What changed in this filing

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Item 1. Financial Statements

2021-05-21 compared with 2014-03-04 · 442 added, 251 removed, 221 unchanged (76% of the section changed)

Financial Statements.

The accompanying unaudited consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and Item Regulation S-X, Rule 10-01(c) Interim Financial Statements, and, therefore, do not include all information and footnotes necessary for a complete presentation of financial position, results of operations, cash flows, and stockholders’ equity in conformity with generally accepted accounting principles.

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 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, 2013

Condensed Consolidated Balance Sheets

Condensed Consolidated Statements of Operations

Condensed Consolidated Statements of Cash Flows

Notes to Condensed Consolidated Financial Statements

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)

Verde Resources, Inc.

2 unchanged sentences

Cash and cash equivalents

Accounts receivable

Other deposit & prepayment

Trade receivables

Deposit & prepayment

Total Current Assets

5 unchanged sentences

Accounts payable

Advanced from sub-contractor & related parties

Advanced from related parties

Other payables

Loans from banks

Other payable

Total Current Liabilities

4 unchanged sentences

STOCKHOLDERS’ DEFICIT

Preferred stock, par value $0.001, 50,000,000 shares

authorized, none issued and outstanding

Common stock, par value $0.001, 100,000,000 shares

authorized, 84,052,500 & 83,977,500 shares issued and outstanding as of December 31, 2013 & October 25, 2013

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 March 31, 2021 & June 30, 2020 respectively

Additional paid-in capital

Accumulated deficit

Accumulated other comprehensive loss

Accumulated other comprehensive income (loss)

Non-controlled interest

Total Stockholders’ Deficit

$ (2,545,824 )

$ (2,293,018 )

TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT

1 unchanged sentence

Verde Resources, Inc.

Condensed Consolidated Statements of Operations

Three Months Ended December 31,

Six Months Ended December 31,

Condensed Consolidated Statements of Operations and Comprehensive Income

Three Months Ended

Nine Months Ended

Cost of revenue

2 unchanged sentences

LOSS FROM OPERATIONS

OTHER INCOME (EXPENSE)

OTHER INCOME(EXPENSES)

NET LOSS BEFORE INCOME TAX

Provision of Income Tax

NET PROFIT (LOSS)

Non-controlled interest

Net loss contributed to the group

Other comprehensive loss

Foreign currency translation loss

Comprehensive loss

Other comprehensive income(loss)

Foreign currency translation income(loss)

Comprehensive income(loss)

Basic and Diluted Loss per Common Share

2 unchanged sentences

Verde Resources, Inc.

Condensed Consolidated Statements of Equity (Deficit)

Common Shares

Non-Controlling

Accumulated Other Comprehensive

Income (Loss)

Balance - June 30, 2019

$ (4,839,749 )

$ (2,220,831 )

Net loss for the period

Foreign currency translation gain

Balance - March 31, 2020

$ (5,107,988 )

$ (2,255,281 )

Balance - June 30, 2020

$ (5,138,406 )

Net loss for the period

Foreign currency translation loss

Balance - March 31, 2021

$ (5,296,220 )

$ (2,545,824 )

Common Shares

Non-Controlling

Accumulated Other Comprehensive

Income (Loss)

Balance – December 31, 2019

$ (5,014,516 )

$ (2,294,651 )

Net loss for the period

Foreign currency translation gain

Balance - March 31, 2020

$ (5,107,988 )

$ (2,255,281 )

Balance - December 31, 2020

$ (5,230,212 )

$ (2,558,570 )

Net loss for the period

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.

Condensed Consolidated Statements of Cash Flows

December 31, 2013

December 31, 2012

Cash flows from operating activities:

Net profit(loss)

Adjustments to reconcile loss to net cash used in operations

Reorganization

Disposal of fixed assets

Issuance of common stock (non cash)

Amortization and depreciation

Waiver of consultancy service fee

Stock-based compensation

Gain on disposal of property, plant and equipment

Changes in operating assets and liabilities

(Increase) decrease in:

Accounts receivable

Due from shareholder

Trade receivables

Deposits and prepayment

Other receivable

Increase (decrease) in:

2 unchanged sentences

Advanced from sub-contractor & related parties

Other payable

Net cash (used in) operating activities

Deposit received from customer

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

3 unchanged sentences

Shareholders’ loans waived

Net cash provided by financing activities

Proceeds from issuance of common stock

Net cash (used in) provided by financing activities

Net increase (decrease) in cash and cash equivalent

Effect of exchange rate changes on cash

Net (decrease) in cash and cash equivalents

Cash and cash equivalents at beginning of year

Cash and cash equivalents at end of year

Net increase (decrease) in cash and cash equivalents

Cash and cash equivalents at beginning of period

Cash and cash equivalents at end of period

Supplementary cash flow information

4 unchanged sentences

Issuance of common stock

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

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

Verde Resources, Inc.

Notes to Condensed Consolidated Financial Statements

December 31, 2013

March 31, 202 1

NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS

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The accounting and reporting policies of the Company conform to accounting principles generally accepted in the United States of America, and the Company’s fiscal year end is June 30.

Gold Billion Global Limited (“Gold Billion” or the “Company”) was incorporated in British Virgin Islands on February 7, 2013.

The Company is setup by the Board of Director of Federal Mining Resources Limited (“FMR”).

The major operation of the Company 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 the Company.

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

According to ASC 810-05-08 A, CSB is a deemed subsidiary of the Company 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 FMR.

The Company 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.

The Company is the primary beneficiary of CSB because it has been assigned with all relevant rights and obligation and can direct the activities of CSB through the common directors and the 85% shareholder, FMR.

Under 810-23-42, 43, it is determined that CSB is de-facto agent of the Company and the Company is the de-facto principal of CSB.

GBL will start to consolidate CSB from July 1, 2013 and the Company will consolidated GBL and CSB from October 25, 2013 onwards.

Gold Billion Global Limited (“Gold Billion” or “GBL”) was incorporated in British Virgin Islands on February 7, 2013.

GBL was setup by the Board of Directors of Federal Mining Resources Limited (“FMR”).

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

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 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.

GBL is the primary beneficiary of CSB because it has been assigned with all relevant rights and obligation and can direct the activities of CSB through the common directors and the 85% shareholder, FMR.

Under 810-23-42, 43, it is determined that CSB is de-facto agent of GBL and GBL is the de-facto principal of CSB.

GBL started to consolidate CSB from July 1, 2013, and the Company consolidated GBL and CSB from October 25, 2013, onwards.

On February 17, 2014, the Company entered into a Supplementary Agreement to the Assignment Agreement and completed an acquisition of GBL pursuant to the Supplementary Agreement.

The acquisition was a reverse acquisition in accordance with ASC 805-40 “Reverse Acquisitions”.

The legal parent was VRDR which was the accounting acquiree while GBL was the accounting acquirer.

