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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

 

For The Quarterly Period Ended September 30, 2024

 

or

 

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the transition period from _______________to _______________

 

Commission File Number 333-208083

 

DSwiss, Inc.

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

 

Nevada   47-4215595
(State or other jurisdiction   (I.R.S. Employer
of incorporation or organization)   Identification No.)

 

Unit 18-11, 18-12 & 18-01, Tower A, Vertical Business Suite,

Avenue 3, Bangsar South, No.8 Jalan Kerinchi, 59200, Kuala Lumpur, Malaysia

(Address of principal executive offices, including zip code)

 

Registrant’s phone number, including area code (603) 2770-4032

 

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

 

Title of each class:   Trading Symbol(s)   Name of each exchange on which registered:
Common Stock   DQWS   The OTC Market – Pink Sheets

 

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

 

YES ☒ NO ☐

 

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

 

YES ☐ NO ☒

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, 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 ☐ Accelerated Filer ☐ Non-accelerated Filer ☐ Smaller reporting company ☒ Emerging growth company ☒

 

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

 

Yes ☐ No ☒

 

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

 

Class  Outstanding at September 30, 2024
Common Stock, $.0001 par value  206,904,585

 

 

 

 

 

 

TABLE OF CONTENTS

 

    Page
PART I FINANCIAL INFORMATION  
ITEM 1. UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS:  
  Condensed Consolidated Balance Sheets as of September 30, 2024 and December 31, 2023 F-2
  Condensed Consolidated Statements of Operations and Comprehensive Income for the Three Months and Nine Months Ended September 30, 2024 and 2023 F-3
  Condensed Consolidated Statements of Changes in Stockholders’ Equity for the Three Months and Nine Months Ended September 30, 2024 and 2023 F-4
  Condensed Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2024 and 2023 F-5
  Notes to the Condensed Consolidated Financial Statements for the Nine Months Ended September 30, 2024 F-6 - F-17
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 2-4
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 5
ITEM 4. CONTROLS AND PROCEDURES 5
PART II OTHER INFORMATION  
ITEM 1 LEGAL PROCEEDINGS 6
ITEM 2 UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS 6
ITEM 3 DEFAULTS UPON SENIOR SECURITIES 6
ITEM 4 MINE SAFETY DISCLOSURES 6
ITEM 5 OTHER INFORMATION 6
ITEM 6 EXHIBITS 7
SIGNATURES 8

 

1

 

 

DSWISS, INC.

CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

 

  Page
Condensed Consolidated Financial Statements  
   
Condensed Consolidated Balance Sheets as of September 30, 2024 and December 31, 2023 F-2
Condensed Consolidated Statements of Operations and Comprehensive Income for the Three Months and Nine Months Ended September 30, 2024 and 2023 F-3
Condensed Consolidated Statements of Changes in Stockholders’ Equity for the Nine Months Ended September 30, 2024 and 2023 F-4
Condensed Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2024 and 2023 F-5
Notes to the Condensed Consolidated Financial Statements for the Nine Months Ended September 30, 2024 F-6 - F-17

 

F-1

 

 

PART I FINANCIAL INFORMATION

 

Item 1. Unaudited condensed consolidated financial statements:

 

DSWISS, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

As of September 30, 2024 and December 31, 2023

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

 

  

September 30,

2024

  

December 31,

2023

 
   Unaudited   Audited 
ASSETS          
CURRENT ASSETS          
Cash and cash equivalents (including $245,339 and $130,926 of time deposits as of September 30, 2024 and December 31, 2023 respectively)  $473,250   $249,110 
Accounts receivables   50,953    36,148 
Other receivables, prepaid expenses and deposits   243,178    24,532 
Tax recoverable   -    299 
Inventories   4,925    6,872 
Total Current Assets   772,306    316,961 
           
NON-CURRENT ASSETS          
Plant and equipment, net   43,041    48,105 
Intangible assets, net   1,660    2,427 
Total Non-Current Assets   44,701    50,532 
           
TOTAL ASSETS  $817,007   $367,493 
           
LIABILITIES AND STOCKHOLDERS’ EQUITY          
CURRENT LIABILITIES          
Accounts payable  $284,026   $99,360 
Other payables and accrued liabilities (including $3,000 and $3,000 of general and administrative expenses payable to a related party as of September 30, 2024 and December 31, 2023 respectively)   292,311    174,714 
Finance lease liability   9,652    21,039 
Tax payable   14,662    - 
Total Current Liabilities   600,651    295,113 
           
NON- CURRENT LIABILITY          
Finance lease liability   17,762    15,965 
Total non-current liability   17,762    15,965 
           
TOTAL LIABILITIES  $618,413   $311,078 
           
STOCKHOLDERS’ EQUITY          
Preferred stock, $0.0001 par value, 200,000,000 shares authorized, None issued and outstanding   -    - 
Common stock, $0.0001 par value, 600,000,000 shares authorized, 206,904,585 shares issued and outstanding as of September 30, 2024 and December 31, 2023 respectively  $20,690   $20,690 
Additional paid-in capital   1,395,426    1,395,426 
Accumulated other comprehensive income   55,288    50,452 
Accumulated deficit   (1,272,810)   (1,410,153)
           
TOTAL STOCKHOLDERS’ EQUITY   198,594    56,415 
           
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY  $817,007   $367,493 

 

See accompanying notes to condensed consolidated financial statements.

 

F-2

 

 

DSWISS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

AND COMPREHENSIVE INCOME

FOR THE THREE MONTHS AND NINE MONTHS ENDED SEPTEMBER 30, 2024 AND 2023

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

(Unaudited)

 

   2024   2023   2024   2023 
   Three months ended September 30   Nine months ended September 30 
   2024   2023   2024   2023 
   $   $   $   $ 
REVENUE (including $2,125 and $2,021 of revenue from a related party for the three months ended September 30, 2024 and 2023, respectively, and $5,834 and $46,700 of revenue from a related party for the nine months ended September 30, 2024 and 2023, respectively)   1,027,198    425,569    2,077,942    1,046,764 
                     
COST OF REVENUE (including $8,143 of purchases from a related party for the three months and nine months ended September 30, 2024)   (913,997)   (281,010)   (1,562,671)   (728,508)
                     
GROSS PROFIT   113,201    144,559    515,271    318,256 
                     
OTHER INCOME   3,148    1,384    8,833    4,462 
                     
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES (including $1,500 and $1,500 of general and administrative expenses to a related party for the three months ended September 30, 2024 and 2023, respectively, and $6,700 and $6,700 of general and administrative expenses to a related party for the nine months ended September 30, 2024 and 2023, respectively)   (166,073)   (89,202)   (369,244)   (270,260)
                     
OPERATING EXPENSES   (356)   (258)   (943)   (1,052)
                     
FINANCE COST   (286)   (622)   (929)   (2,490)
                     
LEASE EXPENSES   -    (10,703)   -    (32,349)
                     
(LOSS)/ PROFIT BEFORE INCOME TAX   (50,366)   45,158    152,988    16,567 
                     
TAXATION   (11,102)   (162)   (15,645)   (497)
                     
NET (LOSS)/ PROFIT   (61,468)   44,996    137,343    16,070 
                     
Other comprehensive income/(loss)                    
- Foreign currency translation adjustment   13,469    (2,525)   4,836    29,327 
                     
TOTAL COMPREHENSIVE (LOSS)/ INCOME   (47,999)   42,471    142,179    45,397 
                     
NET (LOSS)/ INCOME PER SHARE – BASIC AND DILUTED   (0.0003)   0.0002    0.0006    0.00007 
                     
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING – BASIC AND DILUTED   206,904,585    206,904,585    206,904,585    206,904,585 

 

See accompanying notes to condensed consolidated financial statements.

 

F-3

 

 

DSWISS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY

FOR THE THREE MONTHS AND NINE MONTHS ENDED SEPTEMBER 30, 2024 AND 2023

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

(unaudited)

 

Three Months Ended September 30, 2024 (Unaudited)

 

   Number of
shares		   Amount  

PAID-IN

CAPITAL

  

COMPREHENSIVE

INCOME

  

ACCUMULATED

DEFICIT

  

CONTROLLING

INTEREST

  

TOTAL

EQUITY

 
   COMMON STOCK   ADDITIONAL  

ACCUMULATED

OTHER

       NON-     
   Number of
shares		   Amount  

PAID-IN

CAPITAL

  

COMPREHENSIVE

INCOME

  

ACCUMULATED

DEFICIT

  

CONTROLLING

INTEREST

  

TOTAL

EQUITY

 
Balance as of June 30, 2024 (unaudited)   206,904,585    20,690    1,395,426    41,819    (1,211,342)   -    246,593 
Foreign currency translation adjustment   -    -    -    13,469    -    -    13,469 
Net loss   -    -    -    -    (61,468)   -    (61,468)
Balance as of September 30, 2024 (unaudited)   206,904,585    20,690    1,395,426    55,288    (1,272,810)   -    198,594 

 

Nine Months Ended September 30, 2024 (Unaudited)

 

   Number of
shares		   Amount  

PAID-IN

CAPITAL

  

COMPREHENSIVE

INCOME

  

ACCUMULATED

DEFICIT

  

CONTROLLING

INTEREST

  

TOTAL

EQUITY

 
   COMMON STOCK   ADDITIONAL  

ACCUMULATED

OTHER

       NON-     
   Number of
shares		   Amount  

PAID-IN

CAPITAL

  

COMPREHENSIVE

INCOME

  

ACCUMULATED

DEFICIT

  

CONTROLLING

INTEREST

  

TOTAL

EQUITY

 
Balance as of December 31, 2023 (audited)   206,904,585    20,690    1,395,426    50,452    (1,410,153)   -    56,415 
Foreign currency translation adjustment   -    -    -    4,836    -    -    4,836 
Net profit   -    -    -    -    137,343    -    137,343 
Balance as of September 30, 2024 (unaudited)   206,904,585    20,690    1,395,426    55,288    (1,272,810)   -    198,594 

 

Three Months Ended September 30, 2023 (Unaudited)

 

   COMMON STOCK   ADDITIONAL   ACCUMULATED OTHER       NON-     
   Number of
shares		   Amount  

PAID-IN

CAPITAL

   COMPREHENSIVE (LOSS)/ INCOME   ACCUMULATED DEFICIT  

CONTROLLING

INTEREST

   TOTAL EQUITY 
Balance as of June 30, 2023 (audited)   206,904,585    20,690    1,395,426    26,006    (1,389,544)   -    52,578 
Foreign currency translation adjustment   -    -    -    (2,525)   -    -    (2,525)
Net profit   -    -    -    -    44,996    -    44,996 
Balance as of September 30, 2023 (unaudited)   206,904,585    20,690    1,395,426    23,481    (1,344,548)   -    95,049 

 

Nine Months Ended September 30, 2023 (Unaudited)

 

   COMMON STOCK   ADDITIONAL  

ACCUMULATED

OTHER

       NON-     
   Number of
shares		   Amount  

PAID-IN

CAPITAL

  

COMPREHENSIVE

(LOSS)/ INCOME

  

ACCUMULATED

DEFICIT

   CONTROLLING INTEREST  

TOTAL

EQUITY

 
Balance as of December 31, 2022 (audited)   206,904,585    20,690    1,395,426    (5,846)   (1,324,002)   11,883    98,151 
Foreign currency translation adjustment   -    -    -    29,327    -    -    29,327 
Changes in ownership interests in an associate   -    -    -    -    (36,616)   (11,883)   (48,499)
Net profit   -    -    -    -    16,070    -    16,070 
Balance as of September 30, 2023 (unaudited)   206,904,585    20,690    1,395,426    23,481    (1,344,548)   -    95,049 

 

F-4

 

 

DSWISS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2024 AND 2023

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

(Unaudited)

 

   2024   2023 
   Nine months ended September 30, 
   2024   2023 
CASH FLOWS FROM OPERATING ACTIVITIES:          
Profit after income tax  $137,343   $16,070 
Adjustments to reconcile net profit to net cash generated from operating activities:          
Depreciation and amortization   10,591    50,650 
Amortization for intangible assets   774    772 
Changes in operating assets and liabilities:          
Accounts payable   157,638    30,140 
Accounts receivables   6,233    23,937 
Other payables and accrued liabilities   102,796    20,476 
Inventories   2,719    (1,105)
Other receivables, prepaid expenses and deposits   (215,886)   1,235 
Tax payable   14,996    423 
Reduction in lease liability   -    (31,209)
Net cash generated from operating activities   217,204    111,389 
           
CASH FLOWS FROM INVESTING ACTIVITIES:          
Proceed of disposal of plant and equipment   315    - 
Purchase of plant and equipment   (1,628)   (364)
Net cash used in investing activities   (1,313)   (364)
           
CASH FLOWS FROM FINANCING ACTIVITY:          
Repayment of finance lease   (13,756)   (11,586)
Net cash used in financing activity   (13,756)   (11,586)
           
Effect of exchange rate changes on cash and cash equivalent   22,005    (24,776)
           
Net increase in cash and cash equivalents   224,140    74,663 
Cash and cash equivalents, beginning of period   249,110    214,269 
CASH AND CASH EQUIVALENTS, END OF PERIOD  $473,250   $288,932 
SUPPLEMENTAL CASH FLOWS INFORMATION          
Income taxes paid  $(2,177)  $(74)
Interest paid  $(929)  $(410)

 

See accompanying notes to condensed consolidated financial statements.

 

F-5

 

 

DSWISS, INC.

NOTES TO CONDENSED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2024

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

(UNAUDITED)

 

1. DESCRIPTION OF BUSINESS AND ORGANIZATION

 

DSwiss, Inc. is organized as a Nevada limited liability company, incorporated on May 28, 2015. For the purposes of financial statement presentation, DSwiss, Inc. and its subsidiaries are herein referred to as “the Company” or “we”. The principal activity of the Company is premier biotech-nutraceutical, beauty supplies, and medical consumables supplies. The Company sells medical consumable supplies, food supplements, skincare, and other related beauty products in Malaysia and around the ASEAN region. We are globally recognized Turnkey Private Label Manufacturing Services for nutraceutical and skincare OEM/ODM products.

 

Our professionals manage from custom formulation of scientifically proven and naturally effective, sourcing raw materials, production, quality control, stability, and safety test, clinical testing by third-party labs, packaging, and shipping, including import and export.

 

Our manufacturing facilities which compliant with GMP (Good Manufacturing Practise), FDA (Food Drug Association), HACCP (Hazard Analysis and Critical Control Point), JAKIM HALAL, and Mesti.

 

The accompanying unaudited condensed consolidated financial statements of DSwiss, Inc. at September 30, 2024 and 2023 have been prepared in accordance with generally accepted accounting principles (“GAAP”) for interim financial statements, instructions to Form 10-Q, and Regulation S-X. Accordingly, certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted. These condensed consolidated financial statements should be read in conjunction with the financial statements and notes thereto included in our annual report on Form 10-K for the year ended December 31, 2023. In management’s opinion, all adjustments (consisting only of normal recurring adjustments) considered necessary for a fair presentation to make our financial statements not misleading have been included. The results of operations for the periods ended September 30, 2024 and 2023 presented are not necessarily indicative of the results to be expected for the full year. The December 31, 2023 balance sheet has been derived from our audited financial statements included in our annual report on Form 10-K for the year ended December 31, 2023.

 

We have historically conducted our business through DSwiss Sdn Bhd, a private limited liability company, incorporated in Malaysia. DSwiss Holding Limited, incorporated in Seychelles, is an investment holding company with 100% equity interest in DSwiss (HK) Limited, a company incorporated in Hong Kong, which subsequent hold 100% equity interest in DSwiss Sdn. Bhd. On August 31, 2015, DSwiss, Inc. was restructured to be the holding company parent to, and succeed to the operations of, DSwiss Holding Limited. The former unit holder of DSwiss Holding Limited became the unit holder of DSwiss, Inc. and DSwiss Holding Limited became a wholly-owned subsidiary of DSwiss, Inc. This transaction was accounted for as a transaction among entities under common control and the assets, liabilities, revenues and expenses of DSwiss Holding Limited were carried over to and combined with DSwiss, Inc. at historical cost, and as if the transfer occurred at the beginning of the period. Prior periods have been retrospectively adjusted for comparative purposes.

 

We have invested in DSwiss Biotech Sdn Bhd, a Company incorporated in Malaysia, and owned 40% equity interest. On January 18, 2023, DSwiss (HK) Limited acquired 150,000 shares, representing 60% equity interest in DSwiss Biotech Sdn. Bhd., from the other party with consideration of RM 1. After such acquisition, DSwiss Biotech Sdn. Bhd. became a wholly owned subsidiary of DSwiss (HK) Limited.

