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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

 

For The Quarterly Period Ended September 30, 2024

 

or

 

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the transition period from _______________ to _______________

 

Commission File Number 001-41835

 

AGAPE ATP CORPORATION

(Exact name of registrant issuer as specified in its charter)

 

Nevada   36-4838886

(State or other jurisdiction of

incorporation or organization)

 

(I.R.S. Employer

Identification No.)

 

1705 - 1708, Level 17, Tower 2, Faber Tower, Jalan Desa Bahagia,

Taman Desa, 58100 Kuala Lumpur, Malaysia.

(Address of principal executive offices, including zip code)

 

Registrant’s phone number, including area code (60) 192230099

 

Securities registered pursuant to Section 12(b) of the Securities Exchange Act:

 

Common Stock, $0.0001 par value

(Title of Class)

 

Nasdaq Capital Market

(Name of exchange on which registered)

 

ATPC

(Ticker Symbol)

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

 

Yes ☒ No ☐

 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (section 232.405 of this chapter) during the preceding twelve months (or shorter period that the registrant was required to submit and post such files).

 

Yes ☒ No ☐

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

Large Accelerated Filer ☐ Accelerated Filer ☐ Non-accelerated Filer ☒ Smaller reporting company

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

 

Yes ☐ No

 

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY

PROCEEDINGS DURING THE PRECEDING FIVE YEARS:

 

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court.

 

Yes ☐ No ☐

 

APPLICABLE ONLY TO CORPORATE ISSUERS:

 

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

 

Class   Outstanding at November 11, 2024
Common Stock, $0.0001 par value   3,989,056

 

 

 

 
 

 

TABLE OF CONTENTS

 

    Page
PART I FINANCIAL INFORMATION  
ITEM 1. UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS:  
  Unaudited Condensed Consolidated Balance Sheets F-1
  Unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss F-2
  Unaudited Condensed Consolidated Statements of Changes in Stockholders’ Equity F-3
  Unaudited Condensed Consolidated Statements of Cash Flows F-4
  Notes to Unaudited Condensed Consolidated Financial Statements F-5 - F-36
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 3
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 13
ITEM 4. CONTROLS AND PROCEDURES 13
PART II OTHER INFORMATION  
ITEM 1 LEGAL PROCEEDINGS 15
ITEM 2 UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS 15
ITEM 3 DEFAULTS UPON SENIOR SECURITIES 15
ITEM 4 MINE SAFETY DISCLOSURES 15
ITEM 5 OTHER INFORMATION 15
ITEM 6 EXHIBITS 15
  SIGNATURES 16

 

 2 
 

 

PART I FINANCIAL INFORMATION

 

ITEM 1. UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS:

 

AGAPE ATP CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEETS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

  

September 30, 2024

(Unaudited)

  

December 31, 2023

(Audited)

 
   As of 
  

September 30, 2024

(Unaudited)

  

December 31, 2023

(Audited)

 
ASSETS          
CURRENT ASSETS          
Cash and cash equivalents (Included $1,294 and $122 in the consolidated VIE that can be used only to settle obligations of the consolidated VIE as of September 30, 2024 and December 31, 2023, respectively.)  $2,719,033   $4,832,460 
Accounts receivable, net   41,944    55,458 
Other receivable   1,432    435 
Amount due from related parties   2,460    11,093 
           
Inventories   60,564    47,907 
Prepaid taxes (Included $0 and $1,670 in the consolidated VIE that can be used only to settle obligations of the consolidated VIE as of September 30, 2024 and December 31, 2023, respectively.)   34,101    21,993 
Prepayments and deposits, net (Included $20 and $7 in the consolidated VIE that can be used only to settle obligations of the consolidated VIE as of September 30, 2024 and December 31, 2023, respectively.)   539,701    215,806 
Total Current Assets   3,399,235    5,185,152 
           
NON-CURRENT ASSETS          
Property and equipment, net   47,508    77,858 
Intangible assets, net   15,413    17,458 
Finance lease assets   205,220    86,335 
Operating right-of-use assets   282,734    357,301 
Investment in marketable securities   12,084    20,171 
Investment in non-marketable securities   1,500    - 
Deferred tax assets   -    219 
Total Non-Current Assets   564,459    559,342 
           
TOTAL ASSETS  $3,963,694   $5,744,494 
           
LIABILITIES AND STOCKHOLDERS’ EQUITY          
CURRENT LIABILITIES          
Accounts payable   83,309    55,585 
Accounts payable – related parties   27,183    34,848 
Customer deposits   94,887    101,575 
Operating lease liabilities, current   161,999    138,548 
Other payables and accrued liabilities ($1,153 and $899 are included in the consolidated VIE that are without recourse to the credit of Agape ATP Corporation as of September 30, 2024 and December 31, 2023, respectively.)   540,896    726,061 
Other payable – related parties   769    7,846 
Finance lease liabilities, current   23,085    7,075 
Income tax payable   14,764    - 
Total Current Liabilities   946,892    1,071,538 
           
NON-CURRENT LIABILITIES          
Operating lease liabilities, non-current   122,250    219,530 
Finance lease liabilities, non-current   130,927    72,563 
Total Non-Current Liabilities   253,177    292,093 
           
TOTAL LIABILITIES  $1,200,069   $1,363,631 
           
COMMITMENTS AND CONTINGENCIES (Note 21)   -    - 
           
STOCKHOLDERS’ EQUITY          
Preferred stock, $0.0001 par value; 200,000,000 shares authorized; Nil issued and outstanding   -    - 
Common Stock, par value $0.0001; 50,000,000 shares authorized, 3,989,056 and 3,855,126 shares issued and outstanding as of September 30, 2024 and December 31, 2023, respectively.*   399    386 
Additional paid in capital   11,422,708    11,386,055 
Treasury Stock, par value $0.0001; 0 and 6,765 shares as of September 30, 2024 and December 31, 2023, respectively.*   -    (1)
Accumulated deficit   (8,709,605)   (7,047,571)
Accumulated other comprehensive income   34,111    30,215 
TOTAL AGAPE ATP CORPORATION STOCKHOLDERS’ EQUITY   2,747,613    4,369,084 
           
NON-CONTROLLING INTERESTS   16,012    11,779 
           
TOTAL EQUITY   2,763,625    4,380,863 
           
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY  $3,963,694   $5,744,494 

 

*Issued and outstanding shares of common stock and treasury stock have been adjusted on a retroactive basis to reflect 1-for-20 reverse stock split effective on August 30, 2024.

 

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

 

 F-1 
 

 

AGAPE ATP CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

   2024   2023   2024   2023 
   For the three months ended   For the nine months ended 
   September 30,   September 30, 
   2024   2023   2024   2023 
                 
REVENUE  $331,289   $355,314   $962,971   $1,040,017 
                     
COST OF REVENUE   (147,104)   (120,586)   (381,805)   (356,875)
                     
GROSS PROFIT   184,185    234,728    581,166    683,142 
                     
SELLING   (41,582)   (49,285)   (129,938)   (189,509)
COMMISSION   (6,894)   (14,002)   (23,573)   (69,886)
GENERAL AND ADMINISTRATIVE   (683,819)   (488,519)   (2,152,889)   (1,554,242)
TOTAL OPERATING EXPENSES   (732,295)   (551,806)   (2,306,400)   (1,813,637)
                     
LOSS FROM OPERATIONS   (548,110)   (317,078)   (1,725,234)   (1,130,495)
                     
OTHER INCOME (EXPENSES)                    
Other income (loss), net   3,445    (98)   25,942    12,402 
Interest income   16,291    658    58,432    5,475 
Unrealized holding (loss) gain on marketable securities   (1,176)   (3,872)   (6,642)   4,838 
Gain (loss) on disposal of property and equipment   111    (20)   111    1,767 
Exchange gain (loss), net   2,525    (382)   1,745    (34,958)
TOTAL OTHER INCOME (EXPENSES), NET   21,196    (3,714)   79,588    (10,476)
                     
LOSS BEFORE INCOME TAXES   (526,914)   (320,792)   (1,645,646)   (1,140,971)
                     
INCOME TAX CREDIT (EXPENSE)   2,875    (3,943)   (13,803)   2,712 
                     
NET LOSS   (524,039)   (324,735)   (1,659,449)   (1,138,259)
                     
LESS: NET (LOSS) INCOME ATTRIBUTABLE TO NON-CONTROLLING INTERESTS   (14,411)   2,294    2,586    (10,704)
                     
NET LOSS ATTRIBUTABLE TO AGAPE ATP CORPORATION  $(509,628)  $(327,029)  $(1,662,035)  $(1,127,555)
                     
NET LOSS  $(524,039)  $(324,735)  $(1,659,449)  $(1,138,259)
                     
OTHER COMPREHENSIVE INCOME                    
Foreign currency translation adjustment   7,224    6,367    3,896    8,713 
                     
TOTAL COMPREHENSIVE LOSS   (516,815)   (318,368)   (1,655,553)   (1,129,546)
                     
Less: Comprehensive (loss) income attributable to non-controlling interests   (12,522)   2,039    4,233    (11,580)
                     
COMPREHENSIVE LOSS ATTRIBUTABLE TO AGAPE ATP CORPORATION  $(504,293)  $(320,407)  $(1,659,786)  $(1,117,966)
                     
LOSS PER SHARE                    
Basic and diluted  $(0.13)  $(0.09)  $(0.43)  $(0.30)
                     
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING*                    
Basic and diluted   3,881,074    3,772,601    3,859,393    3,772,601 

 

*Weighted average number of common shares outstanding have been adjusted on a retroactive basis to reflect 1-for-20 reverse stock split effective on August 30, 2024.

 

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

 

 F-2 
 

 

AGAPE ATP CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF

CHANGES IN STOCKHOLDERS’ EQUITY

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

  

Number of

shares

   Par value  

PAID IN

CAPITAL

  

ACCUMULATED

DEFICIT

  

COMPREHENSIVE

INCOME

  

CONTROLLING

INTERESTS

  

STOCKHOLDERS’

EQUITY

 
   COMMON STOCK*   ADDITIONAL      

ACCUMULATED

OTHER

   NON-   TOTAL 
  

Number of

shares

   Par value  

PAID IN

CAPITAL

  

ACCUMULATED

DEFICIT

  

COMPREHENSIVE

INCOME

  

CONTROLLING

INTERESTS

  

STOCKHOLDERS’

EQUITY

 
Balance as of December 31, 2022   3,772,601   $377 - $6,477,884   $(4,945,586)  $      9,266   $20,513   $  1,562,454 
Net loss   -    -    -    (425,840)   -    (8,235)   (434,075)
Foreign currency translation adjustment   -    - -  -    -    2,077    17    2,094 
Balance as of March 31, 2023   3,772,601   $377 - $6,477,884   $(5,371,426)  $11,343   $12,295   $1,130,473 
Net loss   -    -    -    (374,686)   -    (4,763)   (379,449)
Foreign currency translation adjustment   -    - -  -    -    269    (639)   (370)
Balance as of June 30, 2023   3,772,601   $377 - $6,477,884   $(5,746,112)  $11,612   $6,893   $750,654 
Net income (loss)   -    - -  -    (327,029)   -    2,294    (324,735)
Foreign currency translation adjustment   -    - -  -    -    6,367    (255)   6,112 
Balance as of September 30, 2023   3,772,601   $377 - $6,477,884   $(6,073,141)  $17,979   $8,932   $432,031 

 

   Number of shares (1)   Par value  

Number of

shares

   Par
value
   PAID IN CAPITAL   ACCUMULATED
DEFICIT
   COMPREHENSIVE INCOME   CONTROLLING INTERESTS   STOCKHOLDERS’
EQUITY
 
  

COMMON

STOCK*

  

TREASURY

STOCK*

   ADDITIONAL       ACCUMULATED OTHER   NON-   TOTAL 
   Number of shares   Par value  

Number of

shares

   Par
value
   PAID IN CAPITAL   ACCUMULATED
DEFICIT
   COMPREHENSIVE INCOME   CONTROLLING INTERESTS   STOCKHOLDERS’
EQUITY
 
                                     
Balance as of December 31, 2023   3,855,126   $386    (6,765)   $(1)  $11,386,055   $(7,047,571)  $30,215   $11,779   $4,380,863 
Redemption of shares   (6,765)   (1)    6,765    1    -    -    -    -    - 
Net loss   -    -    -    -    -    (709,707)   -    6,613    (703,094)
Foreign currency translation adjustment   -    -    -    -    -    -    (1,551)   (302)   (1,853)
Balance as of March 31, 2024   3,848,361   $385    -   $-   $11,386,055   $(7,757,278)  $28,664   $18,090   $3,675,916 
                                              
Share based compensation   423    -    -    -    6,667    -    -    -    6,667 
Net loss   -    -    -    -    -    (442,699)   -    10,384    (432,315)
Foreign currency translation adjustment   -    -    -    -    -    -    (1,777)   60    (1,717)
Balance as of June 30, 2024   3,848,784   $385    -   $-   $11,392,722   $(8,199,977)  $26,887   $28,534   $3,248,551 
Share based compensation   4,720    -    -    -    30,000    -    -    -    30,000 
Roundup of fractional shares upon reverse stock split   135,552    14    -    -    (14)   -    -    -    - 
Net income (loss)   -    -    -    -    -    (509,628)   -    (14,411)   (524,039)
Foreign currency translation adjustment   -    -    -    -    -    -    7,224    1,889    9,113 
Balance as of September 30, 2024   3,989,056   $399    -   $-   $11,422,708   $(8,709,605)  $34,111   $16,012   $2,763,625 

 

*Common stock and treasury stock have been adjusted on a retroactive basis to reflect 1-for-20 reverse stock split effective on August 30, 2024.

 

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

 

 F-3 
 

 

AGAPE ATP CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”)

 

   2024   2023 
  

For the nine months ended

September 30,

 
   2024   2023 
         
CASH FLOWS FROM OPERATING ACTIVITIES:          
Net loss  $(1,659,449)  $(1,138,259)
Adjustments to reconcile net loss to net cash used in operating activities:          
Depreciation of property and equipment   32,411    54,993 
Gain on disposal of property and equipment   (111)   - 
Amortization of intangible assets   3,611    4,431 
Amortization of finance lease assets   18,956    - 
Amortization of operating right-of-use assets   103,187    113,804 
Unrealized holding loss (gain) on marketable securities   6,642    (4,838)
Deferred tax provision (benefit)   218    (6,537)

Allowance for expected credit loss

   28,359    - 
Changes in operating assets and liabilities:          
Accounts receivables   6,353    (20,800)
Amount due from related parties   8,858    (782)
Inventories   (6,473)   (13,484)
Prepaid taxes   (8,592)   307,967 
Prepayments and deposits   (329,898)   84,978 
Other receivables   (949)   - 
Accounts payable   19,139    11,365 
Accounts payable – related parties   (10,415)   3,791 
Customer deposits   (16,349)   (45,083)
Operating lease liabilities   (102,605)   (114,943)
Other payables and accrued liabilities   (179,853)   (219,676)
Other payables – related parties   (7,133)   (1,959)
Income tax payable   13,213    (10,674)
Net cash used in operating activities   (2,080,880)   (995,706)
           
CASH FLOWS FROM INVESTING ACTIVITIES:          
Purchase of property and equipment   (48,722)   (7,200)
Proceeds from disposal of property and equipment   111      
Net cash used in investing activities   (48,611)   (7,200)
           
CASH FLOWS FROM FINANCING ACTIVITIES:          
Deferred offering costs   -    (113,911)
Payment of finance lease liabilities   (6,691)   - 
Net cash used in financing activities   (6,691)   (113,911)
           
EFFECT OF EXCHANGE RATE ON CASH AND CASH EQUIVALENTS   22,755    (9,954)
           
DECREASE IN CASH AND CASH EQUIVALENTS   (2,113,427)   (1,126,771)
           
CASH AND CASH EQUIVALENTS, beginning of period   4,832,460    1,438,430 
           
CASH AND CASH EQUIVALENTS, end of period  $2,719,033   $311,659 
           
SUPPLEMENTAL CASH FLOWS INFORMATION          
Income taxes paid  $10,257   $20,617 
Refund of prepaid taxes   1,665    - 
           
SUPPLEMENTAL NON-CASH FLOWS INFORMATION          
Increase in right-of-use assets and lease liabilities due to lease renewal  $-   $422,819 

 

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

 

 F-4 
 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

1. ORGANIZATION AND BUSINESS BACKGROUND

 

Agape ATP Corporation, a Nevada corporation (“the Company”) was incorporated under the laws of the State of Nevada on June 1, 2016.

 

Agape ATP Corporation operates through its subsidiaries, namely, Agape ATP Corporation (“AATP LB”), a company incorporated in Labuan, Malaysia, and Agape Superior Living Sdn. Bhd. (“ASL”), a company incorporated in Malaysia.

 

AATP LB, incorporated in Labuan, Malaysia, is an investment holding company with 100% equity interest in Agape ATP International Holding Limited (“AATP HK”), a company incorporated in Hong Kong.

 

On May 8, 2020, the Company entered into a Share Exchange Agreement with Mr. How Kok Choong, CEO and director of the Company to acquire 9,590,596 ordinary shares, no par value, equivalent to approximately 99.99% of the equity interest in Agape Superior Living Sdn. Bhd., a network marketing entity incorporated in Malaysia.

 

ASL is a limited company incorporated on August 8, 2003, under the laws of Malaysia.

 

On September 11, 2020, the Company incorporated Wellness ATP International Holdings Sdn. Bhd. (“WATP”), a wholly owned subsidiary under the laws of Malaysia, to pursue the business of promoting wellness and wellbeing lifestyle of the community by providing services that includes online editorials, programs, events and campaigns on how to achieve positive wellness and lifestyle. On July 4, 2024, the entity changed its name to Cedar ATPC Sdn. Bhd. (“CEDAR”).

 

On November 11, 2021, AATP LB formed an entity, DSY Wellness International Sdn. Bhd. (“DSY Wellness”) with an independent third party which AATP LB owns 60% of the equity interest, to pursue the business of providing complementary health therapies.

 

The Company and its subsidiaries are principally engaged in the Health and Wellness Industry. The principal activity of the Company is to supply high-quality health and wellness products, including supplements to assist in cell metabolism, detoxification, blood circulation, anti-aging and products designed to improve the overall health system of the human body and various wellness programs.

 

The Company is positioning itself for sustainable growth by diversifying its operations into the domain of renewable energy. This initiative is founded upon our commitment to environmental responsibility, long-term value creation, and proactive adaptation to global energy trends. On January 3, 2024, the Company formed an equity method investment entity, OIE ATPC Holdings (M) Sdn. Bhd. with Oriental Industries Enterprise (M) Sdn. Bhd. (“OIE”), which the Company and OIE each own 50% of the equity interest. On March 14, 2024, the Company acquired 50% of OIE ATPC Holdings (M) Sdn. Bhd. equity interest from OIE, subsequently the entity becomes a wholly owned subsidiary of the Company. On June 7, 2024, the entity changed its name to ATPC Green Energy Sdn. Bhd (“AGE”).

 

On September 19, 2024, AGE increased its number of ordinary shares to 1,000,000 shares at RM 0.01 per share.

 

On January 8, 2024, AGE formed a wholly own entity, OIE ATPC Exim (M) Sdn. Bhd (“ATPC Exim”). However, the Company had decided not to proceed with the continued development of ATPC Exim. There is no impact to the Group’s operation.

 

The accompanying consolidated financial statements reflect the activities of the Company, AATP LB, AATP HK, CEDAR, ASL, DSY Wellness, AGE, ATPC Exim and its variable interest entity (“VIE”), Agape S.E.A. Sdn. Bhd. (“SEA”) (See Note 4).

 

Details of the Company’s subsidiaries:

 

   Subsidiary
company name
  Place and date of
incorporation
  Particulars of
issued capital
  Principal
activities
  Proportional of ownership
interest and
voting power
held
 
                 
1.  Agape ATP Corporation  Labuan,
March 6, 2017
  100 shares of ordinary share of US$1 each  Investment holding   100%
                  
2.  Agape ATP International Holding Limited  Hong Kong,
June 1, 2017
  1,000,000 shares of ordinary share of HK$1 each  Wholesaling of health and wellness products; and health solution advisory services   100%
                  
3.  Agape Superior Living Sdn. Bhd.  Malaysia,
August 8, 2003
  9,590,598 shares of ordinary share of RM1 each  Health and wellness products and health solution advisory services via network marketing   99.99%
                  
4.  Agape S.E.A. Sdn. Bhd.  Malaysia,
March 4, 2004
  2 shares of ordinary share of RM1 each  VIE of Agape Superior Living Sdn. Bhd.   VIE 
                  
5.  Cedar ATPC Sdn. Bhd. (formerly known as Wellness ATP International Holdings Sdn. Bhd.  Malaysia,
September 11, 2020
  100 shares of ordinary share of RM1 each  The promotion of wellness and wellbeing lifestyle of the community by providing services that includes online editorials, programs, events and campaigns   100%
                  
6.  DSY Wellness International Sdn. Bhd.  Malaysia,
November 11, 2021
  1,000 shares of ordinary share of RM1 each  Provision of complementary health therapies   60%
                  
7.  ATPC Green Energy Sdn. Bhd. (Formerly known as OIE ATPC Holdings (M) Sdn. Bhd.)  Malaysia,
March 14, 2024
  1,000,000 shares of ordinary share of RM0.01 each  Renewable energy   100%
                  
8.  OIE ATPC Exim (M) Sdn. Bhd.  Malaysia,
March 14, 2024
  1,000 shares of ordinary share of RM1 each  Renewable energy   100%

 

 F-5 
 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

1. ORGANIZATION AND BUSINESS BACKGROUND (Continued)

 

Business Overview

 

Agape ATP Corporation is a company that provides health and wellness products and health solution advisory services to our clients. The Company primarily focus its efforts on attracting customers in Malaysia. Its advisory services center on the “ATP Zeta Health Program”, which is a health program designed to effectively prevent diseases caused by polluted environments, unhealthy dietary intake and unhealthy lifestyles, and promotion of health. The program aims to promote improved health and longevity in our clients through a combination of modern medicine, proper nutrition and advice from skilled nutritionists and/or dieticians.

 

In order to strengthen the Company’s supply chain, on May 8, 2020, the Company has successfully acquired approximately 99.99% of ASL, with the goal of securing an established network marketing sales channel that has been established in Malaysia for the past 15 years. ASL has been offering the Company’s ATP Zeta Health Program as part of its product lineup. As such, the acquisition creates synergy in the Company’s operation by boosting the Company’s retail and marketing capabilities. The newly acquired subsidiary allows the Company to fulfill its mission of “helping people to create health and wealth” by providing a financially rewarding business opportunity to distributors and quality products to distributors and customers who seek a healthy lifestyle.

 

Via ASL, the Company offers three series of programs which consist of different services and products: ATP Zeta Health Program, ÉNERGÉTIQUE and BEAUNIQUE.

 

The ATP Zeta Health Program is a health program designed to promote health and general wellbeing designed to prevent health diseases caused by polluted environments, unhealthy dietary intake and unhealthy lifestyles. The program aims to promote improved health and longevity through a combination of modern health supplements, proper nutrition and advice from skilled dieticians as well as trained members and distributors.

 

The ÉNERGÉTIQUE series aims to provide a total dermal solution for a healthy skin beginning from the cellular level. The series is comprised of the Energy Mask series, Hyaluronic Acid Serum and Mousse Facial Cleanser.

 

The BEAUNIQUE product series focuses on the research of our diet’s impact on modifying gene expressions in order to address genetic variations and deliver a nutrigenomic solution for every individual.

 

The Company deems creating public awareness on wellness and wellbeing lifestyle as essential to enhance the provision of its health solution advisory services; and therefore, incorporated CEDAR. Upon its establishment, CEDAR started collaborating with ASL to carry out various wellness programs.

 

To further its reach in the Health and Wellness Industry, on November 11, 2021, AATP LB formed an entity, DSY Wellness with an independent third party which AATP LB owns 60% of the equity interest, to pursue the business of providing complementary health therapies.

 

AGE delivers innovative solutions for sustainability, energy savings and promoting environmental stewardship to achieves energy efficiency and carbon neutrality for a healthier environment.

 

 F-6 
 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

Basis of presentation

 

The accompanying interim unaudited condensed consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”).

 

The interim unaudited financial information as of September 30, 2024 and for the three and nine months ended September 30, 2024 and 2023 have been prepared without audit, pursuant to the rules and regulations of the SEC and pursuant to Regulation S-X. Certain information and footnote disclosures, which are normally included in annual consolidated financial statements prepared in accordance with U. S. GAAP, have been omitted pursuant to those rules and regulations. The interim unaudited financial information should be read in conjunction with the audited financial statements and the notes thereto, included in the Form 10-K for the fiscal year ended December 31, 2023, which was filed with the SEC on April 1, 2024.

 

In the opinion of management, all adjustments (including normal recurring adjustments) necessary to present a fair statement of the Company’s unaudited financial position as of September 30, 2024, its unaudited results of operations for the three and nine months ended September 30, 2024 and 2023, and its unaudited cash flows for the nine months ended September 30, 2024 and 2023, as applicable, have been made. The unaudited interim results of operations are not necessarily indicative of the operating results for the full fiscal year or any future periods.

 

The unaudited condensed consolidated financial statements include the financial statements of the Company, its subsidiaries and its variable interest entity (“VIE”) over which the Company exercises control and, where applicable, entities for which the Company has a controlling financial interest or is the primary beneficiary. All transactions and balances among the Company, its subsidiaries and its VIE have been eliminated upon consolidation.

 

Principles of consolidation

 

Subsidiaries are those entities in which the Company, directly or indirectly, controls more than one half of the voting power; or has the power to govern the financial and operating policies, to appoint or remove the majority of the members of the board of directors, or to cast a majority of votes at the meeting of directors.

 

A VIE is an entity that has either a total equity investment that is insufficient to permit the entity to finance its activities without additional subordinated financial support, or whose equity investors lack the characteristics of a controlling financial interest, such as through voting rights, right to receive the expected residual returns of the entity or obligation to absorb the expected losses of the entity. The variable interest holder, if any, that has a controlling financial interest in a VIE is deemed to be the primary beneficiary and must consolidate the VIE. As of and for the three and nine months ended September 30, 2024, SEA, the only VIE of the Company has no significant operations.

 

Certain effects of reverse stock split

 

On August 15, 2024, the Company filed a Certificate of Change with the Secretary of State of the State of Nevada (the “Certificate of Change”) to effect a reverse split of the Company’s Common Stock at a ratio of 1-for-20 (the “Reverse Stock Split”), effective as of August 30, 2024. On that date, every 20 issued and outstanding shares of the Company’s Common Stock were automatically converted into one outstanding share of Common Stock. As a result of the Reverse Stock Split, the number of the outstanding shares of Common Stock decreased from 77,069,575 (pre-split) shares to 3,853,504 (post-split) shares. In addition, by reducing the number of outstanding shares, the Company’s loss per share in all prior periods increased by a factor of 20. The Reverse Stock Split affected all shares of Common Stock outstanding immediately prior to the effective time of the Reverse Stock Split.

 

Stockholders who hold a number of pre-reverse stock split shares of the Company’s Common Stock not evenly divisible by 20 are entitled the number of shares rounded up to the nearest whole share. The Company will issue share of the post-Reverse Stock Split Common Stock to any stockholder who would have received a fractional share as a result of the Reverse Stock Split.

 

The Reverse Stock Split affected all holders of Common Stock uniformly and did not affect any stockholder’s percentage of ownership interest. The par value of the Company’s Common Stock remained unchanged at $0.0001 per share and the number of authorized shares of Common Stock reduced from 1,000,000,000 shares to 50,000,000 shares after the Reverse Stock Split.

 

As the par value per share of the Company’s Common Stock remained unchanged at $0.0001 per share, the change in the Common Stock recorded at par value has been reclassified to additional paid-in-capital. All references to shares of Common Stock and per share data for all periods presented in the accompanying condensed consolidated financial statements and notes thereto have been adjusted to reflect the Reverse Stock Split on a retroactive basis.

 

Use of estimates

 

The preparation of unaudited condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities as of the date of the unaudited condensed consolidated financial statements and the reported amounts of revenues and expenses during the periods presented. Significant accounting estimates reflected in the Company’s unaudited condensed consolidated financial statements include allowance for inventories obsolescence, allowance for expected credit loss, impairment of long-lived assets and allowance for deferred tax assets. Actual results could differ from these estimates.

 

Cash and cash equivalents

 

Cash and cash equivalents represent cash on hand, time deposits placed with banks or other financial institutions and all highly liquid investments with an original maturity of three months or less.

 

 F-7 
 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

Accounts receivable, net

 

Accounts receivable are recorded at the invoiced amount less an allowance for any uncollectible accounts and do not bear interest, which are due on credit term. The carrying value of accounts receivable is reduced by an allowance that reflects the Company’s best estimate of the amounts that will not be collected. An allowance for expected credit loss is recorded in the period when a loss is probable based on an assessment of collectivity by reviewing accounts receivable on a collective basis where similar characteristics exist, primarily base on similar business line, service or product offerings and on an individual basis when the Company identifies specific customers with known disputes or collectivity issues. In determining the amount of the allowance for expected credit loss, the Company considers historical collectivity based on past due status, the age of the accounts receivable balances, credit quality of the Company’s customers based on ongoing credit evaluations, current economic conditions, reasonable and supportable forecasts of future economic conditions, and other factors that may affect the Company’s ability to collect from customers. Accounts receivable balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. The Company’s management continues to evaluate the reasonableness of the valuation allowance policy and update it if necessary. As of September 30, 2024 and December 31, 2023, $13,342 and $542 allowance for expected credit loss were recorded.

 

Inventories

 

Inventories consist of raw materials, work in process and finished goods. Raw materials are valued at cost and work in process are valued at cost of raw materials consumed, both using periodic inventory system in which physical count is performed in monthly basis. Finished goods are valued at the lower of cost or net realizable value using the first-in first-out method. Management reviews inventory on hand for estimated obsolescence or unmarketable items, as compared to future demand requirements and the shelf life of the various products. Based on the review, the Company records inventory write-downs, when necessary, when costs exceed expected net realizable value. For the three and nine months ended September 30, 2024 and 2023, the Company did not recognize any inventory write-downs nor write-off.

 

Prepaid taxes

 

Prepaid taxes include prepaid income taxes that will either be refunded or utilized to offset future income tax.

 

Prepayments and deposits, net

 

Prepayments and deposits are mainly cash deposited or advanced to suppliers for future inventory purchases or service providers for future services. This amount is refundable and bears no interest. For any prepayments and deposits determined by management that such advances will not be in receipts of inventories, services, or refundable, the Company will recognize an allowance account to reserve such balances. Management reviews its prepayments and deposits on a regular basis to determine if the allowance is adequate, and adjusts the allowance when necessary. Delinquent account balances are written-off against allowance for expected credit loss after management has determined that the likelihood of collection is not probable. The Company’s management continues to evaluate the reasonableness of the allowance policy and update it if necessary. There was no allowance for expected credit loss written-off during the three and nine months ended September 30, 2024 and 2023. There was $16,960 and $0 allowance for expected credit loss recorded as of September 30, 2024 and December 31, 2023.

 

 F-8 
 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

Property and equipment, net

 

Property and equipment are stated at cost less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the assets with no residual value. The estimated useful lives are as follows:

 

   Useful Life
Computer and office equipment  5-7 years
Furniture & fixtures  6-7 years
Leasehold improvements  Shorter of the remaining lease terms or the estimated useful lives
Vehicle  5 years

 

The cost and related accumulated depreciation of assets sold or otherwise retired are eliminated from the accounts and any gain or loss is included in the unaudited condensed consolidated statements of operations and comprehensive loss. Expenditures for maintenance and repairs are charged to earnings as incurred, while additions, renewals and betterments, which are expected to extend the useful life of assets, are capitalized. The Company also re-evaluates the periods of depreciation to determine whether subsequent events and circumstances warrant revised estimates of useful lives.

 

Intangible assets, net

 

Intangible assets, net, are stated at cost, less accumulated amortization. Amortization expense is recognized on the straight-line basis over the estimated useful lives of the assets as follows:

 

Classification  Useful Life
Computer software  5 years

 

Impairment for long-lived assets

 

Long-lived assets, including property and equipment, and intangible assets with finite lives are reviewed for impairment whenever events or changes in circumstances (such as a significant adverse change to market conditions that will impact the future use of the assets) indicate that the carrying value of an asset may not be recoverable. The Company assesses the recoverability of the assets based on the undiscounted future cash flows the assets are expected to generate and recognize an impairment loss when estimated undiscounted future cash flows expected to result from the use of the asset plus net proceeds expected from disposition of the asset, if any, are less than the carrying value of the asset. If an impairment is identified, the Company would reduce the carrying amount of the asset to its estimated fair value based on a discounted cash flows approach or, when available and appropriate, to comparable market values. As of September 30, 2024 and December 31, 2023, no impairment of long-lived assets was recognized.

 

Investment in marketable equity securities

 

The Company follows the provisions of ASU 2016-01, Financial Instruments – Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities. Investments in marketable equity securities (non-current) are reported at fair value with changes in fair value recognized in the Company’s unaudited condensed consolidated statements of operations and comprehensive loss in the caption of “unrealized holding gain (loss) on marketable securities” in each reporting period.

 

 F-9 
 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

Customer deposits

 

Customer deposits represent amounts advanced by customers on product orders and unapplied unexpired coupons. Customer deposits are reduced when the related sale is recognized in accordance with the Company’s revenue recognition policy.

 

Revenue recognition

 

The Company adopted Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (ASC Topic 606). The core principle underlying the revenue recognition of this ASU allows the Company to recognize revenue that represents the transfer of goods and services to customers in an amount that reflects the consideration to which the Company expects to be entitled in such exchange. This will require the Company to identify contractual performance obligations and determine whether revenue should be recognized at a point in time or over time, based on when control of goods and services transfers to a customer. The Company’s revenue streams are recognized at a point in time for the Company’s sale of health and wellness products.

 

The ASU requires the use of a five-step model to recognize revenue from customer contracts. The five-step model requires that the Company (i) identify the contract with the customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price, including variable consideration to the extent that it is probable that a significant future reversal will not occur, (iv) allocate the transaction price to the respective performance obligations in the contract, and (v) recognize revenue when (or as) the Company satisfies the performance obligation.

 

The Company accounts for a contract with a customer when the contract is committed in writing, the rights of the parties, including payment terms, are identified, the contract has commercial substance and consideration is probable of substantially collection.

 

 F-10 
 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

Sales of Skin Care, Health and Wellness products

 

- Performance obligations satisfied at a point in time

 

The Company derives its revenues from sales contracts with its customers with revenues being recognized when control of the health and wellness products are transferred to its customer at the Company’s office or shipment of the goods. The revenue is recorded net of estimated discounts and return allowances. Products are given 60 days for returns or exchanges from the date of purchase. Historically, there were insignificant sales returns.

 

Under the Company’s network marketing business, the Company issues product coupons to members and distributors when these customers made purchases above certain thresholds set by the Company. Depending on the type of product coupons issued, the coupons carry varying values and can be used by the customers for reduction in the transaction price of product purchases within the coupon validity period. The value of the product coupons issued is recorded as a reduction of the Company’s revenue account upon issuance; the corresponding amount credited to the customer deposits account. Amounts in customer deposits will be reversed when the coupons are used. The Company’s coupons have a validity period of between six and twelve months. If the Company’s customers did not utilize the coupons after the validity period, the Company would recognize the forfeiture of the originated sales value of the coupons as net revenues.

 

For the three months ended September 30, 2024 and 2023, the Company recognized $565 and $53,690, as forfeited coupon income, respectively. For the nine months ended September 30, 2024 and 2023, the Company recognized $2,952 and $82,562, as forfeited coupon income, respectively.

 

The Company had contracts for the sales of health and wellness products amounting to $10,258 which it is expected to fulfill within 12 months from September 30, 2024.

 

Sales of products for the provision of complementary health therapies

 

- Performance obligations satisfied at a point in time

 

Products for the provision of complementary health therapies are predominantly Chinese herbs in different forms, processed or otherwise, for prescriptions for treating non-communicable diseases.

 

The Company based on the health screening test report to prescribe the products for the provision of complementary health therapies, the Company deliver the products to the customers during the consultation session.

 

For the three months ended September 30, 2024 and 2023, revenues from products for the provision of complementary health therapies were $227,249 and $208,323 respectively. For the nine months ended September 30, 2024 and 2023, revenues from products for the provision of complementary health therapies were $688,415 and $539,291 respectively.

 

Provision of Health and Wellness services

 

- Performance obligations satisfied at a point in time

 

The Company carries out its Wellness program, where the Company’s products are bundled with health screening test. The health screening test is considered as separate performance obligations. The promises to deliver the health screening test report is separately identifiable, which is evidenced by the fact that the Company provides separate services of delivering the health screening test report.

 

The Company based on the health screening test contracts with customers, establishes the selling price for the health screening test and place order to the health screening center. The Company obtains control of the test report before they are delivered to the customers. The Company analyze the test report, provides consultations to the customers, bundle it with the Company’s products and services depending on the customer’s needs.

 

The Company derives its revenues from sales contracts with its customers with revenues being recognized when the test reports are completed and delivered to its customers during the consultation session in person.

 

For the three months ended September 30, 2024 and 2023, revenues from health and wellness services were $56,503 and $57,783 respectively. For the nine months ended September 30, 2024 and 2023, revenues from health and wellness services were $160,694 and $181,997 respectively.

 

 F-11 
 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

Disaggregated information of revenues by products are as follows:

 

   2024   2023   2024   2023 
   For the three months ended   For the nine months ended 
   September 30,   September 30, 
   2024   2023   2024   2023 
Survivor Select  $-   $-   $-   $28,210 
Energized Mineral Concentrate   1,097    -    1,097    - 
Ionized Cal-Mag   -    29,777    374    114,579 
Omega Blend   -    -    -    22,471 
Beta Maxx   -    -    -    21,206 
Iron   -    -    -    21,617 
Trim+   -    -    -    9,587 
LIVO 5   24,103    46,057    78,478    67,869 
Soy Protein Isolate Powder   2,292    6,931    8,616    17,384 
Mix Soy Protein Isolate Powder with Black Sesame   1,641    6,443    6,893    14,047 
Others – Products for the provision of complementary health therapies   227,249    208,323    688,415    539,291 
Skin care and healthcare products   18,404    -    18,404    1,759 
Total revenues - products   274,786    297,531    802,277    858,020 
Health and Wellness services   56,503    57,783    160,694    181,997 
Total revenues - products and services  $331,289   $355,314   $962,971   $1,040,017 

 

Cost of revenue

 

Cost of revenue comprised freight-in, the purchase cost of manufactured goods for sale to customers and purchase cost of products and services for the provision of complementary health therapies. For the three and nine months ended September 30, 2024, cost of revenue were $147,104 and $381,805, respectively. For the three and nine months ended September 30, 2023 were $120,586 and $356,875.

 

Shipping and handling

 

Shipping and handling charges amounted to $817 and $1,395 for the three months ended September 30, 2024 and 2023, respectively. Shipping and handling charges amounted to $2,577 and $4,050 for the nine months ended September 30, 2024 and 2023, respectively. Shipping and handling charges are expensed as incurred and included in selling expenses.

 

Advertising costs

 

Advertising costs amounted to $17,250 and $36,945 for the three and nine months ended September 30, 2024. There were no advertising costs incurred for the three and nine months ended September 30, 2023. Advertising costs are expensed as incurred and included in selling expenses.

 

 F-12 
 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

Selling expenses

 

The Company’s selling expenses typically comprise salaries and benefits expenses, credit card processing fees and promotional expenses. Selling expenses amounted to $41,582 and $49,285 for the three months ended September 30, 2024 and 2023, respectively. Selling expenses amounted to $129,938 and $189,509 for the nine months ended September 30, 2024 and 2023, respectively.

 

Commission expenses

 

As with all companies in the network marketing industry, the Company’s sales channel is external to the Company. The Company’s “external sales force” is stratified into two levels based on priority recruitment. First, there are sales distributors. Second, all members recruited by a sales distributor, directly or indirectly, are referred to as “sales network members”. The Company pays commission to every sales distributor based on purchases made by its sales network members which includes the independent direct sales members. Top performing distributors with their own physical stores may also become stockists of the Company, whereby they enjoy benefits such as maintaining a certain amount of the Company’s inventory on their store premises. The stockists shall account to the Company for all products sales from their store premises as monitored through the Company’s centralized stock tracking system. The Company pays a separate commission to stockists based on revenue generated from the stockists’ physical stores. Commission expenses amounted to $6,894 and $14,002 for the three months ended September 30, 2024 and 2023, respectively. Commission expenses amounted to $23,573 and $69,886 for the nine months ended September 30, 2024 and 2023, respectively.

 

General and administrative expenses (“G&A expenses”)

 

The Company’s G&A expenses typically comprise of salaries and benefits expenses, rental expenses, professional expenses, depreciation expenses and allowance for expected credit loss. G&A expenses amounted to $683,819 and $488,519 for the three months ended September 30, 2024 and 2023, respectively. G&A expenses amounted to $2,152,889 and $1,554,242 for the nine months ended September 30, 2024 and 2023, respectively.

