What changed in this filing

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Item 1. Financial Statements

2021-05-21 compared with 2021-02-19 · 96 added, 75 removed, 567 unchanged (23% of the section changed)

2 unchanged sentences

In the opinion of management, all adjustments considered necessary for a fair presentation of the results of operations and financial position have been included and all such adjustments are of a normal recurring nature.

Operating results for the six months ended December 31, 2020 are not necessarily indicative of the results that can be expected for the year ended June 30, 2021.

Operating results for the nine months ended March 31, 2021 are not necessarily indicative of the results that can be expected for the year ended June 30, 2021.

VERDE RESOURCES, INC.

INDEX TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE PERIOD OF ENDED DECEMBER 31, 20 20

Condensed Consolidated Balance Sheets as at December 31, 2020 (Unaudited) and June 30, 2020

Condensed Consolidated Statements of Operations and Comprehensive Income for the Three and Six Months Ended December 31, 2020 and 2019 (Unaudited)

Condensed Consolidated Statement of Changes in Equity (Unaudited)

Condensed Consolidated Statements of Cash Flows for the Three and Six Months Ended December 31, 2020 and 2019 (Unaudited)

INDEX TO INTERIMCONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE PERIOD OF ENDED MARCH 31, 202 1

Condensed Consolidated Balance Sheets as at March 31, 2021 (Unaudited) and June 30, 2020

Condensed Consolidated Statements of Operations and Comprehensive Income for the Three and Nine Months Ended March 31, 2021 and 2020 (Unaudited)

Condensed Consolidated Statements of Equity for the Three and Nine Months Ended March 31, 2021 and 2020 (Unaudited)

Condensed Consolidated Statements of Cash Flows for the Three and Nine Months Ended March 31, 2021 and 2020 (Unaudited)

Notes to Condensed Consolidated Financial Statements (Unaudited)

3 unchanged sentences

Cash and cash equivalents

Amount due from related parties

Trade receivables

Deposit & prepayment

7 unchanged sentences

Advanced from related parties

Accrual and other payables

Taxation payable

Other payables

Loans from banks

6 unchanged sentences

Preferred stock, par value $0.001, 50,000,000 shares authorized, none issued and outstanding

Common stock, par value $0.001, 10,000,000,000 shares authorized, 116,038,909 shares issued and outstanding as of December 31, 2020 & June 30, 2020 respectively

Common stock, par value $0.001, 10,000,000,000 shares authorized, 116,038,909 shares issued and outstanding as of March 31, 2021 & June 30, 2020 respectively

Additional paid-in capital

10 unchanged sentences

Three Months Ended

Six Months Ended

Nine Months Ended

Cost of revenue

Gross profit (loss)

OPERATING EXPENSES:

Selling, general & administrative expenses

PROFIT (LOSS) FROM OPERATIONS

LOSS FROM OPERATIONS

OTHER INCOME(EXPENSES)

NET PROFIT (LOSS) BEFORE INCOME TAX

NET LOSS BEFORE INCOME TAX

Provision of Income Tax

1 unchanged sentence

Non-controlled interest

Net profit (loss) contributed to the group

Net loss contributed to the group

Other comprehensive income(loss)

1 unchanged sentence

Comprehensive income(loss)

Basic and Diluted Profit (Loss) per Common Share

Basic and Diluted Loss per Common Share

Weighted Average Number of Common Shares Outstanding

1 unchanged sentence

Verde Resources, Inc.

Statement of Changes in Stockholders’ Equity (Deficit)

Six months ended December 31, 2020 (Unaudited)

Condensed Consolidated Statements of Equity (Deficit)

Common Shares

7 unchanged sentences

Foreign currency translation gain

Balance - December 31, 2019

Balance - March 31, 2020

$ (5,107,988 )

2 unchanged sentences

$ (5,138,406 )

$ (2,293,018 )

Net loss for the period

Foreign currency translation loss

Balance – December 31, 2020

Balance - March 31, 2021

$ (5,296,220 )

$ (2,545,824 )

Three months ended December 31, 2020 (Unaudited)

Common Shares

2 unchanged sentences

Income (Loss)

