Document and Entity Information
Document and Entity Information | 12 Months Ended |
Dec. 31, 2018shares | |
Document and Entity Information [Abstract] | |
Document Type | 20-F |
Amendment Flag | false |
Document Period End Date | Dec. 31, 2018 |
Document Fiscal Year Focus | 2018 |
Document Fiscal Period Focus | FY |
Entity Registrant Name | CHINESEWORLDNET COM INC |
Entity Central Index Key | 0001145898 |
Current Fiscal Year End Date | --12-31 |
Entity Well-known Seasoned Issuer | No |
Entity Voluntary Filers | No |
Entity Current Reporting Status | Yes |
Entity Filer Category | Non-accelerated Filer |
Trading Symbol | CWNOF |
Entity Common Stock, Shares Outstanding | 10,950,000 |
Entity Shell Company | true |
Entity Emerging Growth Company | false |
BALANCE SHEETS
BALANCE SHEETS - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Current assets | ||
Cash and cash equivalents | $ 216,506 | $ 129,564 |
Prepaid expenses and deposits | 8,214 | 8,029 |
Note receivable [note 3] | 0 | 35,927 |
Total current assets | 224,720 | 173,520 |
Non-current assets | ||
Note receivable [note 3] | 178,373 | 235,525 |
Total assets | 403,093 | 409,045 |
Current liabilities | ||
Accounts payable and accrued liabilities | 10,935 | 11,284 |
Due to related parties, non-interest bearing [note 5] | 38,628 | 38,628 |
Total current liabilities | 49,563 | 49,912 |
Stockholders' equity[note 4] | ||
Common stock Authorized 100,000,000 common shares with a par value of $0.001 per share Issued and outstanding 10,950,000 common shares | 10,950 | 10,950 |
Additional paid-in capital | 4,183,129 | 4,183,129 |
Deficit | (3,840,549) | (3,834,946) |
Total Stockholders' equity | 353,530 | 359,133 |
Total liabilities and stockholders' equity | $ 403,093 | $ 409,045 |
BALANCE SHEETS _Parenthetical_
BALANCE SHEETS [Parenthetical] - $ / shares | Dec. 31, 2018 | Dec. 31, 2017 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares issued | 10,950,000 | 10,950,000 |
Common stock, shares outstanding | 10,950,000 | 10,950,000 |
STATEMENTS OF STOCKHOLDERS' EQU
STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings (Deficit) [Member] |
Balance at Dec. 31, 2015 | $ 628,792 | $ 10,950 | $ 4,183,129 | $ (3,565,287) |
Balance (in shares) at Dec. 31, 2015 | 10,950,000 | |||
Net loss for the year | (37,706) | $ 0 | 0 | (37,706) |
Balance at Dec. 31, 2016 | 591,086 | $ 10,950 | 4,183,129 | (3,602,993) |
Balance (in shares) at Dec. 31, 2016 | 10,950,000 | |||
Net loss for the year | (231,953) | $ 0 | 0 | (231,953) |
Balance at Dec. 31, 2017 | 359,133 | $ 10,950 | 4,183,129 | (3,834,946) |
Balance (in shares) at Dec. 31, 2017 | 10,950,000 | |||
Net loss for the year | (5,603) | $ 0 | 0 | (5,603) |
Balance at Dec. 31, 2018 | $ 353,530 | $ 10,950 | $ 4,183,129 | $ (3,840,549) |
Balance (in shares) at Dec. 31, 2018 | 10,950,000 |
STATEMENTS OF OPERATIONS AND CO
STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Expenses | |||
Audit and legal | $ 16,733 | $ 16,464 | $ 14,992 |
Directors' remuneration | 36,000 | 36,000 | 36,000 |
Office and miscellaneous | 4,713 | 4,472 | 6,813 |
Operating Expenses, Total | 57,446 | 56,936 | 57,805 |
Other income (loss) | |||
Foreign exchange gain (loss) | (27,812) | 32,051 | 25,950 |
Interest income | 0 | 0 | 34,325 |
Accretion Income | 79,655 | 42,042 | 43,341 |
Loss on notes receivable | 0 | (249,110) | (83,517) |
Net loss and comprehensive loss for the year | $ (5,603) | $ (231,953) | $ (37,706) |
Basic and diluted net loss per common share | $ 0 | $ (0.02) | $ 0 |
Weighted average number of common shares outstanding | |||
- basic and diluted | 10,950,000 | 10,950,000 | 10,950,000 |
STATEMENTS OF CASH FLOWS
STATEMENTS OF CASH FLOWS - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
OPERATING ACTIVITIES | |||
Net loss for the year | $ (5,603) | $ (231,953) | $ (37,706) |
Adjustment to reconcile net loss to net cash used in operating activities: | |||
Foreign exchange (gain) or loss | 24,991 | (30,642) | (21,349) |
Loss on note receivable | 0 | 249,110 | 83,517 |
Imputed interest income | (79,339) | (42,044) | (77,660) |
Changes in non-cash working capital items: | |||
Prepaid expenses and deposits | (885) | (2,939) | (176) |
Accounts payable and accrued liabilities | 351 | (5,375) | (25,125) |
Due to related parties, non-interest bearing [note 5] | 0 | 0 | 36,000 |
Net cash used in operating activities | (60,485) | (63,843) | (42,499) |
INVESTING ACTIVITIES | |||
Proceeds from note receivable | 147,427 | 150,000 | 0 |
Net cash provided by investing activities | 147,427 | 150,000 | 0 |
Increase (Decrease) in cash and cash equivalents | 86,942 | 86,157 | (42,499) |
Cash and cash equivalents, beginning of year | 129,564 | 43,407 | 85,906 |
Cash and cash equivalents, end of year | $ 216,506 | $ 129,564 | $ 43,407 |
NATURE OF OPERATIONS AND GOING
NATURE OF OPERATIONS AND GOING CONCERN | 12 Months Ended |
Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Operations [Text Block] | 1. NATURE OF OPERATIONS AND GOING CONCERN The Company was incorporated under the laws of Cayman Islands on January 12, 2000. On January 15, 2000 the Company acquired 100% of the issued and outstanding shares of NAI Interactive Ltd. (“NAI”), a company incorporated under the laws of British Columbia, Canada. The Company also has a dormant wholly-owned subsidiary ChineseWorldNet.com HK Limited (“CWN HK”) incorporated under the laws of Hong Kong. ChineseWorldNet.com (Shanghai) Ltd. (“CWN China”) was incorporated under the laws of People’s Republic of China in April 2008. In fiscal year 2012, the Company’s ownership interests in CWN China increased from 80% to 83% after CWN HK invested an amount of $200,000 to CWN China’s registered capital. During the fiscal year 2013, the