ITEM
1. INTERIM FINANCIAL STATEMENTS
WEWIN
GROUP CORP.
Condensed
Balance Sheets
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June
30, 2018
(Unaudited)
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December
31, 2017
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ASSETS
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Cash
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$
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3,831
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$
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6,496
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Prepaid expenses
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1,666
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6,667
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TOTAL CURRENT
ASSETS
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5,497
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13,163
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TOTAL ASSETS
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$
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5,497
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$
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13,163
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LIABILITIES & STOCKHOLDERS’
DEFICIT
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Current liabilities
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Accrued expenses
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$
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7,100
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$
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1,740
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Note
payable – related party
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46,729
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41,709
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TOTAL CURRENT
LIABILITIES
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53,829
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43,449
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TOTAL LIABILITIES
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$
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53,829
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$
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43,449
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COMMITMENTS AND CONTINGENCIES
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Stockholders’ deficit
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Common stock, par
value $0.001, 75,000,000 shares authorized, 8,620,000 shares issued and outstanding at June 30, 2018 and December 31, 2017,
respectively
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8,620
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8,620
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Additional paid-in
capital
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33,205
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33,205
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Accumulated
deficit
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(90,157
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)
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(72,111
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)
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Total stockholders’
(deficit)
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(48,332
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)
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(30,286
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)
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TOTAL LIABILITIES
AND STOCKHOLDERS’ DEFICIT
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$
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5,497
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$
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13,163
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See
accompanying notes to the condensed financial statements
WEWIN
GROUP CORP.
Condensed
Statements of Operations (Unaudited)
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Three
Months ended
June 30
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Six
Months ended
June 30
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2018
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2017
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2018
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2017
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Revenues
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$
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-
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$
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-
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$
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-
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$
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-
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Operating expenses
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General
and administrative
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14,012
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14,808
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18,046
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24,444
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Net Loss from operations
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(14,012
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)
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(14,808
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)
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(18,046
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)
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(24,444
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Provision for
taxes
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-
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-
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-
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-
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Net Loss
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$
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(14,012
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)
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$
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(14,808
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)
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$
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(18,046
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)
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$
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(24,444
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)
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Basic loss per share
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$
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(0.00
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)
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$
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(0.00
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$
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(0.00
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)
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$
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(0.00
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)
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Weighted average number of common
shares outstanding - basic
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8,620,000
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8,620,000
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8,620,000
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8,620,000
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S
ee
accompanying notes to the condensed financial statements
WEWIN
GROUP CORP.
Statements
of Cash Flows (Unaudited)
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Six
Months ended June 30,
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2018
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2017
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OPERATING ACTIVITIES
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Net loss
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$
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(18,046
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)
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$
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(24,444
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)
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Adjustments
to reconcile net loss to net cash used in operating activities:
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Change
in accrued expenses
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5,360
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9,330
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Change
in prepaid expense
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5,001
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4,998
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Net
cash used in operating activities
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(7,685
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)
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(10,116
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)
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INVESTING
ACTIVITIES
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-
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-
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FINANCING ACTIVITIES
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Proceeds
from related party loans
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5,020
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20,100
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Net
cash provided by financing activities
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5,020
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20,100
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Net
increase (decrease) in cash
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(2,665
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)
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9,984
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Cash
at beginning of period
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6,496
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207
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Cash
at end of period
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$
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3,831
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$
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10,191
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Supplemental cash flow
information:
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Cash
paid for:
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Interest
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-
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-
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Taxes
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-
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-
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See
accompanying notes to financial statements
WEWIN
GROUP CORP.
NOTES
TO THE INTERIM FINANCIAL STATEMENTS
June
30, 2018
(Unaudited)
NOTE
1 - ORGANIZATION AND BUSINESS OPERATIONS
Organization
and Description of Business
WEWIN
GROUP CORP. (formerly Makh Group Corp., the “Company”, “we” or “us”) was incorporated under
the laws of the State of Nevada on August 13, 2014 (“Inception”) and has adopted a December 31 fiscal year end. The
Company plans to provide consulting services in China principally focused on the development of high-end retail jewelry sales.
NOTE
2 – GOING CONCERN
The
Company has incurred losses since Inception (August 13, 2014) resulting in an accumulated deficit of $90,157 as of June
30, 2018, and further losses are anticipated in the development of its business. Accordingly, there is substantial doubt about
the Company’s ability to continue as a going concern. Management believes that the Company’s capital requirements
will depend on many factors including the success of the Company’s development efforts and its efforts to raise capital.