Balance - September 30, 2019

Balance – December 31, 2019

$ (5,014,516 )

1 unchanged sentence

Net loss for the period

Foreign currency translation loss

Balance - December 31, 2019

Foreign currency translation gain

Balance - March 31, 2020

$ (5,107,988 )

$ (2,255,281 )

Balance - September 30, 2020

Balance - December 31, 2020

$ (5,230,212 )

1 unchanged sentence

Net loss for the period

Foreign currency translation loss

Balance – December 31, 2020

Foreign currency translation gain

Balance - March 31, 2021

$ (5,296,220 )

$ (2,545,824 )

The accompanying notes are an integral part of these condensed consolidated financial statements.

Verde Resources, Inc.

2 unchanged sentences

Net profit(loss)

Adjustments to reconcile loss to net cash used in operation

Adjustments to reconcile loss to net cash used in operations

Amortization and depreciation

Waiver of consultancy service fee

Stock-based compensation

Gain on disposal of property, plant and equipment

1 unchanged sentence

(Increase) decrease in:

Accounts receivable from related parties

Trade receivables

Deposits and prepayment

Other receivable

Increase (decrease) in:

Accounts payable

Accrued liabilities and other payables

Accrued liabilities

Advanced from sub-contractor & related parties

Deposit received from customer

Net cash (used in) operating activities

Net cash provided by (used in) operating activities

Cash flows from investing activities:

Proceeds from disposal of plant and equipment

Addition of motor vehicle

Net cash provided by investing activities

Cash flows from financing activities:

Proceeds from bank loans

Repayments of bank loans

Net cash provided by (used in) financing activities

Shareholders’ loans waived

Proceeds from issuance of common stock

Net cash (used in) provided by financing activities

Net increase (decrease) in cash and cash equivalent

1 unchanged sentence

Net increase (decrease) in cash and cash equivalents

Cash and cash equivalents at beginning of year

Cash and cash equivalents at end of year

Cash and cash equivalents at beginning of period

Cash and cash equivalents at end of period

Supplementary cash flow information

7 unchanged sentences

Notes to Condensed Consolidated Financial Statements

December 31, 20 20

March 31, 202 1

NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS

5 unchanged sentences

The major operation of GBL is to manage and monitor the mineral exploration and mining projects of FMR.

On July 1, 2013, FMR has assigned its rights and obligation on Champmark Sdn Bhd (“CSB”) to GBL.

On July 1, 2013, FMR assigned its rights and obligation on Champmark Sdn Bhd (“CSB”) to GBL.

Four of the five members of CSB Board of Directors were appointed by FMR, with two of the GBL Board of Directors currently sitting on the CSB Board.

According to ASC 810-05-08 A, CSB is a deemed subsidiary of GBL where it has controlled the CSB Board of Directors, has assigned rights to receive future benefits and residual value, and obligation to absorb loss and finance for CSB by GBL.

According to ASC 810-05-08 A, CSB is a deemed subsidiary of GBL, where it has controlled the CSB Board of Directors, has assigned rights to receive future benefits and residual value, and obligations to absorb loss and finance for CSB by GBL.

GBL has the power to direct the activities of CSB that most significantly impact CSB’s economic performance and the obligation to absorb losses of CSB that could potentially be significant to the CSB or the right to receive benefits from CSB that could potentially be significant to CSB.

21 unchanged sentences

A copy of the Certificate of Amendment was filed with the Nevada Secretary of State.

Effective March 31, 2021, Mr.

Craven was appointed Director of the Company and the entire Board of Directors now consists of Mr.

Balakrishnan B S Muthu, Mr.

Chen Ching and Mr.

The Form 8-K announcing the change in officers and directors were filed with SEC on April 1, 2021.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

1 unchanged sentence

Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted.

The results of operations for the periods ended December 31, 2020 are not necessarily indicative of the operating results for the full years.

The results of operations for the periods ended March 31, 2021 are not necessarily indicative of the operating results for the full years.

Basis of Presentation

5 unchanged sentences

The condensed consolidated financial statements include the financial statements of Verde Resources, Inc., its wholly owned subsidiary Gold Billion Global Limited (“GBL”) and the 85% of the deemed subsidiary variable interest of Champmark SDN BHD (“CSB”).