There was a 15% non-controlling interest of Champmark SDN BHD (“CSB”) after the acquisition.

This transaction was accounted for as a recapitalization effected by a share exchange, wherein GBL with its 85% deemed subsidiary CSB was considered the acquirer for accounting and financial reporting purposes.

The assets and liabilities of the acquired entity have been brought forward at their book value and no goodwill has been recognized.

As a result of the acquisition, the Company holds 100% equity interest in GBL and 85% variable interest in CSB.

Our consolidated subsidiaries include GBL being our wholly-owned subsidiary and 85% of CSB being a variable interest entity (VIE) and deemed subsidiary of GBL.

On March 17, 2014, the Company through GBL and its deemed subsidiary CSB entered into a Sub-Contract Agreement with Borneo Oil & Gas Corporation Sdn Bhd (“BOG”) for the engagement of its sub-contractor services to carry out exploration and exploitation works on alluvial and lode gold resources at Site IV-1 of the Merapoh Mine.

The Sub-Contract Agreement is for a period of 5 years with a renewal for another 5 years subject to review by both parties.

BOG is a wholly-owned subsidiary of Borneo Oil Berhad (BOB) which is listed on the main market of Kuala Lumpur Stock Exchange.

BOG being a local company in Malaysia provides the Company with the advantage of local knowledge and well-established connection in dealing with the relevant local authorities in our mining operations.

On April 1, 2014, GBL purchased 85% equity interest of CSB, and CSB became indirect subsidiary of the Company.

Effective February 20, 2016, Mr.

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

Balakrishnan B S Muthu and Mr.

The SC 14F1 and Form 8-K announcing the change in officers and directors were filed with SEC on February 10, 2016 and February 22, 2016 respectively.

Effective February 2, 2018, the Company s Articles of Incorporation were amended to increase the authorized shares of the Company from 250,000,000 shares of common stock to 10,000,000,000 shares of common stock.

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, 2013 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

4 unchanged sentences

Basis of Consolidation

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.

2 unchanged sentences

Management Agreement, FMR entrusted the management rights of its subsidiary CSB to GBL that include:

i) management and administrative rights over the day-to-day business affairs of CSB and the mining operation at Site IV-1 of the Merapoh Gold Mine;

ii) final right for the appointment of members to the Board of Directors and the management team of CSB;

iii) act as principal of CSB;

iv) obligation to provide financial support to CSB;

v) option to purchase an equity interest in CSB;

vi) entitlement to future benefits and residual value of CSB;

vii) right to impose no dividend policy;

viii) human resources management.

Debt Assignment, FMR assigned to GBL the sum of money in the amount of US Dollars Three Hundred Nine Thousand Three Hundred Thirty One And Cents Ninety Two Only (US$ 309,331.92), now due to GBL from CSB under the financing obligation from the FMR to CSB.

With the above agreements, GBL demonstrates its ability to control CSB as the primary beneficiary and the operating results of the VIE was included in the condensed consolidated financial statements for the three months ended December 31, 2013.

management and administrative rights over the day-to-day business affairs of CSB and the mining operation at Site IV-1 of the Merapoh Gold Mine;

final right for the appointment of members to the Board of Directors and the management team of CSB;

act as principal of CSB;

obligation to provide financial support to CSB;

option to purchase an equity interest in CSB;

entitlement to future benefits and residual value of CSB;

right to impose no dividend policy;

human resources management.

Debt Assignment, FMR assigned to GBL the sum of money in the amount of US Dollars One Hundred Nine Thousand Eight Hundred One And Cents Seventy-Two Only (US$ 109,801.72), now due to GBL from CSB under the financing obligation from the FMR to CSB.

On April 1, 2014, the Board of Director of GBL notified FMR upon the decision to exercise the right of option to purchase 85% equity interest of CSB under Management Agreement Section 3.2.4 dated July 1, 2013 between GBL and FMR.

This acquisition was completed on April 1, 2014 with consideration of US$1.

GBL then became 85% shareholder of CSB and is required to consolidate CSB as a subsidiary.

Use of Estimates

4 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 $17,386 and $18,506 in cash and cash equivalents at December 31, 2013 and October 25, 2013, 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

10 unchanged sentences

If accounts receivable are to be provided for, or written off, they would be recognized in the consolidated statement of operations within operating expenses.

At December 31, 2013 and October 25, 2013, the Company has no allowance for doubtful accounts, as per management's judgment based on their best knowledge.

As of December 31, 2013 and October 25, 2013, the longest credit term for certain customers are 60 days.

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

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, 2013 and October 25, 2013 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.

1 unchanged sentence

These tiers include:

l Level 1—defined as observable inputs such as quoted prices in active markets;

l Level 2—defined as inputs other than quoted prices in active markets that are either directly or indirectly observable;

l Level 3—defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions.

Level 1—defined as observable inputs such as quoted prices in active markets;

Level 2—defined as inputs other than quoted prices in active markets that are either directly or indirectly observable;

Level 3—defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions.

The Company’s financial instruments consist of cash and cash equivalents, trade receivables, other receivables, payables, and short term and long term debt.

6 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, 2013 and October 25, 2013.

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

Foreign Currency Translation

5 unchanged sentences

The resulting exchange differences are recorded in the consolidated statement of operations.

December 31, 2013

October 25, 2013

Period-end MYR :

8 unchanged sentences

The Company currently engages in one operation segment:

consisting principally of management services.

The expenses incurred were consisting principally of management services.

The Company’s major operation is located in Malaysia.

Mineral Acquisition and Exploration Costs

The Company has been in the exploration stage since its formation on April 22, 2010 and has not yet realized any revenue from its planned operations.

It has been primarily engaged in the acquisition, exploration, and development of mining properties.

The Company will no longer in the exploration stage after the reverse take-over with its subsidiary GBL.

The Company has been primarily engaged in the acquisition, exploration, and development of mining properties.

The Company was no longer considered an exploration stage company after the reverse take-over with its subsidiary GBL.

Mineral property acquisition and exploration costs are expensed as incurred.

7 unchanged sentences

All of these types of expenditures incurred since inception have been charged against earnings due to the uncertainty of their future recoverability.

Estimated future reclamation and site restoration costs, when the ultimate liability is reasonably

determinable, are charged against earnings over the estimated remaining life of the related business operation, net of expected recoveries.

Estimated future reclamation and site restoration costs, when the ultimate liability is reasonably determinable, are charged against earnings over the estimated remaining life of the related business operation, net of expected recoveries.

Revenue Recognition

In accordance with the ASC Topic 605, “Revenue Recognition”, the Company recognizes revenue when persuasive evidence of an arrangement exists, transfer of title has occurred or services have been rendered, the selling price is fixed or determinable and collectibility is reasonably assured.

The Company derives revenues primarily from the sales of gold mineral to registered gold trading company in Malaysia.