 

The Company, through its subsidiaries, mainly supplies high quality beauty products. Details of the Company’s subsidiaries:

 

   Company name  Place and date of incorporation  Particulars of issued
capital		  Principal activities  Proportional
of ownership interest
and voting power
held		 
                 
1.  DSwiss Holding Limited  Seychelles, May 28, 2015  1 share of ordinary share of US$1 each  Investment holding   100%
                  
2.  DSwiss (HK) Limited  Hong Kong, May 28, 2015  1 share of ordinary share of HK$1 each  Supply of beauty products   100%
                  
3.  DSwiss Sdn Bhd  Malaysia, March 10, 2011  2 shares of ordinary share of RM 1 each  Supply of beauty products   100%
                  
4.  DSwiss Biotech Sdn Bhd  Malaysia, March 17, 2016  250,000 shares of ordinary share of RM 1 each  Supply of biotech products   100%

 

F-6

 

 

DSWISS, INC.

NOTES TO CONDENSED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2024

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

(UNAUDITED)

 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

Going Concern

 

The accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities and commitments in the normal course of business. As reflected in the accompanying financial statements, for the period ended September 30, 2024, the Company suffered an accumulated deficit of $1,272,810. This factor raises substantial doubt about the Company’s ability to continue as a going concern within one year of the date that the financial statements are issued. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

 

The Company’s ability to continue as a going concern is dependent upon improving its profitability and the continuing financial support from its shareholders. Management believes the existing shareholders or external financing will provide the additional cash to meet the Company’s obligations as they become due. No assurance can be given that any future financing, if needed, will be available or, if available, that it will be on terms that are satisfactory to the Company. Even if the Company is able to obtain additional financing, if needed, it may contain undue restrictions on its operations, in the case of debt financing, or cause substantial dilution for its stock holders, in the case of equity financing.

 

Basis of presentation

 

The accompanying condensed consolidated financial statements are prepared in accordance with generally accepted accounting principles in the United States of America (“US GAAP”).

 

Basis of consolidation

 

The condensed consolidated financial statements include the accounts of the Company and its subsidiaries in which the Company is the primary beneficiary. All inter-company accounts and transactions have been eliminated upon consolidation.

 

Use of estimates

 

In preparing these 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.

 

Revenue recognition

 

The Company follows the guidance of Accounting Standards Codification (ASC) 606, Revenue from Contracts. ASC 606 creates a five-step model that requires entities to exercise judgment when considering the terms of contracts, which includes (1) identifying the contracts or agreements with a customer, (2) identifying our performance obligations in the contract or agreement, (3) determining the transaction price, (4) allocating the transaction price to the separate performance obligations, and (5) recognizing revenue as each performance obligation is satisfied. The Company only applies the five-step model to contracts when it is probable that the Company will collect the consideration it is entitled to in exchange for the services it transfers to its clients.

 

Revenue from trading of retail goods is recognized when title and risk of loss are transferred and there are no continuing obligations to the customer. Title and the risks and rewards of ownership transfer to and accepted by the customer when the products are collected by the customer at the Company’s office. Revenue is recorded net of sales discounts, returns, allowances, and other adjustments that are based upon management’s best estimates and historical experience and are provided for in the same period as the related revenues are recorded.

 

The Company mainly derives its revenue from the sale of healthy food products. Generally, the Company recognizes revenue when OEM, Home brand and medical consumables product are sold and accepted by the customers and there are no continuing obligations to the customer.

 

Cost of revenue

 

Cost of revenue includes the purchase cost of retail goods for re-sale to customers and packing materials (such as boxes). It excludes purchasing and receiving costs, inspection costs, warehousing costs, internal transfer costs and other costs of distribution network in cost of revenues.

 

Shipping and handling fees

 

Shipping and handling fees, if billed to customers, are included in revenue. Shipping and handling fees associated with inbound and outbound freight are expensed as incurred and included in selling and distribution expenses. Shipping and handling fees are expensed as incurred for the nine months ended September 30, 2024 were $316, while for the nine months ended September 30, 2023 were $6.

 

F-7

 

 

DSWISS, INC.

NOTES TO CONDENSED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2024

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

(UNAUDITED)

 

Selling and distribution expenses

 

Selling and distribution expenses are primarily comprised of travelling and accommodation, transportation fees such as petrol, toll and parking and shipping and handling fees.

 

Cash and cash equivalents

 

The Company consider all highly liquid instruments with a maturity of three months or less at the time of issuance to be cash equivalent.

 

Inventories

 

Inventories consisting of products available for sell, are stated at the lower of cost or market value. Cost of inventory is determined using the first-in, first-out (FIFO) method. Inventory reserve is recorded to write down the cost of inventory to the estimated market value due to slow-moving merchandise and damaged goods, which is dependent upon factors such as historical and forecasted consumer demand, and promotional environment. The Company takes ownership, risks and rewards of the products purchased. Write downs are recorded in cost of revenues in the Condensed Consolidated Statements of Operations and Comprehensive Income.

 

Plant and equipment

 

Plant and equipment are stated at cost less accumulated depreciation and impairment. Depreciation of plant, equipment and software are calculated on the straight-line method over their estimated useful lives or lease terms generally as follows:

 

Classification  Estimated useful lives
Computer and software  5 years
Furniture and fittings  5 years
Office equipment  10 years
Motor vehicle  5 years
Plant and machinery  10 years

 

Intangible assets

 

Intangible assets are stated at cost less accumulated amortization. Intangible assets represented the registration costs of trademarks in Hong Kong, which are amortized on a straight-line basis over a useful life of ten years.

 

The Company follows ASC Topic 350 in accounting for intangible assets, which requires impairment losses to be recorded when indicators of impairment are present and the undiscounted cash flows estimated to be generated by the assets are less than the assets’ carrying amounts. There were no impairment losses recorded on intangible assets for the nine months ended September 30, 2024.

 

Leases

 

Prior to November 1, 2019, the Company accounted for leases under ASC 840, Accounting for Leases. Effective November 1, 2019, the Company adopted the guidance of ASC 842, Leases, which requires an entity to recognize a right-of-use asset and a lease liability for virtually all leases. The implementation of ASC 842 did not have a material impact on the Company’s consolidated financial statements and did not have a significant impact on our liquidity. The Company adopted ASC 842 using a modified retrospective approach. As a result, the comparative financial information has not been updated and the required disclosures prior to the date of adoption have not been updated and continue to be reported under the accounting standards in effect for those periods (see Note 12).

 

Income taxes

 

The provision of income taxes is 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 periods 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.

 

The Company conducts much of its business activities in Malaysia and is subject to tax in this 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.

 

F-8

 

 

DSWISS, INC.

NOTES TO CONDENSED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2024

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

(UNAUDITED)

 

Net income/(loss) per share

 

The Company calculates net income/(loss) per share in accordance with ASC Topic 260, “Earnings per Share.” Basic income/(loss) per share is computed by dividing the net income/(loss) by the weighted-average number of common shares outstanding during the period. Diluted income per share is computed similar to basic income/(loss) per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common stock equivalents had been issued and if the additional common shares were dilutive.

 

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 Condensed Consolidated Statements of Operations and Comprehensive Income.

 

The reporting currency of the Company is United States Dollars (“US$”) and the accompanying financial statements have been expressed in US$. In addition, the Company’s subsidiaries in Malaysia and Hong Kong maintains their books and record in their local currency, Ringgits Malaysia (“RM”) and Hong Kong Dollars (“HK$”) respectively, 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 US$ are translated into US$, in accordance with ASC Topic 830-30, “Translation of Financial Statement”, using the exchange rate on the balance sheet date. Revenues and expenses are translated at average rates prevailing during the period. The gains and losses resulting from translation of financial statements of foreign subsidiary are recorded as a separate component of accumulated other comprehensive income within the statements of stockholders’ equity.

 

Translation of amounts from RM into US$1 and HK$ into US$1 has been made at the following exchange rates for the respective periods:

 

   As of and for the nine months ended
September 30,		 
   2024   2023 
         
Period-end RM : US$1 exchange rate   4.13    4.70 
Period-average RM : US$1 exchange rate   4.59    4.53 
Period-end HK$ : US$1 exchange rate   7.77    7.83 
Period-average HK$ : US$1 exchange rate   7.81    7.84 

 

F-9

 

 

DSWISS, INC.

NOTES TO CONDENSED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2024

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

(UNAUDITED)

 

Related parties

 

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

 

Fair value of financial instruments:

 

The carrying value of the Company’s financial instruments: cash and cash equivalents, accounts receivables, deposits, accounts payable, other payables, and accounts payable approximate at their fair values because of the short-term nature of these financial instruments.

 

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.

 

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. For the nine months ended September 30, 2024, the Company operates in three reportable operating segments in Malaysia and Hong Kong.

 

Recently Issued Accounting Standards

 

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

 

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

 

In December 2023, the FASB issued ASU 2023-09 “Income Taxes (Topic 740): Improvements to Income Tax Disclosures” to expand the disclosure requirements for income taxes, specifically related to the rate reconciliation and income taxes paid. The ASU 2023-09 is effective for annual reporting periods beginning after December 15, 2024.

 

Early adoption is permitted. The Company is currently evaluating the impact of this ASU may have on its unaudited condensed consolidated financial statements and related disclosures.

 

F-10

 

 

DSWISS, INC.

NOTES TO CONDENSED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2024

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

(UNAUDITED)

 

3. STOCKHOLDERS’ EQUITY

 

As of September 30, 2024, the Company had a total of 206,904,585 of its common stock issued and outstanding. There are no shares of preferred stock issued and outstanding.

 

4. PLANT AND EQUIPMENT

 

  

September 30, 2024

  

December 31, 2023

 
Computer and software  $101,339   $102,064 
Furniture and fittings   6,144    6,144 
Office equipment   21,893    21,525 
Motor vehicle   133,003    133,003 
Plant and machinery   4,125    2,865 
Total plant and equipment  $266,504   $265,601 
Accumulated depreciation   (215,780)   (205,600)
Effect of translation exchange   (7,683)   (11,896)
Plant and equipment, net  $43,041   $48,105 

 

Depreciation expense for the three months and nine months ended September 30, 2024 were $3,735 and $10,591 respectively.

 

Depreciation expense for the three months and nine months ended September 30, 2023 were $3,926 and $18,302 respectively.

 

5. INTANGIBLE ASSETS

 

  

September 30, 2024

  

December 31, 2023

 
Trademarks  $12,077   $12,077 
Amortization   (9,968)   (9,194)
Effect of translation exchange   (449)   (456)
Intangible assets, net  $1,660   $2,427 

 

Amortization for the three months and nine months ended September 30, 2024 was $258 and $774 respectively.

 

Amortization for the three months and nine months ended September 30, 2023 was $258 and $772 respectively.

 

6. OTHER RECEIVABLES, PREPAID EXPENSES AND DEPOSITS

 

  

September 30, 2024

  

December 31, 2023

 
Other receivables  $6,075   $5,460 
Prepaid expenses   218,034    1,932 
Deposits   19,069    17,140 
Total other receivables, prepaid expenses and deposits  $243,178   $24,532 

 

7. INVENTORIES

  

September 30, 2024

  

December 31, 2023

 
Finished goods, at cost  $4,925   $6,872 
Total inventories  $4,925   $6,872 

 

8. OTHER PAYABLES AND ACCRUED LIABILITIES

 

  

September 30, 2024

  

December 31, 2023

 
Other payables  $232,596   $114,964 
Accrued audit fees   18,549    30,207 
Accrued other expenses   29,895    15,222 
Accrued professional fees   11,271    14,321 
Total other payables and accrued liabilities  $292,311   $174,714 

 

F-11

 

 

DSWISS, INC.

NOTES TO CONDENSED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2024

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

(UNAUDITED)

 

9. FINANCE LEASE LIABILITY

 

The Company purchased motor vehicles with finance lease. The first finance lease agreement commenced on July 31, 2018 with the effective interest rate of 3.62% per annum, due through June, 2025, with principal and interest payable monthly. The second finance lease agreement commenced on December 3, 2021 with the effective interest rate of 3.70% per annum, due through November, 2026, with principal and interest payable monthly. The obligation under the finance lease is as follows:

 

  

As of

September 30, 2024

  

As of

December 31, 2023

 
Finance lease  $28,395   $38,817 
Less: interest expense   (981)   (1,813)
Net present value of finance lease   27,414    37,004 
           
Current portion   9,652    21,039 
Non-current portion   17,762    15,965 
Total  $27,414   $37,004 

 

As of September 30, 2024 the maturities of the finance lease for each of the years are as follows:

 

     
2024   4,680 
2025   14,079 
2026   8,655 
Total  $27,414 

 

F-12

 

 

DSWISS, INC.

NOTES TO CONDENSED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2024

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

(UNAUDITED)

 

10. INCOME TAXES

 

For the nine months ended September 30, 2024 and 2023, the local (United States) and foreign components of (loss)/profit before income taxes were comprised of the following:

 

  

For the nine months ended

September 30, 2024

  

For the nine months ended

September 30, 2023

 
         
Tax jurisdictions from:          
- Local  $(37,595)  $(53,487)
- Foreign, representing          
Seychelles   (2,384)   (6,454)
Hong Kong   (2,945)   (4,816)
Malaysia   195,912    81,324 
           
Profit before income tax  $152,988   $16,567 

 

The provision for income taxes consisted of the following:

  

  

For the nine months ended

September 30, 2024

  

For the nine months ended

September 30, 2023

 
Current:          
- Local  $-   $- 
- Foreign   (15,645)   (497)
           
Deferred:          
- Local   -    - 
- Foreign   -    - 
           
Income tax expense  $(15,645)  $(497)

 

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

 

United States of America

 

The Company is registered in the State of Nevada and is subject to the tax laws of the United States of America. As of September 30, 2024, the operations in the United States of America incurred $561,720 of cumulative net operating losses which can be carried forward to offset future taxable income, at the tax rate of 21%. The net operating loss carry forwards begin to expire in 2038, if unutilized. The Company has provided for a full valuation allowance of $117,961 against the deferred tax assets on the expected future tax benefits from the net operating loss carry forwards as the management believes it is more likely than not that these assets will not be realized in the future.

 

Seychelles

 

Under the current laws of the Seychelles, DSwiss Holding Limited is registered as an international business company which governs by the International Business Companies Act of Seychelles and there is no income tax charged in Seychelles.

 

Hong Kong

 

DSwiss (HK) Limited is subject to Hong Kong Profits Tax, which is charged at the statutory income tax rate of 16.5% on its assessable income. As of September 30, 2024, the operations in the Hong Kong incurred $637,751 of cumulative net operating losses which can be carried forward to offset future taxable income, at the tax rate of 16.5%. The Company has provided for a full valuation allowance of $105,229 against the deferred tax assets on the expected future tax benefits from the net operating loss carry forwards as the management believes it is more likely than not that these assets will not be realized in the future.

 

Malaysia

 

DSwiss Sdn. Bhd. and DSwiss Biotech Sdn. Bhd. are subject to Malaysia Corporate Tax, which is charged at the statutory income tax rate range from 15% to 24% on its assessable income. As of September 30, 2024, the operations in the Malaysia incurred $27,352 of cumulative net operating losses which can be carried forward to offset future taxable income, at the tax rate of 15%. The Company has provided for a full valuation allowance of $4,103 against the deferred tax assets on the expected future tax benefits from the net operating loss carry forwards as the management believes it is more likely than not that these assets will not be realized in the future.

 

F-13

 

 

DSWISS, INC.

NOTES TO CONDENSED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2024

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

(UNAUDITED)

 

11. CONCENTRATIONS OF RISK

 

The Company is exposed to the following concentrations of risk:

 

(a) Major customers

 

For three months ended September 30, 2024 and 2023, the customers who accounted for 10% or more of the Company’s revenues and its accounts receivables balance at period-end are presented as follows:

 

   2024   2023   2024   2023   2024   2023 
   Revenue   Percentage of
revenue		   Accounts
receivables		 
                         
Customer A  $-   $62,284    -%   14%  $-   $- 
Customer B  $-   $74,508    -%   17%  $-   $15,335 
Customer C  $-   $98,487    -%   23%  $-   $16,613 
Customer D  $421,211   $142,344    42%   33%  $-   $- 
Customer E  $126,617   $-    13%   -%  $-   $- 
Customer F  $227,077   $-    23%   -%  $-   $- 
   $774,905   $377,623    78%   87%  $-   $31,948 

 

For nine months ended September 30, 2024 and 2023, the customers who accounted for 10% or more of the Company’s revenues and its accounts receivables balance at period-end are presented as follows:

 

   2024   2023   2024   2023   2024   2023 
   Revenue   Percentage of
revenue		   Accounts
receivables		 
                         
Customer A  $-   $125,478    -%   12%  $-   $- 
Customer B  $-   $200,283    -%   19%  $-   $15,335 
Customer C  $-   $197,831    -%   19%  $-   $16,613 
Customer D  $910,613   $288,649    44%   28%  $-   $- 
Customer E  $371,172   $-    18%   -%  $-   $- 
   $1,281,785   $812,241    62%   78%  $-   $31,948 

 

(b) Major vendors

 

For three months ended September 30, 2024 and 2023, the vendors who accounted for 10% or more of the Company’s purchases and its accounts payable balance at period-end are presented as follows:

 

   2024   2023   2024   2023   2024   2023 
   Purchase   Percentage of
purchase		   Accounts payable 
                         
Vendor A  $-   $45,004    -%   17%  $-   $10,303 
Vendor B  $468,568   $147,361    51%   56%  $86,820   $54,633 
Vendor C  $-   $-    -%   -%  $-   $15,761 
Vendor D  $268,963   $-    29%   -%  $-   $- 
   $737,531   $192,365    80%   73%  $86,820   $80,697 

 

For nine months ended September 30, 2024 and 2023, the vendors who accounted for 10% or more of the Company’s purchases and its accounts payable balance at period-end are presented as follows:

 

   2024   2023   2024   2023   2024   2023 
   Purchase   Percentage of purchase   Accounts payable 
                         
Vendor A  $-   $119,092    -%   16%  $-   $10,303 
Vendor B  $740,157   $311,832    47%   43%  $86,820   $54,633 
Vendor C  $-   $118,417    -%   16%  $-   $15,761 
Vendor D  $394,998   $-    25%   -%  $-   $- 
   $1,135,155   $539,341    72%   75%  $86,820   $80,697 

 

All vendors are located in Malaysia.

