brokerage performance obligation and recognizes revenue. Fair Value Measurement Fair value is the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Company considers the principal or most advantageous market in which it would transact and it considers assumptions that market participants would use when pricing the asset or liability. The established fair value hierarchy requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The three levels of inputs that may be used to measure fair value as follows: Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2: Observable, market-based inputs, other than quoted prices, in active markets for identical assets or liabilities. Level 3: Unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities. The Company’s financial instruments include cash and cash equivalents, accounts receivable, due from related parties, accounts payable and accrued liabilities, and due to related party. The carrying amounts of these financial instruments approximate their fair values due to the short-term nature of these instruments. The Company noted no transfers between levels during any of the periods presented. The Company did not have any instruments that were measured at fair value on a recurring nor non-recurring basis as of June 30, 2021. Leases A lease for which substantially all the benefits and risks incidental to ownership remain with the lessor is classified by the lessee as an operating lease. When a lease contains rent holidays, the Company records the total expenses on a straight-line basis over the lease term. Leases that substantially transfer to the Company all the risks and rewards of ownership of assets are accounted for as capital leases. At the commencement of the lease term, a capital lease is capitalized at the lower of the fair value of the leased asset and the present value of the minimum lease payments, each determined at the inception of the lease. The corresponding liability to the lessor is included in the balance sheets as capital lease obligation. Lease payments are apportioned between the finance charge and the reduction of the outstanding liability. The finance charge is allocated to each period during the lease term so as to produce a constant periodic rate of interest on the remaining balance of the liability. Assets under capital leases are depreciated the same as owned assets over the shorter of the lease term and their estimated useful lives. Taxation Current income taxes are provided on the basis of net profit for financial reporting purposes, adjusted for income and expense items which are not assessable or deductible for income tax purposes, in accordance with the regulations of the relevant tax jurisdictions. Deferred income taxes are recognized for temporary differences between the tax bases of assets and liabilities and their reported amounts in the financial statements, net operating loss carryforwards and credits. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Current income taxes are provided in accordance with the laws of the relevant taxing authorities. Deferred tax assets and liabilities are measured using enacted rates expected to apply to taxable income in which temporary differences are expected to be reversed or settled. The effect on deferred tax assets and liabilities of changes in tax rates is recognized in the statement of operations and comprehensive income in the period of the enactment of the change. The Company considers positive and negative evidence when determining whether a portion or all of its deferred tax assets will more likely than not be realized. This assessment considers, among other matters, the nature, frequency and severity of current and cumulative losses, forecasts of future profitability, the duration of statutory carry-forward periods, its experience with tax attributes expiring unused, and its tax planning strategies. The ultimate realization of deferred tax assets is dependent upon its ability to generate sufficient future taxable income within the carry-forward periods provided for in the tax law and during the periods in which the temporary differences become deductible. When assessing the realization of deferred tax assets, the Company has considered possible sources of taxable income including (i) future reversals of existing taxable temporary differences, (ii) future taxable income exclusive of reversing temporary differences and carry-forwards, (iii) future taxable income arising from implementing tax planning strategies, and (iv) specific known trend of profits expected to be reflected within the industry. The Company recognizes a tax benefit associated with an uncertain tax position when, in its judgment, it is more likely than not that the position will be sustained upon examination by a taxing authority. For a tax position that meets the more-likely-than-not recognition threshold, the Company initially and subsequently measures the tax benefit as the largest amount that the Company judges to have a greater than 50% likelihood of being realized upon ultimate settlement with a taxing authority. The Company’s liability associated with unrecognized tax benefits is adjusted periodically due to changing circumstances, such as the progress of tax audits, case law developments and new or emerging legislation. Such