Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Sep. 30, 2019 | Nov. 11, 2019 | |
Document And Entity Information | ||
Entity Registrant Name | NAMI Corp. | |
Entity Central Index Key | 0001567388 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Current Fiscal Year End Date | --06-30 | |
Entity Small Business | true | |
Entity Shell Company | false | |
Entity Emerging Growth Company | true | |
Entity Current Reporting Status | Yes | |
Document Period End Date | Sep. 30, 2019 | |
Entity Filer Category | Non-accelerated Filer | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2020 | |
Entity Ex Transition Period | false | |
Entity Common Stock Shares Outstanding | 1,426,927,346 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) | Sep. 30, 2019 | Jun. 30, 2019 |
Current Assets | ||
Cash and cash equivalents | $ 38,640 | $ 22,216 |
Prepayment | 99,682 | 100,481 |
Other receivables and deposits | 25,592 | 20,177 |
Total Current Assets | 163,914 | 142,874 |
Non-Current Assets | ||
Concession acquisition costs, net | 340,163 | 303,726 |
Property and equipment, net | 22,593 | 23,048 |
TOTAL ASSETS | 526,670 | 469,648 |
Current Liabilities | ||
Accounts payable | 40,244 | 40,244 |
Other payables and accruals | 350,403 | 3,946 |
Amount due to related parties | 3,514,904 | 3,545,763 |
Total Current Liabilities | 3,905,551 | 3,589,953 |
TOTAL LIABILITIES | 3,905,551 | 3,589,953 |
Commitments and contingencies | ||
STOCKHOLDERS? DEFICIT | ||
Series A Preferred, MYR 1 par value; 50,000,000 shares authorized; 280,000 shares issued and outstanding | 68,408 | 68,408 |
Capital stock - Authorized 5,000,000,000 shares of common stock, $0.001 par value, 1,426,927,346 shares issued and outstanding | 1,426,927 | 1,426,927 |
Additional paid-in capital | 228,373 | 175,610 |
Accumulated deficit | (5,191,550) | (4,854,366) |
Accumulated other comprehensive income | 88,961 | 63,116 |
Total Stockholder's Deficit | (3,378,881) | (3,120,305) |
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT | $ 526,670 | $ 469,648 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2019 | Jun. 30, 2019 |
STOCKHOLDERS' DEFICIT | ||
Common stock, shares authorized | 5,000,000,000 | 5,000,000,000 |
Common stock, shares par value | $ 0.001 | $ 0.001 |
Common stock, shares issued | 1,426,927,346 | 1,426,927,346 |
Common stock, shares outstanding | 1,426,927,346 | 1,426,927,346 |
Series A Preferred Stock [Member] | ||
STOCKHOLDERS' DEFICIT | ||
Preferred stock, shares par value | $ 1 | $ 1 |
Preferred stock, shares authorized | 50,000,000 | 50,000,000 |
Preferred stock, shares issued | 280,000 | 280,000 |
Preferred stock, shares outstanding | 280,000 | 280,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) | 3 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Revenue | ||
Sales | ||
Operating Expenses | ||
Depreciation, depletion, amortization and impairment | 33,295 | 2,810 |
General and administrative expenses | 237,115 | 171,173 |
Exploration Expenditure | (12,006) | |
Total Operating Expenses | 282,416 | 173,983 |
Loss from Operations | (282,416) | |
Other Income (Expense) | ||
Other income | 3,007 | |
Interest expense, related parties | (52,763) | (33,064) |
Total Other Expenses | (52,763) | (30,057) |
Loss before taxation | (335,179) | (204,040) |
Income taxes | ||
Net Loss | (335,179) | (204,040) |
Dividend on Series A Preferred Stock | (2,005) | |
Net loss attributable to common stockholders | (337,184) | (204,040) |
Other Comprehensive Income (Loss) Foreign currency translation adjustments | 25,845 | 47,450 |
Total Comprehensive Loss | $ (311,339) | $ (156,590) |
Basic and Diluted Loss per Common Share | $ 0 | $ 0 |
Basic and Diluted Weighted Average Common Shares Outstanding | 1,426,927,346 | 1,396,226,259 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Changes in Stockholders Deficit - USD ($) | Total | Preferred Stock | Common Stock | Additional Paid-in Capital | Accumulated Deficit | Accumulated Other Comprehensive Income (loss) |
Balance, shares at Jun. 30, 2018 | 720,802,346 | |||||
Balance, amount at Jun. 30, 2018 | $ (1,891,106) | $ 720,802 | $ (2,629,699) | $ 17,791 | ||
Net Income (Loss) | (204,040) | (204,040) | ||||
Series A Preferred Stock issued, amount | $ 68,408 | |||||
Series A Preferred Stock issued, shares | 280,000 | |||||
Imputed interest, amount | 33,064 | $ 33,064 | ||||
Recapitalization, shares | 706,125,000 | |||||
Recapitalization, amount | (426,393) | $ 706,125 | $ (1,132,518) | |||
Foreign currency translation adjustment | $ 47,450 | $ 47,450 | ||||
Balance, shares at Sep. 30, 2018 | 280,000 | 1,426,927,346 | ||||
Balance, amount at Sep. 30, 2018 | $ (2,372,617) | $ 68,408 | $ 1,426,927 | $ (33,064) | $ (3,966,257) | $ 65,241 |
Balance, shares at Jun. 30, 2019 | 280,000 | 1,426,927,346 | ||||
Balance, amount at Jun. 30, 2019 | $ (3,120,305) | $ 68,408 | $ 1,426,927 | $ 175,610 | $ (4,854,366) | $ 63,116 |
Net Income (Loss) | (335,179) | (335,179) | ||||
Imputed interest, amount | 52,763 | $ 52,763 | ||||
Foreign currency translation adjustment | 25,845 | $ 25,845 | ||||
Preferred dividend | $ (2,005) | $ (2,005) | ||||
Balance, shares at Sep. 30, 2019 | 280,000 | 1,426,927,346 | ||||
Balance, amount at Sep. 30, 2019 | $ (3,378,881) | $ 68,408 | $ 1,426,927 | $ 228,373 | $ (5,191,550) | $ 88,961 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net Loss | $ (335,179) | $ (204,040) |
Adjustments to Reconcile Net Loss to Net Cash Used in Operating Activities: | ||
Depreciation and write-off of property, plant and equipment | 33,295 | 2,810 |
Imputed interest contributed as additional paid in capital | 52,763 | 33,064 |
Expenses paid directly through by an unrelated party | 185,611 | |
Change in assets and liabilities | ||
Prepayment | (21,430) | |
Other receivable and deposits | (5,715) | (9,247) |
Accounts Payable and accrued liabilities | (30,696) | |
Net cash used in operating activities | (69,225) | (229,539) |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Concession acquisition costs | (72,039) | |
Purchase of plant and equipment | (1,797) | (13,597) |
Net cash used in investing activities | (73,836) | (13,597) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Proceeds from Series A preferred stock | 9,773 | |
Dividend on Series A Preferred Stock | (2,017) | |
Advances received from related parties | 270,276 | |
Advances received from an unrelated party | 161,896 | |
Repayments of related party advances | (15,164) | |
Net cash provided by financing activities | 159,879 | 264,885 |
Effects on changes in foreign exchange rate | (394) | (1,573) |
Net change in cash and cash equivalents | 16,424 | 20,176 |
Cash and cash equivalents - beginning of period | 22,216 | 19,072 |
Cash and cash equivalents - end of period | 38,640 | 39,248 |
Supplemental Cash Flow Disclosures | ||
Cash paid for interest | ||
Cash paid for income taxes | ||
Non-Cash Investing and Financing Activity: | ||
Reclassification of stock payable to additional paid in capital | $ 58,634 |
Organization and Summary of Sig
Organization and Summary of Significant Accounting Policies | 3 Months Ended |
Sep. 30, 2019 | |
Organization and Summary of Significant Accounting Policies | |
Note 1 - Organization and Summary of Significant Accounting Policies | The Company was incorporated in the State of Nevada as a for-profit Company on September 5, 2012. On July 12, 2018, we completed a reverse acquisition transaction through a share exchange with GMCI, the sole shareholder of SBS Mining Corp. Malaysia Sdn. Bhd (“SBS”), whereby we acquired 100% of the outstanding shares of SBS from GMCI in exchange for the issuance of a total of 720,802,346 shares of our common stock to GMCI, representing 102.08% of our pre-merger issued and outstanding shares of common stock. As a result of the reverse acquisition, SBS became our wholly-owned subsidiary and the former SBS Shareholders, GMCI and subsequently its shareholders, became our controlling stockholders. The share exchange transaction was treated as a recapitalization, with SBS as the acquirer and the Company as the acquired party for accounting purposes. Unless the context suggests otherwise, when we refer in this report to business and financial information for periods prior to the consummation of the reverse acquisition, we are referring to the business and financial information of SBS. SBS Mining Corp. Malaysia Sdn. Bhd., is a Malaysian corporation whose primary business is mining, exploration and trading of certain mineral ores and properties located in Malaysia. During fiscal 2017 the Company commenced revenue generating operations as a result of its mineral trading business. Essentially all of the Company’s property, plant and equipment assets are held in Malaysia. The functional currency of the Company is the Malaysian Ringgit (MYR). Fiscal Year The Company’s fiscal year end is June 30. Basis of Presentation The accompanying condensed consolidated financial statements have been prepared in accordance with U.S. GAAP and are presented in U.S. dollars. The amounts shown in these financial statements for periods prior to July 4, 2018 are those of SBS. For the period from July 5, 2018 through September 30, 2019, the amounts shown in these financial statements are the consolidated results of the Company including its wholly owned subsidiary, SBS. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Company’s Form 10-K filed on September 30, 2019. The results of operations for the periods ended September 30, 2019 and the same period last year are not necessarily indicative of the operating results for the full years. In the opinion of management, the unaudited condensed consolidated financial statements include all adjustments necessary for the fair presentation of the Company’s financial position and of the results of operations and cash flows for the periods presented, all such adjustments were of a normal and recurring nature, with the exception of the recapitalization related to the reverse acquisition transaction that occurred on July 12, 2018 which of a non-recurring nature. Principles of Consolidation The accompanying condensed consolidated financial statements include all of the accounts of the Company and its wholly owned subsidiary SBS Mining Corp. Malaysia Sdn. Bhd. All significant intercompany accounts and transactions have been eliminated. Use of Estimates and Assumptions The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements, and the reported amounts of revenue and expenses during the reporting period. The Company has one critical estimate regarding projected future results from sea sand mining operations to support the value of the concession acquisition costs. Actual results when ultimately realized could differ from these estimates. Revenue Recognition Revenues are presented net of discounts. In general, the Company recognizes revenue when (i) persuasive evidence of an arrangement exists, (ii) delivery has occurred or services have been rendered to the customer, (iii) the fee is fixed or determinable, and (iv) collectability is reasonably assured. The Company applies judgment with respect to whether it can establish a selling price based on third party evidence. The Company does not have any product offerings that would be considered multiple deliverables; therefore, the pricing model is determined using competitor prices for similar product offerings, and/or contracts independently negotiated between the Company and purchasers. To date, all of the revenue recognized by the Company has been derived from transactions with related parties. In addition, all of the revenue recognized with those related parties has been based on verbal conditions. To date the Company has not entered into a formal written agreement for its commissions earned on the trading of unwashed bauxite ore. The Company has determined that in recording its revenue through September 30, 2019, that the selling price and other conditions derived from its transactions with related parties were not fixed and determinable until those trading commissions were paid to the Company by its related party. Because of this, through September 30, 2019, the Company has recorded its trading commissions earned with Sincere Pacific Mining (M) Sdn. Bhd. (“Sincere”) on the cash basis. In the future, should the Company enter into formal agreements, the recognition method may change. Cash and Cash Equivalents The company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. At September 30, 2019, and 2018, cash includes cash on hand and cash in the bank. The Company operates in Malaysia where deposit insurance for deposits is provided up to MYR 250,000 (approximately US$60,000). From time to time the Company’s account balances may exceed that limit. Fair Value of Financial Instruments The carrying value of financial instruments including cash and cash equivalents, receivables, prepaid expenses, accounts payable and accrued expenses, approximates their fair value due to the relatively short-term nature of these instruments. Foreign Currencies Functional and presentation currency - Transactions and Balances Plant and Equipment Depreciation Plant and equipment are stated at cost less accumulated depreciation and impairment loss, if any. Depreciation is calculated on a straight-line basis to write off the cost of plant and equipment over their expected useful lives at the following annual rates: Motor Vehicles 20 % Office equipment 33 % Tools and equipment 33 % Computer and software 33 % Leasehold improvements Term of lease Furniture and Fixture 33 % Mineral Properties The Company is engaged in the business of the acquiring, exploring, developing, mining, and producing mineral properties and or resources, with a current emphasis on sea sand mining (see Note 9) and previous emphasis on iron ore, bauxite and tin. Mineral claims and other property acquisition costs are capitalized as incurred. Such costs are carried as an asset of the Company and JHW Holdings Sdn. Bhd. until it becomes apparent through exploration activities that the cost of such properties will not be realized through mining operations. Mineral exploration costs are expensed as incurred, and when it becomes apparent that a mineral property can be economically developed as a result of establishing proven or probable reserve, the exploration costs, along with mine development costs, are capitalized. The costs of acquiring mineral claims, capitalized exploration costs, and mine development costs are recognized for depletion and amortization purposes under the units-of-production method over the estimated life of the probable and proven reserves. If mineral properties, exploration, or mine development activities are subsequently abandoned or impaired, any capitalized costs are charged to operations in the current period. Exploration Expenditures Exploration, acquisition (except for property purchase costs), and general and administrative costs related to exploration projects and prospecting activities are charged to expense as incurred. Exploration expenses related to the river sand project in the three months ended September 30, 2019 and 2018 were $12,006 and $nil (see Note 9). No exploration expenses have been incurred for the sea sand project. Impairment of Long-Lived Assets Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable through the estimated undiscounted cash flows expected to result from the use and eventual disposition of the assets. Whenever any such impairment exists, an impairment loss will be recognized for the amount by which the carrying value exceeds the fair value. During the year ended June 30, 2019 and 2018, there was impairment of long-lived assets of $nil and $nil, respectively. Segment Reporting FASB ASC 820 “Segments Reporting” establishes standards for reporting information about operating segments on a basis consistent with the Company’s internal organization structure as well as information about geographical areas, business segments and major customers in financial statements. Our proposed future business segments are expected to span more than one geographical area. Specifically, the Company intends to generate revenue through mineral trading and exploration activities. Income Taxes The Company accounts for income taxes in accordance with ASC Topic 740, Income Taxes Loss Per Share The Company follows the provisions of ASC Topic 260, Earnings per Share Basic earnings per share is computed by dividing net income available to common shareholders by the weighted average number of common shares outstanding during the period. Diluted earnings per share reflects the potential dilution that could occur if stock options and other commitments to issue common stock were exercised or equity awards vest resulting in the issuance of common stock or conversion of notes into shares of the company’s common stock that could increase the number of shares outstanding and lower the earnings per share of the company’s common stock. This calculation is not done for periods in a loss position as this would be antidilutive. As of September 30, 2019 and June 30, 2019, there were approximately 45,724 and 45,724 potentially diluted common shares outstanding, respectively. Recently issued accounting pronouncements In July 2018, the FASB issued ASU 