 

(c) Credit risk

 

Financial instruments that are potentially subject to credit risk consist principally of accounts receivables. The Company believes the concentration of credit risk in its accounts 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) Exchange rate risk

 

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

 

F-14

 

 

DSWISS, INC.

NOTES TO CONDENSED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2024

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

(UNAUDITED)

 

12. LEASE RIGHT-OF-USE ASSET AND LEASE LIABILITIES

 

The Company officially adopted ASC 842 for the period on and after January 1, 2019 as permitted by ASU 2016-02. ASC 842 originally required all entities to use a “modified retrospective” transition approach that is intended to maximize comparability and be less complex than a full retrospective approach. On July 30, 2018, the FASB issued ASU 2018-11 to provide entities with relief from the costs of implementing certain aspects of the new leasing standard, ASU 2016-02 of which permits entities may elect not to recast the comparative periods presented when transitioning to ASC 842. As permitted by ASU 2018-11, the Company elect not to recast comparative periods, thusly.

 

As of January 1, 2022, the Company recognized approximately US$92,606, lease liability as well as right-of-use asset for all leases (with the exception of short-term leases) at the commencement date. Lease liabilities are measured at present value of the sum of remaining rental payments as of January 1, 2022, with discounted rate of 5.4% adopted from Public Bank Berhad’s base lending rate as a reference for discount rate.

 

As of December 31, 2023, the tenancy agreement had expired, a new and fresh tenancy agreement for renewal term has yet to be executed. The lease on premises had continued on a month- to-month basis which is terminable by the end of each month.

 

A single lease cost is recognized over the lease term on a generally straight-line basis. All cash payments of operating lease cost are classified within operating activities in the statement of cash flows.

 

The initial recognition of operating lease right and lease liability as follow:

 

As of September 30, 2024 and December 31, 2023, operating lease right of use asset as follow:

 

  

As of

September 30, 2024

  

As of

December 31, 2023

 
As of beginning of the period/year  $-   $44,548 
Accumulated amortization   -    (43,099)
Effect of translation exchange   -    (1,449)
Balance as of end of the period/year  $-   $- 

 

As of September 30, 2024 and December 31, 2023, the amortization of the operating lease right of use asset are $0 and $43,099 respectively.

 

F-15

 

 

DSWISS, INC.

NOTES TO CONDENSED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2024

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

(UNAUDITED)

 

As of September 30, 2024, operating lease liability as follow:

 

As of January 1, 2024  $- 
Less: gross repayment   - 
Add: imputed interest   - 
Effect of translation exchange   - 
Balance as of September 30, 2024  $- 
Less: lease liability current portion   - 
Lease liability non-current portion  $- 

 

Maturities of operating lease obligation as follow:

 

Year ending     
December 31, 2024   - 
Total  $- 

 

Other information:

 

  

As of

September 30, 2024

  

As of

December 31, 2023

 
    (unaudited)    (audited) 
Cash paid for amounts included in the measurement of lease liabilities:          
Operating cash flow from operating lease  $-   $42,862 
Right-of-use assets obtained in exchange for operating lease liabilities   -    - 
Remaining lease term for operating lease (years)   -    - 
Weighted average discount rate for operating lease   -    5.40%

 

As of September 30, 2024 and December 31, 2023, lease expenses were $0 and $43,099 respectively.

 

13. RELATED PARTY TRANSACTIONS

 

For the period ended September 30, 2024 and 2023, the Company has the following transactions with related party:

 

  

For the period ended

September 30, 2024

(Unaudited)

  

For the period ended

September 30, 2023

(Unaudited)

 
Professional Fees:          
- Related party A  $6,700   $6,700 
           
Sales          
- Related party B  $5,834   $46,700 
           
Purchases          

- Related party B

  $

8,143

   $- 
           
Total  $20,677   $53,400 

 

The related party A, is a wholly owned subsidiary of a 7.33% shareholder of the Company.

 

The related party B’s director is the founder of the Company.

 

The related party transaction is generally transacted in an arm-length basis at the current market value in the normal course of business.

 

14. SEGMENTED INFORMATION

 

ASC 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 services categories, business segments and major customers in financial statements. In accordance with the “Segment Reporting” Topic of the ASC, the Company’s chief operating decision maker has been identified as the Chief Executive Officer and President, who reviews operating results to make decisions about allocating resources and assessing performance for the entire Company. Existing guidance, which is based on a management approach to segment reporting, establishes requirements to report selected segment information quarterly and to report annually entity-wide disclosures about products and services, major customers, and the countries in which the entity holds material assets and reports revenue. All material operating units qualify for aggregation under “Segment Reporting” due to their similar customer base and similarities in economic characteristics; nature of products and services; and procurement, manufacturing and distribution processes.

 

F-16

 

 

DSWISS, INC.

NOTES TO CONDENSED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2024

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

(UNAUDITED)

 

The Company had no inter-segment sales for the periods presented. Summarized financial information concerning the Company’s reportable segments is shown as below:

 

By Geography*:

SCHEDULE OF REPORTING SEGMENTS BY GEOGRAPHY

  Nevada*   Seychelles*   Hong Kong*   Malaysia*   Total* 
   For the period ended September 30, 2024 
   Nevada   Seychelles   Hong Kong   Malaysia   Total 
                     
Revenue  $-   $-   $-   $2,077,942   $2,077,942 
Cost of revenue   -    -    -    (1,562,671)   (1,562,671)
Depreciation and amortization   -    -    -    (10,591)   (10,591)
Net (loss)/profit before taxation   (37,595)   (2,384)   (2,945)   195,912    152,988 
                          
Total assets  $13,664   $22,804   $61,727   $718,812   $817,007 

 

  Nevada*   Seychelles *   Hong Kong *   Malaysia*   Total* 
   For the period ended September 30, 2023 
   Nevada   Seychelles   Hong Kong   Malaysia   Total 
                     
Revenue  $-   $-   $-   $1,046,764   $1,046,764 
Cost of revenue   -    -    -    (728,508)   (728,508)
Depreciation and amortization   -    -    (772)   (50,650)   (51,422)
Net (loss)/profit before taxation   (53,487)   (6,454)   (4,816)   81,324    16,567 
                          
Total assets  $11,522   $19,098   $11,305   $375,852   $417,777 

 

* Revenues and costs are attributed to countries based on the location of customers.

 

15. SUBSEQUENT EVENTS

 

In accordance with ASC Topic 855, “Subsequent Events”, which establishes general standards of accounting for and disclosure of events that occur after the balance sheet date but before financial statements are issued, the Company has evaluated all events or transactions that occurred after September 30, 2024 up through the date the Company issued the consolidated financial statements.

 

F-17

 

 

Item 2. Management’s discussion and analysis of financial condition and results of operations

 

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

 

The following discussion contains certain statements that may be deemed “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements appear in a number of places in this Report, including, without limitation, “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” These statements are not guarantees of future performance and involve risks, uncertainties and requirements that are difficult to predict or are beyond our control. Forward-looking statements speak only as of the date of this quarterly report. You should not put undue reliance on any forward-looking statements. We strongly encourage investors to carefully read the factors described in our Form S-1 Amendment No.8, dated July 20, 2016 in the section entitled “Risk Factors” for a description of certain risks that could, among other things, cause actual results to differ from these forward-looking statements. We assume no responsibility to update the forward-looking statements contained in this transition report on Form 10-Q. The following should also be read in conjunction with the unaudited Condensed Consolidated Financial Statements and notes thereto that appear elsewhere in this report.

 

Company Overview

 

DSwiss, Inc., a Nevada corporation (“the Company”) was incorporated under the laws of the State of Nevada on May 28, 2015. DSwiss Holding Limited owns 100% of DSwiss (HK) Limited, a Hong Kong Company, which owns 100% of DSwiss Sdn Bhd, the operating Malaysia Company of which is described below. In 2016, DSwiss (HK) Limited invested in DSwiss Biotech Sdn Bhd, incorporated in Malaysia, and owned 40% equity interest.

 

DSwiss is the leading corporation for premier nutraceutical biotechnology in USA, and has gone into Asian countries such as China, Hong Kong, Singapore, Thailand, and Malaysia with our high quality functional health supplement, skin care solution, wellness products and private labelled supplies turnkey provider (OEM/ODM). Our unique and innovative patented biotechnology, natural ingredients into products & services that has been proven to give better, faster and visible positive results to the end user including health improvement, slimming, anti-aging and beauty effects.

 

Currently, we are fulfilling in Talent Development, product research and development, and providing Original Equipment Manufacturer (OEM) and Original Design Manufacturer (ODM) services into functional food and beauty product of which is currently under research and development with Malaysia biotech and research professionals. Our professionals manage from custom formulation of scientifically-proven and naturally-effective, sourcing raw materials, production, quality control, stability and safety test, clinical testing by third-party labs, packaging and shipping including import and export, all licenses needed so customer can concentrate on what they should do. In 2020, with our experience and expertise, we have successfully expanded our client base in OEM/ODM services and developed products and Business-to-business (B2B) DNA genotyping private label services that exceed the clients’ expectation.

 

2

 

 

DSwiss has continuously expanding through launching health and beauty projects to provide premier experiences to the customers. DSwiss has shown a solid growth and is set to advance the biotechnology industry to drive nutraceutical and skincare biotechnology growth.

 

At this time, we operate exclusively online through our website: http://www.dswissbeauty.com.

 

Products which meet the definition of a functional food and cosmetics related products need to be registered or notified with the Drug Control Authority (DCA), Ministry of Health Malaysia. Manufacturing, marketing, importation and the sale of unregistered products is a violation of the Drug Control Regulations and Cosmetics Act 1984 of Malaysia and enforcement action can be taken.

 

At DSwiss, research and development is an ongoing effort whose purpose is to ensure our products on the forefront of quality and effectiveness. Equipped with state of the art machinery, our innovative research and development team are constantly exploring on new development and product lines that will enable us to provide the highest quality standard and remain competitive in the industry.

 

DSwiss’s products are certified and approved by the Ministry of Health (“MOH”) Malaysia. Due to the stringent requirements from MOH Malaysia, we strive to upkeep the highest possible standard in our products to provide assurance and as a prove of our continuing commitment to providing quality products.

 

Our expected growth is planned to occur primarily through the implementation of our social media marketing strategy. DSwiss already has a strong relationship with new retail tech company (eg. Facebook, E-Marketplace). The global presence social media has helped provide to us has been an invaluable resource, and as we continue to expand our business operations and spread our brand awareness, we intend to primarily utilize social media to reach our customers. The benefits of social media are countless, but perhaps the most imperative to our future success is our ability to connect with customers directly, to receive their feedback almost instantaneously. On that note, the feedback we have received from our clients has been overwhelmingly positive, which has helped us to create a robust brand image.

 

While DSwiss has been focused almost exclusively upon pursuing operations within Asia, we do have plans to expand outward and become a household name across the world. Our strategy to do so going forward is by forming partnerships with local companies in various countries that may be willing to stock our products or promote them to their own customers. We believe that by forging strategic relationships and partnerships we can expand our operations across the globe at a greater pace and with greater certainty than we would if we tried to expand on our own.

 

Results of Operation

 

For the Three Months and Nine Months Ended September 30, 2024 and September 30, 2023.

 

For the three months and nine months ended September 30, 2024, we realized revenue in the amount of $1,027,198 and $2,077,942, while for the three months and nine months ended September 30, 2023, we realized revenue in the amount of $425,569 and $1,046,764. Our gross profits for the three months and nine months ended September 30, 2024 were $113,201 and $515,271, which are less than $31,358 for the three months ended September 30, 2023 and more than $197,015 for the nine months ended September 30, 2023 respectively. We attribute this increase in gross profits as a result of increase in revenue.

 

3

 

 

*Our gross margins may not be comparable to those of other entities, since some entities include all the costs related to their distribution network in cost of revenue. Our cost of revenue includes only the purchase cost of products and packing materials, and does not include any allocation of inbound freight charges, purchasing and receiving costs, inspection costs, warehousing costs, internal transfer costs, and the other costs associated with the distribution network.

 

Our net loss for the three months ended September 30, 2024 were $61,468 and net profit for the nine months ended September 30, 2024 $137,343 respectively, while the net profit for three months and nine months ended September 30, 2023 were $44,996 and $16,070 respectively.

 

Liquidity and Capital Resources

 

For the nine months ended September 30, 2024 and 2023, we had cash and cash equivalents of $473,250 and $288,932 respectively. We have positive operating cash flow and our working capital has been and will continue to be significant. As a result, we have increased our sales resulting an increase in our overall revenue. We need to meet our working capital requirements to make capital investments in connection with ongoing operations. The Company expects its current capital resources to meet our basic operating requirements for approximately twelve months.

 

Operating Activities

 

For the nine months ended September 30, 2024, net cash generated from operating activities was $217,204, compared to net cash generated from operating activities was $111,389 in the prior period. The operating cash flow performance primarily reflects increase in accounts payable, increase in other payables and accrued liabilities and increase in other receivables, prepaid expenses and deposits to the prior period.

 

Investing Activities

 

For the nine months ended September 30, 2024, net cash used in investing activities was $1,313, reflecting the proceed of disposal of plant and equipment and cost in purchase of plant and equipment. For the nine months ended September 30, 2023, net cash used in investing activities was $364, reflecting the cost in purchase of plant and equipment.

 

Financing Activity

 

For the nine months ended September 30, 2024 and 2023, net cash used in financing activity were $13,756 and $11,586 respectively resulted from the repayment of finance lease.

 

4

 

 

Off-balance Sheet Arrangements

 

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

 

Recent accounting pronouncements

 

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

 

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

 

In December 2023, the FASB issued ASU 2023-09 “Income Taxes (Topic 740): Improvements to Income Tax Disclosures” to expand the disclosure requirements for income taxes, specifically related to the rate reconciliation and income taxes paid. The ASU 2023-09 is effective for annual reporting periods beginning after December 15, 2024.

 

Early adoption is permitted. The Company is currently evaluating the impact of this ASU may have on its unaudited condensed consolidated financial statements and related disclosures.

 

Item 3 Quantitative and Qualitative Disclosures About Market Risk.

 

As a “smaller reporting company” as defined by Item 10 of Regulation S-K, the Company is not required to provide information required by this Item.

 

Item 4 Controls and Procedures.

 

Evaluation of Disclosure Controls and Procedures:

 

We carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of September 30, 2024. This evaluation was carried out under the supervision and with the participation of our Chief Executive Officer and our Chief Financial Officer. Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that, as of September 30, 2024, our disclosure controls and procedures were not effective due to the presence of material weaknesses in internal control over financial reporting.

 

A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the company’s annual or interim financial statements will not be prevented or detected on a timely basis. Management has identified the following material weaknesses which have caused management to conclude that, as of September 30, 2024, our disclosure controls and procedures were not effective: (i) inadequate segregation of duties and effective risk assessment; and (ii) insufficient written policies and procedures for accounting and financial reporting with respect to the requirements and application of both US GAAP and SEC guidelines.

 

Changes in Internal Control over Financial Reporting:

 

There were no changes in our internal control over financial reporting during the quarter ending September 30, 2024, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

 

5

 

 

PART II — OTHER INFORMATION

 

Item 1. Legal Proceedings

 

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

 

Item 1A. Risk Factors.

 

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

 

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.

 

6

 

 

ITEM 6. Exhibits

 

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

 

* Filed herewith.

 

7

 

 

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.

