HWGG Entertainment : 2022 First Quarter Report

HWGG ENTERTAINMENT LIMITED

A Nevada Corporation

Wisma Ho Wah Genting

No.35, Jalan Maharajalela

50150 Kuala Lumpur, Malaysia

1. 2141 - 6422 www.hwgg.com.my

[e-mail]

SIC code: 7389

Annual Report

For the period ending 31 March 2022

(the "Reporting Period")

The number of shares outstanding of our Common Stock is 500,027,774 as of 31 March 2022 The number of shares outstanding of our Common Stock was 500,027,774 as of 31 March 2022

Indicate by check mark whether the company is a shell company (as defined in Rule 405 of the Securities Act of 1933 and Rule 12b-2 of the Exchange Act 1934):

Yes: ☐ No: ☒

Indicate by check mark whether the company's shell status has changed since the previous reporting period

Yes: ☐ No: ☒

Indicate by check mark whether a Change in Control of the company has occurred over this reporting period:

Yes: ☐

No: ☒

Part A General Company Information

Item 1 The exact name of the issuer and its predecessor (if any).

HWGG Entertainment Limited ("HWGG"), which has changed its name from Ho Wah Genting Group Limited on July 28, 2020.

Item 2 The address of the issuer's principal executive offices and address(es) of the issuer's principal place of business: Telephone: [phone]

Website:www.hwgg.com.my

Contact person: Ong Kooi Tatt

Telephone: [phone]

Email:[e-mail]

Address: Wisma Ho Wah Genting, No.35, Jalan Maharajalela, 50150 Kuala Lumpur, Malaysia

Check box if principal executive office and principal place of business are the same address: ☒

Item 3 The jurisdiction(s) and date of the issuer's incorporation or organization.

It was incorporated in Nevada on August 22, 2014 and it is active as at the date of reporting.

Part B Share Structure

Item 4 The exact title and class of securities outstanding.

Exact title and class of securities outstanding	: Common Stock
CUSIP	: 40441K108
Par or Stated Value	: $0.0002
Total shares authorized	: 750,000,000 as of 31/03/2022

Total shares outstanding	: 500,027,774 as of 31/03/2022
Trading Symbol	: HWGG
Item 5	Par or stated value and description of the security
	Outstanding securities: Common Stock
A.	Par or Stated Value	: $0.0002

1. Stockholders are entitled to receive any dividend declare by the company and eligible to vote. There's no provision in the issuer's charter that would delay, defer or prevent a Change in Control of the issuer.

Item 6 The number of shares or total amount of the securities outstanding for each classof securities authorized.

Outstanding securities: Common Stock
(i)	Period end date	: March 31, 2022
(ii)	Number of shares authorized	: 750,000,000
(iii)	Number of shares outstanding	: 500,027,774
(iv)	Freely tradable shares (public float)	: 1,841,143

1. Number of beneficial shareholders owning at least 100 shares : 317

(vi)	Total number of shareholders of record		: 317
Item 7 The name and address of the transfer agent
Transfer Agent Name	: Action Stock Transfer Corporation
Address 1	: 2469 E. Fort Union Blvd
Address 2	: Suite 214, Salt Lake City
Address 3	: UT 84121
Phone		: (801) 274 - 1088
Is the Transfer Agent registered under the Exchange Act?	Yes ☒	No ☐

Part C Business Information

Item 8 The nature of the issuer's business

1. Business Development

The company is a corporation incorporated in Nevada on August 22, 2014 with fiscal year end date of 31 December.

The company has not been in any bankruptcy, receivership or any similar proceeding nor any material reclassification, merger, consolidation, or purchase or sale of a significant amount of assets in the last three years.

The company has not been in default of the term of any note, loan, lease, or other indebtedness or financing arrangement nor has been involved in any legal proceedings or administrative actions that could have a material effect on the company's business, financial condition, or operations in the last three years.

The company has not been delisted by any securities exchange and was not involved in any stock split, stock dividend, recapitalization, merger, acquisition, spin-off or reorganization nor has increase the number of authorized or outstanding shares in the last three years.

The company's controlling person has changed in year 2020 whereby the current President, Director, CEO, CFO, Mr. Mok Lip Bin has become the major shareholder of the company and controlled approximately 65.2% of the outstanding shares as at July 8, 2022.

