XBRL Rendering Preview
Document and Entity Information - shares
6 Months Ended
Jun. 30, 2019
Aug. 06, 2019
Document And Entity Information    
Entity Registrant Name Vitaxel Group Ltd  
Entity Central Index Key 0001623590  
Document Type 10-Q  
Document Period End Date Jun. 30, 2019  
Amendment Flag false  
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 Shell Company false  
Entity Interactive Data Current Yes  
Entity File Number 333-201365  
Entity Incorporation, State or Country Code NV  
Entity Common Stock, Shares Outstanding   54,087,903
Document Fiscal Period Focus Q2  
Document Fiscal Year Focus 2019  
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($)
Jun. 30, 2019
Dec. 31, 2018
Current assets    
Cash and cash equivalents $ 54,108 $ 1,004,397
Account receivable, net 14,108 82
Amount due from related parties 5,077 4,928
Inventories 42,701 32,585
Other receivables, prepayments and other current assets 14,507 55,954
Total current assets 130,501 1,097,946
Non-current assets    
Property, plant and equipment, net 150,422 141,730
Total non-current assets 150,422 141,730
TOTAL ASSETS 280,923 1,239,676
CURRENT LIABILITIES    
Amounts due to related parties 4,206,226 4,862,363
Commission payables 134,691 138,118
Accounts payable 10,302 10,414
Accrued expense and other payables 334,868 381,514
Total current liabilities 4,686,087 5,392,409
TOTAL LIABILITIES 4,686,087 5,392,409
STOCKHOLDERS' EQUITY (DEFICIT)    
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 (9,370,552) (9,111,400)
Accumulated other comprehensive income 210,181 203,460
Total stockholders' equity (deficit) (4,405,164) (4,152,733)
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 280,923 $ 1,239,676
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - $ / shares
Jun. 30, 2019
Dec. 31, 2018
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, outstanding 0 0
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (Unaudited) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2019
Jun. 30, 2018
Jun. 30, 2019
Jun. 30, 2018
Income Statement [Abstract]        
REVENUE $ 4,645 $ 10,373 $ 19,160 $ 23,088
COST OF REVENUE (4,090) (4,528) (13,547) (7,070)
GROSS PROFIT 555 5,845 5,613 16,018
OPERATING EXPENSES        
Selling expense (6,714) (34) (7,395)
General and administrative expenses (235,890) (616,620) (522,734) (923,556)
Total Operating Expenses (235,890) (623,334) (522,768) (930,951)
LOSS FROM OPERATIONS (235,335) (617,489) (517,155) (914,933)
OTHER INCOME/(EXPENSE), NET        
Other Income 132,143 (5,541) 258,638 (5,541)
Other Expense 867 (15,440) (635) (120,725)
Total Other income / (Expense), net 133,010 (20,981) 258,003 (126,266)
Net Loss (102,325) (638,470) (259,152) (1,041,199)
OTHER COMPREHENSIVE LOSS        
Foreign currency translation adjustment 54,549 114,579 6,721 28,942
TOTAL COMPREHENSIVE LOSS $ (47,776) $ (523,891) $ (252,431) $ (1,012,257)
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 $ (0.00) $ (0.01) $ (0.00) $ (0.02)
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($)
6 Months Ended
Jun. 30, 2019
Jun. 30, 2018
CASH FLOWS FROM OPERATING ACTIVITIES    
Net loss $ (259,152) $ (1,041,199)
Items not involving cash:    
Depreciation - property and equipment 16,184 14,425
Impairment on amount due from associate company 154,225
Property, plant and equipment written off 2,256
Changes in operating assets and liabilities    
Accounts receivable (14,026) (292)
Other receivables, prepayments and other current assets 41,447 (24,137)
Inventories (10,116) 7,096
Accounts Payable (112) (30,911)
Commission payables (3,427) (2,193)
Accrued expense and other payables (46,646) (81,028)
Net cash used in from operating activities (273,592) (1,004,014)
CASH FLOWS FROM INVESTING ACTIVITIES    
Amount due from associated company (51,201)
Purchase of long term investments (610,944)
Purchase of property and equipment (27,132) (2,638)
Net cash used in investing activities (27,132) (664,783)
CASH FLOWS FROM FINANCING ACTIVITIES    
Repayments to directors (40,491)
(Repayments to) / Proceeds from related parties (651,637) 3,330,259
Net cash provided by (used in) financing activities (651,637) 3,289,768
EFFECT OF EXCHANGE RATES ON CASH 2,072 28,942
NET CHANGE IN CASH AND CASH EQUIVALENTS (950,289) 1,649,913
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 1,004,397 691,199
CASH AND CASH EQUIVALENTS, END OF PERIOD 54,108 2,341,112
SUPPLEMENTAL OF CASH FLOW INFORMATION    
Cash paid for interest expenses
Cash paid for income tax
ORGANIZATION AND BUSINESS
6 Months Ended
Jun. 30, 2019
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. Vitaxel SB 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. Vionmall is primarily engaged in developing online shopping platforms geared to Vitaxel and its members and the third-party suppliers of products and services.