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 registered gold trading company in Malaysia.

The Company derives revenues primarily from the sales of gold mineral to registered gold trading companies in Malaysia.

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 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 cost, production cost, 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.

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, 2013 and December 31, 2012 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, 2013 and October 25, 2013, 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

The Company has implemented all new accounting pronouncements that are in effect.

These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

The FASB has issued Accounting Standards Update (ASU) No.

2018-01, Leases (Topic 842):Land Easement Practical Expedient for Transition to Topic 842, which clarifies the application of the new leases guidance to land easements and eases adoption efforts for some land easements.

ASU 2018-01 is expected to reduce the cost of adopting the new leases standard for certain land easements.

It is also an attempt to help ensure that companies can make a successful transition to the standard without compromising the quality of information provided to investors about these transactions.

Land easements (also commonly referred to as rights of way) represent the right to use, access, or cross another entity’s land for a specified purpose.

Land easements are used by utility and telecommunications companies, for example, when they need to take a small strip of land, or easement, to bury wires.

Not all companies have historically accounted for them as leases.

Stakeholders pointed out that the requirement to evaluate all old and existing land easements, sometimes numbering in the tens of thousands, to determine if they meet the definition of a lease under the new standard could be very costly.

They also noted there would be limited benefit to applying this requirement, as many of their land easements would not meet the definition of a lease, or even if they met that definition, many of their easements are prepaid and, therefore, already are recognized on the balance sheet.

The land easements ASU addresses this by:

Providing an optional transition practical expedient that, if elected, would not require an organization to reconsider their accounting for existing land easements that are not currently accounted for under the old leases standard;

Clarifying that new or modified land easements should be evaluated under the new leases standard, once an entity has adopted the new standard.

The FASB issued an Accounting Standards Update (ASU) that helps organizations address certain stranded income tax effects in accumulated other comprehensive income (AOCI) resulting from the Tax Cuts and Jobs Act.

2018-02, Income Statement—Reporting Comprehensive Income (Topic 220):

Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income, provides financial statement preparers with an option to reclassify stranded tax effects within AOCI to retained earnings in each period in which the effect of the change in the U.S.

federal corporate income tax rate in the Tax Cuts and Jobs Act (or portion thereof) is recorded.

The ASU requires financial statement preparers to disclose:

A description of the accounting policy for releasing income tax effects from AOCI;

Whether they elect to reclassify the stranded income tax effects from the Tax Cuts and Jobs Act;

Information about the other income tax effects that are reclassified.

The amendments affect any organization that is required to apply the provisions of Topic 220, Income Statement—Reporting Comprehensive Income, and has items of other comprehensive income for which the related tax effects are presented in other comprehensive income as required by GAAP.

The amendments are effective for all organizations for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years.

Early adoption is permitted.

Organizations should apply the proposed amendments either in the period of adoption or retrospectively to each period (or periods) in which the effect of the change in the U.S.

federal corporate income tax rate in the Tax Cuts and Jobs Act is recognized.

ASU 2018-05 adds the following guidance, among other things, to the FASB Accounting Standards Codification™ regarding the Act:

Question 1:If the accounting for certain income tax effects of the Act is not completed by the time a company issues its financial statements that include the reporting period in which the Act was enacted, what amounts should a company include in its financial statements for those income tax effects for which the accounting under Topic 740 is incomplete?

Answer 1:In a company’s financial statements that include the reporting period in which the Act was enacted, a company must first reflect the income tax effects of the Act in which the accounting under Topic 740 is complete.

These completed amounts would not be provisional amounts.

The company would then also report provisional amounts for those specific income tax effects of the Act for which the accounting under Topic 740 will be incomplete, but a reasonable estimate can be determined.

For any specific income tax effects of the Act for which a reasonable estimate cannot be determined, the company would not report provisional amounts and would continue to apply Topic 740 based on the provisions of the tax laws that were in effect immediately prior to the Act being enacted.

For those income tax effects for which a company was not able to determine a reasonable estimate (such that no related provisional amount was reported for the reporting period in which the Act was enacted), the company would report provisional amounts in the first reporting period in which a reasonable estimate can be determined.

If an entity accounts for certain income tax effects of the Act under a measurement period approach, what disclosures should be provided?

Answer 2:The staff believes an entity should include financial statement disclosures to provide information about the material financial reporting impacts of the Act for which the accounting under Topic 740 is incomplete, including:

Qualitative disclosures of the income tax effects of the Act for which the accounting is incomplete;

Disclosures of items reported as provisional amounts;

Disclosures of existing current or deferred tax amounts for which the income tax effects of the Act have not been completed;

The reason why the initial accounting is incomplete;

The additional information that is needed to be obtained, prepared, or analyzed in order to complete the accounting requirements under Topic 740;

The nature and amount of any measurement period adjustments recognized during the reporting period;

The effect of measurement period adjustments on the effective tax rate;

When the accounting for the income tax effects of the Act has been completed.

ASU 2018-05 is effective upon inclusion in the FASB Codification.

The FASB has issued an Accounting Standards Update (ASU) 2018-07 intended to reduce cost and complexity and to improve financial reporting for nonemployee share-based payments.

The ASU expands the scope of Topic 718, Compensation—Stock Compensation (which currently only includes share-based payments to employees) to include share-based payments issued to nonemployees for goods or services.

Consequently, the accounting for share-based payments to nonemployees and employees will be substantially aligned.

The ASU supersedes Subtopic 505-50, Equity—Equity-Based Payments to Non-Employees.

The amendments in this ASU are effective for public companies for fiscal years beginning after December 15, 2018, including interim periods within that fiscal year.

For all other companies, the amendments are effective for fiscal years beginning after December 15, 2019, and interim periods within fiscal years beginning after December 15, 2020.

Early adoption is permitted, but no earlier than a company’s adoption date of Topic 606, Revenue from Contracts with Customers.

FASB Releases ASU No.

The FASB has released Accounting Standards Update (ASU) No.

2018-09, Codification Improvements.

ASU 2018-09 affects a wide variety of Topics in the Codification including:

Amendments to Subtopic 220-10,Income Statement— Reporting Comprehensive Income—Overall.

The guidance in paragraph 220-10-45-10B(b) states that taxes not payable in cash are required to be reported as a direct adjustment to paid-in capital.

This requirement conflicts with other guidance in Topic 740,Income Taxes, Subtopic 805-740,Business Combinations—Income Taxes, and Subtopic 852-740,Reorganizations—Income Taxes, which generally states that income taxes and adjustments to those accounts upon a business combination or a bankruptcy that is eligible for fresh-start reporting must be recognized in income.

2018-09 clarifies the guidance in paragraph 220-10-45-10B by removing the generic phrase taxes not payable in cash and adding guidance that is specific to certain quasi-reorganizations.

Amendments to Subtopic 470-50,Debt—Modifications and Extinguishments.

