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Document and Entity Information - shares
9 Months Ended
Sep. 30, 2018
Nov. 13, 2018
Document And Entity Information    
Entity Registrant Name Vitaxel Group Ltd  
Entity Central Index Key 0001623590  
Document Type 10-Q/A  
Trading Symbol VXEL  
Document Period End Date Sep. 30, 2018  
Amendment Flag true  
Amendment Description This Amendment No. 1 to the Quarterly Report on Form 10-Q/A (this “Amendment”) is being filed to correct a typographical error on the accumulated deficit in the Condensed Consolidated Balance Sheets of our Quarterly Report on Form 10-Q for the quarter ended September 30, 2018 as originally filed with SEC on November 14, 2018 (the “Original Form 10-Q”).  
Current Fiscal Year End Date --12-31  
Entity's Reporting Status Current Yes  
Entity Filer Category Non-accelerated Filer  
Entity Emerging Growth Company false  
Entity Small Business true  
Entity Ex Transition Period false  
Entity Common Stock, Shares Outstanding   54,087,903
Document Fiscal Period Focus Q3  
Document Fiscal Year Focus 2018  
CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($)
Sep. 30, 2018
Dec. 31, 2017
CURRENT ASSETS    
Cash and cash equivalents $ 2,175,170 $ 691,199
Account receivable, net 507
Amount due from related parties 262,549 136,010
Inventories 20,395 28,525
Other receivables, prepayments and other current assets 77,360 44,305
Total Current Assets 2,535,981 900,039
NON-CURRENT ASSETS    
Long term investments
Property, plant and equipment, net 209,517 231,058
Total Non-Current Assets 209,517 231,058
TOTAL ASSETS 2,745,498 1,131,097
CURRENT LIABILITIES    
Amounts due to related parties 5,819,034 2,370,003
Commission payables 146,274 152,871
Accounts payable 17,952 31,406
Accrued expense and other payables 365,786 492,813
Total Current Liabilities 6,349,046 3,047,093
TOTAL LIABILITIES 6,349,046 3,047,093
STOCKHOLDERS' EQUITY    
Preferred stock par value $0.0001: 1,000,000 shares authorized; and 0 outstanding
Common stock par value $0.0001: 70,000,000 shares authorized; 54,087,903 and 54,087,903 shares issued and outstanding, respectively 5,409 5,409
Additional paid-in capital 4,749,798 4,749,798
Accumulated deficit (8,570,546) (6,776,474)
Accumulated other comprehensive income 211,791 105,271
Total Stockholders' Equity (3,603,548) (1,915,996)
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 2,745,498 $ 1,131,097
CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - $ / shares
Sep. 30, 2018
Dec. 31, 2017
Statement of Financial Position [Abstract]    
Common stock, par value (in dollars per share) $ 0.0001 $ 0.0001
Common stock, authorized 70,000,000 70,000,000
Common stock, issued 54,087,903 54,087,903
Common stock, outstanding 54,087,903 54,087,903
Preferred stock, par value (in dollars per share) $ 0.0001 $ 0.0001
Preferred stock, authorized 1,000,000 1,000,000
Preferred stock, issued 0 0
Preferred stock, outstanding 0 0
CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE LOSS (Unaudited) - USD ($)
3 Months Ended 9 Months Ended
Sep. 30, 2018
Sep. 30, 2017
Sep. 30, 2018
Sep. 30, 2017
Income Statement [Abstract]        
REVENUE $ 8,250 $ 13,803 $ 31,338 $ 554,149
COST OF REVENUE (3,859) (7,389) (10,929) (185,146)
GROSS PROFIT 4,391 6,414 20,409 369,003
OPERATING EXPENSES        
Selling expense 151 (433) (7,244) (691)
General and administrative expenses (325,562) (290,608) (1,249,118) (4,504,102)
Total Operating Expenses (325,411) (291,041) (1,256,362) (4,504,793)
LOSS FROM OPERATIONS (321,020) (284,627) (1,235,953) (4,135,790)
OTHER INCOME/(EXPENSE), NET        
Other Income 160,374 200 154,833 43,630
Other Expense (592,228) (24,441) (712,953) (24,635)
Total Other Income / (Expense), net (431,854) (24,241) (558,120) 19,195
Net loss (752,873) (308,868) (1,794,073) (4,116,595)
OTHER COMPREHENSIVE LOSS        
Foreign currency translation adjustment 77,578 214,920 106,520 (12,019)
TOTAL COMPREHENSIVE LOSS $ (675,295) $ (93,948) $ (1,687,552) $ (4,128,614)
Weighted average number of common shares outstanding - basic and diluted 54,087,903 54,087,903 54,087,903 54,087,903
Net loss per share - Basic and diluted $ 0.01 $ (0.00) $ (0.03) $ (0.01)
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($)
9 Months Ended
Sep. 30, 2018
Sep. 30, 2017
CASH FLOWS FROM OPERATING ACTIVITIES    
Net loss $ (1,794,073) $ (4,116,595)
Items not involving cash:    
Depreciation property and equipment 18,796 19,367
Impairment on long term investments 596,324
Impairment on amount due from related parties 21,864
Impairment on amount due from associate company 150,535
Issuance of employee equity incentive plan 3,409,604
Property, plant and equipment written off 3,327
Changes in operating assets and liabilities    
Accounts receivable (507) 1,944
Other receivables, prepayments and other current assets (33,055) (1,124)
Inventories 8,130 26,496
Amount due from associated company (112,119)
Amount due from related parties 12,216
Accounts Payable (13,454) 377
Commission payables (6,597) 30,808
Accrued expense and other payables (127,027) 162,508
Net cash used in from operating activities (1,175,737) (566,518)
CASH FLOWS FROM INVESTING ACTIVITIES    
Amount due from associated company (47,511)
Purchase of long term investments (596,324)
Purchase of property and equipment (582) (39,216)
Net cash used in investing activities (644,417) (39,216)
CASH FLOWS FROM FINANCING ACTIVITIES    
Proceeds (repayments) from directors (40,491) 3,683
Proceeds from related parties 3,238,095 620,254
Net cash provided by financing activities 3,197,604 623,937
EFFECT OF EXCHANGE RATES ON CASH 106,521 46,843
NET CHANGE IN CASH AND CASH EQUIVALENTS 1,483,971 65,046
CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR 691,199 105,432
CASH AND CASH EQUIVALENTS AT END OF YEAR 2,175,170 170,478
SUPPLEMENTAL OF CASH FLOW INFORMATION    
Cash paid for interest expenses
Cash paid for income tax
ORGANIZATION AND BUSINESS
9 Months Ended
Sep. 30, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
ORGANIZATION AND BUSINESS
1. ORGANIZATION AND BUSINESS