2018-07, Compensation—Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting. This update addresses several aspects of the accounting for nonemployee share-based payment transactions and expands the scope of ASC 718 to include share-based payment transactions for acquiring goods and services from nonemployees. The main provisions of the update change the way nonemployee awards are measured in the financial statements. Under the simplified standards, nonemployee options will be valued once at the date of grant, as compared to at each reporting period end under ASC 505-50. At adoption, all awards without established measurement dates will be revalued one final time, and a cumulative effect adjustment to retained earnings will be recorded as the difference between the pre-adoption value and new value. Companies will be permitted to make elections to establish the expected term and either recognize forfeitures as they occur or apply a forfeiture rate. Compensation expense recognition using a graded vesting schedule will no longer be permitted. This pending content is the result of the FASB’s Simplification Initiative, to maintain or improve the usefulness of the information provided to the users of financial statements while reducing cost and complexity in financial reporting. This ASU is effective for fiscal years, and interim periods within those years, beginning after December 15, 2019. Early adoption is permitted, but no earlier than an entity’s adoption date of Topic 606. Because the Company does not currently have any outstanding awards to non-employees for which a measurement date has not been established the adoption of ASU 2018-07 does not have a material impact to the Company’s financial statements and related disclosures upon adoption. The adoption of this standard will change the way that the Company accounts for non-employee compensation in the future. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842). Under this guidance, lessees will be required to recognize on the balance sheet a lease liability and a right-of-use asset for all leases, with the exception of short-term leases. The lease liability represents the lessee’s obligation to make lease payments arising from a lease, and will be measured as the present value of the lease payments. The right-of-use asset represents the lessee’s right to use a specified asset for the lease term, and will be measured at the lease liability amount, adjusted for lease prepayment, lease incentives received and the lessee’s initial direct costs. The standard also requires a lessee to recognize a single lease cost allocated over the lease term, generally on a straight-line basis. The new guidance is effective for fiscal years beginning after December 15, 2019. In October 2019, FASB approved a one year extension for leases for non-public and Emerging Growth Companies, resulting in a December 15, 2020 revised deadline. ASU 2016-02 is required to be applied using the modified retrospective approach for all leases existing as of the effective date and provides for certain practical expedients. Early adoption is permitted. The Company is currently evaluating the effects that the adoption of ASU 2016-02 will have on the Company’s financial statements. In May 2014, the FASB issued Accounting Standards Update No. 2014-09 which was amended in August 2015 by Update No 2015-14: Revenue from Contracts with Customers. The standard outlines a five-step model for revenue recognition with the core principle being that a company should recognize revenue when it transfers control of goods or services to customers at an amount that reflects the consideration to which it expects to be entitled in exchange for those goods or services. Companies can choose to apply the standard using either the full retrospective approach or a modified retrospective approach. Under the modified approach, financial statements will be prepared for the year of adoption using the new standard but prior periods presented will not be adjusted. Instead, companies will recognize a cumulative catch-up adjustment to the opening balance of retained earnings. This new guidance is effective for annual reporting periods beginning after December 15, 2018, including interim periods within that reporting period and the Company adopted the standard on July 1, 2019. There are several new accounting pronouncements issued by the Financial Accounting Standards Board (“FASB”) which are not yet effective. Each of these pronouncements, as applicable, has been or will be adopted by the Company. As of September 30, 2019, none of these pronouncements is expected to have a material effect on the financial position, results of operations or cash flows of the Company. Under the JOBS Act, an “emerging growth company” can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. We have opted to take advantage of this extended transition period. Since we will not be required to comply with new or revised accounting standards on the relevant dates on which adoption of such standards is required for other public companies, our financial statements may not be comparable to financial statements of companies that comply with public company effective dates. |
Going Concern
Going Concern | 3 Months Ended |
Sep. 30, 2019 | |
Going Concern | |
Note 2 - Going Concern | For the three months ended September 30, 2019, the Company reported a net loss of $335,179. In addition, as of September 30, 2019, the Company had a working capital deficit of approximately $3.7 million with cash on hand less than $39,000. The Company believes that its existing capital resources are not adequate to enable it to execute its business plan and as of the date of these financial statements and has no firm commitment for either additional debt or equity financing available to it in order to meet its current commitments. These conditions raise substantial doubt as to the Company’s ability to continue as a going concern. The Company estimates that it will require significant additional cash resources during fiscal 2020 and beyond, as JHW received its main permit from the Government of Malaysia to commence sea sand mining in January 2019 (see Note 9). The accompanying financial statements do not include any adjustments that might be necessary should we be unable to continue as a going concern. If we fail to generate positive cash flow or obtain additional financing, when required, we may have to modify, delay, or abandon some or all of our business and expansion plans. The financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts, or amount and classification of liabilities that might result from this uncertainty. |
Advance Payment on Mineral Trad
Advance Payment on Mineral Trading Related Party | 3 Months Ended |
Sep. 30, 2019 | |
Advance Payment on Mineral Trading Related Party | |
Note 3 - Advance Payment on Mineral Trading - Related Party | In the year ended June 30, 2016, SBS advanced to Sincere Pacific Mining Sdn. Bhd. approximately $614,000 (MYR 2,774,000) for the purpose of commencing bauxite trading and financing activities. In that same period, the Company impaired all but $186,372 (MYR 800,000). During the year ended June 30, 2018, the Company received two repayments of MYR 500,000 and MYR 300,000 respectively, which reduced the amounts of the advance not impaired during the fiscal year ended June 30, 2016 to nil as of June 30, 2018. Should the Company, in future periods, collect further amounts under the trading program from its original advance, those amounts will be shown as income in the financial statements of the Company. |
Plant and Equipment
Plant and Equipment | 3 Months Ended |
Sep. 30, 2019 | |
Plant and Equipment | |
Note 4 - Plant and Equipment | September 30, 2019 June 30, 2019 Cost Motor Vehicles $ 17,304 $ 15,725 Office equipment 25,413 25,753 Computers and software 13,490 13,671 Tools and equipment 506 513 Furniture and Fixture 37,082 37,579 93,795 93,241 Accumulated Depreciation (71,202 ) (70,193 ) Plant and Equipment, Net $ 22,593 $ 23,048 Depreciation for the three months ended September 30, 2019, and 2018 was $33,295 and $2,810, respectively. |
Other receivable and deposits
Other receivable and deposits | 3 Months Ended |
Sep. 30, 2019 | |
[Other receivable and deposits] | |
Note 5 - Other receivable and deposits | September 30, June 30, 2019 2019 Sundry receivables $ 18,883 $ 19,136 Other receivable 597 605 Deposits, including utility, security deposits 6,112 436 $ 25,592 $ 20,177 |
Related party advances and expe
Related party advances and expenses | 3 Months Ended |
Sep. 30, 2019 | |
Related party advances and expenses | |