Management also believes the Company needs to raise additional capital for working capital purposes. There is no assurance that
such financing will be available in the future. The conditions described above raise substantial doubt about our ability to continue
as a going concern. The financial statements of the Company do not include any adjustments relating to the recoverability and
classification of recorded assets, or the amounts and classifications of liabilities that might be necessary should the Company
be unable to continue as a going concern.
The
ability to continue as a going concern is dependent upon the Company generating profitable operations in the future and, or, obtaining
the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come
due. Management intends to finance operating costs over the next twelve months with existing cash on hand, loans from directors
and, or, the private placement of common stock. However, there can be no assurances that management’s plans will be
successful.
NOTE
3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Interim
Financial Statements
The
accompanying unaudited condensed interim financial statements and related notes have been prepared in accordance with accounting
principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information, and
in accordance with the rules and regulations of the United States Securities and Exchange Commission with respect to Form 10-Q
and Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for
complete financial statements. The unaudited interim financial statements furnished reflect all adjustments (consisting of normal
recurring adjustments) which are, in the opinion of management, necessary for a fair statement of the results for the interim
periods presented. Interim results are not necessarily indicative of the results for the full year. These unaudited interim financial
statements should be read in conjunction with the audited financial statements of the Company for the year ended December 31,
2017.
Basis
of Presentation
The
financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United
States of America and are presented in US dollars. The Company’s year-end is December 31.
Use
of Estimates
The
preparation of financial statements in conformity with accounting principles generally accepted in the U.S. GAAP requires management
to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent
assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting
period. Actual results could differ from those estimates.
Recent
accounting pronouncements
The
Company continually assesses any new accounting pronouncements to determine their applicability to the Company. Where it is determined
that a new accounting pronouncement affects the Company’s financial reporting, the Company undertakes a study to determine
the consequence of the change to its financial statements and assures that there are proper controls in place to ascertain that
the Company’s financials properly reflect the change. The Company currently does not have any recent accounting pronouncements
that they are studying and feel may be applicable.
Earnings
per Share
For
the three- and six-month periods ended June 30, 2018 and 2017 there were no potentially dilutive debt or equity instruments issued
or outstanding and any such shares would have been excluded from the computation because they would have been anti-dilutive as
the Company incurred losses in these periods.
NOTE
4 –RELATED PARTY ACTIVITY
In
support of the Company’s efforts and cash requirements, it may rely on advances from related parties until such time that
the Company can support its operations or attains adequate financing through sales of its equity or traditional debt financing.
There is no formal written commitment for continued support by shareholders. Amounts represent advances or amounts paid in satisfaction
of liabilities. The advances are considered temporary in nature and have not been formalized by a promissory note.
As
of June 30, 2018 and December 31, 2017, the amount outstanding was $46,729 and $41,709. The loan was non-interest
bearing, due upon demand and unsecured.
NOTE
5– SUBSEQUENT EVENTS
In
accordance with ASC 855-10, the Company has analyzed its operations subsequent to June 30, 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 other than the following:
Pursuant
to an Agreement for the Purchase of Common Stock dated as of June 28, 2018, on July 17, 2018 Zilin Wang (as representative of
the purchaser) purchased 8,618,000 shares of Company Common Stock from Yonghua Kang (as representative of the seller). The shares
purchased in this transaction represented 99.98% of the issued and outstanding shares of the Company. This resulted in a change
of control of the Company.
Effective
July 17, 2018, the Board of Directors accepted the resignation of Yonghua Kang as CEO and a director of the Company, Xinlong Liu
as COO and a director of the Company, Huang Lei as Secretary of the Company, Aiyun Xu as CFO and a director of the Company, Shaochun
Dong as a director of the Company and Dagen Cheng as a director of the Company and appointed Zilin Wang to serve as
President,
Secretary, Chief Executive Officer, Chief Financial Officer and Director until the next election of directors and appointment
of officers or the appointment of his successor upon his resignation.
ITEM
2.
MANAGEMENT’S DISCUSSION AND ANALYSIS OR PLAN 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 in China principally focused on the development of high-end retail jewelry sales.
Our principal office address is located at
506
Enterprise Ave, Kitimat BC, Canada V8C 2E2.