adjustments are recognized entirely in the period in which they are identified. The Company’s effective tax rate includes the net impact of changes in the liability for unrecognized tax benefits and subsequent adjustments as considered appropriate by management. The Company classifies interest and penalties recognized on the liability for unrecognized tax benefits as income tax expense. Stock-Based Compensation The Company recognizes stock-based compensation in accordance with FASB ASC 718, Stock Compensation. ASC 718 requires that the cost resulting from all share-based transactions be recorded in the financial statements. It establishes fair value as the measurement objective in accounting for share-based payment arrangements and requires all entities to apply a fair-value-based measurement in accounting for share-based payment transactions with employees. ASC 718 also establishes fair value as the measurement objective for transactions in which an entity acquires goods or services from non-employees in share-based payment transactions. Earnings per share Basic earnings per share is computed by dividing net income attributable to common shareholders by the weighted average number of shares of common stock outstanding during the period using the two-class method. Under the two-class method, net income is allocated between shares of common stock and other participating securities based on their participating rights. Net loss is not allocated to other participating securities if based on their contractual terms they are not obligated to share in the losses. Diluted earnings per share is calculated by dividing net income attributable to common shareholders by the weighted average number of common and dilutive common equivalent shares outstanding during the period. Common equivalent shares are not included in the denominator of the diluted loss per share calculation when inclusion of such shares would be anti-dilutive. Recently Issued Accounting Standards The Company has reviewed all the recent accounting pronouncements issued to date of the issuance of these financial statements, and does not believe any of these pronouncements will have a material impact on the Company. |
Deferred Asset
Deferred Asset | 3 Months Ended |
Jun. 30, 2021 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Deferred Asset | 3. Deferred Asset Deferred asset of $ 70,673 |
Equity
Equity | 3 Months Ended |
Jun. 30, 2021 | |
Equity [Abstract] | |
Equity | 4. Equity Common Stock On April 29, 2021, the Company consummated an initial closing of a “best efforts” self-underwritten public offering of its common stock, par value $ 0.0001 501,250 0.40 200,500 94,173 Preferred Stock On May 17, 2021, upon receipt of a conversion notice from Mr. Zheng, the Company issued 4,049,254 0.0001 0.0001 1-for-11 Additional Paid-in Capital During the three months ended June 30, 2021, the Company received capital contribution of $ 5,000 |
Related Party Transaction
Related Party Transaction | 3 Months Ended |
Jun. 30, 2021 | |
Related Party Transactions [Abstract] | |
Related Party Transaction | 5. Related Party Transaction Related Parties Name of related parties Relationship with the Company Siu Ping Lo Responsible officer of YeeTah and former director of YeeTah (resigned on December 31, 2019) Huihe Zheng Principal Stockholder, Chief Executive Officer and Chairman of the Company YeeTah Financial Group Co., Ltd. A company controlled by Siu Ping Lo Tim Shannon Chief Financial Officer of the Company Related Party Transactions (i) During the three months ended June 30, 2021, YeeTah Financial Group Co., Ltd. (“YeeTah Financial”) charged YeeTah US$ 11,610 19,578 (ii) During the three months ended June 30, 2021, the Company received No 5,000 (ii) During the three months ended June 30, 2021, the Company received $ 119,805 87,538 200,500 Due to Related Party Balance The Company’s due to related party balance as of June 30 and March 31, 2021 is as follows: Schedule of Related Party Transactions June 30, March 31, US$ US$ Huihe Zheng 437,034 533,590 YeeTah Financial 2,136 22,907 Total 439,169 556,497 The due to related party balance is unsecured, interest-free and due on demand. Subscription Receivable Due from a Shareholder The Company’s subscription receivable due from a shareholder balances as of June 30 and March 31, 2021 are as follows: June 30, March 31, US$ US$ Huihe Zheng 48,718 48,718 The due from shareholder balances represent the purchase price for shares of QDM BVI to be paid by Mr. Zheng. These due from shareholder balances at of the balance sheet dates are unsecured, interest-free and due on demand. |
Income Taxes
Income Taxes | 3 Months Ended |