1. Business of Company

The company's SIC code is 7389 and it has never been a shell company.

We are currently engaged in promoting entertainment membership, junket operating and marketing of real estate property through our wholly owned subsidiary Ho Wah Genting Group Sdn Bhd ("HWGG"). One of the main products we offer is an exclusive travel membership that focuses on travel and entertainment around the world ("Exclusive Travel Membership"). We strive to serve our member's every travel need by offering our members discounted vacation packages, hotel and room accommodations, flight arrangements and various on ground transportation means. We are developing our website and mobile application so members can purchase our

membership packages online via their computer and mobile device. Currently, a person can purchase a member package at our sales office in Kuala Lumpur, Malaysia. Member packages include products and points that carry a value that approximates the package price. Each member package is available in English and Chinese and typically includes booklets describing us, our compensation plan and rules of member conduct, various training and promotional materials, member applications and a product and services catalog. The price of a member package varies by package type and provides a low-cost entry for incoming members. We are operating from Kuala Lumpur office and customers are mainly from Southeast Asia countries.

As the company is not operating in any businesses that required specific regulatory and supervision by authority, the company do not foresee any changed in governmental regulations will have any impact to the business.

The company did not spend any amount on research and development activities in the last two fiscal years and do not anticipate such activities in the next fiscal year.

The company is merely operating as a marketing agent for travel membership and real estate property and does not required to adhere to any environmental laws.

The company has no employee at the holding level. However, there are total of 22 employees at subsidiary level.

Item 9 The nature of products or services offered

We are currently engaged in promoting entertainment membership, junket operating and marketing of real estate property through our wholly owned subsidiary HWGG.

On June 19, 2015, we began offering the following four member packages:

• Holiday Card Member
• Classic Card Member
• Gold Card Member
• Black Card Member

The Classic Card Member package is our entry-level package. It requires a yearly subscription payment of US$8,000 for our International Membership Subscription, or RM 20,000 for our Local Membership Subscription. It provides members up to 12% discount rewards per annum and access to our entertainment services, air ticket purchase services, value travel packages and accommodation booking services.

The Gold Card Member package is our advanced level package. This package provides members up to 13.2% discount rewards per annum and access to our travel arrangement services, entertainment services, air ticket purchase services, value travel packages and accommodation booking services. It requires a yearly subscription payment of US$16,000 for our International Subscription or RM 50,000 for our Local Membership Subscription.

The Black Card Member package is our professional package. It requires a yearly subscription payment of US$32,000 for our International Membership Subscription or RM 100,000 for our Local Membership Subscription. It provides members up to 14.4% discount rewards per annum and access to our travel arrangement services, entertainment services, air ticket purchase services, value travel packages and accommodation booking services.

Members' subscription amount will be converted into member redemption points ("MRP") on an equivalent basis. MRPs can be utilized to purchase products and services offered by us and our partnering company Ho Wah Genting Holiday SDH BHD, a Malaysian corporation ("HWGH"), which pursuant to our Travel and Junket Service Contract dated April 1, 2016, provides travel agency services and prepares tour packages, hotel bookings, and transportation arrangements to offer HWGG's members and customers. We will recognize revenue from our Exclusive Travel Membership once our members utilize their MRPs on such services and facilities. Discount rewards will be calculated based on month end point balance and rewarded based on month end MRP balance. Discount rewards can be exchanged for entertainment vouchers at selected destinations. All of our membership options terminate after twelve (12) months.

In connection to our Exclusive Travel Membership, we also provide junket operating services by promoting premium market players to our partner's resorts and cruise lines. We currently have an agreement to operate as a licensed

junket operator for Genting Malaysia Berhad, a Malaysian public company involved in the leisure and hospitality business covering theme parks, gaming, hotels, seaside resorts and entertainment for over fifty years throughout Asia, and Genting Hong Kong Limited, a Hong-Kong based investment holding company principally engaged in cruise businesses. To date, HWGG is an approved junket operator and local group casino rebate programme for Genting Malaysia Berhad's casino in Peninsular Malaysia and Genting Hong Kong Limited's entire Star Cruises Fleet and Resorts World Manila. Pursuant to the Travel and Junket Service Contract, we shared 50% of the commission earned through certain junket operations with HWGH. Starting 2017, HWGG takes 100% of the junket commission from its operations with HWGH. Our Exclusive Travel Membership members may exchange their MRPs for junket services at various leisure entities such as resorts and cruises offered by our strategic partners. HWGG earns an average of 1.0% - 1.5% for the rolling activities of our players.