 

Defined contribution plan

 

The full-time employees of the Company are entitled to the government mandated defined contribution plan. The Company is required to accrue and pay for these benefits based on certain percentages of the employees’ respective salaries, subject to certain ceilings, in accordance with the relevant government regulations, and make cash contributions to the government mandated defined contribution plan. Total expenses for the plans were $57,304 and $37,187 for the three months ended September 30, 2024 and 2023, respectively. Total expenses for the plans were $87,391 and $116,660 for the nine months ended September 30, 2024 and 2023, respectively.

 

The related contribution plans include:

 

  - Social Security Organization (“SOSCO”) – 1.75% based on employee’s monthly salary capped of RM 5,000;
  - Employees Provident Fund (“EPF”) –based on employee’s monthly salary, 13% for employee earning RM5,000 and below; and 12% for employee earning RM5,001 and above.
  - Employment Insurance System (“EIS”) – 0.2% based on employee’s monthly salary capped of RM 5,000;
  - Human Resource Development Fund (“HRDF”) – 1% based on employee’s monthly salary

 

Income taxes

 

The Company accounts for income taxes in accordance with U.S. GAAP for income taxes. The charge for taxation is based on the results for the fiscal year as adjusted for items, which are non-assessable or disallowed. It is calculated using tax rates that have been enacted or substantively enacted by the balance sheet date.

 

Deferred taxes is accounted for using the asset and liability method in respect of temporary differences arising from differences between the carrying amount of assets and liabilities in the consolidated financial statements and the corresponding tax basis used in the computation of assessable tax profit. In principle, deferred tax liabilities are recognized for all taxable temporary differences. Deferred tax assets are recognized to the extent that it is probable that taxable profit will be available against which deductible temporary differences can be utilized. Deferred tax is calculated using tax rates that are expected to apply to the period when the asset is realized or the liability is settled.

 

 F-13 
 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

Deferred tax is charged or credited in the income statement, except when it is related to items credited or charged directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Current income taxes are provided for in accordance with the laws of the relevant taxing authorities.

 

An uncertain tax position is recognized as a benefit only if it is “more likely than not” that the tax position would be sustained in a tax examination, with a tax examination being presumed to occur. The amount recognized is the largest amount of tax benefit that is greater than 50% likely of being realized on examination. For tax positions not meeting the “more likely than not” test, no tax benefit is recorded. Penalties and interest incurred related to underpayment of income tax are classified as income tax expense in the period incurred. No penalties and interest incurred related to underpayment of income taxes for the three and nine months ended September 30, 2024 and 2023.

 

The Company conducts much of its business activities in Hong Kong and Malaysia and is subject to tax in each of these jurisdictions. As a result of its business activities, the Company will file separate tax returns that are subject to examination by the foreign tax authorities.

 

Comprehensive income (loss)

 

Comprehensive income (loss) consists of two components, net income (loss) and other comprehensive income (loss). Net income (loss) refers to revenue, expenses, gains and losses that under GAAP are recorded as an element of stockholders’ equity. Other comprehensive income (loss) consists of a foreign currency translation adjustment resulting from the Company not using the U.S. dollar as its functional currencies.

 

Non-controlling interest

 

Non-controlling interest consists of 40% of the equity interests of DSY Wellness held by an individual and approximately 0.01% (3 ordinary shares out of 9,590,599 shares) of the equity interests of ASL held by three individuals. The non-controlling interests are presented in the consolidated balance sheets, separately from equity attributable to the shareholders of the Company. Non-controlling interests in the results of the Company are presented on the face of the consolidated statements of operations as an allocation of the total income or loss for the periods between non-controlling interest holders and the shareholders of the Company.

 

Earnings (loss) per share

 

The Company computes earnings (loss) per share (“EPS”) in accordance with ASC 260, “Earnings per Share”. ASC 260 requires companies to present basic and diluted EPS. Basic EPS is measured as net income (loss) divided by the weighted average ordinary share outstanding for the period. Diluted EPS presents the dilutive effect on a per share basis of the potential common stocks (e.g., convertible securities, options and warrants) as if they had been converted at the beginning of the periods presented, or issuance date, if later. Potential common stocks that have an anti-dilutive effect (i.e., those that increase income per share or decrease loss per share) are excluded from the calculation of diluted EPS. For the three and nine months ended September 30, 2024 and 2023, there were no dilutive shares.

 

 F-14 
 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

Foreign currencies translation and transaction

 

Transactions denominated in currencies other than the functional currency are translated into the functional currency at the exchange rates prevailing at the dates of the transaction. Monetary assets and liabilities denominated in currencies other than the functional currency are translated into the functional currency using the applicable exchange rates at the balance sheet dates. The resulting exchange differences are recorded in the consolidated statements of operations and comprehensive loss.

 

The reporting currency of the Company is United States Dollars (“US$”) and the accompanying financial statements have been expressed in US$. The Company’s subsidiary in Labuan maintains its books and record in United States Dollars (“US$”) albeit its functional currency being the primary currency of the economic environment in which the entity operates, which is the Malaysian Ringgit (“MYR” or “RM”). The Company’s subsidiary in Hong Kong maintains its books and record in Hong Kong Dollars (“HK$”), similar to its functional currency. The Company’s subsidiary and VIE in Malaysia conducts its businesses and maintains its books and record in the local currency, Malaysian Ringgit (“MYR” or “RM”), as its functional currency.

 

In general, for consolidation purposes, assets and liabilities of its subsidiaries whose functional currency is not US$ are translated into US$, in accordance with ASC Topic 830-30, “Translation of Financial Statement”, using the exchange rate on the balance sheet date. Revenues and expenses are translated at average rates prevailing during the period. The gains and losses resulting from translation of financial statements of foreign subsidiary are recorded as a separate component of accumulated other comprehensive income within the statements of stockholders’ equity. Cash flows are also translated at average translation rates for the periods, therefore, amounts reported on the statement of cash flows will not necessarily agree with changes in the corresponding balances on the consolidated balance sheets.

 

Translation of foreign currencies into US$1 have been made at the following exchange rates for the respective periods:

 

   September 30, 2024   December 31, 2023 
   As of 
   September 30, 2024   December 31, 2023 
Period-end MYR : US$1 exchange rate   4.12    4.59 
Period-end HKD : US$1 exchange rate   7.77    7.81 

 

   2024   2023   2024   2023 
  

For the three months ended

September 30,

  

For the nine months ended

September 30,

 
   2024   2023   2024   2023 
Period-average MYR : US$1 exchange rate   4.35    4.63    4.61    4.53 
Period-average HKD : US$1 exchange rate   7.79    7.82    7.81    7.84 

 

 F-15 
 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

Related parties

 

Parties, which can be a corporation or individual, are considered to be related if the Company has the ability, directly or indirectly, to control the other party or exercise significant influence over the other party in making financial and operating decisions. Companies are also considered to be related if they are subject to common control or common significant influence.

 

Fair value of financial instruments

 

The accounting standard regarding fair value of financial instruments and related fair value measurements defines financial instruments and requires disclosure of the fair value of financial instruments held by the Company.

 

The accounting standards define fair value, establish a three-level valuation hierarchy for disclosures of fair value measurement and enhance disclosure requirements for fair value measures. The three levels are defined as follow:

 

  Level 1 inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets.
  Level 2 inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the assets or liability, either directly or indirectly, for substantially the full term of the financial instruments.
  Level 3 inputs to the valuation methodology are unobservable and significant to the fair value.

 

Financial instruments included in current assets and current liabilities are reported in the consolidated balance sheets at face value or cost, which approximate fair value because of the short period of time between the origination of such instruments and their expected realization and their current market rates of interest.

 

Leases

 

The Company adopted ASU 2016-02, “Leases” (Topic 842), and elected the practical expedients that does not require the Company to reassess: (1) whether any expired or existing contracts are, or contain, leases, (2) lease classification for any expired or existing leases and (3) initial direct costs for any expired or existing leases. For lease terms of twelve months or fewer, a lessee is permitted to make an accounting policy election not to recognize lease assets and liabilities. The Company also adopts the practical expedient that allows lessees to treat the lease and non-lease components of a lease as a single lease component. Some of the Company’s leases include one or more options to renew, which is typically at the Company’s sole discretion. The Company regularly evaluates the renewal options, and, when it is reasonably certain of exercise, it will include the renewal period in its lease term. New lease modifications result in re-measurement of the right of use (“ROU”) assets and lease liabilities. Operating ROU assets and lease liabilities are recognized at the commencement date, based on the present value of lease payments over the lease term. Since the implicit rate for the Company’s leases is not readily determinable, the Company use its incremental borrowing rate based on the information available at the commencement date in determining the present value of lease payments. The incremental borrowing rate is the rate of interest that the Company would have to pay to borrow, on a collateralized basis, an amount equal to the lease payments, in a similar economic environment and over a similar term.

 

 F-16 
 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

Lease terms used to calculate the present value of lease payments generally do not include any options to extend, renew, or terminate the lease, as the Company does not have reasonable certainty at lease inception that these options will be exercised. The Company generally considers the economic life of its operating lease ROU assets to be comparable to the useful life of similar owned assets. The Company has elected the short-term lease exception, therefore operating lease ROU assets and liabilities do not include leases with a lease term of twelve months or less. Its leases generally do not provide a residual guarantee. The operating lease ROU asset also excludes lease incentives. Lease expense is recognized on a straight-line basis over the lease term.

 

The Company reviews the impairment of its ROU assets consistent with the approach applied for its other long-lived assets. The Company reviews the recoverability of its long-lived assets when events or changes in circumstances occur that indicate that the carrying value of the asset may not be recoverable. The assessment of possible impairment is based on its ability to recover the carrying value of the asset from the expected undiscounted future pre-tax cash flows of the related operations. The Company has elected to include the carrying amount of operating lease liabilities in any tested asset group and includes the associated operating lease payments in the undiscounted future pre-tax cash flows.

 

Derivative financial instruments

 

Derivative financial instruments consist of financial instruments that contain a notional amount and one or more underlying variables such as interest rate, security price, variable conversion rate or other variables, require no initial new investment and permit net settlement. The derivative financial instruments may be free-standing or embedded in other financial instruments. The Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. The Company based on the terms of the warrant agreement to determine the warrants as equity instruments or derivative liabilities. The Company follows the provision of ASC 815, Derivatives and Hedging for derivative financial instruments that are classified as equity instruments, the contracts are initially measured at fair value and no subsequent measurement is required for equity instruments. The Company uses Black-Scholes Model to calculate the fair value of the warrant.

 

Recent accounting pronouncements

 

The Company has reviewed all recently issued, but not yet effective, considers the applicability and impact of all accounting standards updates (“ASUs”). Management periodically reviews new accounting standards that are issued.

 

In November 2023, the FASB issued ASU 2023-07 “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures”. The ASU 2023-07 is intended to improve reportable segment disclosure requirements primarily through enhanced disclosures about significant segment expenses. The ASU 2023-07 is effective for annual reporting periods beginning after December 15, 2023 and interim periods in fiscal years beginning after December 15, 2024. Early adoption is permitted. The ASU No. 2023-07 is not expected to have a significant impact on its unaudited condensed consolidated financial statements

 

In December 2023, the FASB issued ASU 2023-09 “Income Taxes (Topic 740): Improvements to Income Tax Disclosures”. The ASU 2023-09 requires companies to disclose specific categories in the rate reconciliation and provide additional information for reconciling items that meet a quantitative threshold (if the effect of those reconciling items is equal to or greater than 5 percent of the amount computed by multiplying pretax income or loss by the applicable statutory income tax rate). The ASU 2023-09 is effective for annual reporting periods beginning after December 15, 2024. Early adoption is permitted. The Company is currently evaluating the impact of this ASU may have on its unaudited condensed consolidated financial statements.

 

 F-17 
 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

In March 2024, the FASB issued ASU 2024-01 “Compensation – Stock Compensation (Topic 718): Scope Application of Profits Interest and Similar Awards”. The ASU clarify how an entity determines whether a profits interest or similar award is within the scope of Accounting Standards Codification (“ASC”) 718, Compensation – Stock Compensation, by adding illustrative guidance. The guidance in ASU 2024-01 is effective for annual reporting periods beginning after December 15, 2024, and can be applied either retrospectively to all prior periods presented in the consolidated financial statements or prospectively to profits interest and similar awards granted or modified on or after the date at which the entity first applies the amendments. Early adoption is permitted. The adoption of ASU 2024-01 is not expected to have any impact on the Company’s consolidated financial statements.

 

In March 2024, the FASB issued ASU 2024-02 “Codification Improvements – Amendments to Remove References to the Concepts Statements”. The amendments apply to all reporting entities within the scope of the affected accounting guidance, but in most instances the references removed are extraneous and not required to understand or apply the guidance. Generally, the amendments in ASU 2024-02 are not intended to result in significant accounting changes for most entities. The amendments in this update are effective for annual reporting periods beginning after December 15, 2024 and are not expected to have a significant impact on our financial statements.

 

Recently adopted Accounting Pronouncements

 

In March 2023, the FASB issued ASU No. 2023-01 “Leases (Topic 842) Common Control Arrangements”. This ASU provides guidance in ASC Topic 842 that Leasehold improvements associated with common control leases should be (i) amortized by the lessee over the useful life of the leasehold improvements to the common control group, regardless of the lease term, as long as the lessee controls the use of the underlying asset through a lease, and (ii) accounted for as a transfer between entities under common control through an adjustment to equity if and when the lessee no longer controls the use of the underlying asset. The ASU 2023-01 is effective for reporting periods beginning after December 15, 2023. The adoption of this accounting standard has no material impact on the unaudited condensed consolidated financial statements for the nine months ended and as at September 30, 2024.

 

Except for the above-mentioned pronouncements, there are no new recent issued accounting standards that will have a material impact on the unaudited condensed consolidated financial position, statements of operations and cash flows.

 

3. ACQUISITION OF OIE ATPC HOLDINGS (M) SDN. BHD.

 

On January 3, 2024, the Company together with Oriental Industries Enterprise (M) Sdn. Bhd. (“OIE”) formed an equity method investment entity, OIE ATPC Holdings (M) Sdn. Bhd. (“OIE ATPC”) in which the Company and OIE each owns 50% equity interest at the cost of $108. On March 14, 2024, the Company acquired the remainder 50% of equity at cost of $107 from OIE. On June 7, 2024, the entity changed its name to ATPC Green Energy Sdn Bhd (“AGE”).

 

On January 8, 2024, ATPC Green Energy (“AGE”) formed a wholly own entity, OIE ATPC Exim (M) Sdn. Bhd. (“ATPC Exim”).

 

As both AGE and ATPC Exim are newly formed, the Company considered the cost of investment is the fair value of the assets acquired.

 

4. VARIABLE INTEREST ENTITY (“VIE”)

 

SEA is a trading company incorporated on March 4, 2004, under the laws of Malaysia. SEA provided majority of ASL’s purchases. The income generated was insufficient to finance its activities and 100% of its business is transacted with ASL. Therefore, it was considered to be a VIE and ASL is the primary beneficiary since it has both of the following characteristics:

 

  a. The power to direct the activities of the VIE that most significantly impact the VIE’s economic performance; and
  b. The obligation to absorb losses of the VIE that could potentially be significant to the VIE or the right to receive benefits from the VIE that could potentially be significant to the VIE.

 

Accordingly, the accounts of SEA is consolidated in the accompanying financial statements.

 

 F-18 
 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

4. VARIABLE INTEREST ENTITY (“VIE”) (Continued)

 

The carrying amount of the VIE’s assets and liabilities were as follows:

 

   September 30, 2024   December 31, 2023 
   As of 
   September 30, 2024   December 31, 2023 
Current assets  $1,314   $1,799 
Current liabilities   (1,153)   (899)
Net asset  $161   $900 

 

   September 30, 2024   December 31, 2023 
   As of 
   September 30, 2024   December 31, 2023 
Current assets:          
Cash  $1,294   $122 
Prepayment and deposits   20    7 
Prepaid taxes   -    1,670 
Total current assets  $1,314   $1,799 
           
Current liabilities:          
Other payables and accrued liabilities   1,153    899 
Total current liabilities  $1,153   $899 
Net asset  $161   $900 

 

The summarized operating results of the VIE’s are as follows:

 

   2024   2023   2024   2023 
   For the three months ended
September 30,
  

For the nine months ended

September 30,

 
   2024   2023   2024   2023 
                 
Operating revenues  $-   $-   $-   $- 
Gross profit  $-   $-   $-   $- 
Profit (loss) from operations  $(490)  $41,014   $(754)  $40,654 
Net profit (loss)  $(490)  $41,014   $(754)  $40,654 

 

 F-19 
 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

5. CASH AND CASH EQUIVALENTS

 

As of September 30, 2024 and December 31, 2023 the Company has $2,719,033 and $4,832,460, respectively, of cash and cash equivalents, which consists of $266,173 and $510,019, respectively, of cash and cash in banks and $2,452,860 and $4,322,441, respectively, of time deposits placed with banks or other financial institutions and are all highly liquid investments with an original maturity of three months or less. The effective interest rate for the time deposits ranged between 2.06% to 2.55% per annum for the three and nine months ended September 30, 2024. The effective interest rate ranged between 1.22% to 1.88% per annum for the three and nine months ended September 30, 2023. As of September 30, 2024 and December 31, 2023, $2,492,285 and $4,630,476 of these balances are not covered by deposit insurance, respectively.

 

6. ACCOUNTS RECEIVABLE, NET

 

   September 30, 2024   December 31, 2023 
   As of 
   September 30, 2024   December 31, 2023 
         
Accounts receivable  $55,286   $56,000 
Allowance for expected credit loss   (13,342)   (542)
Total accounts receivable, net  $41,944   $55,458 

 

Movements of allowance for expected credit loss are as follows:

 

   September 30, 2024   December 31, 2023 
   As of 
   September 30, 2024   December 31, 2023 
         
Beginning balance  $542   $- 
Addition   12,738    546 
Exchange rate effect   62    (4)
Ending balance  $13,342   $542 

 

7. INVENTORIES

 

Inventories consist of the following:

 

   September 30, 2024   December 31, 2023 
   As of 
   September 30, 2024   December 31, 2023 
         
Finished goods   60,564    47,907 
Total inventories  $60,564   $47,907 

 

There were no inventory write-downs nor write-off for the three and nine months ended September 30, 2024 and 2023, respectively.

 

8. PREPAYMENTS AND DEPOSITS, NET

 

   September 30, 2024   December 31, 2023 
   As of 
   September 30, 2024   December 31, 2023 
         
Prepaid expenses  $451,242   $123,809 
Deposits to suppliers   105,419    91,997 
Subtotal   556,661    215,806 
Allowance for expected credit loss – Prepaid expenses   (16,960)   - 
Total prepayments and deposits, net  $539,701   $215,806 

 

Prepayments and deposits are mainly cash deposited or advanced to suppliers for future inventory purchases or service providers for future services. For any prepayments and deposits determined by management that such advances will not be in receipts of inventories, services, or refundable, the Company will recognize an allowance for expected credit loss for such balances. Management reviews its prepayments and deposits on a regular basis to determine if the allowance is adequate, and adjusts the allowance when necessary. Delinquent account balances are written-off against allowance for credit losses after management has determined that the likelihood of collection is not probable.

 

 F-20 
 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

8. PREPAYMENTS AND DEPOSITS, NET (Continued)

 

Movements of allowance for expected credit loss are as follows:

 

   For the
nine months ended
September 30, 2024
   For the
year ended
December 31, 2023
 
         
Beginning balance  $-   $      - 
Addition   16,960    - 
Ending balance  $16,960   $- 

 

9. PROPERTY AND EQUIPMENT, NET

 

Property and equipment, net consist of the following:

 

   September 30, 2024   December 31, 2023 
   As of 
   September 30, 2024   December 31, 2023 
         
Computer and office equipment  $99,082   $91,947 
Furniture & fixtures   124,178    111,164 
Motor vehicle   22,792    89,729 
Leasehold improvements   205,151    184,155 
Subtotal   451,203    476,995 
Less: accumulated depreciation   (403,695)   (399,137)
Total property and equipment, net  $47,508   $77,858 

 

Depreciation expense for the three months ended September 30, 2024 and 2023 amounted to $7,083 and $17,028, respectively. Depreciation expense for the nine months ended September 30, 2024 and 2023 amounted to $32,411 and $54,993, respectively.

 

10. INTANGIBLE ASSETS, NET

 

Intangible assets, net, consist of the following:

 

   September 30, 2024   December 31, 2023 
   As of 
   September 30, 2024   December 31, 2023 
         
Computer software  $59,149   $53,095 
Less: accumulated amortization   (43,736)   (35,637)
Total intangible assets, net  $15,413   $17,458 

 

Amortization expense for the three months ended September 30, 2024 and 2023 amounted to $1,256 and $1,344, respectively. Amortization expense for the nine months ended September 30, 2024 and 2023 amounted to $3,611 and $4,431, respectively.

 

 F-21 
 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

11. INVESTMENT IN MARKETABLE SECURITIES

 

  (i) On May 17, 2018, the Company purchased 83,333 shares of common stock in Greenpro Capital Corp. for $500,000 at a purchase price of $6 per share.
     
  (ii) On July 30, 2018, the Company disposed 20 shares of common stock in Greenpro Capital Corp. for $125 at a purchase price of $6.2613 per share.
     
  (iii) On October 16, 2018, the Company purchased 33,333 shares of common stock in Greenpro Capital Corp. for $1,000 at a purchase price of $0.03 per share.
     
  (iv) On July 19, 2022, Greenpro Capital Corp. filed a certificate of change with the Secretary of State of Nevada to effect a reverse split of the company’s common stock at the ratio of 10-for-1 effective July 28, 2022. Under the reverse stock split, each 10 pre-split share of common stock outstanding will automatically combine into 1 new share of common stock of the company. As at July 28, 2022, the Company has an investment of 116,646 common stock of Greenpro Capital Corp. The Company’s investment of 116,646 common stock of Greenpro Capital Corp. was reduced to 11,665 subsequent to the reverse stock split.
     
  (v) On November 3, 2020, the Company received dividend of 6,667 shares of common stock in DSwiss, Inc. for $76,671 at fair value of $11.50 per share from Greenpro Capital Corporation as result of its Spin-off of DSwiss, Inc.’s shares.
     
  (vi) On December 9, 2020, the Company received dividend of 16,663 shares of common stock in DSwiss, Inc. for $83,315 at fair value of $5 per share from Greenpro Capital Corporation as result of its Spin-off of DSwiss, Inc.’s shares.
     
  (vii) On September 27, 2021, the Company received dividend of 11,665 shares of common stock in SEATech Ventures Corp. for $18,874 at fair value of $1.62 per share from Greenpro Capital Corp as a dividend income since Greenpro Capital Corp previously owned these shares.

 

         
   As of 
   September 30, 2024   December 31, 2023 
Fair value of investment in marketable securities at the beginning of period / year  $20,171   $16,687 
Unrealized holding (loss) gain   (6,641)   3,493 
Transfer to non-marketable securities   (1,500)   - 
Exchange rate effect   54    (9)
Fair value of investment in marketable securities at the end of period / year  $12,084   $20,171 

 

 F-22 
 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

12. INVESTMENT IN NON-MARKETABLE SECURITIES

 

  (i) On April 3, 2019, the Company purchased a 5% of stock or 15,000,000 shares of common stock in Phoenix Plus Corp. (a non-marketable security) for $1,500 at purchase price of $0.0001 per share. Phoenix Plus Corp. obtained approval for Depository Trust Company eligibility on April 26, 2022. Since the commencement of trading of common stock of Phoenix Plus Corp. on May 18, 2022, to July 16, 2024 there were only 12 days traded with number of shares of common stock ranging from 100 to 57,500. The Company deems there is an absence of a readily determinable fair value of the common stock of Phoenix Plus Corp. and has continued to value its investment in the company Phoenix Plus Corp. at cost. The carrying value of the Company’s investment in Phoenix Plus Corp. was $1,500 as of September 30, 2024 and December 31, 2023.
     
  (ii)

On July 2, 2024, the Company purchased 5% of stock or 15,000,000 shares of common stock with a par value of $0.0001 per share of Radiance Holdings Corp. at the consideration of the 15,000,000 shares of Phoenix Plus Corp held by the Company.

 

         
   As of 
Radiance Holdings Corp  September 30, 2024   December 31, 2023 
Cost of investment  $1,500   $          - 
           
Investment in non-marketable securities   1,500    - 

 

13. CUSTOMER DEPOSITS

 

         
   As of 
   September 30, 2024   December 31, 2023 
         
Customer deposits – Non Refundable  $94,187   $100,540 
Unexpired product coupons   700    1,035 
Total customer deposits  $94,887   $101,575 

 

Customer deposits represent amounts advanced by customers on product orders and unexpired product coupons issued to the Company’s members and distributors of its network marketing business.

 

14. OTHER PAYABLES AND ACCRUED LIABILITIES

 

         
   As of 
   September 30, 2024   December 31, 2023 
         
Professional fees  $151,945   $348,664 
Promotion expenses   53,467    47,995 
Payroll   6,057    26,104 
Amounts held in eWallets   187,137    185,137 
Tax penalty   75,000    75,000 
Others   67,290    43,161 
Total other payables and accrued liabilities  $540,896   $726,061 

 

The Company requires all members and distributors of its network marketing business to maintain an electronic wallet (eWallet) account with the Company. The eWallet is primarily for the crediting of any commission payment that falls below RM100 (or $22.20) and for members or distributors without bank account. Commission payment exceeding the RM100 threshold shall only be credited into the member’s or distributor’s bank upon request. The eWallet functionality allows the members to place new product orders utilizing eWallet available balance and/or request commission payout via multiple payment methods provided that each of the withdrawal amount exceeds RM100. Amounts held in eWallets are reflected on the balance sheet as a current liability.

 

 F-23 
 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

15. RELATED PARTY BALANCES AND TRANSACTIONS

 

Related party balances

 

Amount due from related parties

 

         As of 
Name of Related Party  Relationship  Nature  September 30, 2024   December 31, 2023 
               
TH3 Holdings Sdn Bhd (“TH3”)  Mr. How Kok Choong, the CEO and director of the Company is also a director of TH3  Prepayment of IT expenses  $2,460   $2,922 
SY Welltech Sdn Bhd (“Welltech”) (formerly known as DSY Beauty Sdn Bhd)  The directors and shareholders of Welltech are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd  Deposits for products purchases   -    8,171 
                 
Total amount due from related parties        $2,460   $11,093 

 

Accounts payable – related parties

 

         As of 
Name of Related Party  Relationship  Nature  September 30, 2024   December 31, 2023 
               
CTA Nutriceuticals (Asia) Sdn Bhd (“CTA”)  The directors and shareholders of CTA are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY International Wellness Sdn Bhd  Purchases of products for the provision of complementary health therapies  $27,183   $30,439 
SY Welltech Sdn Bhd (“Welltech”) (formerly known as DSY Beauty Sdn Bhd)  The directors and shareholders of Welltech are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd  Purchases of beauty products   -    54 
Mr. Chew Yi Zheng  Mr. Chew Yi Zheng is the member of the immediate family of Mr. Yap Foo Ching (Steve Yap), the director of DSY Wellness International Sdn Bhd  Render therapy and health consultation to customer   -    4,355 
Total account payable – related parties        $27,183   $34,848 

 

 F-24 
 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

15. RELATED PARTY BALANCES AND TRANSACTIONS (Continued)

 

Related party balances

 

Other payable - related parties

 

         As of 
Name of Related Party  Relationship  Nature  September 30, 2024   December 31, 2023 
               
CTA Nutriceuticals (Asia) Sdn Bhd (“CTA”)  The directors and shareholders of CTA are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY International Wellness Sdn Bhd  Purchase of products for general use   547    570 
SY Welltech Sdn Bhd (“Welltech”) (formerly known as DSY Beauty Sdn Bhd)  The directors and shareholders of DSY Beauty are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd  Purchase of products for general use   -    535 
Mr. Yap Foo Ching (Steve Yap)  Mr. Yap Foo Ching, the director of the DSY Wellness International Sdn Bhd  Payment on behalf by Mr. Yap   -    6,534 
Mr. How Kok Choong  Mr. How Kok Choong, the CEO and director of the Company  Commission expense   222    207 
Total other payable – related parties        $769   $7,846 

 

Related party transactions

 

Purchases

 

        

For the three months ended

September 30,

 
Name of Related Party  Relationship  Nature  2024   2023 
               
CTA Nutriceuticals (Asia) Sdn Bhd (“CTA”)  The directors and shareholders of CTA are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY International Wellness Sdn Bhd  Purchases of products for the provision of complementary health therapies  $79,758   $73,054 
SY Welltech Sdn Bhd (“Welltech”) (formerly known as DSY Beauty Sdn Bhd)  The directors and shareholders of Welltech are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd  Purchases of beauty products   151    397 
Total purchases        $79,909   $73,451 

 

 F-25 
 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

15. RELATED PARTY BALANCES AND TRANSACTIONS (Continued)

 

Purchases

 

Related party transactions

 

        

For the nine months ended

September 30,

 
Name of Related Party  Relationship  Nature  2024   2023 
               
CTA Nutriceuticals (Asia) Sdn Bhd (“CTA”)  The directors and shareholders of CTA are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY International Wellness Sdn Bhd  Purchases of products for the provision of complementary health therapies  $246,003   $188,032 
SY Welltech Sdn Bhd (“Welltech”) (formerly known as DSY Beauty Sdn Bhd)  The directors and shareholders of Welltech are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd  Purchases of beauty products   17,231    17,961 
Total purchases        $263,234   $205,993 

 

Other purchases

 

        

For the three months ended

September 30,

 
Name of Related Party  Relationship  Nature  2024   2023 
               
CTA Nutriceuticals (Asia) Sdn Bhd (“CTA”)  The directors and shareholders of CTA are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY International Wellness Sdn Bhd  Purchase of products for general use  $900   $1,947 
SY Welltech Sdn Bhd (“Welltech”) (formerly known as DSY Beauty Sdn Bhd)  The directors and shareholders of Welltech are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd  Purchase of products for general use   134    1,267 
DSY Wellness and Longevity Center Sdn Bhd (“DSYWLC”)  Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd is also a director of DSYWLC  Purchase of products for general use   -    71 
Total other purchases        $1034   $3,285 

 

F-26
 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

15. RELATED PARTY BALANCES AND TRANSACTIONS (Continued)

 

Related party transactions

 

Other purchases

 

        

For the nine months ended

September 30,

 
Name of Related Party  Relationship  Nature  2024   2023 
               
CTA Nutriceuticals (Asia) Sdn Bhd (“CTA”)  The directors and shareholders of CTA are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY International Wellness Sdn Bhd  Purchase of products for general use  $2,681   $4,155 
SY Welltech Sdn Bhd (“Welltech”) (formerly known as DSY Beauty Sdn Bhd)  The directors and shareholders of Welltech are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd  Purchase of products for general use   2,800    4,637 
DSY Wellness and Longevity Center Sdn Bhd (“DSYWLC”)  Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd is also a director of DSYWLC  Purchase of products for general use   -    347 
Total other purchases        $5,481   $9,139 

 

Commission

 

        

For the three months ended

September 30,

 
Name of Related Party  Relationship  Nature  2024   2023 
               
Mr. How Kok Choong  Mr. How Kok Choong, the CEO and director of the Company  Commission expense  $550   $1,364 
Total commission        $550   $1,364 

 

F-27
 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

15. RELATED PARTY BALANCES AND TRANSACTIONS (Continued)

 

Related party transactions

 

Commission

 

        

For the nine months ended

September 30,

 
Name of Related Party  Relationship  Nature  2024   2023 
               
Mr. How Kok Choong  Mr. How Kok Choong, the CEO and director of the Company  Commission expense  $1,938   $4,863 
Total commission        $1,938   $4,863 

 

Other income

 

        

For the three months ended

September 30,

 
Name of Related Party  Relationship  Nature  2024   2023 
               
Ando Design Sdn Bhd (“Ando”)  Mr. How Kok Choong, the CEO and director of the Company is also a director of Ando  Rental income  $652   $663 
Redboy Picture Sdn Bhd (“Redboy”)  Mr. How Kok Choong, the CEO and director of the Company is also a director of Redboy  Rental income   -    1,325 
TH3 Holdings Sdn Bhd (“TH3”)  Mr. How Kok Choong, the CEO and director of the Company is also a director of TH3  Rental income   195    199 
Total other income        $847   $2,187 

 

Other income

 

        

For the nine months ended

September 30,

 
Name of Related Party  Relationship  Nature  2024   2023 
               
Ando Design Sdn Bhd (“Ando”)  Mr. How Kok Choong, the CEO and director of the Company is also a director of Ando  Rental income  $1,954   $1,988 
Redboy Picture Sdn Bhd (“Redboy”)  Mr. How Kok Choong, the CEO and director of the Company is also a director of Redboy  Rental income   -    5,302 
TH3 Holdings Sdn Bhd (“TH3”)  Mr. How Kok Choong, the CEO and director of the Company is also a director of TH3  Rental income   586    265 
Total other income        $2,540   $7,555 

 

F-28
 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

15. RELATED PARTY BALANCES AND TRANSACTIONS (Continued)

 

Related party transactions

 

Other expenses

 

        

For the three months ended

September 30,

 
Name of Related Party  Relationship  Nature  2024   2023 
               
TH3 Holdings Sdn Bhd (“TH3”)  Mr. How Kok Choong, the CEO and director of the Company is also a director of TH3  IT support services fee  $14,976   $13,642 
DSY Wellness and Longevity Center Sdn Bhd (“DSYWLC”)  Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd is also a director of DSYWLC  Office rental expense and facilities   21,708    7,952 
Ando Design Sdn Bhd (“Ando”)
  Mr. How Kok Choong, the CEO and director of the Company is also a director of Ando
  Office furniture & fittings and improvements
   -    - 
Total other expenses        $36,684   $21,594 

 

Other expenses

 

        

For the nine months ended

September 30,

 
Name of Related Party  Relationship  Nature  2024   2023 
               
TH3 Holdings Sdn Bhd (“TH3”)  Mr. How Kok Choong, the CEO and director of the Company is also a director of TH3  IT support services fee  $44,429   $41,126 
SY Welltech Sdn Bhd (“Welltech”) (formerly known as DSY Beauty Sdn Bhd)  The directors and shareholders of Welltech are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd  Purchases of products for general use   5    - 
DSY Wellness and Longevity Center Sdn Bhd (“DSYWLC”)  Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd is also a director of DSYWLC  Office rental expense   37,338    23,857 
Ando Design Sdn Bhd (“Ando”)
  Mr. How Kok Choong, the CEO and director of the Company is also a director of Ando
  Office furniture & fittings and improvements
   1,755    - 
Total other expenses        $83,527   $64,983 

 

F-29
 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

16. STOCKHOLDERS’ EQUITY

 

Preferred stock

 

As of September 30, 2024 and December 31, 2023, there were 200,000,000 preferred stocks authorized but none were issued and outstanding.

 

Common stock

 

Pursuant to a resolution passed at the Board Meeting on August 15, 2024, the number of authorized shares of the Company decreased from 1,000,000,000 shares of Common Stock at $0.0001 par value to 50,000,000 shares of Common Stock at $0.0001 par value.

 

As of September 30, 2024 and December 31, 2023, there were 50,000,000 common stocks authorized; 3,989,056 and 3,855,126 shares issued and outstanding, respectively.

 

Pursuant to a resolution passed at the Board Meeting on August 15, 2024, the Company declared a 1-for-20 reverse stock split of the Company’s issued and outstanding common stock, par value $0.0001 per share. Effective as of August 30, 2024, every 20 issued and outstanding shares of the Company’s Common Stock were automatically converted into one outstanding share of Common Stock. As a result of the Reverse Stock Split, the number of the outstanding shares of Common Stock decreased from 77,069,575 (pre-split) shares to 3,853,504 (post-split) shares.

 

Share-based compensation

 

The Company has share-based compensation to the executive director. The share-based compensation expense is recorded in general and administrative expenses. The value of the share is $5,000 a month and the number of share to issue is based on the average market price of the month. The Company will issue the share on half yearly basis.

 

As of September 30, 2024 and December 31, 2023, there were 5,143 and 0 shares issued respectively.

 

Treasury Stock

 

On January 26, 2024, the Company redeemed 6,765 treasury stock at par value $0.0001. As of September 30, 2024 and December 31, 2023, there were 0 and 6,765 treasury stock respectively.

 

Warrants

 

On October 10, 2023, the Company entered into an underwriting agreement with Network 1 Financial Securities, Inc., as underwriter named thereof, in connection with its initial public offering (“IPO”) of 82,500 shares of common stock, par value $0.0001 per share (the “Shares”) at a price of $80.00 per share. The Company issued Representative’s Warrants to purchase up to 5,775 shares of common stock at $88.00 per share, dated October 13, 2023, to Network 1 Financial Securities, Inc. The warrants shall be exercisable at any time, and from time to time, in whole or in part, 180 days after October 13, 2023 (i.e. the date of issuance) and expiring on October 10, 2028.

 

The warrants are classified as equity instruments, the contracts are initially measured at fair value and no subsequent measurement is needed for equity instruments. The Company uses Black-Scholes Model to calculate the fair value of the warrant. As of October 13, 2023 (the “Grant Date”) the warrant was valued at $38,580 with the following assumptions.

 

 

   As of 
   October 13, 2023 
Risk-free interest rate   4.65%
Expected volatility   49%
Expected life (in years)   5 years 
Expected dividend yield   0.00%
Fair value of warrants  $38,580 

 

As of September 30, 2024, there were 5,775 warrants outstanding.

 

F-30
 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

17. NON-CONTROLLING INTEREST

 

The Company’s non-controlling interest consists of the following:

 

         
   As of 
   September 30, 2024   December 31, 2023 
DSY Wellness:          
Paid-in capital  $97   $97 
Retained earnings   15,020    12,434 
Accumulated other comprehensive income (loss)   895    (752)
Noncontrolling interest gross   16,012    11,779 
ASL   -    - 
Total  $16,012   $11,779 

 

18. INCOME TAXES CREDIT (EXPENSES)

 

The United States and foreign components of loss before income taxes were comprised of the following:

 

   2024   2023   2024   2023 
   For the three months ended
September 30,
   For the nine months ended
September 30,
 
   2024   2023   2024   2023 
                 
Tax jurisdictions from:                    
Local – United States  $(302,021)  $(106,680)  $(1,130,098)  $(417,377)
Foreign – Malaysia   (222,258)   (164,841)   (513,397)   (680,993)
Foreign – Hong Kong   (2,635)   (49,271)   (2,151)   (42,601)
                     
Loss before income tax  $(526,914)  $(320,792)  $(1,645,646)  $(1,140,971)

 

Income tax credit (expense) consisted of the following:

 

   2024   2023   2024   2023 
   For the three months ended
September 30,
   For the nine months ended
September 30,
 
   2024   2023   2024   2023 
                 
Current:                    
- Local  $-   $-   $-   $- 
- Foreign   2,875    -    (13,803)   (3,825)
                     
Deferred:                    
- Local   -    -    -    - 
- Foreign   -    (3,943)   -    6,537 
Income tax credit (expense)  $2,875   $(3,943)  $(13,803)  $2,712 

 

The effective tax rate in the periods presented is the result of the mix of income earned in various tax jurisdictions that apply a broad range of income tax rates. The Company and its subsidiaries operate in various countries: United States, Malaysia (including Labuan) and Hong Kong that are subject to taxes in the jurisdictions in which they operate, as follows:

 

F-31
 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

18. INCOME TAXES CREDIT (EXPENSES) (Continued)

 

United States of America

 

Agape ATP Corporation was incorporated in the State of Nevada and is subject to the tax laws of the United States of America with a corporate tax rate of 21% on its taxable income. Agape ATP Corporation also subject to controlled foreign corporations Subpart F income (“Subpart F”) tax, which is a tax primarily on passive income from controlled foreign corporations with a tax rate of 21%. In addition, the Tax Cuts and Jobs Act imposed a global intangible low-taxed income (“GILTI”) tax, which is a tax on certain off-shore earnings at an effective rate of 10.5% for tax years (50% deduction of the current enacted tax rate of 21%) with a partial offset for 80% foreign tax credits. If the foreign tax rate is 13.125% or higher, there will be no U.S. corporate tax after the 80% foreign tax credits are applied.

 

For the three and nine months ended September 30, 2024 and 2023, the Company’s foreign subsidiaries did not generate any income that are subject to Subpart F tax and GILTI tax.

 

As of September 30, 2024 and December 31, 2023, the operations in the United States of America incurred approximately $3,223,000 and $2,093,000, respectively, of cumulative net operating losses (“NOL”) which can be carried forward to offset future taxable income or Subpart F and GILTI taxes. These balances can be carried forward indefinitely. The deferred tax valuation allowance as of September 30, 2024 and December 31, 2023 were approximately $677,000 and $440,000, respectively.

 

Malaysia

 

Agape ATP Corporation, Agape Superior Living Sdn Bhd, Agape S.E.A Sdn Bhd, Cedar ATPC Sdn Bhd., DSY Wellness International Sdn. Bhd., ATPC Green Energy Sdn Bhd and OIE ATPC Exim (M) Sdn Bhd. are governed by the income taxes laws of Malaysia and the income taxes provision in respect of operations in Malaysia is calculated at the applicable tax rates on the taxable income for the periods based on existing legislation, interpretations and practices in respect thereof. Under the Income Tax Act of Malaysia, enterprises incorporated in Malaysia are usually subject to a unified 24% enterprise income taxes rate while preferential tax rates, tax holidays and even tax exemption may be granted on case-by-case basis. The tax rate for small and medium sized companies (generally companies incorporated in Malaysia with paid-in capital of RM 2,500,000 or less) is 15% for the first RM 150,000 (or approximately $37,500), 17% for the subsequent RM 150,000 to RM 600,000 (or approximately $37,500 to $150,000) and 24% for the remaining balance for three and nine months ended September 30, 2024 and 2023.