 

  DSWISS, INC.
  (Name of Registrant)
     
Date: November 14, 2024    
     
  By: /s/ Leong Ming Chia
  Title: President, Chief Executive Officer,
Chief Financial Officer, Treasurer, Secretary and Director
    (Principal Executive Officer, Principal Financial Officer)

 

8

 

 

EXHIBIT 31.1

 

CERTIFICATION

 

I, LEONG MING CHIA, certify that:

 

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

 

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

 

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

 

4. 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 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: November 14, 2024 By: /s/ Leong Ming Chia
    LEONG MING CHIA
    President, Chief Executive Officer,
Chief Financial Officer, Treasurer, Secretary and Director
    (Principal Executive Officer, Principal Financial Officer)

 

 

 

 

EXHIBIT 32.1

 

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

 

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

 

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

 

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

 

Date: November 14, 2024 By: /s/ Leong Ming Chia
    LEONG MING CHIA
   

President, Chief Executive Officer,

Chief Financial Officer, Treasurer, Secretary and Director

    (Principal Executive Officer, Principal Financial Officer)

 

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

 

 

 

 

v3.24.3
Cover
 9 Months Ended
Sep. 30, 2024
$ / shares
shares
Cover [Abstract]  
Document Type 10-Q
Amendment Flag false
Document Quarterly Report true
Document Transition Report false
Document Period End Date Sep. 30, 2024
Document Fiscal Period Focus Q3
Document Fiscal Year Focus 2024
Current Fiscal Year End Date --12-31
Entity File Number 333-208083
Entity Registrant Name DSwiss, Inc.
Entity Central Index Key 0001652561
Entity Tax Identification Number 47-4215595
Entity Incorporation, State or Country Code NV
Entity Address, Address Line One Unit 18-11, 18-12 & 18-01, Tower A, Vertical Business Suite
Entity Address, Address Line Two Avenue 3, Bangsar South
Entity Address, Address Line Three No.8 Jalan Kerinchi
Entity Address, City or Town Kuala Lumpur
Entity Address, Country MY
Entity Address, Postal Zip Code 59200
City Area Code (603)
Local Phone Number 2770-4032
Title of 12(b) Security Common Stock
Trading Symbol DQWS
Entity Current Reporting Status Yes
Entity Interactive Data Current No
Entity Filer Category Non-accelerated Filer
Entity Small Business true
Entity Emerging Growth Company true
Elected Not To Use the Extended Transition Period false
Entity Shell Company false
Entity Common Stock, Shares Outstanding | shares 206,904,585
Entity Listing, Par Value Per Share | $ / shares $ 0.0001
v3.24.3
Condensed Consolidated Balance Sheets - USD ($)
Sep. 30, 2024
Dec. 31, 2023
CURRENT ASSETS    
Cash and cash equivalents (including $245,339 and $130,926 of time deposits as of September 30, 2024 and December 31, 2023 respectively) $ 473,250 $ 249,110
Accounts receivables 50,953 36,148
Other receivables, prepaid expenses and deposits 243,178 24,532
Tax recoverable 299
Inventories 4,925 6,872
Total Current Assets 772,306 316,961
NON-CURRENT ASSETS    
Plant and equipment, net 43,041 48,105
Intangible assets, net 1,660 2,427
Total Non-Current Assets 44,701 50,532
TOTAL ASSETS 817,007 [1] 367,493
CURRENT LIABILITIES    
Accounts payable 284,026 99,360
Other payables and accrued liabilities (including $3,000 and $3,000 of general and administrative expenses payable to a related party as of September 30, 2024 and December 31, 2023 respectively) 292,311 174,714
Finance lease liability 9,652 21,039
Tax payable 14,662
Total Current Liabilities 600,651 295,113
NON- CURRENT LIABILITY    
Finance lease liability 17,762 15,965
Total non-current liability 17,762 15,965
TOTAL LIABILITIES 618,413 311,078
STOCKHOLDERS’ EQUITY    
Preferred stock, $0.0001 par value, 200,000,000 shares authorized, None issued and outstanding
Common stock, $0.0001 par value, 600,000,000 shares authorized, 206,904,585 shares issued and outstanding as of September 30, 2024 and December 31, 2023 respectively 20,690 20,690
Additional paid-in capital 1,395,426 1,395,426
Accumulated other comprehensive income 55,288 50,452
Accumulated deficit (1,272,810) (1,410,153)
TOTAL STOCKHOLDERS’ EQUITY 198,594 56,415
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY $ 817,007 $ 367,493
[1] Revenues and costs are attributed to countries based on the location of customers.
v3.24.3
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($)
Sep. 30, 2024
Dec. 31, 2023
Defined Benefit Plan Disclosure [Line Items]    
Time deposits $ 245,339 $ 130,926
Preferred stock, par value $ 0.0001 $ 0.0001
Preferred stock, shares authorized 200,000,000 200,000,000
Preferred stock, shares issued 0 0
Preferred stock, shares outstanding 0 0
Common stock, par value $ 0.0001 $ 0.0001
Common stock, shares authorized 600,000,000 600,000,000
Common stock, shares issued 206,904,585 206,904,585
Common stock, shares outstanding 206,904,585 206,904,585
Related Party [Member]    
Defined Benefit Plan Disclosure [Line Items]    
General and administrative expenses payable $ 3,000 $ 3,000
v3.24.3
Condensed Consolidated Statements of Operations and Comprehensive Income (Unaudited) - USD ($)
 3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Income Statement [Abstract]        
REVENUE (including $2,125 and $2,021 of revenue from a related party for the three months ended September 30, 2024 and 2023, respectively, and $5,834 and $46,700 of revenue from a related party for the nine months ended September 30, 2024 and 2023, respectively) $ 1,027,198 $ 425,569 $ 2,077,942 [1] $ 1,046,764 [1]
COST OF REVENUE (including $8,143 of purchases from a related party for the three months and nine months ended September 30, 2024) (913,997) (281,010) (1,562,671) [1] (728,508) [1]
GROSS PROFIT 113,201 144,559 515,271 318,256
OTHER INCOME 3,148 1,384 8,833 4,462
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES (including $1,500 and $1,500 of general and administrative expenses to a related party for the three months ended September 30, 2024 and 2023, respectively, and $6,700 and $6,700 of general and administrative expenses to a related party for the nine months ended September 30, 2024 and 2023, respectively) (166,073) (89,202) (369,244) (270,260)
OPERATING EXPENSES (356) (258) (943) (1,052)
FINANCE COST (286) (622) (929) (2,490)
LEASE EXPENSES (10,703) (32,349)
(LOSS)/ PROFIT BEFORE INCOME TAX (50,366) 45,158 152,988 [1] 16,567 [1]
TAXATION (11,102) (162) (15,645) (497)
NET (LOSS)/ PROFIT (61,468) 44,996 137,343 16,070
Other comprehensive income/(loss)        
- Foreign currency translation adjustment 13,469 (2,525) 4,836 29,327
TOTAL COMPREHENSIVE (LOSS)/ INCOME $ (47,999) $ 42,471 $ 142,179 $ 45,397
NET INCOME/(LOSS) PER SHARE - BASIC $ (0.0003) $ 0.0002 $ 0.0006 $ 0.00007
NET INCOME/(LOSS) PER SHARE - DILUTED $ (0.0003) $ 0.0002 $ 0.0006 $ 0.00007
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING - BASIC 206,904,585 206,904,585 206,904,585 206,904,585
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING - DILUTED 206,904,585 206,904,585 206,904,585 206,904,585
[1] Revenues and costs are attributed to countries based on the location of customers.
v3.24.3
Condensed Consolidated Statements of Operations and Comprehensive Income (Unaudited) (Parenthetical) - USD ($)
 3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Defined Benefit Plan Disclosure [Line Items]        
Revenue related party $ 2,125 $ 2,021 $ 5,834 $ 46,700
Revenue, Related Party [Extensible Enumeration] Related Party [Member] Related Party [Member] Related Party [Member] Related Party [Member]
Cost of Revenue $ 913,997 $ 281,010 $ 1,562,671 [1] $ 728,508 [1]
General and administrative expenses related party $ 1,500 $ 1,500 $ 6,700 $ 6,700
Selling, General, and Administrative Expenses, Related Party [Extensible Enumeration] Related Party [Member] Related Party [Member] Related Party [Member] Related Party [Member]
Related Party [Member]        
Defined Benefit Plan Disclosure [Line Items]        
Cost of Revenue $ 8,143   $ 8,143  
[1] Revenues and costs are attributed to countries based on the location of customers.
v3.24.3
Condensed Consolidated Statements of Changes in Stockholders' Equity (Unaudited) - USD ($)
Common Stock [Member]
Additional Paid-in Capital [Member]
AOCI Attributable to Parent [Member]
Retained Earnings [Member]
Noncontrolling Interest [Member]
Total
Balance at Dec. 31, 2022 $ 20,690 $ 1,395,426 $ (5,846) $ (1,324,002) $ 11,883 $ 98,151
Balance, shares at Dec. 31, 2022 206,904,585          
Foreign currency translation adjustment 29,327 29,327
Net profit/loss 16,070 16,070
Changes in ownership interests in an associate (36,616) (11,883) (48,499)
Balance at Sep. 30, 2023 $ 20,690 1,395,426 23,481 (1,344,548) 95,049
Balance, shares at Sep. 30, 2023 206,904,585          
Balance at Jun. 30, 2023 $ 20,690 1,395,426 26,006 (1,389,544) 52,578
Balance, shares at Jun. 30, 2023 206,904,585          
Foreign currency translation adjustment (2,525) (2,525)
Net profit/loss 44,996 44,996
Balance at Sep. 30, 2023 $ 20,690 1,395,426 23,481 (1,344,548) 95,049
Balance, shares at Sep. 30, 2023 206,904,585          
Balance at Dec. 31, 2023 $ 20,690 1,395,426 50,452 (1,410,153) 56,415
Balance, shares at Dec. 31, 2023 206,904,585          
Foreign currency translation adjustment 4,836 4,836
Net profit/loss 137,343 137,343
Balance at Sep. 30, 2024 $ 20,690 1,395,426 55,288 (1,272,810) 198,594
Balance, shares at Sep. 30, 2024 206,904,585          
Balance at Jun. 30, 2024 $ 20,690 1,395,426 41,819 (1,211,342) 246,593
Balance, shares at Jun. 30, 2024 206,904,585          
Foreign currency translation adjustment 13,469 13,469
Net profit/loss (61,468) (61,468)
Balance at Sep. 30, 2024 $ 20,690 $ 1,395,426 $ 55,288 $ (1,272,810) $ 198,594
Balance, shares at Sep. 30, 2024 206,904,585          
v3.24.3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)
 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
CASH FLOWS FROM OPERATING ACTIVITIES:    
Profit after income tax $ 137,343 $ 16,070
Adjustments to reconcile net profit to net cash generated from operating activities:    
Depreciation and amortization 10,591 50,650
Amortization for intangible assets 774 772
Changes in operating assets and liabilities:    
Accounts payable 157,638 30,140
Accounts receivables 6,233 23,937
Other payables and accrued liabilities 102,796 20,476
Inventories 2,719 (1,105)
Other receivables, prepaid expenses and deposits (215,886) 1,235
Tax payable 14,996 423
Reduction in lease liability (31,209)
Net cash generated from operating activities 217,204 111,389
CASH FLOWS FROM INVESTING ACTIVITIES:    
Proceed of disposal of plant and equipment 315
Purchase of plant and equipment (1,628) (364)
Net cash used in investing activities (1,313) (364)
CASH FLOWS FROM FINANCING ACTIVITY:    
Repayment of finance lease (13,756) (11,586)
Net cash used in financing activity (13,756) (11,586)
Effect of exchange rate changes on cash and cash equivalent 22,005 (24,776)
Net increase in cash and cash equivalents 224,140 74,663
Cash and cash equivalents, beginning of period 249,110 214,269
CASH AND CASH EQUIVALENTS, END OF PERIOD 473,250 288,932
SUPPLEMENTAL CASH FLOWS INFORMATION    
Income taxes paid (2,177) (74)
Interest paid $ (929) $ (410)
v3.24.3
DESCRIPTION OF BUSINESS AND ORGANIZATION
 9 Months Ended
Sep. 30, 2024
Accounting Policies [Abstract]  
DESCRIPTION OF BUSINESS AND ORGANIZATION

1. DESCRIPTION OF BUSINESS AND ORGANIZATION

 

DSwiss, Inc. is organized as a Nevada limited liability company, incorporated on May 28, 2015. For the purposes of financial statement presentation, DSwiss, Inc. and its subsidiaries are herein referred to as “the Company” or “we”. The principal activity of the Company is premier biotech-nutraceutical, beauty supplies, and medical consumables supplies. The Company sells medical consumable supplies, food supplements, skincare, and other related beauty products in Malaysia and around the ASEAN region. We are globally recognized Turnkey Private Label Manufacturing Services for nutraceutical and skincare OEM/ODM products.

 

Our professionals manage from custom formulation of scientifically proven and naturally effective, sourcing raw materials, production, quality control, stability, and safety test, clinical testing by third-party labs, packaging, and shipping, including import and export.

 

Our manufacturing facilities which compliant with GMP (Good Manufacturing Practise), FDA (Food Drug Association), HACCP (Hazard Analysis and Critical Control Point), JAKIM HALAL, and Mesti.

 

The accompanying unaudited condensed consolidated financial statements of DSwiss, Inc. at September 30, 2024 and 2023 have been prepared in accordance with generally accepted accounting principles (“GAAP”) for interim financial statements, instructions to Form 10-Q, and Regulation S-X. Accordingly, certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted. These condensed consolidated financial statements should be read in conjunction with the financial statements and notes thereto included in our annual report on Form 10-K for the year ended December 31, 2023. In management’s opinion, all adjustments (consisting only of normal recurring adjustments) considered necessary for a fair presentation to make our financial statements not misleading have been included. The results of operations for the periods ended September 30, 2024 and 2023 presented are not necessarily indicative of the results to be expected for the full year. The December 31, 2023 balance sheet has been derived from our audited financial statements included in our annual report on Form 10-K for the year ended December 31, 2023.

 

We have historically conducted our business through DSwiss Sdn Bhd, a private limited liability company, incorporated in Malaysia. DSwiss Holding Limited, incorporated in Seychelles, is an investment holding company with 100% equity interest in DSwiss (HK) Limited, a company incorporated in Hong Kong, which subsequent hold 100% equity interest in DSwiss Sdn. Bhd. On August 31, 2015, DSwiss, Inc. was restructured to be the holding company parent to, and succeed to the operations of, DSwiss Holding Limited. The former unit holder of DSwiss Holding Limited became the unit holder of DSwiss, Inc. and DSwiss Holding Limited became a wholly-owned subsidiary of DSwiss, Inc. This transaction was accounted for as a transaction among entities under common control and the assets, liabilities, revenues and expenses of DSwiss Holding Limited were carried over to and combined with DSwiss, Inc. at historical cost, and as if the transfer occurred at the beginning of the period. Prior periods have been retrospectively adjusted for comparative purposes.

 

We have invested in DSwiss Biotech Sdn Bhd, a Company incorporated in Malaysia, and owned 40% equity interest. On January 18, 2023, DSwiss (HK) Limited acquired 150,000 shares, representing 60% equity interest in DSwiss Biotech Sdn. Bhd., from the other party with consideration of RM 1. After such acquisition, DSwiss Biotech Sdn. Bhd. became a wholly owned subsidiary of DSwiss (HK) Limited.

 

The Company, through its subsidiaries, mainly supplies high quality beauty products. Details of the Company’s subsidiaries:

 

   Company name  Place and date of incorporation  Particulars of issued
capital		  Principal activities  Proportional
of ownership interest
and voting power
held		 
                 
1.  DSwiss Holding Limited  Seychelles, May 28, 2015  1 share of ordinary share of US$1 each  Investment holding   100%
                  
2.  DSwiss (HK) Limited  Hong Kong, May 28, 2015  1 share of ordinary share of HK$1 each  Supply of beauty products   100%
                  
3.  DSwiss Sdn Bhd  Malaysia, March 10, 2011  2 shares of ordinary share of RM 1 each  Supply of beauty products   100%
                  
4.  DSwiss Biotech Sdn Bhd  Malaysia, March 17, 2016  250,000 shares of ordinary share of RM 1 each  Supply of biotech products   100%

 

 

DSWISS, INC.

NOTES TO CONDENSED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2024

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

(UNAUDITED)

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

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

Going Concern

 

The accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities and commitments in the normal course of business. As reflected in the accompanying financial statements, for the period ended September 30, 2024, the Company suffered an accumulated deficit of $1,272,810. This factor raises substantial doubt about the Company’s ability to continue as a going concern within one year of the date that the financial statements are issued. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

 

The Company’s ability to continue as a going concern is dependent upon improving its profitability and the continuing financial support from its shareholders. Management believes the existing shareholders or external financing will provide the additional cash to meet the Company’s obligations as they become due. No assurance can be given that any future financing, if needed, will be available or, if available, that it will be on terms that are satisfactory to the Company. Even if the Company is able to obtain additional financing, if needed, it may contain undue restrictions on its operations, in the case of debt financing, or cause substantial dilution for its stock holders, in the case of equity financing.

 

Basis of presentation

 

The accompanying condensed consolidated financial statements are prepared in accordance with generally accepted accounting principles in the United States of America (“US GAAP”).

 

Basis of consolidation

 

The condensed consolidated financial statements include the accounts of the Company and its subsidiaries in which the Company is the primary beneficiary. All inter-company accounts and transactions have been eliminated upon consolidation.

 

Use of estimates

 

In preparing these 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.