The guidance in paragraph 470-50-40-2 requires that the difference between the reacquisition price of debt and the net carrying amount of extinguished debt be recognized in income in the period of extinguishment.

The guidance in that paragraph was not amended by FASB Statement No.

155, Accounting for Certain Hybrid Financial Instruments, or FASB Statement No.

159,The Fair Value Option for Financial Assets and Financial Liabilities;

therefore, it does not specifically address extinguishments of debt when the fair value option is elected.

2018-09 clarifies that:

When the fair value option has been elected on debt that is extinguished, the net carrying amount of the extinguished debt equals its fair value at the reacquisition date, and

Related gains or losses in other comprehensive income must be included in net income upon extinguishment of the debt.

Amendments to Subtopic 480-10, Distinguishing Liabilities from Equity—Overall.

The guidance in paragraph 480-10-25-15 prohibits the combination of freestanding financial instruments within the scope of Subtopic 480-10 with noncontrolling interest, unless the combination is required by Topic 815,Derivatives and Hedging.

The example in paragraphs 480-10-55-55 and 480-10-55-59 conflicts with that guidance by stating that freestanding option contracts with the terms in Derivative 2 should be accounted for on a combined basis with the noncontrolling interest.

The source of the example in paragraph 480-10-55-59 is from EITF Issue No.

00-4, “Majority Owner’s Accounting for a Transaction in the Shares of a Consolidated Subsidiary and a Derivative Indexed to the Noncontrolling Interest in That Subsidiary.” Issue 00-4 was nullified by FASB Statement No.

150,Accounting for Certain Financial Instruments with Characteristics of both Liabilities and Equity, but a conforming amendment to the example in paragraph 480-10-55-59 was not made to align it with the guidance in Statement 150.

The amendment in this Update conforms the guidance in paragraphs 480-10-55-55 and 480-10-55-59 with the guidance in Statement 150.

Amendments to Subtopic 718-740,Compensation—Stock Compensation—Income Taxes.

The guidance in paragraph 718-740-35-2, as amended, is unclear on whether an entity should recognize excess tax benefits (or tax deficiencies) for compensation expense that is taken on the entity’s tax return.

The amendment to paragraph 718-740-35-2 in ASU No.

2018-09 clarifies that an entity should recognize excess tax benefits (that is, the difference in tax benefits between the deduction for tax purposes and the compensation cost recognized for financial statement reporting) in the period when the tax deduction for compensation expense is taken on the entity’s tax return.

This includes deductions that are taken on the entity’s return in a different period from when the event that gives rise to the tax deduction occurs and the uncertainty about whether (1) the entity will receive a tax deduction and (2) the amount of the tax deduction is resolved.

Amendments to Subtopic 805-740,Business Combinations— Income Taxes.

The amendments to paragraph 805-740-25-13 removes a list of three methods for allocating the consolidated tax provision to an acquired entity after acquisition that is inconsistent with guidance in Topic 740.

The three methods for tax allocation described in paragraph 805-740-25-13 do not follow the broad principles of being systematic, rational, and consistent with Topic 740.

The amendment removes the allocation methods in paragraph 805-740-25-13 and conforms the guidance in Subtopic 805-740 with the guidance in Topic 740.

Amendments to Subtopic 815-10,Derivatives and Hedging— Overall.

The amendment to paragraphs 815-10-45-4 and 815-10-45-5 in ASU No.

2018-09 clarifies the circumstances in which derivatives may be offset.

Under certain specific conditions, derivatives may be offset if three of the four criteria in paragraph 210-20-45-1 are met.

One of the criteria—the intent to set off—is not required to offset derivative assets and liabilities for certain amounts arising from derivative instruments recognized at fair value and executed with the same counterparty under a master netting agreement.

Amendments to Subtopic 820-10,Fair Value Measurement— Overall.

The amendments to paragraph 820-10-35-16D in ASU No.

2018-09 clarify the Board’s decisions about the measurement of the fair value of a liability or instrument classified in a reporting entity’s shareholder’s equity from the perspective of a market participant that holds an identical item as an asset at the measurement date.

A technical inquiry questioned how transfer restrictions embedded in an asset should affect the fair value of the corresponding liability or equity instrument from the perspective of the issuer.

The amendments correct the wording of paragraph 820-10-35-16D to clarify how an entity should account for those restrictions.

The amendments are not intended to substantively change the application of GAAP.

However, it is possible that the amendments may result in a change to existing practice for some entities.

The amendments to paragraphs 820-10-35-18D through 35-18F and 820-10-35- 18H through 35-18L revise the current guidance to allow portfolios of financial instruments and nonfinancial instruments accounted for as derivatives in accordance with Topic 815 to use the portfolio exception to valuation.

The amendments improve guidance by adding wording that explicitly states that a group of financial assets, financial liabilities, nonfinancial items accounted for as derivatives in accordance with Topic 815, or a combination of these items that otherwise meet the criteria to do so are permitted to apply the portfolio exception for measuring fair value of the group.

This allows entities to measure fair value on a net basis for those portfolios in which financial assets and financial liabilities and nonfinancial instruments are managed and valued together.

Amendments to Subtopic 940-405, Financial Services—Brokers and Dealers—Liabilities.

Paragraph 940-405-55-1 contains incomplete guidance about offsetting on the balance sheet.

The current guidance focuses only on explicit settlement dates as a determining criterion for offsetting when, in fact, an entity should consider all the requirements in Section 210-20-45,Balance Sheet—Offsetting—Other Presentation Matters, to determine whether a right of offset exists.

There is similar guidance in paragraph 942-210-45-3.

Paragraphs 940-405-55-1 and 942-210-45- 3 originated from two different AICPA Audit and Accounting Guides and paraphrase the guidance in Subtopic 210-20, albeit each slightly differently.

The Board decided to amend both paragraphs so that the industry Topic guidance refers to the complete guidance for offsetting.

Amendments to Subtopic 962-325,Plan Accounting—Defined Contribution Pension Plans—Investments—Other.

The amendment to Subtopic 962-325 removes the stable value common collective trust fund from the illustrative example in paragraph 962-325-55-17 to avoid the interpretation that such an investment would never have a readily determinable fair value and, therefore, would always use the net asset value per share practical expedient.

Rather, a plan should evaluate whether a readily determinable fair value exists to determine whether those investments may qualify for the practical expedient to measure at net asset value in accordance with Topic 820.

Transition and Effective Date.

The transition and effective date guidance is based on the facts and circumstances of each amendment.

Some of the amendments in ASU No.

2018-09 do not require transition guidance and will be effective upon issuance of ASU No.

However, many of the amendments do have transition guidance with effective dates for annual periods beginning after December 15, 2018, for public business entities.

In addition, there are some conforming amendments in ASU No.

