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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 9/21/18 Addentax Group Corp. 10-K/A 3/31/18 71:3.6M M2 Compliance/FA |
Document/Exhibit Description Pages Size 1: 10-K/A Amendment to Annual Report HTML 514K 2: EX-3.3 Articles of Incorporation/Organization or Bylaws HTML 18K 3: EX-14.1 Code of Ethics HTML 47K 4: EX-21.1 Subsidiaries List HTML 21K 5: EX-31.1 Certification -- §302 - SOA'02 HTML 26K 6: EX-32.1 Certification -- §906 - SOA'02 HTML 22K 13: R1 Document and Entity Information HTML 53K 14: R2 Consolidated Balance Sheets HTML 109K 15: R3 Consolidated Balance Sheets (Parenthetical) HTML 28K 16: R4 Consolidated Statements of Loss and Comprehensive HTML 70K Loss 17: R5 Consolidated Statements of Changes in Equity HTML 46K 18: R6 Consolidated Statements of Cash Flows HTML 106K 19: R7 Organization and Business Acquisitions HTML 31K 20: R8 Basis of Presentation, Liquidity HTML 28K 21: R9 Summary of Significant Accounting Policies HTML 73K 22: R10 Business Acquisition HTML 28K 23: R11 Accounts Receivables HTML 31K 24: R12 Other Receivables HTML 23K 25: R13 Related Party Transactions HTML 48K 26: R14 Inventories HTML 29K 27: R15 Advances to Suppliers HTML 23K 28: R16 Plant and Equipment HTML 29K 29: R17 Income Taxes HTML 38K 30: R18 Consolidated Segment Data HTML 53K 31: R19 Accrued Expenses and Other Payables HTML 29K 32: R20 Reserves HTML 25K 33: R21 Commitments and Contingencies HTML 25K 34: R22 Subsequent Events HTML 24K 35: R23 Summary of Significant Accounting Policies HTML 125K (Policies) 36: R24 Summary of Significant Accounting Policies HTML 33K (Tables) 37: R25 Business Acquisition (Tables) HTML 27K 38: R26 Accounts Receivables (Tables) HTML 27K 39: R27 Related Party Transactions (Tables) HTML 48K 40: R28 Inventories (Tables) HTML 30K 41: R29 Plant and Equipment (Tables) HTML 29K 42: R30 Income Taxes (Tables) HTML 32K 43: R31 Consolidated Segment Data (Tables) HTML 52K 44: R32 Accrued Expenses and Other Payables (Tables) HTML 28K 45: R33 Commitments and Contingencies (Tables) HTML 24K 46: R34 Organization and Business Acquisitions (Details HTML 39K Narrative) 47: R35 Basis of Presentation, Liquidity (Details HTML 33K Narrative) 48: R36 Summary of Significant Accounting Policies HTML 54K (Details Narrative) 49: R37 Summary of Significant Accounting Policies - HTML 33K Schedule of Concentration of Risk by Customers (Details) 50: R38 Summary of Significant Accounting Policies - HTML 26K Schedule of Concentration of Risk by Customers (Details) (Parenthetical) 51: R39 Summary of Significant Accounting Policies - HTML 30K Schedule of Plant and Equipment Useful Lives (Details) 52: R40 Business Acquisition (Details Narrative) HTML 24K 53: R41 Business Acquisition - Schedule of Purchase Price HTML 39K Allocation for Acquisition (Details) 54: R42 Accounts Receivables (Details Narrative) HTML 23K 55: R43 Accounts Receivables - Schedule of Accounts HTML 31K Receivables and Allowance Balances (Details) 56: R44 Related Party Transactions - Schedule of Related HTML 51K Parties (Details) 57: R45 Related Party Transactions - Schedule of Related HTML 53K Parties Transactions (Details) 58: R46 Inventories - Schedule of Inventories (Details) HTML 36K 59: R47 Plant and Equipment (Details Narrative) HTML 23K 60: R48 Plant and Equipment - Schedule of Plant and HTML 34K Equipment (Details) 61: R49 Income Taxes (Details Narrative) HTML 41K 62: R50 Income Taxes - Schedule of Reconciliation of HTML 43K Income Taxes (Details) 63: R51 Consolidated Segment Data (Details Narrative) HTML 27K 64: R52 Consolidated Segment Data - Schedule of Segment HTML 57K Reporting Information, by Segment (Details) 65: R53 Accrued Expenses and Other Payables - Schedule of HTML 36K Accrued Expenses and Other Payables (Details) 66: R54 Reserves (Details Narrative) HTML 25K 67: R55 Commitments and Contingencies (Details Narrative) HTML 24K 68: R56 Commitments and Contingencies - Schedule of Future HTML 23K Minimum Lease Payments (Details) 70: XML IDEA XML File -- Filing Summary XML 125K 69: EXCEL IDEA Workbook of Financial Reports XLSX 57K 7: EX-101.INS XBRL Instance -- atxg-20180331 XML 840K 9: EX-101.CAL XBRL Calculations -- atxg-20180331_cal XML 168K 10: EX-101.DEF XBRL Definitions -- atxg-20180331_def XML 292K 11: EX-101.LAB XBRL Labels -- atxg-20180331_lab XML 603K 12: EX-101.PRE XBRL Presentations -- atxg-20180331_pre XML 496K 8: EX-101.SCH XBRL Schema -- atxg-20180331 XSD 124K 71: ZIP XBRL Zipped Folder -- 0001493152-18-013572-xbrl Zip 89K
