Cover
Cover - USD ($) | 12 Months Ended | ||
Jun. 30, 2023 | Jan. 23, 2024 | Dec. 31, 2022 | |
Cover [Abstract] | |||
Entity Registrant Name | AJIA INNOGROUP HOLDINGS, LTD. | ||
Entity Central Index Key | 0001650739 | ||
Document Type | 10-K | ||
Amendment Flag | false | ||
Entity Voluntary Filers | No | ||
Current Fiscal Year End Date | --06-30 | ||
Entity Well Known Seasoned Issuer | No | ||
Entity Small Business | true | ||
Entity Shell Company | false | ||
Entity Emerging Growth Company | true | ||
Entity Current Reporting Status | No | ||
Document Period End Date | Jun. 30, 2023 | ||
Entity Filer Category | Non-accelerated Filer | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2023 | ||
Entity Ex Transition Period | false | ||
Entity Common Stock Shares Outstanding | 109,336,000 | ||
Entity Public Float | $ 55,761,360 | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Entity File Number | 333-206450 | ||
Entity Incorporation State Country Code | NV | ||
Entity Tax Identification Number | 82-1063313 | ||
Entity Address Address Line 1 | 187 E. Warm Springs Road | ||
Entity Address Address Line 2 | Suite B307 | ||
Entity Address City Or Town | Las Vegas | ||
Entity Address State Or Province | NV | ||
Entity Address Postal Zip Code | 89119 | ||
City Area Code | 702 | ||
Icfr Auditor Attestation Flag | false | ||
Auditor Location | Kuala Lumpur, Malaysia | ||
Local Phone Number | 833-9872 | ||
Entity Interactive Data Current | Yes | ||
Auditor Firm Id | 6743 | ||
Auditor Name | J&S Associate PLT |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Jun. 30, 2023 | Jun. 30, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 6,255 | $ 61,963 |
Deposits and prepayments | 0 | 18,432 |
Earnest deposit | 0 | 105,000 |
Account receivables | 600 | 0 |
Other receivables | 31,590 | 7,004 |
Total current assets | 38,445 | 192,399 |
Non-current assets: | ||
Plant and equipment, net | 22,131 | 29,737 |
Goodwill | 0 | 5,029,592 |
TOTAL ASSETS | 60,576 | 5,251,728 |
Current liabilities: | ||
Account payables | 35,101 | 61,324 |
Other payables and accrued liabilities | 216,518 | 361,330 |
Amounts due to related parties | 47,520 | 0 |
Amounts due to directors | 462,892 | 310,454 |
Amounts due to shareholders | 287,190 | 286,738 |
Total current liabilities | 1,049,221 | 1,019,846 |
Commitments and contingencies | 0 | 0 |
Shareholders' equity: | ||
Preferred stock, $0.001 par value, 100,000,000 shares authorized; 1,000 shares issued and outstanding at June 30, 2023 and 2022 | 1 | 1 |
Common stock, $0.001 par value; 500,000,000 shares authorized; 109,336,000 and 109,225,000 shares issued and outstanding as of June 30, 2023 and 2022 | 109,336 | 109,225 |
Additional paid-in capital | 5,424,934 | 5,358,445 |
Non-controlling interest | (120,813) | (120,813) |
Accumulated other comprehensive income | 891 | 3,436 |
Accumulated deficit | (6,402,994) | (1,118,412) |
Total shareholders' (deficit) equity | (988,645) | 4,231,882 |
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | $ 60,576 | $ 5,251,728 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Jun. 30, 2023 | Jun. 30, 2022 |
CONSOLIDATED BALANCE SHEETS | ||
Preferred stock, par value per share | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 100,000,000 | 100,000,000 |
Preferred stock, shares issued | 1,000 | 1,000 |
Preferred stock, shares outstanding | 1,000 | 1,000 |
Common stock, par value per share | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 500,000,000 | 500,000,000 |
Common stock, shares issued | 109,336,000 | 109,225,000 |
Common stock, shares outstanding | 109,336,000 | 109,225,000 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($) | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS | ||
Revenues, net | $ 295,661 | $ 112,462 |
Cost of revenue | (182,240) | (15,190) |
Gross profit | 113,421 | 97,272 |
Operating expenses: | ||
General and administrative | (5,457,434) | (448,347) |
Professional fee | (57,211) | (62,286) |
Total operating expenses | (5,514,645) | (510,633) |
LOSS FROM OPERATIONS | (5,401,224) | (413,361) |
Other income: | ||
Foreign exchange gain | 886 | 0 |
Government subsidy | 21,935 | 514 |
Gain on disposal of subsidiary | 30,809 | 0 |
Sundry income | 62,996 | 10 |
Interest income | 16 | 0 |
Total other income | 116,642 | 524 |
LOSS BEFORE INCOME TAXES | (5,284,582) | (412,837) |
Income tax expense | 0 | 0 |
NET LOSS | (5,284,582) | (412,837) |
Net loss attributable to non-controlling interest | 0 | (123,922) |
Net loss attributable to Ajia Innogroup Holdings, Ltd. shareholders | (5,284,582) | (288,915) |
Other comprehensive (loss) gain: | ||
- Foreign currency translation (loss) gain | (1,264) | 6,191 |
- Release of foreign currency translation upon sale of a subsidiary | (1,281) | 1,613 |
COMPREHENSIVE LOSS | $ (5,287,127) | $ (281,111) |
Net loss per share - Basic and diluted | $ (0.05) | $ 0 |
Weighted average shares outstanding - Basic and diluted | 109,248,630 | 101,275,438 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Cash flows from operating activities: | ||
Net loss | $ (5,284,582) | $ (412,837) |
Adjustment to reconcile net loss to net cash used in operating activities | ||
Depreciation and amortization | 17,050 | 247 |
Impairment of earnest deposit | 105,000 | 0 |
Impairment of goodwill | 5,029,592 | 0 |
Stock-based compensation | 21,600 | 63,000 |
Loss on write off of fixed assets | 254 | 0 |
Gain on disposal of a subsidiary | (30,809) | 0 |
Change in operating assets and liabilities: | ||
Account receivables | (600) | 0 |
Other receivables | (24,586) | 374 |
Account payables | (26,223) | 0 |
Amount due to related parties | 47,520 | 0 |
Deposits and prepayments | 18,432 | 0 |
Other payables and accrued liabilities | (69,980) | 128,021 |
Net cash used in operating activities | (197,332) | (59,636) |
Cash flows from investing activities: | ||
Purchase of plant and equipment | (9,726) | 0 |
Cash from disposal of a subsidiary | (304) | (42,378) |
Cash from acquisition of a subsidiary | 0 | (79,737) |
Net cash used in investing activities | (10,030) | (122,115) |
Cash flows from financing activity: | ||
Advances from shareholders | 452 | 236,530 |
Advances from a director | 152,438 | 0 |
Net cash provided by financing activity | 152,890 | 236,530 |
Effect of exchange rate changes on cash and cash equivalents | (1,236) | 6,064 |
Net change in cash and cash equivalents | (55,708) | 60,843 |
CASH AND CASH EQUIVALENT, BEGINNING OF YEAR | 61,963 | 1,120 |
CASH AND CASH EQUIVALENT, END OF YEAR | 6,255 | 61,963 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ||
Cash paid for income taxes | 0 | 0 |
Cash paid for interest | $ 0 | $ 0 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS EQUITY (DEFICIT) - USD ($) | Total | Preferred Stock | Common Stock | Additional Paid-In Capital | Accumulated other comprehensive loss | Retained Earnings (Accumulated Deficit) | Noncontrolling Interest |
Balance, shares at Jun. 30, 2021 | 1,000 | 101,120,000 | |||||
Balance, amount at Jun. 30, 2021 | $ (228,562) | $ 1 | $ 101,120 | $ 503,550 | $ (4,368) | $ (829,497) | $ 632 |
Acquisition of a subsidiary, shares | 8,000,000 | ||||||
Acquisition of a subsidiary, amount | 4,899,816 | 0 | $ 8,000 | 4,854,895 | 0 | 36,921 | |
Disposal of a subsidiary | (32,831) | 0 | $ 0 | 0 | 1,613 | 0 | (34,444) |
Stock-based compensation, shares | 105,000 | ||||||
Stock-based compensation, amount | 105 | 0 | $ 105 | 0 | 0 | 0 | 0 |
Net loss for the year | (412,837) | 0 | 0 | 0 | 0 | (288,915) | (123,922) |