2018-09 that have been made to recently issued guidance that is not yet effective that may require application of the transition and effective date guidance in the original ASU.

For example, there are conforming amendments to Topic 820 and Subtopic 944-310, Financial Services—Insurance—Receivables, that are related to the amendments in Accounting Standards Update No.

2016-01, Financial Instruments—Overall (Subtopic 825-10):

Recognition and Measurement of Financial Assets and Financial Liabilities, which require application of the transition and effective date guidance in that ASU.

The FASB has issued Accounting Standards Update (ASU) No.

2018-10, Codification Improvements to Topic 842, Leases.

2018-10, among other things, amends Topic 842 as follows:

Residual Value Guarantees - Paragraph 460-10-60-32 in Topic 460, Guarantees - This paragraph incorrectly refers readers to the guidance in Topic 842 about sale-leaseback-sublease transactions, when, in fact, it should refer readers to the guidance about guarantees by a seller-lessee of the underlying asset’s residual value in a sale and leaseback transaction.

The amendment corrects the cross-reference in paragraph 460-10-60-32.

Rate Implicit in the Lease - The amendment clarifies that a rate implicit in the lease of zero should be used when applying the definition of the term “rate implicit” in the lease results in a rate that is less than zero.

Lessee Reassessment of Lease Classification - The amendment consolidates the requirements about lease classification reassessments into one paragraph and better articulates that an entity should perform the lease classification reassessment on the basis of the facts and circumstances, and the modified terms and conditions, if applicable, as of the date the reassessment is required.

Lessor Reassessment of Lease Term and Purchase Option - The amendment clarifies that a lessor should account for the exercise by a lessee of an option to extend or terminate the lease or to purchase the underlying asset as a lease modification unless the exercise of that option by the lessee is consistent with the assumptions that the lessor made in accounting for the lease at the commencement date of the lease (or the most recent effective date of a modification that is not accounted for as a separate contract).

Variable Lease Payments That Depend on an Index or a Rate - The amendment clarifies that a change in a reference index or rate upon which some or all of the variable lease payments in the contract are based does not constitute the resolution of a contingency subject to the guidance in paragraph 842-10-35-4(b).

Variable lease payments that depend on an index or a rate should be remeasured, using the index or rate at the remeasurement date, only when the lease payments are remeasured for another reason (that is, when one or more of the events described in paragraph 842-10-35- 4(a) or (c) occur or when a contingency unrelated to a change in a reference index or rate under paragraph 842-10-35-4(b) is resolved).

Investment Tax Credits - There is an inconsistency in terminology used about the effect that investment tax credits have on the fair value of the underlying asset between the definition of the term rate implicit in the lease and the lease classification guidance in paragraph 842-10-55-8.

The amendment removes that inconsistency by clarifying that the period covered by a lessor-only option to terminate the lease is included in the lease term.

Lease Term and Purchase Option - The description in paragraph 842-10-55- 24 about lessor-only termination options is inconsistent with the description in paragraph 842-10-55- 23 about the noncancellable period of a lease.

The amendment removes that inconsistency by clarifying that the period covered by a lessor-only option to terminate the lease is included in the lease term.

Transition Guidance for Amounts Previously Recognized in Business Combinations - The transition guidance for lessors in paragraph 842-10-65-1(h)(3) is unclear because it relates to leases classified as direct financing leases or sales-type leases under Topic 840, while the lead-in sentence to paragraph 842-10-65-1(h) provides transition guidance for leases classified as operating leases under Topic 840.

The amendment clarifies that paragraph 842-10-65-1(h)(3) applies to lessors for leases classified as direct financing leases or sales-type leases under Topic 842, not Topic 840.

In other words, paragraph 842- 10-65-1(h)(3) applies when an entity does not elect the package of practical expedients in paragraph 842-10-65-1(f), and, for a lessor, an operating lease acquired as part of a previous business combination is classified as a direct financing lease or a sales-type lease when applying the lease classification guidance in Topic 842.

The amendment also cross-references to other transition guidance applicable to those changes in lease classification for lessors.

Certain Transition Adjustments - The amendments clarify whether to recognize a transition adjustment to earnings rather than through equity when an entity initially applies Topic 842 retrospectively to each prior reporting period.

Transition Guidance for Leases Previously Classified as Capital Leases under Topic 840 - Paragraph 842-10-65-1(r) provides guidance to lessees for leases previously classified as capital leases under Topic 840 and classified as finance leases under Topic 842.

Paragraph 842-10-65-1(r)(4) provides subsequent measurement guidance before the effective date when an entity initially applies Topic 842 retrospectively to each prior reporting period, but it refers readers to the subsequent measurement guidance in Topic 840 about operating leases.

It should refer them to the subsequent measurement guidance applicable to capital leases.

The amendment corrects that reference.

Transition Guidance for Modifications to Leases Previously Classified as Direct Financing or Sales-Type Leases under Topic 840 - Paragraph 842-10-65-1(x) provides transition guidance applicable to lessors for leases previously classified as direct financing leases or sales-type leases under Topic 840 and classified as direct financing leases or sales-type leases under Topic 842.

For modifications to those leases beginning after the effective date, paragraph 842-10-65-1(x)(4) refers readers to other applicable guidance in Topic 842 to account for the modification, specifically paragraphs 842-10-25-16 through 25- 17, depending on how the lease is classified after the modification.

Stakeholders noted that it should refer to how the lease is classified before the modification to be consistent with the guidance provided in paragraphs 842-10-25-16 through 25-17.

The amendment corrects that inconsistency.

Transition Guidance for Sale and Leaseback Transactions - The amendments clarify that the transition guidance on sale and leaseback transactions in paragraph 842-10-65-1(aa) through (ee) applies to all sale and leaseback transactions that occur before the effective date and corrects the referencing issues noted.

Impairment of Net Investment in the Lease - Paragraph 842-30-35-3 provides guidance to lessors for determining the loss allowance of the net investment in the lease and describes the cash flows that should be considered when the lessor determines that loss allowance.

Stakeholders questioned whether the guidance, as written, would accelerate and improperly measure the loss allowance because the cash flows associated with the unguaranteed residual asset appear to be excluded from the evaluation.

The amendment clarifies the application of the guidance for determining the loss allowance of the net investment in the lease, including the cash flows to consider in that assessment.

Unguaranteed Residual Asset - The amendment clarifies that a lessor should not continue to accrete the unguaranteed residual asset to its estimated value over the remaining lease term to the extent that the lessor sells substantially all of the lease receivable associated with a direct financing lease or a sales-type lease, consistent with Topic 840.

Effect of Initial Direct Costs on Rate Implicit in the Lease - The ordering of the illustration in Case C of Example 1 in paragraphs 842-30-55- 31 through 55-39 raised questions about how initial direct costs factor into determining the rate implicit in the lease for lease classification purposes for lessors only.

The amendment more clearly aligns the illustration to the guidance in paragraph 842-10-25-4.