UNAUDITED INTERIM FINANCIAL STATEMENTS
6 Months Ended
Jun. 30, 2019
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, 2018, included in the Company’s Form 10-K filed with the Security and Exchange Commission (“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 June 30, 2019, results of operations for the six months ended June 30, 2019 and 2018, and cash flows for the six months ended June 30, 2019 and 2018. All significant intercompany transactions and balances are eliminated on consolidation. The results of operations for the six months ended June 30, 2019 are not necessarily indicative of the results of operations for the entire fiscal year.

 

Recent Pronouncements

 

In August 2018, the Financial Accounting Standards Board (“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 consolidated financial statements and has not yet decided whether or not to early adopt the amendments.

 

Other recent accounting pronouncements issued by the FASB (including its Emerging Issues Task Force), the AICPA, and the SEC did not, or are not believed by management, to have a material impact on the Company’s present and future consolidated financial statements.

 

Reclassification: Certain reclassifications have been made to the prior period amounts to conform to the current period’s presentation.

GOING CONCERN
6 Months Ended
Jun. 30, 2019
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 June 30, 2019, the Company reported a net loss of $259,152 and had negative working capital of $4,555,586. The Company had an accumulated deficit of $9,370,552 as of June 30, 2019 due to the fact that the Company incurred losses during the years prior to June 30, 2019.

 

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 unaudited 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
6 Months Ended
Jun. 30, 2019
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:

 

   June 30,
2019
  December 31,
2018
 
Deposits (1)  $11,140  $47,161 
Prepayments (2)   3,299   8,555 
Others (3)   68   238 
   $14,507  $55,954 

 

(1) Deposits represented payments for rental, utilities, construction funds to government department and deposit payment to product suppliers. 

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

(3) Others mainly consists other miscellaneous payments

PROPERTY AND EQUIPMENT, NET
6 Months Ended
Jun. 30, 2019
Property, Plant and Equipment, Net [Abstract]  
PROPERTY AND EQUIPMENT, NET
5. PROPERTY AND EQUIPMENT,  NET

 

Property and equipment, net consist of the following:

 

  June 30,
2019
  December 31,
2018
 
       
Office equipment $34,151  $36,163 
Computer equipment  98,465   72,123 
Furniture and fittings  7,546   7,557 
Software and website  13,464   12,757 
Renovations  102,888   103,038 
   256,514   231,638 
Less: Accumulated depreciation  (106,092)  (89,908)
Balance at end of period/year $150,422  $141,730 

 

Depreciation expenses charged to the statements of operations and comprehensive loss for the periods ended June 30, 2019 and 2018 were $16,184 (3 months $7,418) and $14,425 (3 months $4,393) respectively.