All inter-company balances and transactions between the Company and its subsidiary and variable interest entity (VIE) have been eliminated upon consolidation.

All inter-company balances and transactions between the Company and variable interest entity (VIE) have been eliminated upon consolidation.

The Company has adopted ASC Topic 810-10-5-8, “Variable Interest Entities”, which requires a variable interest entity or VIE to be consolidated by a company if that company is subject to a majority of the risk of loss for the VIE or is entitled to receive a majority of the VIE’s residual returns.

21 unchanged sentences

Cash and cash equivalents include cash in banks, money market funds, and certificates of term deposits with maturities of less than three months, which are readily convertible to known amounts of cash and which, in the opinion of management, are subject to an insignificant risk of loss in value.

The Company had $33,242 and $24,027 in cash and cash equivalents at December 31, 2020 and June 30, 2020, respectively.

The Company had $27,629 and $24,027 in cash and cash equivalents at March 31, 2021 and June 30, 2020, respectively.

Concentrations of Credit Risk

11 unchanged sentences

At and, the Company has no allowance for doubtful accounts, as per management’s judgment based on their best knowledge.

As of December 31, 2020 and June 30, 2020, the longest credit term for certain customers are 60 days.

As of March 31, 2021 and June 30, 2020, the longest credit term for certain customers are 60 days.

Provision for Doubtful Accounts

1 unchanged sentence

In determining the amount of the reserve, the Company makes judgments about the creditworthiness of customers based on past collection experience and ongoing credit risk evaluations.

At December 31, 2020 and June 30, 2020 there was no allowance for doubtful accounts.

At March 31, 2021 and June 30, 2020 there was no allowance for doubtful accounts.

ASC Topic 820 “Fair Value Measurement and Disclosures” establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value.

12 unchanged sentences

ASC 820 requires companies to disclose assets and liabilities measured on a non-recurring basis in the period in which the re-measurement at fair value is performed.

The Company did not have any convertible bonds as of December 31, 2020 and June 30, 2020.

The Company did not have any convertible bonds as of March 31, 2021 and June 30, 2020.

Foreign Currency Translation

34 unchanged sentences

The Company generally recognizes its revenues at the time of gold sales and its selling price is determined by the prevailing market value of gold bullion quoted by the leading registered gold trading company in Malaysia.

Sales invoices will be duly presented to the trading companies when delivery is completed and revenue is then recognized.

Sales invoice will be duly presented to the trading companies when delivery is completed and revenue is then recognized.

Cost of Revenue

The cost of revenue consists of exploration costs, mine equipment depreciation, production costs, mine site management costs, sub-contractor costs, and royalty and tribute payments which are levied on the gross revenue at the rate of 18% on the invoiced value of gold sales.

The cost of revenue consists of exploration cost, mine equipment depreciation, production cost, mine site management cost, sub-contractor cost, and royalty and tribute payment which are levied on the gross revenue at the rate of 18% on the invoiced value of gold sales.

Advertising Expenses

Advertising costs are expensed as incurred under ASC Topic 720, “Advertising Costs” .

Advertising expenses incurred for the periods ended December 31, 2020 and June 30, 2020 were $0.

Advertising expenses incurred for the periods ended March 31, 2021 and June 30, 2020 were $0.

The provision for income taxes is determined in accordance with the provisions of ASC Topic 740, “Accounting for Income Taxes” (“ASC 740”).

5 unchanged sentences

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.

As of December 31, 2020 and June 30, 2020, the Company did not have any significant unrecognized uncertain tax positions.

As of March 31, 2021 and June 30, 2020, the Company did not have any significant unrecognized uncertain tax positions.

Recent Accounting Pronouncements

213 unchanged sentences

The Company considers all highly liquid investments purchased with original maturities of three months or less to be cash equivalents.

At December 31, 2020 and June 30, 2020 cash and cash equivalents consisted of bank deposits in Malaysia bank and petty cash on hands.

At March 31, 2021 and June 30, 2020 cash and cash equivalents consisted of bank deposits in Malaysia bank and petty cash on hands.

