NOTE 5
SUBSEQUENT EVENTS
In accordance with ASC 855-10,
the Company
has analyzed its operations subsequent to March 31, 2018 to the date these financial statements were
issued, and
has determined that it does not have any material subsequent events to disclose in these financial statements.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION
FORWARD LOOKING STATEMENTS
Statements made in this Form 10-Q that are not historical or current facts are "forward-looking statements" made pursuant to the safe harbor provisions of Section 27A of the Securities Act of 1933 (the "Act") and Section 21E of the Securities Exchange Act of 1934. These statements often can be identified by the use of terms such as "may," "will," "expect," "believe," "anticipate," "estimate," "approximate" or "continue," or the negative thereof. We intend that such forward-looking statements be subject to the safe harbors for such statements. We wish to caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made. Any forward-looking statements represent management's best judgment as to what may occur in the future. However, forward-looking statements are subject to risks, uncertainties and important factors beyond our control that could cause actual results and events to differ materially from historical results of operations and events and those presently anticipated or projected. We disclaim any obligation subsequently to revise any forward-looking
statements to reflect events or circumstances after the date of such statement or to reflect the occurrence of anticipated or unanticipated events.
GENERAL
Our company plans to provide consulting services for selection of production plants and products in China. We plan to represent the interests of our future clients and act as our clients authorized representative throughout the entire territory of China. Our principal office address is located at Zheng Road (5# Plant) Shushan Industrial Park
Hefei, China 230031.
Service
We offer the following set of services:
1) Search for production plants and business partners in China
2) Search for products and materials in China
3) Services of a business interpreter
4) Assistance with legal support for transactions in China. Search for legal counsels and auditors.
5) Development of logistic schemes of product delivery from China
6) Market analysis and marketing research in China
7) Arrangement of business tours and excursions of product plants in China (including virtual ones) and exhibitions.
8) Assistance with organization of contacts and business meetings between clients and Chinese commercial and industrial companies, plants and factories.
9) Consultations on registration and conducting business in China.
We plan to render our services in an integrated manner, and if desired, a client can select any one of the aforementioned services.
RESULTS OF OPERATION
As of March 31, 2018, we have accumulated a deficit of $
76,145
. We anticipate that we will continue to incur substantial losses in the next 12 months. Our financial statements have been prepared assuming that we will continue as a going concern. We expect we will require additional capital to meet our long term operating requirements. We expect to raise additional capital through, among other things, the sale of equity or debt securities.
Three Months Periods Ended March 31, 2018 and 2017
Revenue
During the three months ended March 31, 2018 and 2017, the Company has not generated any revenue.
Operating Expenses
During the three month period ended March 31, 2018, we incurred total general and administrative expenses of $4,034 compared to $9,636 during the three months period ended March 31, 2017. The operating expenses decreased due to minimal business activities.
General and administrative and professional fee expenses incurred generally related to corporate overhead, financial and administrative contracted services, such as legal and accounting, developmental costs, and marketing expenses.
Net Loss
Our net loss for the three months period ended March 31, 2018 was $4,034 compared to $9,636 during the three months period ended March 31, 2017 due to the factors discussed above.
LIQUIDITY AND CAPITAL RESOURCES
As at March 31, 2018, our current assets were $9,129 compared to $13,163 at December 31, 2017,
consisting of cash and prepaid expenses. The decrease in cash was due to net losses and the decrease in prepaid was due to amortization. As at March 31, 2018, our current liabilities were $43,449 compared to $ 43,449 as of December 31, 2017.
Stockholders deficit was $34,320 as of March 31, 2018 compared to stockholders deficit of $30,286 as of December 31, 2017
Cash Flows from Operating Activities
We have not generated positive cash flows from operating activities. For the three month period ended March 31, 2018, net cash flows used in operating activities was $(2,365), consisting of net loss of $4,034, and a decrease in prepaid expenses of $1,669.
For the three month period ended March 31, 2017, net cash flows used in operating activities was $(3,357), consisting of net loss of $(9,636), prepaid expenses 2,499 and accrued expenses $3,680.
Cash Flows from Investing Activities
We neither used, nor provided cash flows from investing activities during the three month periods ended March 31, 2018 and 2017.