ACCRUED EXPENSE AND OTHER PAYABLES
6 Months Ended
Jun. 30, 2019
Payables and Accruals [Abstract]  
ACCRUED EXPENSE AND OTHER PAYABLES
6. ACCRUED EXPENSE AND OTHER PAYABLES

 

Accrued expense and other payables consist of the following:

 

   June 30,
2019
  December 31,
2018
Provisions and accruals  $32,399   $67,989 
Others (1)   302,469    313,525 
Balance at end of period/year  $334,868   $381,514 

 

(1)Other payables mainly consist of members allocated redemption points for commissions.
RELATED PARTIES TRANSACTIONS
6 Months Ended
Jun. 30, 2019
Related Party Transactions [Abstract]  
RELATED PARTIES TRANSACTIONS
7. RELATED PARTY BALANCES AND TRANSACTIONS

 

  June 30,
2019
  December 31,
2018
 
Amount due from related parties        
Ho Wah Genting Berhad (1) $5,077  $4,928 
Balance at end of year $5,077  $4,928 
         
Amount of due to related parties        
Ho Wah Genting Holiday Sdn Bhd (2)  —     170 
Grande Legacy Inc. (3)  4,206,226   4,862,193 
Total Amount due to related parties $4,206,226  $4,862,363 

 

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 $10,196 and $10,203 to HWGB for the six months ended June 30, 2019 and 2018 respectively.

 

The Company has a lease commitment under an operating lease for its corporate office facility with HWGB. The lease expires by December 31, 2019 and the remaining commitment as at June 30, 2019 is $10,196.

 

  (2) A director of the Company, Lim Wee Kiat, is also a director of Ho Wah Genting Holiday Sdn Bhd.

 

  (3) 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 its behalf.

 

On July 1, 2018, the Company signed an amendment to a 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.

 

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 $240,000 charged to GL for the six months ended June 30, 2019.

 

On January 1, 2019, 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 4% of revenue on a quarterly basis, commencing January 1, 2019. The Company recognized royalty income of $9,473 for the six months ended June 30, 2019.

OTHER RECEIVABLES, PREPAYMENTS AND OTHER ASSETS (Tables)
6 Months Ended
Jun. 30, 2019
Other Receivables And Other Assets  
Schedule of Other receivables, prepayments and other assets

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

 

   June 30,
2019
  December 31,
2018
 
Deposits (1)  $11,140  $47,161 
Prepayments (2)   3,299   8,555 
Others (3)   68   238 
   $14,507  $55,954 

 

(1) Deposits represented payments for rental, utilities, construction funds to government department and deposit payment to product suppliers. 

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

(3) Others mainly consists other miscellaneous payments

PROPERTY AND EQUIPMENT, NET (Tables)
6 Months Ended
Jun. 30, 2019
Property, Plant and Equipment, Net [Abstract]  
Schedule of property, plant and equipment, net

Property and equipment, net consist of the following:

 

   June 30,
2019
  December 31,
2018
       
Office equipment  $34,151   $36,163 
Computer equipment   98,465    72,123 
Furniture and fittings   7,546    7,557 
Software and website   13,464    12,757 
Renovations   102,888    103,038 
    256,514    231,638 
Less: Accumulated depreciation   (106,092)   (89,908)
Balance at end of period/year  $150,422   $141,730 
ACCRUED EXPENSE AND OTHER PAYABLES (Tables)
6 Months Ended
Jun. 30, 2019
Payables and Accruals [Abstract]  
Schedule of Accrued expense and other payables

Accrued expense and other payables consist of the following:

 

   June 30,
2019
  December 31,
2018
Provisions and accruals  $32,399   $67,989 
Others (1)   302,469    313,525 
Balance at end of period/year  $334,868   $381,514 

 