Company’s ownership interests in CWN China further increased from 83% to 85% after CWN HK invested an amount of $187,200 to CWN China’s registered capital. CWN China has a wholly-owned subsidiary, Weihai Consulting Investment Ltd (“Weihai”), a company incorporated under the laws of People’s Republic of China in September 2009. In year 2014, the Company received shareholder approval and sold all issued and outstanding shares in NAI, all issued and outstanding shares of CWN HK and 23.8% of issued and outstanding shares of CWN Capital. For the consideration, the Company received an aggregate of CAD $263,968 in funds and one non-interest bearing promissory notes in the aggregate principal amount of CAD $831,031 with a maturity date of one year with the option to extend upon mutual agreement. After disposal of all subsidiaries and long-term investment on April 28, 2014, the core business activities and operations were discontinued. The Company is currently inactive with limited operations and is in the process of seeking new business opportunities. These financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America applicable to a going concern, which contemplates the realization of assets and the satisfaction of liabilities and commitments in the normal course of business. The Company has accumulated losses since its inception and requires additional funds to maintain and expand its intended business operations. As at December 31, 2018, the Company has a working capital of $175,157 (2017: $123,608). Management’s plans in this regard are to raise debt or equity financing as required which the Company has been able to finance the operations through a series of equity and debt financings and additional funds is still required to fund the Company’s anticipated business expansion. There can be no assurance that a viable business opportunity that can be adequately financed will be identified and available to the Company. Additional equity and/or debt financing is subject to the global financial markets and prevailing economic conditions, which have recently been volatile and distressed. These factors will likely make it more challenging to obtain financing for the Company going forward. These matters and conditions indicate the existence of a material uncertainty that causes substantial doubt about the Company’s ability to continue as going concern. |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies [Text Block] | 2. SIGNIFICANT ACCOUNTING POLICIES Basis of presentation These financial statements have been prepared in conformity with generally accepted accounting principles in the United States of America (“US GAAP”) and are expressed in United States dollars, unless otherwise noted. All adjustments considered necessary for a fair presentation of financial position, results of operations and cash flows as at December 31, 2018 have been included. Use of estimates The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amount of revenues and expenses during the reporting period. Actual results could differ from those estimates. Estimates and underlying assumptions are reviewed at each period end. Revisions to accounting estimates are recognized in the period in which the estimates are revised and in any future periods affected. Significant areas requiring the use of management estimates relate to fair value of financial instruments, deferred income tax assets and liabilities and stock based compensation. Cash and cash equivalents Cash equivalents usually consist of highly liquid investments which are readily convertible into cash with maturity of three months or less when purchased. The Company had no cash equivalents as of December 31, 2018 (2017 - $Nil). Foreign currency translations The Company’s functional currency is the U.S. dollar. Transactions in other currencies are recorded in U.S. dollars at the rates of exchange prevailing when the transactions occur. Monetary assets and liabilities denominated in other currencies are translated into U.S. dollars at rates of exchange in effect at the balance sheet dates. Exchange gains and losses are recorded in the Statements of Operations and Comprehensive Loss. Income taxes Income taxes are accounted for under the liability method of accounting for income taxes. Under the liability method, deferred tax liabilities and assets are recognized for the estimated future tax consequences attributable to differences between the amounts reported in the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted income tax rates expected to apply when the asset is realized or the liability is settled. The effect of a change in income tax rates on deferred tax liabilities and assets is recognized in income in the period in which the change occurs. Deferred tax assets are recognized to the extent that they are considered more likely than not to be realized. Per FASB ASC 740 “Income taxes” under the liability method, it is the Company’s policy to provide for uncertain tax positions and the related interest and penalties based upon management’s assessment of whether a tax benefit is more likely than not to be sustained upon examination by tax authorities. At December 31, 2018, the Company believes it has appropriately accounted for any unrecognized tax benefits. To the extent the Company prevails in matters for which a liability for an unrecognized benefit is established or is required to pay amounts in excess of the liability, the Company’s effective tax rate in a given financial statement period may be affected. Interest and penalties associated with the Company’s tax positions are recorded as Interest Expense. Comprehensive income (loss) The Company accounts for comprehensive income (loss) under the