Failed Sale and Leaseback Transaction - The amendment clarifies that a seller lessee in a failed sale and leaseback transaction should adjust the interest rate on its financial liability as necessary to ensure that the interest on the financial liability does not exceed the total payments (rather than the principal payments) on the financial liability.

This clarification is also reflected in the relevant illustration on failed sale and leaseback transactions that is contained in Subtopic 842-40.

FASB Issues Targeted Improvements to Lease Standard .

The FASB has issued Accounting Standards Update (ASU) No.

2018-11, Leases (Topic 842):

Targeted Improvements.

This ASU is intended to reduce costs and ease implementation of the leases standard for financial statement preparers.

“The targeted improvements in the ASU address areas our stakeholders identified as sources of unnecessary cost or complexity in the leases standard,” stated FASB Chairman Russell G.

“They represent the FASB’s commitment to proactively address implementation issues raised by our stakeholders to ensure a successful transition to the new standard without compromising the quality of information provided to investors.”

ASU 2018-11 provides a new transition method and a practical expedient for separating components of a contract.

The FASB has issued Accounting Standards Update (ASU) No.

2019-01, Leases (Topic 842):

Codification Improvements .

The new ASU aligns the guidance for fair value of the underlying asset by lessors that are not manufacturers or dealers in Topic 842 with that of existing guidance.

As a result, the fair value of the underlying asset at lease commencement is its cost, reflecting any volume or trade discounts that may apply.

However, if there has been a significant lapse of time between when the underlying asset is acquired and when the lease commences, the definition of fair value (in Topic 820, Fair Value Measurement) should be applied.

The ASU also requires lessors within the scope of Topic 942, Financial Services—Depository and Lending, to present all “principal payments received under leases” within investing activities.

Finally, the ASU exempts both lessees and lessors from having to provide certain interim disclosures in the fiscal year in which a company adopts the new leases standard.

In June 2016, the FASB issued Accounting Standards Update No.

2016-13, In June 2016, the FASB issued Accounting Standards Update No.

2016-13, Financial Instruments—Credit Losses (Topic 326):

Measurement of Credit Losses on Financial Instruments, which introduced the expected credit losses methodology for the measurement of credit losses on financial assets measured at amortized cost basis, replacing the previous incurred loss methodology.

The amendments in Update 2016-13 added Topic 326, Financial Instruments—Credit Losses, and made several consequential amendments to the Codification.

Update 2016-13 also modified the accounting for available-for-sale debt securities, which must be individually assessed for credit losses when fair value is less than the amortized cost basis, in accordance with Subtopic 326-30, Financial Instruments— Credit Losses—Available-for-Sale Debt Securities.

Since the issuance of Update 2016-13, the Board has assisted stakeholders in implementing the amendments formally through the activities of the Credit Losses Transition Resource Group (TRG) and informally through other implementation assistance activities.

Through this assistance, the Board has identified certain areas that require clarification and improvement.

The FASB received several agenda request letters asking that the Board consider amending the transition guidance for Update 2016-13.

The entities that submitted the agenda request letters noted that certain financial statement preparers have begun (or are planning) to elect the fair value option on newly originated or purchased financial assets, although those entities historically have measured similar financial assets at amortized cost basis.

Without the targeted transition relief provided by the amendments in this Update, those entities noted that they would be required to maintain dual measurement methodologies for identical or similar financial instruments that are being managed in the same manner and that they would not provide financial statement users with decision-useful information because the financial statement information would not be comparable.

That is, the portion of an entity’s financial instruments measured at fair value may not be comparable to other identical, or similar, financial instruments measured at amortized cost basis that are owned by the same entity.

The amendments in this Update address those stakeholders’ concerns by providing an option to irrevocably elect the fair value option for certain financial assets previously measured at amortized cost basis.

For those entities, the targeted transition relief will increase comparability of financial statement information by providing an option to align measurement methodologies for similar financial assets.

Furthermore, the targeted transition relief also may reduce the costs for some entities to comply with the amendments in Update 2016-13 while still providing financial statement users with decision-useful information.

Comparative Reporting at Adoption

The amendments ASU 2018-11 provide entities with an additional (and optional) transition method to adopt the new leases standard.

Under this new transition method, an entity initially applies the new leases standard at the adoption date and recognizes a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption consistent with preparers’ requests.

Consequently, an entity’s reporting for the comparative periods presented in the financial statements in which it adopts the new leases standard will continue to be in accordance with current GAAP in Topic 840, Leases.

An entity that elects this additional (and optional) transition method must provide the required Topic 840 disclosures for all periods that continue to be in accordance with Topic 840.

The amendments do not change the existing disclosure requirements in Topic 840 (for example, they do not create interim disclosure requirements that entities previously were not required to provide).

Separating Components of a Contract

The amendments in ASU 2018-11 provide lessors with a practical expedient, by class of underlying asset, to not separate nonlease components from the associated lease component and, instead, to account for those components as a single component if the nonlease components otherwise would be accounted for under the new revenue guidance (Topic 606) and both of the following are met:

The timing and pattern of transfer of the nonlease component(s) and associated lease component are the same.

The lease component, if accounted for separately, would be classified as an operating lease.

An entity electing this practical expedient (including an entity that accounts for the combined component entirely in Topic 606) is required to disclose certain information, by class of underlying asset, as specified in the ASU.

Effective Date

The amendments in ASU 2018-11 related to separating components of a contract affect the amendments in ASU No.

2016-02, which are not yet effective but can be early adopted.

For entities that have not adopted Topic 842 before the issuance of this ASU, the effective date and transition requirements for the amendments in this update related to separating components of a contract are the same as the effective date and transition requirements in ASU 2016-02.

For entities that have adopted Topic 842 before the issuance of ASU 2018-11, the transition and effective date of the amendments related to separating components of a contract in this ASU are as follows:

The practical expedient may be elected either in the first reporting period following the issuance of this ASU or at the original effective date of Topic 842 for that entity.

The practical expedient may be applied either retrospectively or prospectively.

The FASB has further issued Accounting Standards Update (ASU) No.

2019-01, Leases (Topic 842):

Codification Improvements.

The new ASU aligns the guidance for fair value of the underlying asset by lessors that are not manufacturers or dealers in Topic 842 with that of existing guidance.

As a result, the fair value of the underlying asset at lease commencement is its cost, reflecting any volume or trade discounts that may apply.

The ASU also requires lessors within the scope of Topic 942, Financial Services—Depository and Lending, to present all “principal payments received under leases” within investing activities.

Finally, the ASU exempts both lessees and lessors from having to provide certain interim disclosures in the fiscal year in which a company adopts the new leases standard.

All entities, including early adopters that elect the practical expedient related to separating components of a contract in this ASU must apply the expedient, by class of underlying asset, to all existing lease transactions that qualify for the expedient at the date elected.