Note 6 - Related party advances and expenses | Advances from related parties: September 30, June 30, 2019 2019 Advances from SBS Directors $ 1,014,356 $ 1,027,953 Advances from related party 1,788,248 1,795,964 Advances from holding company 712,300 721,846 Total $ 3,514,904 $ 3,545,763 During the three months ended September 30, 2019 and 2018, the Company received advances from a director of $nil and $270,276 and repaid advances from a director of $nil and $15,164, respectively. The Company has imputed interest at the rate of approximately 6.5% on the advances made to the Company in the amount of $52,763 and $33,064 during the three months ended September 30, 2019 and 2018, respectively. On July 4, 2018, related party liabilities were acquired (see Note 10). Concentration of Risk To date the Company has been reliant on funding from related parties as the Company does not have the current existing capital resources to execute its business plan. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Sep. 30, 2019 | |
Commitments and Contingencies | |
Note 7 - Commitments and Contingencies | Office Leases On July 25, 2016 and September 15, 2016 respectively the Company entered into lease agreements for two individual corporate offices at Tower 1, Avenue 3, The Horizon, Bangsar South City, Kuala Lumpur, Malaysia 59200. The leased premises occupy a total of 5,652 square feet on level 1 and 5,773 square feet on level 5, and each allowed for one-month free rent in order to renovate and occupy the space. Under the terms of the lease(s) the Company was to pay monthly rent of $7,242 USD (RM$31,086) for Level 1 and $7,397 USD (RM$31,752) for Level 5, and was to be responsible for all monthly utilities. During the three months ended September 30, 2019 and 2018, the Company expensed $3,602 and $nil with respect to its rental and leasing obligations. During the year ended June 30, 2018, the Company terminated all of its outstanding lease obligations. All deposits under the office leases were forfeited to the landlord as required under the leases upon early termination. Other Matters On July 1, 2019, the Company entered into a corporate services agreement (the “Corporate Services Agreement”) with Nami Development Capital Sdn. Bhd. (“NDC”). Pursuant to the terms of the Corporate Services Agreement, NDC will provide general corporate and administrative services, including, but not limited to, accounting and payroll services and human resources support, to the Company and SBS. The Company and SBS will each pay a monthly retainer and reimburse the out-of-pocket expenses reasonably incurred by NDC in connection with the provision of these services as compensation to NDC. Additionally, the Company and SBS will each reimburse NDC for any service taxes, as well as any other taxes, incurred in connection with NDC’s carrying out this Corporate Services Agreement. Either party may terminate the Corporate Services Agreement upon 90 days’ written notice, provided that the non-terminating party reserves the right to negotiate for a longer period in order to effect an orderly transition. During the three months ended September 30, 2019, NDC paid expenses on behalf of the Company of $185,611, and also advanced the Company $161,896. Prior to Q2 2019, the Company and NDC were determined to be related parties by virtue of their relationships with Mr. Lew Sze How and Mr. MW Jason Chan. Messrs. Lew and Chan were directors and shareholders of NDC while serving as officers of the Company. However, on May 30, 2019, Messrs. Lew and Chan resigned as directors of NDC; and on June 14, 2019, they ceased to be shareholders of NDC. Messrs. Lew and Chan remain officers of the Company. Accordingly, the Company and NDC are no longer related parties. From time to time the Company may be subject to proceedings, lawsuits, and other claims related to government agencies, operations, shareholders and contracts. The Company is required to assess the likelihood of any adverse judgments or outcomes to these matters as well as potential ranges of probable losses. A determination of the amount of accrual required, if any, for these contingencies is made after analysis of each matter. The required accrual, if any, may change in the future due to new developments in each matter or changes in settlement strategies. The Company does not believe that there are presently any such matters that will have a material adverse effect on its financial condition or results of operations. Entry into River Sand Mining Agreement On September 6, 2019, SBS Mining Corp. Malaysia Sdn. Bhd.a entered into a mining agreement with Wan Ismail bin Wan Ahmad (the “Donor”) pursuant to which the Donor granted to SBS the sole and exclusive rights to mine for river sand and other materials from a 1.9040 hectare (4.7 acre) plot of land located at Kampung Tiram, district of Kuala Kuantan, Kuantan, Malaysia (the “Concession”) for which the Donor had received a lease license from the State Government of Pahang. SBS shall pay the Donor a fixed monthly rate for the sole and exclusive rights to mine the Concession. During the three months ended September 30, 2019, the Company paid MYR 300,000 ($72,039 USD) of concession acquisition costs for the rights to the site. During the three months ended September 30, 2019, the Company recorded amortization of the concession costs of MYR 8,333 ($2,001 USD). The contract is set to expire December 31, 2019; however, SBS is currently in discussions for renewal of an additional year. With the grant of the sole and exclusive rights of the aforementioned mining Concession for river sand, the Company expands its current business portfolio to river sand mining and trading. Meanwhile, the Company plans to continue acquiring strategic mining concessions to enhance its river sand mining division. Potential Acquisition On January 17, 2019, Nami entered into a Letter of Intent with Pembinaan Kaya Hebat Sdn Bhd, a Malaysian corporation engaged in granite mining business (“PKH”) for the acquisition by NAMI of up to one hundred percent (100%) of the issued and outstanding capital stock of PKH with consideration at a purchase price at fair market value (the “Acquisition”). The completion of the Acquisition is subject to various conditions precedent, including but not limited to negotiating and execution a form of purchase agreement that is acceptable to both parties, approval of the financial statements of both parties, and fair market valuation of PKH which is not probable as of the date of these financial statements. In the event that Nami is able to complete the Acquisition, it intends to operate PKH as its wholly owned subsidiary or a majority-owned subsidiary. |
Share Capital
Share Capital | 3 Months Ended |
Sep. 30, 2019 | |
Share Capital | |
Note 8 - Share Capital | Common Stock The Company’s capitalization is 5,000,000,000 common shares with a par value of $0.001 per share. No preferred shares have been authorized or issued. As of September 30, 2019, the Company has not granted any stock options and has not recorded any stock-based compensation. On July 4, 2018, the Company entered into a Share Exchange Agreement with GMCI, as the shareholder (the “SBS Shareholders”) of SBS Mining Corp. Malaysia Sdn. Bhd., a Malaysian corporation (“SBS”), pursuant to which the Company acquired 100% of the issued and outstanding shares of SBS from GMCI in exchange for the issuance of 720,802,346 shares of the Company to GMCI. As a result of Exchange, SBS became wholly owned subsidiary of NAMI and GMCI became majority shareholder of NAMI owning 50.51% of capital stock of the Company. On July 19, 2018, the Company was notified that GMCI approved and declared a dividend of shares of Nami to the stockholders of GMCI, on a pro rata basis, determined in accordance with the number of shares of capital stock of GMCI held by such stockholders, thereby transferring ownership of 100% of the outstanding shares of Nami held by GMCI to the stockholders of the GMCI (collectively, the “Nami Stock Dividend”). The Nami Stock Dividend was completed on August 21, 2018. On September 30, 2019 and June 30, 2019, the Company had 1,426,927,346 common shares issued and outstanding. Preferred Shares - SBS In August 2018, SBS designated a new class of preferred equity, designated the 12% redeemable cumulative preference shares, in its attempt to raise capital for business expansion and exploration and mining activities. SBS authorized the issuance of up to 50 million shares at the issue price of MYR 1.0 per share. The new preferred equity carries a cumulative 12% preferred dividend, payable on a quarterly basis, based