 

Revenue recognition

 

The Company follows the guidance of Accounting Standards Codification (ASC) 606, Revenue from Contracts. ASC 606 creates a five-step model that requires entities to exercise judgment when considering the terms of contracts, which includes (1) identifying the contracts or agreements with a customer, (2) identifying our performance obligations in the contract or agreement, (3) determining the transaction price, (4) allocating the transaction price to the separate performance obligations, and (5) recognizing revenue as each performance obligation is satisfied. The Company only applies the five-step model to contracts when it is probable that the Company will collect the consideration it is entitled to in exchange for the services it transfers to its clients.

 

Revenue from trading of retail goods is recognized when title and risk of loss are transferred and there are no continuing obligations to the customer. Title and the risks and rewards of ownership transfer to and accepted by the customer when the products are collected by the customer at the Company’s office. Revenue is recorded net of sales discounts, returns, allowances, and other adjustments that are based upon management’s best estimates and historical experience and are provided for in the same period as the related revenues are recorded.

 

The Company mainly derives its revenue from the sale of healthy food products. Generally, the Company recognizes revenue when OEM, Home brand and medical consumables product are sold and accepted by the customers and there are no continuing obligations to the customer.

 

Cost of revenue

 

Cost of revenue includes the purchase cost of retail goods for re-sale to customers and packing materials (such as boxes). It excludes purchasing and receiving costs, inspection costs, warehousing costs, internal transfer costs and other costs of distribution network in cost of revenues.

 

Shipping and handling fees

 

Shipping and handling fees, if billed to customers, are included in revenue. Shipping and handling fees associated with inbound and outbound freight are expensed as incurred and included in selling and distribution expenses. Shipping and handling fees are expensed as incurred for the nine months ended September 30, 2024 were $316, while for the nine months ended September 30, 2023 were $6.

 

 

DSWISS, INC.

NOTES TO CONDENSED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2024

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

(UNAUDITED)

 

Selling and distribution expenses

 

Selling and distribution expenses are primarily comprised of travelling and accommodation, transportation fees such as petrol, toll and parking and shipping and handling fees.

 

Cash and cash equivalents

 

The Company consider all highly liquid instruments with a maturity of three months or less at the time of issuance to be cash equivalent.

 

Inventories

 

Inventories consisting of products available for sell, are stated at the lower of cost or market value. Cost of inventory is determined using the first-in, first-out (FIFO) method. Inventory reserve is recorded to write down the cost of inventory to the estimated market value due to slow-moving merchandise and damaged goods, which is dependent upon factors such as historical and forecasted consumer demand, and promotional environment. The Company takes ownership, risks and rewards of the products purchased. Write downs are recorded in cost of revenues in the Condensed Consolidated Statements of Operations and Comprehensive Income.

 

Plant and equipment

 

Plant and equipment are stated at cost less accumulated depreciation and impairment. Depreciation of plant, equipment and software are calculated on the straight-line method over their estimated useful lives or lease terms generally as follows:

 

Classification  Estimated useful lives
Computer and software  5 years
Furniture and fittings  5 years
Office equipment  10 years
Motor vehicle  5 years
Plant and machinery  10 years

 

Intangible assets

 

Intangible assets are stated at cost less accumulated amortization. Intangible assets represented the registration costs of trademarks in Hong Kong, which are amortized on a straight-line basis over a useful life of ten years.

 

The Company follows ASC Topic 350 in accounting for intangible assets, which requires impairment losses to be recorded when indicators of impairment are present and the undiscounted cash flows estimated to be generated by the assets are less than the assets’ carrying amounts. There were no impairment losses recorded on intangible assets for the nine months ended September 30, 2024.

 

Leases

 

Prior to November 1, 2019, the Company accounted for leases under ASC 840, Accounting for Leases. Effective November 1, 2019, the Company adopted the guidance of ASC 842, Leases, which requires an entity to recognize a right-of-use asset and a lease liability for virtually all leases. The implementation of ASC 842 did not have a material impact on the Company’s consolidated financial statements and did not have a significant impact on our liquidity. The Company adopted ASC 842 using a modified retrospective approach. As a result, the comparative financial information has not been updated and the required disclosures prior to the date of adoption have not been updated and continue to be reported under the accounting standards in effect for those periods (see Note 12).

 

Income taxes

 

The provision of income taxes is 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 periods 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.

 

The Company conducts much of its business activities in Malaysia and is subject to tax in this 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.

 

 

DSWISS, INC.

NOTES TO CONDENSED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2024

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

(UNAUDITED)

 

Net income/(loss) per share

 

The Company calculates net income/(loss) per share in accordance with ASC Topic 260, “Earnings per Share.” Basic income/(loss) per share is computed by dividing the net income/(loss) by the weighted-average number of common shares outstanding during the period. Diluted income per share is computed similar to basic income/(loss) per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common stock equivalents had been issued and if the additional common shares were dilutive.

 

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 Condensed Consolidated Statements of Operations and Comprehensive Income.

 

The reporting currency of the Company is United States Dollars (“US$”) and the accompanying financial statements have been expressed in US$. In addition, the Company’s subsidiaries in Malaysia and Hong Kong maintains their books and record in their local currency, Ringgits Malaysia (“RM”) and Hong Kong Dollars (“HK$”) respectively, 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 US$ are translated into US$, in accordance with ASC Topic 830-30, “Translation of Financial Statement”, using the exchange rate on the balance sheet date. Revenues and expenses are translated at average rates prevailing during the period. The gains and losses resulting from translation of financial statements of foreign subsidiary are recorded as a separate component of accumulated other comprehensive income within the statements of stockholders’ equity.

 

Translation of amounts from RM into US$1 and HK$ into US$1 has been made at the following exchange rates for the respective periods:

 

   As of and for the nine months ended
September 30,		 
   2024   2023 
         
Period-end RM : US$1 exchange rate   4.13    4.70 
Period-average RM : US$1 exchange rate   4.59    4.53 
Period-end HK$ : US$1 exchange rate   7.77    7.83 
Period-average HK$ : US$1 exchange rate   7.81    7.84 

 

 

DSWISS, INC.

NOTES TO CONDENSED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2024

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

(UNAUDITED)

 

Related parties

 

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

 

Fair value of financial instruments:

 

The carrying value of the Company’s financial instruments: cash and cash equivalents, accounts receivables, deposits, accounts payable, other payables, and accounts payable approximate at their fair values because of the short-term nature of these financial instruments.

 

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.

 

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. For the nine months ended September 30, 2024, the Company operates in three reportable operating segments in Malaysia and Hong Kong.

 

Recently Issued Accounting Standards

 

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

 

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

 

In December 2023, the FASB issued ASU 2023-09 “Income Taxes (Topic 740): Improvements to Income Tax Disclosures” to expand the disclosure requirements for income taxes, specifically related to the rate reconciliation and income taxes paid. The ASU 2023-09 is effective for annual reporting periods beginning after December 15, 2024.

 

Early adoption is permitted. The Company is currently evaluating the impact of this ASU may have on its unaudited condensed consolidated financial statements and related disclosures.

 

 

DSWISS, INC.

NOTES TO CONDENSED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2024

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

(UNAUDITED)

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

3. STOCKHOLDERS’ EQUITY

 

As of September 30, 2024, the Company had a total of 206,904,585 of its common stock issued and outstanding. There are no shares of preferred stock issued and outstanding.

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

4. PLANT AND EQUIPMENT

 

  

September 30, 2024

  

December 31, 2023

 
Computer and software  $101,339   $102,064 
Furniture and fittings   6,144    6,144 
Office equipment   21,893    21,525 
Motor vehicle   133,003    133,003 
Plant and machinery   4,125    2,865 
Total plant and equipment  $266,504   $265,601 
Accumulated depreciation   (215,780)   (205,600)
Effect of translation exchange   (7,683)   (11,896)
Plant and equipment, net  $43,041   $48,105 

 

Depreciation expense for the three months and nine months ended September 30, 2024 were $3,735 and $10,591 respectively.

 

Depreciation expense for the three months and nine months ended September 30, 2023 were $3,926 and $18,302 respectively.

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

5. INTANGIBLE ASSETS

 

  

September 30, 2024

  

December 31, 2023

 
Trademarks  $12,077   $12,077 
Amortization   (9,968)   (9,194)
Effect of translation exchange   (449)   (456)
Intangible assets, net  $1,660   $2,427 

 

Amortization for the three months and nine months ended September 30, 2024 was $258 and $774 respectively.

 

Amortization for the three months and nine months ended September 30, 2023 was $258 and $772 respectively.

 
v3.24.3
OTHER RECEIVABLES, PREPAID EXPENSES AND DEPOSITS
 9 Months Ended
Sep. 30, 2024
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]  
OTHER RECEIVABLES, PREPAID EXPENSES AND DEPOSITS

6. OTHER RECEIVABLES, PREPAID EXPENSES AND DEPOSITS

 

  

September 30, 2024

  

December 31, 2023

 
Other receivables  $6,075   $5,460 
Prepaid expenses   218,034    1,932 
Deposits   19,069    17,140 
Total other receivables, prepaid expenses and deposits  $243,178   $24,532 

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

7. INVENTORIES

  

September 30, 2024

  

December 31, 2023

 
Finished goods, at cost  $4,925   $6,872 
Total inventories  $4,925   $6,872 

 
v3.24.3
OTHER PAYABLES AND ACCRUED LIABILITIES
 9 Months Ended
Sep. 30, 2024
Payables and Accruals [Abstract]  
OTHER PAYABLES AND ACCRUED LIABILITIES

8. OTHER PAYABLES AND ACCRUED LIABILITIES

 

  

September 30, 2024

  

December 31, 2023

 
Other payables  $232,596   $114,964 
Accrued audit fees   18,549    30,207 
Accrued other expenses   29,895    15,222 
Accrued professional fees   11,271    14,321 
Total other payables and accrued liabilities  $292,311   $174,714 

 

 

DSWISS, INC.

NOTES TO CONDENSED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2024

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

(UNAUDITED)

 
v3.24.3
FINANCE LEASE LIABILITY
 9 Months Ended
Sep. 30, 2024
Finance Lease Liability  
FINANCE LEASE LIABILITY

9. FINANCE LEASE LIABILITY

 

The Company purchased motor vehicles with finance lease. The first finance lease agreement commenced on July 31, 2018 with the effective interest rate of 3.62% per annum, due through June, 2025, with principal and interest payable monthly. The second finance lease agreement commenced on December 3, 2021 with the effective interest rate of 3.70% per annum, due through November, 2026, with principal and interest payable monthly. The obligation under the finance lease is as follows:

 

  

As of

September 30, 2024

  

As of

December 31, 2023

 
Finance lease  $28,395   $38,817 
Less: interest expense   (981)   (1,813)
Net present value of finance lease   27,414    37,004 
           
Current portion   9,652    21,039 
Non-current portion   17,762    15,965 
Total  $27,414   $37,004 

 

As of September 30, 2024 the maturities of the finance lease for each of the years are as follows:

 

     
2024   4,680 
2025   14,079 
2026   8,655 
Total  $27,414 

 

 

DSWISS, INC.

NOTES TO CONDENSED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2024

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

(UNAUDITED)

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

10. INCOME TAXES

 

For the nine months ended September 30, 2024 and 2023, the local (United States) and foreign components of (loss)/profit before income taxes were comprised of the following:

 

  

For the nine months ended

September 30, 2024

  

For the nine months ended

September 30, 2023

 
         
Tax jurisdictions from:          
- Local  $(37,595)  $(53,487)
- Foreign, representing          
Seychelles   (2,384)   (6,454)
Hong Kong   (2,945)   (4,816)
Malaysia   195,912    81,324 
           
Profit before income tax  $152,988   $16,567 

 

The provision for income taxes consisted of the following:

  

  

For the nine months ended

September 30, 2024

  

For the nine months ended

September 30, 2023

 
Current:          
- Local  $-   $- 
- Foreign   (15,645)   (497)
           
Deferred:          
- Local   -    - 
- Foreign   -    - 
           
Income tax expense  $(15,645)  $(497)

 

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

 

United States of America

 

The Company is registered in the State of Nevada and is subject to the tax laws of the United States of America. As of September 30, 2024, the operations in the United States of America incurred $561,720 of cumulative net operating losses which can be carried forward to offset future taxable income, at the tax rate of 21%. The net operating loss carry forwards begin to expire in 2038, if unutilized. The Company has provided for a full valuation allowance of $117,961 against the deferred tax assets on the expected future tax benefits from the net operating loss carry forwards as the management believes it is more likely than not that these assets will not be realized in the future.

 

Seychelles

 

Under the current laws of the Seychelles, DSwiss Holding Limited is registered as an international business company which governs by the International Business Companies Act of Seychelles and there is no income tax charged in Seychelles.

 

Hong Kong

 

DSwiss (HK) Limited is subject to Hong Kong Profits Tax, which is charged at the statutory income tax rate of 16.5% on its assessable income. As of September 30, 2024, the operations in the Hong Kong incurred $637,751 of cumulative net operating losses which can be carried forward to offset future taxable income, at the tax rate of 16.5%. The Company has provided for a full valuation allowance of $105,229 against the deferred tax assets on the expected future tax benefits from the net operating loss carry forwards as the management believes it is more likely than not that these assets will not be realized in the future.

 

Malaysia

 

DSwiss Sdn. Bhd. and DSwiss Biotech Sdn. Bhd. are subject to Malaysia Corporate Tax, which is charged at the statutory income tax rate range from 15% to 24% on its assessable income. As of September 30, 2024, the operations in the Malaysia incurred $27,352 of cumulative net operating losses which can be carried forward to offset future taxable income, at the tax rate of 15%. The Company has provided for a full valuation allowance of $4,103 against the deferred tax assets on the expected future tax benefits from the net operating loss carry forwards as the management believes it is more likely than not that these assets will not be realized in the future.

 

 

DSWISS, INC.

NOTES TO CONDENSED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2024

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

(UNAUDITED)

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

11. CONCENTRATIONS OF RISK

 

The Company is exposed to the following concentrations of risk:

 

(a) Major customers

 

For three months ended September 30, 2024 and 2023, the customers who accounted for 10% or more of the Company’s revenues and its accounts receivables balance at period-end are presented as follows:

 

   2024   2023   2024   2023   2024   2023 
   Revenue   Percentage of
revenue		   Accounts
receivables		 
                         
Customer A  $-   $62,284    -%   14%  $-   $- 
Customer B  $-   $74,508    -%   17%  $-   $15,335 
Customer C  $-   $98,487    -%   23%  $-   $16,613 
Customer D  $421,211   $142,344    42%   33%  $-   $- 
Customer E  $126,617   $-    13%   -%  $-   $- 
Customer F  $227,077   $-    23%   -%  $-   $- 
   $774,905   $377,623    78%   87%  $-   $31,948 

 

For nine months ended September 30, 2024 and 2023, the customers who accounted for 10% or more of the Company’s revenues and its accounts receivables balance at period-end are presented as follows:

 

   2024   2023   2024   2023   2024   2023 
   Revenue   Percentage of
revenue		   Accounts
receivables		 
                         
Customer A  $-   $125,478    -%   12%  $-   $- 
Customer B  $-   $200,283    -%   19%  $-   $15,335 
Customer C  $-   $197,831    -%   19%  $-   $16,613 
Customer D  $910,613   $288,649    44%   28%  $-   $- 
Customer E  $371,172   $-    18%   -%  $-   $- 
   $1,281,785   $812,241    62%   78%  $-   $31,948 

 

(b) Major vendors

 

For three months ended September 30, 2024 and 2023, the vendors who accounted for 10% or more of the Company’s purchases and its accounts payable balance at period-end are presented as follows:

 

   2024   2023   2024   2023   2024   2023 
   Purchase   Percentage of
purchase		   Accounts payable 
                         
Vendor A  $-   $45,004    -%   17%  $-   $10,303 
Vendor B  $468,568   $147,361    51%   56%  $86,820   $54,633 
Vendor C  $-   $-    -%   -%  $-   $15,761 
Vendor D  $268,963   $-    29%   -%  $-   $- 
   $737,531   $192,365    80%   73%  $86,820   $80,697 

 

For nine months ended September 30, 2024 and 2023, the vendors who accounted for 10% or more of the Company’s purchases and its accounts payable balance at period-end are presented as follows:

 

   2024   2023   2024   2023   2024   2023 
   Purchase   Percentage of purchase   Accounts payable 
                         
Vendor A  $-   $119,092    -%   16%  $-   $10,303 
Vendor B  $740,157   $311,832    47%   43%  $86,820   $54,633 
Vendor C  $-   $118,417    -%   16%  $-   $15,761 
Vendor D  $394,998   $-    25%   -%  $-   $- 
   $1,135,155   $539,341    72%   75%  $86,820   $80,697 

 

All vendors are located in Malaysia.

 

(c) Credit risk

 

Financial instruments that are potentially subject to credit risk consist principally of accounts receivables. The Company believes the concentration of credit risk in its accounts 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) Exchange rate risk

 

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

 

 

DSWISS, INC.