With such an attractive line-up of privileges and benefits exclusively available to our members, we believe our membership program will stand out as a popular product in Asia's premium entertainment market. Our Exclusive Travel Membership will further add value to the company as we progress into a future that is increasingly dominated by big data technologies.

Item 10 The nature and extent of the issuer's facilities

Our principal executive office is currently located at Wisma Ho Wah Genting, No. 35, Jalan Maharajalela, 50150 Kuala Lumpur, Malaysia, where the Company leases approximately 800 square feet free of charge from Ho Wah Genting Berhad, a public Malaysian corporation ("HWGB"). We believe our facilities are adequate for our current needs.

We own the Endah Puri Condominium located at A-19-02, Jalan 3/149E, Bandar Baru Sri Petaling, 57000 Kuala Lumpur, Malaysia. The property is currently rented out with a monthly rental of RM 2,000 (approximately US$ 480.00).

Part D Management Structure and Financial Information

Item 11 Company Insiders (Officers, Directors, and Control Persons)

Officers and Directors
Name	: Mok Lip Bin
Title	: President, Director, CEO, CFO, Secretary
Business address	: Wisma Ho Wah Genting, No.35, Jalan Maharajalela, 50150 Kuala Lumpur, Malaysia
Employment History	: HWGG Capital P.L.C. (CEO), Ho Wah Genting Group (Sales Director)
Board Membership	: Director @ HWGG Capital P.L.C., Director @ HWG Cash Singapore Pte. Ltd., Director
	@ HWGC KZ Limited, Director @ HWG Cash Berhad
Compensation	: USD 24,000
Number and class of securities hold : 325,873,920 shares of common stock as at July 8, 2022
Other Control Person
Name	: Ong Kooi Tatt
Address	: No.21, Jalan Awan Merah, Overseas Union Garden, 58200 Kuala Lumpur, Malaysia
Number and class of securities hold : 37,500,000 shares of common stock as at July 8, 2022
Name	: Anjuran Stabil Sdn Bhd
Address	: No.7-1, Jalan 109F, Plaza Danau 2, Taman Danau Desa, 58100 Kuala Lumpur, Malaysia

Number and class of securities hold : 37,500,000 shares of common stock as at July 8, 2022

Note: Anjuran Stabil Sdn Bhd is wholly-owned by Dato' Lim Ooi Hong with address 2A, Jln Setia Tropika U13/20B, 40170 Shah Alam, Selangor, Malaysia.

Legal/Disciplinary History

None of the officer, director, controlling person have been the subject of the following in the last five years:

1. A conviction in a criminal proceeding or named as a defendant in a pending criminal proceeding (excluding traffic violations and other minor offenses);
2. The entry of an order, judgment, or decree, not subsequently reversed, suspended or vacated, by a court of competent jurisdiction that permanently or temporarily enjoined, barred, suspended or otherwise limited such person's involvement in any type of business, securities, commodities, or banking activities;
3. A finding or judgment by a court of competent jurisdiction (in a civil action), the Securities and Exchange Commission, the Commodity Futures Trading Commission, or a state securities regulator of a violation of federal or state securities or commodities law, which finding, or judgment has not been reversed, suspended, or vacated; or
4. The entry of an order by a self-regulatory organization that permanently or temporarily barred, suspended or otherwise limited such person's involvement in any type of business or securities activities.

Disclosure of Family Relationships

None of the officer, director nor controlling persons are related.

Disclosure of Related Party Transactions

There is a total sum of Related Party Transaction of USD10,890,232.25 for Year 2021 between HWGG Entertainment Limited and its subsidiary, Ho Wah Genting Group Sdn Bhd. HWGG Sdn Bhd is the marketing agent for HWGG Entertainment for its ETM program, in which HWGG Sdn Bhd receiving all the monies from ETM and helping HWGG Entertainment paying its commission to the members.