NOTE 3 - CASH AND CASH EQUIVALENT

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

At October 25, 2013 and June 30, 2013 cash and cash equivalents consisted of bank deposits in Malaysia bank and petty cash on hands.

N OTE 4 - INVENTORIES

Inventories, at December 31, 2013 and October 25, 2013 are summarized as follows:

December 31, 2013

October 25, 2013

The inventories represent the gold minerals as at December 31, 2013 and October 25, 2013.

NOTE 5 - ACCOUNTS PAYABLE AND ADVANCED FROM SUB-CONTRACTOR AND RELATED PARTIES

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

Amount due from Stable Treasure Sdn.

(*) One of the directors of Stable Treasure Sdn.

Balakrishnan B S Muthu is also the director of the Company.

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

NOTE 6 - INVENTORIES

Inventories are valued at cost, not in excess of market.

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

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 October 25, 2013 and June 30, 3013 consist of the following items:

December 31, 2013

October 25, 2013

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

Due to Changxin Wanlin Technology Co Ltd(*)

2 unchanged sentences

One of the directors of Changxin Wanlin Technology Co.

Ltd., Wu Ming Ding, is also the director of CSB.

Wu Ming Ding, has resigned as director of VRDR (as of February 20, 2016), GBL (as of February 11, 2016) and CSB (as of February 17, 2016).

This accounts payable bears no interest or collateral, repayable and renewable under normal business accounts payable terms.

Advanced from subcontractor & related parties

Advanced from subcontractor & related parties at December 31, 2013 and October 25, 2013 consist of the following items:

December 31, 2013

October 25, 2013

Advanced from sub-contractor

Advanced from directors, ex-director related

to advancement to the Company(#1)

Advanced from related parties

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

Advanced from BOG (#1)

Advanced from Federal Mining Resources Limited(#2)

(#1)Advanced from directors or ex–director of CSB are advancement to CSB related to ordinary business transactions and bear no interest or collateral, repayable and renewable under normal business advancement terms.

Advanced from Federal Capital Investment Limited (#3)

Advanced from Yorkshire Capital Limited (#4)

(#1) BOG is one of the shareholders of the Company.

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

(#2) One of the directors of Federal Mining Resources Limited, Mr.

Wu Ming Ding, is also the director of the Company.

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

Chen Ching, has been appointed as director of the Company effective February 20, 2016.

Another director of Federal Mining Resources Limited, Mr.

Wu Ming Ding, has resigned as director of the Company effective February 20, 2016.

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

(#3) One of the directors of Federal Capital Investment Limited, Mr.

Wu Ming Ding, has resigned as director of the Company effective February 20, 2016.

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

(#4) One of the directors of Yorkshire Capital Limited, Mr.

Lai Kui Shing, Andy, has resigned as director of CSB effective February 17, 2016.

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

NOTE 8 - PROPERTY, PLANT AND EQUIPMENT

Property and equipment at December 31, 2013 and October 25, 2013 are summarized as follows:

December 31, 2013

October 25, 2013

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, 2013 and 2012 was $381,290 and $0.

NOTE 7 – LOANS FROM BANKS (HIRE PURCHASE INSTALLMENT LOANS)

The loans from banks include long term and short term and are summarized as follow:

December 31, 2013

October 25, 2013

Loans from banks

Loans from banks (non-current)

Hire purchase installment loans with total amount $181,472 and $285,328 as at December 31, 2013 and October 25, 2013 are $167,833 and $262,452 net of imprest charges equivalent to interest $13,639 and $22,876 are summarized as follows:

December 31, 2013

October 25, 2013

Interest Rate

Financial institution in Malaysia

Hire purchase loans payable to banks

(*) Hire purchase installment loans with Motor Vehicles as collateral.

The financial institutions in Malaysia are Islamic banks and bear no interest in the installment agreement.

However, there are certain imprest charges equivalent to interests which are being calculated at an average annual rate of approximate 6.34% for the entire loans life and periods.

The scheduled maturities of the CSL’s hire purchase installment loans are as follows:

Total minimum hire purchase installment payment

Amount representing imprest charges equivalent to interest (current portion:

$7,649 and non-current portion:$5,990)

Present value of net minimum lease payments (#)

(#) Minimum payment reflected in the balance sheet as current and noncurrent obligations under hire purchases installment loans as of at December 31, 2013.

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

NOTE 9 - INCOME TAX

The Company and its subsidiaries are subject to income taxes on an entity basis on income arising in, or derived from, the tax jurisdiction in which they operate.

T he Company is a Nevada incorporated company and subject to United State Federal Income Tax.

The Company is a Nevada incorporated company and subject to United State Federal Income Tax.

The Tax Cuts and Jobs Act of (“TCJ Act”) was signed into law in December 2017, and among its many provisions, it imposed a mandatory one-time transition tax on undistributed international earnings and reduced the U.S.

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 March 31, 2020 and 2019.

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

CSB is a Malaysia incorporated company and required to pay corporate income tax at 25% of taxable income.

A reconciliation between the income tax computed at the Japan statutory rate and the Company’s provision for income tax is as follows:

December 31, 2013

October 25, 2013

A reconciliation between the income tax computed at the relevant statutory rate and the Company’s provision for income tax is as follows:

US Federal Income Tax Rate.

6 unchanged sentences

Summary of the Company’s net deferred tax liabilities and assets are as follows:

December 31, 2013

October 25, 2013

Deferred tax assets:

1 unchanged sentence

Valuation allowances

The Company has recorded valuation allowances for certain tax attribute carryforwards and other deferred tax assets due to uncertainty that exists regarding future realizability.

The Company has recorded valuation allowances for certain tax attribute carry forwards and other deferred tax assets due to uncertainty that exists regarding future realizability.

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, 2013 and October 25, 2013 or balance sheet as of December 31, 2013 and October 25, 2013.

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, 2013, the Company’s office rent has expired and is currently being rent under month to month term.

There are no commitments and contract on such rental expenses.

As at December 31, 2013, the Company’s hire purchase installment agreements are disclosed in Note 8.

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.

4 unchanged sentences

The following table sets forth the computation of basic and diluted earnings per share:

Three Months Ended December 31,

Net loss applicable to common shares

Weighted average common shares

outstanding (Basic)

Weighted average common shares

outstanding (Diluted)

Net loss per share (Basic and Diluted)

Six Months Ended December 31,

Three Months Ended

Net loss applicable to common shares

Weighted average common shares

outstanding (Basic)

Weighted average common shares

outstanding (Diluted)

Weighted average common shares outstanding (Basic)

Weighted average common shares outstanding (Diluted)

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 profit (loss) per share (Basic and Diluted)

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

3 unchanged sentences

Each common share entitles the holder to one vote, in person or proxy, on any matter on which action of the stockholders of the corporation is sought.