Foreign currency translation adjustment | 6,191 | $ 0 | $ 0 | 0 | 6,191 | 0 | 0 |
Balance, shares at Jun. 30, 2022 | 1,000 | 109,225,000 | |||||
Balance, amount at Jun. 30, 2022 | 4,231,882 | $ 1 | $ 109,225 | 5,358,445 | 3,436 | (1,118,412) | (120,813) |
Disposal of a subsidiary | (1,281) | 0 | $ 0 | 0 | (1,281) | 0 | 0 |
Stock-based compensation, shares | 111,000 | ||||||
Stock-based compensation, amount | 66,600 | 0 | $ 111 | 66,489 | 0 | 0 | 0 |
Net loss for the year | (5,284,582) | 0 | 0 | 0 | 0 | (5,284,582) | 0 |
Foreign currency translation adjustment | (1,264) | $ 0 | $ 0 | 0 | (1,264) | 0 | 0 |
Balance, shares at Jun. 30, 2023 | 1,000 | 109,336,000 | |||||
Balance, amount at Jun. 30, 2023 | $ (988,645) | $ 1 | $ 109,336 | $ 5,424,934 | $ 891 | $ (6,402,994) | $ (120,813) |
ORGANIZATION AND BUSINESS BACKG
ORGANIZATION AND BUSINESS BACKGROUND | 12 Months Ended |
Jun. 30, 2023 | |
ORGANIZATION AND BUSINESS BACKGROUND | |
ORGANIZATION AND BUSINESS BACKGROUND | 1. ORGANIZATION AND BUSINESS BACKGROUND Ajia Innogroup Holdings, Ltd., formerly “Wigi4you, Inc.” (the “Company” or “AJIA”) was incorporated in the State of Nevada on March 19, 2014. The details of the Company’s subsidiaries are described below: Name Place of incorporation and kind of legal entity Principal activities and place of operation Particulars of issued/ registered share capital Effective interest Held Splendor Radiant Limited British Virgin Islands, a limited liability company Investment holding 1 ordinary share of US$1 each 100% Ajia Creative Holdings Limited Hong Kong, a limited liability company Provision of food and beverage sales system setup and maintenance service 100 ordinary shares for HK$100 100% Ajia Corporate Systems Architecture Solution Limited Hong Kong, a limited liability company Provision of money lending, insurance brokerage and business development trustee service 10,000 ordinary shares of HK$10,000 51% Union Passenger Limited Hong Kong, a limited liability company Provision of catering member service solutions and service platform 1,000 ordinary shares for HK$1,000 100% Guangzhou Shengjia Trading Co., Ltd was disposed of on September 1, 2022. AJIA and its subsidiaries are hereinafter referred to as (the “Company”). |
GOING CONCERN UNCERTAINIES
GOING CONCERN UNCERTAINIES | 12 Months Ended |
Jun. 30, 2023 | |
GOING CONCERN UNCERTAINIES | |
GOING CONCERN UNCERTAINIES | 2. GOING CONCERN UNCERTAINTIES The accompanying consolidated financial statements have been prepared using the going concern basis of accounting, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company experienced a net loss of $5,284,582 and suffered from negative cash flows from operations during the year and incurred an accumulated deficit of $6,402,994 as of June 30, 2023. The continuation of the Company as a going concern through June 30, 2024 is dependent upon the continued financial support from its stockholders. The Company is also currently pursuing additional financing for its operations. However, there is no assurance that the Company will be successful in securing sufficient funds to sustain the operations. These and other factors raise substantial doubt about the Company’s ability to continue as a going concern. These consolidated financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets and liabilities that may result in the Company not being able to continue as a going concern. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Jun. 30, 2023 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES · Basis of presentation These accompanying consolidated financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America (“US GAAP”). · Accounts receivable Accounts receivables are recorded at the amounts that are invoiced to customers, do not bear interest, and are due within contractual payment terms. Credit is extended based on an evaluation of a customer’s financial condition, the customer’s creditworthiness and their payment history. Accounts receivable outstanding longer than the contractual payment terms are considered past due. Past due balances over 90 days and over a specified amount are reviewed individually for collectability. Quarterly, the Company specifically evaluates individual customer’s financial condition, credit history, and the current economic conditions to monitor the progress of the collection of accounts receivables. The Company records bad debt expense and records an allowance for doubtful accounts for any estimated losses resulting from the inability of its customers to make required payments. · Use of estimates In preparing these consolidated financial statements, management makes estimates and assumptions that affect the reported amounts of assets and liabilities in the balance sheets and revenues and expenses during the years reported. Actual results may differ from these estimates. · Basis of consolidation The consolidated financial statements include the financial statements of AJIA and its subsidiaries. All significant inter-company balances and transactions within the Company have been eliminated upon consolidation. · Business combinations The Company accounts for its business combinations using the acquisition method of accounting. The cost of an acquisition is measured as the aggregate of the acquisition date fair values of the assets transferred and liabilities assumed by the Company to the seller’s cash consideration and equity instruments issued. Transaction costs directly attributable to the acquisition are expensed as incurred. The excess of (i) the total costs of acquisition over (ii) the fair value of the identifiable net assets of the acquire is recorded as identifiable intangible assets and goodwill. · Cash and cash equivalents Cash and cash equivalents are carried at cost and represent cash on hand, demand deposits placed with banks or other financial institutions and all highly liquid investments with an original maturity of three months or less as of the purchase date of such investments. · Plant and equipment Plant and equipment are stated at cost less accumulated depreciation and accumulated impairment losses, if any. Depreciation is calculated on the straight-line basis over the following expected useful lives from the date on which they become fully operational and after taking into account their estimated residual values: Expected useful lives Computer equipment 5 years Furniture & fixtures 3 years Computer software 3 years Expenditures for repairs and maintenance are expensed as incurred. When assets have been retired or sold, the cost and related accumulated depreciation are removed from the accounts and any resulting gain or loss is recognized in the results of operations. · Goodwill Goodwill represents the excess of purchase price over the fair value of identifiable net assets acquired in a business combination. Goodwill is tested for impairment at least annually in accordance with the provisions of ASC Topic 350, “Intangibles-Goodwill and Other” (“ASC 350”). Under ASC 350, annual or interim goodwill impairment testing is performed by comparing the estimated fair value of a reporting unit with its carrying amount. An impairment charge is recognized for the amount by which the carrying amount exceeds the reporting unit’s fair value, not to exceed the carrying value of goodwill. As at June 30, 2023, the Company assessed the goodwill impairment based on the expected future cash flows, and made the impairment of $5,029,592 