Jun. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 6. Income Taxes Hong Kong Under the current Hong Kong Inland Revenue Ordinance, the Company’s Hong Kong subsidiaries are subject to a 16.5 The Company did not have current income tax expenses for the three months ended June 30, 2021 and 2020 since it did not have taxable incomes in these two periods. BVI Under the current laws of the BVI, the Company is not subject to tax on income or capital gain. Additionally, upon payments of dividends to the shareholders, no BVI withholding tax will be imposed. US Under the current Florida state and US federal income tax, the Company does not need to pay income taxes as Florida state does not levy income tax. The federal income tax is based on a flat rate of 21 21 Uncertain tax positions The Company evaluates each uncertain tax position (including the potential application of interest and penalties) based on the technical merits, and measure the unrecognized benefits associated with the tax positions. As of June 30 and March 31, 2021 the Company did not have any significant unrecognized uncertain tax positions. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Jun. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 7. Commitments and Contingencies The Company did not have other significant commitments, long-term obligations, or guarantees as of June 30, 2021. Contingencies The Company is subject to legal proceedings and regulatory actions in the ordinary course of business. The results of such proceedings cannot be predicted with certainty, but the Company does not anticipate that the final outcome arising out of any such matter will have a material adverse effect on our business, financial position, cash flows or results of operations taken as a whole. As of June 30, 2021, the Company is not a party to any material legal or administrative proceedings. |
Loss Per Share
Loss Per Share | 3 Months Ended |
Jun. 30, 2021 | |
Earnings Per Share [Abstract] | |
Loss Per Share | 8. Loss Per Share Basic and diluted net loss per share for each of the three month periods presented are calculated as follows: Basic loss per share is computed using the weighted average number of ordinary shares outstanding during the period. Diluted earnings per share is computed using the weighted average number of ordinary shares and dilutive ordinary share equivalents outstanding during the period. Schedule of loss per share June 30, 2021 June 30, 2020 US$ US$ Numerator: Net loss attributable to ordinary shareholders—basic and diluted (109,019 ) (77,963 ) Denominator: Weighted average number of ordinary shares outstanding—basic and diluted 3,998,813 1,682,054 Loss per share attributable to ordinary shareholders —basic and diluted (0.03 ) (0.05 ) |
Subsequent Events
Subsequent Events | 3 Months Ended |
Jun. 30, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | 9. Subsequent Events In accordance with ASC 855-10, the Company has analyzed its operations subsequent to June 30, 2021 has determined that it does not have any other material subsequent events to disclose in these financial statements. |
Summary of significant accoun_2
Summary of significant accounting policies (Policies) | 3 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The Company’s unaudited condensed financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”). The accompanying unaudited condensed financial statements reflect all adjustments, consisting of only normal recurring items, which, in the opinion of management, are necessary for a fair statement of the results of operations for the periods shown and are not necessarily indicative of the results to be expected for the fiscal year ending March 31, 2022. These unaudited condensed financial statements should be read in conjunction with the financial statements and related notes included in the Company’s Annual Report on Form 10-K for the year ended March 31, 2021 filed with the Securities and Exchange Commission on July 12, 2021. |
Use of Estimates | Use of Estimates The preparation of the Company’s consolidated financial statements in conformity with the U.S. GAAP requires the Company to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements. The reported amounts of revenues and expenses may be affected by the estimates that management is required to make. Actual results could differ from those estimates. |
Foreign Currency and Foreign Currency Translation | Foreign Currency and Foreign Currency Translation The Company’s reporting currency is the United States Dollar (“US$” or “$”). The Company’s operations are principally conducted in Hong Kong where Hong Kong dollar is the functional currency. Transactions denominated in other than the functional currencies are re-measured into the functional currency of the entity at the exchange rates prevailing on the transaction dates. Monetary assets and liabilities denominated in currencies other than the applicable functional currencies are translated into the functional currency at the prevailing rates of exchange at the balance date. The resulting exchange differences are reported in the statements of operations and comprehensive loss. The exchanges rates used for translation from Hong Kong dollar to US$ was 7.8000 |
Certain Risks and Concentration | Certain Risks and Concentration The Company’s financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash and cash equivalents and receivables, and other assets. As of June 30, 2021, substantially all of the Company’s cash and cash equivalents were held in major financial institutions located in Hong Kong, which management considers to being of high credit quality. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents consist of petty cash on hand and cash held in banks, which are highly liquid and have original maturities of three months or less and are unrestricted as to withdrawal or use. |