 

Vitaxel Group Limited (the “Company” or “Vitaxel”), incorporated in Nevada, is engaged in direct selling industry and online shopping platform primarily through its operating entities in Malaysia.

 

Vitaxel SDN BHD (“Vitaxel SB”), was incorporated in Malaysia on August 10, 2012 and 100% owned by the Company. It is primarily engaged in the direct selling industry utilizing a multi-level marketing model with an emphasis on travel, entertainment and lifestyle products and services.

 

Vitaxel Online Mall SDN BHD (“Vionmall”), was incorporated in Malaysia on September 22, 2015 and 100% owned by the Company. It is primarily in developing online shopping platforms geared to Vitaxel and its members and the third-party suppliers of products and services.

 

Vitaxel Singapore PTE. Ltd. (“Vitaxel Singapore”) was incorporated in Singapore on February 16, 2016. This subsidiary was disposed on August 21, 2017.

UNAUDITED INTERIM FINANCIAL STATEMENTS
9 Months Ended
Sep. 30, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
UNAUDITED INTERIM FINANCIAL STATEMENTS
2. UNAUDITED INTERIM FINANCIAL STATEMENTS

 

The accompanying unaudited condensed consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information under Article 8 of Regulation S-X. They do not include all information and foot notes required by U.S. GAAP for complete financial statements. Except as disclosed herein, there have been no material changes in the information disclosed in the notes to the consolidated financial statement for the year ended December 31, 2017, included in the Company’s Form 10-K filed with the SEC. The interim unaudited consolidated financial statements should be read in conjunction with those audited consolidated financial statements included in Form10-K.

 

In the opinion of management, the Company has made all adjustments necessary to present a fair statements of the financial position as of September 30, 2018, results of operations for the three and nine months ended September 30, 2018 and 2017, and cash flows for the nine months ended September 30, 2018 and 2017. All significant intercompany transactions and balances are eliminated on consolidation. The results of operations for the nine months ended September 30, 2018 are not necessarily indicative of the results of operations for the entire fiscal year.

 

Recent Pronouncements

 

From time to time, new accounting pronouncements are issued that we adopt as of the specified effective date. The Company believes that the impact of recently issued standards that are not yet effective may have an impact on our results of operations and financial position.

 

In February 2016, the FASB issued ASU No. 2016-02, Leases, to improve financial reporting about leasing transactions. This ASU will require organizations that lease assets (“lessees”) to recognize a lease liability and a right-of-use asset on its balance sheet for all leases with terms of more than twelve months. A lease liability is a lessee’s obligation to make lease payments arising from a lease, measured on a discounted basis and a right-of-use asset represents the lessee’s right to use, or control use of, a specified asset for the lease term. The amendments in this ASU simplify the accounting for sale and leaseback transactions primarily because lessees must recognize lease assets and lease liabilities. This ASU leaves the accounting for the organizations that own the assets leased to the lessee (“lessor”) largely unchanged except for targeted improvements to align it with the lessee accounting model and Topic 606, Revenue from Contracts with Customers. ASU No. 2016-02 is effective for reporting periods beginning after December 15, 2018. We do not expect the adoption of this guidance to have an impact on our consolidated financial statements.