provisions of ASC Topic 220-10, Comprehensive Income - Overall, which establishes standards for reporting and display of comprehensive income, its components and accumulated balances. The Company is disclosing this information on its Statements of Operations and Comprehensive Loss. Financial instruments and concentration of risks Fair value of financial instruments is made at a specific point in time, based on relevant information about financial markets and specific financial instruments. As these estimates are subjective in nature, involving uncertainties and matters of significant judgment, they cannot be determined with precision. Changes in assumptions can significantly affect estimated fair values. The carrying value of cash and cash equivalents, due to related parties and accounts payable and accrued liabilities approximates their fair value because of the short-term nature of these instruments. The fair value of long term notes receivable is estimated using discounted cash flow model that utilizes a discount rate that reflects the Company’s current pricing for loans with similar characteristics and maturity, adjusted by liquidity premium and company specific premium at the balance sheet date (refer to Note 3). The Company is exposed to interest rates risk on its cash and cash equivalents. Management does not believe that the impact of interest rate fluctuate will be significant. The Company has cash and cash equivalents with various financial institutions, which may exceed insured limits throughout the year. The Company is exposed to credit loss for amounts in excess of insured limits in the event of non-performance by the institution. However, the Company does not anticipate non-performance. The Company is exposed to foreign currency risk on fluctuations related to the note receivable which is denominated in Canadian dollars. Fair value of financial instruments Fair Value of Financial Instruments – the Company adopted SFAS ASC 820-10-50, “Fair Value Measurements”. This guidance defines fair value, establishes a three-level valuation hierarchy for disclosures of fair value measurement and enhances disclosure requirements for fair value measures. The three levels are defined as follows: Level one – Quoted market prices in active markets for identical assets or liabilities; Level two – Inputs other than level one inputs that are either directly or indirectly observable; and Level three – Unobservable inputs developed using estimates and assumptions, which are developed by the reporting entity and reflect those assumptions that a market participant would use. For the years ended December 31, 2018 and 2017, the Company's financial instruments include cash and cash equivalents, accounts payable, and amounts due to related parties. The carrying values of these financial instruments approximate their fair values due to their relatively short periods to maturity; and the fair value of notes receivable are recognized in the balance sheets as level three per the fair value hierarchy (refer to note 3). Earning (Loss) per share Basic loss per share is computed on the basis of the weighted average number of common shares outstanding during each period. Diluted loss per share is computed on the basis of the weighted average number of common shares and dilutive securities outstanding. Stock-based compensation The Company has adopted the fair value method of accounting for stock-based compensation as recommended by ASC 718 Compensation –Stock Compensation . The Company has granted stock options to directors and certain employees for services provided to the Company under this method. The Company recognizes compensation expense for stock options awarded based on the fair value of the options at the grant date using the Black-Scholes option pricing model. The fair value of the options is amortized over the vesting period. Recently Adopted Accounting Pronouncements In January 2016, the FASB issued ASU 2016-01, Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities. The amendments to the guidance enhance the reporting model for financial instruments, which includes amendments to address aspects of recognition, measurement, presentation, and disclosure. The Company has adopted the methodologies prescribed by this ASU since January 1, 2018 and there is no material impact on the Company’s consolidated financial statements. In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments. The new guidance is intended to reduce diversity in practice in how certain transactions are classified in the statement of cash flows. ASU 2016-15 is effective for public business entities for fiscal years beginning after December 15, 2017, and interim periods within those years. Early adoption is permitted. Entities will have to apply the guidance retrospectively, but if it is impracticable to do so for an issue, the amendments related to that issue would be applied prospectively. The Company has adopted the methodologies prescribed by this ASU by the date required and there is no material impact on the Company’s financial statements. On November 17, 2016, the FASB issued ASU 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash. Entities will be required to show the changes in the total of cash, cash equivalents, restricted cash and restricted cash equivalents in the statement of cash flows. As a result, entities will no longer present transfers between cash and cash equivalents and restricted cash and restricted cash equivalents in the statement of cash flows. ASU 2016-18 is effective for public business entities for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. The Company has adopted the methodologies prescribed by this ASU by the date required and there