RESULTS
OF OPERATION
As
of June 30, 2018, we have accumulated a deficit of $90,157. 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-Month
Period Ended June 30, 2018 and 2017
Revenue
During
the three months ended June 30, 2018 and 2017, the Company has not generated any revenue.
Operating
Expenses
During
the three-month period ended June 30, 2018, we incurred total general and administrative expenses of $14,012 compared to
$14,808 during the three-month period ended June 30, 2017. General and administrative fee expenses incurred generally related
to corporate overhead, financial and administrative contracted services, such as legal and accounting and transfer agent.
Net
Loss
Our
net loss for the three-month period ended June 30, 2018 was $14,012 compared to $14,808 during the three-month period
ended June 30, 2017.
Six-Month
Period Ended June 30, 2018 and 2017
Revenue
During
the six months ended June 30, 2018 and 2017, the Company has not generated any revenue.
Operating
Expenses
During
the six-month period ended June 30, 2018, we incurred total general and administrative expenses of $18,046 compared to
$24,444 during the six-month period ended June 30, 2017. The operating expenses decreased due to minimal business activities.
General and administrative fee expenses incurred generally related to corporate overhead, financial and administrative contracted
services, such as legal and accounting and transfer agent.
Net
Loss
Our
net loss for the six-month period ended June 30, 2018 was $18,046 compared to $24,444 during the six-month
period ended June 30, 2018
. Our Net Loss decreased due to minimal
business activities.
LIQUIDITY
AND CAPITAL RESOURCES
As
at June 30, 2018, our current assets were $5,497 compared to $13,163 at December 31, 2017, consisting of cash and prepaid
expenses at both dates. The decrease in cash was due to net losses and the decrease in prepaid expenses was due to the
amortization of certain expenses. As at June 30, 2018, our current liabilities were $53,829 compared to $43,449 as of December
31, 2017. Stockholder’s deficit was $48,332 as of June 30, 2018 compared to stockholder’s 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 six-month period ended June 30, 2018, net cash flows
used in operating activities was $(7,685), consisting of net loss of $(18,046), offset by $5,001 amortization of
prepaid expense and an increase in accrued expenses of $5,360.
Cash
Flows from Investing Activities
We
neither used, nor provided cash flows from investing activities during the three- and six-month periods ended June 30, 2018 and
2017.
Cash
Flows from Financing Activities
Cash
flows provided by financing activities during the six-month period ended June 30, 2018 were $5,020 compared to $20,100 during
the six-month period ended June 30, 2017, consisting of loans from a related party.
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
4. CONTROLS AND PROCEDURES
Evaluation
of Disclosure Controls and Procedures
Under
the supervision and with the participation of our management, including our principal executive officer and principal financial
officer, we conducted an evaluation of our disclosure controls and procedures, as such term is defined under Rule 13a-15(e) and
Rule 15d-15(e) promulgated under the Securities Exchange Act of 1934, as amended (Exchange Act), as of June 30, 2018. Based on
this evaluation, our principal executive officer and principal financial officer have concluded that our disclosure controls and
procedures are not effective to ensure that information required to be disclosed by us in the reports we file or submit under
the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the Securities and Exchange
Commission’s rules and forms and that our disclosure and controls are not designed to ensure that information required to
be disclosed by us in the reports that we file or submit under the Exchange Act is accumulated and communicated to our management,
including our principal executive officer and principal financial officer, or persons performing similar functions, as appropriate
to allow timely decisions regarding required disclosure.
The
matters involving internal controls and procedures that our management considered to be material weaknesses under the standards
of the Public Company Accounting Oversight Board were: (1) lack of a functioning audit committee, resulting in ineffective oversight
in the establishment and monitoring of required internal controls and procedures; (2) inadequate segregation of duties consistent
with control objectives; (3) ineffective controls over period end financial disclosure and reporting processes and (4) lack of
timely communications with vendors and proper accrual of expenses.
Management
believes that the material weaknesses set forth in items (2), (3) and (4) above did not have an effect on our financial
results. However, management believes that the lack of a functioning audit committee and the lack of a majority of outside directors
on our board of directors results in ineffective oversight in the establishment and monitoring of required internal controls and
procedures, which could result in a material misstatement in our financial statements in future periods.
Changes
in Internal Control Over Financial Reporting
There
were no changes (including corrective actions with regard to significant deficiencies or material weaknesses) in our internal
controls over financial reporting that occurred during the six months ended June 30, 2018 that has materially affected,
or is reasonably likely to materially affect, our internal control over financial reporting.