NOTES TO CONDENSED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2024

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

(UNAUDITED)

 
v3.24.3
LEASE RIGHT-OF-USE ASSET AND LEASE LIABILITIES
 9 Months Ended
Sep. 30, 2024
Lease Right-of-use Asset And Lease Liabilities  
LEASE RIGHT-OF-USE ASSET AND LEASE LIABILITIES

12. LEASE RIGHT-OF-USE ASSET AND LEASE LIABILITIES

 

The Company officially adopted ASC 842 for the period on and after January 1, 2019 as permitted by ASU 2016-02. ASC 842 originally required all entities to use a “modified retrospective” transition approach that is intended to maximize comparability and be less complex than a full retrospective approach. On July 30, 2018, the FASB issued ASU 2018-11 to provide entities with relief from the costs of implementing certain aspects of the new leasing standard, ASU 2016-02 of which permits entities may elect not to recast the comparative periods presented when transitioning to ASC 842. As permitted by ASU 2018-11, the Company elect not to recast comparative periods, thusly.

 

As of January 1, 2022, the Company recognized approximately US$92,606, lease liability as well as right-of-use asset for all leases (with the exception of short-term leases) at the commencement date. Lease liabilities are measured at present value of the sum of remaining rental payments as of January 1, 2022, with discounted rate of 5.4% adopted from Public Bank Berhad’s base lending rate as a reference for discount rate.

 

As of December 31, 2023, the tenancy agreement had expired, a new and fresh tenancy agreement for renewal term has yet to be executed. The lease on premises had continued on a month- to-month basis which is terminable by the end of each month.

 

A single lease cost is recognized over the lease term on a generally straight-line basis. All cash payments of operating lease cost are classified within operating activities in the statement of cash flows.

 

The initial recognition of operating lease right and lease liability as follow:

 

As of September 30, 2024 and December 31, 2023, operating lease right of use asset as follow:

 

  

As of

September 30, 2024

  

As of

December 31, 2023

 
As of beginning of the period/year  $-   $44,548 
Accumulated amortization   -    (43,099)
Effect of translation exchange   -    (1,449)
Balance as of end of the period/year  $-   $- 

 

As of September 30, 2024 and December 31, 2023, the amortization of the operating lease right of use asset are $0 and $43,099 respectively.

 

 

DSWISS, INC.

NOTES TO CONDENSED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2024

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

(UNAUDITED)

 

As of September 30, 2024, operating lease liability as follow:

 

As of January 1, 2024  $- 
Less: gross repayment   - 
Add: imputed interest   - 
Effect of translation exchange   - 
Balance as of September 30, 2024  $- 
Less: lease liability current portion   - 
Lease liability non-current portion  $- 

 

Maturities of operating lease obligation as follow:

 

Year ending     
December 31, 2024   - 
Total  $- 

 

Other information:

 

  

As of

September 30, 2024

  

As of

December 31, 2023

 
    (unaudited)    (audited) 
Cash paid for amounts included in the measurement of lease liabilities:          
Operating cash flow from operating lease  $-   $42,862 
Right-of-use assets obtained in exchange for operating lease liabilities   -    - 
Remaining lease term for operating lease (years)   -    - 
Weighted average discount rate for operating lease   -    5.40%

 

As of September 30, 2024 and December 31, 2023, lease expenses were $0 and $43,099 respectively.

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

13. RELATED PARTY TRANSACTIONS

 

For the period ended September 30, 2024 and 2023, the Company has the following transactions with related party:

 

  

For the period ended

September 30, 2024

(Unaudited)

  

For the period ended

September 30, 2023

(Unaudited)

 
Professional Fees:          
- Related party A  $6,700   $6,700 
           
Sales          
- Related party B  $5,834   $46,700 
           
Purchases          

- Related party B

  $

8,143

   $- 
           
Total  $20,677   $53,400 

 

The related party A, is a wholly owned subsidiary of a 7.33% shareholder of the Company.

 

The related party B’s director is the founder of the Company.

 

The related party transaction is generally transacted in an arm-length basis at the current market value in the normal course of business.

 
v3.24.3
SEGMENTED INFORMATION
 9 Months Ended
Sep. 30, 2024
Segment Reporting [Abstract]  
SEGMENTED INFORMATION

14. SEGMENTED INFORMATION

 

ASC 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 services categories, business segments and major customers in financial statements. In accordance with the “Segment Reporting” Topic of the ASC, the Company’s chief operating decision maker has been identified as the Chief Executive Officer and President, who reviews operating results to make decisions about allocating resources and assessing performance for the entire Company. Existing guidance, which is based on a management approach to segment reporting, establishes requirements to report selected segment information quarterly and to report annually entity-wide disclosures about products and services, major customers, and the countries in which the entity holds material assets and reports revenue. All material operating units qualify for aggregation under “Segment Reporting” due to their similar customer base and similarities in economic characteristics; nature of products and services; and procurement, manufacturing and distribution processes.

 

 

DSWISS, INC.

NOTES TO CONDENSED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2024

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

(UNAUDITED)

 

The Company had no inter-segment sales for the periods presented. Summarized financial information concerning the Company’s reportable segments is shown as below:

 

By Geography*:

SCHEDULE OF REPORTING SEGMENTS BY GEOGRAPHY

  Nevada*   Seychelles*   Hong Kong*   Malaysia*   Total* 
   For the period ended September 30, 2024 
   Nevada   Seychelles   Hong Kong   Malaysia   Total 
                     
Revenue  $-   $-   $-   $2,077,942   $2,077,942 
Cost of revenue   -    -    -    (1,562,671)   (1,562,671)
Depreciation and amortization   -    -    -    (10,591)   (10,591)
Net (loss)/profit before taxation   (37,595)   (2,384)   (2,945)   195,912    152,988 
                          
Total assets  $13,664   $22,804   $61,727   $718,812   $817,007 

 

  Nevada*   Seychelles *   Hong Kong *   Malaysia*   Total* 
   For the period ended September 30, 2023 
   Nevada   Seychelles   Hong Kong   Malaysia   Total 
                     
Revenue  $-   $-   $-   $1,046,764   $1,046,764 
Cost of revenue   -    -    -    (728,508)   (728,508)
Depreciation and amortization   -    -    (772)   (50,650)   (51,422)
Net (loss)/profit before taxation   (53,487)   (6,454)   (4,816)   81,324    16,567 
                          
Total assets  $11,522   $19,098   $11,305   $375,852   $417,777 

 

* Revenues and costs are attributed to countries based on the location of customers.

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

15. SUBSEQUENT EVENTS

 

In accordance with ASC Topic 855, “Subsequent Events”, which establishes general standards of accounting for and disclosure of events that occur after the balance sheet date but before financial statements are issued, the Company has evaluated all events or transactions that occurred after September 30, 2024 up through the date the Company issued the consolidated financial statements.
v3.24.3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)
 9 Months Ended
Sep. 30, 2024
Accounting Policies [Abstract]  
Going Concern

Going Concern

 

The accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities and commitments in the normal course of business. As reflected in the accompanying financial statements, for the period ended September 30, 2024, the Company suffered an accumulated deficit of $1,272,810. This factor raises substantial doubt about the Company’s ability to continue as a going concern within one year of the date that the financial statements are issued. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

 

The Company’s ability to continue as a going concern is dependent upon improving its profitability and the continuing financial support from its shareholders. Management believes the existing shareholders or external financing will provide the additional cash to meet the Company’s obligations as they become due. No assurance can be given that any future financing, if needed, will be available or, if available, that it will be on terms that are satisfactory to the Company. Even if the Company is able to obtain additional financing, if needed, it may contain undue restrictions on its operations, in the case of debt financing, or cause substantial dilution for its stock holders, in the case of equity financing.

 
Basis of presentation

Basis of presentation

 

The accompanying condensed consolidated financial statements are prepared in accordance with generally accepted accounting principles in the United States of America (“US GAAP”).

 
Basis of consolidation

Basis of consolidation

 

The condensed consolidated financial statements include the accounts of the Company and its subsidiaries in which the Company is the primary beneficiary. All inter-company accounts and transactions have been eliminated upon consolidation.

 
Use of estimates

Use of estimates

 

In preparing these 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.

 
Revenue recognition

Revenue recognition

 

The Company follows the guidance of Accounting Standards Codification (ASC) 606, Revenue from Contracts. ASC 606 creates a five-step model that requires entities to exercise judgment when considering the terms of contracts, which includes (1) identifying the contracts or agreements with a customer, (2) identifying our performance obligations in the contract or agreement, (3) determining the transaction price, (4) allocating the transaction price to the separate performance obligations, and (5) recognizing revenue as each performance obligation is satisfied. The Company only applies the five-step model to contracts when it is probable that the Company will collect the consideration it is entitled to in exchange for the services it transfers to its clients.

 

Revenue from trading of retail goods is recognized when title and risk of loss are transferred and there are no continuing obligations to the customer. Title and the risks and rewards of ownership transfer to and accepted by the customer when the products are collected by the customer at the Company’s office. Revenue is recorded net of sales discounts, returns, allowances, and other adjustments that are based upon management’s best estimates and historical experience and are provided for in the same period as the related revenues are recorded.

 

The Company mainly derives its revenue from the sale of healthy food products. Generally, the Company recognizes revenue when OEM, Home brand and medical consumables product are sold and accepted by the customers and there are no continuing obligations to the customer.

 
Cost of revenue

Cost of revenue

 

Cost of revenue includes the purchase cost of retail goods for re-sale to customers and packing materials (such as boxes). It excludes purchasing and receiving costs, inspection costs, warehousing costs, internal transfer costs and other costs of distribution network in cost of revenues.

 
Shipping and handling fees

Shipping and handling fees

 

Shipping and handling fees, if billed to customers, are included in revenue. Shipping and handling fees associated with inbound and outbound freight are expensed as incurred and included in selling and distribution expenses. Shipping and handling fees are expensed as incurred for the nine months ended September 30, 2024 were $316, while for the nine months ended September 30, 2023 were $6.

 

 

DSWISS, INC.

NOTES TO CONDENSED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2024

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

(UNAUDITED)

 
Selling and distribution expenses

Selling and distribution expenses

 

Selling and distribution expenses are primarily comprised of travelling and accommodation, transportation fees such as petrol, toll and parking and shipping and handling fees.

 
Cash and cash equivalents

Cash and cash equivalents

 

The Company consider all highly liquid instruments with a maturity of three months or less at the time of issuance to be cash equivalent.

 
Inventories

Inventories

 

Inventories consisting of products available for sell, are stated at the lower of cost or market value. Cost of inventory is determined using the first-in, first-out (FIFO) method. Inventory reserve is recorded to write down the cost of inventory to the estimated market value due to slow-moving merchandise and damaged goods, which is dependent upon factors such as historical and forecasted consumer demand, and promotional environment. The Company takes ownership, risks and rewards of the products purchased. Write downs are recorded in cost of revenues in the Condensed Consolidated Statements of Operations and Comprehensive Income.

 
Plant and equipment

Plant and equipment

 

Plant and equipment are stated at cost less accumulated depreciation and impairment. Depreciation of plant, equipment and software are calculated on the straight-line method over their estimated useful lives or lease terms generally as follows:

 

Classification  Estimated useful lives
Computer and software  5 years
Furniture and fittings  5 years
Office equipment  10 years
Motor vehicle  5 years
Plant and machinery  10 years

 
Intangible assets

Intangible assets

 

Intangible assets are stated at cost less accumulated amortization. Intangible assets represented the registration costs of trademarks in Hong Kong, which are amortized on a straight-line basis over a useful life of ten years.

 

The Company follows ASC Topic 350 in accounting for intangible assets, which requires impairment losses to be recorded when indicators of impairment are present and the undiscounted cash flows estimated to be generated by the assets are less than the assets’ carrying amounts. There were no impairment losses recorded on intangible assets for the nine months ended September 30, 2024.

 
Leases

Leases

 

Prior to November 1, 2019, the Company accounted for leases under ASC 840, Accounting for Leases. Effective November 1, 2019, the Company adopted the guidance of ASC 842, Leases, which requires an entity to recognize a right-of-use asset and a lease liability for virtually all leases. The implementation of ASC 842 did not have a material impact on the Company’s consolidated financial statements and did not have a significant impact on our liquidity. The Company adopted ASC 842 using a modified retrospective approach. As a result, the comparative financial information has not been updated and the required disclosures prior to the date of adoption have not been updated and continue to be reported under the accounting standards in effect for those periods (see Note 12).

 
Income taxes

Income taxes

 

The provision of income taxes is 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 periods 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.

 

The Company conducts much of its business activities in Malaysia and is subject to tax in this 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.

 

 

DSWISS, INC.

NOTES TO CONDENSED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2024

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

(UNAUDITED)

 
Net income/(loss) per share

Net income/(loss) per share

 

The Company calculates net income/(loss) per share in accordance with ASC Topic 260, “Earnings per Share.” Basic income/(loss) per share is computed by dividing the net income/(loss) by the weighted-average number of common shares outstanding during the period. Diluted income per share is computed similar to basic income/(loss) per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common stock equivalents had been issued and if the additional common shares were dilutive.

 
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 Condensed Consolidated Statements of Operations and Comprehensive Income.

 

The reporting currency of the Company is United States Dollars (“US$”) and the accompanying financial statements have been expressed in US$. In addition, the Company’s subsidiaries in Malaysia and Hong Kong maintains their books and record in their local currency, Ringgits Malaysia (“RM”) and Hong Kong Dollars (“HK$”) respectively, 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 US$ are translated into US$, in accordance with ASC Topic 830-30, “Translation of Financial Statement”, using the exchange rate on the balance sheet date. Revenues and expenses are translated at average rates prevailing during the period. The gains and losses resulting from translation of financial statements of foreign subsidiary are recorded as a separate component of accumulated other comprehensive income within the statements of stockholders’ equity.

 

Translation of amounts from RM into US$1 and HK$ into US$1 has been made at the following exchange rates for the respective periods:

 

   As of and for the nine months ended
September 30,		 
   2024   2023 
         
Period-end RM : US$1 exchange rate   4.13    4.70 
Period-average RM : US$1 exchange rate   4.59    4.53 
Period-end HK$ : US$1 exchange rate   7.77    7.83 
Period-average HK$ : US$1 exchange rate   7.81    7.84 

 

 

DSWISS, INC.

NOTES TO CONDENSED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2024

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

(UNAUDITED)

 
Related parties

Related parties

 

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

 
Fair value of financial instruments:

Fair value of financial instruments:

 

The carrying value of the Company’s financial instruments: cash and cash equivalents, accounts receivables, deposits, accounts payable, other payables, and accounts payable approximate at their fair values because of the short-term nature of these financial instruments.

 

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.

 
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. For the nine months ended September 30, 2024, the Company operates in three reportable operating segments in Malaysia and Hong Kong.

 
Recently Issued Accounting Standards

Recently Issued Accounting Standards

 

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

 

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

 

In December 2023, the FASB issued ASU 2023-09 “Income Taxes (Topic 740): Improvements to Income Tax Disclosures” to expand the disclosure requirements for income taxes, specifically related to the rate reconciliation and income taxes paid. The ASU 2023-09 is effective for annual reporting periods beginning after December 15, 2024.