 

In August 2016, the FASB issued ASU 2016-15, “Statement of Cash Flows (Topic 230) Classification of Certain Cash Receipts and Cash Payments”. The new guidance is intended to reduce diversity in practice in how certain transactions are classified in the statement of cash flows. ASU 2016-15 is effective for the Company beginning in the first quarter of fiscal 2019. Early adoption is permitted, provided that all of the amendments are adopted in the same period. The guidance requires application using a retrospective transition method. The Company is currently evaluating the impact of adopting this guidance.

 

On May 10, 2017, the Financial Accounting Standards Board (“FASB”) issued an Accounting Standards Update (“ASU”) 2017-09 “Compensation—Stock Compensation (Topic 718): Scope of Modification Accounting”, which provides guidance to clarify when to account for a change to the terms or conditions of a share-based payment award as a modification. Under the new guidance, modification accounting is required only if the fair value, the vesting conditions, or the classification of the award (as equity or liability) changes as a result of the change in terms or conditions. The guidance is effective prospectively for all companies for annual periods beginning on or after December 15, 2017. Early adoption is permitted. The adoption of this guidance had no impact on its consolidated financial statements.

 

In August 2018, the FASB issued ASU 2018-13, Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement, which improves fair value disclosure requirements by removing disclosures that are not cost beneficial, clarifying disclosures’ specific requirements and adding relevant disclosure requirements. This ASU is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. The amendments on changes in unrealized gains and losses, the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements, and the narrative description of measurement uncertainty should be applied prospectively for only the most recent interim or annual period presented in the initial fiscal year of adoption. All other amendments should be applied retrospectively to all periods presented upon their effective date. Early adoption is permitted and an entity can choose to early adopt any removed or modified disclosures upon issuance of this ASU and delay adoption of the additional disclosures until their effective date. The Company is still evaluating the impact that the adoption of ASU 2018-13 will have on the condensed consolidated financial statements and has not yet decided whether or not to early adopt the amendments.

 

Revenue Recognition

 

Effective January 1, 2018, the Company recognizes revenue pursuant to FASB Accounting Standards Codification 606 (“ASC 606”)  Revenue from Contracts with Customers , the standard applies five step model (i) The standard applies to a company’s contracts with customers (ii) The unit of account for revenue recognition under the new standard is a performance obligation (a good or service) and the performance obligations will be accounted for separately if they are distinct (iii) The transaction price is determined based on the amount of consideration that a company expects to be entitled to from a customer (iv) The transaction price is allocated to all the separate performance obligations in an arrangement, and (v) Revenue will be recognized when an entity satisfies each performance obligation by transferring control of the promised goods or services to the customer. Goods or services can transfer at a point in time or over time.

 

Product sales − The Company recognizes revenue when it satisfies each performance obligation by transferring control of the goods to the independent members or purchasers of the products. Product sales are recognized net of product returns, discounts and taxes. A reserve for product returns is accrued based on historical experience. There was no deferred revenue accrued as of September 30, 2018.

 

Membership fee − The Company recognizes the membership fee revenue over the term of the membership, which is 12 months. The revenue will not be recognized until the 10 days cooling-off period is expired.

 

ASC was adopted January 1, 2018 and applied using the partial retrospective method. There was no impact from the adoption of ASC 606 on the Company’s accounting for revenue.

GOING CONCERN
9 Months Ended
Sep. 30, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
GOING CONCERN
 3. GOING CONCERN

 

These unaudited consolidated financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the realization of assets and the discharge of liabilities in the normal course of business for the foreseeable future.

 

For the period ended September 30, 2018, the Company reported a net loss of $1,794,073 and negative working capital of $3,813,065. The Company had an accumulated deficit of $8,570,546 as of September 30, 2018 due to the fact that the Company incurred losses during the years prior to September 30, 2018.

 

The continuation of the Company as a going concern is dependent upon improving the profitability and the continuing financial support from its stockholders or other capital sources. Management believes that the continuing financial support from the existing shareholders or external debt financing will provide the additional cash to meet the Company’s obligations as they become due.

 

These consolidated financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the outcome of the Company’s ability to continue as a going concern.

OTHER RECEIVABLES, PREPAYMENTS AND OTHER ASSETS
9 Months Ended
Sep. 30, 2018
Other Receivables And Other Assets  
OTHER RECEIVABLES, PREPAYMENTS AND OTHER ASSETS
4. OTHER RECEIVABLES, PREPAYMENTS AND OTHER ASSETS

 

Other receivables, prepayments and other assets consist of the following:

 

      September 30,
2018
    December 31,
2017
 
Deposits (1)     $ 26,243     $ 11,157  
Prepayments (2)       50,624       1,679  
Others (3)       493       31,469  
      $ 77,360     $ 44,305  

 

(1)         Deposits represented payments for rental, utilities, and valuer’s retainer fees.