Accounts Receivable | Accounts Receivable Accounts receivable represents trade receivable and are recognized initially at fair value and subsequently adjusted for any allowance for doubtful accounts and impairment. The Company makes impairment loss for bad and doubtful debts based on assessments of the recoverability of the trade and other receivables based on individual account analysis, including the current creditworthiness and the past collection history of each debtor. Impairments arise when there is an objective evidence indicate that the balances may not be collectible. The identification of bad and doubtful debts, in particular of a loss event, requires the use of judgment and estimates, which involve the estimates of specific losses on individual exposures, as well as a provision on historical trends of collections. Based on management of customers’ credit and ongoing relationship, management makes conclusions whether any balances outstanding at the end of the period will be deemed uncollectible on an individual basis and on aging analysis basis. The provision is recorded against accounts receivables balances, with a corresponding charge recorded in the statements of income and comprehensive income. Delinquent account balances are written-off against the allowance for doubtful accounts after management has determined that the likelihood of collection is not probable. The Company historically did not have material bad debts in accounts receivable. There were no bad debt expenses for the three months ended June 30, 2021 and 2020 and there was no |
Revenue Recognition | Revenue Recognition The Company generates revenue primarily by providing insurance brokerage services in Hong Kong. The Company sells insurance products underwritten by insurance companies operating in Hong Kong to its individual customers and is compensated for its services by commissions paid by insurance companies, typically based on a percentage of the premium paid by the insured. FASB Accounting Standards Codification (“ASC”) Topic (i) Identify the contract (ii) Identify performance obligations (iii) Determine transaction price (iv) Allocate transaction price (v) Recognize revenue The Company enters into contracts with our customers (insurance companies) primarily through written contracts. Performance obligation for these insurance brokerage contracts is to help our insurance company customers to promote, coordinate and complete subscriptions of insurance policies offered by our customers for sales of our products to our customers. Under ASC 606, revenue is recognized when the customer obtains control of a good or service. A customer obtains control of a good or service if it has the ability to direct the use of and obtain substantially all of the remaining benefits from that good or service. The transfer of control of the Company’s brokerage services generally occurs at a point in time on the effective date of the associated insurance contract when the policy transfers to the customer. The insurance policy entered between the insurance company and the insured customer generally contains a cool-off period of one to two months. When the cool-off period elapses and the insured customer does not withdraw from the insurance policy, the policy becomes effective. Once the transfer of control of a service occurs, the Company has satisfied its insurance brokerage performance obligation and recognizes revenue. |
Fair Value Measurement | Fair Value Measurement Fair value is the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Company considers the principal or most advantageous market in which it would transact and it considers assumptions that market participants would use when pricing the asset or liability. The established fair value hierarchy requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The three levels of inputs that may be used to measure fair value as follows: Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2: Observable, market-based inputs, other than quoted prices, in active markets for identical assets or liabilities. Level 3: Unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities. The Company’s financial instruments include cash and cash equivalents, accounts receivable, due from related parties, accounts payable and accrued liabilities, and due to related party. The carrying amounts of these financial instruments approximate their fair values due to the short-term nature of these instruments. The Company noted no transfers between levels during any of the periods presented. The Company did not have any instruments that were measured at fair value on a recurring nor non-recurring basis as of June 30, 2021. |
Leases | Leases A lease for which substantially all the benefits and risks incidental to ownership remain with the lessor is classified by the lessee as an operating lease. When a lease contains rent holidays, the Company records the total expenses on a straight-line basis over the lease term. Leases that substantially transfer to the Company all the risks and rewards of ownership of assets are accounted for as capital leases. At the commencement of the lease term, a capital lease is capitalized at the lower of the fair value of the leased asset and the present value of the minimum lease payments, each determined at the inception of the lease. The corresponding liability to the lessor is included in the balance sheets as capital lease obligation. Lease payments are apportioned between the finance charge and the reduction of the outstanding liability. The finance charge is allocated to each period during the lease term so as to produce a constant periodic rate of interest on the remaining balance of the liability. Assets under capital leases are depreciated the same as owned assets over the shorter of the lease term and their estimated useful lives. |