is no material impact on the Company’s financial statements. In May 2017, the FASB issued ASU 2017-09, Compensation—Stock Compensation (Topic 718): The amendments provide guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718. An entity should account for the effects of a modification unless all the following are met: 1. The fair value (or calculated value or intrinsic value, if such an alternative measurement method is used) of the modified award is the same as the fair value (or calculated value or intrinsic value, if such an alternative measurement method is used) of the original award immediately before the original award is modified. If the modification does not affect any of the inputs to the valuation technique that the entity uses to value the award, the entity is not required to estimate the value immediately before and after the modification. 2. The vesting conditions of the modified award are the same as the vesting conditions of the original award immediately before the original award is modified. 3. The classification of the modified award as an equity instrument or a liability instrument is the same as the classification of the original award immediately before the original award is modified. The current disclosure requirements in Topic 718 apply regardless of whether an entity is required to apply modification accounting under the amendments. The amendments are effective for all entities for annual periods, and interim periods within those annual periods, beginning after December 15, 2017. The Company has adopted the methodologies prescribed by this ASU by the date required and there is no material impact on the Company’s financial statements. Recently Issued Accounting Pronouncements In June 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. Among other things, these amendments require the measurement of all expected credit losses for financial assets held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. Financial institutions and other organizations will now use forward-looking information to better inform their credit loss estimates. Effective for SEC filers for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Early application will be permitted for all organizations for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. The Company is currently evaluating the impact of the adoption of this guidance on its financial statements, if any. In March 2017, the FASB issued ASU 2017-08, Receivables—Nonrefundable Fees and Other Costs (Subtopic 310-20): Premium Amortization on Purchased Callable Debt Securities. The amendments in this Update shorten the amortization period for certain callable debt securities held at a premium. Specifically, the amendments require the premium to be amortized to the earliest call date. The amendments do not require an accounting change for securities held at a discount; the discount continues to be amortized to maturity. For public business entities, ASU 2017-08 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. The Company is currently evaluating the impact of the adoption of this guidance on its financial statements, if any. In June 2018, the FASB issued ASU 2018-07, Compensation-Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting. These amendments expand the scope of Topic 718, Compensation—Stock Compensation (which currently only includes share-based payments to employees) to include share-based payments issued to nonemployees for goods or services. Consequently, the accounting for share-based payments to nonemployees and employees will be substantially aligned. The ASU supersedes Subtopic 505-50, Equity—Equity-Based Payments to Non-Employees. This standard is effective for fiscal years beginning after December 15, 2018, including interim periods within that fiscal year. Early adoption is permitted, but no earlier than a company’s adoption date of Topic 606, Revenue from Contracts with Customers. The Company is currently evaluating the potential impact this guidance will have on the financial statements, if any. In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement. For all entities, amendments are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. The amendments on changes in unrealized gains and losses, the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements, and the narrative description of measurement uncertainty should be applied prospectively for only the most recent interim or annual period presented in the initial fiscal year of adoption. All other amendments should be applied retrospectively to all periods presented upon their effective date. Early adoption is permitted. An entity is permitted to early adopt any removed or modified disclosures upon issuance of ASU No. 2018-13 and delay adoption of the additional disclosures until their effective date. The Company is currently evaluating the potential impact this guidance will have on the financial statements, if any. |
NOTES RECEIVABLE
NOTES RECEIVABLE | 12 Months Ended |
Dec. 31, 2018 | |
Receivables [Abstract] | |