(2)         Prepayments mainly consists of prepayment for inventories, insurance, consultancy fee and IT related fees.

(3)         Others mainly consists other miscellaneous payments

LONG-TERM INVESTMENT
9 Months Ended
Sep. 30, 2018
Equity Method Investments and Joint Ventures [Abstract]  
LONG-TERM INVESTMENT
5. LONG-TERM INVESTMENTS

 

Long-term investment consists of the following:

 

    September 30, 2018     December 31, 2017  
Investment in associated companies                
Vitaxel Corporation Thailand Co., Ltd (1)                
Cost   $ 27,539     $ 27,539  
Share of loss in investment in an associated company     (25,716 )     (25,716 )
Foreign currency translation adjustment     (1,823 )     (1,823 )
Total investment in associated companies            
                 
Other long-term investments                
Ho Wah Genting Group Ltd (2)                
Cost   $ 638,786     $  
Impairment on carrying amount     (596,324 )      
Foreign currency translation adjustment     (42,462 )      
Total other long-term investments   $     $  
Total Long-Term Investments   $     $  

 

  (1)

On April 20, 2016, the Company invested 958,000 Thai Baht or $27,539 to Vitaxel Corporation Thailand Co., Ltd., a company registered in Thailand, and holds 47.99% shares of it. The long-term investment is accounted using the equity method.

 

The Company entered into a Sale and Purchase Agreement dated July 2, 2018 to sell the all the total and outstanding shares of Vitaxel Corp (Thailand) Co. Ltd. for total proceeds of $10,000. The disposal has been completed as of the date of this report.

 

As of September 30, 2018, the Company has provided impairment on the amount due from Vitaxel Corporation Thailand Co., Ltd of $150,535.

 

 

  (2)

During the first quarter of 2018, the Company acquired 7,663,246 shares of common stock of Ho Wah Genting Group Limited (“HWGG”), which is listed on the U.S. OTC (Pink) Market (stock code: HWGG), for consideration of MYR2,466,993 (approximately US$638,786 as calculated at the date of transaction), from certain shareholders of HWGG. This resulted in ownership by the Company of approximately 1.53% of HWGG

 

The President of the Company, Dato’ Lim Hui Boon, is also the President of HWGG.

 

In the absence of active market participants and liquidity for HWGG stock based on the review of the trading history of this stock, management concluded that there is no active market for the stock. The Company does not rely on quoted market prices since the HWGG stock is highly illiquid and inactive and said prices are not necessarily indicative or representative of fair market value of HWGG stock. Thus the management deemed that the stock has no readily determinable fair value.

 

As of period ended September 30, 2018, the Company has carried the investment in HWGG at its cost minus impairment.

PROPERTY, PLANT AND EQUIPMENT
9 Months Ended
Sep. 30, 2018
Property, Plant and Equipment, Net [Abstract]  
PROPERTY, PLANT AND EQUIPMENT, NET
6. PROPERTY AND EQUIPMENT,  NET

 

Property and equipment, net consist of the following:

 

    September 30,
2018
    December 31,
2017
 
             
Office equipment   $ 36,226     $ 36,471  
Computer equipment     104,860       102,862  
Furniture and fittings     7,592       7,978  
Electrical & fitting           375  
Motor vehicle     16,602       16,983  
Software and website     14,221       11,580  
Renovations     102,863       108,860  
      282,364       285,109  
Less: Accumulated depreciation     (72,847 )     (54,051 )
Balance at end of period/year   $ 209,517     $ 231,058  

 

Depreciation expenses charged to the statements of operations and comprehensive loss for the periods ended September 30, 2018 and 2017 were $18,796 (3 months $4,371) and $19,367 (3 months $8,468) respectively.

ACCRUED EXPENSE AND OTHER PAYABLES
9 Months Ended
Sep. 30, 2018
Payables and Accruals [Abstract]  
ACCRUED EXPENSE AND OTHER PAYABLES
7. ACCRUED EXPENSE AND OTHER PAYABLES

 

Accrued expense and other payables consist of the following:

 

    September 30,
2018
    December 31,
2017
 
             
Provisions and accruals   $ 45,626     $ 148,326  
Others (1)     320,160       344,487  
Balance at end of period/year   $ 365,786     $ 492,813  

 

  (1) Other payables mainly consist of members allocated redemption points for commissions.
RELATED PARTIES TRANSACTIONS
9 Months Ended
Sep. 30, 2018
Related Party Transactions [Abstract]  
RELATED PARTIES TRANSACTIONS
8. RELATED PARTY BALANCES AND TRANSACTIONS

 

    September 30,
2018
    December 31,
2017
 
Amount due from related parties                
Ho Wah Genting Berhad (1)   $ 5,076     $  
Ho Wah Genting Group Sdn Berhad (2)     257,473       18,149  
Beedo Sdn Bhd (3)           14,837  
Balance at end of year   $ 262,549     $ 32,986  
                 
