1. Organization and nature of operations Rebel Group, Inc. (f/k/a Inception Technology Group, Inc. and utilizes the trade name of Rebel Fighting Championship, the "Company") was incorporated under the laws of the State of Florida on September 13, 2011. The Company organizes, promotes and hosts mixed martial arts ("MMA") events featuring top level athletic talent. With assistance from contracted production crews, the Company also produces and distributes, through the internet and social media, and sells the rights to distribute to television stations, videos of its MMA events. The Company seeks to promote MMA in Asian countries through hosting events that attract talented fighters from all over the world. On January 30, 2015, the Company completed the acquisition of Rebel Holdings Limited ("Rebel FC") pursuant to a Share Exchange Agreement. ("Share Exchange Agreement," such transaction, the "Share Exchange Transaction"), whereby the Company issued to the Rebel FC Stockholder an aggregate of 20,700,000 shares of its Common Stock, in exchange for 100% of the equity interests of Rebel FC held by the Rebel FC Stockholder. The shares of Common Stock received by the Rebel FC Stockholder in the Share Exchange Transaction constitute approximately 90% of our issued and outstanding Common Stock giving effect to the issuance of shares pursuant to the Share Exchange Agreement. As a result of the Share Exchange Transaction, Rebel FC, together with its subsidiaries, Pure Heart Entertainment Pte Ltd. ("Pure Heart") and SCA Capital Limited ("SCA Capital"), became the Company's wholly-owned subsidiaries. The acquisition was accounted for as a reverse merger and recapitalization effected by the Share Exchange Transaction. Rebel FC is considered the acquirer for accounting and financial reporting purposes. The assets and liabilities of the acquired entity have been brought forward at their historical value and no goodwill has been recognized. The exchange transaction was accounted for as a reverse acquisition in accordance with generally accepted accounting principles of America. For financial reporting purposes, this transaction is classified as a recapitalization of the Company and Pure Heart. The accompanying audited consolidated financial statements were retroactively adjusted to reflect the effects of the recapitalization of the financial statements of the Company and the historical financial statements of Pure Heart. Also on January 30, 2015, the Company transferred 100% equity interests of Moxian Intellectual Property Limited ("Moxian IP), the Company's subsidiary, to Moxian, Inc. ("MOXC") pursuant to the Equity Transfer Agreement. As a result of the Equity Transfer Transaction, Moxian IP ceased to be a subsidiary of the Company. Rebel FC, which utilizes the trade name of Rebel Fighting Championship, was incorporated on October 28, 2014 in British Virgin Islands and engages in hosting and promoting MMA events since its corporation. Pure Heart was incorporated under the laws of the Singapore on August 24, 2000 under the name "Soo Kee Coffeeshop Pte. Ltd." Effective on November 27, 2002, it changed its name to "Asia Pacific Export International Pte Ltd." It later changed its name from "Asia Pacific Export International Pte Ltd." to "Pure Heart Entertainment Pte Ltd." on June 7, 2013. As of October 30, 2014, it became a wholly owned subsidiary of Rebel FC. Pure Heart is an operating subsidiary of the Company and is dedicated to hosting and promoting MMA events. SCA Capital, a British Virgin Islands company, was incorporated on January 7, 2011 and holds the intellectual property rights relating to the Rebel FC business. On October 28, 2014, SCA Capital became the wholly-owned subsidiary of Rebel FC. On June 21, 2017, Pure Heart formed Rebel Shanghai Limited, which was incorporated in Shanghai China in order to acquire Qingdao Quanyao Sports Consulting Co. Ltd. and the business expansion in the southern part of PRC. On October 1, 2017, the Company entered into a Share Transfer Agreement (the "Share Transfer") with Naixin Qi, an individual (the "Shareholder"), the sole shareholder of Qingdao Quanyao Sports Consulting Co. Ltd, a company organized under the laws of PRC (the "Qingdao Quanyao"). Pursuant to the Transfer Agreement, Pure Heart, through a wholly foreign owned entity (the "WOFE") agreed to acquire 100% share of the outstanding equity interests (the "Equity Stake") of the Qingdao Quanyao from the Shareholder with the purchase price valued at approximately $7,000,000 consisting of the following: (i) the forgiveness of debt owed by the Target Company to Pure Heart as of October 1, 2017, in the amount of approximately $2,825,000 (the "Forgiven Debts") and (ii) 12,000,000 shares (the "Shares") of the common stock of the Company, par value $0.0001 per share (the "Common Stock") (together the "Purchase Price") (See Note 3 to the consolidated financial statements for detail). Qingdao Quanyao holds 50% shares of Qingdao Leibo Sports Culture Co Ltd since January 8, 2015 (date of incorporation).