Loans, Notes, Trade and Other Receivables Disclosure [Text Block] | 3. NOTES RECEIVABLE As at April 28, 2014, the Company received a promissory note of CAD $831,031 (US $618,952) from Ningbo International Limited, a non-related party, as result of the disposal all the issued and outstanding shares in NAI, all the issued and outstanding shares of CWN HK and 23.8% of the issued and outstanding shares of CWN Capital. The promissory note is non-interest bearing unsecured with a maturity date of one year and the option to extend upon mutual agreement. On April 28, 2015, the Company extended the payment date of the promissory note to April 28, 2016. On April 28, 2016, the Company further extended the payment date to April 28, 2018 and imposed an 8% per annum interest rate payable on the repayment date of the principal amount. On April 16, 2017, the Company amended the promissory note to a non-interest bearing and changed the payment schedule as follows: CDN $ 150,000 CDN $ 100,000 CDN $ 100,000 The remaining principal amount of CDN$ 481,031 During the year ended December 31, 2018, the Company received payment of CAD $200,000 (USD $147,000) from Ningbo International Limited. As at December 31, 2018, the note receivable balance is recorded at a fair value of $178,373 (2017: $271,452 and 2016: $597,876). The note is valued using a discounted cash flow model that utilizes a discount rate that reflects the Company’s current pricing for loans with similar characteristics and maturity, adjusted by liquidity premium and company specific premium at the balance sheet date. The Company recognized $Nil loss on note receivable [2017 - $249,110 and 2016 - $83,517], interest income on the note receivable of $Nil (2017: $Nil and 2016: $34,325) and accretion income of $79,655 [2017 - $42,042 and 2016 - $43,341]. The effective interest rate of the note receivable is 19.02%. During the year ended December 31, 2018, the Company recorded foreign exchange loss of $24,991 [2017 - foreign exchange gain: $30,643 and 2016 - foreign exchange gain: 21,349]. |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 12 Months Ended |
Dec. 31, 2018 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity Note Disclosure [Text Block] | 4. STOCKHOLDERS’ EQUITY Share Capital The Company has authorized 100,000,000 common shares at par value of $0.001 per share. As at December 31, 2018 and 2017, the Company has 10,950,000 common shares issued and outstanding. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2018 | |
Related Party Transactions [Abstract] | |
Related Party Transactions Disclosure [Text Block] | 5. RELATED PARTY TRANSACTIONS As at December 31, 2018, the Company has amounts due to stockholders and directors of $38,628 [2017 - $38,628 and 2016 - $38,628]. These amounts are non-interest bearing and are due on demand. As at December 31, 2018, the Company accrued director fees in the amount of $36,000 [2017 - $36,000 and 2016 - $36,000]. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Tax Disclosure [Text Block] | 6. INCOME TAXES The Company is subject to the tax laws of Cayman Islands and the tax rate is 0%. The Company’s former subsidiaries were subject to tax at various rates in the jurisdictions in which they operated. The reconciliation of the income tax expense is as follows: 2018 $ 2017 $ 2016 $ Net (loss) for the year (5,603 ) (231,953 ) (37,706 ) Statutory Cayman Islands corporate tax rate 0 % 0 % 0 % Expected tax recovery — — — As at December 31, 2018, the Company has $Nil unrecognized deductible temporary differences. |
RECLASSIFICATION OF PRIOR YEAR
RECLASSIFICATION OF PRIOR YEAR PRESENTATION | 12 Months Ended |
Dec. 31, 2018 | |
Disclosure Text Block [Abstract] | |
Disclosure of Reclassification Amount [Text Block] | 7. RECLASSIFICATION OF PRIOR YEAR PRESENTATION Certain prior year amounts have been reclassified for consistency with the current year presentation. These reclassifications had no effect on the reported results of operation. |
SIGNIFICANT ACCOUNTING POLICI_2
SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Basis of Accounting, Policy [Policy Text Block] | Basis of presentation These financial statements have been prepared in conformity with generally accepted accounting principles in the United States of America (“US GAAP”) and are expressed in United States dollars, unless otherwise noted. All adjustments considered necessary for a fair presentation of financial position, results of operations and cash flows as at December 31, 2018 have been included. |
Use of Estimates, Policy [Policy Text Block] | Use of estimates The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amount of revenues and expenses during the reporting period. Actual results could differ from those estimates. Estimates and underlying assumptions are reviewed at each period end. Revisions to accounting estimates are recognized in the period in which the estimates are revised and in any future periods affected. Significant areas requiring the use of management estimates relate to fair value of financial instruments, deferred income tax assets and liabilities and stock based compensation. |
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and cash equivalents Cash equivalents usually consist of highly liquid investments which are readily convertible into cash with maturity of three months or less when purchased. The Company had no cash equivalents as of December 31, 2018 (2017 - $Nil). |
Foreign Currency Transactions and Translations Policy [Policy Text Block] | Foreign currency translations The Company’s functional currency is the U.S. dollar. Transactions in other currencies are recorded in U.S. dollars at the rates of exchange prevailing when the transactions occur. Monetary assets and liabilities denominated in other currencies are translated into U.S. dollars at rates of exchange in effect at the balance sheet dates. Exchange gains and losses are recorded in the Statements of Operations and Comprehensive Loss. |