(1)Other payables mainly consist of members allocated redemption points for commissions.
RELATED PARTIES TRANSCTIONS (Tables)
6 Months Ended
Jun. 30, 2019
Related Party Transactions [Abstract]  
Schedule of amount of due from related parties
   June 30,
2019
  December 31,
2018
Amount due from related parties          
Ho Wah Genting Berhad (1)  $5,077   $4,928 
Balance at end of year  $5,077   $4,928 
Schedule of amount of due to related parties
   June 30,
2019
  December 31,
2018
Amount of due to related parties          
Ho Wah Genting Holiday Sdn Bhd (2)   —      170 
Grande Legacy Inc. (3)   4,206,226    4,862,193 
Total Amount due to related parties  $4,206,226   $4,862,363 
ORGANIZATION AND BUSINESS (Details Narrative)
6 Months Ended
Jun. 30, 2019
Vitaxel SDN BHD [Member]  
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]  
Date of incorporation Aug. 10, 2012
State of incorporation Malaysia
Vitaxel Online Mall SDN BHD [Member]  
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]  
Date of incorporation Sep. 22, 2015
State of incorporation Malaysia
GOING CONCERN (Details Narrative) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2019
Jun. 30, 2018
Jun. 30, 2019
Jun. 30, 2018
Dec. 31, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]          
Net loss $ (102,325) $ (638,470) $ (259,152) $ (1,041,199)  
Negative working capital     (4,555,586)    
Accumulated deficit $ (9,370,552)   $ (9,370,552)   $ (9,111,400)
OTHER RECEIVABLES, PREPAYMENTS AND OTHER ASSETS (Details) - USD ($)
Jun. 30, 2019
Dec. 31, 2018
Other Receivables And Other Assets    
Deposits [1] $ 11,140 $ 47,161
Prepayments [2] 3,299 8,555
Others [3] 68 238
Total other receivables and other assets $ 14,507 $ 55,954
[1] Deposits represented payments for rental, utilities, construction funds to government department and deposit payment to product suppliers.
[2] Prepayments mainly consists of prepayment for insurance, consultancy fee and IT related fees.
[3] Others mainly consists other miscellaneous payments
PROPERTY AND EQUIPMENT, NET (Details) - USD ($)
Jun. 30, 2019
Dec. 31, 2018
Property, Plant and Equipment [Line Items]    
Balance at beginning of period/year $ 256,514 $ 231,638
Less: Accumulated depreciation (106,092) (89,908)
Balance at end of period/year 150,422 141,730
Office Equipment [Member]    
Property, Plant and Equipment [Line Items]    
Balance at beginning of period/year 34,151 36,163
Computer Equipment [Member]    
Property, Plant and Equipment [Line Items]    
Balance at beginning of period/year 98,465 72,123
Furniture and fittings [Member]    
Property, Plant and Equipment [Line Items]    
Balance at beginning of period/year 7,546 7,557
Software and Website [Member]    
Property, Plant and Equipment [Line Items]    
Balance at beginning of period/year 13,464 12,757
Renovations [Member]    
Property, Plant and Equipment [Line Items]    
Balance at beginning of period/year $ 102,888 $ 103,038
PROPERTY AND EQUIPMENT, NET (Details Narrative) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2019
Jun. 30, 2018
Jun. 30, 2019
Jun. 30, 2018
Property, Plant and Equipment, Net [Abstract]        
Depreciation expenses $ 7,418 $ 4,393 $ 16,184 $ 14,425
ACCRUED EXPENSE AND OTHER PAYABLES (Details) - USD ($)
Jun. 30, 2019
Dec. 31, 2018
Payables and Accruals [Abstract]    
Provisions $ 32,399 $ 67,989
Others [1] 302,469 313,525
Balance at end of period/year $ 334,868 $ 381,514
[1] Other payables mainly consist of members allocated redemption points for commissions.
RELATED PARTIES TRANSCTIONS (Details) - USD ($)
Jun. 30, 2019
Dec. 31, 2018
Amount of due from related parties $ 5,077 $ 4,928
Ho Wah Genting Berhad [Member]    
Amount of due from related parties $ 5,077 $ 4,928
RELATED PARTIES TRANSCTIONS (Details 1) - USD ($)
Jun. 30, 2019
Dec. 31, 2018
Amount due to related parties $ 4,206,226 $ 4,862,363
Ho Wah Genting Holiday Sdn. Bhd [Member]    
Amount due to related parties 170
Grande Legacy Inc [Member]    
Amount due to related parties $ 4,206,226 $ 4,862,193
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($)
6 Months Ended
Jan. 02, 2019
Jul. 01, 2018
Jun. 30, 2019
Jun. 30, 2018
Description of debt     Interest-free and repayable on demand.  
Ho Wah Genting Berhad [Member]        
Rent expenses     $ 10,196 $ 10,203
Lease expiration date     Dec. 31, 2019  
Operating lease commitment     $ 10,196  
Grande Legacy Inc [Member]        
Royalty income     9,473  
Monthly management fee   $ 40,000    
Management fee income     $ 240,000  
Percentage of royality 4.00% 55.00%