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Note 5 - ACTS Global
12 Months Ended
Dec. 31, 2018
Notes to Financial Statements  
Variable Interest Entity Disclosure [Text Block]
5
.
ACTS Global
 
On
May 23, 2016,
Amarillo Biosciences, Inc. ("ABI"), the Principal, entered into an Agency and Service Agreement with ACTS, a Taiwan Corporation, the Agent. From the beginning of the agreement,  ABI advanced funds to ACTS to be utilized and /or expended by ACTS solely as instructed by ABI.  Pursuant to the Agreement, additional advances
may
be made by ABI to ACTS.  ACTS was also engaged by ABI to perform such other business services as
may
be requested by ABI in the agreed geographic area of Taiwan and the People's Republic of China.  For their services, ACTS, was paid by ABI,
one
percent (
1%
) of the Principal's services expended by the Agent at the Principal's direction. Any other services rendered by the Agent were paid for by the Principal based on comparable and/or reasonable values of the service rendered.
 
 

2
Short Term Applicable Federal Rate
 
Since the inception of the Agency Agreement in
2016,
ACTS has neither performed services for any other clients nor contracted any other clients for future services.  Dr. Stephen T. Chen, ABI Chairman, CEO, and President, is also a stockholder in ACTS and has indicated that ACTS is working exclusively for ABI and that there was
no
desire on the part of ACTS to secure additional clients.  Because of the exclusivity of this Agency relationship and control by Dr. Chen, it was determined by management that ACTS was a VIE and that the Company was the primary beneficiary of ACTS because the Company, through Dr. Chen, had the power to direct the activities of ACTS that most significantly impact the activities of ACTS, and the obligation to absorb losses of ACTS that could potentially be significant to ACTS and the right to receive benefits from ACTS that could potentially be significant to ACTS' economic performance. As such, the assets, liabilities and non-controlling interest of ACTS were consolidated in the financial statements of the Company effective
January 1, 2018
at their carrying values.  During
2017,
the Company effectively consolidated ACTS through recording advances in a prepaid account and expensing operating costs as they were incurred. The accompanying balance sheet as of
December 31, 2017
has been restated to consolidate ACTS. The only effect of the consolidation was a balance sheet reclassification of an advance from related party to cash of
$58,135
.
 
On
June 18, 2018,
the ABI Board of Directors unanimously approved a resolution to acquire the assets of ACTS, an ROC corporation which heretofore had been the Agent for ABI in Taiwan and other Asian markets.  Effective
July 1, 2018,
the Company acquired all of the voting interests of ACTS in exchange for
539,447
shares of ABI Restricted Common Voting Stock.   As of
July 12, 2018,
a total of
539,447
ABI Restricted Common voting shares were issued and distributed to the shareholders of ACTS Global as follows:
 
Shareholder/Recipient
Issue Date
 
Number of
Shares
Seu Chi Kuo
July 12, 2018
 
179,852
Po Ya Tseng
July 12, 2018
 
179,852
Yasushi Chikagami
July 12, 2018
 
53,891
Stephen/Virginia Chen Living Trust
July 12, 2018
 
125,852
Total
 
539,447