accordingly. · Impairment of long-lived assets In accordance with the provisions of ASC Topic 360, “ Impairment or Disposal of Long-Lived Assets · Revenue recognition The Company’s revenue recognition policies are in compliance with ASC 605-35 “ Revenue Recognition The Company recognizes revenues from the sales of its services, based on the terms of the customer agreement. The customer agreement takes the form of either a contract or a customer purchase order and each provides information with respect to the service being sold and the sales price. If the customer agreement does not have specific delivery or customer acceptance terms, revenue is recognized at the time the service is provided to the customer. The Company applies the following five steps in order to determine the appropriate amount of revenue to be recognized as it fulfills its obligations under each of its agreements: • identify the contract with a customer; • identify the performance obligations in the contract; • determine the transaction price; • allocate the transaction price to performance obligations in the contract; and • recognize revenue as the performance obligation is satisfied. Sale of Membership Subscriptions Membership subscriptions are considered identified contracts with customers. The performance obligations for membership subscriptions are the provision of access to specific benefits and services over a defined period. This price is fixed and recognized at a point in time, as the membership income is non-refundable. All the customers are located in Hong Kong. · Comprehensive income or loss ASC Topic 220, “Comprehensive Income” · Income taxes The provision for income taxes is determined in accordance with the provisions of ASC Topic 740, “ Income Taxes ASC 740 prescribes a comprehensive model for how companies should recognize, measure, present, and discloses in their financial statements uncertain tax positions taken or expected to be taken on a tax return. Under ASC 740, tax positions must initially be recognized in the financial statements when it is more likely than not the position will be sustained upon examination by the tax authorities. Such tax positions must initially and subsequently be measured as the largest amount of tax benefit that has a greater than 50% likelihood of being realized upon ultimate settlement with the tax authority assuming full knowledge of the position and relevant facts. The Company did not have any unrecognized tax positions or benefits and there was no effect on the financial condition or results of operations for the years ended June 30, 2023 and 2022. The Company and its subsidiaries are subject to local and various foreign tax jurisdictions. The Company’s tax returns remain open subject to examination by major tax jurisdictions. · Net loss per share The Company calculates net loss per share in accordance with ASC Topic 260 “ Earnings per Share · Foreign currencies translation Transactions denominated in currencies other than the functional currency are translated into the functional currency at the exchange rates prevailing at the dates of the transaction. Monetary assets and liabilities denominated in currencies other than the functional currency are translated into the functional currency using the applicable exchange rates at the balance sheet dates. The resulting exchange differences are recorded in the statement of operations. The reporting currency of the Company is United States Dollars (“US$”). The Company’s subsidiaries operating in Hong Kong and the PRC maintained their books and records in their local currency, Hong Kong Dollars (“HK$”) and Renminbi Yuan (“RMB”), which are functional currencies as being the primary currency of the economic environment in which these entities operate. In general, for consolidation purposes, assets and liabilities of its subsidiaries whose functional currency is not the US$ are translated into US$, in accordance with ASC Topic 830-30, “ Translation of Financial Statement”, Translation of amounts from its reporting currencies into US$ has been made at the following exchange rates for the respective year: 2023 2022 Year-end HK$:US$1 exchange rate 7.8345 7.8469 Annual average HK$:US$1 exchange rate 7.8684 7.8049 Year-end RMB:US$1 exchange rate N/A 6.6991 Annual average RMB:US$1 exchange rate N/A 6.4550 · Retirement plan costs Contributions to retirement plans (which are defined contribution plans) are charged to general and administrative expenses in the accompanying statements of operation as the related employee service is provided. · Related parties Parties, which can be a corporation or individual, are considered to be related if the Company has the ability, directly or indirectly, to control the other party or exercise significant influence over the other party in making financial and operating decisions. Companies are also considered to be related if they are subject to common control or common significant influence. · Stock-based compensation The Company recognizes stock-based compensation in accordance with ASC Topic 718 “Stock Compensation”, which requires the measurement and recognition of compensation expense for all share-based payment awards made to employees and directors including employee stock options and employee stock purchases related to an Employee Stock Purchase Plan based on the estimated fair values. For non-employee stock-based compensation, the Company has adopted ASC 2018-07, Improvements to Nonemployee Share-Based Payment Accounting · Segment reporting ASC Topic 280, “ Segment Reporting · Commitments and contingencies The Company follows the ASC 450-20, “ Commitments” If the assessment of a contingency indicates that it is probable that a material loss has been incurred and the amount of the liability can be estimated, then the estimated liability would be accrued in the Company’s financial statements. If the assessment indicates that a potentially material loss contingency is not probable but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, and an estimate of the range of possible losses, if determinable and material, would be disclosed. Loss contingencies considered remote are generally not disclosed unless they involve guarantees, in which case the guarantees would be disclosed. Management does not believe, based upon information available at this time that these matters will have a material adverse effect on the Company’s financial position, results of operations or cash flows. However, there is no assurance that such matters will not materially and adversely affect the Company’s business, financial position, and results of operations or cash flows. · Fair value of financial instruments The carrying value of the Company’s financial instruments: cash and cash equivalents, prepayments and other receivables, accounts payable, amount due to a related party, other payables and accrued liabilities approximate at their fair values because of the short-term nature of these financial instruments. The Company also follows the guidance of the ASC Topic 820-10, “ Fair Value Measurements and Disclosures • Level 1 • Level 2 • Level 3 Fair value estimates are made at a specific point in time based on relevant market information about the financial instrument. These estimates are subjective in nature and involve uncertainties and matters of significant judgment and, therefore, cannot be determined with precision. Changes in assumptions could significantly affect the estimates. · Recent accounting pronouncements The Company has considered all new accounting pronouncements and has concluded that there are no new pronouncements that may have a material impact on the results of operations, financial condition, or cash flows, based on the current information. |