NOTE 4 - ACCOUNTS RECEIVABLE, NET

Amount due from related parties at March 31, 2021 and June 30, 2020 consist of the following items:

Accounts receivable

allowance for doubtful debts

The Company experienced $ nil bad debts during nine months ended March 31, 2021 and 2020.

NOTE 5 - AMOUNT DUE FROM RELATED PARTIES

Amount due from related parties at December 31, 2020 and June 30, 2020 consist of the following items:

Amount due from related parties at March 31, 2021 and June 30, 2020 consist of the following items:

Amount due from Stable Treasure Sdn.

5 unchanged sentences

Inventories are determined at first in first out basis and comprised of production cost, mine site management cost and sub-contractor cost.

Inventories, at December 31, 2020 and June 30, 2020 are summarized as follows:

The inventories represent the gold minerals as at December 31, 2020 and June 30, 2020, which were comprised of 8% share by the Company and 92% share by the sub-contractor and the other parties such as original mine assigner.

Inventories, at March 31, 2021 and June 30, 2020 are summarized as follows:

The inventories represent the gold minerals as at March 31, 2021 and June 30, 2020, which were comprised of 8% share by the Company and 92% share by the sub-contractor and the other parties such as original mine assigner.

NOTE 7 - ACCOUNTS PAYABLE AND ADVANCED FROM RELATED PARTIES

Accounts Payable

Accounts payable at December 31, 2020 and June 30, 2020 consist of the following items:

Accounts payable at March 31, 2021 and June 30, 2020 consist of the following items:

Due to Changxin Wanlin Technology Co Ltd(*)

5 unchanged sentences

Advanced from related parties

Advanced from related parties at December 31, 2020 and June 30, 2020 consist of the following items:

Advanced from related parties at March 31, 2021 and June 30, 2020, consist of the following items:

Advanced from BOG (#1)

16 unchanged sentences

NOTE 8 - PROPERTY, PLANT AND EQUIPMENT

Property and equipment at December 31, 2020 and June 30, 2020 are summarized as follows:

Property and equipment at March 31, 2021 and June 30, 2020 are summarized as follows:

Land and Building

4 unchanged sentences

Accumulated depreciation

The depreciation expenses charged for the period ended December 31, 2020 and 2019 was $86 and $43.

The depreciation expenses charged for the period ended March 31, 2021 and 2020 was $129 and $126.

NOTE 9 - INCOME TAX

3 unchanged sentences

corporate income tax rate to 21%, effective January 1, 2018.

No provision for income taxes in the United States has been made as the Company had no taxable income for the periods ended September 30, 2019 and 2018.

No provision for income taxes in the United States has been made as the Company had no taxable income for the periods ended March 31, 2020 and 2019.

GBL is a British Virgin Islands incorporated company and not required to pay income tax on corporate income.

14 unchanged sentences

If in the future the Company believes that it is more likely than not that these deferred tax benefits will be realized, the majority of the valuation allowances will be recognized in the consolidated statement of operations.

The Company did not have any interest and penalty provided or recognized in the income statements for period December 31, 2020 and June 30, 2020 or balance sheet as of December 31, 2020 and June 30, 2020.

The Company did not have any interest and penalty provided or recognized in the income statements for period March 31, 2021 and June 30, 2020 or balance sheet as of March 31, 2021 and June 30, 2020.

The Company did not have uncertainty tax positions or events leading to uncertainty tax position within the next 12 months.

NOTE 10 - COMMITMENTS AND CONTINGENCIES

As at December 31, 2020, the Company’s office rent has expired and is currently being rent under month to month term.

There are no commitments and contracts on such rental expenses as at December 31, 2020.

As at March 31, 2021, the Company’s hire purchase installment agreements are disclosed in Note 8.

See Note 8 for the commitments for minimum installment payments under these agreements.