Amount of due from an associated company                
Vitaxel Corporation (Thailand) Limited (4)   $     $ 103,024  
Balance at end of year           103,024  
Total Amount due from related parties   $ 262,549     $ 136,010  
                 
Amount of due to related parties                
Dato’ Lim Hui Boon (5)   $     $ 40,491  
Ho Wah Genting Holiday Sdn Bhd (6)     2,197       1,703  
Genting Highlands Taxi Services Sdn Bhd (7)           11,820  
VSpark Malaysia Sdn Bhd (8)     29       4,967  
Grande Legacy Inc. (9)     5,816,807       2,311,022  
Balance at end of year     5,819,034       2,370,003  
Total Amount due to related parties   $ 5,819,034     $ 2,370,003  

 

The related party balances are unsecured, interest-free and repayable on demand.

 

  (1) The President of the Company, Dato’ Lim Hui Boon, is also the Group President of Ho Wah Genting Berhad (“HWGB”), a company listed in Bursa Malaysia Main Market.

 

The Company recognized rent expenses of $15,208 (2017 - $9,635) to HWGB for the nine months ended September 30, 2018.

 

The Company has lease commitment under an operating lease for its corporate office facility with HWGB. The lease expires by December 31, 2018 and the remaining commitment for fiscal 2018 is $5,069.

 

  (2) The President of the Company, Dato’ Lim Hui Boon, is also the Group President of Ho Wah Genting Group Sdn Berhad (“HWGGSB”), a subsidiary of HWGG.

 

  (3) The President of the Company, Dato’ Lim Hui Boon, is a major shareholder of Beedo SDN BHD, holding 51% of share interest.

 

The Company recognized website maintenance expenses of $nil (2017 - $51,553) to Beedo SDN BHD for the nine months ended September 30, 2018.

 

  (4) The Company recognized product sales of $nil (2017 - $440,000) to an associated company, Vitaxel Corp. (Thailand) Limited for the nine months ended September 30, 2018.

 

  (5) The amount due to the President of the Company, Dato’ Lim Hui Boon, as at December 31, 2017 were advances made to the Company.

  

  (6) A former director of the Company, Lim Chun Hoo, is also a director of Ho Wah Genting Holiday Sdn Bhd. On March 31, 2017, Lim Chun Hoo has resigned from the Company.

 

  (7) A director of the Company, Lim Wee Kiat, is also a director of Genting Highlands Taxi Services Sdn Bhd.

 

  (8) A director of a subsidiary (Vitaxel Online Mall Sdn Bhd), Liew Jenn Lim, is also a director of VSpark Malaysia Sdn Bhd.

 

The Company has engaged with VSpark Malaysia Sdn Bhd during the year for marketing purposes. There were no transactions during the period.

 

  (9) A director of the Company, Leong Yee Ming, is also a director of Grande Legacy Inc.

 

On January 5, 2017, the Company executed a license agreement with Grande Legacy Inc (“GL”). The agreement grants GL exclusive use of Vitaxel Marks to operate a Vitaxel business in countries other than Malaysia, Singapore and Thailand. However, GL is still in the process of obtaining online payment gateway for its credit card sales, GL is currently engaging Vitaxel SB to collect credit card sales proceeds on behalf.

 

On July 1, 2018, the Company signed an amendment to licensing agreement with GL, providing the revised terms of royalty payment. GL shall pay the Company royalty equal to 55% of net profits on a quarterly basis, commencing July 1, 2018. During the nine months ended September 30, 2018, the Company recognized $nil royalty income due GL incurring losses for the 3 months ended September 30, 2018.

 

On July 1, 2018, Vitaxel SB has entered into a management and administrative services agreement with GL. The agreement is to provide certain management and administrative support services for the operation of GL. For these services, Vitaxel SB shall charge a monthly management fee of $40,000 to GL. The Company recognized management fee income of $120,000 charged to GLfor the nine months ended September 30, 2018.

 

During the nine months ended September 30, 2018, the Company incurred general and administrative expenses of $295,647 related to the operations of GL for no fee.

SHAREHOLDERS' EQUITY
9 Months Ended
Sep. 30, 2018
Equity [Abstract]  
SHAREHOLDERS' EQUITY
9. SHAREHOLDERS’ EQUITY

 

There were no share issuances during the nine months ended September 30, 2018.

PROPOSED TRANSACTIONS
9 Months Ended
Sep. 30, 2018
Notes to Financial Statements  
PROPOSED TRANSACTIONS
10. PROPOSED TRANSACTIONS

 

The Company entered into a Share Sale Agreement (the “Agreement”) effective December 15, 2017 with Lim Hui Sing and Leong Yee Ming (together, the “Sellers”) and Vitaxel SB (the “Purchaser”), as previously described in the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on December 19, 2017 as amended on January 3, 2018 and June 11, 2018. Pursuant to the terms of the Agreement, the Sellers will sell to the Purchaser all their shares in GL, a British Virgin Islands company, resulting in the Company becoming the indirect owner of all of the issued and outstanding shares of the capital stock of GL. In consideration for such sale, the Company agreed to issue to the Sellers an aggregate of 75,000,000 shares of the Company.