Income Tax, Policy [Policy Text Block] | Income taxes Income taxes are accounted for under the liability method of accounting for income taxes. Under the liability method, deferred tax liabilities and assets are recognized for the estimated future tax consequences attributable to differences between the amounts reported in the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted income tax rates expected to apply when the asset is realized or the liability is settled. The effect of a change in income tax rates on deferred tax liabilities and assets is recognized in income in the period in which the change occurs. Deferred tax assets are recognized to the extent that they are considered more likely than not to be realized. Per FASB ASC 740 “Income taxes” under the liability method, it is the Company’s policy to provide for uncertain tax positions and the related interest and penalties based upon management’s assessment of whether a tax benefit is more likely than not to be sustained upon examination by tax authorities. At December 31, 2018, the Company believes it has appropriately accounted for any unrecognized tax benefits. To the extent the Company prevails in matters for which a liability for an unrecognized benefit is established or is required to pay amounts in excess of the liability, the Company’s effective tax rate in a given financial statement period may be affected. Interest and penalties associated with the Company’s tax positions are recorded as Interest Expense. |
Comprehensive Income, Policy [Policy Text Block] | Comprehensive income (loss) The Company accounts for comprehensive income (loss) under the provisions of ASC Topic 220-10, Comprehensive Income - Overall, which establishes standards for reporting and display of comprehensive income, its components and accumulated balances. The Company is disclosing this information on its Statements of Operations and Comprehensive Loss. |
Financial Instruments and Concentration Of Risk [Policy Text Block] | Financial instruments and concentration of risks Fair value of financial instruments is made at a specific point in time, based on relevant information about financial markets and specific financial instruments. As these estimates are subjective in nature, involving uncertainties and matters of significant judgment, they cannot be determined with precision. Changes in assumptions can significantly affect estimated fair values. The carrying value of cash and cash equivalents, due to related parties and accounts payable and accrued liabilities approximates their fair value because of the short-term nature of these instruments. The fair value of long term notes receivable is estimated using discounted cash flow model that utilizes a discount rate that reflects the Company’s current pricing for loans with similar characteristics and maturity, adjusted by liquidity premium and company specific premium at the balance sheet date (refer to Note 3). The Company is exposed to interest rates risk on its cash and cash equivalents. Management does not believe that the impact of interest rate fluctuate will be significant. The Company has cash and cash equivalents with various financial institutions, which may exceed insured limits throughout the year. The Company is exposed to credit loss for amounts in excess of insured limits in the event of non-performance by the institution. However, the Company does not anticipate non-performance. The Company is exposed to foreign currency risk on fluctuations related to the note receivable which is denominated in Canadian dollars. |
Fair Value of Financial Instruments, Policy [Policy Text Block] | Fair value of financial instruments Fair Value of Financial Instruments – the Company adopted SFAS ASC 820-10-50, “Fair Value Measurements”. This guidance defines fair value, establishes a three-level valuation hierarchy for disclosures of fair value measurement and enhances disclosure requirements for fair value measures. The three levels are defined as follows: Level one – Quoted market prices in active markets for identical assets or liabilities; Level two – Inputs other than level one inputs that are either directly or indirectly observable; and Level three – Unobservable inputs developed using estimates and assumptions, which are developed by the reporting entity and reflect those assumptions that a market participant would use. For the years ended December 31, 2018 and 2017, the Company's financial instruments include cash and cash equivalents, accounts payable, and amounts due to related parties. The carrying values of these financial instruments approximate their fair values due to their relatively short periods to maturity; and the fair value of notes receivable are recognized in the balance sheets as level three per the fair value hierarchy (refer to note 3). |
Earnings Per Share, Policy [Policy Text Block] | Earning (Loss) per share Basic loss per share is computed on the basis of the weighted average number of common shares outstanding during each period. Diluted loss per share is computed on the basis of the weighted average number of common shares and dilutive securities outstanding. |
Share-based Compensation, Option and Incentive Plans, Director Policy [Policy Text Block] | Stock-based compensation The Company has adopted the fair value method of accounting for stock-based compensation as recommended by ASC 718 Compensation –Stock Compensation . The Company has granted stock options to directors and certain employees for services provided to the Company under this method. The Company recognizes compensation expense for stock options awarded based on the fair value of the options at the grant date using the Black-Scholes option pricing model. The fair value of the options is amortized over the vesting period. |