CODE OF ETHICAL BUSINESS CONDUCT
Addentax Group Corp. (the “Company” or “Addentax”) has enjoyed a reputation as a company of high integrity. The Company has worked hard to earn the respect of customers, suppliers, and the public. This Code of Ethical Business Conduct (“Code”) embodies Addentax’s commitment to continue to enjoy this fine reputation into the future. For that reason, the Company expects its directors, officers and employees to share the commitment to comply with all the provisions of the Code and the spirit in which it is intended.
This Code describes the general principles and guidelines applicable to all directors, officers and employees of the Company. Although the general principles outlined in this Code apply to the conduct of all of the Company’s business transactions, the Company’s directors, officers and employees are also bound by other specific Company policies. All managers are responsible for the enforcement of, and compliance with, all policies of the Company, including distribution and communications to ensure employee knowledge of and compliance with these policies.
APPLICATION OF THE CODE
Every director, officer, and employee (“employees”) of the Company is required to comply with the Code and all Company policies. We also expect those agents, consultants and other representatives (“associates”) working on the Company’s behalf will adhere to high ethical standards. Accordingly, no director, officer or employee of the Company should ask an agent, consultant or other representative to engage in conduct that would be prohibited by the Code or any Company policy or applicable law.
Directors, officers and employees of the Company are expected to maintain high ethical standards in their actions and working relationships with customers, suppliers, fellow employees, competitors, representatives of government, and others. All members of the Company are expected to act in business matters with dual responsibility to the public interest and the Company’s interest, above their own. Employees must use sound business practices to maintain their integrity and that of the Company.
COMPLIANCE WITH LAWS
It is the Company’s policy to comply with all applicable federal, state and local laws and regulations in the conduct of its business. The Company, its associates and employees are prohibited by law from influencing or inducing favorable government action through bribery or collusion. Accordingly, no associates or employee shall make any payment or offer anything of value in the form of compensation, gift, contribution or otherwise to any government agent, employee or official, whether appointed or elected, for the purpose of inducing favorable governmental action. Should any associate or employee receive a solicitation for a payment, bribe, gift, or contribution from any government agent, employee or official, whether appointed or elected, it should be reported to the Company’s outside legal counsel immediately.
Any requests for information from a governmental or regulatory body should be immediately referred to the Company’s outside legal counsel for review. No associate or employee of the Company shall knowingly withhold or conceal information legally requested by any governmental or regulatory body, or knowingly furnish incorrect or misleading information to such body. Any associate or employee of the Company who either knows or has reason to believe that the Company itself, or another Company associate or employee has knowingly withheld or concealed, or is knowingly withholding or concealing information legally requested, or has knowingly furnished, or is knowingly furnishing materially incorrect or misleading information to any governmental or regulatory body, shall immediately report that good faith belief to the Company’s outside legal counsel.