Effective February 2, 2018, the Company’s Articles of Incorporation were amended to increase the authorized shares of the Company from 250,000,000 shares of common stock to 10,000,000,000 shares of common stock.

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

The Form 8K announcing the increase of the authorized shares of the Company was filed with SEC on February 6, 2018.

Share Issuance

Since inception (April 22, 2010) to September 30, 2013, the Company has issued 2,500,000 and 1,477,500 common shares at $0.01 and $0.04 per share, respectively, resulting in total cash proceeds of $84,100, being $3,978 for par value shares and $80,122 for capital in excess of par value.

On October 25, 2013, the Company issued 80,000,000 common shares at par value under the terms of the Assignment Agreement whereby FMR will assign its management rights of CSB’s mining operation in the Mining Lease to VRDR, through its wholly-owned subsidiary GBL, in exchange for 80,000,000 shares of the Company’s common stock.

On November 11, 2013, the Company issued 75,000 common shares at US$1.75 per share to Marketing Management International, LLC (“MMI”), a Florida Limited Liability Company, under the terms of the Consulting Agreement for the engagement of its consulting services.

There were 84,052,500 common shares issued and outstanding at December 31, 2013 compared to 3,977,500 common shares issued and outstanding at September 30, 2013.

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 March 31, 2021 and June 30, 2020 respectively.

There are no preferred shares outstanding.

2 unchanged sentences

NOTE 13 - RELATED PARTY TRANSACTIONS

As at December 31, 2013, advances made by directors or ex-director of CSB are of $40,786, and advanced made by two related parties of VRDR are of $2,097,277 related to the ordinary business transactions.

One of the directors of these two companies is also the director of VRDR and GB.

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

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 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.

NOTE 14 - GOING CONCERN AND LIQUIDITY CONSIDERATIONS

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, 2013, the Company has a loss from operations of $686,097 and working capital deficiency of $3,026,491.

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 year ending June 30, 2014 and subsequently.

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

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.

In response to these problems, management intends to raise additional funds through public or private placement offerings, and related party loans.

2 unchanged sentences

NOTE 15 - CONCENTRATIONS

The Company’s major suppliers for the period ended December 31, 2013 and 2012 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 six months ended December 31, 2013 and 2012 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

On February 17, 2014, the Company entered into a Supplementary Agreement to the Assignment Agreement and completed an acquisition of Gold Billion Global Limited (“GBL”) pursuant to the Supplementary Agreement.

The acquisition was a reverse acquisition in accordance with ASC 805-40 “Reverse Acquisitions”.

The legal parent was Verde Resources, Inc.

which was the accounting acquiree while GBL was the accounting acquirer.

There was a 15% non-controlling interest of Champmark SDN BHD (“CSB”) after the acquisition.

The assets and liabilities of the acquired entity have been brought forward at their book value and no goodwill has been recognized.

As a result of the acquisition, the Company holds 100% equity interest in GBL and 85% variable interest in CSB.

Our consolidated subsidiaries include GBL being our wholly-owned subsidiary and 85% of CSB being a variable interest entity (VIE) and deemed subsidiary of GBL.

The Company has evaluated subsequent events from the balance sheet date through the date the financial statements were issued and determined there are no additional items to disclose.

NOTE 16 - RESTATEMENTS

On February 25, 2014, the Company management had identified some typographic and calculation errors.

Correction had been made as below:

The typographical errors on balance sheet are restated as follow:

As of October 25, 2013

Current Liabilities

Total Current Liabilities

As of December 31, 2013

Long term Liabilities

Other payable

Loans from banks (non-current)

Total Long Term Liabilities

As of October 25, 2013

Long term Liabilities

Other payable

Loans from banks (non-current)

Total Long Term Liabilities

As of the period ended October 25, 2013, the accrual transfer from the proforma balance sheet has erroneously mistype as $329,272.

The corrected transfer amount should be $333,272.

For the amount of total current liabilities, the number was mistyped as $3,388,076.

The corrected amount should be $3,392,076.

As of the quarter ended December 31, 2013, there was typographical error being made on the item “Loans from banks (non-current)” which had been mis-typed as “Other payable”.

The correction of typographical errors did not change the total long term liabilities.

The calculation errors made on the statement of operations are as follow:

For the three months ended December 31, 2013

Foreign currency translation loss

Comprehensive loss

In the original filing, the Foreign currency translation loss and comprehensive loss were both omitted.

The corrected amount of foreign currency translation loss should be $(125,055) and comprehensive loss should be $(450,579).

For the three months ended December 31, 2013

For the six months ended December 31, 2013

Basic and Dilute Loss per Common Share

Weighted Average Number of Common Shares Outstanding

Calculation errors were made on the Basic and Diluted Loss Per Common Share which should be changed from $(0.0192) to $(0.0052) for the three months ended December 31, 2013 and from $(0.0334) to $(0.0165) for the six months ended December 31, 2013.

The Weighted Average Number of Common Shares Outstanding should be changed from $18,892,089 to $63,149,511 for the three months ended December 31, 2013 and from $18,892,089 to $33,563,505 for the six months ended December 31, 2013.

Calculation and presentation errors were made on the Statements of Cash Flow which should be corrected as follow:

For the six months ended December 31, 2013

Cash flows from operating activities:

Disposal of fixed assets

Issuance of common stock (non-cash)

Net cash (used in) operating activities

Cash flows from investing activities:

Proceeds from disposal of plant and equipment

Net cash provided by investing activities

Cash flows from financing activities:

Proceeds from issuance of common stock

Shareholders’ loans waived

Net cash provided by financing activities

Net increase/(decrease) in cash and cash equivalent

Effect of exchange rate changes on cash

Net (decrease) in cash and cash equivalents

Cash and cash equivalents at beginning of year

Supplementary non-cash information

Issuance of common stock

Supplementary cash flow information

Interest paid

After the correction of calculation errors, the “Disposal of fixed assets” was changed from $10,330 to $(10,330).

The “Issuance of common stock (non cash)” item was added and the amount should be $211,250.

The “Net cash (used in) operating activities” decreased from $(636,257) to $(445,666).

The “Proceeds from disposal of plant and equipment” and “Net cash provided by investing activities” were changed from $69,619 to $139,797.

The “Proceeds from issuance of common stock” was reduced from $307,188 to $0 with addition of Shareholders’ loans waived increase from $0 to $95,938.

The Net increase/(decrease) in cash and cash equivalent changed from $(88,520) to $(39,001).

The “Effect of exchange rate changes on cash” decreased from $87,400 to $54,286

The cash and cash equivalents at beginning of year decreased from $18,506 to $2,101.

The interest paid in the supplementary cash flow information was changed from $3,783 to $6,749.

The supplementary non-cash information added one line “Issuance of common stock” to reflect the $211,250 non-cash proceeded from issuance of common stock.

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/A

Item 1. Financial Statements