Recently Adopted Accounting Pronouncements [Policy Text Block] | Recently Adopted Accounting Pronouncements In January 2016, the FASB issued ASU 2016-01, Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities. The amendments to the guidance enhance the reporting model for financial instruments, which includes amendments to address aspects of recognition, measurement, presentation, and disclosure. The Company has adopted the methodologies prescribed by this ASU since January 1, 2018 and there is no material impact on the Company’s consolidated financial statements. In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments. The new guidance is intended to reduce diversity in practice in how certain transactions are classified in the statement of cash flows. ASU 2016-15 is effective for public business entities for fiscal years beginning after December 15, 2017, and interim periods within those years. Early adoption is permitted. Entities will have to apply the guidance retrospectively, but if it is impracticable to do so for an issue, the amendments related to that issue would be applied prospectively. The Company has adopted the methodologies prescribed by this ASU by the date required and there is no material impact on the Company’s financial statements. On November 17, 2016, the FASB issued ASU 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash. Entities will be required to show the changes in the total of cash, cash equivalents, restricted cash and restricted cash equivalents in the statement of cash flows. As a result, entities will no longer present transfers between cash and cash equivalents and restricted cash and restricted cash equivalents in the statement of cash flows. ASU 2016-18 is effective for public business entities for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. The Company has adopted the methodologies prescribed by this ASU by the date required and there is no material impact on the Company’s financial statements. In May 2017, the FASB issued ASU 2017-09, Compensation—Stock Compensation (Topic 718): The amendments provide guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718. An entity should account for the effects of a modification unless all the following are met: 1. The fair value (or calculated value or intrinsic value, if such an alternative measurement method is used) of the modified award is the same as the fair value (or calculated value or intrinsic value, if such an alternative measurement method is used) of the original award immediately before the original award is modified. If the modification does not affect any of the inputs to the valuation technique that the entity uses to value the award, the entity is not required to estimate the value immediately before and after the modification. 2. The vesting conditions of the modified award are the same as the vesting conditions of the original award immediately before the original award is modified. 3. The classification of the modified award as an equity instrument or a liability instrument is the same as the classification of the original award immediately before the original award is modified. The current disclosure requirements in Topic 718 apply regardless of whether an entity is required to apply modification accounting under the amendments. The amendments are effective for all entities for annual periods, and interim periods within those annual periods, beginning after December 15, 2017. The Company has adopted the methodologies prescribed by this ASU by the date required and there is no material impact on the Company’s financial statements. |
New Accounting Pronouncements, Policy [Policy Text Block] | Recently Issued Accounting Pronouncements In June 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. Among other things, these amendments require the measurement of all expected credit losses for financial assets held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. Financial institutions and other organizations will now use forward-looking information to better inform their credit loss estimates. Effective for SEC filers for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Early application will be permitted for all organizations for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. The Company is currently evaluating the impact of the adoption of this guidance on its financial statements, if any. In March 2017, the FASB issued ASU 2017-08, Receivables—Nonrefundable Fees and Other Costs (Subtopic 310-20): Premium Amortization on Purchased Callable Debt Securities. The amendments in this Update shorten the amortization period for certain callable debt securities held at a premium. Specifically, the amendments require the premium to be amortized to the earliest call date. The amendments do not require an accounting change for securities held at a discount; the discount continues to be amortized to maturity. For public business entities, ASU 2017-08 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. The Company is currently evaluating the impact of the adoption of this guidance on its financial statements, if any. In June 2018, the FASB issued ASU 2018-07, Compensation-Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting. These amendments expand the scope of Topic 718, Compensation—Stock Compensation (which currently only includes share-based payments to employees) to include share-based payments issued to nonemployees for goods or services. Consequently, the accounting for share-based payments to nonemployees and employees will be substantially aligned. The ASU supersedes Subtopic 505-50, Equity—Equity-Based Payments to Non-Employees. This standard is effective for fiscal years beginning after December 15, 2018, including interim periods within that fiscal year. Early adoption is permitted, but no earlier than a company’s adoption date of Topic 606, Revenue from Contracts with Customers. The Company is currently evaluating the potential impact this guidance will have on the financial statements, if any. In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement. For