PLANT AND EQUIPMENT
PLANT AND EQUIPMENT | 12 Months Ended |
Jun. 30, 2023 | |
PLANT AND EQUIPMENT | |
PLANT AND EQUIPMENT | 4. PLANT AND EQUIPMENT Plant and equipment consisted of the following: As of June 30, 2023 2022 At cost: Computer equipment $ 1,291 $ 1,291 Computer software 37,557 27,872 Furniture and fixtures, at cost 928 1,529 Foreign translation difference 76 (12 ) 39,851 30,680 Less: accumulated depreciation (17,999 ) (949 ) Less: foreign translation difference 279 6 $ 22,131 $ 29,737 Depreciation expense for the years ended June 30, 2023 and 2022 were $17,050 and $247, respectively. |
OTHER PAYABLES AND ACCRUED LIAB
OTHER PAYABLES AND ACCRUED LIABILITIES | 12 Months Ended |
Jun. 30, 2023 | |
OTHER PAYABLES AND ACCRUED LIABILITIES | |
OTHER PAYABLES AND ACCRUED LIABILITIES | 5. OTHER PAYABLES AND ACCRUED LIABILITIES As of June 30, 2023 2022 Other payables $ 190,220 $ 282,782 Accruals 26,298 78,548 $ 216,518 $ 361,330 |
OTHER RECEIVABLES
OTHER RECEIVABLES | 12 Months Ended |
Jun. 30, 2023 | |
OTHER RECEIVABLES | |
OTHER RECEIVABLES | 6. OTHER RECEIVABLES As of June 30, 2023 2022 Staff advance $ 30,965 $ 6,372 Others 625 632 $ 31,590 $ 7,004 |
AMOUNTS DUE TO RELATED PARTIES,
AMOUNTS DUE TO RELATED PARTIES, DIRECTORS AND SHAREHOLDERS | 12 Months Ended |
Jun. 30, 2023 | |
AMOUNTS DUE TO RELATED PARTIES, DIRECTORS AND SHAREHOLDERS | |
AMOUNTS DUE TO RELATED PARTIES, DIRECTORS AND SHAREHOLDERS | 7. AMOUNTS DUE TO RELATED PARTIES, DIRECTORS AND SHAREHOLDERS As of June 30, 2023 and 2022, amounts due to director represented temporary advances made by a director of the Company, Ms. WAN Yin Ling of $462,892 and $310,454 respectively. As of June 30, 2023 and 2022, amount due to shareholders represented temporary advances made by shareholders of the Company, Mr. WONG Bik Chun of $191,460 and $191,159 respectively and Mr. Poon Wai Han of $95,730 and $95,579 respectively, which were unsecured, interest-free and repayable on demand. As of June 30, 2023 and 2022, amount due to related parties represented purchases payable to UPL, a company with common key management personnel, of 39,032 and $0 respectively and salary payable to the key management personnel of $8,488 and $0 respectively. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Jun. 30, 2023 | |
INCOME TAXES | |
INCOME TAXES | 8. INCOME TAXES The Company operates in various countries: United States, British Virgin Island and Hong Kong that are subject to taxes in the jurisdictions in which they operate, as follows: United States of America AJIA is registered in the State of Nevada and is subject to the tax laws of United States of America. The U.S. Tax Cuts and Jobs Act (the “Tax Reform Act”) was signed into law. The Company’s policy is to recognize accrued interest and penalties related to unrecognized tax benefits in its income tax provision. The Company has not accrued or paid interest or penalties which were not material to its results of operations for the periods presented. At June 30, 2023, the Company has U.S. federal operating loss carryforwards of $1,271,274 and deferred tax assets of $266,968, for which a full valuation allowance has been provided. For the years ended June 30, 2023 and 2022, there were no operating income. British Virgin Island Under the current BVI law, Splendor Radiant Limited (“SRL”) is not subject to tax on income. Hong Kong , ACHL, ACSL and UPL are subject to Hong Kong tax regime. For the years ended June 30, 2023 and 2022, no provision for Hong Kong Profits Tax is provided for, since the Company did not generate taxable income. At June 30, 2023, the Company has operating loss carryforwards of $462,597 and deferred tax assets of $76,328, for which a full valuation allowance has been provided. The reconciliation of income tax rate to the effective income tax rate based on loss before income taxes for the years ended June 30, 2023 and 2022 are as follows: Years ended June 30, 2023 2022 Loss before income taxes $ (72,080 ) $ (120,425 ) Statutory income tax rate 16.5 % 16.5 % Income tax impact at the statutory rate (11,893 ) (19,870 ) Non-deductible items 2,953 26,708 Non-taxable item (3,621 ) (85 ) Deductible items (1,630 ) (27 ) Net operating loss 14,191 (6,726 ) Income tax expense $ - $ - The following table sets forth the significant components of the aggregate net deferred tax assets of the Company as of June 30, 2023 and 2022: As of June 30, 2023 2022 Deferred tax assets: Net operating loss carryforward from: – United States of America $ 266,968 $ 222,065 – Hong Kong 76,328 62,137 – The PRC - 7,702 Total deferred tax assets 343,296 291,904 Less: valuation allowance (343,296 ) (291,904 ) Net deferred tax assets $ - $ - As of June 30, 2023, the Company incurred $1,733,871 the aggregate net operating loss carryforwards available to offset its taxable income for income tax purposes. The Company has provided for a full valuation allowance against the deferred tax assets of $343,296 on the expected future tax benefits from the net operating loss carryforwards as the management believes it is more likely than not that these assets will not be realized in the future. For the year ended June 30, 2023, the valuation allowance increased by $51,392, primarily relating to net operating loss carryforwards. |
PENSION COSTS
PENSION COSTS | 12 Months Ended |
Jun. 30, 2023 | |
PENSION COSTS | |
PENSION COSTS | 9. PENSION COSTS Contributions to retirement schemes (which are defined contribution plans) are charged to general and administrative expenses in the statements of operation and comprehensive income as and when the related employee service is provided. The Company is required to make contribution under a defined contribution pension scheme for all its eligible employees in Hong Kong. The Company is required to contribute a specified percentage of the participants’ relevant income based on their ages and wages level. The total contributions made were $2,726 and $568 for the years ended June 30, 2023 and 2022, respectively. |
SHAREHOLDERS EQUITY (DEFICIT)
SHAREHOLDERS EQUITY (DEFICIT) | 12 Months Ended |
Jun. 30, 2023 | |
SHAREHOLDERS EQUITY (DEFICIT) | |
STOCKHOLDERS DEFICIT | 10. SHAREHOLDERS’ EQUITY (DEFICIT) (a) Preferred stock The Company was authorized to issue one hundred million (100,000,000) shares of preferred stock, par value $0.001 per share. As of June 30, 2023, 1,000 preferred shares are issued and outstanding. (b) Common stock Shares authorized Upon formation, the total number of shares of all classes of stock which the Company was authorized to issue was seventy-five million (75,000,000) shares of common stock, par value of $0.001 per share. On December 15, 2018, the Company increased its authorized common shares to 500,000,000 shares at par value $0.001 per share. Common stock issued On December 6, 2022, the Company issued 75,000 shares of common stock at the price of $0.6 per share to compensate certain directors in rendering services to the Company. On January 6, 2023, the Company issued 36,000 shares of common stock at the price of $0.6 per share to compensate certain directors in rendering services to the Company. As of June 30, 2023, the Company had a total of 109,336,000 shares of its common stock issued and outstanding. As of June 30, 2022, the Company had a total of 109,225,000 shares of its common stock issued and outstanding. |