on the issue price of the preferred security. The preferred dividend will have priority to any payment of dividends on the common equity. The preferred shares automatically convert to NAMI Corp common shares two years after issuance if not converted earlier at the rate of USD $1.50 on then value translated into USD of each 12% redeemable cumulative preference share. In the event of the liquidation or winding up of SBS, the preferred shares are entitled to distributions prior to any amounts distributed to the common equity holders. The holders of the preferred shares, so long as the cumulative preferred dividend is timely paid each quarter, have no general voting rights, but have rights to vote on any matters that effect the provisions of the preference shares. In the event that SBS fails to timely make its quarterly dividend payment, the holders of the preferred equity receive the right to vote on any and all general corporate matters on a 1 for 1 basis with the number of preferred shares held. All preferred dividends were paid on a timely basis through the issuance of these financial statements. In August 2018, the Company received approximately $8,878 (MYR 40,000) in a second subscription of its 12% redeemable cumulative preference shares (see below). The preferred share subscription offering was closed on February 28, 2019. During the three months ended September 30, 2019, preferred dividend of $2,005 was distributed to the holders of the preferred shares. Instruments Convertible into Common or Preferred Shares During the three months ended September 30, 2019, the SBS had 280,000 shares of preferred stock outstanding which are convertible into 45,724 common shares. |
Sea Sand Mining Project
Sea Sand Mining Project | 3 Months Ended |
Sep. 30, 2019 | |
Sea Sand Mining Project | |
Note 9 - Sea Sand Mining Project | On August 30, 2017, SBS entered into an irrevocable right of use (“IRU”) agreement with JHW Holdings Sdn. Bhd. (“JHW”), whereby SBS was given exclusive rights to operate mining and extraction activities on the designated area (1,113 square kilometers outside the waters of the state of Terengganu, Malaysia, subject to certain terms and conditions therein) and manage all matters relating to the operations. The Company currently estimates that the acreage available under the IRU will provide approximately 5 years of sustained mining operations. As part of the IRU, the Company is responsible for all permitting costs (both for mining operation and for the right to sell the mined sand internationally) at both the state and federal levels of all applicable ministries and departments in Malaysia. As compensation for the IRU, the Company is obligated to remit to JHW on a quarterly basis, 25% of the profits from the mining activities, as defined within the agreement. The Company submitted the required environmental and engineering assessments as part of the permitting process for approximately 383 square kilometres, and in January 2019, JHW was issued by the government of Malaysia the first set of permits necessary to commence sea sand mining operations. The final approved area was 20.48km² within the jurisdiction of the state of Terengganu, Malaysia (the “Area”). The Company is expecting to receive approval for the exporting rights prior to the end of 2019. The Company is required to prepay MYR 500,000 of future royalty amounts due under the agreement with JHW, of which SBS funded MYR 250,000 (approximately $60,000) as of September 30, 2019. As of September 30, 2019, SBS has capitalized $350,102 (MYR 1,466,541) of concession acquisition costs associated with the permit applications for the project. During the three months ended September 30, 2019, amortization of $29,347 (MYR 122,212) was recorded. SBS is amortizing the costs over the three year life of the mining permit issued. |
Nami Corp. Acquisition of SBS
Nami Corp. Acquisition of SBS | 3 Months Ended |
Sep. 30, 2019 | |
Nami Corp. Acquisition of SBS | |
Note 10 - Nami Corp. Acquisition of SBS | On July 4, 2018, Nami Corp. entered into a Share Exchange Agreement with SBS, and GMCI Corp, the shareholder of SBS, pursuant to which on closing date of July 12, 2018 we acquired all of the outstanding shares of SBS Shares from GMCI in exchange for an issuance of 720,802,346 shares of our common stock. We closed the Share Exchange transaction on July 12, 2018. The asset and liabilities of Nami Corp. at the date of acquisition were as follows: ASSETS Current Assets Prepaid expenses and deposits $ 5,553 Total Current Assets 5,553 TOTAL ASSETS $ 5,553 LIABILITIES Current Liabilities Accounts payable and accrued liabilities $ 85,165 Due to related parties 346,781 Total Current Liabilities 431,946 |
Geographic Segment Reporting
Geographic Segment Reporting | 3 Months Ended |
Sep. 30, 2019 | |
Geographic Segment Reporting | |
Note 11 - Geographic Segment Reporting | The following table shows operating activities information by geographic segment for the three months ended September 30, 2019 and 2018: Three Months Ended September 30, 2019 USA Malaysia Total Revenue $ - $ - $ - Depreciation, depletion, amortization and impairment - (33,295 ) (33,295 ) General and administrative expenses including related party (176,944 ) (60,171 ) (237,115 ) Exploration Expenditure - (12,006 ) (12,006 ) Other income (expenses) - (52,763 ) (52,763 ) Net loss $ (176,944 ) $ (158,235 ) $ (335,179 ) Three Months Ended September 30, 2018 USA Malaysia Total Revenue $ - $ - $ - Depreciation, depletion, amortization and impairment - (2,810 ) (2,810 ) General and administrative expenses (152,334 ) (18,839 ) (171,173 ) Other income (expenses) - (30,057 ) (30,057 ) Net loss $ (152,334 ) $ (51,706 ) $ (204,040 ) The following table shows assets information by geographic segment at September 30, 2019 and June 30, 2019: As of September 30, 2019 USA Malaysia Total Current assets $ 40,000 $ 123,914 $ 163,914 Concession acquisition costs - 340,163 340,163 Property and equipment, net - 22,593 22,593 Total assets $ 40,000 $ 486,670 $ 526,670 As of June 30, 2019 USA Malaysia Total Current assets $ 40,000 $ 102,874 $ 142,874 Concession acquisition costs - 303,726 303,726 Property and equipment, net - 23,048 23,048 Total assets $ 40,000 $ 429,648 $ 469,648 |
Organization and Summary of S_2
Organization and Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Sep. 30, 2019 | |
Organization and Summary of Significant Accounting Policies (Policies) | |
Fiscal Year | The Company’s fiscal year end is June 30. |
Basis of Presentation | The accompanying condensed consolidated financial statements have been prepared in accordance with U.S. GAAP and are presented in U.S. dollars. The amounts shown in these financial statements for periods prior to July 4, 2018 are those of SBS. For the period from July 5, 2018 through September 30, 2019, the amounts shown in these financial statements are the consolidated results of the Company including its wholly owned subsidiary, SBS. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Company’s Form 10-K filed on September 30, 2019. The results of operations for the periods ended September 30, 2019 and the same period last year are not necessarily indicative of the operating results for the full years. In the opinion of management, the unaudited condensed consolidated financial statements include all adjustments necessary for the fair presentation of the Company’s financial position and of the results of operations and cash flows for the periods presented, all such adjustments were of a normal and recurring nature, with the exception of the recapitalization related to the reverse acquisition transaction that occurred on July 12, 2018 which of a non-recurring nature. |
Principles of Consolidation | The accompanying condensed consolidated financial statements include all of the accounts of the Company and its wholly owned subsidiary SBS Mining Corp. Malaysia Sdn. Bhd. All significant intercompany accounts and transactions have been eliminated. |
Use of Estimates and Assumptions | The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements, and the reported amounts of revenue and expenses during the reporting period. The Company has one critical estimate regarding projected future results from sea sand mining operations to support the value of the concession acquisition costs. Actual results when ultimately realized could differ from these estimates. |