 

Early adoption is permitted. The Company is currently evaluating the impact of this ASU may have on its unaudited condensed consolidated financial statements and related disclosures.
v3.24.3
DESCRIPTION OF BUSINESS AND ORGANIZATION (Tables)
 9 Months Ended
Sep. 30, 2024
Accounting Policies [Abstract]  
SCHEDULE OF DETAILS OF SUBSIDIARIES

The Company, through its subsidiaries, mainly supplies high quality beauty products. Details of the Company’s subsidiaries:

 

   Company name  Place and date of incorporation  Particulars of issued
capital		  Principal activities  Proportional
of ownership interest
and voting power
held		 
                 
1.  DSwiss Holding Limited  Seychelles, May 28, 2015  1 share of ordinary share of US$1 each  Investment holding   100%
                  
2.  DSwiss (HK) Limited  Hong Kong, May 28, 2015  1 share of ordinary share of HK$1 each  Supply of beauty products   100%
                  
3.  DSwiss Sdn Bhd  Malaysia, March 10, 2011  2 shares of ordinary share of RM 1 each  Supply of beauty products   100%
                  
4.  DSwiss Biotech Sdn Bhd  Malaysia, March 17, 2016  250,000 shares of ordinary share of RM 1 each  Supply of biotech products   100%
v3.24.3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)
 9 Months Ended
Sep. 30, 2024
Accounting Policies [Abstract]  
SCHEDULE OF PLANT AND EQUIPMENT USEFUL LIVES

Plant and equipment are stated at cost less accumulated depreciation and impairment. Depreciation of plant, equipment and software are calculated on the straight-line method over their estimated useful lives or lease terms generally as follows:

 

Classification  Estimated useful lives
Computer and software  5 years
Furniture and fittings  5 years
Office equipment  10 years
Motor vehicle  5 years
Plant and machinery  10 years
SCHEDULE OF FOREIGN CURRENCIES TRANSLATION

Translation of amounts from RM into US$1 and HK$ into US$1 has been made at the following exchange rates for the respective periods:

 

   As of and for the nine months ended
September 30,		 
   2024   2023 
         
Period-end RM : US$1 exchange rate   4.13    4.70 
Period-average RM : US$1 exchange rate   4.59    4.53 
Period-end HK$ : US$1 exchange rate   7.77    7.83 
Period-average HK$ : US$1 exchange rate   7.81    7.84 
v3.24.3
PLANT AND EQUIPMENT (Tables)
 9 Months Ended
Sep. 30, 2024
Property, Plant and Equipment [Abstract]  
SCHEDULE OF PLANT AND EQUIPMENT

  

September 30, 2024

  

December 31, 2023

 
Computer and software  $101,339   $102,064 
Furniture and fittings   6,144    6,144 
Office equipment   21,893    21,525 
Motor vehicle   133,003    133,003 
Plant and machinery   4,125    2,865 
Total plant and equipment  $266,504   $265,601 
Accumulated depreciation   (215,780)   (205,600)
Effect of translation exchange   (7,683)   (11,896)
Plant and equipment, net  $43,041   $48,105 
v3.24.3
INTANGIBLE ASSETS (Tables)
 9 Months Ended
Sep. 30, 2024
Goodwill and Intangible Assets Disclosure [Abstract]  
SCHEDULE OF INTANGIBLE ASSETS

 

  

September 30, 2024

  

December 31, 2023

 
Trademarks  $12,077   $12,077 
Amortization   (9,968)   (9,194)
Effect of translation exchange   (449)   (456)
Intangible assets, net  $1,660   $2,427 
v3.24.3
OTHER RECEIVABLES, PREPAID EXPENSES AND DEPOSITS (Tables)
 9 Months Ended
Sep. 30, 2024
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]  
SCHEDULE OF OTHER RECEIVABLES, PREPAID EXPENSES AND DEPOSITS

 

  

September 30, 2024

  

December 31, 2023

 
Other receivables  $6,075   $5,460 
Prepaid expenses   218,034    1,932 
Deposits   19,069    17,140 
Total other receivables, prepaid expenses and deposits  $243,178   $24,532 
v3.24.3
INVENTORIES (Tables)
 9 Months Ended
Sep. 30, 2024
Inventory Disclosure [Abstract]  
SCHEDULE OF INVENTORIES

  

September 30, 2024

  

December 31, 2023

 
Finished goods, at cost  $4,925   $6,872 
Total inventories  $4,925   $6,872 
v3.24.3
OTHER PAYABLES AND ACCRUED LIABILITIES (Tables)
 9 Months Ended
Sep. 30, 2024
Payables and Accruals [Abstract]  
SCHEDULE OF OTHER PAYABLE AND ACCRUED LIABILITIES

 

  

September 30, 2024

  

December 31, 2023

 
Other payables  $232,596   $114,964 
Accrued audit fees   18,549    30,207 
Accrued other expenses   29,895    15,222 
Accrued professional fees   11,271    14,321 
Total other payables and accrued liabilities  $292,311   $174,714 
v3.24.3
FINANCE LEASE LIABILITY (Tables)
 9 Months Ended
Sep. 30, 2024
Finance Lease Liability  
SCHEDULE OF OBLIGATION UNDER FINANCE LEASE

 

  

As of

September 30, 2024

  

As of

December 31, 2023

 
Finance lease  $28,395   $38,817 
Less: interest expense   (981)   (1,813)
Net present value of finance lease   27,414    37,004 
           
Current portion   9,652    21,039 
Non-current portion   17,762    15,965 
Total  $27,414   $37,004 
SCHEDULE OF MATURITIES OF FINANCE LEASE

As of September 30, 2024 the maturities of the finance lease for each of the years are as follows:

 

     
2024   4,680 
2025   14,079 
2026   8,655 
Total  $27,414 
v3.24.3
INCOME TAXES (Tables)
 9 Months Ended
Sep. 30, 2024
Income Tax Disclosure [Abstract]  
SCHEDULE OF COMPONENTS OF PROFIT/(LOSS) BEFORE INCOME TAXES

For the nine months ended September 30, 2024 and 2023, the local (United States) and foreign components of (loss)/profit before income taxes were comprised of the following:

 

  

For the nine months ended

September 30, 2024

  

For the nine months ended

September 30, 2023

 
         
Tax jurisdictions from:          
- Local  $(37,595)  $(53,487)
- Foreign, representing          
Seychelles   (2,384)   (6,454)
Hong Kong   (2,945)   (4,816)
Malaysia   195,912    81,324 
           
Profit before income tax  $152,988   $16,567 
SCHEDULE OF PROVISION FOR INCOME TAXES

The provision for income taxes consisted of the following:

  

  

For the nine months ended

September 30, 2024

  

For the nine months ended

September 30, 2023

 
Current:          
- Local  $-   $- 
- Foreign   (15,645)   (497)
           
Deferred:          
- Local   -    - 
- Foreign   -    - 
           
Income tax expense  $(15,645)  $(497)
v3.24.3
CONCENTRATIONS OF RISK (Tables)
 9 Months Ended
Sep. 30, 2024
Risks and Uncertainties [Abstract]  
SCHEDULE OF CONCENTRATION OF RISK

(a) Major customers

 

For three months ended September 30, 2024 and 2023, the customers who accounted for 10% or more of the Company’s revenues and its accounts receivables balance at period-end are presented as follows:

 

   2024   2023   2024   2023   2024   2023 
   Revenue   Percentage of
revenue		   Accounts
receivables		 
                         
Customer A  $-   $62,284    -%   14%  $-   $- 
Customer B  $-   $74,508    -%   17%  $-   $15,335 
Customer C  $-   $98,487    -%   23%  $-   $16,613 
Customer D  $421,211   $142,344    42%   33%  $-   $- 
Customer E  $126,617   $-    13%   -%  $-   $- 
Customer F  $227,077   $-    23%   -%  $-   $- 
   $774,905   $377,623    78%   87%  $-   $31,948 

 

For nine months ended September 30, 2024 and 2023, the customers who accounted for 10% or more of the Company’s revenues and its accounts receivables balance at period-end are presented as follows:

 

   2024   2023   2024   2023   2024   2023 
   Revenue   Percentage of
revenue		   Accounts
receivables		 
                         
Customer A  $-   $125,478    -%   12%  $-   $- 
Customer B  $-   $200,283    -%   19%  $-   $15,335 
Customer C  $-   $197,831    -%   19%  $-   $16,613 
Customer D  $910,613   $288,649    44%   28%  $-   $- 
Customer E  $371,172   $-    18%   -%  $-   $- 
   $1,281,785   $812,241    62%   78%  $-   $31,948 

 

(b) Major vendors

 

For three months ended September 30, 2024 and 2023, the vendors who accounted for 10% or more of the Company’s purchases and its accounts payable balance at period-end are presented as follows:

 

   2024   2023   2024   2023   2024   2023 
   Purchase   Percentage of
purchase		   Accounts payable 
                         
Vendor A  $-   $45,004    -%   17%  $-   $10,303 
Vendor B  $468,568   $147,361    51%   56%  $86,820   $54,633 
Vendor C  $-   $-    -%   -%  $-   $15,761 
Vendor D  $268,963   $-    29%   -%  $-   $- 
   $737,531   $192,365    80%   73%  $86,820   $80,697 

 

For nine months ended September 30, 2024 and 2023, the vendors who accounted for 10% or more of the Company’s purchases and its accounts payable balance at period-end are presented as follows:

 

   2024   2023   2024   2023   2024   2023 
   Purchase   Percentage of purchase   Accounts payable 
                         
Vendor A  $-   $119,092    -%   16%  $-   $10,303 
Vendor B  $740,157   $311,832    47%   43%  $86,820   $54,633 
Vendor C  $-   $118,417    -%   16%  $-   $15,761 
Vendor D  $394,998   $-    25%   -%  $-   $- 
   $1,135,155   $539,341    72%   75%  $86,820   $80,697 
v3.24.3
LEASE RIGHT-OF-USE ASSET AND LEASE LIABILITIES (Tables)
 9 Months Ended
Sep. 30, 2024
Lease Right-of-use Asset And Lease Liabilities  
SCHEDULE OF OPERATING LEASE RIGHT OF USE ASSETS

As of September 30, 2024 and December 31, 2023, operating lease right of use asset as follow:

 

  

As of

September 30, 2024

  

As of

December 31, 2023

 
As of beginning of the period/year  $-   $44,548 
Accumulated amortization   -    (43,099)
Effect of translation exchange   -    (1,449)
Balance as of end of the period/year  $-   $- 
SCHEDULE OF OPERATING LEASE LIABILITY

As of September 30, 2024, operating lease liability as follow:

 

As of January 1, 2024  $- 
Less: gross repayment   - 
Add: imputed interest   - 
Effect of translation exchange   - 
Balance as of September 30, 2024  $- 
Less: lease liability current portion   - 
Lease liability non-current portion  $- 
SCHEDULE OF MATURITIES OF OPERATING LEASE OBLIGATION

Maturities of operating lease obligation as follow:

 

Year ending     
December 31, 2024   - 
Total  $- 
SCHEDULE OF OPERATING LEASE OTHER INFORMATION

Other information:

 

  

As of

September 30, 2024

  

As of

December 31, 2023

 
    (unaudited)    (audited) 
Cash paid for amounts included in the measurement of lease liabilities:          
Operating cash flow from operating lease  $-   $42,862 
Right-of-use assets obtained in exchange for operating lease liabilities   -    - 
Remaining lease term for operating lease (years)   -    - 
Weighted average discount rate for operating lease   -    5.40%
v3.24.3
RELATED PARTY TRANSACTIONS (Tables)
 9 Months Ended
Sep. 30, 2024
Related Party Transactions [Abstract]  
SCHEDULE OF RELATED PARTY TRANSACTION

For the period ended September 30, 2024 and 2023, the Company has the following transactions with related party:

 

  

For the period ended

September 30, 2024

(Unaudited)

  

For the period ended

September 30, 2023

(Unaudited)

 
Professional Fees:          
- Related party A  $6,700   $6,700 
           
Sales          
- Related party B  $5,834   $46,700 
           
Purchases          

- Related party B

  $

8,143

   $- 
           
Total  $20,677   $53,400 
v3.24.3
SEGMENTED INFORMATION (Tables)
 9 Months Ended
Sep. 30, 2024
Segment Reporting [Abstract]  
SCHEDULE OF REPORTING SEGMENTS BY GEOGRAPHY

The Company had no inter-segment sales for the periods presented. Summarized financial information concerning the Company’s reportable segments is shown as below:

 

By Geography*:

SCHEDULE OF REPORTING SEGMENTS BY GEOGRAPHY

  Nevada*   Seychelles*   Hong Kong*   Malaysia*   Total* 
   For the period ended September 30, 2024 
   Nevada   Seychelles   Hong Kong   Malaysia   Total 
                     
Revenue  $-   $-   $-   $2,077,942   $2,077,942 
Cost of revenue   -    -    -    (1,562,671)   (1,562,671)
Depreciation and amortization   -    -    -    (10,591)   (10,591)
Net (loss)/profit before taxation   (37,595)   (2,384)   (2,945)   195,912    152,988 
                          
Total assets  $13,664   $22,804   $61,727   $718,812   $817,007 

 

  Nevada*   Seychelles *   Hong Kong *   Malaysia*   Total* 
   For the period ended September 30, 2023 
   Nevada   Seychelles   Hong Kong   Malaysia   Total 
                     
Revenue  $-   $-   $-   $1,046,764   $1,046,764 
Cost of revenue   -    -    -    (728,508)   (728,508)
Depreciation and amortization   -    -    (772)   (50,650)   (51,422)
Net (loss)/profit before taxation   (53,487)   (6,454)   (4,816)   81,324    16,567 
                          
Total assets  $11,522   $19,098   $11,305   $375,852   $417,777 

 