NET LOSS PER SHARE
NET LOSS PER SHARE | 12 Months Ended |
Jun. 30, 2023 | |
NET LOSS PER SHARE | |
NET LOSS PER SHARE | 11. NET LOSS PER SHARE Net loss per share is provided in accordance with FASB ASC 260-10, “Earnings per share” The following table sets forth the computation of basic and diluted net loss per share for the years ended June 30, 2023 and 2022: Years ended June 30, 2023 2022 Net loss attributable to Ajia Innogroup Holdings, Ltd ‘s shareholders $ (5,284,582 ) $ (288,915 ) Weighted average shares outstanding - Basic and diluted 109,248,630 101,275,438 Basic and diluted loss per share $ (0.05 ) $ (0.00 ) |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Jun. 30, 2023 | |
RELATED PARTY TRANSACTIONS | |
RELATED PARTY TRANSACTIONS | 12. RELATED PARTY TRANSACTIONS From time to time, the stockholder and director of the Company advanced funds to the Company for working capital purpose. Those advances are unsecured, non-interest bearing and due on demand. Yin Ling WAN (Elaine), director, received remuneration of $47,582 and $47,970 during the years ended June 30, 2023 and 2022. As at June 30, 2023, the Company had amounts due to a key management personnel, Cheung Siu Lun of $8,488. He also received remuneration of $22,876 and $0 during the years ended June 30, 2023 and 2022, respectively. As at June 30, 2023 and 2022, the Company had amounts due to a company which has common key management personnel of $39,032 and $0 and during the year ended June 30, 2023 and 2022, the Company incurred $113,097 and $0 in purchases.. Apart from the transactions and balances detailed elsewhere in these accompanying consolidated financial statements, the Company has no other significant or material related party transactions during the years presented. |
CONCENTRATIONS OF RISK
CONCENTRATIONS OF RISK | 12 Months Ended |
Jun. 30, 2023 | |
CONCENTRATIONS OF RISK | |
CONCENTRATIONS OF RISK | 13. CONCENTRATIONS OF RISK The Company is exposed to the following concentrations of risk: (a) Major customers For the years ended June 30, 2023 and 2022, the individual customer who accounts for 10% or more of the Company’s revenues and its outstanding receivable balances as at year-end dates, are presented as follows: Year ended June 30, 2023 June 30, 2023 Customers Revenues Percentage of revenues Accounts receivable Customer A $ 85,252 29 % Total: $ - Year ended June 30, 2022 June 30, 2022 Customers Revenues Percentage of revenues Accounts receivable Customer A $ 94,941 84 % Total: $ - (b) Major vendors For the years ended June 30, 2023, the individual vendor who accounts for 10% or more of the Company’s cost of revenues and its outstanding payable balances as at year-end dates, are presented as follows: Year ended June 30, 2023 June 30, 2023 Vendors Cost of Revenues Percentage of cost of revenues Accounts payable Vendor A $ 113,097 55 % Total: $ 38,260 For the years ended June 30, 2022, no individual vendor accounted for 10% or more of the Company’s direct services rendered. These vendors are located in Hong Kong. (b) Credit risk Financial instruments that are potentially subject to credit risk consist principally of trade receivables. The Company believes the concentration of credit risk in its trade receivables is substantially mitigated by its ongoing credit evaluation process and relatively short collection terms. The Company does not generally require collateral from customers. The Company evaluates the need for an allowance for doubtful accounts based upon factors surrounding the credit risk of specific customers, historical trends and other information. (c) Exchange rate risk The reporting currency of the Company is US$, to date the majority of the revenues and costs are denominated in HK$ and a significant portion of the assets and liabilities are denominated in HK$. As a result, the Company is exposed to foreign exchange risk as its revenues and results of operations may be affected by fluctuations in the exchange rate between US$ and HK$. The Company does not hold any derivative or other financial instruments that expose to substantial market risk. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Jun. 30, 2023 | |
COMMITMENTS AND CONTINGENCIES | |
COMMITMENTS AND CONTINGENCIES | 14. COMMITMENTS AND CONTINGENCIES As of June 30, 2023, there were no commitments and contingencies involved. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Jun. 30, 2023 | |
SUBSEQUENT EVENTS | |
SUBSEQUENT EVENTS | 15. SUBSEQUENT EVENTS In accordance with ASC Topic 855, “ Subsequent Events In July 2023, the Company had mutually agreed to terminate the joint venture cooperation with UPL, and shareholders Ms. Bik Chun Wong and Ms. Wai Han Poon shall be required to return the 8,000,000 shares previously issued to them for cancellation. The cancellation of shares remain pending as of to date. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Jun. 30, 2023 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Basis of presentation | These accompanying consolidated financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America (“US GAAP”). |
Accounts receivable | Accounts receivables are recorded at the amounts that are invoiced to customers, do not bear interest, and are due within contractual payment terms. Credit is extended based on an evaluation of a customer’s financial condition, the customer’s creditworthiness and their payment history. Accounts receivable outstanding longer than the contractual payment terms are considered past due. Past due balances over 90 days and over a specified amount are reviewed individually for collectability. Quarterly, the Company specifically evaluates individual customer’s financial condition, credit history, and the current economic conditions to monitor the progress of the collection of accounts receivables. The Company records bad debt expense and records an allowance for doubtful accounts for any estimated losses resulting from the inability of its customers to make required payments. |
Use of Estimates | In preparing these consolidated financial statements, management makes estimates and assumptions that affect the reported amounts of assets and liabilities in the balance sheets and revenues and expenses during the years reported. Actual results may differ from these estimates. |
Basis of consolidation | The consolidated financial statements include the financial statements of AJIA and its subsidiaries. All significant inter-company balances and transactions within the Company have been eliminated upon consolidation. |
Business combinations | The Company accounts for its business combinations using the acquisition method of accounting. The cost of an acquisition is measured as the aggregate of the acquisition date fair values of the assets transferred and liabilities assumed by the Company to the seller’s cash consideration and equity instruments issued. Transaction costs directly attributable to the acquisition are expensed as incurred. The excess of (i) the total costs of acquisition over (ii) the fair value of the identifiable net assets of the acquire is recorded as identifiable intangible assets and goodwill. |
Cash and cash equivalents | Cash and cash equivalents are carried at cost and represent cash on hand, demand deposits placed with banks or other financial institutions and all highly liquid investments with an original maturity of three months or less as of the purchase date of such investments. |