Cash Flows from Financing Activities
Cash flows provided by financing activities during the three month period ended March 31, 2018 were zero compared to $3,250
during the three month period ended March 31, 2017, consisting of loans from our director.
PLAN OF OPERATION AND FUNDING
We expect that working capital requirements will continue to be funded through a combination of our existing funds and further issuances of securities. Our working capital requirements are expected to increase in line with the growth of our business.
Existing working capital, further advances and debt instruments, and anticipated cash flow are expected to be adequate to fund our operations over the next twelve months. We have no lines of credit or other bank financing arrangements. Generally, we have financed operations to date through the proceeds of the private placement of equity and debt instruments. In connection with our business plan, management anticipates additional increases in operating expenses and capital expenditures relating to: (i) acquisition of inventory; (ii) developmental expenses associated with a start-up business; and (iii) marketing expenses. We intend to finance these expenses with further issuances of securities, and debt issuances. Thereafter, we expect we will need to raise additional capital and generate revenues to meet long-term operating requirements. Additional issuances of equity or convertible debt securities will result in dilution to our current shareholders. Further, such securities might have rights, preferences or privileges senior to our common stock. Additional financing may not be available upon acceptable terms, or at all. If adequate funds are not available or are not available on acceptable terms, we may not be able to take advantage of prospective new business endeavors or opportunities, which could significantly and materially restrict our business operations.
OFF-BALANCE SHEET ARRANGEMENTS
As of the date of this Quarterly Report, we do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to investors.
GOING CONCERN
The independent auditors' report accompanying our December 31, 2017 financial statements contained an explanatory paragraph expressing substantial doubt about our ability to continue as a going concern. The financial statements have been prepared "assuming that we will continue as a going concern," which contemplates that we will realize our assets and satisfy our liabilities and commitments in the ordinary course of business.
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
Disclosure Controls and Procedures
Our disclosure controls and procedures are designed to ensure that information required to be disclosed in reports that we file or submit under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the Securities and Exchange Commission. Our principal executive officer and principal financial and accounting officer have reviewed the effectiveness of our disclosure controls and procedures (as defined in the Securities Exchange Act of 1934 Rules 13(a)-15(e) and 15(d)-15(e)) within the end of the period covered by this Quarterly Report on Form 10-Q and have concluded that the disclosure controls and procedures are not effective to ensure that material information relating to the Company is recorded, processed, summarized, and reported in a timely manner.
Changes in Internal Controls over Financial Reporting
There have been no changes in the Company's internal control over financial reporting during the last quarterly period covered by this report that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting.
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
Management is not aware of any legal proceedings contemplated by any governmental authority or any other party involving us or our properties. As of the date of this Quarterly Report, no director, officer or affiliate is (i) a party adverse to us in any legal proceeding, or (ii) has an adverse interest to us in any legal proceedings. Management is not aware of any other legal proceedings pending or that have been threatened against us or our properties.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
No equity securities were sold during the three months period ended March 31, 2018.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
No senior securities were issued and outstanding during the three months period ended March 31, 2018.
ITEM 4. MINE SAFETY DISCLOSURES
Not applicable to our Company.
ITEM 5. OTHER INFORMATION
None.
ITEM 6. EXHIBITS
Exhibits:
31.1 Certification of Chief Executive Officer and Chief Financial Officer pursuant to Securities Exchange Act of 1934 Rule 13a-14(a) or 15d-14(a)
31.2
Certifications pursuant to Securities Exchange Act of 1934 Rule 13a-14(b) or 15d-14(b) and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes- Oxley Act of 2002
101.INS XBRL Instance Document
101.SCH XBRL Taxonomy Extension Schema Document
101.CAL XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF XBRL Taxonomy Extension Definition Document
101.LAB XBRL Taxonomy Extension Label Linkbase Document
101.PRE XBRL Taxonomy Extension Presentation Linkbase Document
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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By: /s/
Yonghua Kang
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Yonghua Kang
, Director, Chief Executive Officer
By:/s/
Aiyun Xu
By: Aiyun Xu, Chief Financial Officer
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Exhibit 31.1