 

On January 3, 2018 the parties to the Agreement executed and delivered an amendment (the “Amendment”) to the Agreement which provided that the acquisition of GL shall close upon satisfaction of both of the following conditions:

 

i. The completion of the financial statements of GL being audited; and

ii.The issuance of 75,000,000 shares of the Company to the Sellers within 30 days of the Company obtaining shareholder approval of the amendment to the Articles of Incorporation of the Company for increasing the amount of authorized shares.

 

On September 21, 2018, the Company received legal letter from the shareholders of GL to terminate the acquisition agreement and alleging that the Company exceeded its time to satisfy said conditions, which were to be completed by June 15, 2018.

 

As at date of this report, the Company is still exploring its legal rights in the above transaction and whether it wishes to pursue said rights or remedies.   

OTHER RECEIVABLES, PREPAYMENTS AND OTHER ASSETS (Tables)
9 Months Ended
Sep. 30, 2018
Other Receivables And Other Assets  
Schedule of Other receivables, prepayments and other assets

Other receivables, prepayments and other assets consist of the following:

 

      September 30,
2018
    December 31,
2017
 
Deposits (1)     $ 26,243     $ 11,157  
Prepayments (2)       50,624       1,679  
Others (3)       493       31,469  
      $ 77,360     $ 44,305  
LONG-TERM INVESTMENT (Tables)
9 Months Ended
Sep. 30, 2018
Equity Method Investments and Joint Ventures [Abstract]  
Schedule of long-term investment

Long-term investment consists of the following:

 

    September 30, 2018     December 31, 2017  
Investment in associated companies                
Vitaxel Corporation Thailand Co., Ltd (1)                
Cost   $ 27,539     $ 27,539  
Share of loss in investment in an associated company     (25,716 )     (25,716 )
Foreign currency translation adjustment     (1,823 )     (1,823 )
Total investment in associated companies            
                 
Other long-term investments                
Ho Wah Genting Group Ltd (2)                
Cost   $ 638,786     $  
Impairment on carrying amount     (596,324 )      
Foreign currency translation adjustment     (42,462 )      
Total other long-term investments   $     $  
Total Long-Term Investments   $     $  
PROPERTY, PLANT AND EQUIPMENT (Tables)
9 Months Ended
Sep. 30, 2018
Property, Plant and Equipment, Net [Abstract]  
Schedule of property, plant and equipment, net

Property and equipment, net consist of the following:

 

    September 30,
2018
    December 31,
2017
 
             
Office equipment   $ 36,226     $ 36,471  
Computer equipment     104,860       102,862  
Furniture and fittings     7,592       7,978  
Electrical & fitting           375  
Motor vehicle     16,602       16,983  
Software and website     14,221       11,580  
Renovations     102,863       108,860  
      282,364       285,109  
Less: Accumulated depreciation     (72,847 )     (54,051 )
Balance at end of period/year   $ 209,517     $ 231,058  
ACCRUED EXPENSE AND OTHER PAYABLES (Tables)
9 Months Ended
Sep. 30, 2018
Payables and Accruals [Abstract]  
Schedule of Accrued expense and other payables

Accrued expense and other payables consist of the following:

 

    September 30,
2018
    December 31,
2017
 
             
Provisions and accruals   $ 45,626     $ 148,326  
Others (1)     320,160       344,487  
Balance at end of period/year   $ 365,786     $ 492,813  

 

  (1) Other payables mainly consist of members allocated redemption points for commissions.
RELATED PARTIES TRANSCTIONS (Tables)
9 Months Ended
Sep. 30, 2018
Related Party Transactions [Abstract]  
Schedule of amount of due from related parties
    September 30,
2018
    December 31,
2017
 
Amount due from related parties                
Ho Wah Genting Berhad (1)   $ 5,076     $  
Ho Wah Genting Group Sdn Berhad (2)     257,473       18,149  
Beedo Sdn Bhd (3)           14,837  
Balance at end of year   $ 262,549     $ 32,986  
Schedule of amount due from an associate company
    September 30,
2018
    December 31,
2017
 
Amount of due from an associated company                
Vitaxel Corporation (Thailand) Limited (4)   $     $ 103,024  
Balance at end of year           103,024  
Total Amount due from related parties   $ 262,549     $ 136,010  
Schedule of amount of due to related parties
    September 30,
2018
    December 31,
2017
 