Revenue Recognition | Revenues are presented net of discounts. In general, the Company recognizes revenue when (i) persuasive evidence of an arrangement exists, (ii) delivery has occurred or services have been rendered to the customer, (iii) the fee is fixed or determinable, and (iv) collectability is reasonably assured. The Company applies judgment with respect to whether it can establish a selling price based on third party evidence. The Company does not have any product offerings that would be considered multiple deliverables; therefore, the pricing model is determined using competitor prices for similar product offerings, and/or contracts independently negotiated between the Company and purchasers. To date, all of the revenue recognized by the Company has been derived from transactions with related parties. In addition, all of the revenue recognized with those related parties has been based on verbal conditions. To date the Company has not entered into a formal written agreement for its commissions earned on the trading of unwashed bauxite ore. The Company has determined that in recording its revenue through September 30, 2019, that the selling price and other conditions derived from its transactions with related parties were not fixed and determinable until those trading commissions were paid to the Company by its related party. Because of this, through September 30, 2019, the Company has recorded its trading commissions earned with Sincere Pacific Mining (M) Sdn. Bhd. (“Sincere”) on the cash basis. In the future, should the Company enter into formal agreements, the recognition method may change. |
Cash and Cash Equivalents | The company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. At September 30, 2019, and 2018, cash includes cash on hand and cash in the bank. The Company operates in Malaysia where deposit insurance for deposits is provided up to MYR 250,000 (approximately US$60,000). From time to time the Company’s account balances may exceed that limit. |
Fair Value of Financial Instruments | The carrying value of financial instruments including cash and cash equivalents, receivables, prepaid expenses, accounts payable and accrued expenses, approximates their fair value due to the relatively short-term nature of these instruments. |
Foreign Currencies | Functional and presentation currency - Transactions and Balances |
Plant and Equipment Depreciation | Plant and equipment are stated at cost less accumulated depreciation and impairment loss, if any. Depreciation is calculated on a straight-line basis to write off the cost of plant and equipment over their expected useful lives at the following annual rates: Motor Vehicles 20 % Office equipment 33 % Tools and equipment 33 % Computer and software 33 % Leasehold improvements Term of lease Furniture and Fixture 33 % |
Mineral Properties | The Company is engaged in the business of the acquiring, exploring, developing, mining, and producing mineral properties and or resources, with a current emphasis on sea sand mining (see Note 9) and previous emphasis on iron ore, bauxite and tin. Mineral claims and other property acquisition costs are capitalized as incurred. Such costs are carried as an asset of the Company and JHW Holdings Sdn. Bhd. until it becomes apparent through exploration activities that the cost of such properties will not be realized through mining operations. Mineral exploration costs are expensed as incurred, and when it becomes apparent that a mineral property can be economically developed as a result of establishing proven or probable reserve, the exploration costs, along with mine development costs, are capitalized. The costs of acquiring mineral claims, capitalized exploration costs, and mine development costs are recognized for depletion and amortization purposes under the units-of-production method over the estimated life of the probable and proven reserves. If mineral properties, exploration, or mine development activities are subsequently abandoned or impaired, any capitalized costs are charged to operations in the current period. |
Exploration expenditures | Exploration, acquisition (except for property purchase costs), and general and administrative costs related to exploration projects and prospecting activities are charged to expense as incurred. Exploration expenses related to the river sand project in the three months ended September 30, 2019 and 2018 were $12,006 and $nil (see Note 9). No exploration expenses have been incurred for the sea sand project. |
Impairment of Long-Lived Assets | Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable through the estimated undiscounted cash flows expected to result from the use and eventual disposition of the assets. Whenever any such impairment exists, an impairment loss will be recognized for the amount by which the carrying value exceeds the fair value. During the year ended June 30, 2019 and 2018, there was impairment of long-lived assets of $nil and $nil, respectively. |
Segment Reporting | FASB ASC 820 “Segments Reporting” establishes standards for reporting information about operating segments on a basis consistent with the Company’s internal organization structure as well as information about geographical areas, business segments and major customers in financial statements. Our proposed future business segments are expected to span more than one geographical area. Specifically, the Company intends to generate revenue through mineral trading and exploration activities. |
Income Taxes | The Company accounts for income taxes in accordance with ASC Topic 740, Income Taxes |
Loss Per Share | The Company follows the provisions of ASC Topic 260, Earnings per Share Basic earnings per share is computed by dividing net income available to common shareholders by the weighted average number of common shares outstanding during the period. Diluted earnings per share reflects the potential dilution that could occur if stock options and other commitments to issue common stock were exercised or equity awards vest resulting in the issuance of common stock or conversion of notes into shares of the company’s common stock that could increase the number of shares outstanding and lower the earnings per share of the company’s common stock. This calculation is not done for periods in a loss position as this would be antidilutive. As of September 30, 2019 and June 30, 2019, there were approximately 45,724 and 45,724 potentially diluted common shares outstanding, respectively. |
Recently issued accounting pronouncements | In July 2018, the FASB issued ASU 2018-07, Compensation—Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting. This update addresses several aspects of the accounting for nonemployee share-based payment transactions and expands the scope of ASC 718 to include share-based payment transactions for acquiring goods and services from nonemployees. The main provisions of the update change the way nonemployee awards are measured in the financial statements. Under the simplified standards, nonemployee options will be valued once at the date of grant, as compared to at each reporting period end under ASC 505-50. At adoption, all awards without established measurement dates will be revalued one final time, and a cumulative effect adjustment to retained earnings will be recorded as the difference between the pre-adoption value and new value. Companies will be permitted to make elections to establish the expected term and either recognize forfeitures as they occur or apply a forfeiture rate. Compensation expense recognition using a graded vesting schedule will no longer be permitted. This pending content is the result of the FASB’s Simplification Initiative, to maintain or improve the usefulness of the information provided to the users of financial statements while reducing cost and complexity in financial reporting. This ASU is effective for fiscal years, and interim periods within those years, beginning after December 15, 2019. Early adoption is permitted, but no earlier than an entity’s adoption date of Topic 606. Because the Company does not currently have any outstanding awards to non-employees for which a measurement date has not been established the adoption of ASU 2018-07 does not have a material impact to the Company’s financial statements and related disclosures upon adoption. The adoption of this standard will change the way that the Company accounts for non-employee compensation in the future. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842). Under this guidance, lessees will be required to recognize on the balance sheet a lease liability and a right-of-use asset for all leases, with the exception of short-term leases. The lease liability represents the lessee’s obligation to make lease payments arising from a lease, and will be measured as the present value of the lease payments. The right-of-use asset represents the lessee’s right to use a specified asset for the lease term, and will be measured at the lease liability amount, adjusted for lease prepayment, lease incentives received and the lessee’s initial direct costs. The standard also requires a lessee to recognize a single lease cost allocated over the lease term, generally on a straight-line basis. The new guidance is effective for fiscal years beginning after December 15, 2019. In October 2019, FASB approved a one year extension for leases for non-public and Emerging Growth Companies, resulting in a December 15, 2020 revised deadline. ASU 2016-02 is required to be applied using the modified retrospective approach for all leases existing as of the effective date and provides for certain practical expedients. Early adoption is permitted. The Company is currently evaluating the effects that the adoption of ASU 2016-02 will have on the Company’s financial statements. In May 2014, the FASB issued Accounting Standards Update No. 2014-09 which was amended in August 2015 by Update No 2015-14: Revenue from Contracts with Customers. The standard outlines a five-step model for revenue recognition with the core principle being that a company should recognize revenue when it transfers control of goods or services to customers at an amount that reflects the consideration to which it expects to be entitled in exchange for those goods or services. Companies can choose to apply the standard using either the full retrospective approach or a modified retrospective approach. Under the modified approach, financial statements will be prepared for the year of adoption using the new standard but prior periods presented will not be adjusted. Instead, companies will recognize a cumulative catch-up adjustment to the opening balance of retained earnings. This new guidance is effective for annual reporting periods beginning after December 15, 2018, including interim periods within that reporting period and the Company adopted the standard on July 1, 2019. There are several new accounting pronouncements issued by the Financial Accounting Standards Board (“FASB”) which are not yet effective. Each of these pronouncements, as applicable, has been or will be adopted by the Company. As of September 30, 2019, none of these pronouncements is expected to have a material effect on the financial position, results of operations or cash flows of the Company. Under the JOBS Act, an “emerging growth company” can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. We have opted to take advantage of this extended transition period. Since we will not be required to comply with new or revised accounting standards on the relevant dates on which adoption of such standards is required for other public companies, our financial statements may not be comparable to financial statements of companies that comply with public company effective dates. |
Organization and Summary of S_3
Organization and Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Sep. 30, 2019 | |
Organization and Summary of Significant Accounting Policies (Tables) | |
Plant and equipment expected useful lives | Motor Vehicles 20 % Office equipment 33 % Tools and equipment 33 % Computer and software 33 % Leasehold improvements Term of lease Furniture and Fixture 33 % |
Plant and Equipment (Tables)
Plant and Equipment (Tables) | 3 Months Ended |
Sep. 30, 2019 | |
Plant and Equipment (Tables) | |
Schedule of plant and equipment | September 30, 2019 June 30, 2019 Cost Motor Vehicles $ 17,304 $ 15,725 Office equipment 25,413 25,753 Computers and software 13,490 13,671 Tools and equipment 506 513 Furniture and Fixture 37,082 37,579 93,795 93,241 Accumulated Depreciation (71,202 ) (70,193 ) Plant and Equipment, Net $ 22,593 $ 23,048 |
Other receivable and deposits (
Other receivable and deposits (Tables) | 3 Months Ended |
Sep. 30, 2019 | |
Other receivable and deposits (Tables) | |
Other receivable and deposits | September 30, June 30, 2019 2019 Sundry receivables $ 18,883 $ 19,136 Other receivable 597 605 Deposits, including utility, security deposits 6,112 436 $ 25,592 $ 20,177 |
Related party advances and ex_2
Related party advances and expenses (Tables) | 3 Months Ended |
Sep. 30, 2019 | |
Related party advances and expenses (Tables) | |
Advances from related parties | September 30, June 30, 2019 2019 Advances from SBS Directors $ 1,014,356 $ 1,027,953 Advances from related party 1,788,248 1,795,964 Advances from holding company 712,300 721,846 Total $ 3,514,904 $ 3,545,763 |
Nami Corp. Acquisition of SBS (
Nami Corp. Acquisition of SBS (Tables) | 3 Months Ended |
Sep. 30, 2019 | |
Nami Corp. Acquisition of SBS (Tables) | |
Schedule of recognized identified assets acquired and liabilities assumed | ASSETS Current Assets Prepaid expenses and deposits $ 5,553 Total Current Assets 5,553 TOTAL ASSETS $ 5,553 LIABILITIES Current Liabilities Accounts payable and accrued liabilities $ 85,165 Due to related parties 346,781 Total Current Liabilities 431,946 |
Geographic Segment Reporting (T
Geographic Segment Reporting (Tables) | 3 Months Ended |
Sep. 30, 2019 | |
Geographic Segment Reporting (Tables) | |
Operating activities information | Three Months Ended September 30, 2019 USA Malaysia Total Revenue $ - $ - $ - Depreciation, depletion, amortization and impairment - (33,295 ) (33,295 ) General and administrative expenses including related party (176,944 ) (60,171 ) (237,115 ) Exploration Expenditure - (12,006 ) (12,006 ) Other income (expenses) - (52,763 ) (52,763 ) Net loss $ (176,944 ) $ (158,235 ) $ (335,179 ) Three Months Ended September 30, 2018 USA Malaysia Total Revenue $ - $ - $ - Depreciation, depletion, amortization and impairment - (2,810 ) (2,810 ) General and administrative expenses (152,334 ) (18,839 ) (171,173 ) Other income (expenses) - (30,057 ) (30,057 ) Net loss $ (152,334 ) $ (51,706 ) $ (204,040 ) |
Assets information | As of September 30, 2019 USA Malaysia Total Current assets $ 40,000 $ 123,914 $ 163,914 Concession acquisition costs - 340,163 340,163 Property and equipment, net - 22,593 22,593 Total assets $ 40,000 $ 486,670 $ 526,670 As of June 30, 2019 USA Malaysia Total Current assets $ 40,000 $ 102,874 $ 142,874 Concession acquisition costs - 303,726 303,726 Property and equipment, net - 23,048 23,048 Total assets $ 40,000 $ 429,648 $ 469,648 |
Organization and Summary of S_4
Organization and Summary of Significant Accounting Policies (Details) | 3 Months Ended |
Sep. 30, 2019 | |
Motor Vehicles [Member] | |
Plant and equipment, rate of depreciation | 20.00% |
Office Equipment [Member] | |
Plant and equipment, rate of depreciation | 33.00% |
Tools and Equipment [Member] | |
Plant and equipment, rate of depreciation | 33.00% |
Computer and Software [Member] | |
Plant and equipment, rate of depreciation | 33.00% |
Furniture and Fixtures [Member] | |
Plant and equipment, rate of depreciation | 33.00% |
Leasehold Improvements [Member] | |
Plant and equipment, description for rate of depreciation | Term of lease |
Organization and Summary of S_5
Organization and Summary of Significant Accounting Policies (Details Narrative) - USD ($) | Jul. 12, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 |
State of incorporation | Nevada | ||||
Date of incorporation | Sep. 5, 2012 | ||||
Cash insured amount | $ 60,000 | ||||
Exploration expenses | 12,006 | $ 0 | |||
Impairment of long-lived assets | $ 0 | $ 0 | |||
Potentially diluted common shares outstanding | 45,724 | 45,724 | |||
GMCI [Member] | |||||
Common stock issuance | 720,802,346 | ||||
Outstanding shares acquired | 100.00% | ||||
Pre-merger issued and outstanding shares | 102.08% |
Going Concern (Details Narrativ
Going Concern (Details Narrative) - USD ($) | 3 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Going Concern (Details Narrative) | ||
Net Loss | $ (335,179) | $ (204,040) |
Working capital deficit | (3,700,000) | |
Cash in hand | $ 39,000 |
Advance Payment on Mineral Tr_2
Advance Payment on Mineral Trading Related Party (Details Narrative) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Jun. 30, 2018 | Jun. 30, 2016 | |
Repayments of related party received | $ 15,164 | |||
Malaysia, Ringgits [Member] | Tranche One [Member] | ||||
Repayments of related party received | $ (500,000) | |||
Malaysia, Ringgits [Member] | Tranche Two [Member] | ||||
Repayments of related party received | $ (300,000) | |||
Sincere Pacific Mining Sdn. Bhd. [Member] | ||||
Advance payment on mineral trading | $ 614,000 | |||
Impairment of mineral trading expenses | $ 186,372 |
Plant and Equipment (Details)