all entities, amendments are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. The amendments on changes in unrealized gains and losses, the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements, and the narrative description of measurement uncertainty should be applied prospectively for only the most recent interim or annual period presented in the initial fiscal year of adoption. All other amendments should be applied retrospectively to all periods presented upon their effective date. Early adoption is permitted. An entity is permitted to early adopt any removed or modified disclosures upon issuance of ASU No. 2018-13 and delay adoption of the additional disclosures until their effective date. The Company is currently evaluating the potential impact this guidance will have on the financial statements, if any. |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | The Company is subject to the tax laws of Cayman Islands and the tax rate is 0%. The Company’s former subsidiaries were subject to tax at various rates in the jurisdictions in which they operated. The reconciliation of the income tax expense is as follows: 2018 $ 2017 $ 2016 $ Net (loss) for the year (5,603 ) (231,953 ) (37,706 ) Statutory Cayman Islands corporate tax rate 0 % 0 % 0 % Expected tax recovery — — — |
NATURE OF OPERATIONS AND GOIN_2
NATURE OF OPERATIONS AND GOING CONCERN (Details Textual) | 12 Months Ended | ||||||
Dec. 31, 2014CAD ($) | Dec. 31, 2013USD ($) | Dec. 31, 2012USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2011 | Jan. 15, 2000 | |
Nature Of Operation [Line Items] | |||||||
Investments in and Advances to Affiliates, at Fair Value, Gross Additions | $ 187,200 | $ 200,000 | |||||
Business Combination, Consideration Transferred | $ 263,968 | ||||||
Debt Instrument, Face Amount | $ 831,031 | ||||||
Working Capital Deficiency | $ 175,157 | $ 123,608 | |||||
NAI Interactive Ltd [Member] | |||||||
Nature Of Operation [Line Items] | |||||||
Noncontrolling Interest, Ownership Percentage by Parent | 100.00% | ||||||
Cwn China [Member] | |||||||
Nature Of Operation [Line Items] | |||||||
Noncontrolling Interest, Ownership Percentage by Parent | 85.00% | 83.00% | |||||
Equity Method Investment, Ownership Percentage | 83.00% | 80.00% | |||||
CWN Capital [Member] | |||||||
Nature Of Operation [Line Items] | |||||||
Percentage of Equity Issued | 23.80% |
NOTES RECEIVABLE (Details Textu
NOTES RECEIVABLE (Details Textual) | 1 Months Ended | 12 Months Ended | ||||||
Apr. 28, 2016 | Apr. 28, 2014USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2018CAD ($) | Apr. 16, 2017CAD ($) | Apr. 28, 2014CAD ($) | |
Accounts, Notes, Loans and Financing Receivable, Net, Noncurrent | $ 178,373 | $ 235,525 | ||||||
Gain (Loss) on Sale of Notes Receivable | 0 | (249,110) | $ (83,517) | |||||
Investment Income, Interest | 0 | 0 | 34,325 | |||||
Accretion Income | $ 79,655 | 42,042 | 43,341 | |||||
Receivable with Imputed Interest, Effective Yield (Interest Rate) | 19.02% | |||||||
Foreign Currency Transaction Loss, before Tax | $ 24,991 | 30,643 | 21,349 | |||||
CWN Capital [Member] | ||||||||
Sale of Stock, Percentage of shares sold | 23.80% | |||||||
Ningbo International Limited [Member] | ||||||||
Receivable with Imputed Interest, Face Amount | 147,000 | $ 200,000 | ||||||
Non-Interest Bearing Promissory Notes [Member] | ||||||||
Receivable with Imputed Interest, Face Amount | $ 618,952 | $ 831,031 | ||||||
Receivable with Imputed Interest, Due Date | Apr. 28, 2018 | |||||||
Accounts, Notes, Loans and Financing Receivable, Net, Noncurrent | $ 178,373 | $ 271,452 | $ 597,876 | |||||
Receivable with Imputed Interest, Effective Yield (Interest Rate) | 8.00% | |||||||
Non-Interest Bearing Promissory Notes [Member] | Ningbo International Limited [Member] | Receivable on or bebore April 30,2017 [Member] | ||||||||
Financing Receivable, Net | $ 150,000 | |||||||
Non-Interest Bearing Promissory Notes [Member] | Ningbo International Limited [Member] | Recieved on or bebore Dec 31,2018 [Member] | ||||||||
Financing Receivable, Net | 100,000 | |||||||
Non-Interest Bearing Promissory Notes [Member] | Ningbo International Limited [Member] | Recieved on or bebore Dec 31,2019 [Member] | ||||||||
Financing Receivable, Net | 100,000 | |||||||
Non-Interest Bearing Promissory Notes [Member] | Ningbo International Limited [Member] | Recieved on or bebore Dec 31,2020 [Member] | ||||||||
Financing Receivable, Net | $ 481,031 |
STOCKHOLDERS' EQUITY (Details T
STOCKHOLDERS' EQUITY (Details Textual) - $ / shares | Dec. 31, 2018 | Dec. 31, 2017 |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Common Stock, Shares Authorized | 100,000,000 | 100,000,000 |
Common Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 |
Common Stock, Shares, Issued | 10,950,000 | 10,950,000 |
Common Stock, Shares, Outstanding | 10,950,000 | 10,950,000 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Textual) - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Related Party Transaction [Line Items] | |||
Noninterest Advance To Related Party | $ 38,628 | $ 38,628 | $ 38,628 |
Directors' remuneration | $ 36,000 | $ 36,000 | $ 36,000 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Effective Income Tax Rate Reconciliation [Line Items] | |||
Net (loss) for the year | $ (5,603) | $ (231,953) | $ (37,706) |
Statutory Cayman Islands corporate tax rate | 0.00% | 0.00% | 0.00% |
Expected tax recovery | $ 0 | $ 0 | $ 0 |
INCOME TAXES (Details Textual)
INCOME TAXES (Details Textual) - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Taxes [Line Items] | |||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate | 0.00% | 0.00% | 0.00% |
Unrecognized Tax Benefits | $ 0 |