Taxation | Taxation Current income taxes are provided on the basis of net profit for financial reporting purposes, adjusted for income and expense items which are not assessable or deductible for income tax purposes, in accordance with the regulations of the relevant tax jurisdictions. Deferred income taxes are recognized for temporary differences between the tax bases of assets and liabilities and their reported amounts in the financial statements, net operating loss carryforwards and credits. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Current income taxes are provided in accordance with the laws of the relevant taxing authorities. Deferred tax assets and liabilities are measured using enacted rates expected to apply to taxable income in which temporary differences are expected to be reversed or settled. The effect on deferred tax assets and liabilities of changes in tax rates is recognized in the statement of operations and comprehensive income in the period of the enactment of the change. The Company considers positive and negative evidence when determining whether a portion or all of its deferred tax assets will more likely than not be realized. This assessment considers, among other matters, the nature, frequency and severity of current and cumulative losses, forecasts of future profitability, the duration of statutory carry-forward periods, its experience with tax attributes expiring unused, and its tax planning strategies. The ultimate realization of deferred tax assets is dependent upon its ability to generate sufficient future taxable income within the carry-forward periods provided for in the tax law and during the periods in which the temporary differences become deductible. When assessing the realization of deferred tax assets, the Company has considered possible sources of taxable income including (i) future reversals of existing taxable temporary differences, (ii) future taxable income exclusive of reversing temporary differences and carry-forwards, (iii) future taxable income arising from implementing tax planning strategies, and (iv) specific known trend of profits expected to be reflected within the industry. The Company recognizes a tax benefit associated with an uncertain tax position when, in its judgment, it is more likely than not that the position will be sustained upon examination by a taxing authority. For a tax position that meets the more-likely-than-not recognition threshold, the Company initially and subsequently measures the tax benefit as the largest amount that the Company judges to have a greater than 50% likelihood of being realized upon ultimate settlement with a taxing authority. The Company’s liability associated with unrecognized tax benefits is adjusted periodically due to changing circumstances, such as the progress of tax audits, case law developments and new or emerging legislation. Such adjustments are recognized entirely in the period in which they are identified. The Company’s effective tax rate includes the net impact of changes in the liability for unrecognized tax benefits and subsequent adjustments as considered appropriate by management. The Company classifies interest and penalties recognized on the liability for unrecognized tax benefits as income tax expense. |
Stock-Based Compensation | Stock-Based Compensation The Company recognizes stock-based compensation in accordance with FASB ASC 718, Stock Compensation. ASC 718 requires that the cost resulting from all share-based transactions be recorded in the financial statements. It establishes fair value as the measurement objective in accounting for share-based payment arrangements and requires all entities to apply a fair-value-based measurement in accounting for share-based payment transactions with employees. ASC 718 also establishes fair value as the measurement objective for transactions in which an entity acquires goods or services from non-employees in share-based payment transactions. |
Earnings per share | Earnings per share Basic earnings per share is computed by dividing net income attributable to common shareholders by the weighted average number of shares of common stock outstanding during the period using the two-class method. Under the two-class method, net income is allocated between shares of common stock and other participating securities based on their participating rights. Net loss is not allocated to other participating securities if based on their contractual terms they are not obligated to share in the losses. Diluted earnings per share is calculated by dividing net income attributable to common shareholders by the weighted average number of common and dilutive common equivalent shares outstanding during the period. Common equivalent shares are not included in the denominator of the diluted loss per share calculation when inclusion of such shares would be anti-dilutive. |