Amount of due to related parties                
Dato’ Lim Hui Boon (5)   $     $ 40,491  
Ho Wah Genting Holiday Sdn Bhd (6)     2,197       1,703  
Genting Highlands Taxi Services Sdn Bhd (7)           11,820  
VSpark Malaysia Sdn Bhd (8)     29       4,967  
Grande Legacy Inc. (9)     5,816,807       2,311,022  
Balance at end of year     5,819,034       2,370,003  
Total Amount due to related parties   $ 5,819,034     $ 2,370,003  
ORGANIZATION AND BUSINESS (Details Narrative)
9 Months Ended
Sep. 30, 2018
Vitaxel SDN BHD [Member]  
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items]  
Date of incorporation Aug. 10, 2012
State of incorporation Malaysia
Ownership percentage 100.00%
Vitaxel Online Mall SDN BHD [Member]  
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items]  
Date of incorporation Sep. 22, 2015
State of incorporation Malaysia
Ownership percentage 100.00%
Vitaxel Singapore PTE. Ltd [Member]  
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items]  
Date of incorporation Feb. 16, 2016
State of incorporation Singapore
Ownership percentage 100.00%
Disposition date Aug. 21, 2017
GOING CONCERN (Details Narrative) - USD ($)
3 Months Ended 9 Months Ended
Sep. 30, 2018
Sep. 30, 2017
Sep. 30, 2018
Sep. 30, 2017
Dec. 31, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]          
Net loss $ (752,873) $ (308,868) $ (1,794,073) $ (4,116,595)  
Negative working capital     (3,813,065)    
Accumulated deficit $ (8,570,546)   $ (8,570,546)   $ (6,776,474)
OTHER RECEIVABLES, PREPAYMENTS AND OTHER ASSETS (Details) - USD ($)
Sep. 30, 2018
Dec. 31, 2017
Other Receivables And Other Assets    
Deposits $ 26,243 $ 11,157 [1]
Prepayments 50,624 1,679 [2]
Others 493 31,469 [3]
Total other receivables and other assets $ 77,360 $ 44,305
[1] Deposits represented payments for rental, utilities, and valuer's retainer fees.
[2] Prepayments mainly consists of prepayment for inventories, insurance, consultancy fee and IT related fees.
[3] Others mainly consists other miscellaneous payments
LONG-TERM INVESTMENT (Details) - USD ($)
9 Months Ended 12 Months Ended
Sep. 30, 2018
Sep. 30, 2017
Dec. 31, 2017
Apr. 20, 2016
Impairment on carrying amount $ 596,324    
Long-term investment    
Vitaxel Corp Thailand, Ltd [Member]        
Long-term investment - cost 27,539 [1]   27,539 [1] $ 27,539
Share of loss in investment in an associated company [1] (25,716)   (25,716)  
Foreign currency translation adjustment [1] (1,823)   (1,823)  
Total investment in associated companies [1]    
Ho Wah Genting Group Ltd [Member]        
Long-term investment - cost [2] 638,786    
Impairment on carrying amount [2] (596,324)    
Foreign currency translation adjustment [2] (42,462)    
Total other long-term investments [2]    
Long-term investment [2]    
[1] On April 20, 2016, the Company invested 958,000 Thai Baht or $27,539 to Vitaxel Corporation Thailand Co., Ltd., a company registered in Thailand, and holds 47.99% shares of it. The long-term investment is accounted using the equity method.
[2] During the first quarter of 2018, the Company acquired 7,663,246 shares of common stock of Ho Wah Genting Group Limited ("HWGG"), which is listed on the U.S. OTC (Pink) Market (stock code: HWGG), for consideration of MYR2,466,993 (approximately US$638,786 as calculated at the date of transaction), from certain shareholders of HWGG. This resulted in ownership by the Company of approximately 1.53% of HWGG
LONG-TERM INVESTMENT (Details Narrative) - USD ($)
3 Months Ended 9 Months Ended
Jul. 02, 2018
Mar. 31, 2018
Sep. 30, 2018
Dec. 31, 2017
Apr. 20, 2016
Vitaxel Corp Thailand, Ltd [Member]          
Long-term investment -cost     $ 27,539 [1] $ 27,539 [1] $ 27,539
Ownership percentage         47.99%
Proceeds from sale of shares $ 10,000        
Impairment     150,535    
Vitaxel Corp Thailand, Ltd [Member] | Thailand, Baht [Member]          
Long-term investment -cost         $ 958,000
Ho Wah Genting Group Ltd [Member]          
Long-term investment -cost [2]     $ 638,786  
Stock Issued During Period, Shares, Acquisitions   7,663,246      
Stock Issued During Period, Value, Acquisitions   $ 638,786      
[1] On April 20, 2016, the Company invested 958,000 Thai Baht or $27,539 to Vitaxel Corporation Thailand Co., Ltd., a company registered in Thailand, and holds 47.99% shares of it. The long-term investment is accounted using the equity method.