Plant and equipment | Plant and equipment are stated at cost less accumulated depreciation and accumulated impairment losses, if any. Depreciation is calculated on the straight-line basis over the following expected useful lives from the date on which they become fully operational and after taking into account their estimated residual values: Expected useful lives Computer equipment 5 years Furniture & fixtures 3 years Computer software 3 years Expenditures for repairs and maintenance are expensed as incurred. When assets have been retired or sold, the cost and related accumulated depreciation are removed from the accounts and any resulting gain or loss is recognized in the results of operations. |
Goodwill | Goodwill represents the excess of purchase price over the fair value of identifiable net assets acquired in a business combination. Goodwill is tested for impairment at least annually in accordance with the provisions of ASC Topic 350, “Intangibles-Goodwill and Other” (“ASC 350”). Under ASC 350, annual or interim goodwill impairment testing is performed by comparing the estimated fair value of a reporting unit with its carrying amount. An impairment charge is recognized for the amount by which the carrying amount exceeds the reporting unit’s fair value, not to exceed the carrying value of goodwill. As at June 30, 2023, the Company assessed the goodwill impairment based on the expected future cash flows, and made the impairment of $5,029,592 accordingly. |
Impairment of long-lived assets | In accordance with the provisions of ASC Topic 360, “ Impairment or Disposal of Long-Lived Assets |
Revenue recognition | The Company’s revenue recognition policies are in compliance with ASC 605-35 “ Revenue Recognition The Company recognizes revenues from the sales of its services, based on the terms of the customer agreement. The customer agreement takes the form of either a contract or a customer purchase order and each provides information with respect to the service being sold and the sales price. If the customer agreement does not have specific delivery or customer acceptance terms, revenue is recognized at the time the service is provided to the customer. The Company applies the following five steps in order to determine the appropriate amount of revenue to be recognized as it fulfills its obligations under each of its agreements: • identify the contract with a customer; • identify the performance obligations in the contract; • determine the transaction price; • allocate the transaction price to performance obligations in the contract; and • recognize revenue as the performance obligation is satisfied. Sale of Membership Subscriptions Membership subscriptions are considered identified contracts with customers. The performance obligations for membership subscriptions are the provision of access to specific benefits and services over a defined period. This price is fixed and recognized at a point in time, as the membership income is non-refundable. All the customers are located in Hong Kong. |
Comprehensive income or loss | ASC Topic 220, “Comprehensive Income” |
Income taxes | The provision for income taxes is determined in accordance with the provisions of ASC Topic 740, “ Income Taxes ASC 740 prescribes a comprehensive model for how companies should recognize, measure, present, and discloses in their financial statements uncertain tax positions taken or expected to be taken on a tax return. Under ASC 740, tax positions must initially be recognized in the financial statements when it is more likely than not the position will be sustained upon examination by the tax authorities. Such tax positions must initially and subsequently be measured as the largest amount of tax benefit that has a greater than 50% likelihood of being realized upon ultimate settlement with the tax authority assuming full knowledge of the position and relevant facts. The Company did not have any unrecognized tax positions or benefits and there was no effect on the financial condition or results of operations for the years ended June 30, 2023 and 2022. The Company and its subsidiaries are subject to local and various foreign tax jurisdictions. The Company’s tax returns remain open subject to examination by major tax jurisdictions. |
Net loss per share | The Company calculates net loss per share in accordance with ASC Topic 260 “ Earnings per Share |
Foreign currencies translation | Transactions denominated in currencies other than the functional currency are translated into the functional currency at the exchange rates prevailing at the dates of the transaction. Monetary assets and liabilities denominated in currencies other than the functional currency are translated into the functional currency using the applicable exchange rates at the balance sheet dates. The resulting exchange differences are recorded in the statement of operations. The reporting currency of the Company is United States Dollars (“US$”). The Company’s subsidiaries operating in Hong Kong and the PRC maintained their books and records in their local currency, Hong Kong Dollars (“HK$”) and Renminbi Yuan (“RMB”), which are functional currencies as being the primary currency of the economic environment in which these entities operate. In general, for consolidation purposes, assets and liabilities of its subsidiaries whose functional currency is not the US$ are translated into US$, in accordance with ASC Topic 830-30, “ Translation of Financial Statement”, Translation of amounts from its reporting currencies into US$ has been made at the following exchange rates for the respective year: 2023 2022 Year-end HK$:US$1 exchange rate 7.8345 7.8469 Annual average HK$:US$1 exchange rate 7.8684 7.8049 Year-end RMB:US$1 exchange rate N/A 6.6991 Annual average RMB:US$1 exchange rate N/A 6.4550 |
Retirement plan costs | Contributions to retirement plans (which are defined contribution plans) are charged to general and administrative expenses in the accompanying statements of operation as the related employee service is provided. |
Related parties | Parties, which can be a corporation or individual, are considered to be related if the Company has the ability, directly or indirectly, to control the other party or exercise significant influence over the other party in making financial and operating decisions. Companies are also considered to be related if they are subject to common control or common significant influence. |
Segment reporting | ASC Topic 280, “ Segment Reporting |
Stock-based compensation | The Company recognizes stock-based compensation in accordance with ASC Topic 718 “Stock Compensation”, which requires the measurement and recognition of compensation expense for all share-based payment awards made to employees and directors including employee stock options and employee stock purchases related to an Employee Stock Purchase Plan based on the estimated fair values. For non-employee stock-based compensation, the Company has adopted ASC 2018-07, Improvements to Nonemployee Share-Based Payment Accounting |