The Company’s outside legal counsel will promptly review any such reports and make the determination whether any material requested by any governmental body is subject to any legal privilege and may be lawfully withheld. In no instance, will the Company or any of its employees knowingly and intentionally provide materially incorrect or misleading information to any government body.
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Addentax Group Corp. | Code of Ethical Business Conduct |
USE OF CORPORATE FUNDS AND RESOURCES
No director, officer or employee will use Company funds, resources or property for his or her personal benefit unless such use is consistent with Company policy or has been properly approved by appropriate Company personnel. Company property must not be sold, loaned, given away, or otherwise disposed of-regardless of condition or value-without proper authorization.
POLITICAL ACTIVITIES AND CONTRIBUTIONS
Corporate funds shall not be used for direct or indirect contributions to political parties, candidates or campaigns. The Company does not prohibit directors, officers or employees from making personal contributions of their time and funds to political candidates, causes or parties of their choice. However, the decision to make such a contribution is personal and imposes no responsibility or obligation on the Company. Company employees may not use work time to assist any party or campaign, and may not be reimbursed for personal political activity.
PAYMENTS TO GOVERNMENT OFFICIALS
It is a violation of Company policy, to give or offer, either directly or indirectly, anything of value to government officials in order to influence their actions or decisions. Company funds or assets will not be used to make gifts to, provide entertainment for, or furnish assistance or other services to, government employees or public officials to induce them to do business with the Company. The U.S. Foreign Corrupt Practices Act applies globally and makes it illegal to offer or give money or anything of value, either directly or indirectly, to foreign government officials in order to obtain, retain or direct business, or to acquire any improper advantage. Nothing of value may be given to a government official, even if deemed nominal, without prior written approval of the Company’s outside legal counsel. Employees are expected to report any request by a government official for payment of money or anything of value, and to report any circumstances that calls into question the integrity of the Company’s dealings with government officials.
FINANCIAL ACCOUNTING AND REPORTING
Every director, officer and employee of the Company, and particularly the Principal Executive Officer and the Principal Financial/Accounting Officer, are required to comply in all respects with all applicable laws, rules and regulations regarding financial accounting and reporting. This includes, but is not limited to, the laws, rules and regulations of the Securities and Exchange Commission (“SEC”) and the Financial Accounting Standards Board (“FASB”).
Good financial reporting starts with good recordkeeping, and the Company and its management rely on its records to prepare financial statements that present its results of operations and financial position in a full, fair, accurate, timely and understandable manner. These financial statements are relied on by stockholders, creditors, government authorities, and the public. It is therefore critical that all employees involved with recording, summarizing and maintaining business and accounting records do so in accordance with the following:
● | All assets, liabilities, revenues and expenses will be recorded in the financial reports of the Company; |
● | No undisclosed or unrecorded funds or accounts will be established for any purpose; |
● | No false or artificial entries will be made for any reason; and |
● | No payments will be approved or made with the intention or understanding that any part of the payments are to be used for any purpose other than that described by the documentation supporting the payment. |
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Addentax Group Corp. | Code of Ethical Business Conduct |
Persons involved in preparing and finalizing the Company’s financial information, whether for internal or external reporting purposes, should do so in accordance with the following:
● | Assist in maintaining internal control over financial reporting. |
● | Communicate openly and honestly with the Company’s external public accountants with respect to quarterly and annual financial reporting and related disclosures. |
● | Ensure the financial statements and related disclosures include all information deemed necessary to achieve an appropriate degree of transparency of business transactions. |
The Principal Executive Officer and the Principal Financial/Accounting Officer must assure that financial information disclosed in public communications and in the Company’s periodic reports filed with the SEC is reported fully, fairly and accurately and in a timely and understandable manner. Every director, officer and employee of the Company, and particularly, the Principal Executive Officer and the Principal Financial/Accounting Officer must promptly report (confidentially, if desired) to the Company’s Board of Directors or to the Company’s outside legal counsel:
● | Any material violation of any applicable law, rule or regulation; |
● | Any incidence of fraud, whether material or not, by management or other persons responsible for recording, processing, summarizing or reporting information required to by disclosed by the Company in reports and statements filed with the SEC; and |
● | Any material information, fact or circumstance, including any deficiency in any internal control over financial reporting, that could affect or render untrue the information contained in any periodic report that the Company is required to file with the SEC or other regulatory body or that is disclosed in other public communications. |
CONFLICT OF INTEREST
RELATIONS WITH EMPLOYEES
It is the policy of the Company to provide employment opportunity, wages, and opportunities for advancement, training, and growth to all employees on the basis of merit. It is also the policy of the Company to comply with all existing legislation and established regulations of the various applicable governmental bodies concerned with prohibiting discrimination. The Company will not tolerate discrimination, harassment or other inappropriate treatment of employees on the basis of race, religion, sex, age, national origin, veteran status, disability, sexual orientation, gender identity and/or expression or other legally protected status. It is the Company’s practice to deal fairly and equitably with all employees.