[2] During the first quarter of 2018, the Company acquired 7,663,246 shares of common stock of Ho Wah Genting Group Limited ("HWGG"), which is listed on the U.S. OTC (Pink) Market (stock code: HWGG), for consideration of MYR2,466,993 (approximately US$638,786 as calculated at the date of transaction), from certain shareholders of HWGG. This resulted in ownership by the Company of approximately 1.53% of HWGG
PROPERTY, PLANT AND EQUIPMENT (Details) - USD ($)
Sep. 30, 2018
Dec. 31, 2017
Property, Plant and Equipment [Line Items]    
Balance at beginning of period/year $ 282,364 $ 285,109
Less: Accumulated depreciation (72,847) (54,051)
Balance at end of period/year 209,517 231,058
Office Equipment [Member]    
Property, Plant and Equipment [Line Items]    
Balance at beginning of period/year 36,226 36,471
Computer Equipment [Member]    
Property, Plant and Equipment [Line Items]    
Balance at beginning of period/year 104,860 102,862
Furniture and fittings [Member]    
Property, Plant and Equipment [Line Items]    
Balance at beginning of period/year 7,592 7,978
Electrical and Fitting [Member]    
Property, Plant and Equipment [Line Items]    
Balance at beginning of period/year 375
Motor Vehicle [Member]    
Property, Plant and Equipment [Line Items]    
Balance at beginning of period/year 16,602 16,983
Software and Website [Member]    
Property, Plant and Equipment [Line Items]    
Balance at beginning of period/year 14,221 11,580
Renovations [Member]    
Property, Plant and Equipment [Line Items]    
Balance at beginning of period/year $ 102,863 $ 108,860
PROPERTY, PLANT AND EQUIPMENT (Details Narrative) - USD ($)
3 Months Ended 9 Months Ended
Sep. 30, 2018
Sep. 30, 2017
Sep. 30, 2018
Sep. 30, 2017
Property, Plant and Equipment, Net [Abstract]        
Depreciation expenses $ 4,371 $ 8,468 $ 18,796 $ 19,367
ACCRUALS AND OTHER PAYABLES (Details) - USD ($)
Sep. 30, 2018
Dec. 31, 2017
Payables and Accruals [Abstract]    
Provisions $ 45,626 $ 148,326
Others [1] 320,160 344,487
Balance at end of period/year $ 365,786 $ 492,813
[1] Other payables mainly consist of members allocated redemption points for commissions.
RELATED PARTIES TRANSCTIONS (Details) - USD ($)
Sep. 30, 2018
Dec. 31, 2017
Amount of due from related parties $ 262,549 $ 32,986
Ho Wah Genting Berhad [Member]    
Amount of due from related parties 5,076
Ho Wah Genting Group Sdn Berhad [Member]    
Amount of due from related parties 257,473 18,149
Beedo SDN BHD [Member]    
Amount of due from related parties $ 14,837
RELATED PARTIES TRANSCTIONS (Details 1) - USD ($)
Sep. 30, 2018
Dec. 31, 2017
Amounts due to an associated company $ 103,024
Total Amount due from related parties 262,549 136,010
Vitaxel Corp Thailand, Ltd [Member]    
Amounts due to an associated company $ 103,024
RELATED PARTIES TRANSCTIONS (Details 2) - USD ($)
Sep. 30, 2018
Dec. 31, 2017
Due to a related party $ 5,819,034 $ 2,370,003
Dato Lim Hui Boon [Member]    
Due to a related party 40,491
Ho Wah Genting Holiday Sdn. Bhd [Member]    
Due to a related party 2,197 1,703
Genting Highlands Taxi Services SDN BHD [Member]    
Due to a related party 11,820
V Spark Malaysia Sdn Bhd [Member]    
Due to a related party 29 4,967
Grande Legacy Inc [Member]    
Due to a related party $ 5,816,807 $ 2,311,022
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($)
9 Months Ended
Jul. 02, 2018
Sep. 30, 2018
Sep. 30, 2017
Impairment on amount due from associate company   $ 150,535
Description of debt  

interest-free and repayable on demand.

 
Beedo SDN BHD [Member]      
Impairment on amount due from associate company   $ 0 154,225
Website maintenance expense   0 51,553
Ho Wah Genting Berhad [Member]      
Rent expenses   15,208 9,635
Operating lease commitment   5,069  
Grande Legacy Inc [Member]      
General and administrative expenses   295,647  
Royalty income   0  
Management fee income   120,000  
Percentage of royality 55.00%    
Vitaxel Corp Thailand, Ltd [Member]      
Recognize product sales   $ 0 $ 440,000
SHAREHOLDERS' EQUITY (Details Narrative)
9 Months Ended
Sep. 30, 2018
shares
Equity [Abstract]  
Number of shares issued 0
PROPOSED TRANSACTIONS (Details Narrative) - shares
9 Months Ended
Jan. 03, 2018
Dec. 15, 2017
Sep. 30, 2018
Number of shares issued     0
Grande Legacy Inc [Member] | Lim Hui Sing and Leong Yee Ming [Member] | Amendment Agreement [Member]      
Number of shares issued 75,000,000    
Grande Legacy Inc [Member] | Vitaxel Corp Thailand, Ltd [Member] | Share Sale Agreement [Member]      
Number of shares issued   75,000,000