Commitments and contingencies | The Company follows the ASC 450-20, “ Commitments” If the assessment of a contingency indicates that it is probable that a material loss has been incurred and the amount of the liability can be estimated, then the estimated liability would be accrued in the Company’s financial statements. If the assessment indicates that a potentially material loss contingency is not probable but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, and an estimate of the range of possible losses, if determinable and material, would be disclosed. Loss contingencies considered remote are generally not disclosed unless they involve guarantees, in which case the guarantees would be disclosed. Management does not believe, based upon information available at this time that these matters will have a material adverse effect on the Company’s financial position, results of operations or cash flows. However, there is no assurance that such matters will not materially and adversely affect the Company’s business, financial position, and results of operations or cash flows. |
Fair Value of Financial Instruments | The carrying value of the Company’s financial instruments: cash and cash equivalents, prepayments and other receivables, accounts payable, amount due to a related party, other payables and accrued liabilities approximate at their fair values because of the short-term nature of these financial instruments. The Company also follows the guidance of the ASC Topic 820-10, “ Fair Value Measurements and Disclosures • Level 1 • Level 2 • Level 3 Fair value estimates are made at a specific point in time based on relevant market information about the financial instrument. These estimates are subjective in nature and involve uncertainties and matters of significant judgment and, therefore, cannot be determined with precision. Changes in assumptions could significantly affect the estimates. |
Recent accounting pronouncements | The Company has considered all new accounting pronouncements and has concluded that there are no new pronouncements that may have a material impact on the results of operations, financial condition, or cash flows, based on the current information. |
ORGANIZATION AND BUSINESS BAC_2
ORGANIZATION AND BUSINESS BACKGROUND (Tables) | 12 Months Ended |
Jun. 30, 2023 | |
ORGANIZATION AND BUSINESS BACKGROUND | |
Schedule of Company's subsidiaries | Name Place of incorporation and kind of legal entity Principal activities and place of operation Particulars of issued/ registered share capital Effective interest Held Splendor Radiant Limited British Virgin Islands, a limited liability company Investment holding 1 ordinary share of US$1 each 100% Ajia Creative Holdings Limited Hong Kong, a limited liability company Provision of food and beverage sales system setup and maintenance service 100 ordinary shares for HK$100 100% Ajia Corporate Systems Architecture Solution Limited Hong Kong, a limited liability company Provision of money lending, insurance brokerage and business development trustee service 10,000 ordinary shares of HK$10,000 51% Union Passenger Limited Hong Kong, a limited liability company Provision of catering member service solutions and service platform 1,000 ordinary shares for HK$1,000 100% |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Jun. 30, 2023 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Schedule of plant and equipment expected useful lives | Expected useful lives Computer equipment 5 years Furniture & fixtures 3 years Computer software 3 years |
Schedule of Foreign currencies translation exchange rates | 2023 2022 Year-end HK$:US$1 exchange rate 7.8345 7.8469 Annual average HK$:US$1 exchange rate 7.8684 7.8049 Year-end RMB:US$1 exchange rate N/A 6.6991 Annual average RMB:US$1 exchange rate N/A 6.4550 |
PLANT AND EQUIPMENT (Tables)
PLANT AND EQUIPMENT (Tables) | 12 Months Ended |
Jun. 30, 2023 | |
PLANT AND EQUIPMENT | |
Schedule of plant and equipment | As of June 30, 2023 2022 At cost: Computer equipment $ 1,291 $ 1,291 Computer software 37,557 27,872 Furniture and fixtures, at cost 928 1,529 Foreign translation difference 76 (12 ) 39,851 30,680 Less: accumulated depreciation (17,999 ) (949 ) Less: foreign translation difference 279 6 $ 22,131 $ 29,737 |
OTHER PAYABLES AND ACCRUED LI_2
OTHER PAYABLES AND ACCRUED LIABILITIES (Tables) | 12 Months Ended |
Jun. 30, 2023 | |
OTHER PAYABLES AND ACCRUED LIABILITIES | |
Schedule of other payables and accrued liabilities | As of June 30, 2023 2022 Other payables $ 190,220 $ 282,782 Accruals 26,298 78,548 $ 216,518 $ 361,330 |
OTHER RECEIVABLES (Tables)
OTHER RECEIVABLES (Tables) | 12 Months Ended |
Jun. 30, 2023 | |
OTHER RECEIVABLES | |
Other receivables | As of June 30, 2023 2022 Staff advance $ 30,965 $ 6,372 Others 625 632 $ 31,590 $ 7,004 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Jun. 30, 2023 | |
INCOME TAXES | |
Reconciliation of income tax rate | Years ended June 30, 2023 2022 Loss before income taxes $ (72,080 ) $ (120,425 ) Statutory income tax rate 16.5 % 16.5 % Income tax impact at the statutory rate (11,893 ) (19,870 ) Non-deductible items 2,953 26,708 Non-taxable item (3,621 ) (85 ) Deductible items (1,630 ) (27 ) Net operating loss 14,191 (6,726 ) Income tax expense $ - $ - |
Schedule of net deferred tax assets | As of June 30, 2023 2022 Deferred tax assets: Net operating loss carryforward from: – United States of America $ 266,968 $ 222,065 – Hong Kong 76,328 62,137 – The PRC - 7,702 Total deferred tax assets 343,296 291,904 Less: valuation allowance (343,296 ) (291,904 ) Net deferred tax assets $ - $ - |
NET LOSS PER SHARE (Tables)
NET LOSS PER SHARE (Tables) | 12 Months Ended |
Jun. 30, 2023 | |
NET LOSS PER SHARE | |
Schedule of the computation of basic and diluted net loss per share | Years ended June 30, 2023 2022 Net loss attributable to Ajia Innogroup Holdings, Ltd ‘s shareholders $ (5,284,582 ) $ (288,915 ) Weighted average shares outstanding - Basic and diluted 109,248,630 101,275,438 Basic and diluted loss per share $ (0.05 ) $ (0.00 ) |
CONCENTRATIONS OF RISK (Tables)
CONCENTRATIONS OF RISK (Tables) | 12 Months Ended |
Jun. 30, 2023 | |
CONCENTRATIONS OF RISK | |
Schedule of concentrations of risk | Year ended June 30, 2023 June 30, 2023 Customers Revenues Percentage of revenues Accounts receivable Customer A $ 85,252 29 % Total: $ - Year ended June 30, 2022 June 30, 2022 Customers Revenues Percentage of revenues Accounts receivable Customer A $ 94,941 84 % Total: $ - Year ended June 30, 2023 June 30, 2023 Vendors Cost of Revenues Percentage of cost of revenues Accounts payable Vendor A $ 113,097 55 % Total: $ 38,260 |
ORGANIZATION AND BUSINESS BAC_3
ORGANIZATION AND BUSINESS BACKGROUND (Details) | 12 Months Ended |
Jun. 30, 2023 | |
Union Passenger Limited [Member] | |
Company Name | Union Passenger Limited |
Principal activities and place of operation | Provision of catering member service solutions and service platform |
Particulars of issued/ registered share capital | 1,000 ordinary shares for HK$1,000 |
Effective interest Held | 100% |
Place of incorporation and kind of legal entity | Hong Kong, a limited liability company |
Splendor Radiant Limited [Member] | |
Company Name | Splendor Radiant Limited |
Principal activities and place of operation | Investment holding |
Particulars of issued/ registered share capital | 1 ordinary share of US$1 each |
Effective interest Held | 100% |
Place of incorporation and kind of legal entity | British Virgin Islands, a limited liability company |
Ajia Creative Holdings Limited [Member] | |
Company Name | Ajia Creative Holdings Limited |
Particulars of issued/ registered share capital | 100 ordinary shares for HK$100 |
Effective interest Held | 100% |
Place of incorporation and kind of legal entity | Hong Kong, a limited liability company |