Plant and Equipment (Details) - USD ($) | Sep. 30, 2019 | Jun. 30, 2019 |
Cost | ||
Plant and Equipment Gross | $ 93,795 | $ 93,241 |
Accumulated Depreciation | (71,202) | (70,193) |
Plant and Equipment, Net | 22,593 | 23,048 |
Motor Vehicles [Member] | ||
Cost | ||
Plant and Equipment Gross | 17,304 | 15,725 |
Office Equipment [Member] | ||
Cost | ||
Plant and Equipment Gross | 25,413 | 25,753 |
Tools and Equipment [Member] | ||
Cost | ||
Plant and Equipment Gross | 506 | 513 |
Computer and Software [Member] | ||
Cost | ||
Plant and Equipment Gross | 13,490 | 13,671 |
Furniture and Fixtures [Member] | ||
Cost | ||
Plant and Equipment Gross | $ 37,082 | $ 37,579 |
Plant and Equipment (Details Na
Plant and Equipment (Details Narrative) - USD ($) | 3 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Plant And Equipment [Member] | ||
Depreciation | $ 33,295 | $ 2,810 |
Other receivable and deposits_2
Other receivable and deposits (Details) - USD ($) | Sep. 30, 2019 | Jun. 30, 2019 |
Other receivable and deposits (Details) | ||
Sundry receivables | $ 18,883 | $ 19,136 |
Other receivable | 597 | 605 |
Deposits, including utility, security deposits | 6,112 | 436 |
Other receivable and deposits | $ 25,592 | $ 20,177 |
Related party advances and ex_3
Related party advances and expenses (Details) - USD ($) | Sep. 30, 2019 | Jun. 30, 2019 |
Total | $ 3,514,904 | $ 3,545,763 |
Advances from its Directors [Member] | ||
Total | 1,014,356 | 1,027,953 |
Advances from related party [Member] | ||
Total | 1,788,248 | 1,795,964 |
Advances from holding company [Member] | ||
Total | $ 712,300 | $ 721,846 |
Related party advances and ex_4
Related party advances and expenses (Details Narrative) - USD ($) | 3 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Imputed interest rate | 6.50% | 6.50% |
Imputed interest | $ 52,763 | $ 33,064 |
Advances received from related parties | 270,276 | |
Director [Member] | ||
Advances received from related parties | 270,276 | |
Repayments of related party advances | $ 15,164 |
Commitments and Contingencies (
Commitments and Contingencies (Details Narrative) - USD ($) | 3 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Leasing obligations expense | $ 3,602 | $ 0 |
Expenses paid directly through by an unrelated party | 185,611 | |
Advances received from an unrelated party | 161,896 | |
Concession aquisition costs | 350,102 | |
On September 6, 2019 [Member] | SBS Mining Corp. [Member] | Mining Agreement [Member] | ||
Concession aquisition costs | 72,039 | |
Amortization of concession costs | $ 2,001 | |
Agreement description | Donor granted to SBS the sole and exclusive rights to mine for river sand and other materials from a 1.9040 hectare (4.7 acre) plot of land located at Kampung. Tiram | |
On July 25, 2016 and September 15, 2016 [Member] | Lease Agreement [Member] | Level 1 [Member] | ||
Office space | 5652 | |
Rent expense (Monthly) | $ 7,397 | |
On July 25, 2016 and September 15, 2016 [Member] | Lease Agreement [Member] | Level 5 [Member] | ||
Office space | 5773 | |
Rent expense (Monthly) | $ 7,242 |
Share Capital (Details Narrativ
Share Capital (Details Narrative) - USD ($) | Jul. 04, 2018 | Aug. 31, 2018 | Jul. 19, 2018 | Sep. 30, 2019 | Jun. 30, 2019 |
Common stock, shares authorized | 5,000,000,000 | 5,000,000,000 | |||
Common stock, par value | $ 0.001 | $ 0.001 | |||
Common stock, shares issued | 720,802,346 | 1,426,927,346 | 1,426,927,346 | ||
Common stock, Outstanding | 1,426,927,346 | 1,426,927,346 | |||
Majority shareholder owing percentage | 50.51% | ||||
Description for dividend declared by GMCI | The Company was notified that GMCI approved and declared a dividend of shares of Nami to the stockholders of GMCI, on a pro rata basis, determined in accordance with the number of shares of capital stock of GMCI held by such stockholders, thereby transferring ownership of 100% of the outstanding shares of Nami held by GMCI to the stockholders of the GMCI | ||||
Second subscription [Member] | |||||
Subscription received | $ 8,878 | ||||
Redeemable cumulative preference shares, interest rate | 12.00% | ||||
SBS [Member] | |||||
Preferred shares description | The preferred shares automatically convert to NAMI Corp common shares two years after issuance if not converted earlier at the rate of USD $1.50 on then value translated into USD of each 12% redeemable cumulative preference share | ||||
Number of preferred shares held | 1 for 1 basis | ||||
Preferred stock, shares outstanding | 280,000 | ||||
Debt converted into common shares | 45,724 | ||||
Ownership percentage | 100.00% |
Sea Sand Mining Project (Detail
Sea Sand Mining Project (Details Narrative) | 3 Months Ended |
Sep. 30, 2019USD ($) | |
Sea Sand Mining Project | |
Concession acquisition costs | $ 350,102 |
Description for irrevocable right use of asset | The Company currently estimates that the acreage available under the IRU will provide approximately 5 years of sustained mining operations. As part of the IRU, the Company is responsible for all permitting costs (both for mining operation and for the right to sell the mined sand internationally) at both the state and federal levels of all applicable ministries and departments in Malaysia. As compensation for the IRU, the Company is obligated to remit to JHW on a quarterly basis, 25% of the profits from the mining activities, as defined within the agreement. The Company submitted the required environmental and engineering assessments as part of the permitting process for approximately 383 square kilometres, and in January 2019, JHW was issued by the government of Malaysia the first set of permits necessary to commence sea sand mining operations. The final approved area was 20.48km² within the jurisdiction of the state of Terengganu, Malaysia (the “Area”). The Company is expecting to receive approval for the exporting rights prior to the end of 2019. The Company is required to prepay MYR 500,000 of future royalty amounts due under the agreement with JHW, of which SBS funded MYR 250,000 (approximately $60,000) as of September 30, 2019. |
Amortization expense | $ 29,347 |
Nami Corp. Acquisition of SBS_2
Nami Corp. Acquisition of SBS (Details) - USD ($) | Sep. 30, 2019 | Jun. 30, 2019 |
Current Assets | ||
Total Current Assets | $ 163,914 | $ 142,874 |
TOTAL ASSETS | 526,670 | 469,648 |
LIABILITIES | ||
Accounts payable and accrued liabilities | 350,403 | 3,946 |
Due to related parties | 3,514,904 | 3,545,763 |
Total Current Liabilities | 3,905,551 | $ 3,589,953 |
Nami Corp. Acquisition of SBS [Member] | ||
Current Assets | ||
Prepaid expenses and deposits | 5,553 | |
Total Current Assets | 5,553 | |
TOTAL ASSETS | 5,553 | |
LIABILITIES | ||
Accounts payable and accrued liabilities | 85,165 | |
Due to related parties | 346,781 | |
Total Current Liabilities | $ 431,946 |
Nami Corp. Acquisition of SBS_3
Nami Corp. Acquisition of SBS (Details Narrative) - Share Exchange Agreement [Member] - SBS [Member] - shares | 3 Months Ended | |
Sep. 30, 2019 | Jul. 04, 2019 | |
Exchange for an issuance of common stock | 720,802,346 | |
Agreement closing date | Jul. 12, 2018 |
Geographic Segment Reporting (D
Geographic Segment Reporting (Details) - USD ($) | 3 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Revenue | ||
Depreciation, depletion, amortization and impairment | 33,295 | 2,810 |
General and administrative expenses | (237,115) | (171,173) |
Exploration Expenditure | (12,006) | |
Other income (expenses) | (52,763) | (30,057) |
Net Loss | (335,179) | (204,040) |
USA [Member | ||
Revenue | ||
Depreciation, depletion, amortization and impairment | ||
General and administrative expenses | 176,944 | 152,334 |
Exploration Expenditure | ||
Other income (expenses) | ||
Net Loss | (176,944) | (152,334) |
Malaysia [Member] | ||
Revenue | ||
Depreciation, depletion, amortization and impairment | 33,295 | 2,810 |
General and administrative expenses | 12,006 | 18,839 |
Exploration Expenditure | (60,171) | |
Other income (expenses) | (52,763) | (30,057) |
Net Loss | $ (158,235) | $ (51,706) |
Geographic Segment Reporting _2
Geographic Segment Reporting (Details1) - USD ($) | Sep. 30, 2019 | Jun. 30, 2019 |
Current Assets | $ 163,914 | $ 142,874 |
Concession acquisition costs | 340,163 | 303,726 |
Property and equipment, net | 22,593 | 23,048 |
Total assets | 526,670 | 469,648 |
USA [Member | ||
Current Assets | 40,000 | 40,000 |
Concession acquisition costs | ||
Property and equipment, net | ||
Total assets | 40,000 | 40,000 |
Malaysia [Member] | ||
Current Assets | 123,914 | 102,874 |
Concession acquisition costs | 340,163 | 303,726 |
Property and equipment, net | 22,593 | 23,048 |
Total assets | $ 486,670 | $ 429,648 |