The Company is committed to providing a safe and healthy workplace, and shall maintain and, when appropriate, improve its plants, equipment, and methods to that end.
The Company encourages expression by employees about their work, including their ideas for continuous improvement.
ENVIRONMENTAL PROTECTION
The Company conducts its operations with the highest regard for the quality of the environment, including water, air and general land usage. The objective is to comply with standards established by appropriate local, state, or federal agencies at every operating location where emissions into water sources, the atmosphere or solid waste disposal are present. Directors, officers and employees must conduct the business of the Company in an environmentally sound manner, and must comply with applicable environmental laws and regulations.
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Addentax Group Corp. | Code of Ethical Business Conduct |
PROTECTION AND INFORMATION
All directors, officers and employees must be in compliance with the following:
● All confidential information about the Company, including inventions, discoveries, formulas, trade secrets, customer lists and employee data, as well as confidential information acquired by the Company from another company, individual or entity subject to a secrecy and proprietary rights agreement, will be kept confidential. Employees must maintain the confidentiality of such information during and subsequent to the period of employment with the Company.
● Information gathered on competitors, customers, suppliers and other entities with which the Company does business, must be acquired legally and in a manner consistent with the Company’s high level of ethics and proper business conduct. Directors, officers and employees who inadvertently obtain confidential information belonging to another company should contact the Company’s outside legal counsel prior to use or disclosure of such information.
● Directors, officers and employees of the Company should recognize that the business records and communications that they create have the potential to become public in the future. Therefore, the Company’s directors, officers and employees should avoid exaggeration, derogatory remarks, guesswork or inappropriate characterizations of people and companies in any and all of their work-related communications. This applies equally to e-mail, internal memos and formal reports. Furthermore, the Company’s directors, officers and employees are required to comply with the terms of the Company’s document retention policies at all times, to avoid even the appearance of impropriety.
FAIR DEALING
Each director, officer and employee of the Company shall deal fairly with the Company’s customers, suppliers, competitors and employees. No director, officer or employee may take unfair advantage of anyone through manipulation, concealment, abuse or privileged information, misrepresentation of material facts or any other unfair dealing practice.
ENFORCEMENT
The Code is important to the Company and must be taken seriously by all employees. Accordingly, violations of the Code will not be tolerated and will result in disciplinary action, which can include oral or written reprimand, probation, suspension or termination, in accordance with Company policy.
HOW TO HANDLE SUSPECTED VIOLATIONS OF THE CODE
All directors, officers and employees are expected to seek advice from appropriate personnel if they have any questions about the application of the Code to a specific situation. In addition, to help the Company achieve full compliance, directors, officers and employees are encouraged to raise questions and good faith concerns, and to cooperate fully in any investigation. Known or suspected violations are expected to be reported immediately.
Officers and employees should address their questions and concerns first to their managers, if appropriate. Directors should address their concerns to the Board of Directors.
AMENDMENTS AND WAIVERS OF THE CODE
Only the Board of Directors may amend or waive a provision of the Code for directors and executive officers of the Company, including the Principal Executive Officer and the Principal Financial/Accounting Officer. Any such amendment or waiver must be disclosed publicly if and as required by law or stock exchange listing standard.
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