* Revenues and costs are attributed to countries based on the location of customers.
v3.24.3
SCHEDULE OF DETAILS OF SUBSIDIARIES (Details)
 9 Months Ended
Sep. 30, 2024
DSwiss Holding Limited [Member]  
Company name DSwiss Holding Limited
Place of incorporation Seychelles
Date of incorporation May 28, 2015
Particulars of issued capital 1 share of ordinary share of US$1 each
Principal activities Investment holding
Proportional of ownership interest and voting power held 100.00%
DSwiss (HK) Limited [Member]  
Company name DSwiss (HK) Limited
Place of incorporation Hong Kong
Date of incorporation May 28, 2015
Particulars of issued capital 1 share of ordinary share of HK$1 each
Principal activities Supply of beauty products
Proportional of ownership interest and voting power held 100.00%
DSwiss Sdn Bhd [Member]  
Company name DSwiss Sdn Bhd
Place of incorporation Malaysia
Date of incorporation Mar. 10, 2011
Particulars of issued capital 2 shares of ordinary share of RM 1 each
Principal activities Supply of beauty products
Proportional of ownership interest and voting power held 100.00%
DSwiss Biotech Sdn Bhd [Member]  
Company name DSwiss Biotech Sdn Bhd
Place of incorporation Malaysia
Date of incorporation Mar. 17, 2016
Particulars of issued capital 250,000 shares of ordinary share of RM 1 each
Principal activities Supply of biotech products
Proportional of ownership interest and voting power held 100.00%
v3.24.3
DESCRIPTION OF BUSINESS AND ORGANIZATION (Details Narrative) - USD ($)
Jan. 18, 2023
Sep. 30, 2024
DSwiss (HK) Limited [Member]    
Equity ownership interest rate percentage   100.00%
DSwiss Sdn Bhd [Member]    
Equity ownership interest rate percentage   100.00%
DSwiss Biotech Sdn Bhd [Member]    
Equity ownership interest rate percentage   100.00%
DSwiss Biotech Sdn Bhd [Member] | DSwiss (HK) Limited [Member]    
Equity ownership interest rate percentage 60.00%  
Number of shares acquired 150,000  
Consideration price $ 1  
DSwiss Biotech Sdn Bhd [Member] | MALAYSIA    
Equity ownership interest rate percentage   40.00%
v3.24.3
SCHEDULE OF PLANT AND EQUIPMENT USEFUL LIVES (Details)
Sep. 30, 2024
Computer and Software [Member]  
Property, Plant and Equipment [Line Items]  
Property and equipment, estimated useful lives 5 years
Furniture and Fixtures [Member]  
Property, Plant and Equipment [Line Items]  
Property and equipment, estimated useful lives 5 years
Office Equipment [Member]  
Property, Plant and Equipment [Line Items]  
Property and equipment, estimated useful lives 10 years
Motor Vehicles [Member]  
Property, Plant and Equipment [Line Items]  
Property and equipment, estimated useful lives 5 years
Machinery and Equipment [Member]  
Property, Plant and Equipment [Line Items]  
Property and equipment, estimated useful lives 10 years
v3.24.3
SCHEDULE OF FOREIGN CURRENCIES TRANSLATION (Details)
Sep. 30, 2024
Sep. 30, 2023
Period-end RM : US$1 exchange rate [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Foreign currency exchange rate, translation 4.13 4.70
Period-average RM : US$1 exchange rate [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Foreign currency exchange rate, translation 4.59 4.53
Period-end HK$ : US$1 exchange rate [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Foreign currency exchange rate, translation 7.77 7.83
Period-average HK$ : US$1 exchange rate [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Foreign currency exchange rate, translation 7.81 7.84
v3.24.3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative)
 3 Months Ended 9 Months Ended
Sep. 30, 2024
USD ($)
Sep. 30, 2023
USD ($)
Sep. 30, 2024
USD ($)
Segment
Sep. 30, 2023
USD ($)
Dec. 31, 2023
USD ($)
Product Information [Line Items]          
Accumulated deficit $ (1,272,810)   $ (1,272,810)   $ (1,410,153)
Shipping and handling fees $ 166,073 $ 89,202 $ 369,244 $ 270,260  
Intangible asset, useful life 10 years   10 years    
Impairment loss on intangible assets     $ 0    
Income tax likelihood description     greater than 50%    
Number of reportable segments | Segment     3    
Shipping and Handling [Member]          
Product Information [Line Items]          
Shipping and handling fees     $ 316 $ 6  
v3.24.3
STOCKHOLDERS’ EQUITY (Details Narrative) - shares
Sep. 30, 2024
Dec. 31, 2023
Equity [Abstract]    
Common stock shares issued 206,904,585 206,904,585
Common stock shares outstanding 206,904,585 206,904,585
Preferred stock shares issued 0 0
Preferred stock shares outstanding 0 0
v3.24.3
SCHEDULE OF PLANT AND EQUIPMENT (Details) - USD ($)
Sep. 30, 2024
Dec. 31, 2023
Property, Plant and Equipment [Line Items]    
Total plant and equipment $ 266,504 $ 265,601
Accumulated depreciation (215,780) (205,600)
Effect of translation exchange (7,683) (11,896)
Plant and equipment, net 43,041 48,105
Computer and Software [Member]    
Property, Plant and Equipment [Line Items]    
Total plant and equipment 101,339 102,064
Furniture and Fixtures [Member]    
Property, Plant and Equipment [Line Items]    
Total plant and equipment 6,144 6,144
Office Equipment [Member]    
Property, Plant and Equipment [Line Items]    
Total plant and equipment 21,893 21,525
Motor Vehicles [Member]    
Property, Plant and Equipment [Line Items]    
Total plant and equipment 133,003 133,003
Plant and Machinery [Member]    
Property, Plant and Equipment [Line Items]    
Total plant and equipment $ 4,125 $ 2,865
v3.24.3
PLANT AND EQUIPMENT (Details Narrative) - USD ($)
 3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Property, Plant and Equipment [Abstract]        
Depreciation expense $ 3,735 $ 3,926 $ 10,591 $ 18,302
v3.24.3
SCHEDULE OF INTANGIBLE ASSETS (Details) - USD ($)
Sep. 30, 2024
Dec. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]    
Trademarks $ 12,077 $ 12,077
Amortization (9,968) (9,194)
Effect of translation exchange (449) (456)
Intangible assets, net $ 1,660 $ 2,427
v3.24.3
INTANGIBLE ASSETS (Details Narrative) - USD ($)
 3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Goodwill and Intangible Assets Disclosure [Abstract]        
Amortization of intangible assets $ 258 $ 258 $ 774 $ 772
v3.24.3
SCHEDULE OF OTHER RECEIVABLES, PREPAID EXPENSES AND DEPOSITS (Details) - USD ($)
Sep. 30, 2024
Dec. 31, 2023
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]    
Other receivables $ 6,075 $ 5,460
Prepaid expenses 218,034 1,932
Deposits 19,069 17,140
Total other receivables, prepaid expenses and deposits $ 243,178 $ 24,532
v3.24.3
SCHEDULE OF INVENTORIES (Details) - USD ($)
Sep. 30, 2024
Dec. 31, 2023
Inventory Disclosure [Abstract]    
Finished goods, at cost $ 4,925 $ 6,872
Total inventories $ 4,925 $ 6,872
v3.24.3
SCHEDULE OF OTHER PAYABLE AND ACCRUED LIABILITIES (Details) - USD ($)
Sep. 30, 2024
Dec. 31, 2023
Payables and Accruals [Abstract]    
Other payables $ 232,596 $ 114,964
Accrued audit fees 18,549 30,207
Accrued other expenses 29,895 15,222
Accrued professional fees 11,271 14,321
Total other payables and accrued liabilities $ 292,311 $ 174,714
v3.24.3
SCHEDULE OF OBLIGATION UNDER FINANCE LEASE (Details) - USD ($)
Sep. 30, 2024
Dec. 31, 2023
Finance Lease Liability    
Finance lease $ 28,395 $ 38,817
Less: interest expense (981) (1,813)
Total 27,414 37,004
Current portion 9,652 21,039
Non-current portion $ 17,762 $ 15,965
v3.24.3
SCHEDULE OF MATURITIES OF FINANCE LEASE (Details) - USD ($)
Sep. 30, 2024
Dec. 31, 2023
Finance Lease Liability    
2024 $ 4,680  
2025 14,079  
2026 8,655  
Total $ 27,414 $ 37,004
v3.24.3
FINANCE LEASE LIABILITY (Details Narrative)
 9 Months Ended
Sep. 30, 2024
First Finance Lease Agreement [Member]  
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]  
Finance lease, description The first finance lease agreement commenced on July 31, 2018 with the effective interest rate of 3.62% per annum, due through June, 2025, with principal and interest payable monthly
Second Finance Lease Agreement [Member]  
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]  
Finance lease, description The second finance lease agreement commenced on December 3, 2021 with the effective interest rate of 3.70% per annum, due through November, 2026, with principal and interest payable monthly
v3.24.3
SCHEDULE OF COMPONENTS OF PROFIT/(LOSS) BEFORE INCOME TAXES (Details) - USD ($)
 3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Profit before income tax $ (50,366) $ 45,158 $ 152,988 [1] $ 16,567 [1]
UNITED STATES        
Profit before income tax     (37,595) (53,487)
SEYCHELLES        
Profit before income tax [1]     (2,384) (6,454)
HONG KONG        
Profit before income tax [1]     (2,945) (4,816)
MALAYSIA        
Profit before income tax [1]     $ 195,912 $ 81,324
[1] Revenues and costs are attributed to countries based on the location of customers.
v3.24.3
SCHEDULE OF PROVISION FOR INCOME TAXES (Details) - USD ($)
 3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Current:        
- Local    
- Foreign     (15,645) (497)
Deferred:        
- Local    
- Foreign    
Income tax expense $ (11,102) $ (162) $ (15,645) $ (497)
v3.24.3
INCOME TAXES (Details Narrative)
 9 Months Ended
Sep. 30, 2024
USD ($)
UNITED STATES  
Effective Income Tax Rate Reconciliation [Line Items]  
Cumulative net operating losses $ 561,720
Income tax, rate 21.00%
Valuation allowance $ 117,961
HONG KONG | DSwiss (HK) Limited [Member]  
Effective Income Tax Rate Reconciliation [Line Items]  
Cumulative net operating losses $ 637,751
Income tax, rate 16.50%
Valuation allowance $ 105,229
Statutory income tax, rate 16.50%
MALAYSIA | DSwiss Sdn Bhd and DSwiss Biotech Sdn Bhd [Member]  
Effective Income Tax Rate Reconciliation [Line Items]  
Cumulative net operating losses $ 27,352
Future taxable income rate 15.00%
Deferred tax assets, valuation allowance $ 4,103
MALAYSIA | DSwiss Sdn Bhd and DSwiss Biotech Sdn Bhd [Member] | Minimum [Member]  
Effective Income Tax Rate Reconciliation [Line Items]  
Statutory income tax, rate 15.00%
MALAYSIA | DSwiss Sdn Bhd and DSwiss Biotech Sdn Bhd [Member] | Maximum [Member]  
Effective Income Tax Rate Reconciliation [Line Items]  
Statutory income tax, rate 24.00%
v3.24.3
SCHEDULE OF CONCENTRATION OF RISK (Details) - USD ($)
 3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Dec. 31, 2023
Concentration Risk [Line Items]          
Revenues $ 1,027,198 $ 425,569 $ 2,077,942 [1] $ 1,046,764 [1]  
Accounts payable 284,026   284,026   $ 99,360
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Customer A [Member]          
Concentration Risk [Line Items]          
Revenues $ 62,284 $ 125,478  
Concentration risk, percentage 14.00% 12.00%  
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Customer B [Member]          
Concentration Risk [Line Items]          
Revenues $ 74,508 $ 200,283  
Concentration risk, percentage 17.00% 19.00%  
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Customer C [Member]          
Concentration Risk [Line Items]          
Revenues $ 98,487 $ 197,831  
Concentration risk, percentage 23.00% 19.00%  
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Customer D [Member]          
Concentration Risk [Line Items]          
Revenues $ 421,211 $ 142,344 $ 910,613 $ 288,649  
Concentration risk, percentage 42.00% 33.00% 44.00% 28.00%  
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Customer E [Member]          
Concentration Risk [Line Items]          
Revenues $ 126,617 $ 371,172  
Concentration risk, percentage 13.00% 18.00%  
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Customer F [Member]          
Concentration Risk [Line Items]          
Revenues $ 227,077      
Concentration risk, percentage 23.00%      
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Customers [Member]          
Concentration Risk [Line Items]          
Revenues $ 774,905 $ 377,623 $ 1,281,785 $ 812,241  
Concentration risk, percentage 78.00% 87.00% 62.00% 78.00%  
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Customer A [Member] | Reported for Three Months [Member]          
Concentration Risk [Line Items]          
Accounts receivable  
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Customer A [Member] | Reported for Nine Months [Member]          
Concentration Risk [Line Items]          
Accounts receivable  
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Customer B [Member] | Reported for Three Months [Member]          
Concentration Risk [Line Items]          
Accounts receivable 15,335 15,335  
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Customer B [Member] | Reported for Nine Months [Member]          
Concentration Risk [Line Items]          
Accounts receivable 15,335 15,335  
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Customer C [Member] | Reported for Three Months [Member]          
Concentration Risk [Line Items]          
Accounts receivable 16,613 16,613  
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Customer C [Member] | Reported for Nine Months [Member]          
Concentration Risk [Line Items]          
Accounts receivable 16,613 16,613  
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Customer D [Member] | Reported for Three Months [Member]          
Concentration Risk [Line Items]          
Accounts receivable  
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Customer D [Member] | Reported for Nine Months [Member]          
Concentration Risk [Line Items]          
Accounts receivable  
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Customer E [Member] | Reported for Three Months [Member]          
Concentration Risk [Line Items]          
Accounts receivable  
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Customer E [Member] | Reported for Nine Months [Member]          
Concentration Risk [Line Items]          
Accounts receivable  
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Customer F [Member] | Reported for Three Months [Member]          
Concentration Risk [Line Items]          
Accounts receivable  
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Customers [Member] | Reported for Three Months [Member]          
Concentration Risk [Line Items]          
Accounts receivable 31,948 31,948  
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Customers [Member] | Reported for Nine Months [Member]          
Concentration Risk [Line Items]          
Accounts receivable $ 31,948 $ 31,948  
Cost of Goods and Service Benchmark [Member] | Supplier Concentration Risk [Member] | Vendor A [Member]          
Concentration Risk [Line Items]          
Concentration risk, percentage 17.00% 16.00%  
Purchase $ 45,004 $ 119,092  
Cost of Goods and Service Benchmark [Member] | Supplier Concentration Risk [Member] | Vendor B [Member]          
Concentration Risk [Line Items]          
Concentration risk, percentage 51.00% 56.00% 47.00% 43.00%  
Purchase $ 468,568 $ 147,361 $ 740,157 $ 311,832  
Cost of Goods and Service Benchmark [Member] | Supplier Concentration Risk [Member] | Vendor C [Member]          
Concentration Risk [Line Items]          
Concentration risk, percentage 16.00%  
Purchase $ 118,417  
Cost of Goods and Service Benchmark [Member] | Supplier Concentration Risk [Member] | Vendor D [Member]          
Concentration Risk [Line Items]          
Concentration risk, percentage 29.00% 25.00%  
Purchase $ 268,963 $ 394,998  
Cost of Goods and Service Benchmark [Member] | Supplier Concentration Risk [Member] | Vendors [Member]          
Concentration Risk [Line Items]          
Concentration risk, percentage 80.00% 73.00% 72.00% 75.00%  
Purchase $ 737,531 $ 192,365 $ 1,135,155 $ 539,341  
Accounts Payable [Member] | Supplier Concentration Risk [Member] | Vendor A [Member] | Reported for Three Months [Member]          
Concentration Risk [Line Items]          
Accounts payable 10,303 10,303  
Accounts Payable [Member] | Supplier Concentration Risk [Member] | Vendor A [Member] | Reported for Nine Months [Member]          
Concentration Risk [Line Items]          
Accounts payable 10,303 10,303  
Accounts Payable [Member] | Supplier Concentration Risk [Member] | Vendor B [Member] | Reported for Three Months [Member]          
Concentration Risk [Line Items]          
Accounts payable 86,820 54,633 86,820 54,633  
Accounts Payable [Member] | Supplier Concentration Risk [Member] | Vendor B [Member] | Reported for Nine Months [Member]          
Concentration Risk [Line Items]          
Accounts payable 86,820 54,633 86,820 54,633  
Accounts Payable [Member] | Supplier Concentration Risk [Member] | Vendor C [Member] | Reported for Three Months [Member]          
Concentration Risk [Line Items]          
Accounts payable 15,761 15,761  
Accounts Payable [Member] | Supplier Concentration Risk [Member] | Vendor C [Member] | Reported for Nine Months [Member]          
Concentration Risk [Line Items]          
Accounts payable 15,761 15,761  
Accounts Payable [Member] | Supplier Concentration Risk [Member] | Vendor D [Member] | Reported for Three Months [Member]          
Concentration Risk [Line Items]          
Accounts payable  
Accounts Payable [Member] | Supplier Concentration Risk [Member] | Vendor D [Member] | Reported for Nine Months [Member]          
Concentration Risk [Line Items]          
Accounts payable  
Accounts Payable [Member] | Supplier Concentration Risk [Member] | Vendors [Member] | Reported for Three Months [Member]          
Concentration Risk [Line Items]          
Accounts payable 86,820 80,697 86,820 80,697  
Accounts Payable [Member] | Supplier Concentration Risk [Member] | Vendors [Member] | Reported for Nine Months [Member]          
Concentration Risk [Line Items]          
Accounts payable $ 86,820 $ 80,697 $ 86,820 $ 80,697  
[1] Revenues and costs are attributed to countries based on the location of customers.
v3.24.3
SCHEDULE OF OPERATING LEASE RIGHT OF USE ASSETS (Details) - USD ($)
 9 Months Ended 12 Months Ended
Sep. 30, 2024
Dec. 31, 2023
Lease Right-of-use Asset And Lease Liabilities    
Operating lease right of use asset, beginning $ 44,548
Accumulated amortization (43,099)
Effect of translation exchange (1,449)
Operating lease right of use asset, ending
v3.24.3
SCHEDULE OF OPERATING LEASE LIABILITY (Details)
 9 Months Ended
Sep. 30, 2024
USD ($)
Lease Right-of-use Asset And Lease Liabilities  
Operating lease liability, beginning
Less: gross repayment
Add: imputed interest
Effect of translation exchange
Operating lease liability, ending
Less: lease liability current portion
Lease liability non-current portion
v3.24.3
SCHEDULE OF MATURITIES OF OPERATING LEASE OBLIGATION (Details)
Sep. 30, 2024
USD ($)
Lease Right-of-use Asset And Lease Liabilities  
December 31, 2024
Total
v3.24.3
SCHEDULE OF OPERATING LEASE OTHER INFORMATION (Details) - USD ($)
 9 Months Ended 12 Months Ended
Sep. 30, 2024
Dec. 31, 2023
Jan. 01, 2022
Lease Right-of-use Asset And Lease Liabilities      
Operating cash flow from operating lease $ 42,862  
Right-of-use assets obtained in exchange for operating lease liabilities  
Remaining lease term for operating lease (years)  
Weighted average discount rate for operating lease 5.40% 5.40%
v3.24.3
LEASE RIGHT-OF-USE ASSET AND LEASE LIABILITIES (Details Narrative) - USD ($)
 3 Months Ended 9 Months Ended 12 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Dec. 31, 2023
Dec. 31, 2022
Jan. 01, 2022
Lease Right-of-use Asset And Lease Liabilities              
Lease asset- right of use     $ 44,548 $ 92,606
Discount rate of lease payment     5.40%   5.40%
Amortization of operating lease right of use asset       $ 43,099    
Lease expenses $ 10,703 $ 32,349 $ 43,099    
v3.24.3
SCHEDULE OF RELATED PARTY TRANSACTION (Details) - USD ($)
 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Related Party Transaction [Line Items]    
Total $ 20,677 $ 53,400
Related Party A [Member]    
Related Party Transaction [Line Items]    
Professional Fees 6,700 6,700
Related Party B [Member]    
Related Party Transaction [Line Items]    
Total 5,834 46,700
Purchases $ 8,143
v3.24.3
RELATED PARTY TRANSACTIONS (Details Narrative)
Sep. 30, 2024
Related Party A [Member]  
Ownership percentage 7.33%
v3.24.3
SCHEDULE OF REPORTING SEGMENTS BY GEOGRAPHY (Details) - USD ($)
 3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Dec. 31, 2023
Revenues from External Customers and Long-Lived Assets [Line Items]          
Revenue $ 1,027,198 $ 425,569 $ 2,077,942 [1] $ 1,046,764 [1]  
Cost of revenue (913,997) (281,010) (1,562,671) [1] (728,508) [1]  
Depreciation and amortization [1]     (10,591) (51,422)  
Net (loss)/profit before taxation (50,366) 45,158 152,988 [1] 16,567 [1]  
Total assets 817,007 [1] 417,777 [1] 817,007 [1] 417,777 [1] $ 367,493
NEVADA          
Revenues from External Customers and Long-Lived Assets [Line Items]          
Revenue [1]      
Cost of revenue [1]      
Depreciation and amortization [1]      
Net (loss)/profit before taxation [1]     (37,595) (53,487)  
Total assets [1] 13,664 11,522 13,664 11,522  
SEYCHELLES          
Revenues from External Customers and Long-Lived Assets [Line Items]          
Revenue [1]      
Cost of revenue [1]      
Depreciation and amortization [1]      
Net (loss)/profit before taxation [1]     (2,384) (6,454)  
Total assets [1] 22,804 19,098 22,804 19,098  
HONG KONG          
Revenues from External Customers and Long-Lived Assets [Line Items]          
Revenue [1]      
Cost of revenue [1]      
Depreciation and amortization [1]     (772)  
Net (loss)/profit before taxation [1]     (2,945) (4,816)  
Total assets [1] 61,727 11,305 61,727 11,305  
MALAYSIA          
Revenues from External Customers and Long-Lived Assets [Line Items]          
Revenue [1]     2,077,942 1,046,764  
Cost of revenue [1]     (1,562,671) (728,508)  
Depreciation and amortization [1]     (10,591) (50,650)  
Net (loss)/profit before taxation [1]     195,912 81,324  
Total assets [1] $ 718,812 $ 375,852 $ 718,812 $ 375,852  
[1] Revenues and costs are attributed to countries based on the location of customers.
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