 

As of September 30, 2024 and December 31, 2023, the operations in Malaysia incurred approximately $3,249,000 and $2,796,000, respectively, of cumulative net operating losses (“NOL”) which can be carried forward to offset future taxable income. Approximately $746,000, $834,000, $1,213,000 and $456,000 of the net operating loss carry forwards will expire in 2031, 2032, 2033 and 2034, respectively, if unutilized. The deferred tax valuation allowance as of September 30, 2024 and December 31, 2023 were approximately $870,000 and $670,000, respectively.

 

Hong Kong

 

Agape ATP International Holding (HK) Limited is subject to Hong Kong Profits Tax, which is charged at the statutory income rate of 16.5% on its assessable income derived from Hong Kong. Business income derived or business expenses incurred outside the Special Administrative Region is not subject to Hong Kong Profits Tax or deduction.

 

F-32
 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

18. INCOME TAXES CREDIT (EXPENSES) (Continued)

 

The following table sets forth the significant components of the aggregate deferred tax assets of the Company:

 

   September 30, 2024   December 31, 2023 
   As of 
   September 30, 2024   December 31, 2023 
Deferred tax assets:          
Net operating loss carry forwards in U.S.  $676,812   $439,492 
Net operating loss carry forwards in Malaysia   869,126    664,105 
Unabsorbed capital allowance carry forward in Malaysia   1,840    5,577 
Less: valuation allowance   (1,547,778)   (1,108,955)
Deferred tax assets, net  $-   $219 

 

Uncertain tax positions

 

The Company evaluates each uncertain tax position (including the potential application of interest and penalties) based on the technical merits, and measure the unrecognized benefits associated with the tax positions. As of September 30, 2024 and December 31, 2023, the Company did not have any significant unrecognized uncertain tax positions. The Company did not incur any interest and penalties tax for the three and nine months ended September 30, 2024 and 2023.

 

19. CONCENTRATIONS OF RISKS

 

(a) Major customers

 

For the three months ended September 30, 2024 and 2023, no customer accounted for 10% or more of the Company’s total revenues. For the nine months ended September 30, 2024 and 2023, no customer accounted for 10% or more of the Company’s total revenues.

 

As of September 30, 2024, six individual customers accounted for approximately 22.8% of the Company’s balance of accounts receivable, respectively. As of December 31, 2023, six individual customers and one company accounted for approximately 40.2% of the Company’s balance of accounts receivable.

 

(b) Major vendors

 

For the three months ended September 30, 2024, two vendors accounted for approximately 57.3% and 19.0% of the Company’s total purchases. For the three months ended September 30, 2023, two vendors accounted for approximately 67.5% and 31.2% of the Company’s total purchases, respectively.

 

For the nine months ended September 30, 2024, the same two vendors accounted for approximately 63.4% and 19.9% of the Company’s total purchases. For the nine months ended September 30, 2023, two vendors accounted for approximately 53.0% and 27.7% of the Company’s total purchases.

 

CTA Nutriceuticals (Asia) Sdn Bhd, a related company, accounted for approximately 57.3% and 63.4% of the Company’s total purchases for the three and nine months ended September 30, 2024, respectively. For the three months ended September 30, 2023, it accounted for approximately 67.5% and 53.0% of the Company’s total purchases, respectively.

 

As of September 30, 2024, two vendors accounted for approximately 54.6% and 24.6% of the Company’s total balance of accounts payable, respectively. As of December 31, 2023, two vendors accounted for approximately 61.8% and 35.4% of the Company’s total balance of accounts payable, respectively.

 

CTA Nutriceuticals (Asia) Sdn Bhd, a related company, accounted for approximately 24.6% and 35.4% of the Company’s total balance of accounts payable as of September 30, 2024 and December 31, 2023, respectively.

 

F-33
 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

19. CONCENTRATIONS OF RISKS (Continued)

 

(c) Commission Expenses to Sales Distributors and Stockists

 

No sales distributor accounted for 10% or more of the Company’s commission expense for the three months ended September 30, 2024. Two sales distributors accounted for 10% or more of the Company’s commission expense for the three months ended September 30, 2023.

 

For the nine months ended September 30, 2024, one sales distributor accounted for 20.3% of the Company’s commission expense. For the nine months ended September 30, 2023, one sales distributor accounted for 10% or more of the Company’s commission expense.

 

(d) Credit risk

 

Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash. As of September 30, 2024 and December 31, 2023, $2,713,020 and $4,817,213 were deposited with financial institutions, respectively, $2,492,285 and $4,630,476 of these balances are not covered by deposit insurance, respectively. While management believes that these financial institutions are of high credit quality, it also continually monitors their credit worthiness.

 

Financial instruments that are potentially subject to credit risk consist principally of accounts receivable. The Company believes the concentration of credit risk in its account receivable is substantially mitigated by its ongoing credit evaluation process and relatively short collection terms. The Company does not generally require collateral from customers. The Company evaluates the need for an allowance for expected credit loss based upon factors surrounding the credit risk of specific customers, historical trends and other information. Historically, the Company did not have any bad debt on its account receivable.

 

(e) Exchange rate risk

 

The Company cannot guarantee that the current exchange rate will remain steady; therefore, there is a possibility that the Company could post the same amount of profit for two comparable periods and because of the fluctuating exchange rate actually post higher or lower profit depending on exchange rate of RM and HK$ converted to US$ on that date. The exchange rate could fluctuate depending on changes in political and economic environments without notice.

 

F-34
 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

20. LEASE

 

On June 1, 2023, upon the expiry of the two-years lease for its office space, the Company entered into a new three-years lease with the same landlord who had earlier leased the same office space to the Company since April 1, 2020. The Company recognized lease liabilities of approximately $283,220, with a corresponding right-of-use (“ROU”) asset in the same amount based on the present value of the future minimum rental payments of the lease, using an effective interest rate of 5.5%, which was determined using the Company’s estimated incremental borrowing rate.

 

On September 1, 2023, upon the expiry of the two-years lease for its office space and sales training center, the Company entered into a new three-years lease with the same landlord who had earlier leased the same office space and sales training center to the Company since April 1, 2020. The Company recognized lease liabilities of approximately $126,093 with a corresponding right-of-use (“ROU”) asset in the same amount based on the present value of the future minimum rental payments of the lease, using an effective interest rate of 5.5%, which was determined using the Company’s estimated incremental borrowing rate.

 

On October 1, 2023, upon the expiry of the two-years lease for an apartment to serve as staff accommodation, the Company entered into a new two-years lease with the same landlord who had earlier leased the same apartment to the Company since October 1, 2021. The Company recognized lease liabilities of approximately $8,940 with a corresponding right-of-use (“ROU”) asset in the same amount based on the present value of the future minimum rental payments of the lease, using an effective interest rate of 5.5%, which was determined using the Company’s estimated incremental borrowing rate.

 

On December 18, 2023, the Company leased non-commercial vehicle as lessee under finance leases with 5 years lease terms. The Company recognized finance lease liabilities of approximately $78,824, using an effective interest rate of 8.63%, which was determined using the incremental borrowing rate.

 

On July 11, 2024, the Company leased non-commercial vehicle as lessee under finance leases with 5 years lease terms. The Company recognized finance lease liabilities of approximately $72,772, using an effective interest rate of 4.42%, which was determined using the incremental borrowing rate.

 

Components of Leases  For the three months ended
September 30,
   For the nine months ended
September 30,
 
   2024   2023   2024   2023 
                 
Operating lease cost  $62,857   $35,538   $159,720   $115,202 
                     
Amortization of finance lease asset   11,896    -    18,956    - 
Interest on finance lease liabilities   2,350    -    4,989    - 

 

Components of leases 

As of

September 30, 2024

  

As of

December 31, 2023

 
         
Weighted average remaining lease term (years)          
Operating lease   1.74    2.48 
Finance lease   4.58    5.00 
           
Weighted average discount rate          
Operating lease   5.5%   5.5%
Finance lease   6.7%   8.6%

 

F-35
 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

20. LEASE (Continued)

 

The five-year maturity of the Company’s operating lease liabilities is as follow:

 

Twelve Months Ending September 30,  Operating lease liabilities   Finance lease liabilities 
         
2025  $173,307   $32,439 
2026   125,038    32,439 
2027   -    32,439 
2028   -    32,439 
Thereafter   -    54,273 
Total lease payments   298,345    184,029 
Less: interest   (14,096)   (30,017)
Present value of lease liabilities  $284,249   $154,012 

 

The Company also leases one office and operation center, and one shophouse with an expiring term of twelve months or less, which were classified as operation leases. Since the lease terms for these leases were twelve months or less, a lessee is permitted to elect not to recognize lease assets and liabilities. The Company has elected not to recognize lease assets and liabilities on these leases. As of September 30, 2024, the Company’s commitment for minimum lease payment under these operating leases within the next twelve months were $66,028.

 

Short term lease cost for the three months ended September 30, 2024 and 2023 was $22,218 and $9,589, respectively. For the nine months ended September 30, 2024 and 2023, the short term lease cost was $43,980 and $29,359, respectively.

 

21. COMMITMENTS AND CONTINGENCIES 

 

The Company has no material commitments or contingencies that are required to be disclosed. The Company has evaluated its obligations and contingencies and determined that no material commitments or contingencies exist at this time.

 

The Company will continue to monitor and evaluate any potential future commitments or contingencies and will disclose any material items as required.

 

Legal

 

The Company is not involved in any material legal proceedings and there are no legal matters that are required to be disclosed.

 

22. SUBSEQUENT EVENTS

 

The Company has evaluated subsequent events through the date of issuance of this unaudited condensed consolidated financial statements, and did not identify any events with material financial impact on the Company’s unaudited condensed consolidated financial statements.

 

F-36
 

 

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

The information contained in this quarterly report on Form 10-Q is intended to update the information contained in our Form 10-K, dated April 1, 2024, for the year ended December 31, 2023 and presumes that readers have access to, and will have read, the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and other information contained in such Form 10-K. The following discussion and analysis also should be read together with our unaudited condensed consolidated financial statements and the notes to the unaudited condensed consolidated financial statements included elsewhere in this Form 10-Q.

 

The following discussion contains certain statements that may be deemed “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements appear in a number of places in this Report, including, without limitation, “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” These statements are not guarantees of future performance and involve risks, uncertainties and requirements that are difficult to predict or are beyond our control. Forward-looking statements speak only as of the date of this quarterly report. You should not put undue reliance on any forward-looking statements. We assume no responsibility to update the forward-looking statements contained in this transition report on Form 10-Q. The following should also be read in conjunction with the unaudited condensed Consolidated Financial Statements and notes thereto that appear elsewhere in this report.

 

Company Overview

 

Agape ATP Corporation, a Nevada corporation (“the Company”) and its subsidiaries are principally engaged in the Health and Wellness Industry. The principal activity of the Company is to supply high-quality health and wellness products, including supplements to assist in cell metabolism, detoxification, blood circulation, anti-aging and products designed to improve the overall health system of the human body and various wellness programs.

 

Agape ATP Corporation is a company that provides health and wellness products and health solution advisory services to our clients. The Company primarily focus its efforts on attracting customers in Malaysia. Its advisory services center on the “ATP Zeta Health Program”, which is a health program designed to effectively prevent diseases caused by polluted environments, unhealthy dietary intake and unhealthy lifestyles, and promotion of health. The program aims to promote improved health and longevity in our clients through a combination of modern medicine, proper nutrition and advice from skilled nutritionists and/or dieticians.

 

3
 

 

In order to strengthen the Company’s supply chain, on May 8, 2020, the Company has successfully acquired approximately 99.99% of ASL, with the goal of securing an established network marketing sales channel that has been established in Malaysia for the past 15 years. ASL has been offering the Company’s ATP Zeta Health Program as part of its product lineup. As such, the acquisition creates synergy in the Company’s operation by boosting the Company’s retail and marketing capabilities. The newly acquired subsidiary allows the Company to fulfill its mission of “helping people to create health and wealth” by providing a financially rewarding business opportunity to distributors and quality products to distributors and customers who seek a healthy lifestyle.

 

Via ASL, the Company offers three series of programs which consist of different services and products: ATP Zeta Health Program, ÉNERGÉTIQUE and BEAUNIQUE.

 

The ATP Zeta Health Program is a health program designed to promote health and general wellbeing designed to prevent health diseases caused by polluted environments, unhealthy dietary intake and unhealthy lifestyles. The program aims to promote improved health and longevity through a combination of modern health supplements, proper nutrition and advice from skilled dieticians as well as trained members and distributors.

 

The ÉNERGÉTIQUE series aims to provide a total dermal solution for a healthy skin beginning from the cellular level. The series is comprised of the Energy Mask series, Hyaluronic Acid Serum and Mousse Facial Cleanser.

 

The BEAUNIQUE product series focuses on the research of our diet’s impact on modifying gene expressions in order to address genetic variations and deliver a nutrigenomic solution for every individual.

 

The Company deems creating public awareness on wellness and wellbeing lifestyle as essential to enhance the provision of its health solution advisory services; and therefore, incorporated WATP. Upon its establishment, WATP started collaborating with ASL to carry out various wellness programs.

 

To further its reach in the Health and Wellness Industry, on November 11, 2021, Agape ATP Corporation (Labuan) formed an entity, DSY Wellness International Sdn. Bhd. (“DSY Wellness”) with an independent third party which Agape ATP Corporation (Labuan) owns 60% of the equity interest, to pursue the business of providing complementary health therapies.

 

The Company is positioning itself for sustainable growth by diversifying its operations into the domain of renewable energy. This initiative is founded upon our commitment to environmental responsibility, long-term value creation, and proactive adaptation to global energy trends. On January 3, 2024, the Company formed an equity method investment entity, OIE ATPC Holdings (M) Sdn. Bhd. with Oriental Industries Enterprise (M) Sdn Bhd (“OIE”), which the Company and OIE each own 50% of the equity interest. On March 14, 2024, the Company acquired 50% of OIE ATPC Holdings (M) Sdn Bhd equity interest from OIE, subsequently the entity becomes a wholly owned subsidiary of the Company. On June 7, 2024, the entity changed its name to ATPC Green Energy Sdn Bhd.

 

On January 8, 2024, OIE ATPC Holdings (M) Sdn Bhd formed a wholly own entity, OIE ATPC Exim (M) Sdn Bhd. However, the Company had decided not to proceed with the continued development of OIE ATPC Exim (M) Sdn Bhd.

 

Results of Operation

 

For the three months ended September 30, 2024 and 2023

 

Revenue

 

We generated revenue of $331,289, which comprised revenue from the Company’s network marketing business of $29,133 (approximately 8.8% of revenue); revenue from the Company’s operations in the provision of complementary health therapies of $283,752 (approximately 85.7% of revenue) and revenue from Company’s operation in wellness and wellbeing lifestyle of $18,404 (approximately 5.5% of revenue) for the three months ended September 30, 2024 as compared to $355,314, which comprised revenue from the Company’s network marketing business of $89,208 (approximately 25.1% of revenue); revenue from the Company’s operations in the provision of complementary health therapies of $266,106 (approximately 74.9% of revenue) and there were no revenue generated from the Company’s operation in wellness and wellbeing lifestyle for the three months ended September 30, 2023. Revenue from the Company’s network marketing business decreased significantly by $60,075, or approximately 67.3%. Revenue from the Company’s operations in the provision of complementary health therapies increased by $17,646, or approximately 6.6%. The Company generated $18,404 from skin care and healthcare products, a new revenue stream from the Company’s operations in wellness and wellbeing lifestyle. Total revenue decreased by $24,025, or approximately 6.8%. The revenue decreased from the Company’s network marketing business was predominately due to the poor performance owing to limited product range available as compared to the previous years, which limited the potential development of this revenue stream. The revenue increased in provision of complementary health therapies business was due to after COVID-19 pandemic, more individual turned to complementary health therapies as preventive care and wellness to maintain good health, prevent illness and promote overall well-being. To align with Company’s core mission and emphasizing commitment to health and wellness, the Company venture into a new revenue stream by providing skin care and healthcare products in the Company’s operation in wellness and wellbeing lifestyle.

 

Cost of Revenue

 

Cost of revenue for the three months ended September 30, 2024 amounted to $147,104 as compared to $120,586 for the three months ended September 30, 2023, an increase of $26,518 or approximately 22.0%. The increase was due to the higher product cost in the Company’s network marketing business and the varying gross profit margins in the Company’s operations in the provision of complementary health therapies.

 

Cost of revenue typically comprise of freight-in, cost of goods and services purchased, packing materials and services acquired.

 

4
 

 

Gross Profit

 

Gross profit for the three months ended September 30, 2024 amounted to $184,185, represented a gross margin of approximately 55.6% as compared to $234,728 for the three months ended September 30, 2023, equivalent to a gross margin of approximately 66.1%. The decrease in gross margin was predominantly due to lower gross margin sustained by the Company’s network marketing business and the varying type of health therapies offered, gross margin associated with the provision of complementary health therapies.

 

Operating Expenses

 

Our operating expenses consist of selling expenses, commission expenses and general and administrative expenses (as defined below). Total operating expenses were $732,295 for the three months ended September 30, 2024, increased by $180,489 or approximately 32.7% from $551,806 for the three months ended September 30, 2023.

 

Selling expenses

 

Selling expenses for the three months ended September 30, 2024 amounted to $41,582 as compared to $49,285 for the three months ended September 30, 2023, a decrease of $7,703, or approximately 15.6%. The Company’s selling expenses typically comprise salaries and benefits expenses which represented approximately 80% to 85% of total selling expenses, credit card processing fees and promotional expenses.

 

Commission expenses

 

Commission expenses were $6,894 and $14,002 for the three months ended September 30, 2024 and 2023, respectively. The decrease in commission expenses was in line with the decrease in revenue in Company’s network marketing business.

 

General and administrative expenses (“G&A Expenses”)

 

G&A expenses for the three months ended September 30, 2024 amounted to $683,819, as compared to $488,519 for the three months ended September 30, 2023, an increase of $195,300, or approximately 40.0%. The Company’s G&A expenses typically comprise of salaries and benefits expenses, rental expenses, professional expenses and depreciation expenses. The increase in G&A expenses was mainly due to the salary incurred for one executive director and three independent directors, professional fees and the Nasdaq annual listing fees.

 

Other Income (Expenses), Net

 

For the three months ended September 30, 2024, the Company recorded an amount of $21,196 as other income, net, as compared to $3,714 other expenses, net, for the three months ended September 30, 2023, represented an increase of $24,910 in other income, net, or approximately 670.7%.

 

The other income, net of $21,196 generated during the three months ended September 30, 2024 comprised of foreign currency exchange gain of $2,525, unrealized holding loss on marketable securities of $1,176, other income, net of $3,445, gain on disposal of property and equipment of $111 and interest income of $16,291. The other expenses, net of $3,714 incurred during the three months ended September 30, 2023 comprised foreign currency exchange loss of $382, unrealized holding loss on marketable securities of $3,872, other expenses, net of $98, interest income of $658 and loss on disposal of property and equipment of $20.

 

Income Tax Credit (Expense)

 

The Company recorded benefit of income taxes of $2,875 and provision for income taxes of $3,943 for the three months ended September 30, 2024 and 2023, respectively. Both the provision for income taxes as well as the benefit of income taxes were in respect of the Company’s operations in Malaysia.

 

5
 

 

Net Loss

 

Net loss increased by $199,304 from a net loss of $324,735 for the three months ended September 30, 2023 to a net loss of $524,039 for the three months ended September 30, 2024, mainly due to reasons as discussed above.

 

For the nine months ended September 30, 2024 and 2023

 

Revenue

 

We generated revenue of $962,971, which comprised revenue from the Company’s network marketing business of $95,458 (approximately 9.9% of revenue); revenue from the Company’s operations in the provision of complementary health therapies of $849,109 (approximately 88.2% of revenue) and revenue from Company’s operation in wellness and wellbeing lifestyle of $18,404 (approximately 1.9% of revenue) for the nine months ended September 30, 2024 as compared to $1,040,017, which comprised revenue from the Company’s network marketing business of $318,729 (approximately 30.6% of revenue); and revenue from the Company’s operations in the provision of complementary health therapies of $721,288 (approximately 69.4% of revenue) for the nine months ended September 30, 2023. Revenue from the Company’s network marketing business decreased significantly by $223,271, or approximately 70.1%. Revenue from the Company’s operations in the provision of complementary health therapies increased by $127,821, or approximately 17.7%. The Company generated $18,404 from skin care and health products, a new revenue stream from the Company’s operations in wellness and wellbeing lifestyle. Total revenue decreased by $77,046, or approximately 7.4%. The decrease was predominately due to the poor performance from the Company’s network marketing business owing to limited product range available as compared to the previous years, which limited the potential development of this revenue stream.

 

Cost of Revenue

 

Cost of revenue for the nine months ended September 30, 2024 amounted to $381,805 as compared to $356,875 for the nine months ended September 30, 2023, an increase of $24,929, or approximately 7.0%. The increase was not in line with the decrease in revenue due to higher product cost in the Company’s network marketing business and the varying gross profit margins in the Company’s operations in the provision of complementary health therapies.

 

Cost of revenue typically comprise of freight-in, cost of goods and services purchased, packing materials and services acquired.

 

Gross Profit

 

Gross profit for the nine months ended September 30, 2024, amounted to $581,166, represented a gross margin of approximately 60.4% as compared to $683,142 for the nine months ended September 30, 2023, equivalent to a gross margin of approximately 65.7%. The decrease in gross margin was predominantly due to lower gross margin sustained by the Company’s network marketing business and the varying type of health therapies offered, gross margin associated with the provision of complementary health therapies.

 

Operating Expenses

 

Our operating expenses consist of selling expenses, commission expenses, general and administrative expenses. Total operating expenses were $2,306,400 for the nine months ended September 30, 2024, increased by $492,763 or approximately 27.2% from $1,813,637 for the nine months ended September 30, 2023.

 

Selling expenses

 

Selling expenses for the nine months ended September 30, 2024 amounted to $129,938 as compared to $189,509 for the nine months ended September 30, 2023, a decrease of $59,571, or approximately 31.4%, predominantly due to decrease in promotional expenses and reduced in number of headcounts as compared to previous year. The Company’s selling expenses typically comprise of salaries and benefits expenses which represented approximately 80% to 85% of total selling expenses, credit card processing fees and promotional expenses.

 

6
 

 

Commission expenses

 

Commission expenses were $23,573 and $69,886 for the nine months ended September 30, 2024 and 2023, respectively, a decrease of $46,313, or approximately 66.3%. The decrease in commission expenses was in line with the decrease in revenue in Company’s network marketing business.

 

General and administrative expenses (“G&A expenses”)

 

G&A expenses for the nine months ended September 30, 2024 amounted to $2,152,889, as compared to $1,554,242 for the nine months ended September 30, 2023, an increase of $598,647, or approximately 38.5%. The increase in G&A expenses was mainly due to the salary incurred for one executive director and three independent directors, professional fees and the Nasdaq annual listing fees. The Company’s G&A expenses typically comprise of salaries and benefits expenses, rental expenses, professional expenses and depreciation expenses.

 

Other Income (Expenses), Net

 

For the nine months ended September 30, 2024, the Company recorded an amount of $79,588 as other income, net, as compared to $10,476 other expenses, net, for the nine months ended September 30, 2023, represented an increase of $90,064 in other income, net, or approximately 859.7%.

 

The other income, net of $79,588 generated during the nine months ended September 30, 2024 comprised foreign currency exchange gain of $1,745, unrealized holding loss on marketable securities of $6,642, other income, net of $25,942, gain on disposal of property and equipment of $111 and interest income of $58,432. The other expenses, net of $10,476 incurred during the nine months ended September 30, 2023 comprised foreign currency exchange loss of $34,958, unrealized holding gain on marketable securities of $4,838, other income, net of $12,402, interest income of $5,475 and gain on disposal of property and equipment of $1,767.

 

Income Tax Expense (Credit)

 

The Company recorded provision for income taxes of $13,803 and benefit of income taxes of $2,712 for the nine months ended September 30, 2024 and 2023, respectively. Both the provision for income taxes as well as the benefit of income taxes were in respect of the Company’s operations in Malaysia.

 

Net Loss

 

Net loss increased by $521,189 from net loss of $1,138,259 for the nine months ended September 30, 2023 to net loss of $1,659,449 for the nine months ended September 30, 2024, mainly due to reasons as discussed above.

 

7
 

 

Liquidity and Capital Resources

 

As of September 30, 2024, we had working capital of $2,452,343, consisting of cash and cash in bank of $266,173 and time deposits of $2,452,860 as compared to working capital of $4,113,614 consisted of cash and cash in bank of $510,019 and time deposits of $4,322,441 as of December 31, 2023. The Company had a net loss of $1,659,449 for the nine months ended September 30, 2024 and accumulated deficits of $8,709,605 as of September 30, 2024 as compared to net loss of $2,109,935 for the year ended December 31, 2023 and accumulated deficits of $7,047,571 as of December 31, 2023.

 

The following summarizes the key components of our cash flows for the nine months ended September 30, 2024 and 2023:

 

   For the nine months ended
September 30,
 
   2024   2023 
         
Net cash used in operating activities  $(2,080,879)  $(995,706)
Net cash used in investing activities   (48,611)   (7,200)
Net cash used in financing activities   (6,691)   (113,911)
Effect of exchange rate on cash and cash equivalents   22,754    (9,954)
Decrease in cash and cash equivalents  $(2,113,427)  $(1,126,771)

 

8
 

 

Operating activities

 

Net cash used in operating activities for the nine months ended September 30, 2024 was $2,080,879, comprised of net loss of $1,659,449, gain on disposal of office equipment of $111, the increase in inventories of $6,473, the increase in prepaid taxes of $8,592, the increase in prepayments and deposits of $329,898, the increase in other receivables $949, the decrease in customer deposits of $16,349, the payment of operating lease liabilities of $102,605, the decrease in other payables (including related parties) and accrued liabilities of $186,986. The net cash used in operating activities was mainly offset by non-cash depreciation and amortization expense of $36,022, amortization of finance assets of $18,956, amortization of operating right-of-use assets of $103,187, unrealized holding loss on marketable securities of $6,642, deferred tax benefit of $218, allowance for expected credit loss $28,359, the decrease in accounts receivables of $6,353, the decrease in other receivables (including related parties) of $8,858, the increase in account payable (including related parties) $8,724, and the increase of income tax payable of $13,213.

 

Net cash used in operating activities for the nine months ended September 30, 2023 was $995,706, comprised of net loss of $1,138,259, increase in accounts receivables of $20,800, increase in amount due from related parties of $782, increase in inventories of $13,484, decrease in customer deposits of $45,083, payment of operating lease liabilities of $114,943, decrease in other payables and accrued liabilities of $219,676, decrease in other payable – related parties of $1,959, decrease in income tax payable of $10,674, the non-cash items on unrealized holding gain on marketable securities of $4,838, deferred tax benefit of $6,537, offset by the non-cash depreciation and amortization expense of $59,424, amortization of operating right-of-use assets of $113,804, refund in prepaid taxes of $307,967, decrease in prepayments and deposits of $84,978, increase in accounts payables (including related parties) of $15,156.

 

Investing activities

 

Net cash used in investing activities for the nine months ended September 30, 2024 was $48,611, which was due to purchase of property and equipment of $48,722 and proceeds from disposal of office equipment $111.

 

Net cash used in investing activities for the nine months ended September 30, 2023 was $7,200, which was in respect of purchase of equipment.

 

Financing activities

 

Net cash used in financing activities for the nine months ended September 30, 2024 was $6,691, which was the reduction of finance lease liability.

 

Deferred offering cost made up the entire net cash used in financing activities for the nine months ended September 30, 2023 of $113,911.

 

Credit Facilities

 

We do not have any credit facilities or other access to bank credit.

 

Off-Balance Sheet Arrangements

 

As of September 30, 2024, we have no significant off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in our financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to our stockholders.

 

Critical Accounting Estimates

 

The preparation of unaudited condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities as of the date of the unaudited condensed consolidated financial statements and the reported amounts of revenues and expenses during the periods presented. Significant accounting estimates reflected in the Company’s unaudited condensed consolidated financial statements include allowance for inventories obsolescence, allowance for expected credit loss, impairment of long-lived assets and allowance for deferred tax assets. Following are the methods and assumptions used in determining our estimates.

 

9
 

 

Estimated allowance for inventories obsolescence

 

Management reviews inventory on hand for estimated obsolescence or unmarketable items, as compared to future demand requirements and the shelf life of the various products. Based on the review, the Company records inventory write-downs, when necessary, when costs exceed expected net realizable value. The Company did not recognize any inventory write-downs nor inventory write-off for the nine months ended September 30, 2024 and 2023.

 

Impairment of long-lived assets

 

Operating right-of-use assets and property, plant and equipment are stated at costs less accumulated depreciation and impairment, if any. In determining whether an asset is impaired, the Company has to exercise judgment and make estimation, particularly in assessing: (1) whether an event has occurred or any indicators that may affect the asset value; (2) whether the carrying value of an asset is not recoverable that is its carrying amount exceeds the amount of expected undiscounted future cash flows result from the use of the asset. Once it is established that impairment has occurred, the amount of impairment expense is determined as the difference between the carrying value of the asset and its estimated fair value based on a discounted cash flows approach.

 

As of September 30, 2024, the carrying amounts of operating right-of-use assets and property and equipment amounted to $282,734 and $47,508 as compared to December 31, 2023, the carrying amounts of operating right-of-use assets and property and equipment amounted to $357,301 and $77,858, respectively. No impairment losses on operating right-of-use assets and property and equipment were recognized as of September 30, 2024 and 2023.

 

Allowance for deferred tax assets

 

The Company conducts much of its business activities in Malaysia and Hong Kong and is subject to tax in each of these jurisdictions. Significant estimates are required in determining the provision for income taxes. There are many transactions and calculations for which the ultimate tax determination is uncertain during the ordinary course of business. Where the final tax outcome of these matters is different from the amounts that were initially recorded, such differences will impact the income tax and deferred tax provisions in the period in which such determination is made.

 

Deferred tax assets relating to certain temporary differences and tax losses are recognized as management considers it is more likely than not that future taxable profit will be available against which the temporary differences or tax losses can be utilized. Where the expectation is different from the original estimate, such differences will impact the recognition of deferred tax assets and taxation in the periods in which such estimate is changed.

 

Allowance for expected credit loss

 

The Company estimates and records an allowance for its expected credit loss related to its accounts receivable. Credit losses are determined by Current Estimate of Expected Credit Losses model in accordance with Topic 326 – Financial Instruments – Credit Losses. For accounts receivable, the Company considers historical collectivity based on past due status, the age of the accounts receivable balances, credit quality of the Company’s customers based on ongoing credit evaluations, current economic conditions, reasonable and supportable forecasts of future economic conditions, and other factors that may affect the Company’s ability to collect from customers.

 

10
 

 

Critical Accounting Policies

 

Revenue recognition

 

The Company adopted Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (ASC Topic 606). The core principle underlying the revenue recognition of this ASU allows the Company to recognize revenue that represents the transfer of goods and services to customers in an amount that reflects the consideration to which the Company expects to be entitled in such exchange. This will require the Company to identify contractual performance obligations and determine whether revenue should be recognized at a point in time or over time, based on when control of goods and services transfers to a customer. The Company’s revenue streams are recognized at a point in time for the Company’s sale of health and wellness products.

 

The ASU requires the use of a new five-step model to recognize revenue from customer contracts. The five-step model requires that the Company (i) identify the contract with the customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price, including variable consideration to the extent that it is probable that a significant future reversal will not occur, (iv) allocate the transaction price to the respective performance obligations in the contract, and (v) recognize revenue when (or as) the Company satisfies the performance obligation.

 

The Company accounts for a contract with a customer when the contract is committed in writing, the rights of the parties, including payment terms, are identified, the contract has commercial substance and consideration is probable of substantially collection.

 

Sales of Skin Care, Health and Wellness products

 

- Performance obligations satisfied at a point in time

 

The Company derives its revenues from sales contracts with its customers with revenues being recognized when control of the health and wellness products are transferred to its customer at the Company’s office or shipment of the goods. The revenue is recorded net of estimated discounts and return allowances. Products are given 60 days for returns or exchanges from the date of purchase. Historically, there were insignificant sales returns.

 

Under the Company’s network marketing business, the Company issues product coupons to members and distributors when these customers made purchases above certain thresholds set by the Company. Depending on the type of product coupons issued, the coupons carry varying values and can be used by the customers for reduction in the transaction price of product purchases within the coupon validity period. The value of the product coupons issued is recorded as a reduction of the Company’s revenue account upon issuance; the corresponding amount credited to the customer deposits account. Amounts in customer deposits will be reversed when the coupons are used. The Company’s coupons have a validity period of between six and twelve months. If the Company’s customers did not utilize the coupons after the validity period, the Company would recognize the forfeiture of the originated sales value of the coupons as net revenues.

 

Sales of products for the provision of complementary health therapies

 

- Performance obligations satisfied at a point in time

 

Products for the provision of complementary health therapies are predominantly Chinese herbs in different forms, processed or otherwise, for prescriptions for treating non-communicable diseases.

 

The Company based on the health screening test report to prescribe the products for the provision of complementary health therapies, the Company deliver the products to the customers during the consultation session.

 

Provision of Health and Wellness services

 

- Performance obligations satisfied at a point in time

 

The Company carries out its Wellness program, where the Company’s products are bundled with health screening test. The health screening test is considered as separate performance obligations. The promises to deliver the health screening test report is separately identifiable, which is evidenced by the fact that the Company provides separate services of delivering the health screening test report.

 

The Company based on the health screening test contracts with customers, establishes the selling price for the health screening test and place order to the health screening center. The Company obtains control of the test report before they are delivered to the customers. The Company analyze the test report, provides consultations to the customers, bundle it with the Company’s products and services depending on the customer’s needs.

 

The Company derives its revenues from sales contracts with its customers with revenues being recognized when the test reports are completed and delivered to its customers during the consultation session in person.

 

11
 

 

Fair value of financial instruments

 

The accounting standard regarding fair value of financial instruments and related fair value measurements defines financial instruments and requires disclosure of the fair value of financial instruments held by the Company.

 

The accounting standards define fair value, establish a three-level valuation hierarchy for disclosures of fair value measurement and enhance disclosure requirements for fair value measures. The three levels are defined as follow:

 

  Level 1 inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets.
  Level 2 inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the assets or liability, either directly or indirectly, for substantially the full term of the financial instruments.
  Level 3 inputs to the valuation methodology are unobservable and significant to the fair value.

 

Financial instruments included in current assets and current liabilities are reported in the consolidated balance sheets at face value or cost, which approximate fair value because of the short period of time between the origination of such instruments and their expected realization and their current market rates of interest.

 

Accounting Standards Adopted in 2024

 

In March 2023, the FASB issued ASU No. 2023-01 “Leases (Topic 842) Common Control Arrangements”. This ASU provides guidance in ASC Topic 842 that Leasehold improvements associated with common control leases should be (i) amortized by the lessee over the useful life of the leasehold improvements to the common control group, regardless of the lease term, as long as the lessee controls the use of the underlying asset through a lease, and (ii) accounted for as a transfer between entities under common control through an adjustment to equity if and when the lessee no longer controls the use of the underlying asset. The ASU 2023-01 is effective for reporting periods beginning after December 15, 2023. The adoption of this accounting standard has no material impact on the unaudited condensed consolidated financial statements for the nine months ended and as at September 30, 2024.

 

The adoption of these ASUs did not have a material impact on the unaudited condensed consolidated financial statements for the nine months end and as at September 30, 2024.

 

Recent accounting pronouncements

 

The Company has reviewed all recently issued, but not yet effective, considers the applicability and impact of all accounting standards updates (“ASUs”). Management periodically reviews new accounting standards that are issued.

 

In November 2023, the FASB issued ASU 2023-07 “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures”. The ASU 2023-07 is intended to improve reportable segment disclosure requirements primarily through enhanced disclosures about significant segment expenses. The ASU 2023-07 is effective for annual reporting periods beginning after December 15, 2023 and interim periods in fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company is currently evaluating the impact of this ASU may have on its consolidated financial statements.

 

In December 2023, the FASB issued ASU 2023-09 “Income Taxes (Topic 740): Improvements to Income Tax Disclosures”. The ASU 2023-09 requires companies to disclose specific categories in the rate reconciliation and provide additional information for reconciling items that meet a quantitative threshold (if the effect of those reconciling items is equal to or greater than 5 percent of the amount computed by multiplying pretax income or loss by the applicable statutory income tax rate). The ASU 2023-09 is effective for annual reporting periods beginning after December 15, 2024. Early adoption is permitted. The Company is currently evaluating the impact of this ASU may have on its consolidated financial statements.

 

In March 2024, the FASB issued ASU 2024-01 “Compensation – Stock Compensation (Topic 718): Scope Application of Profits Interest and Similar Awards”. The ASU clarify how an entity determines whether a profits interest or similar award is within the scope of Accounting Standards Codification (“ASC”) 718, Compensation – Stock Compensation, by adding illustrative guidance. The guidance in ASU 2024-01 is effective for annual reporting periods beginning after December 15, 2024, and can be applied either retrospectively to all prior periods presented in the consolidated financial statements or prospectively to profits interest and similar awards granted or modified on or after the date at which the entity first applies the amendments. Early adoption is permitted. The adoption of ASU 2024-01 is not expected to have any impact on the Company’s consolidated financial statements.

 

In March 2024, the FASB issued ASU 2024-02 “Codification Improvements – Amendments to Remove References to the Concepts Statements”. The amendments apply to all reporting entities within the scope of the affected accounting guidance, but in most instances the references removed are extraneous and not required to understand or apply the guidance. Generally, the amendments in ASU 2024-02 are not intended to result in significant accounting changes for most entities. The amendments in this update are effective for annual reporting periods beginning after December 15, 2024 and are not expected to have a significant impact on our financial statements.

 

Except for the above-mentioned pronouncements, there are no other new recent issued accounting standards that will have a material impact on the consolidated financial position, statements of operations and cash flows.

 

12
 

 

ITEM 3 QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

 

Foreign exchange risk. Substantially most of our revenues are denominated in the Malaysian Ringgit while most of our expenses are denominated in Malaysian Ringgit, U.S. dollar and Hong Kong Dollar. We do not believe that we currently have any significant direct foreign exchange risk and have not hedged exposures denominated in foreign currencies or any other derivative financial instruments. Although in general, our exposure to foreign exchange risks should be limited, the value of an investment in our Common Stock may be affected by the foreign exchange rate between U.S. dollar and Malaysian Ringgit; and U.S. dollar and Hong Kong Dollar because the value of our business is effectively denominated in Malaysian Ringgit and Hong Kong Dollar, while the Common Stock is traded in U.S. dollars.

 

Credit risk. Financial instruments that are potentially subject to credit risk consist principally of accounts receivable. The Company believes the concentration of credit risk in its trade receivables is substantially mitigated by its ongoing credit evaluation process and relatively short collection terms. The Company does not generally require collateral from customers. The Company evaluates the need for an allowance for expected credit loss based upon factors surrounding the credit risk of specific customers, historical trends and other information.

 

ITEM 4 CONTROLS AND PROCEDURES 

 

Evaluation of Disclosure Controls and Procedures

 

As of the end of the period covered by this Report, we carried out an evaluation, under the supervision and with the participation of our management, including our chief executive officer and chief financial officer, of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in the Exchange Act Rules 13a-15(e) and 15d-15(e)). Based on the foregoing evaluation, our chief executive officer and chief financial officer concluded that, as of September 30, 2024, our disclosure controls and procedures were not effective at the reasonable assurance level due to the material weaknesses described below.

 

Internal Control Over Financial Reporting

 

Our management, including our chief executive officer and chief financial officer, is responsible for establishing and maintaining adequate internal control over financial reporting. Internal control over financial reporting is defined in Rule 13a-15(f) or 15d-15(f) promulgated under the Exchange Act as a process designed by, or under the supervision of, the company’s chief executive officer and chief financial officer and effected by the company’s board of directors, management and other personnel, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the United States of America and includes those policies and procedures that:

 

  Pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of the company;
     
  Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with accounting principles generally accepted in the United States of America and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and
     
  Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the company’s assets that could have a material effect on the financial statements.

 

13
 

 

Because of its inherent limitations, internal control over financial reporting may not prevent or detect all misstatements. Projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. All internal control systems, no matter how well designed, have inherent limitations. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation. Because of the inherent limitations of internal control, there is a risk that material misstatements may not be prevented or detected on a timely basis by internal control over financial reporting. However, these inherent limitations are known features of the financial reporting process. Therefore, it is possible to design into the process safeguards to reduce, though not eliminate, this risk.