Recently Issued Accounting Standards | Recently Issued Accounting Standards The Company has reviewed all the recent accounting pronouncements issued to date of the issuance of these financial statements, and does not believe any of these pronouncements will have a material impact on the Company. |
Related Party Transaction (Tabl
Related Party Transaction (Tables) | 3 Months Ended |
Jun. 30, 2021 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions | Schedule of Related Party Transactions June 30, March 31, US$ US$ Huihe Zheng 437,034 533,590 YeeTah Financial 2,136 22,907 Total 439,169 556,497 The due to related party balance is unsecured, interest-free and due on demand. Subscription Receivable Due from a Shareholder The Company’s subscription receivable due from a shareholder balances as of June 30 and March 31, 2021 are as follows: June 30, March 31, US$ US$ Huihe Zheng 48,718 48,718 |
Loss Per Share (Tables)
Loss Per Share (Tables) | 3 Months Ended |
Jun. 30, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of loss per share | Schedule of loss per share June 30, 2021 June 30, 2020 US$ US$ Numerator: Net loss attributable to ordinary shareholders—basic and diluted (109,019 ) (77,963 ) Denominator: Weighted average number of ordinary shares outstanding—basic and diluted 3,998,813 1,682,054 Loss per share attributable to ordinary shareholders —basic and diluted (0.03 ) (0.05 ) |
Organization and principal ac_2
Organization and principal activities (Details Narrative) - $ / shares | 1 Months Ended | |
Oct. 21, 2020 | Jun. 30, 2021 | |
M R Zheng [Member] | Series C Preferred Shares [Member] | ||
Entity Listings [Line Items] | ||
Business acquisition, shares issued | 900,000 | |
Q D M Holdings Limited [Member] | Series C Preferred Shares [Member] | ||
Entity Listings [Line Items] | ||
Shares issued price per share | $ 0.0001 | |
Q D M Holdings Limited [Member] | Common Stock [Member] | ||
Entity Listings [Line Items] | ||
Shares issued price per share | $ 0.0001 |
Summary of significant accoun_3
Summary of significant accounting policies (Details Narrative) | 3 Months Ended | ||
Jun. 30, 2021USD ($) | Jun. 30, 2020USD ($) | Mar. 31, 2021 | |
Accounting Policies [Abstract] | |||
Exchanges rates used for translation | 7.8000 | 7.8000 | |
Provision for doubtful accounts | $ 0 | $ 0 |
Deferred Asset (Details Narrati
Deferred Asset (Details Narrative) - USD ($) | Jun. 30, 2021 | Mar. 31, 2021 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Deferred assets | $ 0 | $ 70,673 |
Equity (Details Narrative)
Equity (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | |||
May 17, 2021 | Apr. 29, 2021 | Jun. 30, 2021 | Jun. 30, 2020 | Mar. 31, 2021 | |
Class of Stock [Line Items] | |||||
Common stock, par value | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||
Stock issued for services, shares | 501,250 | ||||
Common stock at a price | $ 0.40 | ||||
Stock issued for services, value | $ 200,500 | $ 200,500 | |||
Share capital | $ 94,173 | ||||
Capital contribution | 0 | $ 5,000 | |||
M R Zheng [Member] | |||||
Class of Stock [Line Items] | |||||
Common stock, par value | $ 0.0001 | ||||
Shares issued | 4,049,254 | ||||
M R Zheng [Member] | Series C Convertible Preferred Stock [Member] | |||||
Class of Stock [Line Items] | |||||
Common stock, par value | $ 0.0001 | ||||
Conversion ratio | 1-for-11 | ||||
Shareholder [Member] | |||||
Class of Stock [Line Items] | |||||
Capital contribution | $ 5,000 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) | Jun. 30, 2021 | Mar. 31, 2021 |
Related Party Transaction [Line Items] | ||
Due to related party | $ 439,169 | $ 556,497 |
Subscription receivable | 48,718 | 48,718 |
Huihe Zheng [Member] | ||
Related Party Transaction [Line Items] | ||
Due to related party | 437,034 | 533,590 |
Subscription receivable | 48,718 | 48,718 |
Yee Tah Financial [Member] | ||
Related Party Transaction [Line Items] | ||
Due to related party | $ 2,136 | $ 22,907 |
Related Party Transaction (Deta
Related Party Transaction (Details Narrative) - USD ($) | 3 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Yee Tah Financial [Member] | ||
Related Party Transaction [Line Items] | ||
Related Party cost | $ 11,610 | $ 19,578 |
Tim Shanno [Member] | ||
Related Party Transaction [Line Items] | ||
Commission expenses | 0 | 5,000 |
M R Zheng [Member] | ||
Related Party Transaction [Line Items] | ||
Related Party cost | 200,500 | |
Commission expenses | $ 119,805 | $ 87,538 |
Income Taxes (Details Narrative
Income Taxes (Details Narrative) | 3 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
HONG KONG | ||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | ||
State and federal rate | 16.50% | |
UNITED STATES | ||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | ||
State and federal rate | 21.00% | 21.00% |
Loss Per Share (Details)
Loss Per Share (Details) - USD ($) | 3 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Numerator: | ||
Net loss attributable to ordinary shareholders—basic and diluted | $ (109,019) | $ (77,963) |
Denominator: | ||
Weighted average number of ordinary shares outstanding—basic and diluted | 3,998,813 | 1,682,054 |
Loss per share attributable to ordinary shareholders —basic and diluted | $ (0.03) | $ (0.05) |