Principal activities and place of operation | Provision of food and beverage sales system setup and maintenance service |
Ajia Corporate Systems Architecture Solution Limited [Member] | |
Company Name | Ajia Corporate Systems Architecture Solution Limited |
Principal activities and place of operation | Provision of money lending, insurance brokerage and business development trustee service |
Particulars of issued/ registered share capital | 10,000 ordinary shares of HK$10,000 |
Effective interest Held | 51% |
Place of incorporation and kind of legal entity | Hong Kong, a limited liability company |
GOING CONCERN UNCERTAINIES (Det
GOING CONCERN UNCERTAINIES (Detail Narrative) - USD ($) | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
GOING CONCERN UNCERTAINIES | ||
Accumulated deficit | $ (6,402,994) | $ (1,118,412) |
Net loss | $ (5,284,582) |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) | 12 Months Ended |
Jun. 30, 2023 | |
Computer Software [Member] | |
Expected useful lives | 3 years |
Furniture & fixtures [Member] | |
Expected useful lives | 3 years |
Computer Equipment [Member] | |
Expected useful lives | 5 years |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 1) | Jun. 30, 2023 | Jun. 30, 2022 |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||
Year-end HK$:US$1 exchange rate | 7.8345 | 7.8469 |
Annual average HK$:US$1 exchange rate | 7.8684 | 7.8049 |
Year-end RMB:US$1 exchange rate | 6.6991 | |
Annual average RMB:US$1 exchange rate | 6.4550 |
SUMMARY OF SIGNIFICANT ACCOUN_6
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) | Jun. 30, 2023 USD ($) |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Goodwill | $ 5,029,592 |
PLANT AND EQUIPMENT (Details)
PLANT AND EQUIPMENT (Details) - USD ($) | Jun. 30, 2023 | Jun. 30, 2022 |
PLANT AND EQUIPMENT | ||
Computer equipment, at cost | $ 1,291 | $ 1,291 |
Furniture and fixtures, at cost | 37,557 | 27,872 |
Computer software, at cost | 928 | 1,529 |
Foreign translation difference | 76 | (12) |
Total cost | 39,851 | 30,680 |
Less: accumulated depreciation | (17,999) | (949) |
Less: foreign translation difference | 279 | 6 |
Total Plant and equipment | $ 22,131 | $ 29,737 |
PLANT AND EQUIPMENT (Details Na
PLANT AND EQUIPMENT (Details Narrative) - USD ($) | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
PLANT AND EQUIPMENT | ||
Depreciation expense | $ 17,050 | $ 247 |
OTHER PAYABLES AND ACCRUED LI_3
OTHER PAYABLES AND ACCRUED LIABILITIES (Details) - USD ($) | Jun. 30, 2023 | Jun. 30, 2022 |
OTHER PAYABLES AND ACCRUED LIABILITIES | ||
Other payables | $ 190,220 | $ 282,782 |
Accruals | 26,298 | 78,548 |
Other payables and accrued liabilities | $ 216,518 | $ 361,330 |
OTHER RECEIVABLES (Details)
OTHER RECEIVABLES (Details) - USD ($) | Jun. 30, 2023 | Jun. 30, 2022 |
OTHER RECEIVABLES | ||
Staff advance | $ 30,965 | $ 6,372 |
Others | 625 | 632 |
Otherreceivables | $ 31,590 | $ 7,004 |
AMOUNTS DUE TO RELATED PARTIE_2
AMOUNTS DUE TO RELATED PARTIES, DIRECTORS AND SHAREHOLDERS (Details Narrative) - USD ($) | Jun. 30, 2023 | Jun. 30, 2022 |
WAN Yin Ling [Member] | ||
Due to related parties | $ 462,892 | $ 310,454 |
WONG Bik Chun [Member] | ||
Due to related parties | 191,460 | 191,159 |
Poon Wai Han [Member] | ||
Due to related parties | 95,730 | 95,579 |
UPL [Member] | ||
Due to related parties | 39,032 | 0 |
Salary payable | $ 8,488 | $ 0 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
INCOME TAXES | ||
Loss before income taxes | $ (72,080) | $ (120,425) |
Statutory income tax rate | 16.50% | 16.50% |
Income tax impact at the statutory rate | $ (11,893) | $ (19,870) |
Non-deductible items | 2,953 | 26,708 |
Non-taxable item | (3,621) | (85) |
Deductible items | (1,630) | (27) |
Net operating loss | 14,191 | (6,726) |
Income tax expense | $ 0 | $ 0 |
INCOME TAXES (Details 1)
INCOME TAXES (Details 1) - USD ($) | Jun. 30, 2023 | Jun. 30, 2022 |
Net operating loss carryforward from: | ||
Deferred tax assets | $ 343,296 | $ 291,904 |
Less: valuation allowance | (343,296) | (291,904) |
Net deferred tax assets | 0 | 0 |
United States Of America [Member] | ||
Net operating loss carryforward from: | ||
Deferred tax assets | 266,968 | 222,065 |
HongKong [Member] | ||
Net operating loss carryforward from: | ||
Deferred tax assets | 76,328 | 62,137 |
PRC Member | ||
Net operating loss carryforward from: | ||
Deferred tax assets | $ 0 | $ 7,702 |
INCOME TAXES (Details Narrative
INCOME TAXES (Details Narrative) - USD ($) | Jun. 30, 2023 | Jun. 30, 2022 |
Net operating loss carryforwards | $ 1,733,871 | |
Increase in valuation allowance | 51,392 | |
Deferred tax assets | 343,296 | $ 291,904 |
United States Of America [Member] | ||
Net operating loss carryforwards | 1,271,274 | |
Deferred tax assets | 266,968 | 222,065 |
HongKong [Member] | ||
Net operating loss carryforwards | 462,597 | |
Deferred tax assets | $ 76,328 | $ 62,137 |
PENSION COSTS (Details Narrativ
PENSION COSTS (Details Narrative) - USD ($) | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
PENSION COSTS | ||
Pension cost | $ 2,726 | $ 568 |
SHAREHOLDERS EQUITY (DEFICIT) (
SHAREHOLDERS EQUITY (DEFICIT) (Details Narrative) - $ / shares | Jun. 30, 2023 | Jan. 06, 2023 | Dec. 06, 2022 | Jun. 30, 2022 | Dec. 15, 2018 |
Preferred stock authorized | 100,000,000 | 100,000,000 | |||
Preferred stock, par value | $ 0.001 | $ 0.001 | |||
Preferred stock, shares issued | 1,000 | 1,000 | |||
Preferred stock, shares outstanding | 1,000 | 1,000 | |||
Common stock, shares outstanding | 109,336,000 | 109,225,000 | |||
Common stocks, shares issued | 109,336,000 | 109,225,000 | |||
Common stock, par value per share | $ 0.001 | $ 0.001 | $ 0.001 | ||
Common stock, authorized | 75,000,000 | 500,000,000 | |||
Director [Member] | |||||
Common stocks, shares issued | 36,000 | 75,000 | |||
Common stock, par value per share | $ 0.6 | $ 0.6 |
NET LOSS PER SHARE (Details)
NET LOSS PER SHARE (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
NET LOSS PER SHARE | ||
Net loss attributable to Ajia Innogroup Holdings, Ltd 's shareholders | $ (5,284,582) | $ (288,915) |
Weighted average shares outstanding - Basic and diluted | 109,248,630 | 101,275,438 |
Basic and diluted loss per share | $ (0.05) | $ 0 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($) | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Receive remuneration amount | $ 47,582 | $ 47,970 |
Amount due to party | 39,032 | 0 |
Cost of revenue | 113,097 | 0 |
Cheung Siu Lun [Member] | ||
Receive remuneration amount | 22,876 | $ 0 |
Amount due to party | $ 8,488 |
CONCENTRATIONS OF RISK (Details
CONCENTRATIONS OF RISK (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Cost of revenue | $ 113,097 | $ 0 |
Customer Concentration Risk [Member] | Accounts Receivable [Member] | Customer A [Member] | ||
Account receivable | 0 | 0 |
Revenues | $ 85,252 | $ 94,941 |
Concentrations of risk | 29% | 84% |
Supplier Concentration Risk [Member] | Cost Of Goods Product Line [Member | Vendor A [Member] | ||
Concentrations of risk | 55% | |
Account payable | $ 38,260 | |
Cost of revenue | $ 113,097 |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) | 1 Months Ended |
Jul. 31, 2023 | |
UPL Member | |
Description related to joint venture share | Company had mutually agreed to terminate the joint venture cooperation with UPL, and shareholders Ms. Bik Chun Wong and Ms. Wai Han Poon shall be required to return the 8,000,000 shares previously issued to them for cancellation |