 

As of September 30, 2024, our management, including our chief executive officer and chief financial officer, assessed the effectiveness of our internal control over financial reporting based on the criteria for effective internal control over financial reporting established in Internal Control—Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”) and SEC guidance on conducting such assessments. Based on such evaluation, the Company’s management, including our chief executive and chief financial officer, concluded that, during the period covered by this Report, internal controls and procedures over financial reporting were not effective. This was due to deficiencies that existed in the design or operation of our internal controls over financial reporting that adversely affected our internal controls and that may be considered to be material weaknesses.

 

Identified Material Weakness

 

A material weakness in internal control over financial reporting is a control deficiency, or combination of control deficiencies, that results in more than a remote likelihood that a material misstatement of the financial statements will not be prevented or detected.

 

Management, including our chief executive officer and chief financial officer identified the following material weakness during its assessment of internal controls over financial reporting as of September 30, 2024:

 

(i) insufficient full-time personnel with appropriate levels of accounting knowledge and experience to monitor the daily recording of transactions, address complex U.S. GAAP accounting issues and to prepare and review financial statements and related disclosures under U.S. GAAP; (ii) lack of a functional internal audit department or personnel that monitors the consistencies of the preventive internal control procedures and lack of adequate policies and procedures in internal audit function to ensure that the Company’s policies and procedures have been carried out as planned.

 

Accordingly, the Company concluded that these control deficiencies resulted in a reasonable possibility that a material misstatement of the annual or interim financial statements will not be prevented or detected on a timely basis by the company’s internal controls.

 

Management’s Remediation Initiatives

 

In an effort to remediate the identified material weaknesses and other deficiencies and enhance our internal controls, we will prepare written policies and procedures for accounting and financial reporting with respect to the requirements and application of both US GAAP and SEC guidelines, to establish a formal process to close our books monthly on an accrual basis and account for all transactions, including equity and debt transactions.

 

To further strengthen the Company’s internal controls, we plan to initiate the following measures going forward:

 

1. We intend to establish an internal audit function with assessment of Sarbanes-Oxley compliance requirements and improvement of overall internal control.
   
2. Once we hire additional employees, we intend to initiate a comprehensive training program and development plan to provide ongoing company-wide trainings regarding internal control and requirements of U.S. GAAP financial statements and related disclosures, with particular emphasis on our accounting staff.

 

We anticipate that these initiatives will be at least partially, if not fully, implemented by the mid of fiscal year 2025.

 

Changes in Internal Control over Financial Reporting:

 

Except as disclosed above, there were no changes in our internal control over financial reporting during the quarter ended September 30, 2024, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

 

14
 

 

PART II — OTHER INFORMATION

 

Item 1. Legal Proceedings

 

We know of no materials, active or pending legal proceedings against us, nor are we involved as a plaintiff in any material proceedings or pending litigation. There are no proceedings in which any of our directors, officers or affiliates, or any beneficial shareholder are an adverse party or has a material interest averse to us.

 

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

 

None.

 

Item 3. Defaults Upon Senior Securities

 

None.

 

Item 4. Mine Safety Disclosures

 

Not applicable.

 

Item 5. Other Information.

 

None.

 

ITEM 6. Exhibits

 

Exhibit No.   Description
     
31.1   Rule 13(a)-14(a)/15(d)-14(a) Certification of principal executive officer*
     
31.2   Rule 13(a)-14(a)/15(d)-14(a) Certification of principal financial officer*
     
32.1   Section 1350 Certification of principal executive officer *
     
32.2   Section 1350 Certification of principal financial officer *
     
101.INS   Inline XBRL Instance Document*
     
101.SCH   Inline XBRL Schema Document*
     
101.CAL   Inline XBRL Calculation Linkbase Document*
     
101.DEF   Inline XBRL Definition Linkbase Document*
     
101.LAB   Inline XBRL Label Linkbase Document*
     
101.PRE   Inline XBRL Presentation Linkbase Document*
     
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

* Filed herewith.

 

15
 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

  AGAPE ATP CORPORATION
  (Name of Registrant)
     
Date: November 14, 2024    
  By: /s/ How Kok Choong
  Title:

Chief Executive Officer,

President, Director, Secretary and Treasurer

    (Principal Executive Officer and Principal Financial Officer)

 

16
 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

  AGAPE ATP CORPORATION
  (Name of Registrant)
     
Date: November 14, 2024    
  By: /s/ LEE Kam-Fan, Andrew
  Title: Chief Financial Officer,

 

17

 

 

EXHIBIT 31.1

 

CERTIFICATION

 

I, HOW KOK CHOONG, certify that:

 

1. I have reviewed this quarterly report on Form 10-Q of Agape ATP Corporation (the “Company”) for the quarter ended September 30, 2024;

 

2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

 

4. I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

 

  a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
     
  b. Designed such internal control over financial reporting, or caused such internal control to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.
     
  c. Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
     
  d. Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

 

5. I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

 

  a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
     
  b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

Date: November 14, 2024 By: /s/ How Kok Choong
    HOW KOK CHOONG
   

Chief Executive Officer,

President, Director, Secretary, Treasurer

    (Principal Executive Officer and Principal Financial Officer)

 

 

 

 

EXHIBIT 31.2

 

CERTIFICATION

 

I, LEE KAM-FAN, ANDREW, certify that:

 

1. I have reviewed this quarterly report on Form 10-Q of Agape ATP Corporation (the “Company”) for the quarter ended September 30, 2024;

 

2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

 

4. I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

 

  a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
     
  b. Designed such internal control over financial reporting, or caused such internal control to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.
     
  c. Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
     
  d. Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

 

5. I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

 

  a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
     
  b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

Date: November 14, 2024 By: /s/ LEE Kam-fan, Andrew
    LEE KAM-FAN, ANDREW
    Chief Financial Officer,

 

 

 

 

EXHIBIT 32.1

 

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

 

In connection with the Quarterly Report of Agape ATP Corporation (the “Company”) on Form 10-Q for the quarter ended September 30, 2024 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), The undersigned hereby certifies, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that, to the best of my knowledge and belief:

 

(1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

 

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.

 

Date: November 14, 2024 By: /s/ How Kok Choong
    HOW KOK CHOONG
    Chief Executive Officer, President, Director, Secretary, Treasurer
    (Principal Executive Officer and Principal Financial Officer)

 

A signed original of this written statement required by Section 906, or other document authenticating, acknowledging, or otherwise adopting the signature that appears in typed form within the electronic version of this written statement has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

 

 

 

 

EXHIBIT 32.2

 

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

 

In connection with the Quarterly Report of Agape ATP Corporation (the “Company”) on Form 10-Q for the quarter ended September 30, 2024 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), The undersigned hereby certifies, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that, to the best of my knowledge and belief:

 

(1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

 

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.

 

Date: November 14, 2024 By: /s/ LEE Kam-fan, Andrew
    LEE KAM-FAN, ANDREW
    Chief Financial Officer

 

A signed original of this written statement required by Section 906, or other document authenticating, acknowledging, or otherwise adopting the signature that appears in typed form within the electronic version of this written statement has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

 

 

 

v3.24.3
Cover - $ / shares
9 Months Ended
Sep. 30, 2024
Nov. 11, 2024
Cover [Abstract]    
Document Type 10-Q  
Amendment Flag false  
Document Quarterly Report true  
Document Transition Report false  
Document Period End Date Sep. 30, 2024  
Document Fiscal Period Focus Q3  
Document Fiscal Year Focus 2024  
Current Fiscal Year End Date --12-31  
Entity File Number 001-41835  
Entity Registrant Name AGAPE ATP CORPORATION  
Entity Central Index Key 0001713210  
Entity Tax Identification Number 36-4838886  
Entity Incorporation, State or Country Code NV  
Entity Address, Address Line One 1705 - 1708, Level 17, Tower 2, Faber Tower  
Entity Address, Address Line Two Jalan Desa Bahagia  
Entity Address, Address Line Three Taman Desa  
Entity Address, City or Town Kuala Lumpur  
Entity Address, Country MY  
Entity Address, Postal Zip Code 58100  
City Area Code (60)  
Local Phone Number 192230099  
Title of 12(b) Security Common Stock, $0.0001 par value  
Trading Symbol ATPC  
Security Exchange Name NASDAQ  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Non-accelerated Filer  
Entity Small Business true  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   3,989,056
Entity Listing, Par Value Per Share $ 0.0001  
v3.24.3
Condensed Consolidated Balance Sheets (Unaudited) - USD ($)
Sep. 30, 2024
Dec. 31, 2023
CURRENT ASSETS    
Cash and cash equivalents (Included $1,294 and $122 in the consolidated VIE that can be used only to settle obligations of the consolidated VIE as of September 30, 2024 and December 31, 2023, respectively.) $ 2,719,033 $ 4,832,460
Accounts receivable, net 41,944 55,458
Inventories 60,564 47,907
Prepaid taxes (Included $0 and $1,670 in the consolidated VIE that can be used only to settle obligations of the consolidated VIE as of September 30, 2024 and December 31, 2023, respectively.) 34,101 21,993
Prepayments and deposits, net (Included $20 and $7 in the consolidated VIE that can be used only to settle obligations of the consolidated VIE as of September 30, 2024 and December 31, 2023, respectively.) 539,701 215,806
Total Current Assets 3,399,235 5,185,152
NON-CURRENT ASSETS    
Property and equipment, net 47,508 77,858
Intangible assets, net 15,413 17,458
Finance lease assets 205,220 86,335
Operating right-of-use assets 282,734 357,301
Investment in marketable securities 12,084 20,171
Investment in non-marketable securities 1,500
Deferred tax assets 219
Total Non-Current Assets 564,459 559,342
TOTAL ASSETS 3,963,694 5,744,494
CURRENT LIABILITIES    
Customer deposits 94,887 101,575
Operating lease liabilities, current 161,999 138,548
Other payables and accrued liabilities ($1,153 and $899 are included in the consolidated VIE that are without recourse to the credit of Agape ATP Corporation as of September 30, 2024 and December 31, 2023, respectively.) 540,896 726,061
Finance lease liabilities, current 23,085 7,075
Income tax payable 14,764
Total Current Liabilities 946,892 1,071,538
NON-CURRENT LIABILITIES    
Operating lease liabilities, non-current 122,250 219,530
Finance lease liabilities, non-current 130,927 72,563
Total Non-Current Liabilities 253,177 292,093
TOTAL LIABILITIES 1,200,069 1,363,631
COMMITMENTS AND CONTINGENCIES (Note 21)
STOCKHOLDERS’ EQUITY    
Preferred stock, $0.0001 par value; 200,000,000 shares authorized; Nil issued and outstanding
Common Stock, par value $0.0001; 50,000,000 shares authorized, 3,989,056 and 3,855,126 shares issued and outstanding as of September 30, 2024 and December 31, 2023, respectively. [1] 399 386
Additional paid in capital 11,422,708 11,386,055
Treasury Stock, par value $0.0001; 0 and 6,765 shares as of September 30, 2024 and December 31, 2023, respectively. [1] (1)
Accumulated deficit (8,709,605) (7,047,571)
Accumulated other comprehensive income 34,111 30,215
TOTAL AGAPE ATP CORPORATION STOCKHOLDERS’ EQUITY 2,747,613 4,369,084
NON-CONTROLLING INTERESTS 16,012 11,779
TOTAL EQUITY 2,763,625 4,380,863
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY 3,963,694 5,744,494
Nonrelated Party [Member]    
CURRENT ASSETS    
Amount due from related parties 1,432 435
CURRENT LIABILITIES    
Accounts payable 83,309 55,585
Related Party [Member]    
CURRENT ASSETS    
Amount due from related parties 2,460 11,093
CURRENT LIABILITIES    
Accounts payable 27,183 34,848
Other payable – related parties $ 769 $ 7,846
[1] Issued and outstanding shares of common stock and treasury stock have been adjusted on a retroactive basis to reflect 1-for-20 reverse stock split effective on August 30, 2024.
v3.24.3
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($)
Sep. 30, 2024
Dec. 31, 2023
Cash $ 2,719,033 $ 4,832,460
Prepaid taxes 34,101 21,993
Prepayment and deposits 539,701 215,806
Other payables and accrued liabilities $ 540,896 $ 726,061
Preferred stock, par value $ 0.0001 $ 0.0001
Preferred stock, shares authorized 200,000,000 200,000,000
Preferred stock, shares outstanding
Preferred stock, shares outstanding
Common Stock, Par or Stated Value Per Share $ 0.0001 $ 0.0001
Common Stock, Shares Authorized 50,000,000 50,000,000
Common stock, shares issued 3,989,056 3,855,126
Common stock, shares outstanding 3,989,056 3,855,126
[custom:TreasuryStockParOrStatedValuePerShare-0] $ 0.0001 $ 0.0001
Treasury Stock, Common, Shares 0 6,765
Variable Interest Entity, Primary Beneficiary [Member]    
Cash $ 1,294 $ 122
Prepaid taxes 0 1,670
Prepayment and deposits 20 7
Other payables and accrued liabilities $ 1,153 $ 899
v3.24.3
Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($)
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Income Statement [Abstract]        
REVENUE $ 331,289 $ 355,314 $ 962,971 $ 1,040,017
COST OF REVENUE (147,104) (120,586) (381,805) (356,875)
GROSS PROFIT 184,185 234,728 581,166 683,142
SELLING (41,582) (49,285) (129,938) (189,509)
COMMISSION (6,894) (14,002) (23,573) (69,886)
GENERAL AND ADMINISTRATIVE (683,819) (488,519) (2,152,889) (1,554,242)
TOTAL OPERATING EXPENSES (732,295) (551,806) (2,306,400) (1,813,637)
LOSS FROM OPERATIONS (548,110) (317,078) (1,725,234) (1,130,495)
OTHER INCOME (EXPENSES)        
Other income (loss), net 3,445 (98) 25,942 12,402
Interest income 16,291 658 58,432 5,475
Unrealized holding (loss) gain on marketable securities (1,176) (3,872) (6,642) 4,838
Gain (loss) on disposal of property and equipment 111 (20) 111 1,767
Exchange gain (loss), net 2,525 (382) 1,745 (34,958)
TOTAL OTHER INCOME (EXPENSES), NET 21,196 (3,714) 79,588 (10,476)
LOSS BEFORE INCOME TAXES (526,914) (320,792) (1,645,646) (1,140,971)
INCOME TAX CREDIT (EXPENSE) 2,875 (3,943) (13,803) 2,712
NET LOSS (524,039) (324,735) (1,659,449) (1,138,259)
LESS: NET (LOSS) INCOME ATTRIBUTABLE TO NON-CONTROLLING INTERESTS (14,411) 2,294 2,586 (10,704)
NET LOSS ATTRIBUTABLE TO AGAPE ATP CORPORATION (509,628) (327,029) (1,662,035) (1,127,555)
NET LOSS (524,039) (324,735) (1,659,449) (1,138,259)
OTHER COMPREHENSIVE INCOME        
Foreign currency translation adjustment 7,224 6,367 3,896 8,713
TOTAL COMPREHENSIVE LOSS (516,815) (318,368) (1,655,553) (1,129,546)
Less: Comprehensive (loss) income attributable to non-controlling interests (12,522) 2,039 4,233 (11,580)
COMPREHENSIVE LOSS ATTRIBUTABLE TO AGAPE ATP CORPORATION $ (504,293) $ (320,407) $ (1,659,786) $ (1,117,966)
LOSS PER SHARE - basic $ (0.13) $ (0.09) $ (0.43) $ (0.30)
LOSS PER SHARE - diluted $ (0.13) $ (0.09) $ (0.43) $ (0.30)
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING - basic [1] 3,881,074 3,772,601 3,859,393 3,772,601
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING - diluted [1] 3,881,074 3,772,601 3,859,393 3,772,601
[1] Weighted average number of common shares outstanding have been adjusted on a retroactive basis to reflect 1-for-20 reverse stock split
v3.24.3
Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) (Parenthetical)
Aug. 30, 2024
Aug. 15, 2024
Income Statement [Abstract]    
Stockholders' Equity, Reverse Stock Split 1-for-20 reverse stock split 1-for-20
v3.24.3
Condensed Consolidated Statements of Changes in Stockholders' Equity (Unaudited) - USD ($)
Common Stock [Member]
Treasury Stock, Common [Member]
Additional Paid-in Capital [Member]
Retained Earnings [Member]
AOCI Attributable to Parent [Member]
Noncontrolling Interest [Member]
Total
Balance at Dec. 31, 2022 $ 377 [1] $ 6,477,884 $ (4,945,586) $ 9,266 $ 20,513 $ 1,562,454
Balance, shares at Dec. 31, 2022 [1] 3,772,601            
Net income (loss) [1]   (425,840) (8,235) (434,075)
Foreign currency translation adjustment [1] 2,077 17 2,094
Balance at Mar. 31, 2023 $ 377 [1] 6,477,884 (5,371,426) 11,343 12,295 1,130,473
Balance, shares at Mar. 31, 2023 [1] 3,772,601            
Balance at Dec. 31, 2022 $ 377 [1] 6,477,884 (4,945,586) 9,266 20,513 1,562,454
Balance, shares at Dec. 31, 2022 [1] 3,772,601            
Net income (loss)             (1,138,259)
Balance at Sep. 30, 2023 $ 377 [1] 6,477,884 (6,073,141) 17,979 8,932 432,031
Balance, shares at Sep. 30, 2023 [1] 3,772,601            
Balance at Dec. 31, 2022 $ 377 [1] 6,477,884 (4,945,586) 9,266 20,513 1,562,454
Balance, shares at Dec. 31, 2022 [1] 3,772,601            
Balance at Dec. 31, 2023 $ 386 [1] $ (1) [1] 11,386,055 (7,047,571) 30,215 11,779 4,380,863
Balance, shares at Dec. 31, 2023 [1] 3,855,126 (6,765)          
Balance at Mar. 31, 2023 $ 377 [1] 6,477,884 (5,371,426) 11,343 12,295 1,130,473
Balance, shares at Mar. 31, 2023 [1] 3,772,601            
Net income (loss) [1]   (374,686) (4,763) (379,449)
Foreign currency translation adjustment [1] 269 (639) (370)
Balance at Jun. 30, 2023 $ 377 [1] 6,477,884 (5,746,112) 11,612 6,893 750,654
Balance, shares at Jun. 30, 2023 [1] 3,772,601            
Net income (loss) [1] (327,029) 2,294 (324,735)
Foreign currency translation adjustment [1] 6,367 (255) 6,112
Balance at Sep. 30, 2023 $ 377 [1] 6,477,884 (6,073,141) 17,979 8,932 432,031
Balance, shares at Sep. 30, 2023 [1] 3,772,601            
Balance at Dec. 31, 2023 $ 386 [1] $ (1) [1] 11,386,055 (7,047,571) 30,215 11,779 4,380,863
Balance, shares at Dec. 31, 2023 [1] 3,855,126 (6,765)          
Net income (loss) [1] [1] (709,707) 6,613 (703,094)
Foreign currency translation adjustment [1] [1] (1,551) (302) (1,853)
Redemption of shares $ (1) [1] $ 1 [1]
Redemption of shares, shares [1] (6,765) 6,765          
Balance at Mar. 31, 2024 $ 385 [1] [1] 11,386,055 (7,757,278) 28,664 18,090 3,675,916
Balance, shares at Mar. 31, 2024 [1] 3,848,361          
Balance at Dec. 31, 2023 $ 386 [1] $ (1) [1] 11,386,055 (7,047,571) 30,215 11,779 4,380,863
Balance, shares at Dec. 31, 2023 [1] 3,855,126 (6,765)          
Net income (loss)             (1,659,449)
Balance at Sep. 30, 2024 $ 399 [1] [1] 11,422,708 (8,709,605) 34,111 16,012 $ 2,763,625
Balance, shares at Sep. 30, 2024 3,989,056 [1] [1]         3,853,504
Balance at Mar. 31, 2024 $ 385 [1] [1] 11,386,055 (7,757,278) 28,664 18,090 $ 3,675,916
Balance, shares at Mar. 31, 2024 [1] 3,848,361          
Net income (loss) [1] [1] (442,699) 10,384 (432,315)
Foreign currency translation adjustment [1] [1] (1,777) 60 (1,717)
Share based compensation [1] [1] 6,667 6,667
Share based compensation, shares [1] 423            
Balance at Jun. 30, 2024 $ 385 [1] [1] 11,392,722 (8,199,977) 26,887 28,534 3,248,551
Balance, shares at Jun. 30, 2024 [1] 3,848,784          
Net income (loss) [1] [1] (509,628) (14,411) (524,039)
Foreign currency translation adjustment [1] [1] 7,224 1,889 9,113
Share based compensation [1] [1] 30,000 30,000
Share based compensation, shares [1] 4,720            
Roundup of fractional shares upon reverse stock split $ 14 [1] [1] (14)
Roundup of fractional shares upon reverse stock split, shares [1] 135,552            
Balance at Sep. 30, 2024 $ 399 [1] [1] $ 11,422,708 $ (8,709,605) $ 34,111 $ 16,012 $ 2,763,625
Balance, shares at Sep. 30, 2024 3,989,056 [1] [1]         3,853,504
[1] Common stock and treasury stock have been adjusted on a retroactive basis to reflect 1-for-20 reverse stock split effective on August 30, 2024.
v3.24.3
Condensed Consolidated Statements of Changes in Stockholders' Equity (Unaudited) (Parenthetical)
Aug. 30, 2024
Aug. 15, 2024
Statement of Stockholders' Equity [Abstract]    
Stockholders' Equity, Reverse Stock Split 1-for-20 reverse stock split 1-for-20
v3.24.3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)
9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
CASH FLOWS FROM OPERATING ACTIVITIES:    
Net loss $ (1,659,449) $ (1,138,259)
Adjustments to reconcile net loss to net cash used in operating activities:    
Depreciation of property and equipment 32,411 54,993
Gain on disposal of property and equipment (111)
Amortization of intangible assets 3,611 4,431
Amortization of finance lease assets 18,956
Amortization of operating right-of-use assets 103,187 113,804
Unrealized holding loss (gain) on marketable securities 6,642 (4,838)
Deferred tax provision (benefit) 218 (6,537)
Allowance for expected credit loss 28,359
Changes in operating assets and liabilities:    
Accounts receivables 6,353 (20,800)
Amount due from related parties 8,858 (782)
Inventories (6,473) (13,484)
Prepaid taxes (8,592) 307,967
Prepayments and deposits (329,898) 84,978
Other receivables (949)
Accounts payable 19,139 11,365
Accounts payable – related parties (10,415) 3,791
Customer deposits (16,349) (45,083)
Operating lease liabilities (102,605) (114,943)
Other payables and accrued liabilities (179,853) (219,676)
Other payables – related parties (7,133) (1,959)
Income tax payable 13,213 (10,674)
Net cash used in operating activities (2,080,880) (995,706)
CASH FLOWS FROM INVESTING ACTIVITIES:    
Purchase of property and equipment (48,722) (7,200)
Proceeds from disposal of property and equipment 111  
Net cash used in investing activities (48,611) (7,200)
CASH FLOWS FROM FINANCING ACTIVITIES:    
Deferred offering costs (113,911)
Payment of finance lease liabilities (6,691)
Net cash used in financing activities (6,691) (113,911)
EFFECT OF EXCHANGE RATE ON CASH AND CASH EQUIVALENTS 22,755 (9,954)
DECREASE IN CASH AND CASH EQUIVALENTS (2,113,427) (1,126,771)
CASH AND CASH EQUIVALENTS, beginning of period 4,832,460 1,438,430
CASH AND CASH EQUIVALENTS, end of period 2,719,033 311,659
SUPPLEMENTAL CASH FLOWS INFORMATION    
Income taxes paid 10,257 20,617
Refund of prepaid taxes 1,665
SUPPLEMENTAL NON-CASH FLOWS INFORMATION    
Increase in right-of-use assets and lease liabilities due to lease renewal $ 422,819
v3.24.3
ORGANIZATION AND BUSINESS BACKGROUND
9 Months Ended
Sep. 30, 2024
Accounting Policies [Abstract]  
ORGANIZATION AND BUSINESS BACKGROUND

1. ORGANIZATION AND BUSINESS BACKGROUND

 

Agape ATP Corporation, a Nevada corporation (“the Company”) was incorporated under the laws of the State of Nevada on June 1, 2016.

 

Agape ATP Corporation operates through its subsidiaries, namely, Agape ATP Corporation (“AATP LB”), a company incorporated in Labuan, Malaysia, and Agape Superior Living Sdn. Bhd. (“ASL”), a company incorporated in Malaysia.

 

AATP LB, incorporated in Labuan, Malaysia, is an investment holding company with 100% equity interest in Agape ATP International Holding Limited (“AATP HK”), a company incorporated in Hong Kong.

 

On May 8, 2020, the Company entered into a Share Exchange Agreement with Mr. How Kok Choong, CEO and director of the Company to acquire 9,590,596 ordinary shares, no par value, equivalent to approximately 99.99% of the equity interest in Agape Superior Living Sdn. Bhd., a network marketing entity incorporated in Malaysia.

 

ASL is a limited company incorporated on August 8, 2003, under the laws of Malaysia.

 

On September 11, 2020, the Company incorporated Wellness ATP International Holdings Sdn. Bhd. (“WATP”), a wholly owned subsidiary under the laws of Malaysia, to pursue the business of promoting wellness and wellbeing lifestyle of the community by providing services that includes online editorials, programs, events and campaigns on how to achieve positive wellness and lifestyle. On July 4, 2024, the entity changed its name to Cedar ATPC Sdn. Bhd. (“CEDAR”).

 

On November 11, 2021, AATP LB formed an entity, DSY Wellness International Sdn. Bhd. (“DSY Wellness”) with an independent third party which AATP LB owns 60% of the equity interest, to pursue the business of providing complementary health therapies.

 

The Company and its subsidiaries are principally engaged in the Health and Wellness Industry. The principal activity of the Company is to supply high-quality health and wellness products, including supplements to assist in cell metabolism, detoxification, blood circulation, anti-aging and products designed to improve the overall health system of the human body and various wellness programs.

 

The Company is positioning itself for sustainable growth by diversifying its operations into the domain of renewable energy. This initiative is founded upon our commitment to environmental responsibility, long-term value creation, and proactive adaptation to global energy trends. On January 3, 2024, the Company formed an equity method investment entity, OIE ATPC Holdings (M) Sdn. Bhd. with Oriental Industries Enterprise (M) Sdn. Bhd. (“OIE”), which the Company and OIE each own 50% of the equity interest. On March 14, 2024, the Company acquired 50% of OIE ATPC Holdings (M) Sdn. Bhd. equity interest from OIE, subsequently the entity becomes a wholly owned subsidiary of the Company. On June 7, 2024, the entity changed its name to ATPC Green Energy Sdn. Bhd (“AGE”).

 

On September 19, 2024, AGE increased its number of ordinary shares to 1,000,000 shares at RM 0.01 per share.

 

On January 8, 2024, AGE formed a wholly own entity, OIE ATPC Exim (M) Sdn. Bhd (“ATPC Exim”). However, the Company had decided not to proceed with the continued development of ATPC Exim. There is no impact to the Group’s operation.

 

The accompanying consolidated financial statements reflect the activities of the Company, AATP LB, AATP HK, CEDAR, ASL, DSY Wellness, AGE, ATPC Exim and its variable interest entity (“VIE”), Agape S.E.A. Sdn. Bhd. (“SEA”) (See Note 4).

 

Details of the Company’s subsidiaries:

 

   Subsidiary
company name
  Place and date of
incorporation
  Particulars of
issued capital
  Principal
activities
  Proportional of ownership
interest and
voting power
held
 
                 
1.  Agape ATP Corporation  Labuan,
March 6, 2017
  100 shares of ordinary share of US$1 each  Investment holding   100%
                  
2.  Agape ATP International Holding Limited  Hong Kong,
June 1, 2017
  1,000,000 shares of ordinary share of HK$1 each  Wholesaling of health and wellness products; and health solution advisory services   100%
                  
3.  Agape Superior Living Sdn. Bhd.  Malaysia,
August 8, 2003
  9,590,598 shares of ordinary share of RM1 each  Health and wellness products and health solution advisory services via network marketing   99.99%
                  
4.  Agape S.E.A. Sdn. Bhd.  Malaysia,
March 4, 2004
  2 shares of ordinary share of RM1 each  VIE of Agape Superior Living Sdn. Bhd.   VIE 
                  
5.  Cedar ATPC Sdn. Bhd. (formerly known as Wellness ATP International Holdings Sdn. Bhd.  Malaysia,
September 11, 2020
  100 shares of ordinary share of RM1 each  The promotion of wellness and wellbeing lifestyle of the community by providing services that includes online editorials, programs, events and campaigns   100%
                  
6.  DSY Wellness International Sdn. Bhd.  Malaysia,
November 11, 2021
  1,000 shares of ordinary share of RM1 each  Provision of complementary health therapies   60%
                  
7.  ATPC Green Energy Sdn. Bhd. (Formerly known as OIE ATPC Holdings (M) Sdn. Bhd.)  Malaysia,
March 14, 2024
  1,000,000 shares of ordinary share of RM0.01 each  Renewable energy   100%
                  
8.  OIE ATPC Exim (M) Sdn. Bhd.  Malaysia,
March 14, 2024
  1,000 shares of ordinary share of RM1 each  Renewable energy   100%

 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

1. ORGANIZATION AND BUSINESS BACKGROUND (Continued)

 

Business Overview

 

Agape ATP Corporation is a company that provides health and wellness products and health solution advisory services to our clients. The Company primarily focus its efforts on attracting customers in Malaysia. Its advisory services center on the “ATP Zeta Health Program”, which is a health program designed to effectively prevent diseases caused by polluted environments, unhealthy dietary intake and unhealthy lifestyles, and promotion of health. The program aims to promote improved health and longevity in our clients through a combination of modern medicine, proper nutrition and advice from skilled nutritionists and/or dieticians.

 

In order to strengthen the Company’s supply chain, on May 8, 2020, the Company has successfully acquired approximately 99.99% of ASL, with the goal of securing an established network marketing sales channel that has been established in Malaysia for the past 15 years. ASL has been offering the Company’s ATP Zeta Health Program as part of its product lineup. As such, the acquisition creates synergy in the Company’s operation by boosting the Company’s retail and marketing capabilities. The newly acquired subsidiary allows the Company to fulfill its mission of “helping people to create health and wealth” by providing a financially rewarding business opportunity to distributors and quality products to distributors and customers who seek a healthy lifestyle.

 

Via ASL, the Company offers three series of programs which consist of different services and products: ATP Zeta Health Program, ÉNERGÉTIQUE and BEAUNIQUE.

 

The ATP Zeta Health Program is a health program designed to promote health and general wellbeing designed to prevent health diseases caused by polluted environments, unhealthy dietary intake and unhealthy lifestyles. The program aims to promote improved health and longevity through a combination of modern health supplements, proper nutrition and advice from skilled dieticians as well as trained members and distributors.

 

The ÉNERGÉTIQUE series aims to provide a total dermal solution for a healthy skin beginning from the cellular level. The series is comprised of the Energy Mask series, Hyaluronic Acid Serum and Mousse Facial Cleanser.

 

The BEAUNIQUE product series focuses on the research of our diet’s impact on modifying gene expressions in order to address genetic variations and deliver a nutrigenomic solution for every individual.

 

The Company deems creating public awareness on wellness and wellbeing lifestyle as essential to enhance the provision of its health solution advisory services; and therefore, incorporated CEDAR. Upon its establishment, CEDAR started collaborating with ASL to carry out various wellness programs.

 

To further its reach in the Health and Wellness Industry, on November 11, 2021, AATP LB formed an entity, DSY Wellness with an independent third party which AATP LB owns 60% of the equity interest, to pursue the business of providing complementary health therapies.

 

AGE delivers innovative solutions for sustainability, energy savings and promoting environmental stewardship to achieves energy efficiency and carbon neutrality for a healthier environment.

 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

v3.24.3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
9 Months Ended
Sep. 30, 2024
Accounting Policies [Abstract]  
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

Basis of presentation

 

The accompanying interim unaudited condensed consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”).

 

The interim unaudited financial information as of September 30, 2024 and for the three and nine months ended September 30, 2024 and 2023 have been prepared without audit, pursuant to the rules and regulations of the SEC and pursuant to Regulation S-X. Certain information and footnote disclosures, which are normally included in annual consolidated financial statements prepared in accordance with U. S. GAAP, have been omitted pursuant to those rules and regulations. The interim unaudited financial information should be read in conjunction with the audited financial statements and the notes thereto, included in the Form 10-K for the fiscal year ended December 31, 2023, which was filed with the SEC on April 1, 2024.

 

In the opinion of management, all adjustments (including normal recurring adjustments) necessary to present a fair statement of the Company’s unaudited financial position as of September 30, 2024, its unaudited results of operations for the three and nine months ended September 30, 2024 and 2023, and its unaudited cash flows for the nine months ended September 30, 2024 and 2023, as applicable, have been made. The unaudited interim results of operations are not necessarily indicative of the operating results for the full fiscal year or any future periods.

 

The unaudited condensed consolidated financial statements include the financial statements of the Company, its subsidiaries and its variable interest entity (“VIE”) over which the Company exercises control and, where applicable, entities for which the Company has a controlling financial interest or is the primary beneficiary. All transactions and balances among the Company, its subsidiaries and its VIE have been eliminated upon consolidation.

 

Principles of consolidation

 

Subsidiaries are those entities in which the Company, directly or indirectly, controls more than one half of the voting power; or has the power to govern the financial and operating policies, to appoint or remove the majority of the members of the board of directors, or to cast a majority of votes at the meeting of directors.

 

A VIE is an entity that has either a total equity investment that is insufficient to permit the entity to finance its activities without additional subordinated financial support, or whose equity investors lack the characteristics of a controlling financial interest, such as through voting rights, right to receive the expected residual returns of the entity or obligation to absorb the expected losses of the entity. The variable interest holder, if any, that has a controlling financial interest in a VIE is deemed to be the primary beneficiary and must consolidate the VIE. As of and for the three and nine months ended September 30, 2024, SEA, the only VIE of the Company has no significant operations.

 

Certain effects of reverse stock split

 

On August 15, 2024, the Company filed a Certificate of Change with the Secretary of State of the State of Nevada (the “Certificate of Change”) to effect a reverse split of the Company’s Common Stock at a ratio of 1-for-20 (the “Reverse Stock Split”), effective as of August 30, 2024. On that date, every 20 issued and outstanding shares of the Company’s Common Stock were automatically converted into one outstanding share of Common Stock. As a result of the Reverse Stock Split, the number of the outstanding shares of Common Stock decreased from 77,069,575 (pre-split) shares to 3,853,504 (post-split) shares. In addition, by reducing the number of outstanding shares, the Company’s loss per share in all prior periods increased by a factor of 20. The Reverse Stock Split affected all shares of Common Stock outstanding immediately prior to the effective time of the Reverse Stock Split.

 

Stockholders who hold a number of pre-reverse stock split shares of the Company’s Common Stock not evenly divisible by 20 are entitled the number of shares rounded up to the nearest whole share. The Company will issue share of the post-Reverse Stock Split Common Stock to any stockholder who would have received a fractional share as a result of the Reverse Stock Split.

 

The Reverse Stock Split affected all holders of Common Stock uniformly and did not affect any stockholder’s percentage of ownership interest. The par value of the Company’s Common Stock remained unchanged at $0.0001 per share and the number of authorized shares of Common Stock reduced from 1,000,000,000 shares to 50,000,000 shares after the Reverse Stock Split.

 

As the par value per share of the Company’s Common Stock remained unchanged at $0.0001 per share, the change in the Common Stock recorded at par value has been reclassified to additional paid-in-capital. All references to shares of Common Stock and per share data for all periods presented in the accompanying condensed consolidated financial statements and notes thereto have been adjusted to reflect the Reverse Stock Split on a retroactive basis.

 

Use of estimates

 

The preparation of unaudited condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities as of the date of the unaudited condensed consolidated financial statements and the reported amounts of revenues and expenses during the periods presented. Significant accounting estimates reflected in the Company’s unaudited condensed consolidated financial statements include allowance for inventories obsolescence, allowance for expected credit loss, impairment of long-lived assets and allowance for deferred tax assets. Actual results could differ from these estimates.

 

Cash and cash equivalents

 

Cash and cash equivalents represent cash on hand, time deposits placed with banks or other financial institutions and all highly liquid investments with an original maturity of three months or less.

 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

Accounts receivable, net

 

Accounts receivable are recorded at the invoiced amount less an allowance for any uncollectible accounts and do not bear interest, which are due on credit term. The carrying value of accounts receivable is reduced by an allowance that reflects the Company’s best estimate of the amounts that will not be collected. An allowance for expected credit loss is recorded in the period when a loss is probable based on an assessment of collectivity by reviewing accounts receivable on a collective basis where similar characteristics exist, primarily base on similar business line, service or product offerings and on an individual basis when the Company identifies specific customers with known disputes or collectivity issues. In determining the amount of the allowance for expected credit loss, the Company considers historical collectivity based on past due status, the age of the accounts receivable balances, credit quality of the Company’s customers based on ongoing credit evaluations, current economic conditions, reasonable and supportable forecasts of future economic conditions, and other factors that may affect the Company’s ability to collect from customers. Accounts receivable balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. The Company’s management continues to evaluate the reasonableness of the valuation allowance policy and update it if necessary. As of September 30, 2024 and December 31, 2023, $13,342 and $542 allowance for expected credit loss were recorded.

 

Inventories

 

Inventories consist of raw materials, work in process and finished goods. Raw materials are valued at cost and work in process are valued at cost of raw materials consumed, both using periodic inventory system in which physical count is performed in monthly basis. Finished goods are valued at the lower of cost or net realizable value using the first-in first-out method. Management reviews inventory on hand for estimated obsolescence or unmarketable items, as compared to future demand requirements and the shelf life of the various products. Based on the review, the Company records inventory write-downs, when necessary, when costs exceed expected net realizable value. For the three and nine months ended September 30, 2024 and 2023, the Company did not recognize any inventory write-downs nor write-off.

 

Prepaid taxes

 

Prepaid taxes include prepaid income taxes that will either be refunded or utilized to offset future income tax.

 

Prepayments and deposits, net

 

Prepayments and deposits are mainly cash deposited or advanced to suppliers for future inventory purchases or service providers for future services. This amount is refundable and bears no interest. For any prepayments and deposits determined by management that such advances will not be in receipts of inventories, services, or refundable, the Company will recognize an allowance account to reserve such balances. Management reviews its prepayments and deposits on a regular basis to determine if the allowance is adequate, and adjusts the allowance when necessary. Delinquent account balances are written-off against allowance for expected credit loss after management has determined that the likelihood of collection is not probable. The Company’s management continues to evaluate the reasonableness of the allowance policy and update it if necessary. There was no allowance for expected credit loss written-off during the three and nine months ended September 30, 2024 and 2023. There was $16,960 and $0 allowance for expected credit loss recorded as of September 30, 2024 and December 31, 2023.

 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

Property and equipment, net

 

Property and equipment are stated at cost less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the assets with no residual value. The estimated useful lives are as follows:

 

   Useful Life
Computer and office equipment  5-7 years
Furniture & fixtures  6-7 years
Leasehold improvements  Shorter of the remaining lease terms or the estimated useful lives
Vehicle  5 years

 

The cost and related accumulated depreciation of assets sold or otherwise retired are eliminated from the accounts and any gain or loss is included in the unaudited condensed consolidated statements of operations and comprehensive loss. Expenditures for maintenance and repairs are charged to earnings as incurred, while additions, renewals and betterments, which are expected to extend the useful life of assets, are capitalized. The Company also re-evaluates the periods of depreciation to determine whether subsequent events and circumstances warrant revised estimates of useful lives.

 

Intangible assets, net

 

Intangible assets, net, are stated at cost, less accumulated amortization. Amortization expense is recognized on the straight-line basis over the estimated useful lives of the assets as follows:

 

Classification  Useful Life
Computer software  5 years

 

Impairment for long-lived assets

 

Long-lived assets, including property and equipment, and intangible assets with finite lives are reviewed for impairment whenever events or changes in circumstances (such as a significant adverse change to market conditions that will impact the future use of the assets) indicate that the carrying value of an asset may not be recoverable. The Company assesses the recoverability of the assets based on the undiscounted future cash flows the assets are expected to generate and recognize an impairment loss when estimated undiscounted future cash flows expected to result from the use of the asset plus net proceeds expected from disposition of the asset, if any, are less than the carrying value of the asset. If an impairment is identified, the Company would reduce the carrying amount of the asset to its estimated fair value based on a discounted cash flows approach or, when available and appropriate, to comparable market values. As of September 30, 2024 and December 31, 2023, no impairment of long-lived assets was recognized.

 

Investment in marketable equity securities

 

The Company follows the provisions of ASU 2016-01, Financial Instruments – Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities. Investments in marketable equity securities (non-current) are reported at fair value with changes in fair value recognized in the Company’s unaudited condensed consolidated statements of operations and comprehensive loss in the caption of “unrealized holding gain (loss) on marketable securities” in each reporting period.

 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

Customer deposits

 

Customer deposits represent amounts advanced by customers on product orders and unapplied unexpired coupons. Customer deposits are reduced when the related sale is recognized in accordance with the Company’s revenue recognition policy.

 

Revenue recognition

 

The Company adopted Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (ASC Topic 606). The core principle underlying the revenue recognition of this ASU allows the Company to recognize revenue that represents the transfer of goods and services to customers in an amount that reflects the consideration to which the Company expects to be entitled in such exchange. This will require the Company to identify contractual performance obligations and determine whether revenue should be recognized at a point in time or over time, based on when control of goods and services transfers to a customer. The Company’s revenue streams are recognized at a point in time for the Company’s sale of health and wellness products.

 

The ASU requires the use of a five-step model to recognize revenue from customer contracts. The five-step model requires that the Company (i) identify the contract with the customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price, including variable consideration to the extent that it is probable that a significant future reversal will not occur, (iv) allocate the transaction price to the respective performance obligations in the contract, and (v) recognize revenue when (or as) the Company satisfies the performance obligation.

 

The Company accounts for a contract with a customer when the contract is committed in writing, the rights of the parties, including payment terms, are identified, the contract has commercial substance and consideration is probable of substantially collection.

 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

Sales of Skin Care, Health and Wellness products

 

- Performance obligations satisfied at a point in time

 

The Company derives its revenues from sales contracts with its customers with revenues being recognized when control of the health and wellness products are transferred to its customer at the Company’s office or shipment of the goods. The revenue is recorded net of estimated discounts and return allowances. Products are given 60 days for returns or exchanges from the date of purchase. Historically, there were insignificant sales returns.

 

Under the Company’s network marketing business, the Company issues product coupons to members and distributors when these customers made purchases above certain thresholds set by the Company. Depending on the type of product coupons issued, the coupons carry varying values and can be used by the customers for reduction in the transaction price of product purchases within the coupon validity period. The value of the product coupons issued is recorded as a reduction of the Company’s revenue account upon issuance; the corresponding amount credited to the customer deposits account. Amounts in customer deposits will be reversed when the coupons are used. The Company’s coupons have a validity period of between six and twelve months. If the Company’s customers did not utilize the coupons after the validity period, the Company would recognize the forfeiture of the originated sales value of the coupons as net revenues.

 

For the three months ended September 30, 2024 and 2023, the Company recognized $565 and $53,690, as forfeited coupon income, respectively. For the nine months ended September 30, 2024 and 2023, the Company recognized $2,952 and $82,562, as forfeited coupon income, respectively.

 

The Company had contracts for the sales of health and wellness products amounting to $10,258 which it is expected to fulfill within 12 months from September 30, 2024.

 

Sales of products for the provision of complementary health therapies

 

- Performance obligations satisfied at a point in time

 

Products for the provision of complementary health therapies are predominantly Chinese herbs in different forms, processed or otherwise, for prescriptions for treating non-communicable diseases.

 

The Company based on the health screening test report to prescribe the products for the provision of complementary health therapies, the Company deliver the products to the customers during the consultation session.

 

For the three months ended September 30, 2024 and 2023, revenues from products for the provision of complementary health therapies were $227,249 and $208,323 respectively. For the nine months ended September 30, 2024 and 2023, revenues from products for the provision of complementary health therapies were $688,415 and $539,291 respectively.

 

Provision of Health and Wellness services

 

- Performance obligations satisfied at a point in time

 

The Company carries out its Wellness program, where the Company’s products are bundled with health screening test. The health screening test is considered as separate performance obligations. The promises to deliver the health screening test report is separately identifiable, which is evidenced by the fact that the Company provides separate services of delivering the health screening test report.

 

The Company based on the health screening test contracts with customers, establishes the selling price for the health screening test and place order to the health screening center. The Company obtains control of the test report before they are delivered to the customers. The Company analyze the test report, provides consultations to the customers, bundle it with the Company’s products and services depending on the customer’s needs.

 

The Company derives its revenues from sales contracts with its customers with revenues being recognized when the test reports are completed and delivered to its customers during the consultation session in person.

 

For the three months ended September 30, 2024 and 2023, revenues from health and wellness services were $56,503 and $57,783 respectively. For the nine months ended September 30, 2024 and 2023, revenues from health and wellness services were $160,694 and $181,997 respectively.

 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

Disaggregated information of revenues by products are as follows:

 

   2024   2023   2024   2023 
   For the three months ended   For the nine months ended 
   September 30,   September 30, 
   2024   2023   2024   2023 
Survivor Select  $-   $-   $-   $28,210 
Energized Mineral Concentrate   1,097    -    1,097    - 
Ionized Cal-Mag   -    29,777    374    114,579 
Omega Blend   -    -    -    22,471 
Beta Maxx   -    -    -    21,206 
Iron   -    -    -    21,617 
Trim+   -    -    -    9,587 
LIVO 5   24,103    46,057    78,478    67,869 
Soy Protein Isolate Powder   2,292    6,931    8,616    17,384 
Mix Soy Protein Isolate Powder with Black Sesame   1,641    6,443    6,893    14,047 
Others – Products for the provision of complementary health therapies   227,249    208,323    688,415    539,291 
Skin care and healthcare products   18,404    -    18,404    1,759 
Total revenues - products   274,786    297,531    802,277    858,020 
Health and Wellness services   56,503    57,783    160,694    181,997 
Total revenues - products and services  $331,289   $355,314   $962,971   $1,040,017 

 

Cost of revenue

 

Cost of revenue comprised freight-in, the purchase cost of manufactured goods for sale to customers and purchase cost of products and services for the provision of complementary health therapies. For the three and nine months ended September 30, 2024, cost of revenue were $147,104 and $381,805, respectively. For the three and nine months ended September 30, 2023 were $120,586 and $356,875.

 

Shipping and handling

 

Shipping and handling charges amounted to $817 and $1,395 for the three months ended September 30, 2024 and 2023, respectively. Shipping and handling charges amounted to $2,577 and $4,050 for the nine months ended September 30, 2024 and 2023, respectively. Shipping and handling charges are expensed as incurred and included in selling expenses.

 

Advertising costs

 

Advertising costs amounted to $17,250 and $36,945 for the three and nine months ended September 30, 2024. There were no advertising costs incurred for the three and nine months ended September 30, 2023. Advertising costs are expensed as incurred and included in selling expenses.

 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

Selling expenses

 

The Company’s selling expenses typically comprise salaries and benefits expenses, credit card processing fees and promotional expenses. Selling expenses amounted to $41,582 and $49,285 for the three months ended September 30, 2024 and 2023, respectively. Selling expenses amounted to $129,938 and $189,509 for the nine months ended September 30, 2024 and 2023, respectively.

 

Commission expenses

 

As with all companies in the network marketing industry, the Company’s sales channel is external to the Company. The Company’s “external sales force” is stratified into two levels based on priority recruitment. First, there are sales distributors. Second, all members recruited by a sales distributor, directly or indirectly, are referred to as “sales network members”. The Company pays commission to every sales distributor based on purchases made by its sales network members which includes the independent direct sales members. Top performing distributors with their own physical stores may also become stockists of the Company, whereby they enjoy benefits such as maintaining a certain amount of the Company’s inventory on their store premises. The stockists shall account to the Company for all products sales from their store premises as monitored through the Company’s centralized stock tracking system. The Company pays a separate commission to stockists based on revenue generated from the stockists’ physical stores. Commission expenses amounted to $6,894 and $14,002 for the three months ended September 30, 2024 and 2023, respectively. Commission expenses amounted to $23,573 and $69,886 for the nine months ended September 30, 2024 and 2023, respectively.

 

General and administrative expenses (“G&A expenses”)

 

The Company’s G&A expenses typically comprise of salaries and benefits expenses, rental expenses, professional expenses, depreciation expenses and allowance for expected credit loss. G&A expenses amounted to $683,819 and $488,519 for the three months ended September 30, 2024 and 2023, respectively. G&A expenses amounted to $2,152,889 and $1,554,242 for the nine months ended September 30, 2024 and 2023, respectively.

 

Defined contribution plan

 

The full-time employees of the Company are entitled to the government mandated defined contribution plan. The Company is required to accrue and pay for these benefits based on certain percentages of the employees’ respective salaries, subject to certain ceilings, in accordance with the relevant government regulations, and make cash contributions to the government mandated defined contribution plan. Total expenses for the plans were $57,304 and $37,187 for the three months ended September 30, 2024 and 2023, respectively. Total expenses for the plans were $87,391 and $116,660 for the nine months ended September 30, 2024 and 2023, respectively.

 

The related contribution plans include:

 

  - Social Security Organization (“SOSCO”) – 1.75% based on employee’s monthly salary capped of RM 5,000;
  - Employees Provident Fund (“EPF”) –based on employee’s monthly salary, 13% for employee earning RM5,000 and below; and 12% for employee earning RM5,001 and above.
  - Employment Insurance System (“EIS”) – 0.2% based on employee’s monthly salary capped of RM 5,000;
  - Human Resource Development Fund (“HRDF”) – 1% based on employee’s monthly salary

 

Income taxes

 

The Company accounts for income taxes in accordance with U.S. GAAP for income taxes. The charge for taxation is based on the results for the fiscal year as adjusted for items, which are non-assessable or disallowed. It is calculated using tax rates that have been enacted or substantively enacted by the balance sheet date.

 

Deferred taxes is accounted for using the asset and liability method in respect of temporary differences arising from differences between the carrying amount of assets and liabilities in the consolidated financial statements and the corresponding tax basis used in the computation of assessable tax profit. In principle, deferred tax liabilities are recognized for all taxable temporary differences. Deferred tax assets are recognized to the extent that it is probable that taxable profit will be available against which deductible temporary differences can be utilized. Deferred tax is calculated using tax rates that are expected to apply to the period when the asset is realized or the liability is settled.

 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

Deferred tax is charged or credited in the income statement, except when it is related to items credited or charged directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Current income taxes are provided for in accordance with the laws of the relevant taxing authorities.

 

An uncertain tax position is recognized as a benefit only if it is “more likely than not” that the tax position would be sustained in a tax examination, with a tax examination being presumed to occur. The amount recognized is the largest amount of tax benefit that is greater than 50% likely of being realized on examination. For tax positions not meeting the “more likely than not” test, no tax benefit is recorded. Penalties and interest incurred related to underpayment of income tax are classified as income tax expense in the period incurred. No penalties and interest incurred related to underpayment of income taxes for the three and nine months ended September 30, 2024 and 2023.

 

The Company conducts much of its business activities in Hong Kong and Malaysia and is subject to tax in each of these jurisdictions. As a result of its business activities, the Company will file separate tax returns that are subject to examination by the foreign tax authorities.

 

Comprehensive income (loss)

 

Comprehensive income (loss) consists of two components, net income (loss) and other comprehensive income (loss). Net income (loss) refers to revenue, expenses, gains and losses that under GAAP are recorded as an element of stockholders’ equity. Other comprehensive income (loss) consists of a foreign currency translation adjustment resulting from the Company not using the U.S. dollar as its functional currencies.

 

Non-controlling interest

 

Non-controlling interest consists of 40% of the equity interests of DSY Wellness held by an individual and approximately 0.01% (3 ordinary shares out of 9,590,599 shares) of the equity interests of ASL held by three individuals. The non-controlling interests are presented in the consolidated balance sheets, separately from equity attributable to the shareholders of the Company. Non-controlling interests in the results of the Company are presented on the face of the consolidated statements of operations as an allocation of the total income or loss for the periods between non-controlling interest holders and the shareholders of the Company.

 

Earnings (loss) per share

 

The Company computes earnings (loss) per share (“EPS”) in accordance with ASC 260, “Earnings per Share”. ASC 260 requires companies to present basic and diluted EPS. Basic EPS is measured as net income (loss) divided by the weighted average ordinary share outstanding for the period. Diluted EPS presents the dilutive effect on a per share basis of the potential common stocks (e.g., convertible securities, options and warrants) as if they had been converted at the beginning of the periods presented, or issuance date, if later. Potential common stocks that have an anti-dilutive effect (i.e., those that increase income per share or decrease loss per share) are excluded from the calculation of diluted EPS. For the three and nine months ended September 30, 2024 and 2023, there were no dilutive shares.

 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

Foreign currencies translation and transaction

 

Transactions denominated in currencies other than the functional currency are translated into the functional currency at the exchange rates prevailing at the dates of the transaction. Monetary assets and liabilities denominated in currencies other than the functional currency are translated into the functional currency using the applicable exchange rates at the balance sheet dates. The resulting exchange differences are recorded in the consolidated statements of operations and comprehensive loss.

 

The reporting currency of the Company is United States Dollars (“US$”) and the accompanying financial statements have been expressed in US$. The Company’s subsidiary in Labuan maintains its books and record in United States Dollars (“US$”) albeit its functional currency being the primary currency of the economic environment in which the entity operates, which is the Malaysian Ringgit (“MYR” or “RM”). The Company’s subsidiary in Hong Kong maintains its books and record in Hong Kong Dollars (“HK$”), similar to its functional currency. The Company’s subsidiary and VIE in Malaysia conducts its businesses and maintains its books and record in the local currency, Malaysian Ringgit (“MYR” or “RM”), as its functional currency.

 

In general, for consolidation purposes, assets and liabilities of its subsidiaries whose functional currency is not US$ are translated into US$, in accordance with ASC Topic 830-30, “Translation of Financial Statement”, using the exchange rate on the balance sheet date. Revenues and expenses are translated at average rates prevailing during the period. The gains and losses resulting from translation of financial statements of foreign subsidiary are recorded as a separate component of accumulated other comprehensive income within the statements of stockholders’ equity. Cash flows are also translated at average translation rates for the periods, therefore, amounts reported on the statement of cash flows will not necessarily agree with changes in the corresponding balances on the consolidated balance sheets.

 

Translation of foreign currencies into US$1 have been made at the following exchange rates for the respective periods:

 

   September 30, 2024   December 31, 2023 
   As of 
   September 30, 2024   December 31, 2023 
Period-end MYR : US$1 exchange rate   4.12    4.59 
Period-end HKD : US$1 exchange rate   7.77    7.81 

 

   2024   2023   2024   2023 
  

For the three months ended

September 30,

  

For the nine months ended

September 30,

 
   2024   2023   2024   2023 
Period-average MYR : US$1 exchange rate   4.35    4.63    4.61    4.53 
Period-average HKD : US$1 exchange rate   7.79    7.82    7.81    7.84 

 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

Related parties

 

Parties, which can be a corporation or individual, are considered to be related if the Company has the ability, directly or indirectly, to control the other party or exercise significant influence over the other party in making financial and operating decisions. Companies are also considered to be related if they are subject to common control or common significant influence.

 

Fair value of financial instruments

 

The accounting standard regarding fair value of financial instruments and related fair value measurements defines financial instruments and requires disclosure of the fair value of financial instruments held by the Company.

 

The accounting standards define fair value, establish a three-level valuation hierarchy for disclosures of fair value measurement and enhance disclosure requirements for fair value measures. The three levels are defined as follow:

 

  Level 1 inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets.
  Level 2 inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the assets or liability, either directly or indirectly, for substantially the full term of the financial instruments.
  Level 3 inputs to the valuation methodology are unobservable and significant to the fair value.

 

Financial instruments included in current assets and current liabilities are reported in the consolidated balance sheets at face value or cost, which approximate fair value because of the short period of time between the origination of such instruments and their expected realization and their current market rates of interest.

 

Leases

 

The Company adopted ASU 2016-02, “Leases” (Topic 842), and elected the practical expedients that does not require the Company to reassess: (1) whether any expired or existing contracts are, or contain, leases, (2) lease classification for any expired or existing leases and (3) initial direct costs for any expired or existing leases. For lease terms of twelve months or fewer, a lessee is permitted to make an accounting policy election not to recognize lease assets and liabilities. The Company also adopts the practical expedient that allows lessees to treat the lease and non-lease components of a lease as a single lease component. Some of the Company’s leases include one or more options to renew, which is typically at the Company’s sole discretion. The Company regularly evaluates the renewal options, and, when it is reasonably certain of exercise, it will include the renewal period in its lease term. New lease modifications result in re-measurement of the right of use (“ROU”) assets and lease liabilities. Operating ROU assets and lease liabilities are recognized at the commencement date, based on the present value of lease payments over the lease term. Since the implicit rate for the Company’s leases is not readily determinable, the Company use its incremental borrowing rate based on the information available at the commencement date in determining the present value of lease payments. The incremental borrowing rate is the rate of interest that the Company would have to pay to borrow, on a collateralized basis, an amount equal to the lease payments, in a similar economic environment and over a similar term.

 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

Lease terms used to calculate the present value of lease payments generally do not include any options to extend, renew, or terminate the lease, as the Company does not have reasonable certainty at lease inception that these options will be exercised. The Company generally considers the economic life of its operating lease ROU assets to be comparable to the useful life of similar owned assets. The Company has elected the short-term lease exception, therefore operating lease ROU assets and liabilities do not include leases with a lease term of twelve months or less. Its leases generally do not provide a residual guarantee. The operating lease ROU asset also excludes lease incentives. Lease expense is recognized on a straight-line basis over the lease term.

 

The Company reviews the impairment of its ROU assets consistent with the approach applied for its other long-lived assets. The Company reviews the recoverability of its long-lived assets when events or changes in circumstances occur that indicate that the carrying value of the asset may not be recoverable. The assessment of possible impairment is based on its ability to recover the carrying value of the asset from the expected undiscounted future pre-tax cash flows of the related operations. The Company has elected to include the carrying amount of operating lease liabilities in any tested asset group and includes the associated operating lease payments in the undiscounted future pre-tax cash flows.

 

Derivative financial instruments

 

Derivative financial instruments consist of financial instruments that contain a notional amount and one or more underlying variables such as interest rate, security price, variable conversion rate or other variables, require no initial new investment and permit net settlement. The derivative financial instruments may be free-standing or embedded in other financial instruments. The Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. The Company based on the terms of the warrant agreement to determine the warrants as equity instruments or derivative liabilities. The Company follows the provision of ASC 815, Derivatives and Hedging for derivative financial instruments that are classified as equity instruments, the contracts are initially measured at fair value and no subsequent measurement is required for equity instruments. The Company uses Black-Scholes Model to calculate the fair value of the warrant.

 

Recent accounting pronouncements

 

The Company has reviewed all recently issued, but not yet effective, considers the applicability and impact of all accounting standards updates (“ASUs”). Management periodically reviews new accounting standards that are issued.

 

In November 2023, the FASB issued ASU 2023-07 “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures”. The ASU 2023-07 is intended to improve reportable segment disclosure requirements primarily through enhanced disclosures about significant segment expenses. The ASU 2023-07 is effective for annual reporting periods beginning after December 15, 2023 and interim periods in fiscal years beginning after December 15, 2024. Early adoption is permitted. The ASU No. 2023-07 is not expected to have a significant impact on its unaudited condensed consolidated financial statements

 

In December 2023, the FASB issued ASU 2023-09 “Income Taxes (Topic 740): Improvements to Income Tax Disclosures”. The ASU 2023-09 requires companies to disclose specific categories in the rate reconciliation and provide additional information for reconciling items that meet a quantitative threshold (if the effect of those reconciling items is equal to or greater than 5 percent of the amount computed by multiplying pretax income or loss by the applicable statutory income tax rate). The ASU 2023-09 is effective for annual reporting periods beginning after December 15, 2024. Early adoption is permitted. The Company is currently evaluating the impact of this ASU may have on its unaudited condensed consolidated financial statements.

 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

In March 2024, the FASB issued ASU 2024-01 “Compensation – Stock Compensation (Topic 718): Scope Application of Profits Interest and Similar Awards”. The ASU clarify how an entity determines whether a profits interest or similar award is within the scope of Accounting Standards Codification (“ASC”) 718, Compensation – Stock Compensation, by adding illustrative guidance. The guidance in ASU 2024-01 is effective for annual reporting periods beginning after December 15, 2024, and can be applied either retrospectively to all prior periods presented in the consolidated financial statements or prospectively to profits interest and similar awards granted or modified on or after the date at which the entity first applies the amendments. Early adoption is permitted. The adoption of ASU 2024-01 is not expected to have any impact on the Company’s consolidated financial statements.

 

In March 2024, the FASB issued ASU 2024-02 “Codification Improvements – Amendments to Remove References to the Concepts Statements”. The amendments apply to all reporting entities within the scope of the affected accounting guidance, but in most instances the references removed are extraneous and not required to understand or apply the guidance. Generally, the amendments in ASU 2024-02 are not intended to result in significant accounting changes for most entities. The amendments in this update are effective for annual reporting periods beginning after December 15, 2024 and are not expected to have a significant impact on our financial statements.

 

Recently adopted Accounting Pronouncements

 

In March 2023, the FASB issued ASU No. 2023-01 “Leases (Topic 842) Common Control Arrangements”. This ASU provides guidance in ASC Topic 842 that Leasehold improvements associated with common control leases should be (i) amortized by the lessee over the useful life of the leasehold improvements to the common control group, regardless of the lease term, as long as the lessee controls the use of the underlying asset through a lease, and (ii) accounted for as a transfer between entities under common control through an adjustment to equity if and when the lessee no longer controls the use of the underlying asset. The ASU 2023-01 is effective for reporting periods beginning after December 15, 2023. The adoption of this accounting standard has no material impact on the unaudited condensed consolidated financial statements for the nine months ended and as at September 30, 2024.

 

Except for the above-mentioned pronouncements, there are no new recent issued accounting standards that will have a material impact on the unaudited condensed consolidated financial position, statements of operations and cash flows.

 

v3.24.3
ACQUISITION OF OIE ATPC HOLDINGS (M) SDN. BHD
9 Months Ended
Sep. 30, 2024
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract]  
ACQUISITION OF OIE ATPC HOLDINGS (M) SDN. BHD

3. ACQUISITION OF OIE ATPC HOLDINGS (M) SDN. BHD.

 

On January 3, 2024, the Company together with Oriental Industries Enterprise (M) Sdn. Bhd. (“OIE”) formed an equity method investment entity, OIE ATPC Holdings (M) Sdn. Bhd. (“OIE ATPC”) in which the Company and OIE each owns 50% equity interest at the cost of $108. On March 14, 2024, the Company acquired the remainder 50% of equity at cost of $107 from OIE. On June 7, 2024, the entity changed its name to ATPC Green Energy Sdn Bhd (“AGE”).

 

On January 8, 2024, ATPC Green Energy (“AGE”) formed a wholly own entity, OIE ATPC Exim (M) Sdn. Bhd. (“ATPC Exim”).

 

As both AGE and ATPC Exim are newly formed, the Company considered the cost of investment is the fair value of the assets acquired.

 

v3.24.3
VARIABLE INTEREST ENTITY (“VIE”)
9 Months Ended
Sep. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
VARIABLE INTEREST ENTITY (“VIE”)

4. VARIABLE INTEREST ENTITY (“VIE”)

 

SEA is a trading company incorporated on March 4, 2004, under the laws of Malaysia. SEA provided majority of ASL’s purchases. The income generated was insufficient to finance its activities and 100% of its business is transacted with ASL. Therefore, it was considered to be a VIE and ASL is the primary beneficiary since it has both of the following characteristics:

 

  a. The power to direct the activities of the VIE that most significantly impact the VIE’s economic performance; and
  b. The obligation to absorb losses of the VIE that could potentially be significant to the VIE or the right to receive benefits from the VIE that could potentially be significant to the VIE.

 

Accordingly, the accounts of SEA is consolidated in the accompanying financial statements.

 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

4. VARIABLE INTEREST ENTITY (“VIE”) (Continued)

 

The carrying amount of the VIE’s assets and liabilities were as follows:

 

   September 30, 2024   December 31, 2023 
   As of 
   September 30, 2024   December 31, 2023 
Current assets  $1,314   $1,799 
Current liabilities   (1,153)   (899)
Net asset  $161   $900 

 

   September 30, 2024   December 31, 2023 
   As of 
   September 30, 2024   December 31, 2023 
Current assets:          
Cash  $1,294   $122 
Prepayment and deposits   20    7 
Prepaid taxes   -    1,670 
Total current assets  $1,314   $1,799 
           
Current liabilities:          
Other payables and accrued liabilities   1,153    899 
Total current liabilities  $1,153   $899 
Net asset  $161   $900 

 

The summarized operating results of the VIE’s are as follows:

 

   2024   2023   2024   2023 
   For the three months ended
September 30,
  

For the nine months ended

September 30,

 
   2024   2023   2024   2023 
                 
Operating revenues  $-   $-   $-   $- 
Gross profit  $-   $-   $-   $- 
Profit (loss) from operations  $(490)  $41,014   $(754)  $40,654 
Net profit (loss)  $(490)  $41,014   $(754)  $40,654 

 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

v3.24.3
CASH AND CASH EQUIVALENTS
9 Months Ended
Sep. 30, 2024
Cash and Cash Equivalents [Abstract]  
CASH AND CASH EQUIVALENTS

5. CASH AND CASH EQUIVALENTS

 

As of September 30, 2024 and December 31, 2023 the Company has $2,719,033 and $4,832,460, respectively, of cash and cash equivalents, which consists of $266,173 and $510,019, respectively, of cash and cash in banks and $2,452,860 and $4,322,441, respectively, of time deposits placed with banks or other financial institutions and are all highly liquid investments with an original maturity of three months or less. The effective interest rate for the time deposits ranged between 2.06% to 2.55% per annum for the three and nine months ended September 30, 2024. The effective interest rate ranged between 1.22% to 1.88% per annum for the three and nine months ended September 30, 2023. As of September 30, 2024 and December 31, 2023, $2,492,285 and $4,630,476 of these balances are not covered by deposit insurance, respectively.

 

v3.24.3
ACCOUNTS RECEIVABLE, NET
9 Months Ended
Sep. 30, 2024
Receivables [Abstract]  
ACCOUNTS RECEIVABLE, NET

6. ACCOUNTS RECEIVABLE, NET

 

   September 30, 2024   December 31, 2023 
   As of 
   September 30, 2024   December 31, 2023 
         
Accounts receivable  $55,286   $56,000 
Allowance for expected credit loss   (13,342)   (542)
Total accounts receivable, net  $41,944   $55,458 

 

Movements of allowance for expected credit loss are as follows:

 

   September 30, 2024   December 31, 2023 
   As of 
   September 30, 2024   December 31, 2023 
         
Beginning balance  $542   $- 
Addition   12,738    546 
Exchange rate effect   62    (4)
Ending balance  $13,342   $542 

 

v3.24.3
INVENTORIES
9 Months Ended
Sep. 30, 2024
Inventory Disclosure [Abstract]  
INVENTORIES

7. INVENTORIES

 

Inventories consist of the following:

 

   September 30, 2024   December 31, 2023 
   As of 
   September 30, 2024   December 31, 2023 
         
Finished goods   60,564    47,907 
Total inventories  $60,564   $47,907 

 

There were no inventory write-downs nor write-off for the three and nine months ended September 30, 2024 and 2023, respectively.

 

v3.24.3
PREPAYMENTS AND DEPOSITS, NET
9 Months Ended
Sep. 30, 2024
Prepayments And Deposits Net  
PREPAYMENTS AND DEPOSITS, NET

8. PREPAYMENTS AND DEPOSITS, NET

 

   September 30, 2024   December 31, 2023 
   As of 
   September 30, 2024   December 31, 2023 
         
Prepaid expenses  $451,242   $123,809 
Deposits to suppliers   105,419    91,997 
Subtotal   556,661    215,806 
Allowance for expected credit loss – Prepaid expenses   (16,960)   - 
Total prepayments and deposits, net  $539,701   $215,806 

 

Prepayments and deposits are mainly cash deposited or advanced to suppliers for future inventory purchases or service providers for future services. For any prepayments and deposits determined by management that such advances will not be in receipts of inventories, services, or refundable, the Company will recognize an allowance for expected credit loss for such balances. Management reviews its prepayments and deposits on a regular basis to determine if the allowance is adequate, and adjusts the allowance when necessary. Delinquent account balances are written-off against allowance for credit losses after management has determined that the likelihood of collection is not probable.

 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

8. PREPAYMENTS AND DEPOSITS, NET (Continued)

 

Movements of allowance for expected credit loss are as follows:

 

   For the
nine months ended
September 30, 2024
   For the
year ended
December 31, 2023
 
         
Beginning balance  $-   $      - 
Addition   16,960    - 
Ending balance  $16,960   $- 

 

v3.24.3
PROPERTY AND EQUIPMENT, NET
9 Months Ended
Sep. 30, 2024
Property, Plant and Equipment [Abstract]  
PROPERTY AND EQUIPMENT, NET

9. PROPERTY AND EQUIPMENT, NET

 

Property and equipment, net consist of the following:

 

   September 30, 2024   December 31, 2023 
   As of 
   September 30, 2024   December 31, 2023 
         
Computer and office equipment  $99,082   $91,947 
Furniture & fixtures   124,178    111,164 
Motor vehicle   22,792    89,729 
Leasehold improvements   205,151    184,155 
Subtotal   451,203    476,995 
Less: accumulated depreciation   (403,695)   (399,137)
Total property and equipment, net  $47,508   $77,858 

 

Depreciation expense for the three months ended September 30, 2024 and 2023 amounted to $7,083 and $17,028, respectively. Depreciation expense for the nine months ended September 30, 2024 and 2023 amounted to $32,411 and $54,993, respectively.

 

v3.24.3
INTANGIBLE ASSETS, NET
9 Months Ended
Sep. 30, 2024
Goodwill and Intangible Assets Disclosure [Abstract]  
INTANGIBLE ASSETS, NET

10. INTANGIBLE ASSETS, NET

 

Intangible assets, net, consist of the following:

 

   September 30, 2024   December 31, 2023 
   As of 
   September 30, 2024   December 31, 2023 
         
Computer software  $59,149   $53,095 
Less: accumulated amortization   (43,736)   (35,637)
Total intangible assets, net  $15,413   $17,458 

 

Amortization expense for the three months ended September 30, 2024 and 2023 amounted to $1,256 and $1,344, respectively. Amortization expense for the nine months ended September 30, 2024 and 2023 amounted to $3,611 and $4,431, respectively.

 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

v3.24.3
INVESTMENT IN MARKETABLE SECURITIES
9 Months Ended
Sep. 30, 2024
Investment In Marketable Securities  
INVESTMENT IN MARKETABLE SECURITIES

11. INVESTMENT IN MARKETABLE SECURITIES

 

  (i) On May 17, 2018, the Company purchased 83,333 shares of common stock in Greenpro Capital Corp. for $500,000 at a purchase price of $6 per share.
     
  (ii) On July 30, 2018, the Company disposed 20 shares of common stock in Greenpro Capital Corp. for $125 at a purchase price of $6.2613 per share.
     
  (iii) On October 16, 2018, the Company purchased 33,333 shares of common stock in Greenpro Capital Corp. for $1,000 at a purchase price of $0.03 per share.
     
  (iv) On July 19, 2022, Greenpro Capital Corp. filed a certificate of change with the Secretary of State of Nevada to effect a reverse split of the company’s common stock at the ratio of 10-for-1 effective July 28, 2022. Under the reverse stock split, each 10 pre-split share of common stock outstanding will automatically combine into 1 new share of common stock of the company. As at July 28, 2022, the Company has an investment of 116,646 common stock of Greenpro Capital Corp. The Company’s investment of 116,646 common stock of Greenpro Capital Corp. was reduced to 11,665 subsequent to the reverse stock split.
     
  (v) On November 3, 2020, the Company received dividend of 6,667 shares of common stock in DSwiss, Inc. for $76,671 at fair value of $11.50 per share from Greenpro Capital Corporation as result of its Spin-off of DSwiss, Inc.’s shares.
     
  (vi) On December 9, 2020, the Company received dividend of 16,663 shares of common stock in DSwiss, Inc. for $83,315 at fair value of $5 per share from Greenpro Capital Corporation as result of its Spin-off of DSwiss, Inc.’s shares.
     
  (vii) On September 27, 2021, the Company received dividend of 11,665 shares of common stock in SEATech Ventures Corp. for $18,874 at fair value of $1.62 per share from Greenpro Capital Corp as a dividend income since Greenpro Capital Corp previously owned these shares.

 

         
   As of 
   September 30, 2024   December 31, 2023 
Fair value of investment in marketable securities at the beginning of period / year  $20,171   $16,687 
Unrealized holding (loss) gain   (6,641)   3,493 
Transfer to non-marketable securities   (1,500)   - 
Exchange rate effect   54    (9)
Fair value of investment in marketable securities at the end of period / year  $12,084   $20,171 

 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

v3.24.3
INVESTMENT IN NON-MARKETABLE SECURITIES
9 Months Ended
Sep. 30, 2024
Investment In Non-marketable Securities  
INVESTMENT IN NON-MARKETABLE SECURITIES

12. INVESTMENT IN NON-MARKETABLE SECURITIES

 

  (i) On April 3, 2019, the Company purchased a 5% of stock or 15,000,000 shares of common stock in Phoenix Plus Corp. (a non-marketable security) for $1,500 at purchase price of $0.0001 per share. Phoenix Plus Corp. obtained approval for Depository Trust Company eligibility on April 26, 2022. Since the commencement of trading of common stock of Phoenix Plus Corp. on May 18, 2022, to July 16, 2024 there were only 12 days traded with number of shares of common stock ranging from 100 to 57,500. The Company deems there is an absence of a readily determinable fair value of the common stock of Phoenix Plus Corp. and has continued to value its investment in the company Phoenix Plus Corp. at cost. The carrying value of the Company’s investment in Phoenix Plus Corp. was $1,500 as of September 30, 2024 and December 31, 2023.
     
  (ii)

On July 2, 2024, the Company purchased 5% of stock or 15,000,000 shares of common stock with a par value of $0.0001 per share of Radiance Holdings Corp. at the consideration of the 15,000,000 shares of Phoenix Plus Corp held by the Company.

 

         
   As of 
Radiance Holdings Corp  September 30, 2024   December 31, 2023 
Cost of investment  $1,500   $          - 
           
Investment in non-marketable securities   1,500    - 

 

v3.24.3
CUSTOMER DEPOSITS
9 Months Ended
Sep. 30, 2024
Customer Deposits  
CUSTOMER DEPOSITS

13. CUSTOMER DEPOSITS

 

         
   As of 
   September 30, 2024   December 31, 2023 
         
Customer deposits – Non Refundable  $94,187   $100,540 
Unexpired product coupons   700    1,035 
Total customer deposits  $94,887   $101,575 

 

Customer deposits represent amounts advanced by customers on product orders and unexpired product coupons issued to the Company’s members and distributors of its network marketing business.

 

v3.24.3
OTHER PAYABLES AND ACCRUED LIABILITIES
9 Months Ended
Sep. 30, 2024
Other Liabilities Disclosure [Abstract]  
OTHER PAYABLES AND ACCRUED LIABILITIES

14. OTHER PAYABLES AND ACCRUED LIABILITIES

 

         
   As of 
   September 30, 2024   December 31, 2023 
         
Professional fees  $151,945   $348,664 
Promotion expenses   53,467    47,995 
Payroll   6,057    26,104 
Amounts held in eWallets   187,137    185,137 
Tax penalty   75,000    75,000 
Others   67,290    43,161 
Total other payables and accrued liabilities  $540,896   $726,061 

 

The Company requires all members and distributors of its network marketing business to maintain an electronic wallet (eWallet) account with the Company. The eWallet is primarily for the crediting of any commission payment that falls below RM100 (or $22.20) and for members or distributors without bank account. Commission payment exceeding the RM100 threshold shall only be credited into the member’s or distributor’s bank upon request. The eWallet functionality allows the members to place new product orders utilizing eWallet available balance and/or request commission payout via multiple payment methods provided that each of the withdrawal amount exceeds RM100. Amounts held in eWallets are reflected on the balance sheet as a current liability.

 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

v3.24.3
RELATED PARTY BALANCES AND TRANSACTIONS
9 Months Ended
Sep. 30, 2024
Related Party Transactions [Abstract]  
RELATED PARTY BALANCES AND TRANSACTIONS

15. RELATED PARTY BALANCES AND TRANSACTIONS

 

Related party balances

 

Amount due from related parties

 

         As of 
Name of Related Party  Relationship  Nature  September 30, 2024   December 31, 2023 
               
TH3 Holdings Sdn Bhd (“TH3”)  Mr. How Kok Choong, the CEO and director of the Company is also a director of TH3  Prepayment of IT expenses  $2,460   $2,922 
SY Welltech Sdn Bhd (“Welltech”) (formerly known as DSY Beauty Sdn Bhd)  The directors and shareholders of Welltech are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd  Deposits for products purchases   -    8,171 
                 
Total amount due from related parties        $2,460   $11,093 

 

Accounts payable – related parties

 

         As of 
Name of Related Party  Relationship  Nature  September 30, 2024   December 31, 2023 
               
CTA Nutriceuticals (Asia) Sdn Bhd (“CTA”)  The directors and shareholders of CTA are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY International Wellness Sdn Bhd  Purchases of products for the provision of complementary health therapies  $27,183   $30,439 
SY Welltech Sdn Bhd (“Welltech”) (formerly known as DSY Beauty Sdn Bhd)  The directors and shareholders of Welltech are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd  Purchases of beauty products   -    54 
Mr. Chew Yi Zheng  Mr. Chew Yi Zheng is the member of the immediate family of Mr. Yap Foo Ching (Steve Yap), the director of DSY Wellness International Sdn Bhd  Render therapy and health consultation to customer   -    4,355 
Total account payable – related parties        $27,183   $34,848 

 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

15. RELATED PARTY BALANCES AND TRANSACTIONS (Continued)

 

Related party balances

 

Other payable - related parties

 

         As of 
Name of Related Party  Relationship  Nature  September 30, 2024   December 31, 2023 
               
CTA Nutriceuticals (Asia) Sdn Bhd (“CTA”)  The directors and shareholders of CTA are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY International Wellness Sdn Bhd  Purchase of products for general use   547    570 
SY Welltech Sdn Bhd (“Welltech”) (formerly known as DSY Beauty Sdn Bhd)  The directors and shareholders of DSY Beauty are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd  Purchase of products for general use   -    535 
Mr. Yap Foo Ching (Steve Yap)  Mr. Yap Foo Ching, the director of the DSY Wellness International Sdn Bhd  Payment on behalf by Mr. Yap   -    6,534 
Mr. How Kok Choong  Mr. How Kok Choong, the CEO and director of the Company  Commission expense   222    207 
Total other payable – related parties        $769   $7,846 

 

Related party transactions

 

Purchases

 

        

For the three months ended

September 30,

 
Name of Related Party  Relationship  Nature  2024   2023 
               
CTA Nutriceuticals (Asia) Sdn Bhd (“CTA”)  The directors and shareholders of CTA are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY International Wellness Sdn Bhd  Purchases of products for the provision of complementary health therapies  $79,758   $73,054 
SY Welltech Sdn Bhd (“Welltech”) (formerly known as DSY Beauty Sdn Bhd)  The directors and shareholders of Welltech are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd  Purchases of beauty products   151    397 
Total purchases        $79,909   $73,451 

 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

15. RELATED PARTY BALANCES AND TRANSACTIONS (Continued)

 

Purchases

 

Related party transactions

 

        

For the nine months ended

September 30,

 
Name of Related Party  Relationship  Nature  2024   2023 
               
CTA Nutriceuticals (Asia) Sdn Bhd (“CTA”)  The directors and shareholders of CTA are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY International Wellness Sdn Bhd  Purchases of products for the provision of complementary health therapies  $246,003   $188,032 
SY Welltech Sdn Bhd (“Welltech”) (formerly known as DSY Beauty Sdn Bhd)  The directors and shareholders of Welltech are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd  Purchases of beauty products   17,231    17,961 
Total purchases        $263,234   $205,993 

 

Other purchases

 

        

For the three months ended

September 30,

 
Name of Related Party  Relationship  Nature  2024   2023 
               
CTA Nutriceuticals (Asia) Sdn Bhd (“CTA”)  The directors and shareholders of CTA are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY International Wellness Sdn Bhd  Purchase of products for general use  $900   $1,947 
SY Welltech Sdn Bhd (“Welltech”) (formerly known as DSY Beauty Sdn Bhd)  The directors and shareholders of Welltech are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd  Purchase of products for general use   134    1,267 
DSY Wellness and Longevity Center Sdn Bhd (“DSYWLC”)  Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd is also a director of DSYWLC  Purchase of products for general use   -    71 
Total other purchases        $1034   $3,285 

 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

15. RELATED PARTY BALANCES AND TRANSACTIONS (Continued)

 

Related party transactions

 

Other purchases

 

        

For the nine months ended

September 30,

 
Name of Related Party  Relationship  Nature  2024   2023 
               
CTA Nutriceuticals (Asia) Sdn Bhd (“CTA”)  The directors and shareholders of CTA are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY International Wellness Sdn Bhd  Purchase of products for general use  $2,681   $4,155 
SY Welltech Sdn Bhd (“Welltech”) (formerly known as DSY Beauty Sdn Bhd)  The directors and shareholders of Welltech are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd  Purchase of products for general use   2,800    4,637 
DSY Wellness and Longevity Center Sdn Bhd (“DSYWLC”)  Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd is also a director of DSYWLC  Purchase of products for general use   -    347 
Total other purchases        $5,481   $9,139 

 

Commission

 

        

For the three months ended

September 30,

 
Name of Related Party  Relationship  Nature  2024   2023 
               
Mr. How Kok Choong  Mr. How Kok Choong, the CEO and director of the Company  Commission expense  $550   $1,364 
Total commission        $550   $1,364 

 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

15. RELATED PARTY BALANCES AND TRANSACTIONS (Continued)

 

Related party transactions

 

Commission

 

        

For the nine months ended

September 30,

 
Name of Related Party  Relationship  Nature  2024   2023 
               
Mr. How Kok Choong  Mr. How Kok Choong, the CEO and director of the Company  Commission expense  $1,938   $4,863 
Total commission        $1,938   $4,863 

 

Other income

 

        

For the three months ended

September 30,

 
Name of Related Party  Relationship  Nature  2024   2023 
               
Ando Design Sdn Bhd (“Ando”)  Mr. How Kok Choong, the CEO and director of the Company is also a director of Ando  Rental income  $652   $663 
Redboy Picture Sdn Bhd (“Redboy”)  Mr. How Kok Choong, the CEO and director of the Company is also a director of Redboy  Rental income   -    1,325 
TH3 Holdings Sdn Bhd (“TH3”)  Mr. How Kok Choong, the CEO and director of the Company is also a director of TH3  Rental income   195    199 
Total other income        $847   $2,187 

 

Other income

 

        

For the nine months ended

September 30,

 
Name of Related Party  Relationship  Nature  2024   2023 
               
Ando Design Sdn Bhd (“Ando”)  Mr. How Kok Choong, the CEO and director of the Company is also a director of Ando  Rental income  $1,954   $1,988 
Redboy Picture Sdn Bhd (“Redboy”)  Mr. How Kok Choong, the CEO and director of the Company is also a director of Redboy  Rental income   -    5,302 
TH3 Holdings Sdn Bhd (“TH3”)  Mr. How Kok Choong, the CEO and director of the Company is also a director of TH3  Rental income   586    265 
Total other income        $2,540   $7,555 

 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

15. RELATED PARTY BALANCES AND TRANSACTIONS (Continued)

 

Related party transactions

 

Other expenses

 

        

For the three months ended

September 30,

 
Name of Related Party  Relationship  Nature  2024   2023 
               
TH3 Holdings Sdn Bhd (“TH3”)  Mr. How Kok Choong, the CEO and director of the Company is also a director of TH3  IT support services fee  $14,976   $13,642 
DSY Wellness and Longevity Center Sdn Bhd (“DSYWLC”)  Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd is also a director of DSYWLC  Office rental expense and facilities   21,708    7,952 
Ando Design Sdn Bhd (“Ando”)
  Mr. How Kok Choong, the CEO and director of the Company is also a director of Ando
  Office furniture & fittings and improvements
   -    - 
Total other expenses        $36,684   $21,594 

 

Other expenses

 

        

For the nine months ended

September 30,

 
Name of Related Party  Relationship  Nature  2024   2023 
               
TH3 Holdings Sdn Bhd (“TH3”)  Mr. How Kok Choong, the CEO and director of the Company is also a director of TH3  IT support services fee  $44,429   $41,126 
SY Welltech Sdn Bhd (“Welltech”) (formerly known as DSY Beauty Sdn Bhd)  The directors and shareholders of Welltech are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd  Purchases of products for general use   5    - 
DSY Wellness and Longevity Center Sdn Bhd (“DSYWLC”)  Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd is also a director of DSYWLC  Office rental expense   37,338    23,857 
Ando Design Sdn Bhd (“Ando”)
  Mr. How Kok Choong, the CEO and director of the Company is also a director of Ando
  Office furniture & fittings and improvements
   1,755    - 
Total other expenses        $83,527   $64,983 

 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

v3.24.3
STOCKHOLDERS’ EQUITY
9 Months Ended
Sep. 30, 2024
Equity [Abstract]  
STOCKHOLDERS’ EQUITY

16. STOCKHOLDERS’ EQUITY

 

Preferred stock

 

As of September 30, 2024 and December 31, 2023, there were 200,000,000 preferred stocks authorized but none were issued and outstanding.

 

Common stock

 

Pursuant to a resolution passed at the Board Meeting on August 15, 2024, the number of authorized shares of the Company decreased from 1,000,000,000 shares of Common Stock at $0.0001 par value to 50,000,000 shares of Common Stock at $0.0001 par value.

 

As of September 30, 2024 and December 31, 2023, there were 50,000,000 common stocks authorized; 3,989,056 and 3,855,126 shares issued and outstanding, respectively.

 

Pursuant to a resolution passed at the Board Meeting on August 15, 2024, the Company declared a 1-for-20 reverse stock split of the Company’s issued and outstanding common stock, par value $0.0001 per share. Effective as of August 30, 2024, every 20 issued and outstanding shares of the Company’s Common Stock were automatically converted into one outstanding share of Common Stock. As a result of the Reverse Stock Split, the number of the outstanding shares of Common Stock decreased from 77,069,575 (pre-split) shares to 3,853,504 (post-split) shares.

 

Share-based compensation

 

The Company has share-based compensation to the executive director. The share-based compensation expense is recorded in general and administrative expenses. The value of the share is $5,000 a month and the number of share to issue is based on the average market price of the month. The Company will issue the share on half yearly basis.

 

As of September 30, 2024 and December 31, 2023, there were 5,143 and 0 shares issued respectively.

 

Treasury Stock

 

On January 26, 2024, the Company redeemed 6,765 treasury stock at par value $0.0001. As of September 30, 2024 and December 31, 2023, there were 0 and 6,765 treasury stock respectively.

 

Warrants

 

On October 10, 2023, the Company entered into an underwriting agreement with Network 1 Financial Securities, Inc., as underwriter named thereof, in connection with its initial public offering (“IPO”) of 82,500 shares of common stock, par value $0.0001 per share (the “Shares”) at a price of $80.00 per share. The Company issued Representative’s Warrants to purchase up to 5,775 shares of common stock at $88.00 per share, dated October 13, 2023, to Network 1 Financial Securities, Inc. The warrants shall be exercisable at any time, and from time to time, in whole or in part, 180 days after October 13, 2023 (i.e. the date of issuance) and expiring on October 10, 2028.

 

The warrants are classified as equity instruments, the contracts are initially measured at fair value and no subsequent measurement is needed for equity instruments. The Company uses Black-Scholes Model to calculate the fair value of the warrant. As of October 13, 2023 (the “Grant Date”) the warrant was valued at $38,580 with the following assumptions.

 

 

   As of 
   October 13, 2023 
Risk-free interest rate   4.65%
Expected volatility   49%
Expected life (in years)   5 years 
Expected dividend yield   0.00%
Fair value of warrants  $38,580 

 

As of September 30, 2024, there were 5,775 warrants outstanding.

 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

v3.24.3
NON-CONTROLLING INTEREST
9 Months Ended
Sep. 30, 2024
Noncontrolling Interest [Abstract]  
NON-CONTROLLING INTEREST

17. NON-CONTROLLING INTEREST

 

The Company’s non-controlling interest consists of the following:

 

         
   As of 
   September 30, 2024   December 31, 2023 
DSY Wellness:          
Paid-in capital  $97   $97 
Retained earnings   15,020    12,434 
Accumulated other comprehensive income (loss)   895    (752)
Noncontrolling interest gross   16,012    11,779 
ASL   -    - 
Total  $16,012   $11,779 

 

v3.24.3
INCOME TAXES CREDIT (EXPENSES)
9 Months Ended
Sep. 30, 2024
Income Tax Disclosure [Abstract]  
INCOME TAXES CREDIT (EXPENSES)

18. INCOME TAXES CREDIT (EXPENSES)

 

The United States and foreign components of loss before income taxes were comprised of the following:

 

   2024   2023   2024   2023 
   For the three months ended
September 30,
   For the nine months ended
September 30,
 
   2024   2023   2024   2023 
                 
Tax jurisdictions from:                    
Local – United States  $(302,021)  $(106,680)  $(1,130,098)  $(417,377)
Foreign – Malaysia   (222,258)   (164,841)   (513,397)   (680,993)
Foreign – Hong Kong   (2,635)   (49,271)   (2,151)   (42,601)
                     
Loss before income tax  $(526,914)  $(320,792)  $(1,645,646)  $(1,140,971)

 

Income tax credit (expense) consisted of the following:

 

   2024   2023   2024   2023 
   For the three months ended
September 30,
   For the nine months ended
September 30,
 
   2024   2023   2024   2023 
                 
Current:                    
- Local  $-   $-   $-   $- 
- Foreign   2,875    -    (13,803)   (3,825)
                     
Deferred:                    
- Local   -    -    -    - 
- Foreign   -    (3,943)   -    6,537 
Income tax credit (expense)  $2,875   $(3,943)  $(13,803)  $2,712 

 

The effective tax rate in the periods presented is the result of the mix of income earned in various tax jurisdictions that apply a broad range of income tax rates. The Company and its subsidiaries operate in various countries: United States, Malaysia (including Labuan) and Hong Kong that are subject to taxes in the jurisdictions in which they operate, as follows:

 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

18. INCOME TAXES CREDIT (EXPENSES) (Continued)

 

United States of America

 

Agape ATP Corporation was incorporated in the State of Nevada and is subject to the tax laws of the United States of America with a corporate tax rate of 21% on its taxable income. Agape ATP Corporation also subject to controlled foreign corporations Subpart F income (“Subpart F”) tax, which is a tax primarily on passive income from controlled foreign corporations with a tax rate of 21%. In addition, the Tax Cuts and Jobs Act imposed a global intangible low-taxed income (“GILTI”) tax, which is a tax on certain off-shore earnings at an effective rate of 10.5% for tax years (50% deduction of the current enacted tax rate of 21%) with a partial offset for 80% foreign tax credits. If the foreign tax rate is 13.125% or higher, there will be no U.S. corporate tax after the 80% foreign tax credits are applied.

 

For the three and nine months ended September 30, 2024 and 2023, the Company’s foreign subsidiaries did not generate any income that are subject to Subpart F tax and GILTI tax.

 

As of September 30, 2024 and December 31, 2023, the operations in the United States of America incurred approximately $3,223,000 and $2,093,000, respectively, of cumulative net operating losses (“NOL”) which can be carried forward to offset future taxable income or Subpart F and GILTI taxes. These balances can be carried forward indefinitely. The deferred tax valuation allowance as of September 30, 2024 and December 31, 2023 were approximately $677,000 and $440,000, respectively.

 

Malaysia

 

Agape ATP Corporation, Agape Superior Living Sdn Bhd, Agape S.E.A Sdn Bhd, Cedar ATPC Sdn Bhd., DSY Wellness International Sdn. Bhd., ATPC Green Energy Sdn Bhd and OIE ATPC Exim (M) Sdn Bhd. are governed by the income taxes laws of Malaysia and the income taxes provision in respect of operations in Malaysia is calculated at the applicable tax rates on the taxable income for the periods based on existing legislation, interpretations and practices in respect thereof. Under the Income Tax Act of Malaysia, enterprises incorporated in Malaysia are usually subject to a unified 24% enterprise income taxes rate while preferential tax rates, tax holidays and even tax exemption may be granted on case-by-case basis. The tax rate for small and medium sized companies (generally companies incorporated in Malaysia with paid-in capital of RM 2,500,000 or less) is 15% for the first RM 150,000 (or approximately $37,500), 17% for the subsequent RM 150,000 to RM 600,000 (or approximately $37,500 to $150,000) and 24% for the remaining balance for three and nine months ended September 30, 2024 and 2023.

 

As of September 30, 2024 and December 31, 2023, the operations in Malaysia incurred approximately $3,249,000 and $2,796,000, respectively, of cumulative net operating losses (“NOL”) which can be carried forward to offset future taxable income. Approximately $746,000, $834,000, $1,213,000 and $456,000 of the net operating loss carry forwards will expire in 2031, 2032, 2033 and 2034, respectively, if unutilized. The deferred tax valuation allowance as of September 30, 2024 and December 31, 2023 were approximately $870,000 and $670,000, respectively.

 

Hong Kong

 

Agape ATP International Holding (HK) Limited is subject to Hong Kong Profits Tax, which is charged at the statutory income rate of 16.5% on its assessable income derived from Hong Kong. Business income derived or business expenses incurred outside the Special Administrative Region is not subject to Hong Kong Profits Tax or deduction.

 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

18. INCOME TAXES CREDIT (EXPENSES) (Continued)

 

The following table sets forth the significant components of the aggregate deferred tax assets of the Company:

 

   September 30, 2024   December 31, 2023 
   As of 
   September 30, 2024   December 31, 2023 
Deferred tax assets:          
Net operating loss carry forwards in U.S.  $676,812   $439,492 
Net operating loss carry forwards in Malaysia   869,126    664,105 
Unabsorbed capital allowance carry forward in Malaysia   1,840    5,577 
Less: valuation allowance   (1,547,778)   (1,108,955)
Deferred tax assets, net  $-   $219 

 

Uncertain tax positions

 

The Company evaluates each uncertain tax position (including the potential application of interest and penalties) based on the technical merits, and measure the unrecognized benefits associated with the tax positions. As of September 30, 2024 and December 31, 2023, the Company did not have any significant unrecognized uncertain tax positions. The Company did not incur any interest and penalties tax for the three and nine months ended September 30, 2024 and 2023.

 

v3.24.3
CONCENTRATIONS OF RISKS
9 Months Ended
Sep. 30, 2024
Risks and Uncertainties [Abstract]  
CONCENTRATIONS OF RISKS

19. CONCENTRATIONS OF RISKS

 

(a) Major customers

 

For the three months ended September 30, 2024 and 2023, no customer accounted for 10% or more of the Company’s total revenues. For the nine months ended September 30, 2024 and 2023, no customer accounted for 10% or more of the Company’s total revenues.

 

As of September 30, 2024, six individual customers accounted for approximately 22.8% of the Company’s balance of accounts receivable, respectively. As of December 31, 2023, six individual customers and one company accounted for approximately 40.2% of the Company’s balance of accounts receivable.

 

(b) Major vendors

 

For the three months ended September 30, 2024, two vendors accounted for approximately 57.3% and 19.0% of the Company’s total purchases. For the three months ended September 30, 2023, two vendors accounted for approximately 67.5% and 31.2% of the Company’s total purchases, respectively.

 

For the nine months ended September 30, 2024, the same two vendors accounted for approximately 63.4% and 19.9% of the Company’s total purchases. For the nine months ended September 30, 2023, two vendors accounted for approximately 53.0% and 27.7% of the Company’s total purchases.

 

CTA Nutriceuticals (Asia) Sdn Bhd, a related company, accounted for approximately 57.3% and 63.4% of the Company’s total purchases for the three and nine months ended September 30, 2024, respectively. For the three months ended September 30, 2023, it accounted for approximately 67.5% and 53.0% of the Company’s total purchases, respectively.

 

As of September 30, 2024, two vendors accounted for approximately 54.6% and 24.6% of the Company’s total balance of accounts payable, respectively. As of December 31, 2023, two vendors accounted for approximately 61.8% and 35.4% of the Company’s total balance of accounts payable, respectively.

 

CTA Nutriceuticals (Asia) Sdn Bhd, a related company, accounted for approximately 24.6% and 35.4% of the Company’s total balance of accounts payable as of September 30, 2024 and December 31, 2023, respectively.

 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

19. CONCENTRATIONS OF RISKS (Continued)

 

(c) Commission Expenses to Sales Distributors and Stockists

 

No sales distributor accounted for 10% or more of the Company’s commission expense for the three months ended September 30, 2024. Two sales distributors accounted for 10% or more of the Company’s commission expense for the three months ended September 30, 2023.

 

For the nine months ended September 30, 2024, one sales distributor accounted for 20.3% of the Company’s commission expense. For the nine months ended September 30, 2023, one sales distributor accounted for 10% or more of the Company’s commission expense.

 

(d) Credit risk

 

Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash. As of September 30, 2024 and December 31, 2023, $2,713,020 and $4,817,213 were deposited with financial institutions, respectively, $2,492,285 and $4,630,476 of these balances are not covered by deposit insurance, respectively. While management believes that these financial institutions are of high credit quality, it also continually monitors their credit worthiness.

 

Financial instruments that are potentially subject to credit risk consist principally of accounts receivable. The Company believes the concentration of credit risk in its account receivable is substantially mitigated by its ongoing credit evaluation process and relatively short collection terms. The Company does not generally require collateral from customers. The Company evaluates the need for an allowance for expected credit loss based upon factors surrounding the credit risk of specific customers, historical trends and other information. Historically, the Company did not have any bad debt on its account receivable.

 

(e) Exchange rate risk

 

The Company cannot guarantee that the current exchange rate will remain steady; therefore, there is a possibility that the Company could post the same amount of profit for two comparable periods and because of the fluctuating exchange rate actually post higher or lower profit depending on exchange rate of RM and HK$ converted to US$ on that date. The exchange rate could fluctuate depending on changes in political and economic environments without notice.

 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

v3.24.3
LEASE
9 Months Ended
Sep. 30, 2024
Lease  
LEASE

20. LEASE

 

On June 1, 2023, upon the expiry of the two-years lease for its office space, the Company entered into a new three-years lease with the same landlord who had earlier leased the same office space to the Company since April 1, 2020. The Company recognized lease liabilities of approximately $283,220, with a corresponding right-of-use (“ROU”) asset in the same amount based on the present value of the future minimum rental payments of the lease, using an effective interest rate of 5.5%, which was determined using the Company’s estimated incremental borrowing rate.

 

On September 1, 2023, upon the expiry of the two-years lease for its office space and sales training center, the Company entered into a new three-years lease with the same landlord who had earlier leased the same office space and sales training center to the Company since April 1, 2020. The Company recognized lease liabilities of approximately $126,093 with a corresponding right-of-use (“ROU”) asset in the same amount based on the present value of the future minimum rental payments of the lease, using an effective interest rate of 5.5%, which was determined using the Company’s estimated incremental borrowing rate.

 

On October 1, 2023, upon the expiry of the two-years lease for an apartment to serve as staff accommodation, the Company entered into a new two-years lease with the same landlord who had earlier leased the same apartment to the Company since October 1, 2021. The Company recognized lease liabilities of approximately $8,940 with a corresponding right-of-use (“ROU”) asset in the same amount based on the present value of the future minimum rental payments of the lease, using an effective interest rate of 5.5%, which was determined using the Company’s estimated incremental borrowing rate.

 

On December 18, 2023, the Company leased non-commercial vehicle as lessee under finance leases with 5 years lease terms. The Company recognized finance lease liabilities of approximately $78,824, using an effective interest rate of 8.63%, which was determined using the incremental borrowing rate.

 

On July 11, 2024, the Company leased non-commercial vehicle as lessee under finance leases with 5 years lease terms. The Company recognized finance lease liabilities of approximately $72,772, using an effective interest rate of 4.42%, which was determined using the incremental borrowing rate.

 

Components of Leases  For the three months ended
September 30,
   For the nine months ended
September 30,
 
   2024   2023   2024   2023 
                 
Operating lease cost  $62,857   $35,538   $159,720   $115,202 
                     
Amortization of finance lease asset   11,896    -    18,956    - 
Interest on finance lease liabilities   2,350    -    4,989    - 

 

Components of leases 

As of

September 30, 2024

  

As of

December 31, 2023

 
         
Weighted average remaining lease term (years)          
Operating lease   1.74    2.48 
Finance lease   4.58    5.00 
           
Weighted average discount rate          
Operating lease   5.5%   5.5%
Finance lease   6.7%   8.6%

 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

20. LEASE (Continued)

 

The five-year maturity of the Company’s operating lease liabilities is as follow:

 

Twelve Months Ending September 30,  Operating lease liabilities   Finance lease liabilities 
         
2025  $173,307   $32,439 
2026   125,038    32,439 
2027   -    32,439 
2028   -    32,439 
Thereafter   -    54,273 
Total lease payments   298,345    184,029 
Less: interest   (14,096)   (30,017)
Present value of lease liabilities  $284,249   $154,012 

 

The Company also leases one office and operation center, and one shophouse with an expiring term of twelve months or less, which were classified as operation leases. Since the lease terms for these leases were twelve months or less, a lessee is permitted to elect not to recognize lease assets and liabilities. The Company has elected not to recognize lease assets and liabilities on these leases. As of September 30, 2024, the Company’s commitment for minimum lease payment under these operating leases within the next twelve months were $66,028.

 

Short term lease cost for the three months ended September 30, 2024 and 2023 was $22,218 and $9,589, respectively. For the nine months ended September 30, 2024 and 2023, the short term lease cost was $43,980 and $29,359, respectively.

 

v3.24.3
COMMITMENTS AND CONTINGENCIES
9 Months Ended
Sep. 30, 2024
Commitments and Contingencies Disclosure [Abstract]  
COMMITMENTS AND CONTINGENCIES

21. COMMITMENTS AND CONTINGENCIES 

 

The Company has no material commitments or contingencies that are required to be disclosed. The Company has evaluated its obligations and contingencies and determined that no material commitments or contingencies exist at this time.

 

The Company will continue to monitor and evaluate any potential future commitments or contingencies and will disclose any material items as required.

 

Legal

 

The Company is not involved in any material legal proceedings and there are no legal matters that are required to be disclosed.

 

v3.24.3
SUBSEQUENT EVENTS
9 Months Ended
Sep. 30, 2024
Subsequent Events [Abstract]  
SUBSEQUENT EVENTS

22. SUBSEQUENT EVENTS

 

The Company has evaluated subsequent events through the date of issuance of this unaudited condensed consolidated financial statements, and did not identify any events with material financial impact on the Company’s unaudited condensed consolidated financial statements.

v3.24.3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)
9 Months Ended
Sep. 30, 2024
Accounting Policies [Abstract]  
Basis of presentation

Basis of presentation

 

The accompanying interim unaudited condensed consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”).

 

The interim unaudited financial information as of September 30, 2024 and for the three and nine months ended September 30, 2024 and 2023 have been prepared without audit, pursuant to the rules and regulations of the SEC and pursuant to Regulation S-X. Certain information and footnote disclosures, which are normally included in annual consolidated financial statements prepared in accordance with U. S. GAAP, have been omitted pursuant to those rules and regulations. The interim unaudited financial information should be read in conjunction with the audited financial statements and the notes thereto, included in the Form 10-K for the fiscal year ended December 31, 2023, which was filed with the SEC on April 1, 2024.

 

In the opinion of management, all adjustments (including normal recurring adjustments) necessary to present a fair statement of the Company’s unaudited financial position as of September 30, 2024, its unaudited results of operations for the three and nine months ended September 30, 2024 and 2023, and its unaudited cash flows for the nine months ended September 30, 2024 and 2023, as applicable, have been made. The unaudited interim results of operations are not necessarily indicative of the operating results for the full fiscal year or any future periods.

 

The unaudited condensed consolidated financial statements include the financial statements of the Company, its subsidiaries and its variable interest entity (“VIE”) over which the Company exercises control and, where applicable, entities for which the Company has a controlling financial interest or is the primary beneficiary. All transactions and balances among the Company, its subsidiaries and its VIE have been eliminated upon consolidation.

 

Principles of consolidation

Principles of consolidation

 

Subsidiaries are those entities in which the Company, directly or indirectly, controls more than one half of the voting power; or has the power to govern the financial and operating policies, to appoint or remove the majority of the members of the board of directors, or to cast a majority of votes at the meeting of directors.

 

A VIE is an entity that has either a total equity investment that is insufficient to permit the entity to finance its activities without additional subordinated financial support, or whose equity investors lack the characteristics of a controlling financial interest, such as through voting rights, right to receive the expected residual returns of the entity or obligation to absorb the expected losses of the entity. The variable interest holder, if any, that has a controlling financial interest in a VIE is deemed to be the primary beneficiary and must consolidate the VIE. As of and for the three and nine months ended September 30, 2024, SEA, the only VIE of the Company has no significant operations.

 

Certain effects of reverse stock split

Certain effects of reverse stock split

 

On August 15, 2024, the Company filed a Certificate of Change with the Secretary of State of the State of Nevada (the “Certificate of Change”) to effect a reverse split of the Company’s Common Stock at a ratio of 1-for-20 (the “Reverse Stock Split”), effective as of August 30, 2024. On that date, every 20 issued and outstanding shares of the Company’s Common Stock were automatically converted into one outstanding share of Common Stock. As a result of the Reverse Stock Split, the number of the outstanding shares of Common Stock decreased from 77,069,575 (pre-split) shares to 3,853,504 (post-split) shares. In addition, by reducing the number of outstanding shares, the Company’s loss per share in all prior periods increased by a factor of 20. The Reverse Stock Split affected all shares of Common Stock outstanding immediately prior to the effective time of the Reverse Stock Split.

 

Stockholders who hold a number of pre-reverse stock split shares of the Company’s Common Stock not evenly divisible by 20 are entitled the number of shares rounded up to the nearest whole share. The Company will issue share of the post-Reverse Stock Split Common Stock to any stockholder who would have received a fractional share as a result of the Reverse Stock Split.

 

The Reverse Stock Split affected all holders of Common Stock uniformly and did not affect any stockholder’s percentage of ownership interest. The par value of the Company’s Common Stock remained unchanged at $0.0001 per share and the number of authorized shares of Common Stock reduced from 1,000,000,000 shares to 50,000,000 shares after the Reverse Stock Split.

 

As the par value per share of the Company’s Common Stock remained unchanged at $0.0001 per share, the change in the Common Stock recorded at par value has been reclassified to additional paid-in-capital. All references to shares of Common Stock and per share data for all periods presented in the accompanying condensed consolidated financial statements and notes thereto have been adjusted to reflect the Reverse Stock Split on a retroactive basis.

 

Use of estimates

Use of estimates

 

The preparation of unaudited condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities as of the date of the unaudited condensed consolidated financial statements and the reported amounts of revenues and expenses during the periods presented. Significant accounting estimates reflected in the Company’s unaudited condensed consolidated financial statements include allowance for inventories obsolescence, allowance for expected credit loss, impairment of long-lived assets and allowance for deferred tax assets. Actual results could differ from these estimates.

 

Cash and cash equivalents

Cash and cash equivalents

 

Cash and cash equivalents represent cash on hand, time deposits placed with banks or other financial institutions and all highly liquid investments with an original maturity of three months or less.

 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

Accounts receivable, net

Accounts receivable, net

 

Accounts receivable are recorded at the invoiced amount less an allowance for any uncollectible accounts and do not bear interest, which are due on credit term. The carrying value of accounts receivable is reduced by an allowance that reflects the Company’s best estimate of the amounts that will not be collected. An allowance for expected credit loss is recorded in the period when a loss is probable based on an assessment of collectivity by reviewing accounts receivable on a collective basis where similar characteristics exist, primarily base on similar business line, service or product offerings and on an individual basis when the Company identifies specific customers with known disputes or collectivity issues. In determining the amount of the allowance for expected credit loss, the Company considers historical collectivity based on past due status, the age of the accounts receivable balances, credit quality of the Company’s customers based on ongoing credit evaluations, current economic conditions, reasonable and supportable forecasts of future economic conditions, and other factors that may affect the Company’s ability to collect from customers. Accounts receivable balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. The Company’s management continues to evaluate the reasonableness of the valuation allowance policy and update it if necessary. As of September 30, 2024 and December 31, 2023, $13,342 and $542 allowance for expected credit loss were recorded.

 

Inventories

Inventories

 

Inventories consist of raw materials, work in process and finished goods. Raw materials are valued at cost and work in process are valued at cost of raw materials consumed, both using periodic inventory system in which physical count is performed in monthly basis. Finished goods are valued at the lower of cost or net realizable value using the first-in first-out method. Management reviews inventory on hand for estimated obsolescence or unmarketable items, as compared to future demand requirements and the shelf life of the various products. Based on the review, the Company records inventory write-downs, when necessary, when costs exceed expected net realizable value. For the three and nine months ended September 30, 2024 and 2023, the Company did not recognize any inventory write-downs nor write-off.

 

Prepaid taxes

Prepaid taxes

 

Prepaid taxes include prepaid income taxes that will either be refunded or utilized to offset future income tax.

 

Prepayments and deposits, net

Prepayments and deposits, net

 

Prepayments and deposits are mainly cash deposited or advanced to suppliers for future inventory purchases or service providers for future services. This amount is refundable and bears no interest. For any prepayments and deposits determined by management that such advances will not be in receipts of inventories, services, or refundable, the Company will recognize an allowance account to reserve such balances. Management reviews its prepayments and deposits on a regular basis to determine if the allowance is adequate, and adjusts the allowance when necessary. Delinquent account balances are written-off against allowance for expected credit loss after management has determined that the likelihood of collection is not probable. The Company’s management continues to evaluate the reasonableness of the allowance policy and update it if necessary. There was no allowance for expected credit loss written-off during the three and nine months ended September 30, 2024 and 2023. There was $16,960 and $0 allowance for expected credit loss recorded as of September 30, 2024 and December 31, 2023.

 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

Property and equipment, net

Property and equipment, net

 

Property and equipment are stated at cost less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the assets with no residual value. The estimated useful lives are as follows:

 

   Useful Life
Computer and office equipment  5-7 years
Furniture & fixtures  6-7 years
Leasehold improvements  Shorter of the remaining lease terms or the estimated useful lives
Vehicle  5 years

 

The cost and related accumulated depreciation of assets sold or otherwise retired are eliminated from the accounts and any gain or loss is included in the unaudited condensed consolidated statements of operations and comprehensive loss. Expenditures for maintenance and repairs are charged to earnings as incurred, while additions, renewals and betterments, which are expected to extend the useful life of assets, are capitalized. The Company also re-evaluates the periods of depreciation to determine whether subsequent events and circumstances warrant revised estimates of useful lives.

 

Intangible assets, net

Intangible assets, net

 

Intangible assets, net, are stated at cost, less accumulated amortization. Amortization expense is recognized on the straight-line basis over the estimated useful lives of the assets as follows:

 

Classification  Useful Life
Computer software  5 years

 

Impairment for long-lived assets

Impairment for long-lived assets

 

Long-lived assets, including property and equipment, and intangible assets with finite lives are reviewed for impairment whenever events or changes in circumstances (such as a significant adverse change to market conditions that will impact the future use of the assets) indicate that the carrying value of an asset may not be recoverable. The Company assesses the recoverability of the assets based on the undiscounted future cash flows the assets are expected to generate and recognize an impairment loss when estimated undiscounted future cash flows expected to result from the use of the asset plus net proceeds expected from disposition of the asset, if any, are less than the carrying value of the asset. If an impairment is identified, the Company would reduce the carrying amount of the asset to its estimated fair value based on a discounted cash flows approach or, when available and appropriate, to comparable market values. As of September 30, 2024 and December 31, 2023, no impairment of long-lived assets was recognized.

 

Investment in marketable equity securities

Investment in marketable equity securities

 

The Company follows the provisions of ASU 2016-01, Financial Instruments – Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities. Investments in marketable equity securities (non-current) are reported at fair value with changes in fair value recognized in the Company’s unaudited condensed consolidated statements of operations and comprehensive loss in the caption of “unrealized holding gain (loss) on marketable securities” in each reporting period.

 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

Customer deposits

Customer deposits

 

Customer deposits represent amounts advanced by customers on product orders and unapplied unexpired coupons. Customer deposits are reduced when the related sale is recognized in accordance with the Company’s revenue recognition policy.

 

Revenue recognition

Revenue recognition

 

The Company adopted Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (ASC Topic 606). The core principle underlying the revenue recognition of this ASU allows the Company to recognize revenue that represents the transfer of goods and services to customers in an amount that reflects the consideration to which the Company expects to be entitled in such exchange. This will require the Company to identify contractual performance obligations and determine whether revenue should be recognized at a point in time or over time, based on when control of goods and services transfers to a customer. The Company’s revenue streams are recognized at a point in time for the Company’s sale of health and wellness products.

 

The ASU requires the use of a five-step model to recognize revenue from customer contracts. The five-step model requires that the Company (i) identify the contract with the customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price, including variable consideration to the extent that it is probable that a significant future reversal will not occur, (iv) allocate the transaction price to the respective performance obligations in the contract, and (v) recognize revenue when (or as) the Company satisfies the performance obligation.

 

The Company accounts for a contract with a customer when the contract is committed in writing, the rights of the parties, including payment terms, are identified, the contract has commercial substance and consideration is probable of substantially collection.

 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

Sales of Skin Care, Health and Wellness products

 

- Performance obligations satisfied at a point in time

 

The Company derives its revenues from sales contracts with its customers with revenues being recognized when control of the health and wellness products are transferred to its customer at the Company’s office or shipment of the goods. The revenue is recorded net of estimated discounts and return allowances. Products are given 60 days for returns or exchanges from the date of purchase. Historically, there were insignificant sales returns.

 

Under the Company’s network marketing business, the Company issues product coupons to members and distributors when these customers made purchases above certain thresholds set by the Company. Depending on the type of product coupons issued, the coupons carry varying values and can be used by the customers for reduction in the transaction price of product purchases within the coupon validity period. The value of the product coupons issued is recorded as a reduction of the Company’s revenue account upon issuance; the corresponding amount credited to the customer deposits account. Amounts in customer deposits will be reversed when the coupons are used. The Company’s coupons have a validity period of between six and twelve months. If the Company’s customers did not utilize the coupons after the validity period, the Company would recognize the forfeiture of the originated sales value of the coupons as net revenues.

 

For the three months ended September 30, 2024 and 2023, the Company recognized $565 and $53,690, as forfeited coupon income, respectively. For the nine months ended September 30, 2024 and 2023, the Company recognized $2,952 and $82,562, as forfeited coupon income, respectively.

 

The Company had contracts for the sales of health and wellness products amounting to $10,258 which it is expected to fulfill within 12 months from September 30, 2024.

 

Sales of products for the provision of complementary health therapies

 

- Performance obligations satisfied at a point in time

 

Products for the provision of complementary health therapies are predominantly Chinese herbs in different forms, processed or otherwise, for prescriptions for treating non-communicable diseases.

 

The Company based on the health screening test report to prescribe the products for the provision of complementary health therapies, the Company deliver the products to the customers during the consultation session.

 

For the three months ended September 30, 2024 and 2023, revenues from products for the provision of complementary health therapies were $227,249 and $208,323 respectively. For the nine months ended September 30, 2024 and 2023, revenues from products for the provision of complementary health therapies were $688,415 and $539,291 respectively.

 

Provision of Health and Wellness services

 

- Performance obligations satisfied at a point in time

 

The Company carries out its Wellness program, where the Company’s products are bundled with health screening test. The health screening test is considered as separate performance obligations. The promises to deliver the health screening test report is separately identifiable, which is evidenced by the fact that the Company provides separate services of delivering the health screening test report.

 

The Company based on the health screening test contracts with customers, establishes the selling price for the health screening test and place order to the health screening center. The Company obtains control of the test report before they are delivered to the customers. The Company analyze the test report, provides consultations to the customers, bundle it with the Company’s products and services depending on the customer’s needs.

 

The Company derives its revenues from sales contracts with its customers with revenues being recognized when the test reports are completed and delivered to its customers during the consultation session in person.

 

For the three months ended September 30, 2024 and 2023, revenues from health and wellness services were $56,503 and $57,783 respectively. For the nine months ended September 30, 2024 and 2023, revenues from health and wellness services were $160,694 and $181,997 respectively.

 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

Disaggregated information of revenues by products are as follows:

 

   2024   2023   2024   2023 
   For the three months ended   For the nine months ended 
   September 30,   September 30, 
   2024   2023   2024   2023 
Survivor Select  $-   $-   $-   $28,210 
Energized Mineral Concentrate   1,097    -    1,097    - 
Ionized Cal-Mag   -    29,777    374    114,579 
Omega Blend   -    -    -    22,471 
Beta Maxx   -    -    -    21,206 
Iron   -    -    -    21,617 
Trim+   -    -    -    9,587 
LIVO 5   24,103    46,057    78,478    67,869 
Soy Protein Isolate Powder   2,292    6,931    8,616    17,384 
Mix Soy Protein Isolate Powder with Black Sesame   1,641    6,443    6,893    14,047 
Others – Products for the provision of complementary health therapies   227,249    208,323    688,415    539,291 
Skin care and healthcare products   18,404    -    18,404    1,759 
Total revenues - products   274,786    297,531    802,277    858,020 
Health and Wellness services   56,503    57,783    160,694    181,997 
Total revenues - products and services  $331,289   $355,314   $962,971   $1,040,017 

 

Cost of revenue

Cost of revenue

 

Cost of revenue comprised freight-in, the purchase cost of manufactured goods for sale to customers and purchase cost of products and services for the provision of complementary health therapies. For the three and nine months ended September 30, 2024, cost of revenue were $147,104 and $381,805, respectively. For the three and nine months ended September 30, 2023 were $120,586 and $356,875.

 

Shipping and handling

Shipping and handling

 

Shipping and handling charges amounted to $817 and $1,395 for the three months ended September 30, 2024 and 2023, respectively. Shipping and handling charges amounted to $2,577 and $4,050 for the nine months ended September 30, 2024 and 2023, respectively. Shipping and handling charges are expensed as incurred and included in selling expenses.

 

Advertising costs

Advertising costs

 

Advertising costs amounted to $17,250 and $36,945 for the three and nine months ended September 30, 2024. There were no advertising costs incurred for the three and nine months ended September 30, 2023. Advertising costs are expensed as incurred and included in selling expenses.

 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

Selling expenses

Selling expenses

 

The Company’s selling expenses typically comprise salaries and benefits expenses, credit card processing fees and promotional expenses. Selling expenses amounted to $41,582 and $49,285 for the three months ended September 30, 2024 and 2023, respectively. Selling expenses amounted to $129,938 and $189,509 for the nine months ended September 30, 2024 and 2023, respectively.

 

Commission expenses

Commission expenses

 

As with all companies in the network marketing industry, the Company’s sales channel is external to the Company. The Company’s “external sales force” is stratified into two levels based on priority recruitment. First, there are sales distributors. Second, all members recruited by a sales distributor, directly or indirectly, are referred to as “sales network members”. The Company pays commission to every sales distributor based on purchases made by its sales network members which includes the independent direct sales members. Top performing distributors with their own physical stores may also become stockists of the Company, whereby they enjoy benefits such as maintaining a certain amount of the Company’s inventory on their store premises. The stockists shall account to the Company for all products sales from their store premises as monitored through the Company’s centralized stock tracking system. The Company pays a separate commission to stockists based on revenue generated from the stockists’ physical stores. Commission expenses amounted to $6,894 and $14,002 for the three months ended September 30, 2024 and 2023, respectively. Commission expenses amounted to $23,573 and $69,886 for the nine months ended September 30, 2024 and 2023, respectively.

 

General and administrative expenses (“G&A expenses”)

General and administrative expenses (“G&A expenses”)

 

The Company’s G&A expenses typically comprise of salaries and benefits expenses, rental expenses, professional expenses, depreciation expenses and allowance for expected credit loss. G&A expenses amounted to $683,819 and $488,519 for the three months ended September 30, 2024 and 2023, respectively. G&A expenses amounted to $2,152,889 and $1,554,242 for the nine months ended September 30, 2024 and 2023, respectively.

 

Defined contribution plan

Defined contribution plan

 

The full-time employees of the Company are entitled to the government mandated defined contribution plan. The Company is required to accrue and pay for these benefits based on certain percentages of the employees’ respective salaries, subject to certain ceilings, in accordance with the relevant government regulations, and make cash contributions to the government mandated defined contribution plan. Total expenses for the plans were $57,304 and $37,187 for the three months ended September 30, 2024 and 2023, respectively. Total expenses for the plans were $87,391 and $116,660 for the nine months ended September 30, 2024 and 2023, respectively.

 

The related contribution plans include:

 

  - Social Security Organization (“SOSCO”) – 1.75% based on employee’s monthly salary capped of RM 5,000;
  - Employees Provident Fund (“EPF”) –based on employee’s monthly salary, 13% for employee earning RM5,000 and below; and 12% for employee earning RM5,001 and above.
  - Employment Insurance System (“EIS”) – 0.2% based on employee’s monthly salary capped of RM 5,000;
  - Human Resource Development Fund (“HRDF”) – 1% based on employee’s monthly salary

 

Income taxes

Income taxes

 

The Company accounts for income taxes in accordance with U.S. GAAP for income taxes. The charge for taxation is based on the results for the fiscal year as adjusted for items, which are non-assessable or disallowed. It is calculated using tax rates that have been enacted or substantively enacted by the balance sheet date.

 

Deferred taxes is accounted for using the asset and liability method in respect of temporary differences arising from differences between the carrying amount of assets and liabilities in the consolidated financial statements and the corresponding tax basis used in the computation of assessable tax profit. In principle, deferred tax liabilities are recognized for all taxable temporary differences. Deferred tax assets are recognized to the extent that it is probable that taxable profit will be available against which deductible temporary differences can be utilized. Deferred tax is calculated using tax rates that are expected to apply to the period when the asset is realized or the liability is settled.

 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

Deferred tax is charged or credited in the income statement, except when it is related to items credited or charged directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Current income taxes are provided for in accordance with the laws of the relevant taxing authorities.

 

An uncertain tax position is recognized as a benefit only if it is “more likely than not” that the tax position would be sustained in a tax examination, with a tax examination being presumed to occur. The amount recognized is the largest amount of tax benefit that is greater than 50% likely of being realized on examination. For tax positions not meeting the “more likely than not” test, no tax benefit is recorded. Penalties and interest incurred related to underpayment of income tax are classified as income tax expense in the period incurred. No penalties and interest incurred related to underpayment of income taxes for the three and nine months ended September 30, 2024 and 2023.

 

The Company conducts much of its business activities in Hong Kong and Malaysia and is subject to tax in each of these jurisdictions. As a result of its business activities, the Company will file separate tax returns that are subject to examination by the foreign tax authorities.

 

Comprehensive income (loss)

Comprehensive income (loss)

 

Comprehensive income (loss) consists of two components, net income (loss) and other comprehensive income (loss). Net income (loss) refers to revenue, expenses, gains and losses that under GAAP are recorded as an element of stockholders’ equity. Other comprehensive income (loss) consists of a foreign currency translation adjustment resulting from the Company not using the U.S. dollar as its functional currencies.

 

Non-controlling interest

Non-controlling interest

 

Non-controlling interest consists of 40% of the equity interests of DSY Wellness held by an individual and approximately 0.01% (3 ordinary shares out of 9,590,599 shares) of the equity interests of ASL held by three individuals. The non-controlling interests are presented in the consolidated balance sheets, separately from equity attributable to the shareholders of the Company. Non-controlling interests in the results of the Company are presented on the face of the consolidated statements of operations as an allocation of the total income or loss for the periods between non-controlling interest holders and the shareholders of the Company.

 

Earnings (loss) per share

Earnings (loss) per share

 

The Company computes earnings (loss) per share (“EPS”) in accordance with ASC 260, “Earnings per Share”. ASC 260 requires companies to present basic and diluted EPS. Basic EPS is measured as net income (loss) divided by the weighted average ordinary share outstanding for the period. Diluted EPS presents the dilutive effect on a per share basis of the potential common stocks (e.g., convertible securities, options and warrants) as if they had been converted at the beginning of the periods presented, or issuance date, if later. Potential common stocks that have an anti-dilutive effect (i.e., those that increase income per share or decrease loss per share) are excluded from the calculation of diluted EPS. For the three and nine months ended September 30, 2024 and 2023, there were no dilutive shares.

 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

Foreign currencies translation and transaction

Foreign currencies translation and transaction

 

Transactions denominated in currencies other than the functional currency are translated into the functional currency at the exchange rates prevailing at the dates of the transaction. Monetary assets and liabilities denominated in currencies other than the functional currency are translated into the functional currency using the applicable exchange rates at the balance sheet dates. The resulting exchange differences are recorded in the consolidated statements of operations and comprehensive loss.

 

The reporting currency of the Company is United States Dollars (“US$”) and the accompanying financial statements have been expressed in US$. The Company’s subsidiary in Labuan maintains its books and record in United States Dollars (“US$”) albeit its functional currency being the primary currency of the economic environment in which the entity operates, which is the Malaysian Ringgit (“MYR” or “RM”). The Company’s subsidiary in Hong Kong maintains its books and record in Hong Kong Dollars (“HK$”), similar to its functional currency. The Company’s subsidiary and VIE in Malaysia conducts its businesses and maintains its books and record in the local currency, Malaysian Ringgit (“MYR” or “RM”), as its functional currency.

 

In general, for consolidation purposes, assets and liabilities of its subsidiaries whose functional currency is not US$ are translated into US$, in accordance with ASC Topic 830-30, “Translation of Financial Statement”, using the exchange rate on the balance sheet date. Revenues and expenses are translated at average rates prevailing during the period. The gains and losses resulting from translation of financial statements of foreign subsidiary are recorded as a separate component of accumulated other comprehensive income within the statements of stockholders’ equity. Cash flows are also translated at average translation rates for the periods, therefore, amounts reported on the statement of cash flows will not necessarily agree with changes in the corresponding balances on the consolidated balance sheets.

 

Translation of foreign currencies into US$1 have been made at the following exchange rates for the respective periods:

 

   September 30, 2024   December 31, 2023 
   As of 
   September 30, 2024   December 31, 2023 
Period-end MYR : US$1 exchange rate   4.12    4.59 
Period-end HKD : US$1 exchange rate   7.77    7.81 

 

   2024   2023   2024   2023 
  

For the three months ended

September 30,

  

For the nine months ended

September 30,

 
   2024   2023   2024   2023 
Period-average MYR : US$1 exchange rate   4.35    4.63    4.61    4.53 
Period-average HKD : US$1 exchange rate   7.79    7.82    7.81    7.84 

 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

Related parties

Related parties

 

Parties, which can be a corporation or individual, are considered to be related if the Company has the ability, directly or indirectly, to control the other party or exercise significant influence over the other party in making financial and operating decisions. Companies are also considered to be related if they are subject to common control or common significant influence.

 

Fair value of financial instruments

Fair value of financial instruments

 

The accounting standard regarding fair value of financial instruments and related fair value measurements defines financial instruments and requires disclosure of the fair value of financial instruments held by the Company.

 

The accounting standards define fair value, establish a three-level valuation hierarchy for disclosures of fair value measurement and enhance disclosure requirements for fair value measures. The three levels are defined as follow:

 

  Level 1 inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets.
  Level 2 inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the assets or liability, either directly or indirectly, for substantially the full term of the financial instruments.
  Level 3 inputs to the valuation methodology are unobservable and significant to the fair value.

 

Financial instruments included in current assets and current liabilities are reported in the consolidated balance sheets at face value or cost, which approximate fair value because of the short period of time between the origination of such instruments and their expected realization and their current market rates of interest.

 

Leases

Leases

 

The Company adopted ASU 2016-02, “Leases” (Topic 842), and elected the practical expedients that does not require the Company to reassess: (1) whether any expired or existing contracts are, or contain, leases, (2) lease classification for any expired or existing leases and (3) initial direct costs for any expired or existing leases. For lease terms of twelve months or fewer, a lessee is permitted to make an accounting policy election not to recognize lease assets and liabilities. The Company also adopts the practical expedient that allows lessees to treat the lease and non-lease components of a lease as a single lease component. Some of the Company’s leases include one or more options to renew, which is typically at the Company’s sole discretion. The Company regularly evaluates the renewal options, and, when it is reasonably certain of exercise, it will include the renewal period in its lease term. New lease modifications result in re-measurement of the right of use (“ROU”) assets and lease liabilities. Operating ROU assets and lease liabilities are recognized at the commencement date, based on the present value of lease payments over the lease term. Since the implicit rate for the Company’s leases is not readily determinable, the Company use its incremental borrowing rate based on the information available at the commencement date in determining the present value of lease payments. The incremental borrowing rate is the rate of interest that the Company would have to pay to borrow, on a collateralized basis, an amount equal to the lease payments, in a similar economic environment and over a similar term.

 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

Lease terms used to calculate the present value of lease payments generally do not include any options to extend, renew, or terminate the lease, as the Company does not have reasonable certainty at lease inception that these options will be exercised. The Company generally considers the economic life of its operating lease ROU assets to be comparable to the useful life of similar owned assets. The Company has elected the short-term lease exception, therefore operating lease ROU assets and liabilities do not include leases with a lease term of twelve months or less. Its leases generally do not provide a residual guarantee. The operating lease ROU asset also excludes lease incentives. Lease expense is recognized on a straight-line basis over the lease term.

 

The Company reviews the impairment of its ROU assets consistent with the approach applied for its other long-lived assets. The Company reviews the recoverability of its long-lived assets when events or changes in circumstances occur that indicate that the carrying value of the asset may not be recoverable. The assessment of possible impairment is based on its ability to recover the carrying value of the asset from the expected undiscounted future pre-tax cash flows of the related operations. The Company has elected to include the carrying amount of operating lease liabilities in any tested asset group and includes the associated operating lease payments in the undiscounted future pre-tax cash flows.

 

Derivative financial instruments

Derivative financial instruments

 

Derivative financial instruments consist of financial instruments that contain a notional amount and one or more underlying variables such as interest rate, security price, variable conversion rate or other variables, require no initial new investment and permit net settlement. The derivative financial instruments may be free-standing or embedded in other financial instruments. The Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. The Company based on the terms of the warrant agreement to determine the warrants as equity instruments or derivative liabilities. The Company follows the provision of ASC 815, Derivatives and Hedging for derivative financial instruments that are classified as equity instruments, the contracts are initially measured at fair value and no subsequent measurement is required for equity instruments. The Company uses Black-Scholes Model to calculate the fair value of the warrant.

 

Recent accounting pronouncements

Recent accounting pronouncements

 

The Company has reviewed all recently issued, but not yet effective, considers the applicability and impact of all accounting standards updates (“ASUs”). Management periodically reviews new accounting standards that are issued.

 

In November 2023, the FASB issued ASU 2023-07 “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures”. The ASU 2023-07 is intended to improve reportable segment disclosure requirements primarily through enhanced disclosures about significant segment expenses. The ASU 2023-07 is effective for annual reporting periods beginning after December 15, 2023 and interim periods in fiscal years beginning after December 15, 2024. Early adoption is permitted. The ASU No. 2023-07 is not expected to have a significant impact on its unaudited condensed consolidated financial statements

 

In December 2023, the FASB issued ASU 2023-09 “Income Taxes (Topic 740): Improvements to Income Tax Disclosures”. The ASU 2023-09 requires companies to disclose specific categories in the rate reconciliation and provide additional information for reconciling items that meet a quantitative threshold (if the effect of those reconciling items is equal to or greater than 5 percent of the amount computed by multiplying pretax income or loss by the applicable statutory income tax rate). The ASU 2023-09 is effective for annual reporting periods beginning after December 15, 2024. Early adoption is permitted. The Company is currently evaluating the impact of this ASU may have on its unaudited condensed consolidated financial statements.

 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

In March 2024, the FASB issued ASU 2024-01 “Compensation – Stock Compensation (Topic 718): Scope Application of Profits Interest and Similar Awards”. The ASU clarify how an entity determines whether a profits interest or similar award is within the scope of Accounting Standards Codification (“ASC”) 718, Compensation – Stock Compensation, by adding illustrative guidance. The guidance in ASU 2024-01 is effective for annual reporting periods beginning after December 15, 2024, and can be applied either retrospectively to all prior periods presented in the consolidated financial statements or prospectively to profits interest and similar awards granted or modified on or after the date at which the entity first applies the amendments. Early adoption is permitted. The adoption of ASU 2024-01 is not expected to have any impact on the Company’s consolidated financial statements.

 

In March 2024, the FASB issued ASU 2024-02 “Codification Improvements – Amendments to Remove References to the Concepts Statements”. The amendments apply to all reporting entities within the scope of the affected accounting guidance, but in most instances the references removed are extraneous and not required to understand or apply the guidance. Generally, the amendments in ASU 2024-02 are not intended to result in significant accounting changes for most entities. The amendments in this update are effective for annual reporting periods beginning after December 15, 2024 and are not expected to have a significant impact on our financial statements.

 

Recently adopted Accounting Pronouncements

Recently adopted Accounting Pronouncements

 

In March 2023, the FASB issued ASU No. 2023-01 “Leases (Topic 842) Common Control Arrangements”. This ASU provides guidance in ASC Topic 842 that Leasehold improvements associated with common control leases should be (i) amortized by the lessee over the useful life of the leasehold improvements to the common control group, regardless of the lease term, as long as the lessee controls the use of the underlying asset through a lease, and (ii) accounted for as a transfer between entities under common control through an adjustment to equity if and when the lessee no longer controls the use of the underlying asset. The ASU 2023-01 is effective for reporting periods beginning after December 15, 2023. The adoption of this accounting standard has no material impact on the unaudited condensed consolidated financial statements for the nine months ended and as at September 30, 2024.

 

Except for the above-mentioned pronouncements, there are no new recent issued accounting standards that will have a material impact on the unaudited condensed consolidated financial position, statements of operations and cash flows.

v3.24.3
ORGANIZATION AND BUSINESS BACKGROUND (Tables)
9 Months Ended
Sep. 30, 2024
Accounting Policies [Abstract]  
SCHEDULE OF SUBSIDIARIES AND ASSOCIATES

Details of the Company’s subsidiaries:

 

   Subsidiary
company name
  Place and date of
incorporation
  Particulars of
issued capital
  Principal
activities
  Proportional of ownership
interest and
voting power
held
 
                 
1.  Agape ATP Corporation  Labuan,
March 6, 2017
  100 shares of ordinary share of US$1 each  Investment holding   100%
                  
2.  Agape ATP International Holding Limited  Hong Kong,
June 1, 2017
  1,000,000 shares of ordinary share of HK$1 each  Wholesaling of health and wellness products; and health solution advisory services   100%
                  
3.  Agape Superior Living Sdn. Bhd.  Malaysia,
August 8, 2003
  9,590,598 shares of ordinary share of RM1 each  Health and wellness products and health solution advisory services via network marketing   99.99%
                  
4.  Agape S.E.A. Sdn. Bhd.  Malaysia,
March 4, 2004
  2 shares of ordinary share of RM1 each  VIE of Agape Superior Living Sdn. Bhd.   VIE 
                  
5.  Cedar ATPC Sdn. Bhd. (formerly known as Wellness ATP International Holdings Sdn. Bhd.  Malaysia,
September 11, 2020
  100 shares of ordinary share of RM1 each  The promotion of wellness and wellbeing lifestyle of the community by providing services that includes online editorials, programs, events and campaigns   100%
                  
6.  DSY Wellness International Sdn. Bhd.  Malaysia,
November 11, 2021
  1,000 shares of ordinary share of RM1 each  Provision of complementary health therapies   60%
                  
7.  ATPC Green Energy Sdn. Bhd. (Formerly known as OIE ATPC Holdings (M) Sdn. Bhd.)  Malaysia,
March 14, 2024
  1,000,000 shares of ordinary share of RM0.01 each  Renewable energy   100%
                  
8.  OIE ATPC Exim (M) Sdn. Bhd.  Malaysia,
March 14, 2024
  1,000 shares of ordinary share of RM1 each  Renewable energy   100%
v3.24.3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)
9 Months Ended
Sep. 30, 2024
Accounting Policies [Abstract]  
SCHEDULE OF ESTIMATED USEFUL LIVES OF PROPERTY AND EQUIPMENT

 

   Useful Life
Computer and office equipment  5-7 years
Furniture & fixtures  6-7 years
Leasehold improvements  Shorter of the remaining lease terms or the estimated useful lives
Vehicle  5 years
SCHEDULE OF ESTIMATED USEFUL LIVES OF INTANGIBLE ASSETS, NET

Intangible assets, net, are stated at cost, less accumulated amortization. Amortization expense is recognized on the straight-line basis over the estimated useful lives of the assets as follows:

 

Classification  Useful Life
Computer software  5 years
SCHEDULE OF DISAGGREGATED INFORMATION OF REVENUES

Disaggregated information of revenues by products are as follows:

 

   2024   2023   2024   2023 
   For the three months ended   For the nine months ended 
   September 30,   September 30, 
   2024   2023   2024   2023 
Survivor Select  $-   $-   $-   $28,210 
Energized Mineral Concentrate   1,097    -    1,097    - 
Ionized Cal-Mag   -    29,777    374    114,579 
Omega Blend   -    -    -    22,471 
Beta Maxx   -    -    -    21,206 
Iron   -    -    -    21,617 
Trim+   -    -    -    9,587 
LIVO 5   24,103    46,057    78,478    67,869 
Soy Protein Isolate Powder   2,292    6,931    8,616    17,384 
Mix Soy Protein Isolate Powder with Black Sesame   1,641    6,443    6,893    14,047 
Others – Products for the provision of complementary health therapies   227,249    208,323    688,415    539,291 
Skin care and healthcare products   18,404    -    18,404    1,759 
Total revenues - products   274,786    297,531    802,277    858,020 
Health and Wellness services   56,503    57,783    160,694    181,997 
Total revenues - products and services  $331,289   $355,314   $962,971   $1,040,017 
SCHEDULE OF FOREIGN CURRENCIES TRANSLATION EXCHANGE RATES

Translation of foreign currencies into US$1 have been made at the following exchange rates for the respective periods:

 

   September 30, 2024   December 31, 2023 
   As of 
   September 30, 2024   December 31, 2023 
Period-end MYR : US$1 exchange rate   4.12    4.59 
Period-end HKD : US$1 exchange rate   7.77    7.81 

 

   2024   2023   2024   2023 
  

For the three months ended

September 30,

  

For the nine months ended

September 30,

 
   2024   2023   2024   2023 
Period-average MYR : US$1 exchange rate   4.35    4.63    4.61    4.53 
Period-average HKD : US$1 exchange rate   7.79    7.82    7.81    7.84 
v3.24.3
VARIABLE INTEREST ENTITY (“VIE”) (Tables)
9 Months Ended
Sep. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
SCHEDULE OF VARIABLE INTEREST ENTITY

The carrying amount of the VIE’s assets and liabilities were as follows:

 

   September 30, 2024   December 31, 2023 
   As of 
   September 30, 2024   December 31, 2023 
Current assets  $1,314   $1,799 
Current liabilities   (1,153)   (899)
Net asset  $161   $900 

 

   September 30, 2024   December 31, 2023 
   As of 
   September 30, 2024   December 31, 2023 
Current assets:          
Cash  $1,294   $122 
Prepayment and deposits   20    7 
Prepaid taxes   -    1,670 
Total current assets  $1,314   $1,799 
           
Current liabilities:          
Other payables and accrued liabilities   1,153    899 
Total current liabilities  $1,153   $899 
Net asset  $161   $900 

 

The summarized operating results of the VIE’s are as follows:

 

   2024   2023   2024   2023 
   For the three months ended
September 30,
  

For the nine months ended

September 30,

 
   2024   2023   2024   2023 
                 
Operating revenues  $-   $-   $-   $- 
Gross profit  $-   $-   $-   $- 
Profit (loss) from operations  $(490)  $41,014   $(754)  $40,654 
Net profit (loss)  $(490)  $41,014   $(754)  $40,654 
v3.24.3
ACCOUNTS RECEIVABLE, NET (Tables)
9 Months Ended
Sep. 30, 2024
Receivables [Abstract]  
SCHEDULE OF ACCOUNTS RECEIVABLES

 

   September 30, 2024   December 31, 2023 
   As of 
   September 30, 2024   December 31, 2023 
         
Accounts receivable  $55,286   $56,000 
Allowance for expected credit loss   (13,342)   (542)
Total accounts receivable, net  $41,944   $55,458 
SCHEDULE OF ALLOWANCE FOR CREDIT LOSSES

Movements of allowance for expected credit loss are as follows:

 

   September 30, 2024   December 31, 2023 
   As of 
   September 30, 2024   December 31, 2023 
         
Beginning balance  $542   $- 
Addition   12,738    546 
Exchange rate effect   62    (4)
Ending balance  $13,342   $542 
v3.24.3
INVENTORIES (Tables)
9 Months Ended
Sep. 30, 2024
Inventory Disclosure [Abstract]  
SCHEDULE OF INVENTORIES

Inventories consist of the following:

 

   September 30, 2024   December 31, 2023 
   As of 
   September 30, 2024   December 31, 2023 
         
Finished goods   60,564    47,907 
Total inventories  $60,564   $47,907 
v3.24.3
PREPAYMENTS AND DEPOSITS, NET (Tables)
9 Months Ended
Sep. 30, 2024
Prepayments And Deposits Net  
SCHEDULE OF PREPAID EXPENSES AND DEPOSITS

 

   September 30, 2024   December 31, 2023 
   As of 
   September 30, 2024   December 31, 2023 
         
Prepaid expenses  $451,242   $123,809 
Deposits to suppliers   105,419    91,997 
Subtotal   556,661    215,806 
Allowance for expected credit loss – Prepaid expenses   (16,960)   - 
Total prepayments and deposits, net  $539,701   $215,806 
SCHEDULE OF CHANGES IN ALLOWANCE FOR CREDIT LOSSES

Movements of allowance for expected credit loss are as follows:

 

   For the
nine months ended
September 30, 2024
   For the
year ended
December 31, 2023
 
         
Beginning balance  $-   $      - 
Addition   16,960    - 
Ending balance  $16,960   $- 
v3.24.3
PROPERTY AND EQUIPMENT, NET (Tables)
9 Months Ended
Sep. 30, 2024
Property, Plant and Equipment [Abstract]  
SCHEDULE OF PROPERTY AND EQUIPMENT, NET

Property and equipment, net consist of the following:

 

   September 30, 2024   December 31, 2023 
   As of 
   September 30, 2024   December 31, 2023 
         
Computer and office equipment  $99,082   $91,947 
Furniture & fixtures   124,178    111,164 
Motor vehicle   22,792    89,729 
Leasehold improvements   205,151    184,155 
Subtotal   451,203    476,995 
Less: accumulated depreciation   (403,695)   (399,137)
Total property and equipment, net  $47,508   $77,858 
v3.24.3
INTANGIBLE ASSETS, NET (Tables)
9 Months Ended
Sep. 30, 2024
Goodwill and Intangible Assets Disclosure [Abstract]  
SCHEDULE OF INTANGIBLE ASSETS, NET

Intangible assets, net, consist of the following:

 

   September 30, 2024   December 31, 2023 
   As of 
   September 30, 2024   December 31, 2023 
         
Computer software  $59,149   $53,095 
Less: accumulated amortization   (43,736)   (35,637)
Total intangible assets, net  $15,413   $17,458 
v3.24.3
INVESTMENT IN MARKETABLE SECURITIES (Tables)
9 Months Ended
Sep. 30, 2024
Investment In Marketable Securities  
SCHEDULE OF INVESTMENT IN MARKETABLE SECURITIES

         
   As of 
   September 30, 2024   December 31, 2023 
Fair value of investment in marketable securities at the beginning of period / year  $20,171   $16,687 
Unrealized holding (loss) gain   (6,641)   3,493 
Transfer to non-marketable securities   (1,500)   - 
Exchange rate effect   54    (9)
Fair value of investment in marketable securities at the end of period / year  $12,084   $20,171 
v3.24.3
INVESTMENT IN NON-MARKETABLE SECURITIES (Tables)
9 Months Ended
Sep. 30, 2024
Investment In Non-marketable Securities  
SCHEDULE OF INVESTMENT IN NON MARKETABLE SECURITIES

         
   As of 
Radiance Holdings Corp  September 30, 2024   December 31, 2023 
Cost of investment  $1,500   $          - 
           
Investment in non-marketable securities   1,500    - 
v3.24.3
CUSTOMER DEPOSITS (Tables)
9 Months Ended
Sep. 30, 2024
Customer Deposits  
SCHEDULE OF CUSTOMER DEPOSITS

         
   As of 
   September 30, 2024   December 31, 2023 
         
Customer deposits – Non Refundable  $94,187   $100,540 
Unexpired product coupons   700    1,035 
Total customer deposits  $94,887   $101,575 
v3.24.3
OTHER PAYABLES AND ACCRUED LIABILITIES (Tables)
9 Months Ended
Sep. 30, 2024
Other Liabilities Disclosure [Abstract]  
SCHEDULE OF OTHER PAYABLES AND ACCRUED LIABILITIES

         
   As of 
   September 30, 2024   December 31, 2023 
         
Professional fees  $151,945   $348,664 
Promotion expenses   53,467    47,995 
Payroll   6,057    26,104 
Amounts held in eWallets   187,137    185,137 
Tax penalty   75,000    75,000 
Others   67,290    43,161 
Total other payables and accrued liabilities  $540,896   $726,061 
v3.24.3
RELATED PARTY BALANCES AND TRANSACTIONS (Tables)
9 Months Ended
Sep. 30, 2024
Related Party Transactions [Abstract]  
SCHEDULE OF RELATED PARTIES

         As of 
Name of Related Party  Relationship  Nature  September 30, 2024   December 31, 2023 
               
TH3 Holdings Sdn Bhd (“TH3”)  Mr. How Kok Choong, the CEO and director of the Company is also a director of TH3  Prepayment of IT expenses  $2,460   $2,922 
SY Welltech Sdn Bhd (“Welltech”) (formerly known as DSY Beauty Sdn Bhd)  The directors and shareholders of Welltech are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd  Deposits for products purchases   -    8,171 
                 
Total amount due from related parties        $2,460   $11,093 

 

Accounts payable – related parties

 

         As of 
Name of Related Party  Relationship  Nature  September 30, 2024   December 31, 2023 
               
CTA Nutriceuticals (Asia) Sdn Bhd (“CTA”)  The directors and shareholders of CTA are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY International Wellness Sdn Bhd  Purchases of products for the provision of complementary health therapies  $27,183   $30,439 
SY Welltech Sdn Bhd (“Welltech”) (formerly known as DSY Beauty Sdn Bhd)  The directors and shareholders of Welltech are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd  Purchases of beauty products   -    54 
Mr. Chew Yi Zheng  Mr. Chew Yi Zheng is the member of the immediate family of Mr. Yap Foo Ching (Steve Yap), the director of DSY Wellness International Sdn Bhd  Render therapy and health consultation to customer   -    4,355 
Total account payable – related parties        $27,183   $34,848 

 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

15. RELATED PARTY BALANCES AND TRANSACTIONS (Continued)

 

Related party balances

 

Other payable - related parties

 

         As of 
Name of Related Party  Relationship  Nature  September 30, 2024   December 31, 2023 
               
CTA Nutriceuticals (Asia) Sdn Bhd (“CTA”)  The directors and shareholders of CTA are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY International Wellness Sdn Bhd  Purchase of products for general use   547    570 
SY Welltech Sdn Bhd (“Welltech”) (formerly known as DSY Beauty Sdn Bhd)  The directors and shareholders of DSY Beauty are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd  Purchase of products for general use   -    535 
Mr. Yap Foo Ching (Steve Yap)  Mr. Yap Foo Ching, the director of the DSY Wellness International Sdn Bhd  Payment on behalf by Mr. Yap   -    6,534 
Mr. How Kok Choong  Mr. How Kok Choong, the CEO and director of the Company  Commission expense   222    207 
Total other payable – related parties        $769   $7,846 

 

Related party transactions

 

Purchases

 

        

For the three months ended

September 30,

 
Name of Related Party  Relationship  Nature  2024   2023 
               
CTA Nutriceuticals (Asia) Sdn Bhd (“CTA”)  The directors and shareholders of CTA are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY International Wellness Sdn Bhd  Purchases of products for the provision of complementary health therapies  $79,758   $73,054 
SY Welltech Sdn Bhd (“Welltech”) (formerly known as DSY Beauty Sdn Bhd)  The directors and shareholders of Welltech are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd  Purchases of beauty products   151    397 
Total purchases        $79,909   $73,451 

 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

15. RELATED PARTY BALANCES AND TRANSACTIONS (Continued)

 

Purchases

 

Related party transactions

 

        

For the nine months ended

September 30,

 
Name of Related Party  Relationship  Nature  2024   2023 
               
CTA Nutriceuticals (Asia) Sdn Bhd (“CTA”)  The directors and shareholders of CTA are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY International Wellness Sdn Bhd  Purchases of products for the provision of complementary health therapies  $246,003   $188,032 
SY Welltech Sdn Bhd (“Welltech”) (formerly known as DSY Beauty Sdn Bhd)  The directors and shareholders of Welltech are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd  Purchases of beauty products   17,231    17,961 
Total purchases        $263,234   $205,993 

 

Other purchases

 

        

For the three months ended

September 30,

 
Name of Related Party  Relationship  Nature  2024   2023 
               
CTA Nutriceuticals (Asia) Sdn Bhd (“CTA”)  The directors and shareholders of CTA are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY International Wellness Sdn Bhd  Purchase of products for general use  $900   $1,947 
SY Welltech Sdn Bhd (“Welltech”) (formerly known as DSY Beauty Sdn Bhd)  The directors and shareholders of Welltech are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd  Purchase of products for general use   134    1,267 
DSY Wellness and Longevity Center Sdn Bhd (“DSYWLC”)  Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd is also a director of DSYWLC  Purchase of products for general use   -    71 
Total other purchases        $1034   $3,285 

 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

15. RELATED PARTY BALANCES AND TRANSACTIONS (Continued)

 

Related party transactions

 

Other purchases

 

        

For the nine months ended

September 30,

 
Name of Related Party  Relationship  Nature  2024   2023 
               
CTA Nutriceuticals (Asia) Sdn Bhd (“CTA”)  The directors and shareholders of CTA are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY International Wellness Sdn Bhd  Purchase of products for general use  $2,681   $4,155 
SY Welltech Sdn Bhd (“Welltech”) (formerly known as DSY Beauty Sdn Bhd)  The directors and shareholders of Welltech are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd  Purchase of products for general use   2,800    4,637 
DSY Wellness and Longevity Center Sdn Bhd (“DSYWLC”)  Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd is also a director of DSYWLC  Purchase of products for general use   -    347 
Total other purchases        $5,481   $9,139 

 

Commission

 

        

For the three months ended

September 30,

 
Name of Related Party  Relationship  Nature  2024   2023 
               
Mr. How Kok Choong  Mr. How Kok Choong, the CEO and director of the Company  Commission expense  $550   $1,364 
Total commission        $550   $1,364 

 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

15. RELATED PARTY BALANCES AND TRANSACTIONS (Continued)

 

Related party transactions

 

Commission

 

        

For the nine months ended

September 30,

 
Name of Related Party  Relationship  Nature  2024   2023 
               
Mr. How Kok Choong  Mr. How Kok Choong, the CEO and director of the Company  Commission expense  $1,938   $4,863 
Total commission        $1,938   $4,863 

 

Other income

 

        

For the three months ended

September 30,

 
Name of Related Party  Relationship  Nature  2024   2023 
               
Ando Design Sdn Bhd (“Ando”)  Mr. How Kok Choong, the CEO and director of the Company is also a director of Ando  Rental income  $652   $663 
Redboy Picture Sdn Bhd (“Redboy”)  Mr. How Kok Choong, the CEO and director of the Company is also a director of Redboy  Rental income   -    1,325 
TH3 Holdings Sdn Bhd (“TH3”)  Mr. How Kok Choong, the CEO and director of the Company is also a director of TH3  Rental income   195    199 
Total other income        $847   $2,187 

 

Other income

 

        

For the nine months ended

September 30,

 
Name of Related Party  Relationship  Nature  2024   2023 
               
Ando Design Sdn Bhd (“Ando”)  Mr. How Kok Choong, the CEO and director of the Company is also a director of Ando  Rental income  $1,954   $1,988 
Redboy Picture Sdn Bhd (“Redboy”)  Mr. How Kok Choong, the CEO and director of the Company is also a director of Redboy  Rental income   -    5,302 
TH3 Holdings Sdn Bhd (“TH3”)  Mr. How Kok Choong, the CEO and director of the Company is also a director of TH3  Rental income   586    265 
Total other income        $2,540   $7,555 

 

 

AGAPE ATP CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 

15. RELATED PARTY BALANCES AND TRANSACTIONS (Continued)

 

Related party transactions

 

Other expenses

 

        

For the three months ended

September 30,

 
Name of Related Party  Relationship  Nature  2024   2023 
               
TH3 Holdings Sdn Bhd (“TH3”)  Mr. How Kok Choong, the CEO and director of the Company is also a director of TH3  IT support services fee  $14,976   $13,642 
DSY Wellness and Longevity Center Sdn Bhd (“DSYWLC”)  Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd is also a director of DSYWLC  Office rental expense and facilities   21,708    7,952 
Ando Design Sdn Bhd (“Ando”)
  Mr. How Kok Choong, the CEO and director of the Company is also a director of Ando
  Office furniture & fittings and improvements
   -    - 
Total other expenses        $36,684   $21,594 

 

Other expenses

 

        

For the nine months ended

September 30,

 
Name of Related Party  Relationship  Nature  2024   2023 
               
TH3 Holdings Sdn Bhd (“TH3”)  Mr. How Kok Choong, the CEO and director of the Company is also a director of TH3  IT support services fee  $44,429   $41,126 
SY Welltech Sdn Bhd (“Welltech”) (formerly known as DSY Beauty Sdn Bhd)  The directors and shareholders of Welltech are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd  Purchases of products for general use   5    - 
DSY Wellness and Longevity Center Sdn Bhd (“DSYWLC”)  Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd is also a director of DSYWLC  Office rental expense   37,338    23,857 
Ando Design Sdn Bhd (“Ando”)
  Mr. How Kok Choong, the CEO and director of the Company is also a director of Ando
  Office furniture & fittings and improvements
   1,755    - 
Total other expenses        $83,527   $64,983 
v3.24.3
STOCKHOLDERS’ EQUITY (Tables)
9 Months Ended
Sep. 30, 2024
Equity [Abstract]  
SCHEDULE OF SHARE-BASED COMPENSATION ARRANGEMENTS BY SHARE-BASED PAYMENT AWARD

   As of 
   October 13, 2023 
Risk-free interest rate   4.65%
Expected volatility   49%
Expected life (in years)   5 years 
Expected dividend yield   0.00%
Fair value of warrants  $38,580 
v3.24.3
NON-CONTROLLING INTEREST (Tables)
9 Months Ended
Sep. 30, 2024
Noncontrolling Interest [Abstract]  
SCHEDULE OF NON CONTROLLING INTEREST

The Company’s non-controlling interest consists of the following:

 

         
   As of 
   September 30, 2024   December 31, 2023 
DSY Wellness:          
Paid-in capital  $97   $97 
Retained earnings   15,020    12,434 
Accumulated other comprehensive income (loss)   895    (752)
Noncontrolling interest gross   16,012    11,779 
ASL   -    - 
Total  $16,012   $11,779 
v3.24.3
INCOME TAXES CREDIT (EXPENSES) (Tables)
9 Months Ended
Sep. 30, 2024
Income Tax Disclosure [Abstract]  
SCHEDULE OF COMPONENTS OF LOSS BEFORE INCOME TAX

The United States and foreign components of loss before income taxes were comprised of the following:

 

   2024   2023   2024   2023 
   For the three months ended
September 30,
   For the nine months ended
September 30,
 
   2024   2023   2024   2023 
                 
Tax jurisdictions from:                    
Local – United States  $(302,021)  $(106,680)  $(1,130,098)  $(417,377)
Foreign – Malaysia   (222,258)   (164,841)   (513,397)   (680,993)
Foreign – Hong Kong   (2,635)   (49,271)   (2,151)   (42,601)
                     
Loss before income tax  $(526,914)  $(320,792)  $(1,645,646)  $(1,140,971)
SCHEDULE OF PROVISION FOR INCOME TAX

Income tax credit (expense) consisted of the following:

 

   2024   2023   2024   2023 
   For the three months ended
September 30,
   For the nine months ended
September 30,
 
   2024   2023   2024   2023 
                 
Current:                    
- Local  $-   $-   $-   $- 
- Foreign   2,875    -    (13,803)   (3,825)
                     
Deferred:                    
- Local   -    -    -    - 
- Foreign   -    (3,943)   -    6,537 
Income tax credit (expense)  $2,875   $(3,943)  $(13,803)  $2,712 
SCHEDULE OF DEFERRED TAX ASSETS

The following table sets forth the significant components of the aggregate deferred tax assets of the Company:

 

   September 30, 2024   December 31, 2023 
   As of 
   September 30, 2024   December 31, 2023 
Deferred tax assets:          
Net operating loss carry forwards in U.S.  $676,812   $439,492 
Net operating loss carry forwards in Malaysia   869,126    664,105 
Unabsorbed capital allowance carry forward in Malaysia   1,840    5,577 
Less: valuation allowance   (1,547,778)   (1,108,955)
Deferred tax assets, net  $-   $219 
v3.24.3
LEASE (Tables)
9 Months Ended
Sep. 30, 2024
Lease  
SCHEDULE OF LEASE COST

Components of Leases  For the three months ended
September 30,
   For the nine months ended
September 30,
 
   2024   2023   2024   2023 
                 
Operating lease cost  $62,857   $35,538   $159,720   $115,202 
                     
Amortization of finance lease asset   11,896    -    18,956    - 
Interest on finance lease liabilities   2,350    -    4,989    - 

 

Components of leases 

As of

September 30, 2024

  

As of

December 31, 2023

 
         
Weighted average remaining lease term (years)          
Operating lease   1.74    2.48 
Finance lease   4.58    5.00 
           
Weighted average discount rate          
Operating lease   5.5%   5.5%
Finance lease   6.7%   8.6%
SCHEDULE OF LEASE COMMITMENTS

The five-year maturity of the Company’s operating lease liabilities is as follow:

 

Twelve Months Ending September 30,  Operating lease liabilities   Finance lease liabilities 
         
2025  $173,307   $32,439 
2026   125,038    32,439 
2027   -    32,439 
2028   -    32,439 
Thereafter   -    54,273 
Total lease payments   298,345    184,029 
Less: interest   (14,096)   (30,017)
Present value of lease liabilities  $284,249   $154,012 
v3.24.3
SCHEDULE OF SUBSIDIARIES AND ASSOCIATES (Details)
9 Months Ended
Sep. 30, 2024
Nov. 11, 2021
May 08, 2020
Agape ATP Corporation Labuan [Member]      
Place and date of incorporation Labuan, March 6, 2017    
Particulars of issued capital 100 shares of ordinary share of US$1 each    
Principal activities Investment holding    
Proportional of ownership interest and voting power held 100.00%    
Agape ATP International Holding Limited [Member]      
Place and date of incorporation Hong Kong, June 1, 2017    
Particulars of issued capital 1,000,000 shares of ordinary share of HK$1 each    
Principal activities Wholesaling of health and wellness products; and health solution advisory services    
Proportional of ownership interest and voting power held 100.00% 60.00%  
Agape Superior Living Sdn. Bhd., [Member]      
Place and date of incorporation Malaysia, August 8, 2003    
Particulars of issued capital 9,590,598 shares of ordinary share of RM1 each    
Principal activities Health and wellness products and health solution advisory services via network marketing    
Proportional of ownership interest and voting power held 99.99%   99.99%
Agape S.E.A. Sdn. Bhd. [Member]      
Place and date of incorporation Malaysia, March 4, 2004    
Particulars of issued capital 2 shares of ordinary share of RM1 each    
Principal activities VIE of Agape Superior Living Sdn. Bhd.    
Cedar ATPC Sdn. Bhd. (formerly known as Wellness ATP International Holdings Sdn. Bhd. [Member]      
Place and date of incorporation Malaysia, September 11, 2020    
Particulars of issued capital 100 shares of ordinary share of RM1 each    
Principal activities The promotion of wellness and wellbeing lifestyle of the community by providing services that includes online editorials, programs, events and campaigns    
Proportional of ownership interest and voting power held 100.00%    
DSY Wellness International Sdn. Bhd. [Member]      
Place and date of incorporation Malaysia, November 11, 2021    
Particulars of issued capital 1,000 shares of ordinary share of RM1 each    
Principal activities Provision of complementary health therapies    
Proportional of ownership interest and voting power held 60.00% 60.00%  
ATPC Green Energy Sdn. Bhd. (Formerly known as OIE ATPC Holdings (M) Sdn. Bhd.) [Member]      
Place and date of incorporation Malaysia, March 14, 2024    
Particulars of issued capital 1,000,000 shares of ordinary share of RM0.01 each    
Principal activities Renewable energy    
Proportional of ownership interest and voting power held 100.00%    
OIE ATPC Exim (M) Sdn Bhd [Member]      
Place and date of incorporation Malaysia, March 14, 2024    
Particulars of issued capital 1,000 shares of ordinary share of RM1 each    
Principal activities Renewable energy    
Proportional of ownership interest and voting power held 100.00%    
v3.24.3
ORGANIZATION AND BUSINESS BACKGROUND (Details Narrative) - $ / shares
May 08, 2020
Sep. 30, 2024
Sep. 19, 2024
Aug. 15, 2024
Mar. 14, 2024
Jan. 03, 2024
Dec. 31, 2023
Nov. 11, 2021
Common stock, shares authorized   50,000,000 1,000,000 1,000,000,000     50,000,000  
Common stock, par value   $ 0.0001 $ 0.01 $ 0.0001     $ 0.0001  
Share Exchange Agreement [Member] | Mr.How Kok Choong [Member]                
Stock issued during period acquisitions, shares 9,590,596              
Agape ATP Corporation Labuan [Member]                
Ownership interest percentage   100.00%            
Agape Superior Living Sdn. Bhd., [Member]                
Ownership interest percentage 99.99% 99.99%            
DSY Wellness International Sdn. Bhd. [Member]                
Ownership interest percentage   60.00%           60.00%
OIE ATPC Holdings (M) Sdn Bhd [Member]                
Ownership interest percentage         50.00% 50.00%    
Agape ATP International Holding Limited [Member]                
Ownership interest percentage   100.00%           60.00%
v3.24.3
SCHEDULE OF ESTIMATED USEFUL LIVES OF PROPERTY AND EQUIPMENT (Details)
Sep. 30, 2024
Computer and Office Equipment [Member] | Minimum [Member]  
Property, Plant and Equipment [Line Items]  
Estimated Useful Life of Property and Equipment 5 years
Computer and Office Equipment [Member] | Maximum [Member]  
Property, Plant and Equipment [Line Items]  
Estimated Useful Life of Property and Equipment 7 years
Furniture and Fixtures [Member] | Minimum [Member]  
Property, Plant and Equipment [Line Items]  
Estimated Useful Life of Property and Equipment 6 years
Furniture and Fixtures [Member] | Maximum [Member]  
Property, Plant and Equipment [Line Items]  
Estimated Useful Life of Property and Equipment 7 years
Leasehold Improvements [Member]  
Property, Plant and Equipment [Line Items]  
Property, Plant, and Equipment, Useful Life, Term, Description [Extensible Enumeration] Useful Life, Shorter of Lease Term or Asset Utility [Member]
Vehicles [Member]  
Property, Plant and Equipment [Line Items]  
Estimated Useful Life of Property and Equipment 5 years
v3.24.3
SCHEDULE OF ESTIMATED USEFUL LIVES OF INTANGIBLE ASSETS, NET (Details)
Sep. 30, 2024
Computer Software, Intangible Asset [Member]  
Finite-Lived Intangible Assets [Line Items]  
Estimated useful life of intangible assets 5 years
v3.24.3
SCHEDULE OF DISAGGREGATED INFORMATION OF REVENUES (Details) - USD ($)
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Product Information [Line Items]        
Total revenues - products and services $ 331,289 $ 355,314 $ 962,971 $ 1,040,017
Survivor Select [Member]        
Product Information [Line Items]        
Total revenues - products and services 28,210
Energized Mineral Concentrate [Member]        
Product Information [Line Items]        
Total revenues - products and services 1,097 1,097
Ionized Cal Mag [Member]        
Product Information [Line Items]        
Total revenues - products and services 29,777 374 114,579
Omega Blend [Member]        
Product Information [Line Items]        
Total revenues - products and services 22,471
Beta Maxx [Member]        
Product Information [Line Items]        
Total revenues - products and services 21,206
Iron [Member]        
Product Information [Line Items]        
Total revenues - products and services 21,617
Trim Plus [Member]        
Product Information [Line Items]        
Total revenues - products and services 9,587
LIVO 5 [Member]        
Product Information [Line Items]        
Total revenues - products and services 24,103 46,057 78,478 67,869
Soy Protein Isolate Powder [Member]        
Product Information [Line Items]        
Total revenues - products and services 2,292 6,931 8,616 17,384
Mix Soy Protein Isolate Powder with Black Sesame [Member]        
Product Information [Line Items]        
Total revenues - products and services 1,641 6,443 6,893 14,047
Product Health Therapies [Member]        
Product Information [Line Items]        
Total revenues - products and services 227,249 208,323 688,415 539,291
Skin Care And Health Care Products [Member]        
Product Information [Line Items]        
Total revenues - products and services 18,404 18,404 1,759
Product [Member]        
Product Information [Line Items]        
Total revenues - products and services 274,786 297,531 802,277 858,020
Health and Wellness Services [Member]        
Product Information [Line Items]        
Total revenues - products and services $ 56,503 $ 57,783 $ 160,694 $ 181,997
v3.24.3
SCHEDULE OF FOREIGN CURRENCIES TRANSLATION EXCHANGE RATES (Details)
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Dec. 31, 2023
Period End MYR [Member]          
Debt Instrument [Line Items]          
Foreign currency exchange rate, translation 4.12   4.12   4.59
Period End HKD [Member]          
Debt Instrument [Line Items]          
Foreign currency exchange rate, translation 7.77   7.77   7.81
Period Average MYR [Member]          
Debt Instrument [Line Items]          
Foreign currency exchange rate period average 4.35 4.63 4.61 4.53  
Period Average HKD [Member]          
Debt Instrument [Line Items]          
Foreign currency exchange rate period average 7.79 7.82 7.81 7.84  
v3.24.3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($)
3 Months Ended 9 Months Ended 12 Months Ended
Aug. 30, 2024
Aug. 15, 2024
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Dec. 31, 2023
Sep. 19, 2024
Dec. 31, 2022
Product Information [Line Items]                  
Reverse stock split 1-for-20 reverse stock split 1-for-20              
Common stock, shares issued 20   3,989,056   3,989,056   3,855,126    
Common stock shares outstanding 20                
Shares outstanding   77,069,575              
Shares outstanding     3,853,504   3,853,504        
Common stock, par value   $ 0.0001 $ 0.0001   $ 0.0001   $ 0.0001 $ 0.01  
Common stock, shares authorized   1,000,000,000 50,000,000   50,000,000   50,000,000 1,000,000  
Accounts receivable, allowance for credit loss     $ 13,342   $ 13,342   $ 542  
Inventory write-down or write-off     0 $ 0 0 $ 0      
Prepayments and deposits allowance for credit loss write offs     0 0 0 0      
Prepayments and deposits allowance for credit loss     16,960   16,960   0    
Impairment of long-lived assets recognized         0   0    
Forfeited coupon income     565 53,690 2,952 82,562      
Contract liability     94,887   94,887   $ 101,575    
Revenues     331,289 355,314 962,971 1,040,017      
Revenues     331,289 355,314 962,971 1,040,017      
Cost of revenue     147,104 120,586 381,805 356,875      
Selling expenses     41,582 49,285 129,938 189,509      
Commission expenses     6,894 14,002 23,573 69,886      
General and administrative expenses     683,819 488,519 2,152,889 1,554,242      
Defined contribution plan expense     57,304 37,187 $ 87,391 116,660      
Income tax description         greater than 50% likely of being realized on examination        
Income tax examination, penalties and interest expense     $ 0 $ 0 $ 0 $ 0      
Noncontrolling interest, description         Non-controlling interest consists of 40% of the equity interests of DSY Wellness held by an individual and approximately 0.01% (3 ordinary shares out of 9,590,599 shares) of the equity interests of ASL held by three individuals        
Potentially dilutive securities outstanding     0 0 0 0      
Social Security Organization [Member]                  
Product Information [Line Items]                  
Defined contribution plan, description         1.75% based on employee’s monthly salary capped of RM 5,000        
Employees Provident Fund [Member]                  
Product Information [Line Items]                  
Defined contribution plan, description         based on employee’s monthly salary, 13% for employee earning RM5,000 and below; and 12% for employee earning RM5,001 and above        
Employment Insurance System [Member]                  
Product Information [Line Items]                  
Defined contribution plan, description         0.2% based on employee’s monthly salary capped of RM 5,000        
Human Resource Development Fund [Member]                  
Product Information [Line Items]                  
Defined contribution plan, description         1% based on employee’s monthly salary        
Selling and Marketing Expense [Member]                  
Product Information [Line Items]                  
Shipping and handling charges     $ 817 $ 1,395 $ 2,577 $ 4,050      
Advertising costs     17,250 0 36,945 0      
Health and Wellness Services [Member]                  
Product Information [Line Items]                  
Contract liability     10,258   10,258        
Revenues     56,503 57,783 160,694 181,997      
Revenues     56,503 57,783 160,694 181,997      
Product Health Therapies [Member]                  
Product Information [Line Items]                  
Revenues     $ 227,249 $ 208,323 $ 688,415 $ 539,291      
v3.24.3
ACQUISITION OF OIE ATPC HOLDINGS (M) SDN. BHD (Details Narrative) - OIE ATPC Holdings [Member] - OIE [Member] - USD ($)
Mar. 14, 2024
Jan. 03, 2024
Ownership percentage 50.00% 50.00%
Aggregate cost $ 107 $ 108
v3.24.3
SCHEDULE OF VARIABLE INTEREST ENTITY (Details) - USD ($)
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Dec. 31, 2023
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]          
Total current assets $ 3,399,235   $ 3,399,235   $ 5,185,152
Current liabilities (946,892)   (946,892)   (1,071,538)
Net asset 2,747,613   2,747,613   4,369,084
Cash 2,719,033   2,719,033   4,832,460
Prepayment and deposits 539,701   539,701   215,806
Prepaid taxes 34,101   34,101   21,993
Other payables and accrued liabilities 540,896   540,896   726,061
Total current liabilities 946,892   946,892   1,071,538
Operating revenues 331,289 $ 355,314 962,971 $ 1,040,017  
Gross profit 184,185 234,728 581,166 683,142  
Profit (loss) from operations (548,110) (317,078) (1,725,234) (1,130,495)  
Net profit (loss) (509,628) (327,029) (1,662,035) (1,127,555)  
Variable Interest Entity, Primary Beneficiary [Member]          
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]          
Total current assets 1,314   1,314   1,799
Current liabilities (1,153)   (1,153)   (899)
Net asset 161   161   900
Cash 1,294   1,294   122
Prepayment and deposits 20   20   7
Prepaid taxes 0   0   1,670
Other payables and accrued liabilities 1,153   1,153   899
Total current liabilities 1,153   1,153   $ 899
Operating revenues  
Gross profit  
Profit (loss) from operations (490) 41,014 (754) 40,654  
Net profit (loss) $ (490) $ 41,014 $ (754) $ 40,654  
v3.24.3
VARIABLE INTEREST ENTITY (“VIE”) (Details Narrative) - Agape Superior Living Sdn. Bhd., [Member]
Sep. 30, 2024
May 08, 2020
Ownership interest percentage 99.99% 99.99%
Agape S.E.A. Sdn. Bhd. [Member]    
Ownership interest percentage 100.00%  
v3.24.3
CASH AND CASH EQUIVALENTS (Details Narrative) - USD ($)
Sep. 30, 2024
Dec. 31, 2023
Sep. 30, 2023
Cash and cash equivalents $ 2,719,033 $ 4,832,460  
Cash and cash in banks 266,173 510,019  
Time deposits 2,452,860 4,322,441  
Time deposits uninsured $ 2,492,285 $ 4,630,476  
Minimum [Member]      
Percentage of interest rate for time deposits 2.06%   1.22%
Maximum [Member]      
Percentage of interest rate for time deposits 2.55%   1.88%
v3.24.3
SCHEDULE OF ACCOUNTS RECEIVABLES (Details) - USD ($)
Sep. 30, 2024
Dec. 31, 2023
Dec. 31, 2022
Receivables [Abstract]      
Accounts receivable $ 55,286 $ 56,000  
Allowance for expected credit loss (13,342) (542)
Total accounts receivable, net $ 41,944 $ 55,458  
v3.24.3
SCHEDULE OF ALLOWANCE FOR CREDIT LOSSES (Details) - USD ($)
9 Months Ended 12 Months Ended
Sep. 30, 2024
Dec. 31, 2023
Receivables [Abstract]    
Beginning balance $ 542
Addition 12,738 546
Exchange rate effect 62 (4)
Ending balance $ 13,342 $ 542
v3.24.3
SCHEDULE OF INVENTORIES (Details) - USD ($)
Sep. 30, 2024
Dec. 31, 2023
Inventory Disclosure [Abstract]    
Finished goods $ 60,564 $ 47,907
Total inventories $ 60,564 $ 47,907
v3.24.3
INVENTORIES (Details Narrative) - USD ($)
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Inventory Disclosure [Abstract]        
Inventory write-down or write-off $ 0 $ 0 $ 0 $ 0
v3.24.3
SCHEDULE OF PREPAID EXPENSES AND DEPOSITS (Details) - USD ($)
Sep. 30, 2024
Dec. 31, 2023
Prepayments And Deposits Net    
Prepaid expenses $ 451,242 $ 123,809
Deposits to suppliers 105,419 91,997
Subtotal 556,661 215,806
Allowance for expected credit loss – Prepaid expenses (16,960)
Total prepayments and deposits, net $ 539,701 $ 215,806
v3.24.3
SCHEDULE OF CHANGES IN ALLOWANCE FOR CREDIT LOSSES (Details) - USD ($)
9 Months Ended 12 Months Ended
Sep. 30, 2024
Dec. 31, 2023
Prepayments And Deposits Net    
Beginning balance
Addition 16,960
Ending balance $ 16,960
v3.24.3
SCHEDULE OF PROPERTY AND EQUIPMENT, NET (Details) - USD ($)
Sep. 30, 2024
Dec. 31, 2023
Property, Plant and Equipment [Line Items]    
Subtotal $ 451,203 $ 476,995
Less: accumulated depreciation (403,695) (399,137)
Total property and equipment, net 47,508 77,858
Computer and Office Equipment [Member]    
Property, Plant and Equipment [Line Items]    
Subtotal 99,082 91,947
Furniture and Fixtures [Member]    
Property, Plant and Equipment [Line Items]    
Subtotal 124,178 111,164
Vehicles [Member]    
Property, Plant and Equipment [Line Items]    
Subtotal 22,792 89,729
Leasehold Improvements [Member]    
Property, Plant and Equipment [Line Items]    
Subtotal $ 205,151 $ 184,155
v3.24.3
PROPERTY AND EQUIPMENT, NET (Details Narrative) - USD ($)
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Property, Plant and Equipment [Abstract]        
Depreciation $ 7,083 $ 17,028 $ 32,411 $ 54,993
v3.24.3
SCHEDULE OF INTANGIBLE ASSETS, NET (Details) - USD ($)
Sep. 30, 2024
Dec. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]    
Computer software $ 59,149 $ 53,095
Less: accumulated amortization (43,736) (35,637)
Total intangible assets, net $ 15,413 $ 17,458
v3.24.3
INTANGIBLE ASSETS, NET (Details Narrative) - USD ($)
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Goodwill and Intangible Assets Disclosure [Abstract]        
Amortization expense $ 1,256 $ 1,344 $ 3,611 $ 4,431
v3.24.3
SCHEDULE OF INVESTMENT IN MARKETABLE SECURITIES (Details) - USD ($)
9 Months Ended 12 Months Ended
Sep. 30, 2024
Dec. 31, 2023
Investment In Marketable Securities    
Fair value of investment in marketable securities at the beginning of period / year $ 20,171 $ 16,687
Unrealized holding (loss) gain (6,641) 3,493
Transfer to non-marketable securities (1,500)
Exchange rate effect 54 (9)
Fair value of investment in marketable securities at the end of period / year $ 12,084 $ 20,171
v3.24.3
INVESTMENT IN MARKETABLE SECURITIES (Details Narrative) - USD ($)
Aug. 30, 2024
Aug. 15, 2024
Jul. 19, 2022
Sep. 27, 2021
Dec. 09, 2020
Nov. 03, 2020
Oct. 16, 2018
Jul. 30, 2018
May 17, 2018
Jul. 28, 2022
Reverse stock split, description 1-for-20 reverse stock split 1-for-20                
Greenpro Capital Corp. [Member]                    
Investment owned, balance, shares             33,333   83,333  
Investment owned, balance, value             $ 1,000   $ 500,000  
Shares issued, price per share             $ 0.03   $ 6  
Investment owned, balance shares     11,665         20   116,646
Shares disposed, value               $ 125    
Shares disposed, price per share               $ 6.2613    
Reverse stock split, description     effect a reverse split of the company’s common stock at the ratio of 10-for-1 effective July 28, 2022. Under the reverse stock split, each 10 pre-split share of common stock outstanding will automatically combine into 1 new share of common stock of the company              
DSwiss Inc. [Member]                    
Common stock received as dividend, shares         16,663 6,667        
Dividend amount         $ 83,315 $ 76,671        
Dividend share price per share         $ 5 $ 11.50        
SEATech Ventures Corp. [Member]                    
Common stock received as dividend, shares       11,665            
Dividend amount       $ 18,874            
Dividend share price per share       $ 1.62            
v3.24.3
SCHEDULE OF INVESTMENT IN NON MARKETABLE SECURITIES (Details) - Phoenix Plus Corporation [Member] - USD ($)
Sep. 30, 2024
Dec. 31, 2023
Cost of investment $ 1,500
Investment in non-marketable securities $ 1,500
v3.24.3
INVESTMENT IN NON-MARKETABLE SECURITIES (Details Narrative) - USD ($)
26 Months Ended
Jul. 02, 2024
Apr. 03, 2019
Jul. 16, 2024
Sep. 30, 2024
Dec. 31, 2023
Phoenix Plus Corporation [Member]          
Percentage of stock purchased   5.00%      
Consideration shares   15,000,000      
Shares purchased, value   $ 1,500      
Shares purchased, price per share   $ 0.0001      
Investments       $ 1,500 $ 1,500
Phoenix Plus Corporation [Member] | Minimum [Member]          
Shares traded     100    
Phoenix Plus Corporation [Member] | Maximum [Member]          
Shares traded     57,500    
Radiance Holdings Corp [Member]          
Percentage of stock purchased 5.00%        
Consideration shares 15,000,000        
Shares purchased, price per share $ 0.0001        
v3.24.3
SCHEDULE OF CUSTOMER DEPOSITS (Details) - USD ($)
Sep. 30, 2024
Dec. 31, 2023
Customer Deposits    
Customer deposits – Non Refundable $ 94,187 $ 100,540
Unexpired product coupons 700 1,035
Total customer deposits $ 94,887 $ 101,575
v3.24.3
SCHEDULE OF OTHER PAYABLES AND ACCRUED LIABILITIES (Details) - USD ($)
Sep. 30, 2024
Dec. 31, 2023
Other Liabilities Disclosure [Abstract]    
Professional fees $ 151,945 $ 348,664
Promotion expenses 53,467 47,995
Payroll 6,057 26,104
Amounts held in eWallets 187,137 185,137
Tax penalty 75,000 75,000
Others 67,290 43,161
Total other payables and accrued liabilities $ 540,896 $ 726,061
v3.24.3
OTHER PAYABLES AND ACCRUED LIABILITIES (Details Narrative)
9 Months Ended
Sep. 30, 2024
MYR (RM)
Commission payments descriptions The eWallet is primarily for the crediting of any commission payment that falls below RM100 (or $22.20)
Comission payable RM 100
Commission payable, threshold 100
Maximum [Member]  
Commission payable, threshold RM 100
v3.24.3
SCHEDULE OF RELATED PARTIES (Details) - USD ($)
3 Months Ended 9 Months Ended 12 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Dec. 31, 2023
Related Party Transaction [Line Items]          
Total purchases $ 79,909 $ 73,451 $ 263,234 $ 205,993  
Total other purchases 1,034 3,285 5,481 9,139  
Total commission 6,894 14,002 23,573 69,886  
Office rental expense 847 2,187 2,540 7,555  
Total other expenses 36,684 21,594 $ 83,527 64,983  
TH3 Technology Sdn Bhd [Member]          
Related Party Transaction [Line Items]          
Relationship     Mr. How Kok Choong, the CEO and director of the Company is also a director of TH3   Mr. How Kok Choong, the CEO and director of the Company is also a director of TH3
Nature     Prepayment of IT expenses   Prepayment of IT expenses
Total amount due from related parties 2,460   $ 2,460   $ 2,922
DSY Beauty Sdn Bhd [Member]          
Related Party Transaction [Line Items]          
Relationship     The directors and shareholders of Welltech are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd   The directors and shareholders of Welltech are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd
Nature     Deposits for products purchases   Deposits for products purchases
Total amount due from related parties     $ 8,171
Related Party [Member]          
Related Party Transaction [Line Items]          
Total amount due from related parties 2,460   2,460   11,093
Total account payable, related parties 27,183   27,183   34,848
Total other payable, related parties 769   $ 769   $ 7,846
CTA Nutriceuticals Sdn Bhd [Member]          
Related Party Transaction [Line Items]          
Relationship     The directors and shareholders of CTA are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY International Wellness Sdn Bhd   The directors and shareholders of CTA are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY International Wellness Sdn Bhd
Nature     Purchases of products for the provision of complementary health therapies   Purchases of products for the provision of complementary health therapies
Total account payable, related parties 27,183   $ 27,183   $ 30,439
DSY Beauty Sdn Bhd [Member]          
Related Party Transaction [Line Items]          
Relationship     The directors and shareholders of Welltech are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd   The directors and shareholders of Welltech are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd
Nature     Purchases of beauty products   Purchases of beauty products
Total account payable, related parties     $ 54
Mr. Chew Yi Zheng [Member]          
Related Party Transaction [Line Items]          
Relationship     Mr. Chew Yi Zheng is the member of the immediate family of Mr. Yap Foo Ching (Steve Yap), the director of DSY Wellness International Sdn Bhd    
Nature     Render therapy and health consultation to customer   Render therapy and health consultation to customer
Total account payable, related parties     $ 4,355
DSY Wellness International Sdn. Bhd. [Member]          
Related Party Transaction [Line Items]          
Relationship         Mr. Chew Yi Zheng is the member of the immediate family of Mr. Yap Foo Ching (Steve Yap), the director of DSY Wellness International Sdn Bhd
CTA Nutriceuticals Asia Sdn Bhd [Member]          
Related Party Transaction [Line Items]          
Relationship     The directors and shareholders of CTA are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY International Wellness Sdn Bhd   The directors and shareholders of CTA are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY International Wellness Sdn Bhd
Nature     Purchase of products for general use   Purchase of products for general use
Total other payable, related parties 547   $ 547   $ 570
DSY Beauty Sdn Bhd Two [Member]          
Related Party Transaction [Line Items]          
Relationship     The directors and shareholders of DSY Beauty are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd   The directors and shareholders of DSY Beauty are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd
Nature     Purchase of products for general use   Purchase of products for general use
Total other payable, related parties     $ 535
Yap Foo Ching [Member]          
Related Party Transaction [Line Items]          
Relationship     Mr. Yap Foo Ching, the director of the DSY Wellness International Sdn Bhd   Mr. Yap Foo Ching, the director of the DSY Wellness International Sdn Bhd
Nature     Payment on behalf by Mr. Yap   Payment on behalf by Mr. Yap
Total other payable, related parties     $ 6,534
How Kok Choong [Member]          
Related Party Transaction [Line Items]          
Relationship     Mr. How Kok Choong, the CEO and director of the Company   Mr. How Kok Choong, the CEO and director of the Company
Nature     Commission expense   Commission expense
Total other payable, related parties 222   $ 222   $ 207
Total commission $ 550 $ 1,364 $ 1,938 $ 4,863  
CTA Nutriceuticals Sdn Bhd One [Member]          
Related Party Transaction [Line Items]          
Relationship The directors and shareholders of CTA are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY International Wellness Sdn Bhd The directors and shareholders of CTA are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY International Wellness Sdn Bhd The directors and shareholders of CTA are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY International Wellness Sdn Bhd The directors and shareholders of CTA are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY International Wellness Sdn Bhd  
Nature Purchases of products for the provision of complementary health therapies Purchases of products for the provision of complementary health therapies Purchases of products for the provision of complementary health therapies Purchases of products for the provision of complementary health therapies  
Total purchases $ 79,758 $ 73,054 $ 246,003 $ 188,032  
DSY Beauty Sdn Bhd Three [Member]          
Related Party Transaction [Line Items]          
Relationship The directors and shareholders of Welltech are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd The directors and shareholders of Welltech are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd The directors and shareholders of Welltech are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd The directors and shareholders of Welltech are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd  
Nature Purchases of beauty products Purchases of beauty products Purchases of beauty products Purchases of beauty products  
Total purchases $ 151 $ 397 $ 17,231 $ 17,961  
CTA Nutriceuticals Asia Sdn Bhd One [Member]          
Related Party Transaction [Line Items]          
Relationship The directors and shareholders of CTA are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY International Wellness Sdn Bhd The directors and shareholders of CTA are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY International Wellness Sdn Bhd The directors and shareholders of CTA are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY International Wellness Sdn Bhd The directors and shareholders of CTA are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY International Wellness Sdn Bhd  
Nature Purchase of products for general use Purchase of products for general use Purchase of products for general use Purchase of products for general use  
Total other purchases $ 900 $ 1,947 $ 2,681 $ 4,155  
DSY Beauty Sdn Bhd Four [Member]          
Related Party Transaction [Line Items]          
Relationship The directors and shareholders of Welltech are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd The directors and shareholders of Welltech are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd The directors and shareholders of Welltech are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd The directors and shareholders of Welltech are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd  
Nature Purchase of products for general use Purchase of products for general use Purchase of products for general use Purchase of products for general use  
Total other purchases $ 134 $ 1,267 $ 2,800 $ 4,637  
DSY Wellnessand Longevity Center Sdn Bhd Dsywlc Four [Member]          
Related Party Transaction [Line Items]          
Relationship Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd is also a director of DSYWLC Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd is also a director of DSYWLC Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd is also a director of DSYWLC Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd is also a director of DSYWLC  
Nature Purchase of products for general use Purchase of products for general use Purchase of products for general use Purchase of products for general use  
Total other purchases $ 71 $ 347  
How Kok Choong One [Member]          
Related Party Transaction [Line Items]          
Relationship Mr. How Kok Choong, the CEO and director of the Company Mr. How Kok Choong, the CEO and director of the Company Mr. How Kok Choong, the CEO and director of the Company Mr. How Kok Choong, the CEO and director of the Company  
Nature Commission expense Commission expense Commission expense Commission expense  
Total commission $ 550 $ 1,364 $ 1,938 $ 4,863  
Ando Design Sdn Bhd [Member]          
Related Party Transaction [Line Items]          
Relationship Mr. How Kok Choong, the CEO and director of the Company is also a director of Ando Mr. How Kok Choong, the CEO and director of the Company is also a director of Ando Mr. How Kok Choong, the CEO and director of the Company is also a director of Ando Mr. How Kok Choong, the CEO and director of the Company is also a director of Ando  
Nature Rental income Rental income Rental income Rental income  
Office rental expense $ 652 $ 663 $ 1,954 $ 1,988  
Redboy Picture Sdn Bhd [Member]          
Related Party Transaction [Line Items]          
Relationship Mr. How Kok Choong, the CEO and director of the Company is also a director of Redboy Mr. How Kok Choong, the CEO and director of the Company is also a director of Redboy Mr. How Kok Choong, the CEO and director of the Company is also a director of Redboy Mr. How Kok Choong, the CEO and director of the Company is also a director of Redboy  
Nature Rental income Rental income Rental income Rental income  
Office rental expense $ 1,325 $ 5,302  
TH3 Technology Sdn Bhd One [Member]          
Related Party Transaction [Line Items]          
Relationship Mr. How Kok Choong, the CEO and director of the Company is also a director of TH3 Mr. How Kok Choong, the CEO and director of the Company is also a director of TH3 Mr. How Kok Choong, the CEO and director of the Company is also a director of TH3 Mr. How Kok Choong, the CEO and director of the Company is also a director of TH3  
Nature Rental income Rental income Rental income Rental income  
Office rental expense $ 195 $ 199 $ 586 $ 265  
TH3 Technology Sdn Bhd Two [Member]          
Related Party Transaction [Line Items]          
Relationship Mr. How Kok Choong, the CEO and director of the Company is also a director of TH3 Mr. How Kok Choong, the CEO and director of the Company is also a director of TH3 Mr. How Kok Choong, the CEO and director of the Company is also a director of TH3 Mr. How Kok Choong, the CEO and director of the Company is also a director of TH3  
Nature IT support services fee IT support services fee IT support services fee IT support services fee  
Total other expenses $ 14,976 $ 13,642 $ 44,429 $ 41,126  
DSY Wellness & Longevity Center Sdn Bhd (“DSYWLC”) [Member]          
Related Party Transaction [Line Items]          
Relationship Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd is also a director of DSYWLC Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd is also a director of DSYWLC Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd is also a director of DSYWLC Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd is also a director of DSYWLC  
Nature Office rental expense and facilities Office rental expense and facilities Office rental expense Office rental expense  
Total other expenses $ 21,708 $ 7,952 $ 37,338 $ 23,857  
Ando Design Sdn Bhd One [Member]          
Related Party Transaction [Line Items]          
Relationship Mr. How Kok Choong, the CEO and director of the Company is also a director of Ando Mr. How Kok Choong, the CEO and director of the Company is also a director of Ando Mr. How Kok Choong, the CEO and director of the Company is also a director of Ando Mr. How Kok Choong, the CEO and director of the Company is also a director of Ando  
Nature Office furniture & fittings and improvements Office furniture & fittings and improvements Office furniture & fittings and improvements Office furniture & fittings and improvements  
Total other expenses $ 1,755  
SY Welltech Sdn Bhd [Member]          
Related Party Transaction [Line Items]          
Relationship     The directors and shareholders of Welltech are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd The directors and shareholders of Welltech are related parties to Mr. Yap Foo Ching (Steve Yap), a director of DSY Wellness International Sdn Bhd  
Nature     Purchases of products for general use Purchases of products for general use  
Total other expenses     $ 5  
v3.24.3
SCHEDULE OF SHARE-BASED COMPENSATION ARRANGEMENTS BY SHARE-BASED PAYMENT AWARD (Details)
Oct. 13, 2023
USD ($)
Accumulated Other Comprehensive Income (Loss) [Line Items]  
Warrant fair value $ 38,580
Warrant [Member]  
Accumulated Other Comprehensive Income (Loss) [Line Items]  
Risk-free interest rate 4.65%
Expected volatility 49.00%
Expected life (in years) 5 years
Expected dividend yield 0.00%
Warrant fair value $ 38,580
v3.24.3
STOCKHOLDERS’ EQUITY (Details Narrative) - USD ($)
3 Months Ended 9 Months Ended 12 Months Ended
Aug. 30, 2024
Aug. 15, 2024
Jan. 26, 2024
Oct. 13, 2023
Oct. 10, 2023
Sep. 30, 2024
Jun. 30, 2024
Mar. 31, 2024
Sep. 30, 2024
Dec. 31, 2023
Sep. 19, 2024
Sep. 30, 2023
Jun. 30, 2023
Mar. 31, 2023
Dec. 31, 2022
Accumulated Other Comprehensive Income (Loss) [Line Items]                              
Preferred stock, shares authorized           200,000,000     200,000,000 200,000,000          
Preferred stock, shares issued                        
Preferred stock, shares outstanding                        
Shares authorized decreased   1,000,000,000       50,000,000     50,000,000 50,000,000 1,000,000        
Common stock, par value   $ 0.0001       $ 0.0001     $ 0.0001 $ 0.0001 $ 0.01        
Common Stock, Shares, Outstanding           3,989,056     3,989,056 3,855,126          
Reverse stock split   1-for-20 reverse stock split                          
Common stock, shares issued 20         3,989,056     3,989,056 3,855,126          
Common stock shares outstanding 20                            
Shares outstanding   77,069,575                          
Shares outstanding           3,853,504     3,853,504            
Share based compensation           $ 30,000 $ 6,667                
Tresury stock redeemed     6,765                        
Tresury stock, par value     $ 0.0001     $ 0.0001     $ 0.0001 $ 0.0001          
Tresury stock, shares           0     0 6,765          
Warrant fair value       $ 38,580                      
Warrant outstanding           5,775     5,775            
Executive Director [Member]                              
Accumulated Other Comprehensive Income (Loss) [Line Items]                              
Issuance of shares                 $ 5,000            
Share based compensation                 $ 5,143 $ 0          
Common Stock [Member]                              
Accumulated Other Comprehensive Income (Loss) [Line Items]                              
Shares authorized decreased   50,000,000                          
Common stock, par value   $ 0.0001     $ 0.0001                    
Shares outstanding [1]           3,989,056 3,848,784 3,848,361 3,989,056 3,855,126   3,772,601 3,772,601 3,772,601 3,772,601
Issuance of shares         $ 82,500                    
Share based compensation [1]                          
Tresury stock redeemed [1]               (6,765)              
Share price       $ 88.00 $ 80.00                    
Warrants to purchase shares       5,775                      
[1] Common stock and treasury stock have been adjusted on a retroactive basis to reflect 1-for-20 reverse stock split effective on August 30, 2024.
v3.24.3
SCHEDULE OF NON CONTROLLING INTEREST (Details) - USD ($)
Sep. 30, 2024
Dec. 31, 2023
Noncontrolling Interest [Abstract]    
Paid-in capital $ 97 $ 97
Retained earnings 15,020 12,434
Accumulated other comprehensive income (loss) 895 (752)
Noncontrolling interest gross 16,012 11,779
ASL
Total $ 16,012 $ 11,779
v3.24.3
SCHEDULE OF COMPONENTS OF LOSS BEFORE INCOME TAX (Details) - USD ($)
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Loss before income tax $ (526,914) $ (320,792) $ (1,645,646) $ (1,140,971)
UNITED STATES        
Local – United States (302,021) (106,680) (1,130,098) (417,377)
MALAYSIA        
Loss before income tax (222,258) (164,841) (513,397) (680,993)
HONG KONG        
Loss before income tax $ (2,635) $ (49,271) $ (2,151) $ (42,601)
v3.24.3
SCHEDULE OF PROVISION FOR INCOME TAX (Details) - USD ($)
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Current:        
- Local
- Foreign 2,875 (13,803) (3,825)
Deferred:        
- Local
- Foreign (3,943) 6,537
Income tax credit (expense) $ 2,875 $ (3,943) $ (13,803) $ 2,712
v3.24.3
SCHEDULE OF DEFERRED TAX ASSETS (Details) - USD ($)
Sep. 30, 2024
Dec. 31, 2023
Income Tax Disclosure [Abstract]    
Net operating loss carry forwards in U.S. $ 676,812 $ 439,492
Net operating loss carry forwards in Malaysia 869,126 664,105
Unabsorbed capital allowance carry forward in Malaysia 1,840 5,577
Less: valuation allowance (1,547,778) (1,108,955)
Deferred tax assets, net $ 219
v3.24.3
INCOME TAXES CREDIT (EXPENSES) (Details Narrative) - USD ($)
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Dec. 31, 2023
Effective Income Tax Rate Reconciliation [Line Items]          
Tax rate description     (“GILTI”) tax, which is a tax on certain off-shore earnings at an effective rate of 10.5% for tax years (50% deduction of the current enacted tax rate of 21%) with a partial offset for 80% foreign tax credits. If the foreign tax rate is 13.125% or higher, there will be no U.S. corporate tax after the 80% foreign tax credits are applied    
Deferred tax valuation allowance $ 1,547,778   $ 1,547,778   $ 1,108,955
2031 [Member]          
Effective Income Tax Rate Reconciliation [Line Items]          
Operating loss carryforwards 746,000   746,000    
2032 [Member]          
Effective Income Tax Rate Reconciliation [Line Items]          
Operating loss carryforwards 834,000   834,000    
2033 [Member]          
Effective Income Tax Rate Reconciliation [Line Items]          
Operating loss carryforwards 1,213,000   1,213,000    
2034 [Member]          
Effective Income Tax Rate Reconciliation [Line Items]          
Operating loss carryforwards 456,000   456,000    
UNITED STATES          
Effective Income Tax Rate Reconciliation [Line Items]          
Operating loss carryforwards 3,223,000   3,223,000   2,093,000
Deferred tax valuation allowance 677,000   $ 677,000   440,000
MALAYSIA          
Effective Income Tax Rate Reconciliation [Line Items]          
Tax percentage     24.00%    
Operating loss carryforwards 3,249,000   $ 3,249,000   2,796,000
Deferred tax valuation allowance $ 870,000   $ 870,000   $ 670,000
Income tax examination, description     The tax rate for small and medium sized companies (generally companies incorporated in Malaysia with paid-in capital of RM 2,500,000 or less) is 15% for the first RM 150,000 (or approximately $37,500), 17% for the subsequent RM 150,000 to RM 600,000 (or approximately $37,500 to $150,000) and 24% for the remaining balance for three and nine months ended September 30, 2024 and 2023    
MALAYSIA | Remaining [Member]          
Effective Income Tax Rate Reconciliation [Line Items]          
Tax percentage 24.00% 24.00% 24.00% 24.00%  
MALAYSIA | First RM [Member]          
Effective Income Tax Rate Reconciliation [Line Items]          
Tax percentage 15.00% 15.00% 15.00% 15.00%  
MALAYSIA | Subsequent RM [Member]          
Effective Income Tax Rate Reconciliation [Line Items]          
Tax percentage 17.00% 17.00% 17.00% 17.00%  
HONG KONG          
Effective Income Tax Rate Reconciliation [Line Items]          
Tax percentage     16.50%    
State and Local Jurisdiction [Member]          
Effective Income Tax Rate Reconciliation [Line Items]          
Tax percentage     21.00%    
Foreign Tax Jurisdiction [Member]          
Effective Income Tax Rate Reconciliation [Line Items]          
Tax percentage     21.00%    
v3.24.3
CONCENTRATIONS OF RISKS (Details Narrative) - USD ($)
3 Months Ended 9 Months Ended 12 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Dec. 31, 2023
Concentration Risk [Line Items]          
Deposits $ 2,713,020   $ 2,713,020   $ 4,817,213
Deposit for insurance $ 2,492,285   $ 2,492,285   $ 4,630,476
Cost of Goods and Service Benchmark [Member] | Supplier Concentration Risk [Member] | Vendor Two [Member]          
Concentration Risk [Line Items]          
Concentrations of risk percentage 19.00% 31.20% 19.90% 27.70%  
Cost of Goods and Service Benchmark [Member] | Supplier Concentration Risk [Member] | Vendor One [Member]          
Concentration Risk [Line Items]          
Concentrations of risk percentage   67.50%   53.00%  
Cost of Goods and Service Benchmark [Member] | Supplier Concentration Risk [Member] | Vendor [Member]          
Concentration Risk [Line Items]          
Concentrations of risk percentage 57.30% 67.50% 63.40% 53.00%  
Cost of Goods and Service Benchmark [Member] | Supplier Concentration Risk [Member] | Sales Distributor [Member]          
Concentration Risk [Line Items]          
Concentrations of risk percentage 10.00%        
Cost of Goods and Service Benchmark [Member] | Supplier Concentration Risk [Member] | Two Sales Distributor [Member]          
Concentration Risk [Line Items]          
Concentrations of risk percentage   10.00%      
Cost of Goods and Service Benchmark [Member] | Supplier Concentration Risk [Member] | One Sales Distributor [Member]          
Concentration Risk [Line Items]          
Concentrations of risk percentage     20.30% 10.00%  
Accounts Payable [Member] | Supplier Concentration Risk [Member] | Vendor Two [Member]          
Concentration Risk [Line Items]          
Concentrations of risk percentage     24.60%   35.40%
Accounts Payable [Member] | Supplier Concentration Risk [Member] | Vendor One [Member]          
Concentration Risk [Line Items]          
Concentrations of risk percentage     54.60%   61.80%
Accounts Payable [Member] | Supplier Concentration Risk [Member] | Vendor [Member]          
Concentration Risk [Line Items]          
Concentrations of risk percentage     24.60%   35.40%
No Customer [Member] | Revenue from Contract with Customer Benchmark [Member] | Customer Concentration Risk [Member]          
Concentration Risk [Line Items]          
Concentrations of risk percentage 10.00% 10.00% 10.00% 10.00%  
Six Individual Customers [Member] | Accounts Receivable [Member] | Customer Concentration Risk [Member]          
Concentration Risk [Line Items]          
Concentrations of risk percentage     22.80%   40.20%
Vendor One [Member] | Cost of Goods and Service Benchmark [Member] | Supplier Concentration Risk [Member]          
Concentration Risk [Line Items]          
Concentrations of risk percentage 57.30%   63.40%    
v3.24.3
SCHEDULE OF LEASE COST (Details) - USD ($)
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Jul. 11, 2024
Dec. 31, 2023
Dec. 18, 2023
Oct. 01, 2023
Sep. 01, 2023
Jun. 01, 2023
Lease                    
Operating lease cost $ 62,857 $ 35,538 $ 159,720 $ 115,202            
Amortization of finance lease asset 11,896 18,956            
Interest on finance lease liabilities $ 2,350 $ 4,989            
Weighted average remaining lease term (years) - Operating lease 1 year 8 months 26 days   1 year 8 months 26 days     2 years 5 months 23 days        
Weighted average remaining lease term (years) - Finance lease 4 years 6 months 29 days   4 years 6 months 29 days     5 years        
Weighted average discount rate - Operating lease 5.50%   5.50%     5.50%   5.50% 5.50% 5.50%
Weighted average discount rate - Finance lease 6.70%   6.70%   4.42% 8.60% 8.63%      
v3.24.3
SCHEDULE OF LEASE COMMITMENTS (Details) - USD ($)
Sep. 30, 2024
Jul. 11, 2024
Dec. 18, 2023
Lessee, Operating Lease, Liability, to be Paid, Fiscal Year Maturity [Abstract]      
Operating lease liabilities - 2025 $ 173,307    
Operating lease liabilities - 2026 125,038    
Operating lease liabilities - 2027    
Operating lease liabilities - 2028    
Operating lease liabilities - Thereafter    
Operating lease liabilities - Total lease payments 298,345    
Operating lease liabilities - Less: interest (14,096)    
Present value of operating lease liabilities 284,249    
Finance Lease, Liability, to be Paid, Fiscal Year Maturity [Abstract]      
Finance lease liabilities - 2025 32,439    
Finance lease liabilities - 2026 32,439    
Finance lease liabilities - 2027 32,439    
Finance lease liabilities - 2028 32,439    
Finance lease liabilities - Thereafter 54,273    
Finance lease liabilities - Total lease payments 184,029    
Finance lease liabilities - Less: interest (30,017)    
Present value of finance lease liabilities $ 154,012 $ 72,772 $ 78,824
v3.24.3
LEASE (Details Narrative) - USD ($)
3 Months Ended 9 Months Ended
Oct. 01, 2023
Sep. 01, 2023
Jun. 01, 2023
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Jul. 11, 2024
Dec. 31, 2023
Dec. 18, 2023
Lease                    
Lease option to extend upon the expiry of the two-years lease for an apartment to serve as staff accommodation, the Company entered into a new two-years lease with the same landlord who had earlier leased the same apartment to the Company since October 1, 2021 upon the expiry of the two-years lease for its office space and sales training center, the Company entered into a new three-years lease with the same landlord who had earlier leased the same office space and sales training center to the Company since April 1, 2020 upon the expiry of the two-years lease for its office space, the Company entered into a new three-years lease with the same landlord who had earlier leased the same office space to the Company since April 1, 2020              
Operating right-of-use assets $ 8,940 $ 126,093 $ 283,220 $ 282,734   $ 282,734     $ 357,301  
Operating lease effective interest rate 5.50% 5.50% 5.50% 5.50%   5.50%     5.50%  
Lease term               5 years   5 years
Finance lease liabilities       $ 154,012   $ 154,012   $ 72,772   $ 78,824
Finance lease effective interest rate       6.70%   6.70%   4.42% 8.60% 8.63%
Operating lease payments           $ 66,028        
Short term lease cost       $ 22,218 $ 9,589 $ 43,980 $ 29,359      

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