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Note 4: Convertible Advances from Shareholder and other Related Party Transactions
9 Months Ended
Sep. 30, 2020
Notes  
Note 4: Convertible Advances from Shareholder and other Related Party Transactions

Note 4: Convertible Advances from Shareholder and Other Related Party Transactions

 

During the nine-month period ended September 30, 2020 and September 30, 2019, NAHL, the Company’s principal shareholder, advanced an aggregate of $80,000 and $104,913 to the Company, respectively. Dr. Lin Kok Peng, the Company’s Chief Executive Officer, Chief Financial Officer and Chairman has voting and dispositive control over the shares of the Company’s common stock held by NAHL. The total advances due to NAHL are $916,452 and $836,452 as of September 30, 2020 and December 31, 2019, respectively. The advances were supposed to have been repaid by October 31, 2016. However, on August 19, 2015, the Company’s Board of Directors approved, if the Company was unable to repay these advances by such date, NAHL, at its sole discretion, would have the option to extend the repayment deadline or convert all or a portion of the advances into common stock of the Company at a conversion price of $0.02 per share (“Agreement on Advances”).

 

On August 14, 2020, the Company and NAHL entered into an updated agreement on advances (“Updated Agreement on Advances”). Pursuant to the terms of the Updated Agreement on Advances, all funds advanced to the Company by NAHL up to August 14, 2020 (the “Prior Advances”) will continue to constitute an interest-free loan to the Company, which shall be due and payable by the Company to NAHL on or before 15th September 2020 (the “Prior Advance Repayment Date”, which may be extended as set forth below). If the Company does not repay the Prior Advances by the Prior Advance Repayment Date, NAHL, at

its sole discretion, will have the option to extend the Prior Advance Repayment Date or convert all or a portion of the Prior Advances into Common Stock at a conversion price of US $0.003 per share (the “Prior Advance Conversion Price”), subject to adjustment as set forth in the Agreement. NAHL’s election to extend the Prior Advance Repayment Date or to convert the Prior Advances into Common Stock shall be made on the first business day following the Prior Advance Repayment Date. The Parties acknowledge and agree that the Prior Advances shall not be convertible into Common Stock prior to the Prior Advance Repayment Date.

 

Following August 14, 2020, NAHL will endeavor, on a best efforts’ basis, to continue to advance operating funds to the Company as may be required and requested by the Company for its operations, for a period of at least through December 31, 2020 (such additional advances, as funded, the “Additional Advances” and, together with the Prior Advances, the “Advances”). Any such Additional Advances shall be due and payable by the Company to NAHL on or before January 31, 2021 (the “Additional Advance Repayment Date”, which may be extended as set forth below). In the event that any Additional Advances are made and are not repaid by the Additional Advance Repayment Date, NAHL, at its sole discretion, will have the option to extend the Additional Advance Repayment Date or convert all or a portion of the Additional Advances into Common Stock at a conversion price of $0.003 per share (the “Additional Advance Conversion Price”), subject to adjustment as set forth in the Agreement. NAHL’s election to extend the Additional Advance Repayment Date or to convert the Additional Advances into Common Stock shall be made on the first business day following the Additional Advance Repayment Date. The Parties acknowledge and agree that any Additional Advances shall not be convertible into Common Stock prior to the Additional Advance Repayment Date.

 

As of September 30, 2020, NAHL had not exercised its option to convert the advances into shares of common stock. Accordingly, the total of $916,452 in advances remained as an unsecured interest-free loan to the Company as of September 30, 2020. The advances of $80,000 borrowed by the Company from NAHL during the nine-month period ended September 30, 2020, is non-interest bearing, unsecured, and due as per the terms set forth in the Updated Agreement on Advances. NAHL is expected to continue to advance such operating funds to the Company in the future.

 

On September 7, 2015, Mr. Jose A. Capote ("Mr. Capote") was appointed to serve as the Company's Secretary and Vice President. There is no family relationship between Mr. Capote and any of the Company's directors or officers. Mr. Capote is currently a shareholder of the Company through his 50% ownership of Earth Heat Ltd. The Company had incurred fees due to Mr. Capote for consulting service for acting as the Company’s Secretary and Vice President in the amount of $13,500 and $13,500 during the nine months ended September 30, 2020 and September 30, 2019, respectively. The balance due to Mr. Capote as of September 30, 2020 and December 31, 2019 were $31,645 and $18,000, respectively, and were included in accounts payable and accrued liabilities.

 

The Company pays New Asia Momentum Pte Ltd (“NAMPL”), a Singapore private company owned and controlled by Dr. Lin Kok Peng, the Company’s Chief Executive Officer, Chief Financial Officer and Chairman of the Board, fees for the rental of office space and for administrative services at its Singapore headquarters. The Company has incurred fees of $34,562 and $46,603 due to NAMPL during the nine months ended September 30, 2020 and September 30, 2019, respectively. As of September 30, 2020, and December 31, 2019, the Company had $91,664 and $57,102 due to NAMPL recorded in accounts payable and accrued liabilities, respectively.