10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 10-Q

S QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE QUARTERLY PERIOD ENDED JULY 31, 2013

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number 000-54288

PRIME GLOBAL CAPITAL GROUP INCORPORATED

(Exact Name of Registrant as Specified in Its Charter)

NEVADA	26-4309660
(State or Other Jurisdiction	(I.R.S. Employer
of Incorporation or Organization)	Identification No.)

11-2, Jalan 26/70A, Desa Sri Hartamas
50480 Kuala Lumpur, Malaysia
603 6201 3198
(Address of Principal Executive Offices and Issuer’s
Telephone Number, including Area Code)

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 S     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 (§ 229.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).  Yes  S  No  ☐

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

Large accelerated filer S	Accelerated filer £
Non-accelerated filer £	Smaller reporting company £
(Do not check if smaller reporting company)

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes £     No S

As of August 30, 2013, the issuer had outstanding 512,682,393 shares of common stock.

TABLE OF CONTENTS

		Page
PART I	FINANCIAL INFORMATION
ITEM 1	Financial Statements
	Condensed Consolidated Balance Sheets as of July 31, 2013 (Unaudited) and October 31, 2012 (Audited)	1
	Condensed Consolidated Statements of Operations and Comprehensive Income for the Nine Months Ended July 31, 2013 and 2012 (Unaudited)	2
	Condensed Consolidated Statements of Cash Flows for the Nine Months Ended July 31, 2013 and 2012 (Unaudited)	3
	Notes to Condensed Consolidated Financial Statements (Unaudited)	4
ITEM 2	Management’s Discussion and Analysis of Financial Condition and Results of Operations	24
ITEM 3	Quantitative and Qualitative Disclosures about Market Risk	38
ITEM 4	Controls and Procedures	38
PART II	OTHER INFORMATION
ITEM 1	Legal Proceedings	39
ITEM 1A	Risk Factors	39
ITEM 2	Unregistered Sales of Equity Securities and Use of Proceeds	39
ITEM 3	Defaults upon Senior Securities	39
ITEM 4	Mine Safety Disclosures	39
ITEM 5	Other Information	39
ITEM 6	Exhibits	39
SIGNATURES		41

PART I FINANCIAL INFORMATION

ITEM 1 Financial Statements

PRIME GLOBAL CAPITAL GROUP INCORPORATED

CONDENSED CONSOLIDATED BALANCE SHEETS

AS OF JULY 31, 2013 AND OCTOBER 31, 2012

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

	July 31, 2013			October 31, 2012
	(Unaudited)			(Audited)
ASSETS
Current assets:
Cash and cash equivalents	$	810,478		$	1,336,849
Marketable securities, available-for-sale		–			6,473,773
Accounts receivable		31,199			63,157
Advances to suppliers		890,536			–
Deposits and other receivables		24,733			85,360
Amount due from a related company		57,203			–
Total current assets		1,814,149			7,959,139
Property, plant and equipment, net		60,004,951			30,557,652
Non-current assets:
Deposits on commercial buildings		–			3,068,167
TOTAL ASSETS	$	61,819,100		$	41,584,958
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	8,506		$	5,431
Amount due to a related party		294,331			1,988,516
Advances from third parties		571,835			–
Income tax payable		1,024,605			834,925
Current portion of long term bank loan		603,322			–
Current portion of obligation under finance lease		10,733			8,413
Accrued liabilities and other payables		571,982			82,435
Total current liabilities		3,085,314			2,919,720
Long-term liabilities:
Obligation under finance lease		34,729			31,321
Amount due to a related party		6,701,132			–
Long term bank loan		14,894,493			–
Total liabilities		24,715,668			2,951,041
Commitments and contingencies
Stockholders’ equity:
Preferred stock, $0.001 par value; 100,000,000 shares authorized; no shares issued and outstanding		–			–
Common stock, $0.001 par value; 1,000,000,000 shares authorized; 512,682,393 and 512,682,393 shares issued and outstanding, respectively		512,683			512,683
Additional paid-in capital		35,088,677			35,088,677
Accumulated other comprehensive income (loss)		(845,532	)		(21,683	)
Retained earnings		2,347,604			3,054,240
Total stockholders’ equity		37,103,432			38,633,917
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$	61,819,100		$	41,584,958

See accompanying notes to condensed consolidated financial statements.

1

PRIME GLOBAL CAPITAL GROUP INCORPORATED

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

AND COMPREHENSIVE INCOME (LOSS)

FOR THE THREE AND NINE MONTHS ENDED JULY 31, 2013 AND 2012

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

(Unaudited)

	Three months ended July 31,						Nine months ended July 31,
	2013			2012			2013			2012
Revenues, net:
Software business	$	–		$	4,632		$	1,620,759		$	214,529
Plantation business		46,823			548,903			145,994			1,202,130
Rental income		30,534			–			60,076
Total revenues, net		77,357			553,535			1,826,829			1,416,659
Cost of revenues, non related party		46,181			49,684			112,725			243,085
Total cost of revenues		46,181			49,684			112,725			243,085
Gross profit		31,176			503,851			1,714,104			1,173,574
Operating expenses:
General and administrative		(398,622	)		(576,656	)		(1,126,242	)		(1,193,645	)
(Loss) income from operations		(367,446	)		(72,805	)		587,862			(20,071	)
Other (expense) income
Dividend income		–			89,406			26,005			94,044
Realized (loss) gain from sale of available-for-sale securities		–			255,778			(360,256	)		641,808
Net loss on acquisition		–			–			–			(53,646	)
Interest income		–			4,390			1			14,848
Interest expense		(649,857	)		(477	)		(668,331	)		(1,450	)
Other income		11,964			30,954			18,781			32,398
Total other (expense) income		(637,893	)		380,051			(983,800	)		728,002
(Loss) income before income taxes		(1,005,339	)		307,246			(395,938	)		707,931
Income tax expense		28,993			(101,669	)		(310,698	)		(221,035	)
NET (LOSS) INCOME	$	(976,346	)	$	205,577		$	(706,636	)	$	486,896
Other comprehensive income:
Unrealized holding (loss) gain on available-for-sale securities		–			(195,508	)		–			374,900
Foreign exchange adjustment (loss)		(1,209,472	)		(621,230	)		(823,849	)		(636,512	)
COMPREHENSIVE (LOSS) INCOME	$	(2,185,818	)	$	(611,161	)	$	(1,530,485	)	$	225,284
Net income per share – Basic and diluted	$	(0.00	)	$	(0.00	)	$	(0.00	)	$	(0.00	)
Weighted average common stock outstanding – Basic and diluted		512,682,393			503,489,949			512,682,393			501,730,418

See accompanying notes to condensed consolidated financial statements.

2

PRIME GLOBAL CAPITAL GROUP INCORPORATED

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE NINE MONTHS ENDED JULY 31, 2013 AND 2012

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

(Unaudited)

	Nine months ended July 31,
	2013			2012
Cash flows from operating activities:
Net (loss) income	$	(706,636	)	$	486,896
Adjustments to reconcile net (loss) income to net cash provided by (used in) operating activities:
Depreciation		48,535			41,812
Realized loss (gain) from sale of available-for-sale securities		360,256			(641,808	)
Gain on disposal of plant and equipment		–			(1,434	)
Net loss on acquisition		–			53,646
Changes in operating assets and liabilities:
Accounts receivable		30,076			(35,766	)
Advances to suppliers		(800,013	)		–
Deposits and other receivables		(48,397	)		55,895
Accounts payable		3,525			(1,575	)
Income tax payable		294,529			(33,797	)
Advances from third parties		597,530			–
Accrued liabilities and other payables		509,434			(12,705	)
Net cash provided by (used in) operating activities		238,839			(88,836	)
Cash flows from investing activities:
Purchase of marketable securities		–			(9,350,736	)
Proceeds from sale of marketable securities		6,305,102			6,674,466
Payment on plantation purchase		(12,946	)		(7,046,513	)
Acquisition of a subsidiary, net of cash acquired		–			174,982
Payments on investment deposits		–			(1,762,984	)
Payments on land purchase		–			(4,058,070	)
Payment on commercial building purchase		(28,427,544	)		(2,691,276	)
Purchase of plant and equipment		(51,090	)		(11,360	)
Proceeds from disposal of property, plant and equipment		–			8,975
Net cash used in investing activities		(22,186,478	)		(18,062,516	)
Cash flows from financing activities:
Advances from a director		5,256,017			5,588,383
Advances from related parties		–			32,905
Payments on finance lease		(6,265	)		(6,184	)
Proceeds from sale of common stock		–			12,434,300
Proceeds from bank loan		16,194,197			–
Net cash provided by financing activities		21,443,949			18,049,404
Foreign currency translation adjustment		(22,681	)		(216,301	)
NET CHANGE IN CASH AND CASH EQUIVALENTS		(526,371	)		(318,249	)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD		1,336,849			2,592,687
CASH AND CASH EQUIVALENTS, END OF PERIOD	$	810,478		$	2,274,438
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid for income tax	$	66,169		$	254,833
Cash paid for interest	$	668,331		$	1,450

See accompanying notes to condensed consolidated financial statements.

3

PRIME GLOBAL CAPITAL GROUP INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND NINE MONTHS ENDED JULY 31, 2013 AND 2012

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

(Unaudited)

NOTE 1 - BASIS OF PRESENTATION

The accompanying unaudited condensed consolidated financial statements have been prepared by management in accordance with both accounting principles generally accepted in the United States (“GAAP”), and the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Certain information and note disclosures normally included in audited financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to those rules and regulations, although the Company believes that the disclosures made are adequate to make the information not misleading.

In the opinion of management, the consolidated balance sheet as of October 31, 2012 which has been derived from audited financial statements and these unaudited condensed consolidated financial statements reflect all normal and recurring adjustments considered necessary to state fairly the results for the periods presented. The results for the period ended July 31, 2013 are not necessarily indicative of the results to be expected for the entire fiscal year ending October 31, 2013 or for any future period.

These unaudited condensed consolidated financial statements and notes thereto should be read in conjunction with the Management’s Discussion and the audited financial statements and notes thereto included in the Annual Report on Form 10-K for the year ended October 31, 2012.

NOTE 2 - ORGANIZATION AND BUSINESS BACKGROUND

Prime Global Capital Group Incorporated (“PGCG” or “the Company”) was incorporated in the State of Nevada on January 26, 2009. On January 25, 2012, the Company changed its current name.

Currently, the Company, through its subsidiaries, is principally engaged in the operation of palm oil plantations, provision of IT consulting and programming services and distributing consumer products in Malaysia.

Recapitalization and reorganization

On January 15, 2010, the Company approved a 1 for 20 reverse split of its common stock. All common stock and per share data for all periods presented in these condensed consolidated financial statements have been restated to give effect to the reverse stock split.

On September 21, 2010, the Company consummated the sale to certain accredited investors of an aggregate of 1,500,000 shares of its common stock, par value $0.001, at a per share price of $0.10, or $150,000 in the aggregate, pursuant to certain subscription agreements.

On November 15, 2010, the Company consummated the sale to 18 accredited investors of an aggregate of 80,000,000 shares of its common stock, par value $0.001, at a per share price of $0.01, or $800,000 in the aggregate, pursuant to certain subscription agreements.

Concurrently, on November 15, 2010, the Company appointed three new directors, Mr. Weng Kung Wong, Mr. Liong Tat Teh and Ms. Sek Fong Wong to the Company’s Board of Directors. Furthermore, all of the Company’s former officers resigned from their positions and Mr. Weng Kung Wong was appointed as the new chief executive officer, Mr. Teh Liong Tat as the new chief financial officer.

On December 6, 2010, the Company acquired Union Hub Technology Sdn. Bhd. (“UHT”), a company incorporated under the laws of Malaysia, through a share exchange transaction, or the Share Exchange. Pursuant to the Share Exchange, the Company acquired from the UHT shareholders all of the issued and outstanding shares of UHT in exchange for the issuance of 16,500,000 shares of its common stock. As a result of the Share Exchange, UHT became a wholly owned subsidiary of the Company.

4

PRIME GLOBAL CAPITAL GROUP INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND NINE MONTHS ENDED JULY 31, 2013 AND 2012

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

(Unaudited)

Concurrently, on December 6, 2010, the Company entered into and executed agreement to sell its wholly-owned subsidiary, Home Touch Limited (a corporation organized under the laws of the Hong Kong Special Administrative Region), to the former founders and directors for $20,000. Upon the completion of this sale, Mr. Ng and Ms. Yau, the former founders and executive officers, were resigned from their positions on the board of directors.

The share exchange transaction has been accounted for as a reverse acquisition and recapitalization of the Company whereby UHT is deemed to be the accounting acquirer (legal acquiree) and the Company to be the accounting acquiree (legal acquirer). The Company is deemed to be a continuation of the business of UHT.

On January 25, 2011, the Company changed its fiscal year from March 31 to October 31 and increased its authorized capital to 1 billion shares of common stock and 100 million shares of preferred stock.

On February 8, 2011, the Company consummated the sale to certain accredited investors of an aggregate of 400,000,000 shares of its common stock, par value $0.001, at a per share price of $0.01, or $4,000,000 in the aggregate, pursuant to certain subscription agreements.

On September 7, 2011, the Company issued 110,610 shares of restricted common stock to the executive officers as services compensation equal to $70,000 at the market price of $1.58 per share.

On December 8, 2011, the Company entered into a Memorandum of Understanding with Mr. Wichai Samphantharat, Chief District Officer of Srira Cha province, Thailand, pursuant to which the Srira Cha province government agreed to allocate to the Company 20 Rai (approximately 8 acres) of land for trial planting of castor seeds. The Company shall provide castor seeds for cultivation by third party farmers and station a minimum of two personnel at the trial planting site at its expense. The Company intends to purchase the castor beans cultivated at the trial planting site.

On December 12, 2011, the board of directors of the Company approved to initiate the process for listing shares of the Company’s common stock on one or more U.S. national securities exchanges including the NYSE Amex Equities Exchange.

On February 16, 2012, the Company consummated the sale to Mr. Weng Kung Wong, the director and chief executive officer of the Company, of an aggregate of 667,780 shares of its common stock with par value of $0.001, at a price of $2.995 per share, or $2,000,000 in the aggregate.

On March 6, 2012, the Company consummated the sale to Mr. Weng Kung Wong, the director and chief executive officer of the Company, and an existing shareholder of the Company, of an aggregate of 1,076,000 shares of its common stock with par value of $0.001, at a price of $2.984 per share, or approximately $3,210,784 in the aggregate.

On April 3, 2012, the Company consummated the sale to three accredited shareholders of the Company, of an aggregate of 628,000 shares of its common stock with par value of $0.001, at a price of $2.887 per share, or $1,813,036 in the aggregate.

On May 2, 2012, the Company consummated the sale to Mr. Weng Kung Wong, the director and chief executive officer of the Company, of an aggregate of 540,000 shares of its common stock with par value of $0.001, at a price of $2.812 per share, or $1,518,480 in the aggregate.

On June 26, 2012, the Company consummated the sale to three accredited shareholders of the Company, of an aggregate of 760,000 shares of its common stock with par value of $0.001, at a price of $2.7 per share, or $2,052,000 in the aggregate.

5

PRIME GLOBAL CAPITAL GROUP INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND NINE MONTHS ENDED JULY 31, 2013 AND 2012

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

(Unaudited)

On January 16, 2012, the Company consummated the sale to three accredited shareholders of the Company, of an aggregate of 920,000 shares of its common stock with par value of $0.001, at a price of $2 per share, or $1,840,000 in the aggregate.

On August 6, 2012, the Company consummated the sale to three accredited shareholders of the Company of an aggregate of 2,988,000 shares of its common stock with par value of $0.001, at a price of $2 per share, or $5,976,000 in the aggregate. The Company has received the net proceeds from the sale of the shares and will use it for general corporate purposes. Mr. Weng Kung Wong, the director and chief executive officer of the Company, participated in the sale and purchased 2,038,000 of the 2,988,000 shares of common stock sold on the same terms and conditions as the other investors.

On September 24, 2012, the Company consummated the sale to three accredited shareholders of the Company of an aggregate of 2,652,000 shares of our common stock, par value $0.001, at a price of $2.40, or $6,364,800 in the aggregate. The Company has received the net proceeds from the sale of the shares and will use to fund the real estate acquisitions and for general corporate purposes. Mr. Weng Kung Wong, the director and chief executive officer of the Company, participated in the sale and purchased 2,260,000 of the 2,652,000 shares of common stock sold on the same terms and conditions as the other investors.

On October 18, 2012, the Company consummated the sale to two accredited shareholders of the Company of an aggregate of 2,340,000 shares of our common stock, par value $0.001, at a price of $2.40, or $5,616,000 in the aggregate. The Company has received the net proceeds from the sale of the shares and will use to fund the real estate acquisitions and for general corporate purposes. Mr. Weng Kung Wong, the director and chief executive officer of the Company, participated in the sale and purchased 1,860,000 of the 2,340,000 shares of common stock sold on the same terms and conditions as the other investors.

Summary of the Company’s subsidiaries

Company name	Place/date of incorporation	Particulars of issued capital	Principal activities
Union Hub Technology Sdn. Bhd. (“UHT”)	Malaysia February 28, 2008	1,000,000 issued shares of ordinary shares of MYR 1 each	Provision of IT consulting and programming services and distributing consumer products
Power Green Investments Limited (“PGIL”)	British Virgin Islands January 13, 2012	1 issued share of US$ 1 each	Inactive operation
PGCG Properties Investment Limited (“PPIL”)	British Virgin Islands September 1, 2012	1 issued share of US$ 1 each	Inactive operation
Virtual Setup Sdn. Bhd. (“VSSB”)	Malaysia January 17, 2010	2 issued shares of ordinary shares of MYR 1 each	Operation of palm oil plantation
PGCG Assets Holdings Sdn. Bhd. (“PGCG Assets”)	Malaysia March 21, 2012	2 issued shares of ordinary shares of MYR 1 each	Investment in land
PGCG Development Sdn. Bhd. (“PGCG Development”)	Malaysia March 21, 2012	2 issued shares of ordinary shares of MYR 1 each	Inactive operation

6

PRIME GLOBAL CAPITAL GROUP INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND NINE MONTHS ENDED JULY 31, 2013 AND 2012

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

(Unaudited)

PGCG Plantations Sdn. Bhd. (“PGCG Plantation”)	Malaysia October 4, 2011	2 issued shares of ordinary shares of MYR 1 each	Holding company of VSSB
Max Trend International Limited (“Max Trend”)	Hong Kong August 18, 2010	2 issued shares of ordinary shares of HK$ 1 each	Holding company of SMTG
Shenzhen Max Trend Green Energy Company Limited (“SMTG”)	The PRC January 7, 2011	RMB 1,000,000	Castor cultivation and trading
Dunford Corporation Sdn. Bhd. (“Dunford”)	Malaysia October 4, 2009	242,000 issued shares of ordinary shares of MYR 1 each	Property holding land
Impiana Maksima Sdn. Bhd. (“IMSB”)	Malaysia March 15, 2013	2 issued shares of ordinary shares of MYR 1 each	Property development
PGCG Constructions Sdn. Bhd. (“PCSB”)	Malaysia March 15, 2013	2 issued shares of ordinary shares of MYR 1 each	Construction of properties

PGCG and its subsidiaries are hereinafter referred to as (the “Company”).

NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The accompanying condensed consolidated financial statements reflect the application of certain significant accounting policies as described in this note and elsewhere in the accompanying condensed consolidated financial statements and notes.

· Use of estimates

In preparing these condensed consolidated financial statements, management makes estimates and assumptions that affect the reported amounts of assets and liabilities in the balance sheets and revenues and expenses during the periods reported. Actual results may differ from these estimates.

· Basis of consolidation

The condensed consolidated financial statements include the accounts of PGCG and its subsidiaries. All significant inter-company balances and transactions between the Company and its subsidiaries have been eliminated upon consolidation.

· Cash and cash equivalents

Cash and cash equivalents are carried at cost and represent cash on hand, demand deposits placed with banks or other financial institutions and all highly liquid investments with an original maturity of three months or less as of the purchase date of such investments.

As of July 31, 2013, the Company has $148,151 cash balance located in the PRC.

7

PRIME GLOBAL CAPITAL GROUP INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND NINE MONTHS ENDED JULY 31, 2013 AND 2012

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

(Unaudited)

· Accounts receivable

Accounts receivable are recorded at the invoiced amount and do not bear interest. The Company extends unsecured credit to its customers in the ordinary course of business but mitigates the associated risks by performing credit checks and actively pursuing past due accounts. An allowance for doubtful accounts is established and determined based on managements’ assessment of known requirements, aging of receivables, payment history, the customer’s current credit worthiness and the economic environment. The Company did not record any allowance for doubtful accounts for the periods presented.

· Advances to suppliers

The Company generally makes advanced payments to suppliers for material in the normal course of business. Advances to suppliers are recorded when payment is made by the Company and relieved against inventory when goods are received. The advance payments to suppliers may include provisions that set the purchase price and delivery date of raw materials. Advances to suppliers are interest free and unsecured.

· Property, plant and equipment

Property, plant and equipment are stated at cost less accumulated depreciation and accumulated impairment losses, if any. Depreciation is calculated on the straight-line basis over the following expected useful lives from the date on which they become fully operational:

	Expected useful life
Freehold plantation land	Indefinite, as per land titles
Land under development	Indefinite or 99 years, as per land titles
Commercial building	99 years
Motor vehicles	5 years
Furniture, fixture and equipment	10 years

Expenditures for maintenance and repairs are expensed as incurred. The gain or loss on the disposal of plant and equipment is the difference between the net sales proceeds and the carrying amount of the relevant assets and is recognized in the statement of operations.

· Impairment of long-lived assets

Long-lived assets primarily include freehold plantation land, land under development, commercial building. In accordance with the provision of ASC Topic 360-10-5, “Impairment or Disposal of Long-Lived Assets”, the Company generally conducts its annual impairment evaluation to its long-lived assets, usually in the fourth quarter of each year, or more frequently if indicators of impairment exist, such as a significant sustained change in the business climate. The recoverability of long-lived assets is measured at the reporting unit level. If the total of the expected undiscounted future net cash flows is less than the carrying amount of the asset, a loss is recognized for the difference between the fair value and carrying amount of the asset. There has been no impairment charge for the periods presented.

· Finance leases

Leases that transfer substantially all of the rewards and risks of ownership to the lessee, other than legal title, are accounted for as finance leases. Substantially all of the risks or benefits of ownership are deemed to have been transferred if any one of the four criteria is met: (i) transfer of ownership to the lessee at the end of the lease term, (ii) the lease containing a bargain purchase option, (iii) the lease term exceeding 75% of the estimated economic life of the leased asset, (iv) the present value of the minimum lease payments exceeding 90% of the fair value. At the inception of a finance lease, the Company as the lessee records an asset and an obligation at an amount equal to the present value of the minimum lease payments. The leased asset is amortized over the shorter of the lease term or its estimated useful life if title does not transfer to the Company, while the leased asset is depreciated in accordance with the Company’s depreciation policy if the title is to eventually transfer to the Company. The periodic rent payments made during the lease term are allocated between a reduction in the obligation and interest element using the effective interest method in accordance with the provisions of ASC Topic 835-30, “Imputation of Interest”.

8

PRIME GLOBAL CAPITAL GROUP INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND NINE MONTHS ENDED JULY 31, 2013 AND 2012

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

(Unaudited)

· Revenue recognition

The Company recognizes its revenue in accordance with ASC Topic 605, “Revenue Recognition”, upon the delivery of its products when: (1) title and risk of loss are transferred; (2) persuasive evidence of an arrangement exists; (3) there are no continuing obligations to the customer; and (4) the collection of related accounts receivable is probable. The Company’s sale arrangements do not contain general rights of return.

(a) Software sales

The Company generally sells the software products in an arrangement that is bundled with maintenance and support service and/or website development service, based upon the customers’ specification or modification.

The Company adopts ASC 985-20 and allocates the total arrangement fee among each element based on vendor-specific objective evidence of the relative fair value of each of the elements. The Company limits its assessment of fair value of each element to the price charged when the same element is sold separately. Under the residual method, the fair value of the undelivered elements is deferred and the remaining portion of the arrangement fee is recognized as revenue, assuming collection is probable. For the billed software product sales, the revenue from the undelivered element is included in deferred revenue and amortized ratably to revenue over its contractual term, typically one year.

Revenues from the sale of software products are recognized and completely earned upon shipment or electronic delivery of the product provided that persuasive evidence of an arrangement exists, collection is probable, payment terms are fixed and determinable and no significant obligations remain.

Revenues from the provision of website development service including website design and development are recognized upon the ownership and operating rights of website domain are transferred to the customers.

Revenues from the provision of maintenance and support service are recognized when service rendered, which consist of technical support and software upgrades and enhancements. The Company generally offers maintenance and support service to its customers for a period of twelve months, free of charge or at a monthly fixed fee. Amounts invoiced or collected in advance from the customers of delivering maintenance and support service is recorded as deferred revenue. Revenue is recognized when the related service is rendered.

(b) Luxury consumer products

The Company earns the revenue from trading of luxury consumer products. Revenue is recognized when title passes to the customer, which is generally when the product is shipped and delivered to the customers, assuming no significant the Company’s obligations remain and the collection of relevant receivables is probable.

(c) Plantation sales

The Company offers two types of plantation products comprising of palm oil products and castor products.

Revenue from the sale of palm oil product is recognized upon confirmation of the weight of fresh fruit bunches and shipment to the customer, when there is persuasive evidence of an arrangement, delivery has occurred and risk of loss has passed, the sales price is fixed or determinable at the date of sale, and collectibility is reasonably assured.

9

PRIME GLOBAL CAPITAL GROUP INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND NINE MONTHS ENDED JULY 31, 2013 AND 2012

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

(Unaudited)

Revenue from castor products includes sale of seeding and rendering of technical know-how under a bundled sales arrangement. The Company adopts Accounting Standards Codification (“ASC”) 605-25, “Multiple-Element Arrangements” and recognizes revenue as services are performed when all of the following conditions are satisfied: (1) there is persuasive evidence of an arrangement; (2) the service offering has been delivered to the client; (3) the collection of fees is probable; and (4) the amount of fees to be paid by the client is fixed or determinable.

A bundled sale arrangement involves multiple deliverables provided by the Company, where bundled service deliverables are accounted for in accordance with ASC 605-25. The Company determines each of service deliverable element and allocates the total arrangement fee among each element based on vendor-specific objective evidence of the relative fair value of each of the elements. The Company limits its assessment of fair value of each element to the price charged when the same element is sold separately. Under the residual method, the fair value of the undelivered elements is deferred and the remaining portion of the arrangement fee is recognized as revenue, assuming collection is probable. Sale of castor oilseeds is recognized when legal title passes to the customer, which is generally upon delivery of oilseeds. Rendering of technical know-how service is recognized when the principal terms of the service agreement are fulfilled and the certificate of satisfaction is confirmed by the customers.

(d) Real estate

The Company generally leases the units under operating leases with terms of two years or less. However, the Company expects to sign a ten year lease covering the majority of its 15 story building in the near future. As of July 31, 2013, we expect to record $75,729 in lease revenue per year over the life of the lease using the straight-line method in accordance with SFAS No. 13, “Accounting for Leases” (“SFAS No. 13”). 

Rental income related to leases is recognized in the period earned over the lease term in accordance with Statement of Financial Accounting Standards SFAS No.13. Rent concessions are recognized as an offset to revenues collected over the term of the underlying lease.

· Cost of revenues

Cost of revenue on software sales primarily includes the purchase cost of software products and the labor cost incurred in the modifications, customization and enhancement of software products, the development of websites and maintenance and support services. All costs are expensed off when the title of software products and its related website domain are transferred to the customer. The cost incurred in website development is not capitalized because the ownership and operating right of its website domain is vested on the customer, not the Company itself.

The cost of software products is not capitalized because of the related party nature of the development and the quickly changing software market.

Cost of revenue on sales of luxury consumer products primarily consists of the purchase cost of luxury consumer products.

Cost of revenue on plantation sales includes rental on plantation land, material supplies and subcontracting costs incurred for planting, fertilizing and harvesting the palm oil tree. Shipping and handling costs associated with the distribution of fresh fruit bunches to the customers are also included in cost of revenues.

Rental expenses shown on the accompanying Statements of Operations include costs associated with on-site and property management personnel, repairs and maintenance, property insurance, marketing, landscaping and other on-site and related administrative costs. Utility expenses are paid directly by tenants. 

· Comprehensive income

ASC Topic 220, “Comprehensive Income” establishes standards for the reporting and display of comprehensive income, its components and accumulated balances. Comprehensive income as defined includes all changes in equity during a period from non-owner sources. Accumulated comprehensive income, as presented in the accompanying statements of stockholders’ equity consists of changes in unrealized gains and losses on foreign currency translation and available-for-sale marketable securities. This comprehensive income is not included in the computation of income tax expense or benefit.

10

PRIME GLOBAL CAPITAL GROUP INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND NINE MONTHS ENDED JULY 31, 2013 AND 2012

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

(Unaudited)

· Income taxes

Income taxes are determined in accordance with the provisions of ASC Topic 740, “Income Taxes” (“ASC 740”). Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are measured using enacted income tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Any effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.

ASC 740 prescribes a comprehensive model for how companies should recognize, measure, present, and disclose in their financial statements uncertain tax positions taken or expected to be taken on a tax return. Under ASC 740, tax positions must initially be recognized in the financial statements when it is more likely than not the position will be sustained upon examination by the tax authorities. Such tax positions must initially and subsequently be measured as the largest amount of tax benefit that has a greater than 50% likelihood of being realized upon ultimate settlement with the tax authority assuming full knowledge of the position and relevant facts.

For the three and nine months ended July 31, 2013, the Company did not have any interest and penalties associated with tax positions. As of July 31, 2013, the Company did not have any significant unrecognized uncertain tax positions.

The Company conducts major businesses in Malaysia and China and is subject to tax in its own jurisdiction. As a result of its business activities, the Company will file separate tax returns that are subject to examination by the foreign tax authorities.

· Foreign currencies translation

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 statement of operations.

The reporting currency of the Company is the United States Dollars ("US$") and the accompanying financial statements have been expressed in US$. In addition, the Company’s operating subsidiaries maintain their books and record in a local currency, MYR Renminbi (“RMB”) and Hong Kong Dollars (“HK$”), which is functional currency as being the primary currency of the economic environment in which the entity operates.

In general, for consolidation purposes, assets and liabilities of its subsidiaries whose functional currency is not the 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 statement of stockholders’ equity. The gains and losses are recorded as a separate component of accumulated other comprehensive income within the statement of stockholders’ equity.

11

PRIME GLOBAL CAPITAL GROUP INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND NINE MONTHS ENDED JULY 31, 2013 AND 2012

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

(Unaudited)

Translation of amounts from the local currencies of the Company into US$ has been made at the following exchange rates for the respective periods:

	July 31,
	2013		2012
Period-end MYR : US$1 exchange rate		3.2352		3.1827
Period-average MYR : US$1 exchange rate		3.0961		3.1197
Period-end RMB : US$1 exchange rate		6.1792		6.3257
Period-average RMB : US$1 exchange rate		6.2499		6.3289
Period-end HK$ : US$1 exchange rate		7.7561		7.7560
Period-average HK$ : US$1 exchange rate		7.7570		7.7603

· 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.

· Segment reporting

ASC Topic 280, “Segment Reporting” establishes standards for reporting information about operating segments on a basis consistent with the Company’s internal organization structure as well as information about geographical areas, business segments and major customers in financial statements. During the period ended July 31, 2013, the Company operates in four reportable operating segments.

· Fair value of financial instruments

The carrying value of the Company’s financial instruments (excluding obligation under finance lease): cash and cash equivalents, accounts receivable, amounts due from related parties, deposits and other receivables, income tax payable, amount due to related parties, accrued liabilities and other payables approximate at their fair values because of the short-term nature of these financial instruments.

Management believes, based on the current market prices for interest rates on similar debt instruments, the fair value of its obligation under finance lease and long term bank loan approximates the carrying amount.

The Company also follows the guidance of the ASC Topic 820-10, “Fair Value Measurements and Disclosures” ("ASC 820-10"), with respect to financial assets and liabilities that are measured at fair value. ASC 820-10 establishes a three-tier fair value hierarchy that prioritizes the inputs used in measuring fair value as follows:

Level 1 : Observable inputs such as quoted prices in active markets;

Level 2 : Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and

Level 3 : Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions

· Recent accounting pronouncements

The Company has reviewed all recently issued, but not yet effective, accounting pronouncements and do not believe the future adoption of any such pronouncements may be expected to cause a material impact on its financial condition or the results of its operations.

12

PRIME GLOBAL CAPITAL GROUP INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND NINE MONTHS ENDED JULY 31, 2013 AND 2012

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

(Unaudited)

NOTE 4 - PROPERTIES, PLANT AND EQUIPMENT, NET

	July 31, 2013			October 31, 2012
Plantation land	$	7,845,805		$	7,845,805
Land under development		22,355,144			22,355,144
Commercial building		30,104,460			–
Motor vehicles		293,682			277,355
Furniture, fixture and equipment		80,780			30,760
Foreign translation difference		(532,585	)		150,058
		60,147,286			30,659,122
Less: accumulated depreciation		(149,449	)		(100,914	)
Less: foreign translation difference		7,114			(556	)
Total	$	60,004,951		$	30,557,652

Depreciation expense for the three months ended July 31, 2013 and 2012 was $17,680 and $13,761, respectively.

Depreciation expense for the nine months ended July 31, 2013 and 2012 was $48,535 and $41,812, respectively.

On December 11, 2012, PGCG Assets consummated the purchase of a fifteen story office building located at Geran 10010, Lot 238, Section 43, Town and District of Kuala Lumpur, Wilayah Persekutuan, Kuala Lumpur, Malaysia, which is reclassified as commercial building under Properties, plant and equipment.

As of July 31, 2013, PGCG Assets completed the purchase of a twelve story office building located at Geran 10010, Lot 238, Section 43, Town and District of Kuala Lumpur, Wilayah Persekutuan, Kuala Lumpur, Malaysia, which is reclassified as commercial building under Properties, plant and equipment.

NOTE 5 - AMOUNT DUE TO RELATED PARTIES

As of July 31, 2013, amount due to a related party of $294,331 represented temporary advances made to the Company by the former shareholder of a subsidiary, Max Trend International Limited, which was unsecured, interest-free and repayable on demand.

As of July 31, 2013, amount due to a related party of $6,701,132 represented temporary advances made to the Company by the director and chief executive officer of the Company, Mr. Weng Kung Wong, which was unsecured, interest-free and have no fixed term of repayment. It is expected not to be repayable in the next twelve months.

NOTE 6 - ACCRUED LIABILITIES AND OTHER PAYABLES

Accrued liabilities and other payables consist of the following:

	July 31, 2013		October 31, 2012
Advances from third parties	$	91,839	$	10,000
Accrued operating expenses		90,286		69,387
Accrued Interest Expense		90,069		–
Potential Tax Penalty Liability		100,000		–
Deposits received		199,788		–
Deferred revenue		–		3,048
	$	571,982	$	82,435

13

PRIME GLOBAL CAPITAL GROUP INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND NINE MONTHS ENDED JULY 31, 2013 AND 2012

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

(Unaudited)

NOTE 7 - OBLIGATION UNDER FINANCE LEASE

The Company purchased motor vehicle under a finance lease agreement with the effective interest rate of 6.58% per annum, due through January 21, 2017, with principal and interest payable monthly. The obligation under the finance lease is as follows:

	July 31, 2013			October 31, 2012
Finance lease	$	55,517		$	41,671
Less: interest expense		(10,055	)		(1,937	)
Net present value of finance lease	$	45,462		$	39,734
Current portion	$	10,733		$	8,413
Non-current portion		34,729			31,321
Total	$	45,462		$	39,734

As of July 31, 2013, the maturities of the finance lease for each of the five years are as follows:

Year ending July 31:
	2014	$	10,733
	2015		10,733
	2016		10,733
	2017		10,733
	2018		2,530
	Total	$	45,462

NOTE 8 - LONG TERM BANK LOAN

	July 31, 2013			October 31, 2012
Bank loans from financial institutions in Malaysia,
Hong Leong Bank Berhad	$	12,456,272		$	–
					–
RHB Bank Berhad		3,041,543
		15,497,815
Less: current portion		(603,322	)		–
	$	14,894,493		$	–

14

PRIME GLOBAL CAPITAL GROUP INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND NINE MONTHS ENDED JULY 31, 2013 AND 2012

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

(Unaudited)

15 Story Bank Loan

In December 2012, the Company, through PGCG Assets obtained a loan in the principal amount of RM41,000,000 from Hong Leong Bank Berhad, a financial institution in Malaysia to finance the acquisition of a fifteen story office building property, which bears interest at a rate of 1.75% per annum over the lending rate, variable rate quoted by the bank, with 180 monthly installments over a period of 15 years and will mature on July 31, 2028. For the nine months ended July 31, 2013, the lending rate is 6.6% per annum.

The loan is secured by all assets held by PGCG Assets and is personally guaranteed by the director and chief executive officer of the Company, Mr. Weng Kung Wong and the director of the Company’s subsidiary, Mr. Kok Wai Chai and its subsidiary, UHT.

12 Story Bank Loan

In May 2013, the Company, through PGCG Assets obtained a loan in the aggregate amount of RM9,840,000 from RHB Bank Berhad, a financial institution in Malaysia to finance the acquisition of a twelve story office building property, which bears interest at a rate of 1.90% per annum over the lending rate, variable rate quoted by the bank, with 288 monthly installments over a period of 24 years and will mature in 2037. For the nine months ended July 31, 2013, the lending rate is 6.6% per annum.

The loan is secured by all assets held by PGCG Assets and is personally guaranteed by the director and chief executive officer of the Company, Mr. Weng Kung Wong and the director of the Company’s subsidiary, Mr. Kok Wai Chai and its subsidiary, UHT.

As of July 31, 2013, the minimum future payments of the aggregate bank borrowings in the next five years and thereafter are as follows:

Year ending July 31:
	2014	$	603,322
	2015		644,088
	2016		688,342
	2017		736,380
	2018		788,528
	Thereafter		12,037,155
	Total:	$	15,497,815

NOTE 9 - INCOME TAXES

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

	Nine months ended July 31,
	2013			2012
Tax jurisdictions from:
Local	$	(202,701	)	$	(381,556	)
Foreign, representing
BVI		–			(53,646	)
Malaysia		58,504			206,651
Hong Kong		(51	)		(1,325	)
The PRC		(57,574	)		937,807
Income before income taxes	$	(201,822	)	$	707,931

15

PRIME GLOBAL CAPITAL GROUP INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND NINE MONTHS ENDED JULY 31, 2013 AND 2012

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

(Unaudited)

Provision for income taxes consisted of the following:

	Nine months ended July 31,
	2013		2012
Current:
Local	$	–	$	–
Foreign, representing
Malaysia		310,698		–
Hong Kong		–		–
The PRC		–		221,035
Deferred:
Local		–		–
Foreign, representing
Malaysia		–		–
Hong Kong		–		–
The PRC		–		–
Income tax expense	$	310,698	$	221,035

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. During the periods presented, the Company has subsidiaries that operate in Malaysia, Hong Kong and the PRC that are subject to tax in the jurisdictions in which they operate, as follows:

United States of America

As of July 31, 2013, the operations in the United States of America incurred $102,187 of cumulative net operating losses which can be carried forward to offset future taxable income. The net operating loss carryforwards begin to expire in 2033, if unutilized. There is also a capital loss of $126,282 from the sale of a subsidiary. The Company has provide a full valuation allowance of $79,964 against deferred tax assets on the expected future benefits from the net operating loss carryforwards and the capital loss as the management believes it is more likely than not that these assets will not be realized in the future.

The Company has adopted ASC 740-10 “Accounting for Income Taxes” and recorded a liability for an uncertain income tax position, tax penalties and any imputed interest thereon. The amount, recorded as an obligation, is $100,000 at July 31, 2013.

British Virgin Islands

Under the current BVI law, PGIL and PPIL are not subject to tax on income.

Hong Kong

Max Trend is subject to Hong Kong Profits Tax, which is charged at the statutory income rate of 16.5% on its assessable income.

16

PRIME GLOBAL CAPITAL GROUP INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND NINE MONTHS ENDED JULY 31, 2013 AND 2012

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

(Unaudited)

The PRC

SMTG is subject to the Corporate Income Tax governed by the Income Tax Law of the People’s Republic of China with a unified statutory income tax rate of 25%.

Malaysia

All subsidiaries in Malaysia are subject to the Malaysia Corporate Tax Laws at a progressive income tax rate starting from 20% on the assessable income for its tax year. A reconciliation of income before income taxes to the effective tax rate as follows:

	Nine months ended July 31,
	2013			2012
(Loss) income before income taxes	$	(402,745	)	$	206,651
Statutory income tax rate		20	%		20	%
Income tax at statutory tax rate		(80,548	)		41,330
Tax effect of non-deductible expenses		173,541			50,957
Tax effect of non-taxable income		–			(150,303	)
Tax effect of tax allowances		(1,960	)		–
Tax adjustment		54,532			–
Net operating loss		165,133			58,016
Income tax expense	$	310,698		$	–

The following table sets forth the significant components of the aggregate deferred tax assets of the Company as of July 31, 2013 and October 31, 2012:

	July 31, 2013			October 31, 2012
Deferred tax assets:
Capital loss	$	44,199		$	44,199
Net operating loss carryforwards
Local (United States)		75,640			148,632
Hong Kong		727			718
		120,566			193,549
Less: valuation allowance		(120,566	)		(193,549	)
Deferred tax assets	$	–		$	–

NOTE 10 - RELATED PARTY TRANSACTIONS

For the nine months ended July 31, 2013 and 2012, the Company leased an office premise at the current market value of $7,267 and $7,217 from a related company, respectively, which is controlled by the director and chief executive officer of the Company, Mr. Weng Kung Wong in the normal course of business.

17

PRIME GLOBAL CAPITAL GROUP INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND NINE MONTHS ENDED JULY 31, 2013 AND 2012

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

(Unaudited)

NOTE 11 - SEGMENT INFORMATION

(a) Business Segment Reporting

The Company operates four reportable business segments in Malaysia and the PRC, as defined by ASC Topic 280:

· Software business – sale of software products and website development

· Trading business – trading of luxury consumer products

· Plantation business – sale of palm oil products and oilseed

· Real estate business – acquisition and development of commercial and residential real estate properties in Malaysia

The accounting policies of the segments are the same as those described in the summary of significant accounting policies (see Note 4). The Company had no inter-segment sales for the periods presented. Summarized financial information concerning the Company’s reportable segments is shown as below:

	Three months ended July 31, 2013
	Software Business			Trading Business		Plantation Business			Real Estate Business			Corporate			Total
Revenues, net	$	–		$	–	$	46,823		$	30,534		$	–		$	77,357
Cost of revenues		(7,704	)		–		(38,477	)		–			–			(46,181	)
Gross profit		(7,704	)		–		8,346			30,534			–			31,176
Depreciation		1,037			–		4,621			1,984			10,038			17,680
Net loss		(35,364	)		–		(19,206	)		(692,340	)		(237,729	)		(976,346	)
Total assets		23,183			–		8,675,347			52,996,012			124,558			61,819,100
Expenditure for long-lived assets	$	–		$	–	$	–		$	28,440,490		$	51,090		$	28,491,580

	Three months ended July 31, 2012
	Software Business			Trading Business		Plantation Business			Real Estate Business		Corporate		Total
Revenues, net	$	4,631		$	–	$	548,904		$	–	$	–	$	553,535
Cost of revenues		(14,701	)		–		(34,983	)		–		–		(49,684	)
Gross profit		(10,070	)		–		513,921			–		–		503,851
Depreciation		2,737			–		3,602			–		7,422		13,761
Net income (loss)		(140,258	)		–		132,922			–		212,913		205,577
Total assets		12,254			–		9,013,980			8,375,916		8,520,137		25,922,287
Expenditure for long-lived assets	$	–		$	–	$	–		$	–	$	–	$	–

	Nine months ended July 31, 2013
	Software Business			Trading Business		Plantation Business			Real Estate Business			Corporate			Total
Revenues, net	$	1,620,759		$	–	$	145,994		$	60,076		$	–		$	1,826,829
Cost of revenues		(21,436	)		–		(91,289	)		–			–			(112,725	)
Gross profit		1,599,323			–		54,705			60,076			–			1,714,104
Depreciation		3,143			–		14,004			2,330			29,058			48,535
Net income (loss)		1,567,122			–		(48,666	)		(919,500	)		(1,305,592	)		(706,636	)
Total assets		23,183			–		8,675,347			52,996,012			124,558			61,819,100
Expenditure for long-lived assets	$	–		$	–	$	–		$	28,440,490		$	51,090		$	28,491,580

18

PRIME GLOBAL CAPITAL GROUP INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND NINE MONTHS ENDED JULY 31, 2013 AND 2012

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

(Unaudited)

	Nine months ended July 31, 2012
	Software Business			Trading Business		Plantation Business			Real Estate Business		Corporate			Total
Revenues, net	$	214,528		$	–	$	1,202,131		$	–	$	–		$	1,416,659
Cost of revenues		(28,352	)		–		(214,733	)		–		–			(243,085	)
Gross profit		186,176			–		987,398			–		–			1,173,574
Depreciation		2,737			–		11,306			–		27,769			41,812
Net income (loss)		155,671			–		462,005			–		(130,780	)		486,896
Total assets		12,254			–		9,013,980			8,375,916		8,520,137			25,922,287
Expenditure for long-lived assets	$	–		$	–	$	115		$	–	$	11,245		$	11,360

(b) Geographic Segment Reporting

In respect of geographical segment reporting, sales are based on the countries in which the customer is located, as follows:

	Three months ended July 31,
		2013		2012
Revenues, net
Malaysia	$	77,357	$	90,544
The PRC		–		462,991
Total revenues, net	$	77,357	$	553,535

	Nine months ended July 31,
	2013		2012
Revenues, net
Malaysia	$	1,817,092	$	386,594
The PRC		9,737		1,030,065
Total revenues, net	$	1,826,829	$	1,416,659

As of July 31, 2013, the Company has $883,112 net assets from its PRC subsidiary.

19

PRIME GLOBAL CAPITAL GROUP INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND NINE MONTHS ENDED JULY 31, 2013 AND 2012

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

(Unaudited)

NOTE 12 - CONCENTRATIONS OF RISK

The Company is exposed to the following concentrations of risk:

(a) Major customers

For the three months ended July 31, 2013 and 2012, the customer who accounted for 10% or more of the Company’s revenues is presented as follows:

		Three months ended July 31, 2013					July 31, 2013
	Business segment	Revenues		Percentage of Revenues			Trade accounts receivable
Customer C	Plantation	$	46,774		60	%		–
Customer G	Real estate		30,552		39	%		–
Total:		$	77,326		99	%		–

		Three months ended July 31, 2012					July 31, 2012
	Business segment	Revenues		Percentage of Revenues			Trade accounts receivable
Customer A	Plantation	$	462,991		84	%		–
Customer B	Plantation		85,912		15	%		–
Total:		$	548,903		99	%		–

For the nine months ended July 31, 2013 and 2012, the customer who accounted for 10% or more of the Company’s revenues is presented as follows:

		Nine months ended July 31, 2013					July 31, 2013
	Business segment	Revenues		Percentage of revenues			Trade accounts receivable
Customer D	Software	$	484,484		27	%		–
Customer E	Software		484,484		27	%		–
Customer F	Software		645,978		35	%		–
Total:		$	1,614,946		89	%		–

		Nine months ended July 31, 2012					July 31, 2012
	Business segment	Revenues		Percentage of revenues			Trade accounts receivable
Customer C	Plantation	$	566,795		40	%		–
Customer A	Plantation		463,270		33	%		–
Customer D	Software		212,712		15	%		–
Customer B	Plantation		172,065		12	%		–
Total:		$	1,414,842		100	%		–

20

PRIME GLOBAL CAPITAL GROUP INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND NINE MONTHS ENDED JULY 31, 2013 AND 2012

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

(Unaudited)

(b) Major vendors

For the three months ended July 31, 2013 and 2012, the vendor who accounted for 10% or more of the Company’s purchases is presented as follows:

	Three months ended July 31, 2013					July 31, 2013
	Purchase		Percentage of purchase			Trade accounts payable
Vendor C	$	5,610		12	%		–
Vendor E		14,341		31	%		–
Vendor F		6,151		13	%		–
Total:	$	26,102		56	%		–

	Three months ended July 31, 2012					July 31, 2012
	Purchase		Percentage of purchase			Trade accounts payable
Vendor A	$	14,701		30	%		–
Vendor B		10,752		22	%		–
Vendor C		10,180		20	%		7,488
Total:	$	35,633		72	%		7,488

For the nine months ended July 31, 2013 and 2012, the vendor who accounted for 10% or more of the Company’s purchases is presented as follows:

	Nine months ended July 31, 2013					July 31, 2013
	Purchase		Percentage of purchase			Trade accounts payable
Vendor C	$	17,005		15	%		–
Vendor E		14,341		13	%		–
Vendor F		12,024		11	%		–
Total:	$	43,370		39	%		–

	Nine months ended July 31, 2012					July 31, 2012
	Purchase		Percentage of purchase			Trade accounts payable
Vendor D	$	80,653		33	%		–
Vendor E		47,401		19	%		–
Vendor B		32,439		13	%
Vendor A		28,352		12	%		–
Total:	$	188,845		77	%		–

21

PRIME GLOBAL CAPITAL GROUP INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND NINE MONTHS ENDED JULY 31, 2013 AND 2012

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

(Unaudited)

(c) Credit risk

Financial instruments that are potentially subject to credit risk consist principally of trade receivables. 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 doubtful accounts based upon factors surrounding the credit risk of specific customers, historical trends and other information.

(d) Interest rate risk

As the Company has no significant interest-bearing assets, the Company’s income and operating cash flows are substantially independent of changes in market interest rates.

The Company’s interest-rate risk arises from bank loans and finance lease. Borrowings issued at variable rates expose the Company to cash flow interest-rate risk. Borrowings issued at fixed rates expose the Company to fair value interest-rate risk. Company policy is to maintain approximately all of its borrowings in fixed rate instruments. At the period-end, the bank borrowings were at fixed and floating rates.

(e) Exchange rate risk

The reporting currency of the Company is US$, to date the majority of the revenues and costs are denominated in MYR and RMB and a significant portion of the assets and liabilities are denominated in MYR and RMB. As a result, the Company is exposed to foreign exchange risk as its revenues and results of operations may be affected by fluctuations in the exchange rate between US$, MYR and RMB. If MYR and RMB depreciates against US$, the value of MYR and RMB revenues and assets as expressed in US$ financial statements will decline. The Company does not hold any derivative or other financial instruments that expose it to substantial market risk.

(f) Economic and political risks

Substantially all of the Company’s services are conducted in Malaysia, the PRC and Asian region. The Company’s operations are subject to various political, economic, and other risks and uncertainties inherent in Malaysia. Among other risks, the Company’s operations are subject to the risks of restrictions on transfer of funds; export duties, quotas, and embargoes; domestic and international customs and tariffs; changing taxation policies; foreign exchange restrictions; and political conditions and governmental regulations in Malaysia.

The Company's operations in the PRC are subject to special considerations and significant risks not typically associated with companies in North America and Western Europe. These include risks associated with, among others, the political, economic and legal environment and foreign currency exchange. The Company's results may be adversely affected by changes in the political and social conditions in the PRC, and by changes in governmental policies with respect to laws and regulations, anti-inflationary measures, currency conversion, remittances abroad, and rates and methods of taxation.

NOTE 13 - COMMITMENTS AND CONTINGENCIES

(a) Operating lease commitment

The Company leases certain office premises under operating lease that expire at various dates through 2014. The leases, which cover periods from one to two years, generally provide for renewal options at specified rental amounts.

22

PRIME GLOBAL CAPITAL GROUP INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND NINE MONTHS ENDED JULY 31, 2013 AND 2012

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

(Unaudited)

Aggregate rent expenses for the three months ended July 31, 2013 and 2012 were $2,397 and $3,725, respectively.

Aggregate rent expenses for the nine months ended July 31, 2013 and 2012 were $7,267 and $7,212, respectively.

As of July 31, 2013, the Company has future minimum rental payments due under non-cancelable operating lease in the next two years and thereafter, as follows:

Year ending July 31:
	2014	$	9,273
	2015		3,091
	Total	$	12,364

NOTE 14 - SUBSEQUENT EVENTS

The Company evaluated subsequent events through the date the financial statements were issued and filed with this Form10-Q. There were no subsequent events that required recognition or disclosure.

23

ITEM 2 Management’s Discussion and Analysis of Financial Condition and Results of Operations

Forward-looking statements

The following discussion of our financial condition and results of operations should be read in conjunction with the financial statements and the related notes thereto included elsewhere in this quarterly report on Form 10-Q. This quarterly report on Form 10-Q contains certain forward-looking statements and our future operating results could differ materially from those discussed herein. Certain statements contained in this discussion, including, without limitation, statements containing the words "believes," "anticipates," "expects" and the like, constitute "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). However, as we issue “penny stock,” as such term is defined in Rule 3a51-1 promulgated under the Exchange Act, we are ineligible to rely on these safe harbor provisions. Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Given these uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements. We disclaim any obligation to update any such factors or to announce publicly the results of any revisions of the forward-looking statements contained herein to reflect future events or developments.

Currency and exchange rate

Unless otherwise noted, all currency figures quoted as “U.S. dollars”, “dollars” or “$” refer to the legal currency of the United States. References to “MYR” are to the Malaysian Ringgit, the legal currency of Malaysia. Throughout this report, assets and liabilities of the Company’s subsidiaries are translated into U.S. dollars using the exchange rate on the balance sheet date. Revenue and expenses are translated at average rates prevailing during the period. The gains and losses resulting from translation of financial statements of foreign subsidiaries are recorded as a separate component of accumulated other comprehensive income within the statement of stockholders’ equity.

Overview

During the nine months ended July 31, 2013, we had four business segments: (i) the provision of IT consulting, programming and website development services; (ii) our oilseeds business; (iii) our real estate business and (iv) the distribution of consumer products. Our software, oilseeds and real estate businesses accounted for all of our revenues for the nine months ended July 31, 2013. We did not generate any revenues from the distribution of consumer products during such period. Summarized financial information regarding each revenue generating segment for the nine months ended July 31, 2013 is as follows:

	Nine months ended July 31, 2013
	Software Business			Trading Business		Plantation Business			Real Estate Business			Corporate			Total
Revenues, net	$	1,620,759		$	–	$	145,994		$	60,076		$	–		$	1,826,829
Cost of revenues		(21,436	)		–		(91,289	)		–			–			(112,725	)
Gross profit		1,599,323			–		54,705			60,076			–			1,714,104
Depreciation		3,143			–		14,004			2,330			29,058			48,535
Net income (loss)		1,567,122			–		(48,666	)		(919,500	)		(1,305,592	)		(706,636	)
Total assets		23,183			–		8,675,347			52,996,012			124,558			61,819,100
Expenditure for long-lived assets	$	–		$	–	$	–		$	28,440,490		$	51,090		$	28,491,580

24

Our software business and consumer distribution products businesses are based in Malaysia and operated through UHT. Our oilseeds business consists of a palm oil plantation located in Malaysia, which is operated through Virtual Setup Sdn. Bhd., or VSSB, and a castor seeds distribution business based in China which is operated through Shenzhen Max Trend Green Energy Company Limited, a wholly foreign owned enterprise under the laws of the People’s Republic of China, or Max Trend WFOE. Our real estate business consists of commercial real estate holdings in Malaysia and is operated through PGCG Assets Holding Sdn. Bhd.

History

Our initial business plan launched in July 2010 broadly contemplated the development, distribution and operation of mobile and online social networking, ecommerce and search products and services. However, as a result of the challenges we experienced in implementing our m-commerce business plan, we entered the oilseeds and real estate businesses in 2012 and scaled back our software and consumer goods distribution businesses. Since the commencement of our these business segments, we (through our subsidiaries):

· Acquired a palm oil plantation in Malaysia which is operated through VSSB (May 2012);

· Commenced sales of castor seeding and provision of technical know-how under a bundled sales arrangement through our subsidiaries Max Trend International Limited, a Hong Kong limited liability company, or Max Trend HK, which owns Max Trend WFOE (during quarter ended July 31, 2012);

· Became a party to a trial planting arrangement with Srira Cha province, Thailand, for the cultivation of castor plants (indefinitely suspended);

· Acquired 21.8921 hectares (54.10 acres) of vacant development land located in Selangor, Malaysia, which is subject to a 99-year leasehold, expiring July 30, 2100 (July 26, 2012);

· Acquired Dunford Corporation Sdn. Bhd., or Dunford, whose primary assets consist of two parcels of undeveloped land located in Selangor, Malaysia aggregating approximately 31 acres (October 17, 2012);

· Acquired a 15 story commercial building located at Geran 10010, Lot 238 Section 43, Town and District of Kuala Lumpur, Wilayah Persekutuan, Kuala Lumpur, Malaysia (December 2012); and

· Acquired a 12 story commercial building located at Megan Avenue 1, No. 189, Jalan Tun Razak, 50400 Kuala Lumpur, Malaysia (July 2013).

Fluctuating Revenues

In focusing on our real estate and oilseeds business segments, we significantly decreased our investment in our consumer product distribution operations and our software business activities. As a result, we did not generate any revenue from our consumer product business segment during the nine months ended July 31, 2013 and 2012 and do not expect this business segment to generate significant revenues in the near future.

We had also expected our software business segment to account for a decreasing share of our net revenue on a going forward basis. However, we find that our software revenue may fluctuate significantly depending upon the availability of immediate sales opportunities thus making it difficult for us to predict future software related revenue. For example, our sales consulting/website development activities did not generate any revenue for each of the three months ended July 31, 2013, and April 30, 2013, but accounted for approximately 96.4% of our net revenue for the three months ended January 31, 2013. Software revenue accounted for approximately 88.7% and 15.1% of our net revenue for the nine-month periods ended July 31, 2013, and 2012, respectively.

As we transition from an m-commerce to oilseeds and real estate company, we may continue to experience significant fluctuations in revenue which may cause our gross profit to fluctuate. Historically, we experienced higher profit margins with respect to software derived revenue and consulting revenue (arising from consultation to castor farmers) as compared to rental income revenue and oil palm plantation derived revenue. Accordingly, to the extent our revenue composition shifts from software or consulting services to rental income or palm oil plantation revenue, we expect our profit margins to also decrease.

25

Challenges From Our Oilseeds Operations

As a result of unexpected changes in the political climate in Srira Cha, Thailand, our trial planting arrangement there has been indefinitely suspended. Accordingly, management has decided to focus on the maintenance and operation of its oil palm plantation in Malaysia. Management believes that the value of its oil palm plantation has increased since its acquisition, and while it has not pursued any discussions or received any formal offers regarding the sale of its plantation, it may consider selling sales offers in the future if a sale would maximize return to its investors.

During the nine months ended July 31, 2013, the pricing for castor seeds and palm oil products was generally soft. As a result, while we have increased the output of our oil palm plantation, we were not able to achieve our anticipated revenue increases.

During the nine months ended July 31, 2013, we did not generate revenue from the sale of castor seeds or from the provision of consulting services to castor farmers. Management believes that its castor business operates at a competitive disadvantage due to China’s tax policies, which favor local enterprises. As a result and together with the soft pricing for castor seeds, our ability to effectively compete has been adversely affected. If we are unable to successfully compete by the end of calendar year 2013, there is a great likelihood that we will discontinue the distribution of castor seeds in China.

Challenges From Our Real Estate Operations

Commercial Buildings

We expect demand for commercial property to remain steady and positive for the remainder of 2013 and 2014. As a result, we do not anticipate significant challenges in leasing out or 12 story and 15 story commercial buildings.

We currently generate rental income from our 12 story and 15 story commercial properties and anticipate generating income from the sale of developed properties. As July 31, 2013, 10 of the 12 stories of our 12 story building have been leased to tenants at market rates. Most of these tenants are parties to two year leases. We expect to generate approximately $185,000 of gross rental income on an annualized basis from our 12 story building based upon full occupancy of our 12 story building at prevailing market rates.

We are in discussions to lease our 15 story building to a prospective tenant that intends to convert the building into a business hotel. Consummation of the lease will be dependent upon the receipt of city approval for the building conversion, which we hope to occur on or about March 2014. We anticipate that the lease will have a term of 10 years with gross rental income of approximately $2,284,000 per annum. If the business operations of our tenant are adversely affected, we will be required to seek replacement tenants. There can be no assurance that the business operations of our tenant will continue for the term of the lease or that we will be able to find a replacement tenant if our tenant is no longer able to meet its lease obligations. If we are unable to lease out the building, our operating results may be materially and adversely affected.

Residential Property Development

We believe that the outlook for residential properties will remain positive for the remainder of 2013 and 2014, based upon Malaysia’s stable employment outlook, growth in household income, formation of new households, and increased demand for affordable residential property from first time home buyers. Developers, however, are facing challenges of inconsistent supply and high cost of labor, increased costs of building materials (such as cement and steel bars) and general increased costs of doing business.

Our market is also sensitive to changes in lending rates and lending requirements as many homebuyers rely on financing to make purchases. As a result, government or bank policies that result in increased interest rates and or stricter lending requirements may adversely affect the sales of our developed properties.

26

We are in the process of preparing preliminary conceptual planning and market studies with respect to our Shah Alam 2 Eco Residential Development project located in Selangor, Malaysia. We hope to submit buildings plans in the fourth calendar quarter of 2013 and commence construction in the first calendar quarter of 2014. We hope to complete construction by the end of calendar 2019. We intend to commence sales activities in the second calendar quarter of 2014.

We believe that we will require approximately $2.5 million to obtain the necessary permits and $3 million to commence the first of six phases of construction. We believe that we will require approximately $15 million in the aggregate to market, promote and complete construction of our Shah Alam 2 Eco Residential Development Project. We hope to finance the $15 million through a combination of loans, funds from building sales and operating capital.

We do not intend to commence development of our Bandar Sungai Long High Grade Villas Community project until we have successfully sold Phase 2 of the Shah Alam 2 Eco Residential Development project. If we are not able to successfully develop, market and sell our Shah Alam 2 Eco Residential Development project, we may not be able to complete all or any portion of our Bandar Sungai Long High Grade Villas Community project.

As of July 31, 2013, we had cash and cash equivalents of $810,478 and advances to an oilseed supplier of $890,536. Our cash and cash equivalents decreased due to the consummation of the purchase of a 12 story commercial building. Our acquisition was financed in part by bank loans from RHB Bank Berhad, the terms of which were disclosed in our Current Report on Form 8-K filed with the Securities and Exchange Commission on March 29, 2013. We may at any time elect to sell our properties under development, undeveloped properties or commercial properties, if opportunities arise that we believe will maximize overall asset values.

Approval to Initiate Uplisting Process

On December 12, 2011, our board of directors approved, authorized and directed our officers to initiate the process for listing shares of the Company’s common stock on one or more U.S. national securities exchanges including the NYSE Amex Equities Exchange. We intend to delay uplisting efforts until the end of calendar 2014 to focus on implementing our business plan.

Results of Operations

The following table sets forth certain operational data for the three months ended July 31, 2013, compared to the three months ended July 31, 2012:

	For the Three Months Ended July 31,						$			%
	2013			2012			Change			Change
Net Revenues	$	77,357		$	553,535		$	(476,178	)		(86	%)
Software sales		–			4,632			(4,632	)		(100	%)
Plantation sales		46,823			548,903			(502,080	)		(91.5	%)
Rental income		30,534			–			30,534			100	%
Total cost of revenue		(46,181	)		(49,684	)		(3,503	)		(7.1	%)
Software sales		–			(14,701	)		(14,701	)		(100	%)
Plantation sales		(40,748	)		(34,983	)		5,765			16.5	%
Rental income		–			–			–			–
Gross profit		31,176			503,851			(472,675	)		(93.8	%)
General and administrative expenses		(398,622	)		(576,656	)		(178,034	)		(30.9	%)
Other income, net (expense)		(637,893	)		380,051			(1,017,944	)		(267.8	%)
Income (loss) before income taxes		(1,005,339	)		307,246			(1,312,585	)		(427.2	%)
Income tax expense		28,993			(101,669	)		130,662			128.5	%
Net (loss) income		(976,346	)		205,577			(1,181,923	)		(574.9	%)

27

Comparison of the three months ended July 31, 2013 and July 31, 2012

Net Revenue. We generated net revenue of $77,357 and $553,535 for the three months ended July 31, 2013 and 2012, respectively. For the three months ended July 31, 2013, our oilseeds and real estate businesses accounted for approximately 60.5% and 39.5% of our net revenue. We did not generate any revenue from our software and consumer product distribution business segments. For the same period ended July 31, 2012, plantation sales accounting for $548,903, or approximately 99.2% of net revenues, and software sales accounting for $4,632, or approximately 0.8% of net revenues.

The decrease in net revenue for the quarter ended July 31, 2013, reflects the significant decrease in our oilseeds revenue for the quarter ended July 31, 2013, as compared to our oilseeds revenue for the same period ended July 31, 2012. The decrease in our oilseeds revenue is attributable to two factors. First, oilseeds revenue generated during the quarter ended July 31, 2012, was primarily derived from consulting services provided to castor farmers. We did not provide such consulting services during the quarter ended July 31, 2013. Second, while we have increased the output of our oil palm plantation, we were not able to achieve the associated revenue increases due to the recent downturn in oil palm pricing. We hope to increase our oilseeds revenue in or about the third or fourth calendar quarter of 2013 (which is harvest season for castor seeds) when we are able to resume our distribution of castor seeds, together with revenue increases associated with any recovery of the oil palm market.

Our real estate related revenues increased as we increased tenancy rates of our commercial buildings. Except with respect to revenue from software sales which may fluctuate unpredictably in the near future and assuming a resumption of trading castor seeds, we generally expect our oilseeds and real estate related revenues to gradually account for an increasing share of our net revenue in the future as those business segments continue to develop.

We expect our software revenue to continue to fluctuate depending upon the availability of immediate sales opportunities.

We did not derive any revenue from product sales in three months ended July 31, 2013 and 2012. On a going forward basis, we expect to make product sales only as such opportunities may arise. Accordingly, we do not expect product sales to account for a significant portion of our net revenues.

Cost of Revenue. Our cost of revenue as a percentage of net revenue was 59.7% for the three months ended July 31, 2013, with our oilseeds and software businesses accounting for 83.3% and 16.7% of our cost of revenues. Cost of revenue as a percentage of net revenue was approximately 9% for the three months ended July 31, 2012, and consisted primarily of the costs related to the palm oil business such as rental on plantation land, material supplies and subcontracting costs incurred for planting, fertilizing and harvesting the palm oil tree. Shipping and handling costs associated with the distribution of fresh fruit bunches to the customers are also included in cost of revenues. The increase is primarily attributable to the higher cost of revenue associated with our oilseeds revenue (excluding consulting based revenue) as compared to the lower cost of revenue associated with software derived revenues and consulting revenues. Cost of revenue for the three months ended July 31, 2013, consisted primarily of costs related to the palm oil business such as rental of plantation land, material supplies and subcontracting costs incurred for planting, fertilizing and harvesting the palm oil tree and software purchase costs, costs of labor that are directly attributable to the sale of software. Shipping and handling costs associated with the distribution of fresh fruit bunches to the customers are also included in cost of revenues.

We expect our cost of revenue attributable to our oilseeds and real estate businesses to continue to increase and those attributable to our trading business to decrease as our oilseeds and real estate businesses continue to develop. We expect cost of revenue of our software business to fluctuate together with the amount of net revenues generated by this business segment.

28

Gross Profit. We achieved a gross profit of $31,176 for the three months ended July 31, 2013, as compared to $5033,851 for the three months ended July 31, 2012. All of our gross profit for the three-month period ended July 31, 2013, is attributable to our real estate and oilseeds operations as our software business segment experienced a gross loss of $7,704. As of July 31, 2012, software sales and plantation sales accounted for approximately 0.8% and 99.2% of our gross profit. The decrease in gross profit is attributable to two factors. First, oilseeds revenue generated during the quarter ended July 31, 2012, was primarily derived from consulting services provided to castor farmers. We did not provide such consulting services during the quarter ended July 31, 2013. Second, while we have increased the output of our oil palm plantation, we were not able to achieve the associated revenue increases due to the recent downturn in oil palm pricing.

We expect gross profit derived from our oilseeds and real estate businesses to gradually increase as those segments develop and the oil palm market recovers. We expect gross profits attributable to our software business to fluctuate according to the availability of immediate sales opportunities. We do not expect our trading business segment to contribute significantly to our gross profit.

General and Administrative Expenses (“G&A”). We incurred G&A expenses of $398,622 for the three months ended July 31, 2013, which includes an accrual of $100,000 for a possible tax penalty assessed by the IRS for failure to file a US tax return. This represents a decrease of $178,034, as compared to $576,656 for the three months ended July 31, 2012. The decrease in G&A is primarily attributable to decreased activity in our castor operations.

We did not make any significant investments in our consumer goods and software businesses and did not generate sales in the three months ended July 31, 2013 and 2012. We expect to continue relying on the personal relationships of our executive officers and directors in generating sales on a going forward basis and do not expect our consumer goods and software business segments to contribute significantly to our G&A expenses.

As a general matter, we expect our G&A to increase in the foreseeable future as we acquire real estate or other businesses and assets. G&A as a percentage of net revenue was approximately 515.3% and 104% for the three months ended July 31, 2013 and 2012, respectively. The increase in the percentage of G&A as a percentage of net revenue is attributable to the decrease in our oilseeds revenue for the three months ended July 31, 2013.

Other Income (Expense), net. We incurred net other expense of $637,893 for the three months ended July 31, 2013, as compared to net other income of $380,051 for the three months ended July 31, 2012. Net other expense for the three months ended July 31, 2013, consisted primarily of interest expense from our bank loans.

Income Tax Expense. We recorded income tax credit of 28,993 for the three months ended July 31, 2013, as compared to income tax expense of $101,669 for the same period ended July 31, 2012. The decrease is primarily attributable to our decrease in revenues. For the three months ended July 31, 2013, we incurred a loss before income taxes. Tax expense as a percentage of income before income tax was approximately 33.1% for the three months ended July 31, 2012.

Comparison of the nine months ended July 31, 2013 to the nine months ended July 31, 2012

The following table shows our revenues by type for the nine months ended July 31, 2013, compared to the nine months ended July 31, 2012.

	For the Nine Months Ended July 31,						$			%
	2013			2012			Change			Change
Net Revenues	$	1,826,829		$	1,416,659		$	410,170			29	%
Software sales		1,620,759			214,529			1,406,230			655.5	%
Plantation sales		145,994			1,202,130			(1,056,136	)		(87.9	%)
Rental income		60,076			–			60,076			100	%
Total cost of revenue		(112,725	)		(242,085	)		(129,360	)		(53.4	%)
Software sales		(21,436	)		(28,352	)		(6,916	)		(24.4	%)
Plantation sales		(91,289	)		(214,733	)		(123,444	)		(57.5	%)
Rental income		–			–			–			–
Gross profit		1,714,104			1,173,574			540,530			46.1	%
General and administrative expenses		(1,126,242	)		(1,193,645	)		(67,403	)		(14	%)
Other income, net (expense)		(983,800	)		728,002			(1,711,802	)		(235.1	%)
Income (Loss) before income taxes		(395,938	)		707,931			(1,103,809	)		(155.9	%)
Income tax expense		(310,698	)		(221,035	)		89,663			40.6	%
Net (loss) income		(706,636	)		486,896			(1,193,532	)		(245.1	%)

29

Net Revenue. We generated net revenue of $1,826,829 for the nine months ended July 31, 2013 with software sales, plantation sales and rental income accounting for approximately 88.7%, 8% and 3.3%, respectively, of net revenues. For the same period ended July 31, 2012, we generated net revenue of $1,416,659 with plantation sales accounting for $1,202,130, or approximately 84.9% of net revenues and software sales accounting for $214,529, or approximately 15.1% of net revenues. The increase in net revenue for the nine-month period ended July 31, 2013, reflects the increase in our software revenue, offset by a decrease in our oilseeds revenue.

The decrease in our oilseeds revenue is attributable to two factors. First, oilseeds revenue generated during the nine-month period ended July 31, 2012, was primarily derived from consulting services provided to castor farmers. We did not provide such consulting services during the same period ended July 31, 2013. Second, while we have increased the output of our oil palm plantation, we were not able to achieve the associated revenue increases due to the recent downturn in oil palm pricing. We hope to increase our oilseeds revenue in or about the third or fourth calendar quarter of 2013 (which is harvest season for castor seeds) when we are able to resume our distribution of castor seeds, together with revenue increases associated with any recovery of the oil palm market.

We expect revenue derived from our oilseeds and real estate businesses to gradually increase as those segments develop and the oil palm market recovers. We expect net revenues attributable to our software business to fluctuate according to the availability of immediate sales opportunities.

We did not derive any revenue from product sales in nine months ended July 31, 2013 and 2012. On a going forward basis, we expect to make product sales only as such opportunities may arise. Accordingly, we do not expect product sales to account for a significant portion of our net revenues.

Cost of Revenue. Our cost of revenue as a percentage of revenue was 6.2% for the nine months ended July 31, 2013 with software sales and plantation sales accounting for approximately 19% and 81%, respectively. Cost of revenue as a percentage of net revenue was approximately 17.2% for the nine months ended July 31, 2012, with software sales and plantation sales accounting for approximately 11.7% and 88.3%, respectively. The decrease is primarily attributable to the lower cost of revenue associated with the software derived revenue and consulting revenue as compared to the cost of revenue associated with oilseeds revenue (excluding oilseeds related consulting revenue). Cost of revenue for the nine-month period ended July 31, 2013, consisted primarily of software purchase costs, costs of labor that are directly attributable to the sale of software and costs related to the palm oil business such as rental of plantation land, material supplies and subcontracting costs incurred for planting, fertilizing and harvesting the palm oil tree. Shipping and handling costs associated with the distribution of fresh fruit bunches to the customers are also included in cost of revenues.

We expect our cost of revenue attributable to our oilseeds and real estate businesses to continue to increase and those attributable to our trading business to decrease as our oilseeds and real estate businesses continue to develop. We expect cost of revenue of our software business to fluctuate together with the amount of net revenues generated by this business segment.

Gross Profit. We achieved a gross profit of $1,714,104 for the nine months ended July 31, 2013, as compared to $1,173,574 for the same period in 2012. Our software, oilseeds and real estate business segments accounted for approximately 93.3%, 3.2% and 3.5%, respectively, of our gross profit during the nine-month period ended July 31, 2013. Software and oilseeds business segments accounted for approximately 29.3% and 70.7% of our gross profit for the same period ended April 30, 2012. The increase in gross profit for the nine-month period ended July 31, 2013, reflects the increase in our software revenue, offset by a decrease in our oilseeds revenue.

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The decrease in gross profit is attributable to two factors. First, oilseeds revenue generated during the quarter ended July 31, 2012, was primarily derived from consulting services provided to castor farmers. We did not provide such consulting services during the quarter ended July 31, 2013. Second, while we have increased the output of our oil palm plantation, we were not able to achieve the associated revenue increases due to the recent downturn in oil palm pricing.

We expect gross profit derived from our oilseeds and real estate businesses to gradually increase as those segments develop and the oil palm market recovers. We expect gross profits attributable to our software business to fluctuate according to the availability of immediate sales opportunities. We do not expect our trading business segment to contribute significantly to our gross profit.

General and Administrative Expenses (“G&A”). We incurred G&A expenses of $1,126,242 for the nine months ended July 31, 2013, representing a decrease of $67,403, or approximately 6%, as compared to $1,193,645 for the nine months ended July 31, 2012. The decrease in G&A is primarily attributable to Decreased activity in our castor operations. We believe that G&A expenses may continue to increase in the future as we continue developing our oilseeds and real estate operations.

We did not make any significant investments in our consumer goods business and did not generate sales in the nine months ended July 31, 2013 and 2012. We expect to continue relying on the personal relationships of our executive officers and directors in generating sales on a going forward basis and do not expect our consumer goods business to incur significant G&A expenses.

As a general matter, we expect our G&A to increase in the foreseeable future as we acquire real estate or other businesses and assets. However, we expect G&A as a percentage of net revenue to decrease as our net revenue increases. G&A as a percentage of net revenue was approximately 56.2% and 84.25% for the nine months ended July 31, 2013 and 2012, respectively.

Other Income (Expense). We incurred other expense of $983,800 for the nine months ended July 31, 2013, as compared to other income of $728,002 for the nine months ended July 31, 2012. Other expense for the nine-month period ended July 31, 2013 consisted primarily of interest expense of $668,331, realized loss on sale of marketable securities of $360,256, offset by dividend income of $26,005 and other income of $18,782.

Income Tax Expense. We recorded income tax expense of $310,698 for the nine months ended July 31, 2013, as compared to $221,035 for the same period ended July 31, 2012. The increase is primarily attributable to the increase in income generated from our operations during the nine months ended July 31, 2013. Tax expense as a percentage of income before income tax was approximately 31.2% for the nine months ended July 31, 2012. We experienced a net loss before income taxes for the nine months ended July 31, 2013.

Liquidity and Capital Resources

As of July 31, 2013, we had cash and cash equivalents of $810,478 and advances to an oilseed supplier of $890,536. Our cash and cash equivalents decreased due to the consummation of the purchase of a 12 story commercial building. Our acquisition was financed in part by bank loans from RHB Bank Berhad, the terms of which were disclosed in our Current Report on Form 8-K filed with the Securities and Exchange Commission on March 29, 2013.

We expect to incur significantly greater expenses in the near future, including the contractual obligations that we have assumed discussed below, to consummate the purchase of our commercial property and begin development activities. We also expect our general and administrative expenses to increase as we expand our finance and administrative staff, add infrastructure, and incur additional costs related to being a large accelerated filer, including directors’ and officers’ insurance and increased professional fees.

We have never paid dividends on our Common Stock. Our present policy is to apply cash to investments in product development, acquisitions or expansion; consequently, we do not expect to pay dividends on Common Stock in the foreseeable future.

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The success of our growth strategy is dependent upon the availability of additional capital resources on terms satisfactory to management. Our sources of capital in the past have included the sale of equity securities, which include common stock sold in private transactions and public offerings, capital leases and long-term debt. In fiscal year 2012, we raised $30.4 million from sales of our securities to existing shareholders including $20,890,272 from Weng Kung Wong, our Chief Executive Officer. There can be no assurance that we can raise such additional capital resources on satisfactory terms. We believe that our current cash and other sources of liquidity discussed below are adequate to support operations for at least the next 12 months.

	Nine Months Ended
	7/31/2013	7/31/2012
Net cash provided by (used in) operating activities	238,839	(88,836)
Net cash (used in) provided by investing activities	(22,186,478)	(18,062,516)
Net cash provided by financing activities	21,443,949	18,049,404

Net Cash Provided By (Used In) Operating Activities.

For the nine months ended July 31, 2013, net cash provided by operating activities was $238,839, which consisted primarily of increases in advances from third parties of $597,530, realized gains from sale of marketable securities of $360,256, an increase in accrued liabilities and other payables of $509,434, an increase in income tax payables of $244,529 offset by a decrease in advances to suppliers of $800,013 and net losses of $706,636.

For the nine months ended July 31, 2012, net cash used in operating activities was $88,836, which consisted primarily of net income of $486,896, depreciation of $41,812, net loss on acquisition of $53,646 and an increase in deposits and other receivables of $55,895 offset by realized gain on sale of marketable securities of $641,808, a decrease in accounts receivables of $35,766, income tax payable of $33,797 and an increase in accrued liabilities and other payables of $12,705.

As we shift away from our product sales businesses, we expect cash derived from this segment to decrease. We expect software-derived revenue to continue to fluctuate based upon the availability of immediate sales opportunities. We anticipate cash from our oilseeds operating activities to increase as we focus on our oilseeds operations. We expect rental income from our real estate operations to increase as we increase the occupancy rates of our commercial buildings, which will be offset by the increased expenses associated with developing our residential projects. We expect to continue to rely on cash generated through private placements of our securities, however, to finance our operations and future acquisitions.

Net Cash Used in Investing Activities.

For the nine months ended July 31, 2013, net cash used in investing activities was $22,186,478, which was primarily attributable to payments in connection with the purchase of our commercial buildings in Malaysia of $28,427,544 and plant and equipment purchases of $51,090, and deposits of $12,946 made in connection with our anticipated land purchases in Malaysia, offset by proceeds from the sale of marketable securities of $6,305,102.

For the nine months ended July 31, 2012, net cash used in investing activities was $18,062,516, consisting primarily of proceeds derived from the sale of marketable securities of $6,674,466, $174,982 of net cash held by our newly acquired subsidiary Max Trend International and proceeds from the disposal of plant and equipment of $8,975, offset by the purchase of marketable securities of $9,350,736, $7,046,513 for the purchase of our palm oil plantation, $4,058,070 for our real estate acquisitions, $2,691,276 for the purchase of our two commercial buildings in Malaysia and a deposit of $1,762,984 related to our acquisition of Dunford.

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Net Cash Provided By Financing Activities.

For the nine months ended July 31, 2013, net cash provided by financing activities was $21,443,949, consisting primarily of proceeds from a bank loan of $16,194,197, advances from Weng Kung Wong, our Chief Executive Officer and director, of $5,256,017, offset by repayments of $6,265 on a finance lease. Advances by Mr. Wong were made to us was made on an interest-free, unsecured basis and are repayable on demand.

For the nine months ended July 31, 2012, net cash provided by financing activities was $18,049,404, consisting primarily of proceeds in the amount of $12,434,300 from the sale of our securities and advances from Mr. Wong, our Chief Executive Officer and director in the amount of $5,588,383, offset by repayment of $6,184 on a finance lease.

Off-Balance Sheet Arrangements

We have no outstanding off-balance sheet guarantees, interest rate swap transactions or foreign currency contracts. We do not engage in trading activities involving non-exchange traded contracts.

Contractual Obligations and Commercial Commitments

We had the following contractual obligations and commercial commitments as of July 31, 2013:

Contractual Obligations	Total	Less than 1 Year	1-3 Years	3-5 Years	More than 5 Years
Related Party Obligations	6,995,463	294,331	6,701,132
Operating lease obligations
Office premises	12,364	9,273	3,091	-	-
Commercial commitments
Bank loan repayment	15,497,815	603,322	1,332,430	1,524,908	12,037,155
Finance lease obligation	45,462	10,733	34,729		-
Total obligations	22,551,104	917,659	8,071,382	1,524,908	12,037,155

Off-Balance Sheet Arrangements

We have no outstanding off-balance sheet guarantees, interest rate swap transactions or foreign currency contracts. We do not engage in trading activities involving non-exchange traded contracts.

Critical Accounting Policies and Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires our management to make assumptions, estimates and judgments that affect the amounts reported, including the notes thereto, and related disclosures of commitments and contingencies, if any. We have identified certain accounting policies that are significant to the preparation of our financial statements. These accounting policies are important for an understanding of our financial condition and results of operations. Critical accounting policies are those that are most important to the presentation of our financial condition and results of operations and require management's subjective or complex judgment, often as a result of the need to make estimates about the effect of matters that are inherently uncertain and may change in subsequent periods. Certain accounting estimates are particularly sensitive because of their significance to financial statements and because of the possibility that future events affecting the estimate may differ significantly from management's current judgments. We believe the following accounting policies are critical in the preparation of our financial statements.

· Accounts receivable

Accounts receivable are recorded at the invoiced amount and do not bear interest. The Company extends unsecured credit to its customers in the ordinary course of business but mitigates the associated risks by performing credit checks and actively pursuing past due accounts. An allowance for doubtful accounts is established and determined based on managements’ assessment of known requirements, aging of receivables, payment history, the customer’s current credit worthiness and the economic environment. The Company did not record any allowance for doubtful accounts for the periods presented.

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· Advances to suppliers

The Company generally makes advanced payments to suppliers for material in the normal course of business. Advances to suppliers are recorded when payment is made by the Company and relieved against inventory when goods are received. The advance payments to suppliers may include provisions that set the purchase price and delivery date of raw materials. Advances to suppliers are interest free and unsecured.

· Revenue recognition

The Company recognizes its revenue in accordance with ASC Topic 605, “Revenue Recognition”, upon the delivery of its products when: (1) title and risk of loss are transferred; (2) persuasive evidence of an arrangement exists; (3) there are no continuing obligations to the customer; and (4) the collection of related accounts receivable is probable. The Company’s sale arrangements do not contain general rights of return.

(a) Software sales

The Company generally sells the software products in an arrangement that is bundled with maintenance and support service and/or website development service, based upon the customers’ specification or modification.

The Company adopts ASC 985-20 and allocates the total arrangement fee among each element based on vendor-specific objective evidence of the relative fair value of each of the elements. The Company limits its assessment of fair value of each element to the price charged when the same element is sold separately. Under the residual method, the fair value of the undelivered elements is deferred and the remaining portion of the arrangement fee is recognized as revenue, assuming collection is probable. For the billed software product sales, the revenue from the undelivered element is included in deferred revenue and amortized ratably to revenue over its contractual term, typically one year.

Revenues from the sale of software products are recognized and completely earned upon shipment or electronic delivery of the product provided that persuasive evidence of an arrangement exists, collection is probable, payment terms are fixed and determinable and no significant obligations remain.

Revenues from the provision of website development service including website design and development are recognized upon the ownership and operating rights of website domain are transferred to the customers.

Revenues from the provision of maintenance and support service are recognized when service rendered, which consist of technical support and software upgrades and enhancements. The Company generally offers maintenance and support service to its customers for a period of twelve months, free of charge or at a monthly fixed fee. Amounts invoiced or collected in advance from the customers of delivering maintenance and support service is recorded as deferred revenue. Revenue is recognized when the related service is rendered.

(b) Luxury consumer products

The Company earns the revenue from trading of luxury consumer products. Revenue is recognized when title passes to the customer, which is generally when the product is shipped and delivered to the customers, assuming no significant the Company’s obligations remain and the collection of relevant receivables is probable.

(c) Plantation sales

The Company offers two types of plantation products comprising of palm oil products and castor products.

Revenue from the sale of palm oil product is recognized upon confirmation of the weight of fresh fruit bunches and shipment to the customer, when there is persuasive evidence of an arrangement, delivery has occurred and risk of loss has passed, the sales price is fixed or determinable at the date of sale, and collectibility is reasonably assured.

Revenue from castor products includes sale of seeding and rendering of technical know-how under a bundled sales arrangement. The Company adopts Accounting Standards Codification (“ASC”) 605-25, “Multiple-Element Arrangements” and recognizes revenue as services are performed when all of the following conditions are satisfied: (1) there is persuasive evidence of an arrangement; (2) the service offering has been delivered to the client; (3) the collection of fees is probable; and (4) the amount of fees to be paid by the client is fixed or determinable.

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A bundled sale arrangement involves multiple deliverables provided by the Company, where bundled service deliverables are accounted for in accordance with ASC 605-25. The Company determines each of service deliverable element and allocates the total arrangement fee among each element based on vendor-specific objective evidence of the relative fair value of each of the elements. The Company limits its assessment of fair value of each element to the price charged when the same element is sold separately. Under the residual method, the fair value of the undelivered elements is deferred and the remaining portion of the arrangement fee is recognized as revenue, assuming collection is probable. Sale of castor oilseeds is recognized when legal title passes to the customer, which is generally upon delivery of oilseeds. Rendering of technical know-how service is recognized when the principal terms of the service agreement are fulfilled and the certificate of satisfaction is confirmed by the customers.

(c) Real estate

The Company generally leases the units under operating leases with terms of two years or less. As of July 31, 2013, we expect to record $75,729 in lease revenue over the life of the lease under operating lease, using the straight-line method in accordance with SFAS No. 13, “Accounting for Leases” (“SFAS No. 13”). 

Rental income related to leases is recognized in the period earned over the lease term in accordance with Statement of Financial Accounting Standards SFAS No.13. Rent concessions are recognized as an offset to revenues collected over the term of the underlying lease.

· Cost of revenues

Cost of revenue on software sales primarily includes the purchase cost of software products and the labor cost incurred in the modifications, customization and enhancement of software products, the development of websites and maintenance and support services. All costs are expensed off when the title of software products and its related website domain are transferred to the customer. The cost incurred in website development is not capitalized because the ownership and operating right of its website domain is vested on the customer, not the Company itself.

The cost of software products is not capitalized because of the related party nature of the development and the quickly changing software market.

Cost of revenue on sales of luxury consumer products primarily consists of the purchase cost of luxury consumer products.

Cost of revenue on plantation sales includes rental on plantation land, material supplies and subcontracting costs incurred for planting, fertilizing and harvesting the palm oil tree. Shipping and handling costs associated with the distribution of fresh fruit bunches to the customers are also included in cost of revenues.

Rental expenses shown on the accompanying Statements of Operations include costs associated with on-site and property management personnel, repairs and maintenance, property insurance, marketing, landscaping and other on-site and related administrative costs. Utility expenses are paid directly by tenants. 

· Comprehensive income

ASC Topic 220, “Comprehensive Income” establishes standards for the reporting and display of comprehensive income, its components and accumulated balances. Comprehensive income as defined includes all changes in equity during a period from non-owner sources. Accumulated comprehensive income, as presented in the accompanying statements of stockholders’ equity consists of changes in unrealized gains and losses on foreign currency translation and available-for-sale marketable securities. This comprehensive income is not included in the computation of income tax expense or benefit.

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· Income taxes

Income taxes are determined in accordance with the provisions of ASC Topic 740, “Income Taxes” (“ASC 740”). Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are measured using enacted income tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Any effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.

ASC 740 prescribes a comprehensive model for how companies should recognize, measure, present, and disclose in their financial statements uncertain tax positions taken or expected to be taken on a tax return. Under ASC 740, tax positions must initially be recognized in the financial statements when it is more likely than not the position will be sustained upon examination by the tax authorities. Such tax positions must initially and subsequently be measured as the largest amount of tax benefit that has a greater than 50% likelihood of being realized upon ultimate settlement with the tax authority assuming full knowledge of the position and relevant facts.

For the three and nine months ended July 31, 2013, the Company did not have any interest and penalties associated with tax positions. As of July 31, 2013, the Company did not have any significant unrecognized uncertain tax positions.

The Company conducts major businesses in Malaysia and China and is subject to tax in its own jurisdiction. As a result of its business activities, the Company will file separate tax returns that are subject to examination by the foreign tax authorities.

· Foreign currencies translation

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 statement of operations.

The reporting currency of the Company is the United States Dollars ("US$") and the accompanying financial statements have been expressed in US$. In addition, the Company’s operating subsidiaries maintain their books and record in a local currency, MYR Renminbi (“RMB”) and Hong Kong Dollars (“HK$”), which is functional currency as being the primary currency of the economic environment in which the entity operates.

In general, for consolidation purposes, assets and liabilities of its subsidiaries whose functional currency is not the 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 statement of stockholders’ equity. The gains and losses are recorded as a separate component of accumulated other comprehensive income within the statement of stockholders’ equity.

Translation of amounts from the local currencies of the Company into US$ has been made at the following exchange rates for the respective periods:

	July 31,
	2013		2012
Period-end MYR: US$1 exchange rate		3.2352		3.1827
Period-average MYR : US$1 exchange rate		3.0961		3.1197
Period-end RMB : US$1 exchange rate		6.1792		6.3257
Period-average RMB : US$1 exchange rate		6.2499		6.3289
Period-end HK$ : US$1 exchange rate		7.7561		7.7560
Period-average HK$ : US$1 exchange rate		7.7570		7.7603

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· 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.

· Segment reporting

ASC Topic 280, “Segment Reporting” establishes standards for reporting information about operating segments on a basis consistent with the Company’s internal organization structure as well as information about geographical areas, business segments and major customers in financial statements. During the period ended July 31, 2013, the Company operates in four reportable operating segments.

· Fair value of financial instruments

The carrying value of the Company’s financial instruments (excluding obligation under finance lease): cash and cash equivalents, accounts receivable, amounts due from related parties, deposits and other receivables, income tax payable, amount due to related parties, accrued liabilities and other payables approximate at their fair values because of the short-term nature of these financial instruments.

Management believes, based on the current market prices for interest rates on similar debt instruments, the fair value of its obligation under finance lease and long-term bank loan approximates the carrying amount.

The Company also follows the guidance of the ASC Topic 820-10, “Fair Value Measurements and Disclosures” ("ASC 820-10"), with respect to financial assets and liabilities that are measured at fair value. ASC 820-10 establishes a three-tier fair value hierarchy that prioritizes the inputs used in measuring fair value as follows:

£ Level 1: Observable inputs such as quoted prices in active markets;

££ Level 2: Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and

££ Level 3: Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions

Recent accounting pronouncements

The Company has reviewed all recently issued, but not yet effective, accounting pronouncements and do not believe the future adoption of any such pronouncements may be expected to cause a material impact on its financial condition or the results of its operations.

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ITEM 3 Quantitative and Qualitative Disclosures about Market Risk

Foreign Exchange Risk

While our reporting currency is the US dollar, almost all of our consolidated revenues and consolidated costs and expenses are denominated in MYR and RMB. All of our assets are denominated in MYR except for some cash and cash equivalents and accounts receivables. As a result, we are exposed to foreign exchange risk as our revenues and results of operations may be affected by fluctuations in the exchange rate among US dollar, MYR and RMB. If the MYR/RMB depreciates against the US dollar, the value of our MYR/RMB revenues, earnings and assets as expressed in our US dollar financial statements will decline. We have not entered into any hedging transactions in an effort to reduce our exposure to foreign exchange risk.

Commodity price

Our primary market risk exposure results from the price we receive for our palm oil product and oilseeds. We do not currently engage in any commodity hedging activities, although we may do so in the future. Realized commodity pricing for our operation is primarily driven by the prevailing worldwide price for palm oil product and oilseeds. Pricing for palm oil product and oilseeds has been volatile and unpredictable in recent years, and we expect this volatility to continue in the foreseeable future. The prices we receive for operation depend on many factors outside of our control, including volatility in the differences between product prices at sales points and the applicable commodity index price.

Malaysian real estate market risk

Our real estate business may be affected by market conditions and economic challenges experienced by the economy as a whole in Malaysia, conditions in the credit markets or by local economic conditions in the markets in which its properties are located. Such conditions may impact our results of operations, financial condition or ability to expand its operations.

Market risk related to marketable securities

We are also exposed to the risk of changes in the value of financial instruments, caused by fluctuations in equity prices related to marketable securities. Changes in these factors could cause fluctuations in earnings and cash flows.

ITEM 4 Controls and Procedures

Conclusion Regarding the Effectiveness of Disclosure Controls and Procedures

We conducted an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures, as such term is defined under Rule 13a-15(e) promulgated under the Securities Exchange Act of 1934, as amended (Exchange Act), under the supervision of and with the participation of our management, including the Chief Executive Officer and Chief Financial Officer. Based on that evaluation, our management, including the Chief Executive Officer and Chief Financial Officer, concluded that our disclosure controls and procedures, subject to limitations as noted below, as of July 31, 2013, and during the period prior to and including the date of this report, were effective to ensure that all information required to be disclosed by us in the reports that we file or submit under the Exchange Act is: (i) recorded, processed, summarized and reported, within the time periods specified in the Commission’s rule and forms; and (ii) accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.

Inherent Limitations

Because of its inherent limitations, our disclosure controls and procedures may not prevent or detect misstatements. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, have been detected. Also, 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 and procedures may deteriorate.

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Changes in Internal Control over Financial Reporting

Subject to the foregoing disclosure, there were no changes in our internal control over financial reporting that occurred during our last fiscal quarter ended July 31, 2013, that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II OTHER INFORMATION

ITEM 1 Legal Proceedings

We are not a party to any legal or administrative proceedings that we believe, individually or in the aggregate, would be likely to have a material adverse effect on our financial condition or results of operations.

ITEM 1A Risk Factors

None.

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.	Name of Exhibit
2.1	Articles of Exchange (1)
2.2	Share Exchange Agreement, dated December 6, 2010, by and between Home Touch Holding Company, on the one hand, and Union Hub Technology Sdn.  Bhn., Wooi Khang Pua and Kok Wai Chai, on the other hand (2)
2.3	Share Exchange Agreement, dated January 26, 2009, by and between Home Touch Holding Company and Home Touch Limited (3)
3.1	Amended and Restated Articles of Incorporation (1)
3.2	Amended and Restated Bylaws (4)
4.1	Form of common stock certificate (1)
10.1	Common Stock Purchase Agreement, dated December 6, 2010, by and among Home Touch Holding Company, Home Touch Limited, Up Pride Investments Limited and Magicsuccess Investments Limited (2)

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10.2	Tenancy Agreement (Commercial), dated October 29, 2010, by and between Atomic Vision Sdn. Bhd. and Union Hub Technology Sdn.  Bhd.  (2)
10.3	Memorandum of Understanding For Cooperation In Castor Cultivation, dated December 8, 2011, by and between Prime Global Capital Group Incorporated and Mr. Wichai Samphantharat, Srira Cha Chief District Officer (5)
10.4	Letter of Appointment dated July 19, 2011, by and between Union Hub Technology Sdn. Bhd. and Weng Kung Wong (6)
10.5	Letter of Appointment dated July 19, 2011, by and between Union Hub Technology Sdn. Bhd. and Liong Tat Teh (6)
10.6	Letter of Appointment dated July 19, 2011, by and between Union Hub Technology Sdn. Bhd. and Sek Fong Wong (6)
10.7	Letter of Offer dated October 29, 2012, issued by Hong Leong Bank Berhad to PGCG Assets Holdings Sdn. Bhd. (7)
10.8	Facilities Agreement dated December 11, 2012 between Hong Leong Bank Berhad and PGCG Assets Holdings Sdn. Bhd. (7)
10.9	Offer Letter dated March 26, 2013, issued by RHB Bank Berhad with respect to four banking facilities in the aggregate principal amount of up to RM 3,452,000 (8)
10.10	Offer Letter dated March 26, 2013, issued by RHB Bank Berhad with respect to two banking facilities in the aggregate principal amount of up to RM 1,680,000 (8)
10.11	Offer Letter dated March 26, 2013, issued by RHB Bank Berhad with respect to six banking facilities in the aggregate principal amount of up to RM 4,708,000 (8)
14	Code of Business Conduct and Ethics (9)
21	List of Subsidiaries*
31.1	Certification of Chief Executive Officer required under Rule 13a-14(a)/15d-14(a) under the Exchange Act.*
31.2	Certification of Principal Financial Officer required under Rule 13a-14(a)/15d-14(a) under the Exchange Act.*
32.1	Certification of Chief Executive Officer pursuant to 18 U.S.C Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.*
32.2	Certification of Principal Financial Officer pursuant to 18 U.S.C Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.*
99.1	Charter to Compensation Committee (10)
99.2	Charter to Audit Committee (10)
99.3	Charter to Corporate Governance Committee (10)
101.INS	XBRL Instance Document*
101.SCH	XBRL Schema Document*
101.CAL	XBRL Calculation Linkbase Document*
101.DEF	XBRL Definition Linkbase Document*
101.LAB	XBRL Label Linkbase Document*
101.PRE	XBRL Presentation Linkbase Document*

* Filed herewith.

(1) Incorporated by reference from our Quarterly Report on Form 10-Q filed with the Securities and Exchange on February 22, 2011.

(2) Incorporated by reference from Exhibit 2.1 to Current Report on Form 8-K filed with the Securities and Exchange on December 7, 2010.

(3) Incorporated by reference from Amendment No. 2 to our registration statement filed on Form S-1 with the Securities and Exchange Commission on September 2, 2009.

(4) Incorporated by reference from Exhibit 2 to Preliminary Information Statement on Schedule 14C filed with the Securities and Exchange Commission on December 23, 2010.

(5) Incorporated by reference from our Current Report on Form 8-k filed with the Securities and Exchange Commission on December 13, 2011.

(6) Incorporated by reference from our Current Report on Form 8-K filed with the Securities and Exchange Commission on July 19, 2011.

(7) Incorporated by referenced from our Current Report on Form 8-K filed with the Securities and Exchange Commission on December 14, 2012.

(8) Incorporated by reference from our Current Report on Form 8-K filed with the Securities and Exchange Commission on April 1, 2013.

(9) Incorporated by reference from our Current Report on Form 8-K filed with the Securities and Exchange Commission on February 2, 2012.

(10) Incorporated by reference from our Current Report on Form 8-K filed with the Securities and Commission on April 27, 2012.

40

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.

	PRIME GLOBAL CAPITAL GROUP INCORPORATED
	By:	/s/Weng Kung Wong
		Weng Kung Wong
		Chief Executive Officer
	By:	/s/ Liong Tat Teh
		Liong Tat Teh
Date: September 16, 2013		Chief Financial Officer

41

EX-21

Exhibit 21

LIST OF SUBSIDIARIES

	Company name	Place/date of incorporation	Particulars of issued capital	Principal activities
1.	Union Hub Technology Sdn. Bhd. (“UHT”)	Malaysia February 28, 2008	1,000,000 issued shares of ordinary shares of MYR 1 each	Provision of IT consulting and programming services and distributing consumer products
2.	Power Green Investments Limited (“PGIL”)	British Virgin Islands January 13, 2012	1 issued share of US$ 1 each	Inactive operation
3.	PGCG Properties Investment Limited (“PPIL”)	British Virgin Islands September 1, 2012	1 issued share of US$ 1 each	Inactive operation
4.	Virtual Setup Sdn. Bhd. (“VSSB”)	Malaysia January 17, 2010	2 issued shares of ordinary shares of MYR 1 each	Operation of palm oil plantation
5.	PGCG Assets Holdings Sdn. Bhd. (“PGCG Assets”)	Malaysia March 21, 2012	2 issued shares of ordinary shares of MYR 1 each	Investment in land
6.	PGCG Development Sdn. Bhd. (“PGCG Development”)	Malaysia March 21, 2012	2 issued shares of ordinary shares of MYR 1 each	Inactive operation
7.	PGCG Plantations Sdn. Bhd. (“PGCG Plantation”)	Malaysia October 4, 2011	2 issued shares of ordinary shares of MYR 1 each	Holding company of VSSB
8.	Max Trend International Limited (“Max Trend”)	Hong Kong August 18, 2010	2 issued shares of ordinary shares of HK$ 1 each	Holding company of SMTG
9.	Shenzhen Max Trend Green Energy Company Limited (“SMTG”)	The PRC January 7, 2011	RMB 1,000,000	Castor cultivation and trading
10.	Dunford Corporation Sdn. Bhd. (“Dunford”)	Malaysia October 4, 2009	242,000 issued shares of ordinary shares of MYR 1 each	Property holding land
11.	Impiana Maksima Sdn. Bhd. (“IMSB”)	Malaysia March 15, 2013	2 issued shares of ordinary shares of MYR 1 each	Property development
12.	PGCG Constructions Sdn. Bhd. (“PCSB”)	Malaysia March 15, 2013	2 issued shares of ordinary shares of MYR 1 each	Construction of properties

1

	Company name	Place/date of incorporation	Particulars of issued capital	Principal activities
1.	Union Hub Technology Sdn. Bhd. (“UHT”)	Malaysia February 28, 2008	1,000,000 issued shares of ordinary shares of MYR 1 each	Provision of IT consulting and programming services and distributing consumer products
2.	Power Green Investments Limited (“PGIL”)	British Virgin Islands January 13, 2012	1 issued share of US$ 1 each	Inactive operation
3.	PGCG Properties Investment Limited (“PPIL”)	British Virgin Islands September 1, 2012	1 issued share of US$ 1 each	Inactive operation
4.	Virtual Setup Sdn. Bhd. (“VSSB”)	Malaysia January 17, 2010	2 issued shares of ordinary shares of MYR 1 each	Operation of palm oil plantation
5.	PGCG Assets Holdings Sdn. Bhd. (“PGCG Assets”)	Malaysia March 21, 2012	2 issued shares of ordinary shares of MYR 1 each	Investment in land
6.	PGCG Development Sdn. Bhd. (“PGCG Development”)	Malaysia March 21, 2012	2 issued shares of ordinary shares of MYR 1 each	Inactive operation
7.	PGCG Plantations Sdn. Bhd. (“PGCG Plantation”)	Malaysia October 4, 2011	2 issued shares of ordinary shares of MYR 1 each	Holding company of VSSB
8.	Max Trend International Limited (“Max Trend”)	Hong Kong August 18, 2010	2 issued shares of ordinary shares of HK$ 1 each	Holding company of SMTG
9.	Shenzhen Max Trend Green Energy Company Limited (“SMTG”)	The PRC January 7, 2011	RMB 1,000,000	Castor cultivation and trading
10.	Dunford Corporation Sdn. Bhd. (“Dunford”)	Malaysia October 4, 2009	242,000 issued shares of ordinary shares of MYR 1 each	Property holding land
11.	Impiana Maksima Sdn. Bhd. (“IMSB”)	Malaysia March 15, 2013	2 issued shares of ordinary shares of MYR 1 each	Property development
12.	PGCG Constructions Sdn. Bhd. (“PCSB”)	Malaysia March 15, 2013	2 issued shares of ordinary shares of MYR 1 each	Construction of properties

EX-31.1

Exhibit 31.1

CERTIFICATION OF THE PRINCIPAL EXECUTIVE OFFICER

PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Weng Kung Wong, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Prime Global Capital Group Incorporated;

2. Based on my knowledge, this 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. The registrant’s other certifying officer and I are 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 over financial reporting 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. The registrant’s other certifying officer and 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: September 16, 2013	By:	/s/ Weng Kung Wong
	Name:	Weng Kung Wong
	Title:	Chief Executive Officer (Principal Executive Officer)

EX-31.2

Exhibit 31.2

CERTIFICATION OF THE PRINCIPAL FINANCIAL OFFICER

PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Liong Tat Teh, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Prime Global Capital Group Incorporated;

2. Based on my knowledge, this 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. The registrant’s other certifying officer and I are 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 over financial reporting 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. The registrant’s other certifying officer and 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: September 16, 2013	By:	/s/ Liong Tat Teh
	Name:	Liong Tat Teh
	Title:	Chief Financial Officer (Principal Financial Officer)

EX-32.1

Exhibit 32.1

CERTIFICATION OF THE PRINCIPAL EXECUTIVE OFFICER

PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Prime Global Capital Group Incorporated, a Nevada corporation (the “Company”), on Form 10-Q for the quarter ended July 31, 2013, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Weng Kung Wong, Chief Executive Officer of the Company, hereby certify, pursuant to 18 U.S.C. §1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to my knowledge:

1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

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

Date: September 16, 2013	By:	/s/ Weng Kung Wong
	Name:	Weng Kung Wong
	Title:	Chief Executive Officer (Principal Executive Officer)

EX-32.2

Exhibit 32.2

CERTIFICATION OF THE PRINCIPAL FINANCIAL OFFICER

PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Prime Global Capital Group Incorporated, a Nevada corporation (the “Company”), on Form 10-Q for the quarter ended July 31, 2013, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Liong Tat Teh, Chief Financial Officer of the Company, hereby certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to my knowledge:

1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

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

Date: September 16, 2013	By:	/s/ Liong Tat Teh
	Name:	Liong Tat Teh
	Title:	Chief Financial Officer (Principal Financial Officer)

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12. CONCENTRATIONS OF RISK

9 Months Ended

Jul. 31, 2013

Risks and Uncertainties [Abstract]

CONCENTRATIONS OF RISK

The Company is exposed to the following concentrations of risk:

(a) Major customers

For the three months ended July 31, 2013 and 2012, the customer who accounted for 10% or more of the Company’s revenues is presented as follows:

		Three months ended July 31, 2013					July 31, 2013
	Business segment	Revenues		Percentage of Revenues			Trade accounts receivable
Customer C	Plantation	$	46,774		60	%		–
Customer G	Real estate		30,552		39	%		–
Total:		$	77,326		99	%		–

		Three months ended July 31, 2012					July 31, 2012
	Business segment	Revenues		Percentage of Revenues			Trade accounts receivable
Customer A	Plantation	$	462,991		84	%		–
Customer B	Plantation		85,912		15	%		–
Total:		$	548,903		99	%		–

For the nine months ended July 31, 2013 and 2012, the customer who accounted for 10% or more of the Company’s revenues is presented as follows:

		Nine months ended July 31, 2013					July 31, 2013
	Business segment	Revenues		Percentage of revenues			Trade accounts receivable
Customer D	Software	$	484,484		27	%		–
Customer E	Software		484,484		27	%		–
Customer F	Software		645,978		35	%		–
Total:		$	1,614,946		89	%		–

		Nine months ended July 31, 2012					July 31, 2012
	Business segment	Revenues		Percentage of revenues			Trade accounts receivable
Customer C	Plantation	$	566,795		40	%		–
Customer A	Plantation		463,270		33	%		–
Customer D	Software		212,712		15	%		–
Customer B	Plantation		172,065		12	%		–
Total:		$	1,414,842		100	%		–

(b) Major vendors

For the three months ended July 31, 2013 and 2012, the vendor who accounted for 10% or more of the Company’s purchases is presented as follows:

	Three months ended July 31, 2013					July 31, 2013
	Purchase		Percentage of purchase			Trade accounts payable
Vendor C	$	5,610		12	%		–
Vendor E		14,341		31	%		–
Vendor F		6,151		13	%		–
Total:	$	26,102		56	%		–

	Three months ended July 31, 2012					July 31, 2012
	Purchase		Percentage of purchase			Trade accounts payable
Vendor A	$	14,701		30	%		–
Vendor B		10,752		22	%		–
Vendor C		10,180		20	%		7,488
Total:	$	35,633		72	%		7,488

For the nine months ended July 31, 2013 and 2012, the vendor who accounted for 10% or more of the Company’s purchases is presented as follows:

	Nine months ended July 31, 2013					July 31, 2013
	Purchase		Percentage of purchase			Trade accounts payable
Vendor C	$	17,005		15	%		–
Vendor E		14,341		13	%		–
Vendor F		12,024		11	%		–
Total:	$	43,370		39	%		–

	Nine months ended July 31, 2012					July 31, 2012
	Purchase		Percentage of purchase			Trade accounts payable
Vendor D	$	80,653		33	%		–
Vendor E		47,401		19	%		–
Vendor B		32,439		13	%
Vendor A		28,352		12	%		–
Total:	$	188,845		77	%		–

(c) Credit risk

Financial instruments that are potentially subject to credit risk consist principally of trade receivables. 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 doubtful accounts based upon factors surrounding the credit risk of specific customers, historical trends and other information.

(d) Interest rate risk

As the Company has no significant interest-bearing assets, the Company’s income and operating cash flows are substantially independent of changes in market interest rates.

The Company’s interest-rate risk arises from bank loans and finance lease. Borrowings issued at variable rates expose the Company to cash flow interest-rate risk. Borrowings issued at fixed rates expose the Company to fair value interest-rate risk. Company policy is to maintain approximately all of its borrowings in fixed rate instruments. At the period-end, the bank borrowings were at fixed and floating rates.

(e) Exchange rate risk

The reporting currency of the Company is US$, to date the majority of the revenues and costs are denominated in MYR and RMB and a significant portion of the assets and liabilities are denominated in MYR and RMB. As a result, the Company is exposed to foreign exchange risk as its revenues and results of operations may be affected by fluctuations in the exchange rate between US$, MYR and RMB. If MYR and RMB depreciates against US$, the value of MYR and RMB revenues and assets as expressed in US$ financial statements will decline. The Company does not hold any derivative or other financial instruments that expose it to substantial market risk.

(f) Economic and political risks

Substantially all of the Company’s services are conducted in Malaysia, the PRC and Asian region. The Company’s operations are subject to various political, economic, and other risks and uncertainties inherent in Malaysia. Among other risks, the Company’s operations are subject to the risks of restrictions on transfer of funds; export duties, quotas, and embargoes; domestic and international customs and tariffs; changing taxation policies; foreign exchange restrictions; and political conditions and governmental regulations in Malaysia.

The Company's operations in the PRC are subject to special considerations and significant risks not typically associated with companies in North America and Western Europe. These include risks associated with, among others, the political, economic and legal environment and foreign currency exchange. The Company's results may be adversely affected by changes in the political and social conditions in the PRC, and by changes in governmental policies with respect to laws and regulations, anti-inflationary measures, currency conversion, remittances abroad, and rates and methods of taxation.

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13. COMMITMENTS AND CONTINGENCIES (Details) (USD $)	Jul. 31, 2013
CommitmentsAndContingenciesDetailsAbstract
2014	$ 9,273
2015	3,091
Total	$ 12,364

XML

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (USD $)	3 Months Ended		9 Months Ended
	Jul. 31, 2013	Jul. 31, 2012	Jul. 31, 2013	Jul. 31, 2012
Income Statement [Abstract]
Software sales		$ 4,632	$ 1,620,759	$ 214,529
Plantation business	46,823	548,903	145,994	1,202,130
Rental income	30,534	0	60,076	0
Total revenues, net	77,357	553,535	1,826,829	1,416,659
Cost of revenues, non related party	46,181	49,684	112,725	243,085
Total cost of revenues	46,181	49,684	112,725	243,085
Gross profit	31,176	503,851	1,714,104	1,173,574
Operating expenses:
General and administrative	(398,622)	(576,656)	(1,126,242)	(1,193,645)
(Loss) income from operations	(367,446)	(72,805)	587,862	(20,071)
Other (expense) income
Dividend income	0	89,406	26,005	94,044
Realized (loss) gain from sale of available-for-sale securities	0	255,778	(360,256)	641,808
Net loss on acquisition	0	0	0	(53,646)
Interest income	0	4,390	1	14,848
Interest expense	(649,857)	(477)	(668,331)	(1,450)
Other income	11,964	30,954	18,781	32,398
Total other (expense) income	(637,893)	380,051	(983,800)	728,002
(Loss) income before income taxes	(1,005,339)	307,246	(395,938)	707,931
Income tax expense	28,993	(101,669)	(310,698)	(221,035)
NET (LOSS) INCOME	(976,346)	205,577	(706,636)	486,896
Other comprehensive income:
Unrealized holding (loss) gain on available-for-sale securities	0	(195,508)	0	374,900
Foreign exchange adjustment gain (loss)	(1,209,472)	(621,230)	(823,849)	(636,512)
COMPREHENSIVE (LOSS) INCOME	$ (2,185,818)	$ (611,161)	$ (1,530,485)	$ 225,284
Net income per share - Basic and diluted	$ 0.00	$ 0.00	$ 0.00	$ 0.00
Weighted average common stock outstanding - Basic and diluted	512,682,393	503,489,949	512,682,393	501,730,418

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5. AMOUNT DUE TO RELATED PARTIES

9 Months Ended

Jul. 31, 2013

Related Party Transactions [Abstract]

AMOUNTS DUE TO A RELATED PARTY

As of July 31, 2013, amount due to a related party of $294,331 represented temporary advances made to the Company by the former shareholder of a subsidiary, Max Trend International Limited, which was unsecured, interest-free and repayable on demand.

As of July 31, 2013, amount due to a related party of $6,701,132 represented temporary advances made to the Company by the director and chief executive officer of the Company, Mr. Weng Kung Wong, which was unsecured, interest-free and have no fixed term of repayment. It is expected not to be repayable in the next twelve months.

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6. ACCRUED LIABILITIES AND OTHER PAYABLES (Tables)

9 Months Ended

Jul. 31, 2013

Payables and Accruals [Abstract]

Accrued liabilities and other payables

	July 31, 2013		October 31, 2012
Advances from third parties	$	91,839	$	10,000
Accrued operating expenses		90,286		69,387
Accrued Interest Expense		90,069		–
Potential Tax Penalty Liability		100,000		–
Deposits received		199,788		–
Deferred revenue		–		3,048
	$	571,982	$	82,435

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13. COMMITMENTS AND CONTINGENCIES

9 Months Ended

Jul. 31, 2013

Commitments and Contingencies Disclosure [Abstract]

COMMITMENTS AND CONTINGENCIES

(a) Operating lease commitment

The Company leases certain office premises under operating lease that expire at various dates through 2014. The leases, which cover periods from one to two years, generally provide for renewal options at specified rental amounts.

Aggregate rent expenses for the three months ended July 31, 2013 and 2012 were $2,397 and $3,725, respectively.

Aggregate rent expenses for the nine months ended July 31, 2013 and 2012 were $7,267 and $7,212, respectively.

As of July 31, 2013, the Company has future minimum rental payments due under non-cancelable operating lease in the next two years and thereafter, as follows:

Year ending July 31:
	2014	$	9,273
	2015		3,091
	Total	$	12,364

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10. RELATED PARTY TRANSACTIONS (Details Narrative) (Related company, USD $)	9 Months Ended
	Jul. 31, 2013	Jul. 31, 2012
Related company
Rent expense	$ 7,267	$ 7,217

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7. OBLIGATION UNDER FINANCE LEASE (Details) (USD $)	Jul. 31, 2013	Oct. 31, 2012
Obligation Under Finance Lease Details
Finance lease	$ 55,517	$ 41,671
Less: interest expense	(10,055)	(1,937)
Net present value of finance lease	45,462	39,734
Current portion	10,733	8,413
Non-current portion	34,729	31,321
Total	$ 45,462	$ 39,734

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9. INCOME TAXES (Tables)

9 Months Ended

Jul. 31, 2013

Income Tax Disclosure [Abstract]

Local (United States) and foreign components of (loss) income before income taxes

	Nine months ended July 31,
	2013			2012
Tax jurisdictions from:
Local	$	(202,701	)	$	(381,556	)
Foreign, representing
BVI		–			(53,646	)
Malaysia		58,504			206,651
Hong Kong		(51	)		(1,325	)
The PRC		(57,574	)		937,807
Income before income taxes	$	(201,822	)	$	707,931

Provision for income taxes

	Nine months ended July 31,
	2013		2012
Current:
Local	$	–	$	–
Foreign, representing
Malaysia		310,698		–
Hong Kong		–		–
The PRC		–		221,035
Deferred:
Local		–		–
Foreign, representing
Malaysia		–		–
Hong Kong		–		–
The PRC		–		–
Income tax expense	$	310,698	$	221,035

Reconciliation of income before income taxes to the effective tax rate

	Nine months ended July 31,
	2013			2012
(Loss) income before income taxes	$	(402,745	)	$	206,651
Statutory income tax rate		20	%		20	%
Income tax at statutory tax rate		(80,548	)		41,330
Tax effect of non-deductible expenses		173,541			50,957
Tax effect of non-taxable income		–			(150,303	)
Tax effect of tax allowances		(1,960	)		–
Tax adjustment		54,532			–
Net operating loss		165,133			58,016
Income tax expense	$	310,698		$	–

Significant components of the aggregate deferred tax assets

	July 31, 2013			October 31, 2012
Deferred tax assets:
Capital loss	$	44,199		$	44,199
Net operating loss carryforwards
Local (United States)		75,640			148,632
Hong Kong		727			718
		120,566			193,549
Less: valuation allowance		(120,566	)		(193,549	)
Deferred tax assets	$	–		$	–

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8. LONG TERM BANK LOAN (Tables)

9 Months Ended

Jul. 31, 2013

Long Term Bank Loan Tables

Schedule of bank loans

	July 31, 2013			October 31, 2012
Bank loans from financial institutions in Malaysia,
Hong Leong Bank Berhad	$	12,456,272		$	–
					–
RHB Bank Berhad		3,041,543
		15,497,815
Less: current portion		(603,322	)		–
	$	14,894,493		$	–

Minimum future payments of borrowings

Year ending July 31:
	2014	$	603,322
	2015		644,088
	2016		688,342
	2017		736,380
	2018		788,528
	Thereafter		12,037,155
	Total:	$	15,497,815

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9. INCOME TAXES (Details 2) (USD $)	3 Months Ended		9 Months Ended
	Jul. 31, 2013	Jul. 31, 2012	Jul. 31, 2013	Jul. 31, 2012
Net operating loss	$ (367,446)	$ (72,805)	$ 587,862	$ (20,071)
Income tax expense	(28,993)	101,669	310,698	221,035
MALAYSIA
(Loss) income before income taxes			(402,745)	206,651
Statutory income tax rate			20.00%	20.00%
Income tax at statutory tax rate			(80,548)	41,330
Tax effect of non-deductible expenses			173,541	50,957
Tax effect of non-taxable income			0	(150,303)
Tax effect of tax allowances			(1,960)	0
Tax adjustment			54,532	0
Net operating loss			165,133	58,016
Income tax expense			$ 310,698	$ 0

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4. PROPERTY, PLANT AND EQUIPMENT, NET (Details) (USD $)	Jul. 31, 2013	Oct. 31, 2012
Property, plant and equipment, gross	$ 60,147,286	$ 30,659,122
Less: accumulated depreciation	(149,449)	(100,914)
Less: foreign translation difference	7,114	(556)
Property, plant and equipment, net	60,004,951	30,557,652
Freehold plantation land
Property, plant and equipment, gross	7,845,805	7,845,805
Land under development
Property, plant and equipment, gross	22,355,144	22,355,144
Commercial building
Property, plant and equipment, gross	30,104,460	0
Motor vehicles
Property, plant and equipment, gross	293,682	277,355
Furniture, fixture and equipment
Property, plant and equipment, gross	80,780	30,760
Foreign translation difference
Property, plant and equipment, gross	$ (532,585)	$ 150,058

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7. OBLIGATIONS UNDER FINANCE LEASE (Narrative)	Jul. 31, 2013
Obligations Under Finance Lease Narrative
Effective interest rate of vehicle finance lease	6.58%

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11. SEGMENT INFORMATION (Details) (USD $)	3 Months Ended		9 Months Ended
	Jul. 31, 2013	Jul. 31, 2012	Jul. 31, 2013	Jul. 31, 2012	Oct. 31, 2012
Revenues, net	$ 77,357	$ 553,535	$ 1,826,829	$ 1,416,659
Cost of revenues	46,181	49,684	112,725	243,085
Gross profit	31,176	503,851	1,714,104	1,173,574
Depreciation	17,680	13,761	48,535	41,812
Net income (loss)	(976,346)	205,577	(706,636)	486,896
Total assets	61,819,100	25,922,287	61,819,100	25,922,287	41,584,958
Expenditure for long-lived assets	28,491,580	0	28,491,580	11,360
Software Business
Revenues, net	0	4,631	1,620,759	214,528
Cost of revenues	(7,704)	(14,701)	(21,436)	(28,352)
Gross profit	(7,704)	(10,070)	1,599,323	186,176
Depreciation	1,037	2,737	3,143	2,737
Net income (loss)	(35,364)	(140,258)	1,567,122	155,671
Total assets	23,183	12,254	23,183	12,254
Expenditure for long-lived assets	0	0	0	0
Trading Business
Revenues, net	0	0	0	0
Cost of revenues	0	0	0	0
Gross profit	0	0	0	0
Depreciation	0	0	0	0
Net income (loss)	0	0	0	0
Total assets	0	0	0	0
Expenditure for long-lived assets	0	0	0	0
Plantation Business
Revenues, net	46,823	548,904	145,994	1,202,131
Cost of revenues	(38,477)	(34,983)	(91,289)	(214,733)
Gross profit	8,346	513,921	54,705	987,398
Depreciation	4,621	3,602	14,004	11,306
Net income (loss)	(19,206)	132,922	(48,666)	462,005
Total assets	8,675,347	9,013,980	8,675,347	9,013,980
Expenditure for long-lived assets	0	0	0	115
Real Estate Business
Revenues, net	30,534	0	60,076	0
Cost of revenues	0	0	0	0
Gross profit	30,534	0	60,076	0
Depreciation	1,984	0	2,330	0
Net income (loss)	(692,340)	0	(919,500)	0
Total assets	52,996,012	8,375,916	52,996,012	8,375,916
Expenditure for long-lived assets	28,440,490	0	28,440,490	0
Corporate
Revenues, net	0	0	0	0
Cost of revenues	0	0	0	0
Gross profit	0	0	0	0
Depreciation	10,038	7,422	29,058	27,769
Net income (loss)	(237,729)	212,913	(1,305,592)	(130,780)
Total assets	124,558	8,520,137	124,558	8,520,137
Expenditure for long-lived assets	$ 51,090	$ 0	$ 51,090	$ 11,245

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3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details)	9 Months Ended
	Jul. 31, 2013
Freehold plantation land
Property, plant and equipment useful lives	Indefinite, as per land titles
Land under development
Property, plant and equipment useful lives	Indefinite or 99 years, as per land titles
Commercial building
Property, plant and equipment useful lives	99 years
Motor vehicles
Property, plant and equipment useful lives	5 years
Furniture, fixture and equipment
Property, plant and equipment useful lives	10 years

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8. LONG TERM BANK LOAN (Details Narrative)	9 Months Ended
	Jul. 31, 2013
Fifteen Story Commercial Building
Lending rate	6.60%
Debt maturity date	Jul. 31, 2028
Twelve Story Commercial Building
Lending rate	6.60%
Debt maturity date	Jul. 31, 2037

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7. OBLIGATION UNDER FINANCE LEASE (Tables)

9 Months Ended

Jul. 31, 2013

Leases [Abstract]

Obligation under the finance lease

	July 31, 2013			October 31, 2012
Finance lease	$	55,517		$	41,671
Less: interest expense		(10,055	)		(1,937	)
Net present value of finance lease	$	45,462		$	39,734
Current portion	$	10,733		$	8,413
Non-current portion		34,729			31,321
Total	$	45,462		$	39,734

Maturities of the finance lease

Year ending July 31:
	2014	$	10,733
	2015		10,733
	2016		10,733
	2017		10,733
	2018		2,530
	Total	$	45,462

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1. BASIS OF PRESENTATION

9 Months Ended

Jul. 31, 2013

Organization, Consolidation and Presentation of Financial Statements [Abstract]

BASIS OF PRESENTATION

The accompanying unaudited condensed consolidated financial statements have been prepared by management in accordance with both accounting principles generally accepted in the United States (“GAAP”), and the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Certain information and note disclosures normally included in audited financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to those rules and regulations, although the Company believes that the disclosures made are adequate to make the information not misleading.

In the opinion of management, the consolidated balance sheet as of October 31, 2012 which has been derived from audited financial statements and these unaudited condensed consolidated financial statements reflect all normal and recurring adjustments considered necessary to state fairly the results for the periods presented. The results for the period ended July 31, 2013 are not necessarily indicative of the results to be expected for the entire fiscal year ending October 31, 2013 or for any future period.

These unaudited condensed consolidated financial statements and notes thereto should be read in conjunction with the Management’s Discussion and the audited financial statements and notes thereto included in the Annual Report on Form 10-K for the year ended October 31, 2012.

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3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

9 Months Ended

Jul. 31, 2013

Accounting Policies [Abstract]

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The accompanying condensed consolidated financial statements reflect the application of certain significant accounting policies as described in this note and elsewhere in the accompanying condensed consolidated financial statements and notes.

· Use of estimates

In preparing these condensed consolidated financial statements, management makes estimates and assumptions that affect the reported amounts of assets and liabilities in the balance sheets and revenues and expenses during the periods reported. Actual results may differ from these estimates.

· Basis of consolidation

The condensed consolidated financial statements include the accounts of PGCG and its subsidiaries. All significant inter-company balances and transactions between the Company and its subsidiaries have been eliminated upon consolidation.

· Cash and cash equivalents

Cash and cash equivalents are carried at cost and represent cash on hand, demand deposits placed with banks or other financial institutions and all highly liquid investments with an original maturity of three months or less as of the purchase date of such investments.

As of July 31, 2013, the Company has $148,151 cash balance located in the PRC.

· Accounts receivable

Accounts receivable are recorded at the invoiced amount and do not bear interest. The Company extends unsecured credit to its customers in the ordinary course of business but mitigates the associated risks by performing credit checks and actively pursuing past due accounts. An allowance for doubtful accounts is established and determined based on managements’ assessment of known requirements, aging of receivables, payment history, the customer’s current credit worthiness and the economic environment. The Company did not record any allowance for doubtful accounts for the periods presented.

· Advances to suppliers

The Company generally makes advanced payments to suppliers for material in the normal course of business. Advances to suppliers are recorded when payment is made by the Company and relieved against inventory when goods are received. The advance payments to suppliers may include provisions that set the purchase price and delivery date of raw materials. Advances to suppliers are interest free and unsecured.

· Property, plant and equipment

Property, plant and equipment are stated at cost less accumulated depreciation and accumulated impairment losses, if any. Depreciation is calculated on the straight-line basis over the following expected useful lives from the date on which they become fully operational:

	Expected useful life
Freehold plantation land	Indefinite, as per land titles
Land under development	Indefinite or 99 years, as per land titles
Commercial building	99 years
Motor vehicles	5 years
Furniture, fixture and equipment	10 years

Expenditures for maintenance and repairs are expensed as incurred. The gain or loss on the disposal of plant and equipment is the difference between the net sales proceeds and the carrying amount of the relevant assets and is recognized in the statement of operations.

· Impairment of long-lived assets

Long-lived assets primarily include freehold plantation land, land under development, commercial building. In accordance with the provision of ASC Topic 360-10-5, “Impairment or Disposal of Long-Lived Assets”, the Company generally conducts its annual impairment evaluation to its long-lived assets, usually in the fourth quarter of each year, or more frequently if indicators of impairment exist, such as a significant sustained change in the business climate. The recoverability of long-lived assets is measured at the reporting unit level. If the total of the expected undiscounted future net cash flows is less than the carrying amount of the asset, a loss is recognized for the difference between the fair value and carrying amount of the asset. There has been no impairment charge for the periods presented.

· Finance leases

Leases that transfer substantially all of the rewards and risks of ownership to the lessee, other than legal title, are accounted for as finance leases. Substantially all of the risks or benefits of ownership are deemed to have been transferred if any one of the four criteria is met: (i) transfer of ownership to the lessee at the end of the lease term, (ii) the lease containing a bargain purchase option, (iii) the lease term exceeding 75% of the estimated economic life of the leased asset, (iv) the present value of the minimum lease payments exceeding 90% of the fair value. At the inception of a finance lease, the Company as the lessee records an asset and an obligation at an amount equal to the present value of the minimum lease payments. The leased asset is amortized over the shorter of the lease term or its estimated useful life if title does not transfer to the Company, while the leased asset is depreciated in accordance with the Company’s depreciation policy if the title is to eventually transfer to the Company. The periodic rent payments made during the lease term are allocated between a reduction in the obligation and interest element using the effective interest method in accordance with the provisions of ASC Topic 835-30, “Imputation of Interest”.

· Revenue recognition

The Company recognizes its revenue in accordance with ASC Topic 605, “Revenue Recognition”, upon the delivery of its products when: (1) title and risk of loss are transferred; (2) persuasive evidence of an arrangement exists; (3) there are no continuing obligations to the customer; and (4) the collection of related accounts receivable is probable. The Company’s sale arrangements do not contain general rights of return.

(a) Software sales

The Company generally sells the software products in an arrangement that is bundled with maintenance and support service and/or website development service, based upon the customers’ specification or modification.

The Company adopts ASC 985-20 and allocates the total arrangement fee among each element based on vendor-specific objective evidence of the relative fair value of each of the elements. The Company limits its assessment of fair value of each element to the price charged when the same element is sold separately. Under the residual method, the fair value of the undelivered elements is deferred and the remaining portion of the arrangement fee is recognized as revenue, assuming collection is probable. For the billed software product sales, the revenue from the undelivered element is included in deferred revenue and amortized ratably to revenue over its contractual term, typically one year.

Revenues from the sale of software products are recognized and completely earned upon shipment or electronic delivery of the product provided that persuasive evidence of an arrangement exists, collection is probable, payment terms are fixed and determinable and no significant obligations remain.

Revenues from the provision of website development service including website design and development are recognized upon the ownership and operating rights of website domain are transferred to the customers.

Revenues from the provision of maintenance and support service are recognized when service rendered, which consist of technical support and software upgrades and enhancements. The Company generally offers maintenance and support service to its customers for a period of twelve months, free of charge or at a monthly fixed fee. Amounts invoiced or collected in advance from the customers of delivering maintenance and support service is recorded as deferred revenue. Revenue is recognized when the related service is rendered.

(b) Luxury consumer products

The Company earns the revenue from trading of luxury consumer products. Revenue is recognized when title passes to the customer, which is generally when the product is shipped and delivered to the customers, assuming no significant the Company’s obligations remain and the collection of relevant receivables is probable.

(c) Plantation sales

The Company offers two types of plantation products comprising of palm oil products and castor products.

Revenue from the sale of palm oil product is recognized upon confirmation of the weight of fresh fruit bunches and shipment to the customer, when there is persuasive evidence of an arrangement, delivery has occurred and risk of loss has passed, the sales price is fixed or determinable at the date of sale, and collectibility is reasonably assured.

Revenue from castor products includes sale of seeding and rendering of technical know-how under a bundled sales arrangement. The Company adopts Accounting Standards Codification (“ASC”) 605-25, “Multiple-Element Arrangements” and recognizes revenue as services are performed when all of the following conditions are satisfied: (1) there is persuasive evidence of an arrangement; (2) the service offering has been delivered to the client; (3) the collection of fees is probable; and (4) the amount of fees to be paid by the client is fixed or determinable.

A bundled sale arrangement involves multiple deliverables provided by the Company, where bundled service deliverables are accounted for in accordance with ASC 605-25. The Company determines each of service deliverable element and allocates the total arrangement fee among each element based on vendor-specific objective evidence of the relative fair value of each of the elements. The Company limits its assessment of fair value of each element to the price charged when the same element is sold separately. Under the residual method, the fair value of the undelivered elements is deferred and the remaining portion of the arrangement fee is recognized as revenue, assuming collection is probable. Sale of castor oilseeds is recognized when legal title passes to the customer, which is generally upon delivery of oilseeds. Rendering of technical know-how service is recognized when the principal terms of the service agreement are fulfilled and the certificate of satisfaction is confirmed by the customers.

(d) Real estate

The Company generally leases the units under operating leases with terms of two years or less. However, the Company expects to sign a ten year lease covering the majority of its 15 story building in the near future. As of July 31, 2013, we expect to record $75,729 in lease revenue per year over the life of the lease using the straight-line method in accordance with SFAS No. 13, “Accounting for Leases” (“SFAS No. 13”). 

Rental income related to leases is recognized in the period earned over the lease term in accordance with Statement of Financial Accounting Standards SFAS No.13. Rent concessions are recognized as an offset to revenues collected over the term of the underlying lease.

· Cost of revenues

Cost of revenue on software sales primarily includes the purchase cost of software products and the labor cost incurred in the modifications, customization and enhancement of software products, the development of websites and maintenance and support services. All costs are expensed off when the title of software products and its related website domain are transferred to the customer. The cost incurred in website development is not capitalized because the ownership and operating right of its website domain is vested on the customer, not the Company itself.

The cost of software products is not capitalized because of the related party nature of the development and the quickly changing software market.

Cost of revenue on sales of luxury consumer products primarily consists of the purchase cost of luxury consumer products.

Cost of revenue on plantation sales includes rental on plantation land, material supplies and subcontracting costs incurred for planting, fertilizing and harvesting the palm oil tree. Shipping and handling costs associated with the distribution of fresh fruit bunches to the customers are also included in cost of revenues.

Rental expenses shown on the accompanying Statements of Operations include costs associated with on-site and property management personnel, repairs and maintenance, property insurance, marketing, landscaping and other on-site and related administrative costs. Utility expenses are paid directly by tenants. 

· Comprehensive income

ASC Topic 220, “Comprehensive Income” establishes standards for the reporting and display of comprehensive income, its components and accumulated balances. Comprehensive income as defined includes all changes in equity during a period from non-owner sources. Accumulated comprehensive income, as presented in the accompanying statements of stockholders’ equity consists of changes in unrealized gains and losses on foreign currency translation and available-for-sale marketable securities. This comprehensive income is not included in the computation of income tax expense or benefit.

· Income taxes

Income taxes are determined in accordance with the provisions of ASC Topic 740, “Income Taxes” (“ASC 740”). Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are measured using enacted income tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Any effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.

ASC 740 prescribes a comprehensive model for how companies should recognize, measure, present, and disclose in their financial statements uncertain tax positions taken or expected to be taken on a tax return. Under ASC 740, tax positions must initially be recognized in the financial statements when it is more likely than not the position will be sustained upon examination by the tax authorities. Such tax positions must initially and subsequently be measured as the largest amount of tax benefit that has a greater than 50% likelihood of being realized upon ultimate settlement with the tax authority assuming full knowledge of the position and relevant facts.

For the three and nine months ended July 31, 2013, the Company did not have any interest and penalties associated with tax positions. As of July 31, 2013, the Company did not have any significant unrecognized uncertain tax positions.

The Company conducts major businesses in Malaysia and China and is subject to tax in its own jurisdiction. As a result of its business activities, the Company will file separate tax returns that are subject to examination by the foreign tax authorities.

· Foreign currencies translation

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 statement of operations.

The reporting currency of the Company is the United States Dollars ("US$") and the accompanying financial statements have been expressed in US$. In addition, the Company’s operating subsidiaries maintain their books and record in a local currency, MYR Renminbi (“RMB”) and Hong Kong Dollars (“HK$”), which is functional currency as being the primary currency of the economic environment in which the entity operates.

In general, for consolidation purposes, assets and liabilities of its subsidiaries whose functional currency is not the 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 statement of stockholders’ equity. The gains and losses are recorded as a separate component of accumulated other comprehensive income within the statement of stockholders’ equity.

Translation of amounts from the local currencies of the Company into US$ has been made at the following exchange rates for the respective periods:

	July 31,
	2013		2012
Period-end MYR : US$1 exchange rate		3.2352		3.1827
Period-average MYR : US$1 exchange rate		3.0961		3.1197
Period-end RMB : US$1 exchange rate		6.1792		6.3257
Period-average RMB : US$1 exchange rate		6.2499		6.3289
Period-end HK$ : US$1 exchange rate		7.7561		7.7560
Period-average HK$ : US$1 exchange rate		7.7570		7.7603

· 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.

· Segment reporting

ASC Topic 280, “Segment Reporting” establishes standards for reporting information about operating segments on a basis consistent with the Company’s internal organization structure as well as information about geographical areas, business segments and major customers in financial statements. During the period ended July 31, 2013, the Company operates in four reportable operating segments.

· Fair value of financial instruments

The carrying value of the Company’s financial instruments (excluding obligation under finance lease): cash and cash equivalents, accounts receivable, amounts due from related parties, deposits and other receivables, income tax payable, amount due to related parties, accrued liabilities and other payables approximate at their fair values because of the short-term nature of these financial instruments.

Management believes, based on the current market prices for interest rates on similar debt instruments, the fair value of its obligation under finance lease and long term bank loan approximates the carrying amount.

The Company also follows the guidance of the ASC Topic 820-10, “Fair Value Measurements and Disclosures” ("ASC 820-10"), with respect to financial assets and liabilities that are measured at fair value. ASC 820-10 establishes a three-tier fair value hierarchy that prioritizes the inputs used in measuring fair value as follows:

Level 1 : Observable inputs such as quoted prices in active markets;

Level 2 : Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and

Level 3 : Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions

· Recent accounting pronouncements

The Company has reviewed all recently issued, but not yet effective, accounting pronouncements and do not believe the future adoption of any such pronouncements may be expected to cause a material impact on its financial condition or the results of its operations.

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6. ACCRUED LIABILITIES AND OTHER PAYABLES

9 Months Ended

Jul. 31, 2013

Payables and Accruals [Abstract]

ACCRUED LIABILITIES AND OTHER PAYABLES

Accrued liabilities and other payables consist of the following:

	July 31, 2013		October 31, 2012
Advances from third parties	$	91,839	$	10,000
Accrued operating expenses		90,286		69,387
Accrued Interest Expense		90,069		–
Potential Tax Penalty Liability		100,000		–
Deposits received		199,788		–
Deferred revenue		–		3,048
	$	571,982	$	82,435

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4. PROPERTY, PLANT AND EQUIPMENT, NET

9 Months Ended

Jul. 31, 2013

Property, Plant and Equipment [Abstract]

PROPERTY, PLANT AND EQUIPMENT, NET

	July 31, 2013			October 31, 2012
Plantation land	$	7,845,805		$	7,845,805
Land under development		22,355,144			22,355,144
Commercial building		30,104,460			–
Motor vehicles		293,682			277,355
Furniture, fixture and equipment		80,780			30,760
Foreign translation difference		(532,585	)		150,058
		60,147,286			30,659,122
Less: accumulated depreciation		(149,449	)		(100,914	)
Less: foreign translation difference		7,114			(556	)
Total	$	60,004,951		$	30,557,652

Depreciation expense for the three months ended July 31, 2013 and 2012 was $17,680 and $13,761, respectively.

Depreciation expense for the nine months ended July 31, 2013 and 2012 was $48,535 and $41,812, respectively.

On December 11, 2012, PGCG Assets consummated the purchase of a fifteen story office building located at Geran 10010, Lot 238, Section 43, Town and District of Kuala Lumpur, Wilayah Persekutuan, Kuala Lumpur, Malaysia, which is reclassified as commercial building under Properties, plant and equipment.

As of July 31, 2013, PGCG Assets completed the purchase of a twelve story office building located at Geran 10010, Lot 238, Section 43, Town and District of Kuala Lumpur, Wilayah Persekutuan, Kuala Lumpur, Malaysia, which is reclassified as commercial building under Properties, plant and equipment.

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8. LONG TERM BANK LOAN (Details 1) (USD $)	Jul. 31, 2013	Oct. 31, 2012
Total bank loans	$ 15,497,815
Current portion long term bank loan	(603,322)	0
Long term bank loans	14,894,493	0
Malaysia
Total bank loans	12,456,272
Hong Leong Bank Berhad
Total bank loans
RHB Bank Berhad
Total bank loans	$ 3,041,543

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11. SEGMENT INFORMATION (Tables)

9 Months Ended

Jul. 31, 2013

Segment Reporting [Abstract]

Reportable segments

	Three months ended July 31, 2013
	Software Business			Trading Business		Plantation Business			Real Estate Business			Corporate			Total
Revenues, net	$	–		$	–	$	46,823		$	30,534		$	–		$	77,357
Cost of revenues		(7,704	)		–		(38,477	)		–			–			(46,181	)
Gross profit		(7,704	)		–		8,346			30,534			–			31,176
Depreciation		1,037			–		4,621			1,984			10,038			17,680
Net loss		(35,364	)		–		(19,206	)		(692,340	)		(237,729	)		(976,346	)
Total assets		23,183			–		8,675,347			52,996,012			124,558			61,819,100
Expenditure for long-lived assets	$	–		$	–	$	–		$	28,440,490		$	51,090		$	28,491,580

	Three months ended July 31, 2012
	Software Business			Trading Business		Plantation Business			Real Estate Business		Corporate		Total
Revenues, net	$	4,631		$	–	$	548,904		$	–	$	–	$	553,535
Cost of revenues		(14,701	)		–		(34,983	)		–		–		(49,684	)
Gross profit		(10,070	)		–		513,921			–		–		503,851
Depreciation		2,737			–		3,602			–		7,422		13,761
Net income (loss)		(140,258	)		–		132,922			–		212,913		205,577
Total assets		12,254			–		9,013,980			8,375,916		8,520,137		25,922,287
Expenditure for long-lived assets	$	–		$	–	$	–		$	–	$	–	$	–

	Nine months ended July 31, 2013
	Software Business			Trading Business		Plantation Business			Real Estate Business			Corporate			Total
Revenues, net	$	1,620,759		$	–	$	145,994		$	60,076		$	–		$	1,826,829
Cost of revenues		(21,436	)		–		(91,289	)		–			–			(112,725	)
Gross profit		1,599,323			–		54,705			60,076			–			1,714,104
Depreciation		3,143			–		14,004			2,330			29,058			48,535
Net income (loss)		1,567,122			–		(48,666	)		(919,500	)		(1,305,592	)		(706,636	)
Total assets		23,183			–		8,675,347			52,996,012			124,558			61,819,100
Expenditure for long-lived assets	$	–		$	–	$	–		$	28,440,490		$	51,090		$	28,491,580

	Nine months ended July 31, 2012
	Software Business			Trading Business		Plantation Business			Real Estate Business		Corporate			Total
Revenues, net	$	214,528		$	–	$	1,202,131		$	–	$	–		$	1,416,659
Cost of revenues		(28,352	)		–		(214,733	)		–		–			(243,085	)
Gross profit		186,176			–		987,398			–		–			1,173,574
Depreciation		2,737			–		11,306			–		27,769			41,812
Net income (loss)		155,671			–		462,005			–		(130,780	)		486,896
Total assets		12,254			–		9,013,980			8,375,916		8,520,137			25,922,287
Expenditure for long-lived assets	$	–		$	–	$	115		$	–	$	11,245		$	11,360

Geographical segment reporting

	Three months ended July 31,
		2013		2012
Revenues, net
Malaysia	$	77,357	$	90,544
The PRC		–		462,991
Total revenues, net	$	77,357	$	553,535

	Nine months ended July 31,
	2013		2012
Revenues, net
Malaysia	$	1,817,092	$	386,594
The PRC		9,737		1,030,065
Total revenues, net	$	1,826,829	$	1,416,659

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3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 1)	Jul. 31, 2013	Jul. 31, 2012
Period End | MALAYSIA
Foreign Currency Exchange Rate Translation	3.2352	3.1827
Period End | Renminbi
Foreign Currency Exchange Rate Translation	6.1792	6.3257
Period End | HONG KONG
Foreign Currency Exchange Rate Translation	7.7561	7.7560
Period Average | MALAYSIA
Foreign Currency Exchange Rate Translation	3.0961	3.1197
Period Average | Renminbi
Foreign Currency Exchange Rate Translation	6.2499	6.3289
Period Average | HONG KONG
Foreign Currency Exchange Rate Translation	7.7570	7.7603

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6. ACCRUED LIABILITIES AND OTHER PAYABLES (Details) (USD $)	Jul. 31, 2013	Oct. 31, 2012
AccruedLiabilitiesAndOtherPayablesDetailsAbstract
Advances from third parties	$ 91,839	$ 10,000
Accrued operating expenses	90,286	69,387
Accrued Interest Expense	90,069	0
Potential Tax Penalty Liability	100,000	0
Deposits received	199,788	0
Deferred revenue	0	3,048
Accrued liabilities and other payables	$ 571,982	$ 82,435

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11. SEGMENT INFORMATION (Details 1) (USD $)	3 Months Ended		9 Months Ended
	Jul. 31, 2013	Jul. 31, 2012	Jul. 31, 2013	Jul. 31, 2012
Total revenues, net	$ 77,357	$ 553,535	$ 1,826,829	$ 1,416,659
MALAYSIA
Total revenues, net	77,357	90,544	1,817,092	386,594
The PRC
Total revenues, net	$ 0	$ 462,991	$ 9,737	$ 1,030,065

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9. INCOME TAXES (Details 1) (USD $)	3 Months Ended		9 Months Ended
	Jul. 31, 2013	Jul. 31, 2012	Jul. 31, 2013	Jul. 31, 2012
Domestic current income taxes			$ 0	$ 0
Domestic deferred income taxes			0	0
Total provision for income tax	(28,993)	101,669	310,698	221,035
MALAYSIA
Foreign current income taxes			310,698	0
Foreign deferred income taxes			0	0
Total provision for income tax			310,698	0
HONG KONG
Foreign current income taxes			0	0
Foreign deferred income taxes			0	0
The PRC
Foreign current income taxes			0	221,035
Foreign deferred income taxes			$ 0	$ 0

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CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $)	Jul. 31, 2013	Oct. 31, 2012
Statement of Financial Position [Abstract]
Preferred stock par value (in Dollars per share)	$ 0.001	$ 0.001
Preferred stock shares authorized	100,000,000	100,000,000
Preferred stock shares issued	0	0
Preferred stock shares outstanding	0	0
Common stock par value (in Dollars per share)	$ 0.001	$ 0.001
Common stock shares authorized	1,000,000,000	1,000,000,000
Common stock shares issued	512,682,393	512,682,393
Common stock shares outstanding	512,682,393	512,682,393

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9. INCOME TAXES

9 Months Ended

Jul. 31, 2013

Income Tax Disclosure [Abstract]

INCOME TAXES

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

	Nine months ended July 31,
	2013			2012
Tax jurisdictions from:
Local	$	(202,701	)	$	(381,556	)
Foreign, representing
BVI		–			(53,646	)
Malaysia		58,504			206,651
Hong Kong		(51	)		(1,325	)
The PRC		(57,574	)		937,807
Income before income taxes	$	(201,822	)	$	707,931

Provision for income taxes consisted of the following:

	Nine months ended July 31,
	2013		2012
Current:
Local	$	–	$	–
Foreign, representing
Malaysia		310,698		–
Hong Kong		–		–
The PRC		–		221,035
Deferred:
Local		–		–
Foreign, representing
Malaysia		–		–
Hong Kong		–		–
The PRC		–		–
Income tax expense	$	310,698	$	221,035

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. During the periods presented, the Company has subsidiaries that operate in Malaysia, Hong Kong and the PRC that are subject to tax in the jurisdictions in which they operate, as follows:

United States of America

As of July 31, 2013, the operations in the United States of America incurred $102,187 of cumulative net operating losses which can be carried forward to offset future taxable income. The net operating loss carryforwards begin to expire in 2033, if unutilized. There is also a capital loss of $126,282 from the sale of a subsidiary. The Company has provide a full valuation allowance of $79,964 against deferred tax assets on the expected future benefits from the net operating loss carryforwards and the capital loss as the management believes it is more likely than not that these assets will not be realized in the future.

The Company has adopted ASC 740-10 “Accounting for Income Taxes” and recorded a liability for an uncertain income tax position, tax penalties and any imputed interest thereon. The amount, recorded as an obligation, is $100,000 at July 31, 2013.

British Virgin Islands

Under the current BVI law, PGIL and PPIL are not subject to tax on income.

Hong Kong

Max Trend is subject to Hong Kong Profits Tax, which is charged at the statutory income rate of 16.5% on its assessable income.

The PRC

SMTG is subject to the Corporate Income Tax governed by the Income Tax Law of the People’s Republic of China with a unified statutory income tax rate of 25%.

Malaysia

All subsidiaries in Malaysia are subject to the Malaysia Corporate Tax Laws at a progressive income tax rate starting from 20% on the assessable income for its tax year. A reconciliation of income before income taxes to the effective tax rate as follows:

	Nine months ended July 31,
	2013			2012
(Loss) income before income taxes	$	(402,745	)	$	206,651
Statutory income tax rate		20	%		20	%
Income tax at statutory tax rate		(80,548	)		41,330
Tax effect of non-deductible expenses		173,541			50,957
Tax effect of non-taxable income		–			(150,303	)
Tax effect of tax allowances		(1,960	)		–
Tax adjustment		54,532			–
Net operating loss		165,133			58,016
Income tax expense	$	310,698		$	–

The following table sets forth the significant components of the aggregate deferred tax assets of the Company as of July 31, 2013 and October 31, 2012:

	July 31, 2013			October 31, 2012
Deferred tax assets:
Capital loss	$	44,199		$	44,199
Net operating loss carryforwards
Local (United States)		75,640			148,632
Hong Kong		727			718
		120,566			193,549
Less: valuation allowance		(120,566	)		(193,549	)
Deferred tax assets	$	–		$	–

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CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $)	9 Months Ended
	Jul. 31, 2013	Jul. 31, 2012
Cash flows from operating activities:
Net (loss) income	$ (706,636)	$ 486,896
Adjustments to reconcile net (loss) income to net cash provided by (used in) operating activities:
Depreciation	48,535	41,812
Realized loss (gain) from sale of available-for-sale securities	360,256	(641,808)
Gain on disposal of plant and equipment	0	(1,434)
Net loss on acquisition	0	53,646
Changes in operating assets and liabilities:
Accounts receivable	30,076	(35,766)
Advances to suppliers	(800,013)	0
Deposits and other receivables	(48,397)	55,895
Accounts payable	3,525	(1,575)
Income tax payable	294,529	(33,797)
Advances from third parties	597,530	0
Accrued liabilities and other payables	509,434	(12,705)
Net cash provided by (used in) operating activities	238,839	(88,836)
Cash flows from investing activities:
Purchase of marketable securities	0	(9,350,736)
Proceeds from sale of marketable securities	6,305,102	6,674,466
Payment on plantation purchase	(12,946)	(7,046,513)
Acquisition of a subsidiary, net of cash acquired	0	174,982
Payments on investment deposits	0	(1,762,984)
Payments on land purchase	0	(4,058,070)
Payment on commercial buildings purchase	(28,427,544)	(2,691,276)
Purchase of plant and equipment	(51,090)	(11,360)
Proceeds from disposal of property, plant and equipment	0	8,975
Net cash used in investing activities	(22,186,478)	(18,062,516)
Cash flows from financing activities:
Advances from a director	5,256,017	5,588,383
Advances from related parties	0	32,905
Payments on finance lease	(6,265)	(6,184)
Proceeds from sale of common stock	0	12,434,300
Proceeds from bank loan	16,194,197	0
Net cash provided by financing activities	21,443,949	18,049,404
Foreign currency translation adjustment	(22,681)	(216,301)
NET CHANGE IN CASH AND CASH EQUIVALENTS	(526,371)	(318,249)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	1,336,849	2,592,687
CASH AND CASH EQUIVALENTS, END OF PERIOD	810,478	2,274,438
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid for income tax	66,169	254,833
Cash paid for interest	$ 668,331	$ 1,450

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CONDENSED CONSOLIDATED BALANCE SHEETS (USD $)	Jul. 31, 2013	Oct. 31, 2012
ASSETS
Cash and cash equivalents	$ 810,478	$ 1,336,849
Marketable securities, available-for-sale	0	6,473,773
Accounts receivable	31,199	63,157
Advances to suppliers	890,536	0
Deposits and other receivables	24,733	85,360
Amount due from a related company	57,203	0
Total current assets	1,814,149	7,959,139
Property, plant and equipment, net	60,004,951	30,557,652
Non-current assets:
Deposits on commercial buildings		3,068,167
TOTAL ASSETS	61,819,100	41,584,958
LIABILITIES AND STOCKHOLDERS' EQUITY
Accounts payable	8,506	5,431
Amount due to a related party	294,331	1,988,516
Advances from third parties	571,835	0
Income tax payable	1,024,605	834,925
Current portion of long term bank loan	603,322	0
Current portion of obligation under finance lease	10,733	8,413
Accrued liabilities and other payables	571,982	82,435
Total current liabilities	3,085,314	2,919,720
Obligation under finance lease	34,729	31,321
Amount due to a related party	6,701,132	0
Long term bank loan	14,894,493	0
Total liabilities	24,715,668	2,951,041
Commitments and contingencies
Stockholders' equity:
Preferred stock, $0.001 par value; 100,000,000 shares authorized; no shares issued and outstanding	0	0
Common stock, $0.001 par value; 1,000,000,000 shares authorized; 512,682,393 and 512,682,393 shares issued and outstanding, respectively	512,683	512,683
Additional paid-in capital	35,088,677	35,088,677
Accumulated other comprehensive income (loss)	(845,532)	(21,683)
Retained earnings	2,347,604	3,054,240
Total stockholders' equity	37,103,432	38,633,917
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$ 61,819,100	$ 41,584,958

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12. CONCENTRATIONS OF RISK (Details) (USD $)	3 Months Ended		9 Months Ended
	Jul. 31, 2013	Jul. 31, 2012	Jul. 31, 2013	Jul. 31, 2012
Customer C | Plantation Business
Revenue	$ 46,774			$ 566,795
Percentage of revenues	60.00%			40.00%
Trade accounts receivable	0			0
Customer G | Real Estate Business
Revenue	30,552
Percentage of revenues	39.00%
Trade accounts receivable	0
Major Customers
Revenue	77,326	548,903	1,614,946	1,414,842
Percentage of revenues	99.00%	99.00%	89.00%	100.00%
Trade accounts receivable	0	0	0	0
Customer D | Software Business
Revenue			484,484	212,712
Percentage of revenues			27.00%	15.00%
Trade accounts receivable			0	0
Customer E | Software Business
Revenue			484,484
Percentage of revenues			27.00%
Trade accounts receivable			0
Customer F | Software Business
Revenue			645,978
Percentage of revenues			35.00%
Trade accounts receivable			0
Customer A | Plantation Business
Revenue		462,991		463,270
Percentage of revenues		84.00%		33.00%
Trade accounts receivable		0		0
Customer B | Plantation Business
Revenue		85,912		172,065
Percentage of revenues		15.00%		12.00%
Trade accounts receivable		$ 0		$ 0

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12. CONCENTRATIONS OF RISK (Tables)

9 Months Ended

Jul. 31, 2013

Risks and Uncertainties [Abstract]

Major customers

		Three months ended July 31, 2013					July 31, 2013
	Business segment	Revenues		Percentage of Revenues			Trade accounts receivable
Customer C	Plantation	$	46,774		60	%		–
Customer G	Real estate		30,552		39	%		–
Total:		$	77,326		99	%		–

		Three months ended July 31, 2012					July 31, 2012
	Business segment	Revenues		Percentage of Revenues			Trade accounts receivable
Customer A	Plantation	$	462,991		84	%		–
Customer B	Plantation		85,912		15	%		–
Total:		$	548,903		99	%		–

For the nine months ended July 31, 2013 and 2012, the customer who accounted for 10% or more of the Company’s revenues is presented as follows:

		Nine months ended July 31, 2013					July 31, 2013
	Business segment	Revenues		Percentage of revenues			Trade accounts receivable
Customer D	Software	$	484,484		27	%		–
Customer E	Software		484,484		27	%		–
Customer F	Software		645,978		35	%		–
Total:		$	1,614,946		89	%		–

		Nine months ended July 31, 2012					July 31, 2012
	Business segment	Revenues		Percentage of revenues			Trade accounts receivable
Customer C	Plantation	$	566,795		40	%		–
Customer A	Plantation		463,270		33	%		–
Customer D	Software		212,712		15	%		–
Customer B	Plantation		172,065		12	%		–
Total:		$	1,414,842		100	%		–

Major vendor

	Three months ended July 31, 2013					July 31, 2013
	Purchase		Percentage of purchase			Trade accounts payable
Vendor C	$	5,610		12	%		–
Vendor E		14,341		31	%		–
Vendor F		6,151		13	%		–
Total:	$	26,102		56	%		–

	Three months ended July 31, 2012					July 31, 2012
	Purchase		Percentage of purchase			Trade accounts payable
Vendor A	$	14,701		30	%		–
Vendor B		10,752		22	%		–
Vendor C		10,180		20	%		7,488
Total:	$	35,633		72	%		7,488

For the nine months ended July 31, 2013 and 2012, the vendor who accounted for 10% or more of the Company’s purchases is presented as follows:

	Nine months ended July 31, 2013					July 31, 2013
	Purchase		Percentage of purchase			Trade accounts payable
Vendor C	$	17,005		15	%		–
Vendor E		14,341		13	%		–
Vendor F		12,024		11	%		–
Total:	$	43,370		39	%		–

	Nine months ended July 31, 2012					July 31, 2012
	Purchase		Percentage of purchase			Trade accounts payable
Vendor D	$	80,653		33	%		–
Vendor E		47,401		19	%		–
Vendor B		32,439		13	%
Vendor A		28,352		12	%		–
Total:	$	188,845		77	%		–

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4. PROPERTY, PLANT AND EQUIPMENT, NET (Tables)

9 Months Ended

Jul. 31, 2013

Property Plant And Equipment Net Tables

Property, plant and equipment

	July 31, 2013			October 31, 2012
Plantation land	$	7,845,805		$	7,845,805
Land under development		22,355,144			22,355,144
Commercial building		30,104,460			–
Motor vehicles		293,682			277,355
Furniture, fixture and equipment		80,780			30,760
Foreign translation difference		(532,585	)		150,058
		60,147,286			30,659,122
Less: accumulated depreciation		(149,449	)		(100,914	)
Less: foreign translation difference		7,114			(556	)
Total	$	60,004,951		$	30,557,652

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9. INCOME TAXES (Details) (USD $)	3 Months Ended		9 Months Ended
	Jul. 31, 2013	Jul. 31, 2012	Jul. 31, 2013	Jul. 31, 2012
Local			$ (202,701)	$ (381,556)
Income before income taxes	(1,005,339)	307,246	(395,938)	707,931
BVI
Foreign income			0	(53,646)
MALAYSIA
Foreign income			58,504	206,651
HONG KONG
Foreign income			(51)	(1,325)
The PRC
Foreign income			$ (57,574)	$ 937,807

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14. COMMITMENTS AND CONTINGENCIES (Details Narrative) (USD $)	3 Months Ended		9 Months Ended
	Jul. 31, 2013	Jul. 31, 2012	Jul. 31, 2013	Jul. 31, 2012
CommitmentsAndContingenciesDetailsNarrativeAbstract
Rent expense	$ 2,397	$ 3,725	$ 7,267	$ 7,212

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7. OBLIGATION UNDER FINANCE LEASE (Details 1) (USD $)	Jul. 31, 2013	Oct. 31, 2012
Obligation Under Finance Lease Details 1
2014	$ 10,733
2015	10,733
2016	10,733
2017	10,733
2018	2,530
Total	$ 45,462	$ 39,734

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4. PROPERTY, PLANT AND EQUIPMENT, NET (Details Narrative) (USD $)	3 Months Ended		9 Months Ended
	Jul. 31, 2013	Jul. 31, 2012	Jul. 31, 2013	Jul. 31, 2012
Property Plant And Equipment Net Details Narrative
Depreciation expense	$ 17,680	$ 13,761	$ 48,535	$ 41,812

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5. AMOUNT DUE TO A RELATED PARTY (Details Narrative) (USD $)	Jul. 31, 2013	Oct. 31, 2012
Amount due to a related party	$ 294,331	$ 1,988,516
Max Trend International Limited
Amount due to a related party	294,331
Went Kung Wong
Amount due to a related party	$ 6,701,132

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8. LONG TERM BANK LOAN

9 Months Ended

Jul. 31, 2013

Debt Disclosure [Abstract]

LONG TERM BANK LOAN

	July 31, 2013			October 31, 2012
Bank loans from financial institutions in Malaysia,
Hong Leong Bank Berhad	$	12,456,272		$	–
					–
RHB Bank Berhad		3,041,543
		15,497,815
Less: current portion		(603,322	)		–
	$	14,894,493		$	–

15 Story Bank Loan

In December 2012, the Company, through PGCG Assets obtained a loan in the principal amount of RM41,000,000 from Hong Leong Bank Berhad, a financial institution in Malaysia to finance the acquisition of a fifteen story office building property, which bears interest at a rate of 1.75% per annum over the lending rate, variable rate quoted by the bank, with 180 monthly installments over a period of 15 years and will mature on July 31, 2028. For the nine months ended July 31, 2013, the lending rate is 6.6% per annum.

The loan is secured by all assets held by PGCG Assets and is personally guaranteed by the director and chief executive officer of the Company, Mr. Weng Kung Wong and the director of the Company’s subsidiary, Mr. Kok Wai Chai and its subsidiary, UHT.

12 Story Bank Loan

In May 2013, the Company, through PGCG Assets obtained a loan in the aggregate amount of RM9,840,000 from RHB Bank Berhad, a financial institution in Malaysia to finance the acquisition of a twelve story office building property, which bears interest at a rate of 1.90% per annum over the lending rate, variable rate quoted by the bank, with 288 monthly installments over a period of 24 years and will mature in 2037. For the nine months ended July 31, 2013, the lending rate is 6.6% per annum.

The loan is secured by all assets held by PGCG Assets and is personally guaranteed by the director and chief executive officer of the Company, Mr. Weng Kung Wong and the director of the Company’s subsidiary, Mr. Kok Wai Chai and its subsidiary, UHT.

As of July 31, 2013, the minimum future payments of the aggregate bank borrowings in the next five years and thereafter are as follows:

Year ending July 31:
	2014	$	603,322
	2015		644,088
	2016		688,342
	2017		736,380
	2018		788,528
	Thereafter		12,037,155
	Total:	$	15,497,815

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2. ORGANIZATION AND BUSINESS BACKGROUND (Details)	9 Months Ended
	Jul. 31, 2013
Name of entities	PRIME GLOBAL CAPITAL GROUP Inc
Union Hub Technology Sdn. Bhd.
Name of entities	Union Hub Technology Sdn. Bhd.
Place of incorporation	Malaysia
Date of incorporation	Feb. 28, 2008
Issued capital	1,000,000 issued shares of ordinary shares of MYR 1 each
Nature of business	Provision of IT consulting and programming services and distributing consumer products
Power Green Investments Limited
Name of entities	Power Green Investments Limited
Place of incorporation	British Virgin Islands
Date of incorporation	Jan. 13, 2012
Issued capital	1 issued share of US$ 1 each
Nature of business	Inactive operation
PGCG Properties Investment Limited
Name of entities	PGCG Properties Investment Limited
Place of incorporation	British Virgin Islands
Date of incorporation	Sep. 01, 2012
Issued capital	1 issued share of US$ 1 each
Nature of business	Inactive operation
Virtual Setup Sdn. Bhd.
Name of entities	Virtual Setup Sdn. Bhd.
Place of incorporation	Malaysia
Date of incorporation	Jan. 17, 2010
Issued capital	2 issued shares of ordinary shares of MYR 1 each
Nature of business	Operation of Oil Palm plantation
PGCG Assets Holdings Sdn. Bhd.
Name of entities	PGCG Assets Holdings Sdn. Bhd.
Place of incorporation	Malaysia
Date of incorporation	Mar. 21, 2012
Issued capital	2 issued shares of ordinary shares of MYR 1 each
Nature of business	Investment in land & buildings
PGCG Development Sdn. Bhd.
Name of entities	PGCG Development Sdn. Bhd.
Place of incorporation	Malaysia
Date of incorporation	Mar. 21, 2012
Issued capital	2 issued shares of ordinary shares of MYR 1 each
Nature of business	Inactive operation
PGCG Plantations Sdn. Bhd.
Name of entities	PGCG Plantations Sdn. Bhd.
Place of incorporation	Malaysia
Date of incorporation	Oct. 04, 2011
Issued capital	2 issued shares of ordinary shares of MYR 1 each
Nature of business	Holding company of VSSB
Max Trend International Limited
Name of entities	Max Trend International Limited
Place of incorporation	Hong Kong
Date of incorporation	Aug. 18, 2010
Issued capital	2 issued shares of ordinary shares of HK$ 1 each
Nature of business	Holding company of Max Trend WFOE
Shenzhen Max Trend Green Energy Company Limited (Max Trend WOFE)
Name of entities	Shenzhen Max Trend Green Energy Company Limited (Max Trend WOFE)
Place of incorporation	The PRC, Shenzhen
Date of incorporation	Jan. 07, 2011
Issued capital	RMB 1,000,000
Nature of business	Castor cultivation and trading
Dunford Corporation Sdn. Bhd
Name of entities	Dunford Corporation Sdn. Bhd
Place of incorporation	Malaysia
Date of incorporation	Oct. 04, 1990
Issued capital	242,000 issued shares of ordinary shares of MYR 1 each
Nature of business	Property holding land
Impiana Maksima Sdn. Bhd. ("IMSB")
Name of entities	Impianan Maksima Sdn. Bhd. ("IMSB")
Place of incorporation	Malaysia
Date of incorporation	Mar. 15, 2013
Issued capital	2 issued shares of ordinary shares of MYR 1 each
Nature of business	Property development
PGCG Constructions Sdn. Bhd. ("PCSB")
Name of entities	PGCG Constructions Sdn. Bhd. ("PCSB")
Place of incorporation	Malaysia
Date of incorporation	Mar. 15, 2013
Issued capital	2 issued shares of ordinary shares of MYR 1 each
Nature of business	Construction of properties

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8. LONG TERM BANK LOAN (Details 2) (USD $)	Jul. 31, 2013
Long Term Bank Loan Details 2
Future minimum bank payments 2014	$ 603,322
Future minimum bank payments 2015	644,088
Future minimum bank payments 2016	688,342
Future minimum bank payments 2017	736,380
Future minimum bank payments 2018	788,528
Future minimum bank payments thereafter	12,037,155
Total bank borrowings	$ 15,497,815

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11. SEGMENT INFORMATION

9 Months Ended

Jul. 31, 2013

Segment Reporting [Abstract]

SEGMENT INFORMATION

(a) Business Segment Reporting

The Company operates four reportable business segments in Malaysia and the PRC, as defined by ASC Topic 280:

· Software business – sale of software products and website development

· Trading business – trading of luxury consumer products

· Plantation business – sale of palm oil products and oilseed

· Real estate business – acquisition and development of commercial and residential real estate properties in Malaysia

The accounting policies of the segments are the same as those described in the summary of significant accounting policies (see Note 4). The Company had no inter-segment sales for the periods presented. Summarized financial information concerning the Company’s reportable segments is shown as below:

	Three months ended July 31, 2013
	Software Business			Trading Business		Plantation Business			Real Estate Business			Corporate			Total
Revenues, net	$	–		$	–	$	46,823		$	30,534		$	–		$	77,357
Cost of revenues		(7,704	)		–		(38,477	)		–			–			(46,181	)
Gross profit		(7,704	)		–		8,346			30,534			–			31,176
Depreciation		1,037			–		4,621			1,984			10,038			17,680
Net loss		(35,364	)		–		(19,206	)		(692,340	)		(237,729	)		(976,346	)
Total assets		23,183			–		8,675,347			52,996,012			124,558			61,819,100
Expenditure for long-lived assets	$	–		$	–	$	–		$	28,440,490		$	51,090		$	28,491,580

	Three months ended July 31, 2012
	Software Business			Trading Business		Plantation Business			Real Estate Business		Corporate		Total
Revenues, net	$	4,631		$	–	$	548,904		$	–	$	–	$	553,535
Cost of revenues		(14,701	)		–		(34,983	)		–		–		(49,684	)
Gross profit		(10,070	)		–		513,921			–		–		503,851
Depreciation		2,737			–		3,602			–		7,422		13,761
Net income (loss)		(140,258	)		–		132,922			–		212,913		205,577
Total assets		12,254			–		9,013,980			8,375,916		8,520,137		25,922,287
Expenditure for long-lived assets	$	–		$	–	$	–		$	–	$	–	$	–

	Nine months ended July 31, 2013
	Software Business			Trading Business		Plantation Business			Real Estate Business			Corporate			Total
Revenues, net	$	1,620,759		$	–	$	145,994		$	60,076		$	–		$	1,826,829
Cost of revenues		(21,436	)		–		(91,289	)		–			–			(112,725	)
Gross profit		1,599,323			–		54,705			60,076			–			1,714,104
Depreciation		3,143			–		14,004			2,330			29,058			48,535
Net income (loss)		1,567,122			–		(48,666	)		(919,500	)		(1,305,592	)		(706,636	)
Total assets		23,183			–		8,675,347			52,996,012			124,558			61,819,100
Expenditure for long-lived assets	$	–		$	–	$	–		$	28,440,490		$	51,090		$	28,491,580

	Nine months ended July 31, 2012
	Software Business			Trading Business		Plantation Business			Real Estate Business		Corporate			Total
Revenues, net	$	214,528		$	–	$	1,202,131		$	–	$	–		$	1,416,659
Cost of revenues		(28,352	)		–		(214,733	)		–		–			(243,085	)
Gross profit		186,176			–		987,398			–		–			1,173,574
Depreciation		2,737			–		11,306			–		27,769			41,812
Net income (loss)		155,671			–		462,005			–		(130,780	)		486,896
Total assets		12,254			–		9,013,980			8,375,916		8,520,137			25,922,287
Expenditure for long-lived assets	$	–		$	–	$	115		$	–	$	11,245		$	11,360

(b) Geographic Segment Reporting

In respect of geographical segment reporting, sales are based on the countries in which the customer is located, as follows:

	Three months ended July 31,
		2013		2012
Revenues, net
Malaysia	$	77,357	$	90,544
The PRC		–		462,991
Total revenues, net	$	77,357	$	553,535

	Nine months ended July 31,
	2013		2012
Revenues, net
Malaysia	$	1,817,092	$	386,594
The PRC		9,737		1,030,065
Total revenues, net	$	1,826,829	$	1,416,659

As of July 31, 2013, the Company has $883,112 net assets from its PRC subsidiary.

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7. OBLIGATION UNDER FINANCE LEASE

9 Months Ended

Jul. 31, 2013

Obligation Under Finance Lease

OBLIGATION UNDER FINANCE LEASE

The Company purchased motor vehicle under a finance lease agreement with the effective interest rate of 6.58% per annum, due through January 21, 2017, with principal and interest payable monthly. The obligation under the finance lease is as follows:

	July 31, 2013			October 31, 2012
Finance lease	$	55,517		$	41,671
Less: interest expense		(10,055	)		(1,937	)
Net present value of finance lease	$	45,462		$	39,734
Current portion	$	10,733		$	8,413
Non-current portion		34,729			31,321
Total	$	45,462		$	39,734

As of July 31, 2013, the maturities of the finance lease for each of the five years are as follows:

Year ending July 31:
	2014	$	10,733
	2015		10,733
	2016		10,733
	2017		10,733
	2018		2,530
	Total	$	45,462

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2. ORGANIZATION AND BUSINESS BACKGROUND

9 Months Ended

Jul. 31, 2013

Organization, Consolidation and Presentation of Financial Statements [Abstract]

ORGANIZATION AND BUSINESS BACKGROUND

Prime Global Capital Group Incorporated (“PGCG” or “the Company”) was incorporated in the State of Nevada on January 26, 2009. On January 25, 2012, the Company changed its current name.

Currently, the Company, through its subsidiaries, is principally engaged in the operation of palm oil plantations, provision of IT consulting and programming services and distributing consumer products in Malaysia.

Recapitalization and reorganization

On January 15, 2010, the Company approved a 1 for 20 reverse split of its common stock. All common stock and per share data for all periods presented in these condensed consolidated financial statements have been restated to give effect to the reverse stock split.

On September 21, 2010, the Company consummated the sale to certain accredited investors of an aggregate of 1,500,000 shares of its common stock, par value $0.001, at a per share price of $0.10, or $150,000 in the aggregate, pursuant to certain subscription agreements.

On November 15, 2010, the Company consummated the sale to 18 accredited investors of an aggregate of 80,000,000 shares of its common stock, par value $0.001, at a per share price of $0.01, or $800,000 in the aggregate, pursuant to certain subscription agreements.

Concurrently, on November 15, 2010, the Company appointed three new directors, Mr. Weng Kung Wong, Mr. Liong Tat Teh and Ms. Sek Fong Wong to the Company’s Board of Directors. Furthermore, all of the Company’s former officers resigned from their positions and Mr. Weng Kung Wong was appointed as the new chief executive officer, Mr. Teh Liong Tat as the new chief financial officer.

On December 6, 2010, the Company acquired Union Hub Technology Sdn. Bhd. (“UHT”), a company incorporated under the laws of Malaysia, through a share exchange transaction, or the Share Exchange. Pursuant to the Share Exchange, the Company acquired from the UHT shareholders all of the issued and outstanding shares of UHT in exchange for the issuance of 16,500,000 shares of its common stock. As a result of the Share Exchange, UHT became a wholly owned subsidiary of the Company.

Concurrently, on December 6, 2010, the Company entered into and executed agreement to sell its wholly-owned subsidiary, Home Touch Limited (a corporation organized under the laws of the Hong Kong Special Administrative Region), to the former founders and directors for $20,000. Upon the completion of this sale, Mr. Ng and Ms. Yau, the former founders and executive officers, were resigned from their positions on the board of directors.

The share exchange transaction has been accounted for as a reverse acquisition and recapitalization of the Company whereby UHT is deemed to be the accounting acquirer (legal acquiree) and the Company to be the accounting acquiree (legal acquirer). The Company is deemed to be a continuation of the business of UHT.

On January 25, 2011, the Company changed its fiscal year from March 31 to October 31 and increased its authorized capital to 1 billion shares of common stock and 100 million shares of preferred stock.

On February 8, 2011, the Company consummated the sale to certain accredited investors of an aggregate of 400,000,000 shares of its common stock, par value $0.001, at a per share price of $0.01, or $4,000,000 in the aggregate, pursuant to certain subscription agreements.

On September 7, 2011, the Company issued 110,610 shares of restricted common stock to the executive officers as services compensation equal to $70,000 at the market price of $1.58 per share.

On December 8, 2011, the Company entered into a Memorandum of Understanding with Mr. Wichai Samphantharat, Chief District Officer of Srira Cha province, Thailand, pursuant to which the Srira Cha province government agreed to allocate to the Company 20 Rai (approximately 8 acres) of land for trial planting of castor seeds. The Company shall provide castor seeds for cultivation by third party farmers and station a minimum of two personnel at the trial planting site at its expense. The Company intends to purchase the castor beans cultivated at the trial planting site.

On December 12, 2011, the board of directors of the Company approved to initiate the process for listing shares of the Company’s common stock on one or more U.S. national securities exchanges including the NYSE Amex Equities Exchange.

On February 16, 2012, the Company consummated the sale to Mr. Weng Kung Wong, the director and chief executive officer of the Company, of an aggregate of 667,780 shares of its common stock with par value of $0.001, at a price of $2.995 per share, or $2,000,000 in the aggregate.

On March 6, 2012, the Company consummated the sale to Mr. Weng Kung Wong, the director and chief executive officer of the Company, and an existing shareholder of the Company, of an aggregate of 1,076,000 shares of its common stock with par value of $0.001, at a price of $2.984 per share, or approximately $3,210,784 in the aggregate.

On April 3, 2012, the Company consummated the sale to three accredited shareholders of the Company, of an aggregate of 628,000 shares of its common stock with par value of $0.001, at a price of $2.887 per share, or $1,813,036 in the aggregate.

On May 2, 2012, the Company consummated the sale to Mr. Weng Kung Wong, the director and chief executive officer of the Company, of an aggregate of 540,000 shares of its common stock with par value of $0.001, at a price of $2.812 per share, or $1,518,480 in the aggregate.

On June 26, 2012, the Company consummated the sale to three accredited shareholders of the Company, of an aggregate of 760,000 shares of its common stock with par value of $0.001, at a price of $2.7 per share, or $2,052,000 in the aggregate.

On January 16, 2012, the Company consummated the sale to three accredited shareholders of the Company, of an aggregate of 920,000 shares of its common stock with par value of $0.001, at a price of $2 per share, or $1,840,000 in the aggregate.

On August 6, 2012, the Company consummated the sale to three accredited shareholders of the Company of an aggregate of 2,988,000 shares of its common stock with par value of $0.001, at a price of $2 per share, or $5,976,000 in the aggregate. The Company has received the net proceeds from the sale of the shares and will use it for general corporate purposes. Mr. Weng Kung Wong, the director and chief executive officer of the Company, participated in the sale and purchased 2,038,000 of the 2,988,000 shares of common stock sold on the same terms and conditions as the other investors.

On September 24, 2012, the Company consummated the sale to three accredited shareholders of the Company of an aggregate of 2,652,000 shares of our common stock, par value $0.001, at a price of $2.40, or $6,364,800 in the aggregate. The Company has received the net proceeds from the sale of the shares and will use to fund the real estate acquisitions and for general corporate purposes. Mr. Weng Kung Wong, the director and chief executive officer of the Company, participated in the sale and purchased 2,260,000 of the 2,652,000 shares of common stock sold on the same terms and conditions as the other investors.

On October 18, 2012, the Company consummated the sale to two accredited shareholders of the Company of an aggregate of 2,340,000 shares of our common stock, par value $0.001, at a price of $2.40, or $5,616,000 in the aggregate. The Company has received the net proceeds from the sale of the shares and will use to fund the real estate acquisitions and for general corporate purposes. Mr. Weng Kung Wong, the director and chief executive officer of the Company, participated in the sale and purchased 1,860,000 of the 2,340,000 shares of common stock sold on the same terms and conditions as the other investors.

Summary of the Company’s subsidiaries

Company name	Place/date of incorporation	Particulars of issued capital	Principal activities
Union Hub Technology Sdn. Bhd. (“UHT”)	Malaysia February 28, 2008	1,000,000 issued shares of ordinary shares of MYR 1 each	Provision of IT consulting and programming services and distributing consumer products
Power Green Investments Limited (“PGIL”)	British Virgin Islands January 13, 2012	1 issued share of US$ 1 each	Inactive operation
PGCG Properties Investment Limited (“PPIL”)	British Virgin Islands September 1, 2012	1 issued share of US$ 1 each	Inactive operation
Virtual Setup Sdn. Bhd. (“VSSB”)	Malaysia January 17, 2010	2 issued shares of ordinary shares of MYR 1 each	Operation of palm oil plantation
PGCG Assets Holdings Sdn. Bhd. (“PGCG Assets”)	Malaysia March 21, 2012	2 issued shares of ordinary shares of MYR 1 each	Investment in land
PGCG Development Sdn. Bhd. (“PGCG Development”)	Malaysia March 21, 2012	2 issued shares of ordinary shares of MYR 1 each	Inactive operation

PGCG Plantations Sdn. Bhd. (“PGCG Plantation”)	Malaysia October 4, 2011	2 issued shares of ordinary shares of MYR 1 each	Holding company of VSSB
Max Trend International Limited (“Max Trend”)	Hong Kong August 18, 2010	2 issued shares of ordinary shares of HK$ 1 each	Holding company of SMTG
Shenzhen Max Trend Green Energy Company Limited (“SMTG”)	The PRC January 7, 2011	RMB 1,000,000	Castor cultivation and trading
Dunford Corporation Sdn. Bhd. (“Dunford”)	Malaysia October 4, 2009	242,000 issued shares of ordinary shares of MYR 1 each	Property holding land
Impiana Maksima Sdn. Bhd. (“IMSB”)	Malaysia March 15, 2013	2 issued shares of ordinary shares of MYR 1 each	Property development
PGCG Constructions Sdn. Bhd. (“PCSB”)	Malaysia March 15, 2013	2 issued shares of ordinary shares of MYR 1 each	Construction of properties

PGCG and its subsidiaries are hereinafter referred to as (the “Company”).

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12. CONCENTRATIONS OF RISK (Details 1) (USD $)	3 Months Ended	9 Months Ended	3 Months Ended	9 Months Ended	3 Months Ended		9 Months Ended	3 Months Ended		9 Months Ended	3 Months Ended	9 Months Ended		3 Months Ended	9 Months Ended
	Jul. 31, 2012 Vendor A	Jul. 31, 2012 Vendor A	Jul. 31, 2012 Vendor B	Jul. 31, 2012 Vendor B	Jul. 31, 2013 Vendor C	Jul. 31, 2012 Vendor C	Jul. 31, 2013 Vendor C	Jul. 31, 2013 Major Vendors	Jul. 31, 2012 Major Vendors	Jul. 31, 2012 Major Vendors	Jul. 31, 2013 Vendor E	Jul. 31, 2013 Vendor E	Jul. 31, 2012 Vendor E	Jul. 31, 2013 Vendor F	Jul. 31, 2013 Vendor F	Jul. 31, 2013 Major Customers	Jul. 31, 2012 Vendor D
Major purchases	$ 14,701	$ 28,352	$ 10,752	$ 32,439	$ 5,610	$ 10,180	$ 17,005	$ 26,102	$ 35,633	$ 188,845	$ 14,341	$ 14,341	$ 47,401	$ 6,151	$ 12,024	$ 43,370	$ 80,653
Percentage of purchases	30.00%	12.00%	22.00%	13.00%	12.00%	20.00%	15.00%	56.00%	72.00%	77.00%	31.00%	13.00%	19.00%	13.00%	11.00%	39.00%	33.00%
Trade accounts payable						$ 7,488			$ 7,488

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9. INCOME TAXES (Details 3) (USD $)	Jul. 31, 2013	Oct. 31, 2012
Deferred tax assets:
Capital loss	$ 44,199	$ 44,199
Total deferred tax assets	120,566	193,549
Less: valuation allowance	(120,566)	(193,549)
Deferred tax assets	0	0
HONG KONG
Deferred tax assets:
Net operating loss carryforward	727	718
Local (United States)
Deferred tax assets:
Net operating loss carryforward	$ 75,640	$ 148,632

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3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Narrative) (USD $)	Jul. 31, 2013	Oct. 31, 2012	Jul. 31, 2012	Oct. 31, 2011
Cash and cash equivalents	$ 810,478	$ 1,336,849	$ 2,274,438	$ 2,592,687
The People's Republic of China
Cash and cash equivalents	$ 148,151

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14. SUBSEQUENT EVENTS

9 Months Ended

Jul. 31, 2013

Subsequent Events [Abstract]

SUBSEQUENT EVENTS

The Company evaluated subsequent events through the date the financial statements were issued and filed with this Form10-Q. There were no subsequent events that required recognition or disclosure.

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10. RELATED PARTY TRANSACTIONS

9 Months Ended

Jul. 31, 2013

Related Party Transactions [Abstract]

RELATED PARTY TRANSACTIONS

For the nine months ended July 31, 2013 and 2012, the Company leased an office premise at the current market value of $7,267 and $7,217 from a related company, respectively, which is controlled by the director and chief executive officer of the Company, Mr. Weng Kung Wong in the normal course of business.

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3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)

9 Months Ended

Jul. 31, 2013

Accounting Policies [Abstract]

Schedule of expected useful life property plant and equipment

	Expected useful life
Freehold plantation land	Indefinite, as per land titles
Land under development	Indefinite or 99 years, as per land titles
Commercial building	99 years
Motor vehicles	5 years
Furniture, fixture and equipment	10 years

Exchange rates used in translation amounts

	July 31,
	2013		2012
Period-end MYR : US$1 exchange rate		3.2352		3.1827
Period-average MYR : US$1 exchange rate		3.0961		3.1197
Period-end RMB : US$1 exchange rate		6.1792		6.3257
Period-average RMB : US$1 exchange rate		6.2499		6.3289
Period-end HK$ : US$1 exchange rate		7.7561		7.7560
Period-average HK$ : US$1 exchange rate		7.7570		7.7603

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3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)

9 Months Ended

Jul. 31, 2013

Accounting Policies [Abstract]

Use of estimates

· Use of estimates

In preparing these condensed consolidated financial statements, management makes estimates and assumptions that affect the reported amounts of assets and liabilities in the balance sheets and revenues and expenses during the periods reported. Actual results may differ from these estimates.

Basis of consolidation

· Basis of consolidation

The condensed consolidated financial statements include the accounts of PGCG and its subsidiaries. All significant inter-company balances and transactions between the Company and its subsidiaries have been eliminated upon consolidation.

Cash and cash equivalents

· Cash and cash equivalents

Cash and cash equivalents are carried at cost and represent cash on hand, demand deposits placed with banks or other financial institutions and all highly liquid investments with an original maturity of three months or less as of the purchase date of such investments.

As of July 31, 2013, the Company has $148,151 cash balance located in the PRC.

Accounts receivable

· Accounts receivable

Accounts receivable are recorded at the invoiced amount and do not bear interest. The Company extends unsecured credit to its customers in the ordinary course of business but mitigates the associated risks by performing credit checks and actively pursuing past due accounts. An allowance for doubtful accounts is established and determined based on managements’ assessment of known requirements, aging of receivables, payment history, the customer’s current credit worthiness and the economic environment. The Company did not record any allowance for doubtful accounts for the periods presented.

Advances to suppliers

· Advances to suppliers

The Company generally makes advanced payments to suppliers for material in the normal course of business. Advances to suppliers are recorded when payment is made by the Company and relieved against inventory when goods are received. The advance payments to suppliers may include provisions that set the purchase price and delivery date of raw materials. Advances to suppliers are interest free and unsecured.

Property, plant and equipment

· Property, plant and equipment

Property, plant and equipment are stated at cost less accumulated depreciation and accumulated impairment losses, if any. Depreciation is calculated on the straight-line basis over the following expected useful lives from the date on which they become fully operational:

	Expected useful life
Freehold plantation land	Indefinite, as per land titles
Land under development	Indefinite or 99 years, as per land titles
Commercial building	99 years
Motor vehicles	5 years
Furniture, fixture and equipment	10 years

Expenditures for maintenance and repairs are expensed as incurred. The gain or loss on the disposal of plant and equipment is the difference between the net sales proceeds and the carrying amount of the relevant assets and is recognized in the statement of operations.

Impairment of long-lived assets

· Impairment of long-lived assets

Long-lived assets primarily include freehold plantation land, land under development, commercial building. In accordance with the provision of ASC Topic 360-10-5, “Impairment or Disposal of Long-Lived Assets”, the Company generally conducts its annual impairment evaluation to its long-lived assets, usually in the fourth quarter of each year, or more frequently if indicators of impairment exist, such as a significant sustained change in the business climate. The recoverability of long-lived assets is measured at the reporting unit level. If the total of the expected undiscounted future net cash flows is less than the carrying amount of the asset, a loss is recognized for the difference between the fair value and carrying amount of the asset. There has been no impairment charge for the periods presented.

Finance leases

· Finance leases

Leases that transfer substantially all of the rewards and risks of ownership to the lessee, other than legal title, are accounted for as finance leases. Substantially all of the risks or benefits of ownership are deemed to have been transferred if any one of the four criteria is met: (i) transfer of ownership to the lessee at the end of the lease term, (ii) the lease containing a bargain purchase option, (iii) the lease term exceeding 75% of the estimated economic life of the leased asset, (iv) the present value of the minimum lease payments exceeding 90% of the fair value. At the inception of a finance lease, the Company as the lessee records an asset and an obligation at an amount equal to the present value of the minimum lease payments. The leased asset is amortized over the shorter of the lease term or its estimated useful life if title does not transfer to the Company, while the leased asset is depreciated in accordance with the Company’s depreciation policy if the title is to eventually transfer to the Company. The periodic rent payments made during the lease term are allocated between a reduction in the obligation and interest element using the effective interest method in accordance with the provisions of ASC Topic 835-30, “Imputation of Interest”.

Revenue recognition

· Revenue recognition

The Company recognizes its revenue in accordance with ASC Topic 605, “Revenue Recognition”, upon the delivery of its products when: (1) title and risk of loss are transferred; (2) persuasive evidence of an arrangement exists; (3) there are no continuing obligations to the customer; and (4) the collection of related accounts receivable is probable. The Company’s sale arrangements do not contain general rights of return.

(a) Software sales

The Company generally sells the software products in an arrangement that is bundled with maintenance and support service and/or website development service, based upon the customers’ specification or modification.

The Company adopts ASC 985-20 and allocates the total arrangement fee among each element based on vendor-specific objective evidence of the relative fair value of each of the elements. The Company limits its assessment of fair value of each element to the price charged when the same element is sold separately. Under the residual method, the fair value of the undelivered elements is deferred and the remaining portion of the arrangement fee is recognized as revenue, assuming collection is probable. For the billed software product sales, the revenue from the undelivered element is included in deferred revenue and amortized ratably to revenue over its contractual term, typically one year.

Revenues from the sale of software products are recognized and completely earned upon shipment or electronic delivery of the product provided that persuasive evidence of an arrangement exists, collection is probable, payment terms are fixed and determinable and no significant obligations remain.

Revenues from the provision of website development service including website design and development are recognized upon the ownership and operating rights of website domain are transferred to the customers.

Revenues from the provision of maintenance and support service are recognized when service rendered, which consist of technical support and software upgrades and enhancements. The Company generally offers maintenance and support service to its customers for a period of twelve months, free of charge or at a monthly fixed fee. Amounts invoiced or collected in advance from the customers of delivering maintenance and support service is recorded as deferred revenue. Revenue is recognized when the related service is rendered.

(b) Luxury consumer products

The Company earns the revenue from trading of luxury consumer products. Revenue is recognized when title passes to the customer, which is generally when the product is shipped and delivered to the customers, assuming no significant the Company’s obligations remain and the collection of relevant receivables is probable.

(c) Plantation sales

The Company offers two types of plantation products comprising of palm oil products and castor products.

Revenue from the sale of palm oil product is recognized upon confirmation of the weight of fresh fruit bunches and shipment to the customer, when there is persuasive evidence of an arrangement, delivery has occurred and risk of loss has passed, the sales price is fixed or determinable at the date of sale, and collectibility is reasonably assured.

Revenue from castor products includes sale of seeding and rendering of technical know-how under a bundled sales arrangement. The Company adopts Accounting Standards Codification (“ASC”) 605-25, “Multiple-Element Arrangements” and recognizes revenue as services are performed when all of the following conditions are satisfied: (1) there is persuasive evidence of an arrangement; (2) the service offering has been delivered to the client; (3) the collection of fees is probable; and (4) the amount of fees to be paid by the client is fixed or determinable.

A bundled sale arrangement involves multiple deliverables provided by the Company, where bundled service deliverables are accounted for in accordance with ASC 605-25. The Company determines each of service deliverable element and allocates the total arrangement fee among each element based on vendor-specific objective evidence of the relative fair value of each of the elements. The Company limits its assessment of fair value of each element to the price charged when the same element is sold separately. Under the residual method, the fair value of the undelivered elements is deferred and the remaining portion of the arrangement fee is recognized as revenue, assuming collection is probable. Sale of castor oilseeds is recognized when legal title passes to the customer, which is generally upon delivery of oilseeds. Rendering of technical know-how service is recognized when the principal terms of the service agreement are fulfilled and the certificate of satisfaction is confirmed by the customers.

(d) Real estate

The Company generally leases the units under operating leases with terms of two years or less. However, the Company expects to sign a ten year lease covering the majority of its 15 story building in the near future. As of July 31, 2013, we expect to record $75,729 in lease revenue per year over the life of the lease using the straight-line method in accordance with SFAS No. 13, “Accounting for Leases” (“SFAS No. 13”). 

Rental income related to leases is recognized in the period earned over the lease term in accordance with Statement of Financial Accounting Standards SFAS No.13. Rent concessions are recognized as an offset to revenues collected over the term of the underlying lease.

Cost of revenues

· Cost of revenues

Cost of revenue on software sales primarily includes the purchase cost of software products and the labor cost incurred in the modifications, customization and enhancement of software products, the development of websites and maintenance and support services. All costs are expensed off when the title of software products and its related website domain are transferred to the customer. The cost incurred in website development is not capitalized because the ownership and operating right of its website domain is vested on the customer, not the Company itself.

The cost of software products is not capitalized because of the related party nature of the development and the quickly changing software market.

Cost of revenue on sales of luxury consumer products primarily consists of the purchase cost of luxury consumer products.

Cost of revenue on plantation sales includes rental on plantation land, material supplies and subcontracting costs incurred for planting, fertilizing and harvesting the palm oil tree. Shipping and handling costs associated with the distribution of fresh fruit bunches to the customers are also included in cost of revenues.

Rental expenses shown on the accompanying Statements of Operations include costs associated with on-site and property management personnel, repairs and maintenance, property insurance, marketing, landscaping and other on-site and related administrative costs. Utility expenses are paid directly by tenants. 

Comprehensive income

· Comprehensive income

ASC Topic 220, “Comprehensive Income” establishes standards for the reporting and display of comprehensive income, its components and accumulated balances. Comprehensive income as defined includes all changes in equity during a period from non-owner sources. Accumulated comprehensive income, as presented in the accompanying statements of stockholders’ equity consists of changes in unrealized gains and losses on foreign currency translation and available-for-sale marketable securities. This comprehensive income is not included in the computation of income tax expense or benefit.

Income taxes

· Income taxes

Income taxes are determined in accordance with the provisions of ASC Topic 740, “Income Taxes” (“ASC 740”). Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are measured using enacted income tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Any effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.

ASC 740 prescribes a comprehensive model for how companies should recognize, measure, present, and disclose in their financial statements uncertain tax positions taken or expected to be taken on a tax return. Under ASC 740, tax positions must initially be recognized in the financial statements when it is more likely than not the position will be sustained upon examination by the tax authorities. Such tax positions must initially and subsequently be measured as the largest amount of tax benefit that has a greater than 50% likelihood of being realized upon ultimate settlement with the tax authority assuming full knowledge of the position and relevant facts.

For the three and nine months ended July 31, 2013, the Company did not have any interest and penalties associated with tax positions. As of July 31, 2013, the Company did not have any significant unrecognized uncertain tax positions.

The Company conducts major businesses in Malaysia and China and is subject to tax in its own jurisdiction. As a result of its business activities, the Company will file separate tax returns that are subject to examination by the foreign tax authorities.

Foreign currencies translation

· Foreign currencies translation

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 statement of operations.

The reporting currency of the Company is the United States Dollars ("US$") and the accompanying financial statements have been expressed in US$. In addition, the Company’s operating subsidiaries maintain their books and record in a local currency, MYR Renminbi (“RMB”) and Hong Kong Dollars (“HK$”), which is functional currency as being the primary currency of the economic environment in which the entity operates.

In general, for consolidation purposes, assets and liabilities of its subsidiaries whose functional currency is not the 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 statement of stockholders’ equity. The gains and losses are recorded as a separate component of accumulated other comprehensive income within the statement of stockholders’ equity.

Translation of amounts from the local currencies of the Company into US$ has been made at the following exchange rates for the respective periods:

	July 31,
	2013		2012
Period-end MYR : US$1 exchange rate		3.2352		3.1827
Period-average MYR : US$1 exchange rate		3.0961		3.1197
Period-end RMB : US$1 exchange rate		6.1792		6.3257
Period-average RMB : US$1 exchange rate		6.2499		6.3289
Period-end HK$ : US$1 exchange rate		7.7561		7.7560
Period-average HK$ : US$1 exchange rate		7.7570		7.7603

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.

Segment reporting

· Segment reporting

ASC Topic 280, “Segment Reporting” establishes standards for reporting information about operating segments on a basis consistent with the Company’s internal organization structure as well as information about geographical areas, business segments and major customers in financial statements. During the period ended July 31, 2013, the Company operates in four reportable operating segments.

Fair value of financial instruments

· Fair value of financial instruments

The carrying value of the Company’s financial instruments (excluding obligation under finance lease): cash and cash equivalents, accounts receivable, amounts due from related parties, deposits and other receivables, income tax payable, amount due to related parties, accrued liabilities and other payables approximate at their fair values because of the short-term nature of these financial instruments.

Management believes, based on the current market prices for interest rates on similar debt instruments, the fair value of its obligation under finance lease and long term bank loan approximates the carrying amount.

The Company also follows the guidance of the ASC Topic 820-10, “Fair Value Measurements and Disclosures” ("ASC 820-10"), with respect to financial assets and liabilities that are measured at fair value. ASC 820-10 establishes a three-tier fair value hierarchy that prioritizes the inputs used in measuring fair value as follows:

· Level 1 : Observable inputs such as quoted prices in active markets;

· Level 2 : Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and

· Level 3 : Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions

Recent accounting pronouncements

· Recent accounting pronouncements

The Company has reviewed all recently issued, but not yet effective, accounting pronouncements and do not believe the future adoption of any such pronouncements may be expected to cause a material impact on its financial condition or the results of its operations.

XML

Document and Entity Information	9 Months Ended
	Jul. 31, 2013	Aug. 30, 2013
Related parties
Entity Registrant Name	PRIME GLOBAL CAPITAL GROUP Inc
Entity Central Index Key	0001462047
Document Type	10-Q
Document Period End Date	Jul. 31, 2013
Amendment Flag	false
Current Fiscal Year End Date	--10-31
Is Entity a Well-known Seasoned Issuer?	No
Is Entity a Voluntary Filer?	No
Is Entity's Reporting Status Current?	Yes
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		512,682,393
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2013

XML

2. ORGANIZATION AND BUSINESS BACKGROUND (Tables)

9 Months Ended

Jul. 31, 2013

Accounting Policies [Abstract]

Summary of the Company's subsidiaries

Summary of the Company’s subsidiaries

Company name	Place/date of incorporation	Particulars of issued capital	Principal activities
Union Hub Technology Sdn. Bhd. (“UHT”)	Malaysia February 28, 2008	1,000,000 issued shares of ordinary shares of MYR 1 each	Provision of IT consulting and programming services and distributing consumer products
Power Green Investments Limited (“PGIL”)	British Virgin Islands January 13, 2012	1 issued share of US$ 1 each	Inactive operation
PGCG Properties Investment Limited (“PPIL”)	British Virgin Islands September 1, 2012	1 issued share of US$ 1 each	Inactive operation
Virtual Setup Sdn. Bhd. (“VSSB”)	Malaysia January 17, 2010	2 issued shares of ordinary shares of MYR 1 each	Operation of palm oil plantation
PGCG Assets Holdings Sdn. Bhd. (“PGCG Assets”)	Malaysia March 21, 2012	2 issued shares of ordinary shares of MYR 1 each	Investment in land
PGCG Development Sdn. Bhd. (“PGCG Development”)	Malaysia March 21, 2012	2 issued shares of ordinary shares of MYR 1 each	Inactive operation

PGCG Plantations Sdn. Bhd. (“PGCG Plantation”)	Malaysia October 4, 2011	2 issued shares of ordinary shares of MYR 1 each	Holding company of VSSB
Max Trend International Limited (“Max Trend”)	Hong Kong August 18, 2010	2 issued shares of ordinary shares of HK$ 1 each	Holding company of SMTG
Shenzhen Max Trend Green Energy Company Limited (“SMTG”)	The PRC January 7, 2011	RMB 1,000,000	Castor cultivation and trading
Dunford Corporation Sdn. Bhd. (“Dunford”)	Malaysia October 4, 2009	242,000 issued shares of ordinary shares of MYR 1 each	Property holding land
Impiana Maksima Sdn. Bhd. (“IMSB”)	Malaysia March 15, 2013	2 issued shares of ordinary shares of MYR 1 each	Property development
PGCG Constructions Sdn. Bhd. (“PCSB”)	Malaysia March 15, 2013	2 issued shares of ordinary shares of MYR 1 each	Construction of properties

PGCG and its subsidiaries are hereinafter referred to as (the “Company”).