NOTE 11 - EARNINGS/(LOSS) PER SHARE

4 unchanged sentences

Three Months Ended

Net income(loss) applicable to common shares

Net loss applicable to common shares

Weighted average common shares outstanding (Basic)

Weighted average common shares outstanding (Diluted)

Net income(loss) per share (Basic and Diluted)

Six Months Ended

Net income(loss) applicable to common shares

Net loss per share (Basic and Diluted)

Nine Months Ended

Net profit (loss) applicable to common shares

Weighted average common shares outstanding (Basic)

Weighted average common shares outstanding (Diluted)

Net income(loss) per share (Basic and Diluted)

Net profit (loss) per share (Basic and Diluted)

The Company has no potentially dilutive securities, such as options or warrants, currently issued and outstanding.

8 unchanged sentences

On June 15, 2020, the Company issued a total of 1,000,000 common shares for US$12,000 at US$0.012 per share, of which 50,000 common shares to each of the twenty non-US shareholders.

There were 116,038,909 common shares issued and outstanding at December 31, 2020 and June 30, 2020 respectively.

There were 116,038,909 common shares issued and outstanding at March 31, 2021 and June 30, 2020 respectively.

There are no preferred shares outstanding.

2 unchanged sentences

NOTE 13 - RELATED PARTY TRANSACTIONS

As of December 31, 2020, advances were made by five companies of $2,438,328 related to ordinary business transactions.

As of March 31, 2021, advances were made by five companies of $2,440,389 related to ordinary business transactions.

All advances related to ordinary business transactions, bear no interest or collateral, repayable and renewable under normal advancement terms.

Details are disclosed in Note 6.

As of December 31, 2020, amounts due from one company of nil related to ordinary business transactions.

The receivable amounts amounting to nil related to ordinary business transactions bear no interest or collateral, repayable and renewable under normal advancement terms.

As of March 31, 2021, amounts due from one company of $0 related to ordinary business transactions.

The receivable amounts related to ordinary business transactions bear no interest or collateral, repayable and renewable under normal advancement terms.

Details are disclosed in Note 4.

1 unchanged sentence

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the realization of assets and the liquidation of liabilities in the normal course of business.

As of and for the period ended December 31, 2020, the Company has a loss from operations of $98,792 for the six months ended December 31, 2020 and working capital deficiency of $2,559,233.

The Company intends to fund operations through debt and equity financing arrangements, which may be insufficient to fund its capital expenditures, working capital and other cash requirements for the period ending December 31, 2020 and subsequently.

As of and for the period ended March 31, 2021, the Company had a net loss of $166,072 and working capital deficiency of $2,546,425.

The ability of the Company to survive is dependent upon, among other things, obtaining additional financing to continue operations, and development of its business plan.

3 unchanged sentences

NOTE 15 - CONCENTRATIONS

The Company’s major suppliers for the period ended December 31, 2020 and 2019 are listed as following:

The Company’s major suppliers for the period ended March 31, 2021 and 2020 are listed as following:

Subcontractors

1 unchanged sentence

Major Suppliers

The Company’s major customers for the period ended December 31, 2020 and 2019 are listed as following:

The Company’s major customers for the period ended March 31, 2021 and 2020 are listed as following:

Accounts Receivable

1 unchanged sentence

NOTE 16 - SUBSEQUENT EVENTS

The Company has evaluated subsequent events from the balance sheet date through the date the financial statements were issued and determined that there are no significant material subsequent items which are required to be disclosed.

On May 10, 2021, Verde Resources, Inc.

announced the Sale and Purchase Agreement to acquire the assets of biofraction plant and the right to use intellectual property license in Sabah, Malaysia from Borneo Energy Sdn Bhd in consideration of issuance of 166,666,667 share of the Company’s stock at $0.03 per share, valued at $5,000,000.

The Company also announced the Share Sale Agreement on May 12, 2021 for the acquisition of the entire issued and paid-up share capital of Bio Resources Limited in consideration of issuance of 321,500,000 shares of the Company’s restricted common stock at $0.03 per share, valued at $9,645,000, and the issuance of promissory notes with two-year term period for the amount of $20,355,000.

Detailed transaction was filed in Form 8-K at SEC website on May 13, 2021.

The Company has evaluated subsequent events from the balance sheet date through the date the financial statements were issued and determined that there are no additional material items to be required to adjust and disclose except for the above mentioned matters.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements