Table of Contents
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q
☒
Quarterly Report pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the quarterly period ended January 31, 2021
☐ Transition
Report pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934
For the transition period from __________ to __________
Commission File Number: 333-218733
Yijia Group
Corp.
(Exact name of registrant as specified in its charter)
| Nevada |
5130 |
| (State
or Other Jurisdiction of |
Primary Standard Industrial |
| Incorporation or Organization) |
Classification Code Number |
35-2583762
IRS Employer
Identification Number
Unit 1623, Tianxia International Center B,
Taoyuan Road, Nanshan District, Shenzhen, Guangdong
Tel:+86 0755 3397 5792
(Address and telephone number of principal executive offices)
Securities registered pursuant to Section 12(b) of the
Act:
| Title of each class |
Name of each exchange on which
registered |
| N/A |
N/A |
Indicate by check mark whether the registrant (1) has filed
all reports required to be filed by Section 13 or 15
(d) of the Securities Exchange Act of 1934 during the
preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has
been subject to such filing requirements for the past 90 days.
Yes ☒
No ☐
Indicate by check mark whether the registrant has submitted
electronically every Interactive Data File required to be submitted
pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter)
during the preceding 12 months (or for such shorter period that the
registrant was required to submit and post such files). Yes
☒
No ☐
Indicate by check mark whether the registrant is a large
accelerated filer, an accelerated filer, a non-accelerated filer, a
smaller reporting company or . See the definitions of “ large
accelerated filer ”, “accelerated filer”, “non-accelerated filer”,
“emerging growth company” and “smaller reporting company” in
Rule 12b-2 of the Exchange Act. (Check one):
|
Large accelerated filer ☐ |
Accelerated filer ☐ |
Non-accelerated filer ☒ |
Emerging growth company ☒ |
Smaller reporting company
☒ |
If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period
for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange Act.
☐
Indicate by check mark whether the registrant is a shell company
(as defined in Rule 12b-2 of the Exchange Act). Yes
☒
No ☐
The number of shares outstanding of the issuer's common stock, as
of June 21, 2021 was 5,871,250
QUARTERLY REPORT ON FORM 10-Q
TABLE OF CONTENTS
PART 1 – FINANCIAL
INFORMATION
Item 1. FINANCIAL
STATEMENTS
The accompanying interim financial statements of Yijia Group Corp.
(“the Company”, “we”, “us” or “our”), have been prepared without
audit pursuant to the rules and regulations of the Securities and
Exchange Commission. Certain information and footnote disclosures
normally included in financial statements prepared in accordance
with United States generally accepted principles have been
condensed or omitted pursuant to such rules and regulations.
The interim financial statements are condensed and should be read
in conjunction with the company’s latest annual financial
statements.
In the opinion of management, the financial statements contain all
material adjustments, consisting only of normal adjustments
considered necessary to present fairly the financial condition,
results of operations, and cash flows of the Company for the
interim periods presented.
YIJIA GROUP CORP.
CONDENSED BALANCE SHEETS
AS OF JANUARY 31, 2021 AND APRIL 30, 2020
(Currency expressed in United States Dollars (“US$”), except
for number of shares)
| |
|
January
31,
2021
(Unaudited) |
|
|
April 30,
2020
(Audited)
|
|
| LIABILITIES AND
STOCKHOLDERS’ DEFICIT |
|
|
|
|
|
|
|
|
| Liabilities |
|
|
|
|
|
|
|
|
| Current Liabilities |
|
|
|
|
|
|
|
|
| Other
payable and accruals |
|
$ |
3,000 |
|
|
$ |
18,755 |
|
| Amount
due to a related party |
|
|
146,107 |
|
|
|
103,821 |
|
| Total Current
Liabilities |
|
|
149,107 |
|
|
|
122,576 |
|
| |
|
|
|
|
|
|
|
|
| Total
Liabilities |
|
|
149,107 |
|
|
|
122,576 |
|
| |
|
|
|
|
|
|
|
|
| Commitments and Contingencies |
|
|
– |
|
|
|
– |
|
| |
|
|
|
|
|
|
|
|
| Stockholders’
Deficit |
|
|
|
|
|
|
|
|
| Common
stock, par value $0.001; 75,000,000 shares authorized, 5,871,250
and 5,871,250 shares issued and outstanding, respectively |
|
|
5,871 |
|
|
|
5,871 |
|
|
Additional paid in capital |
|
|
58,824 |
|
|
|
58,824 |
|
|
Accumulated deficit |
|
|
(213,802 |
) |
|
|
(187,271 |
) |
| Total
Stockholders’ Deficit |
|
|
(149,107 |
) |
|
|
(122,576 |
) |
| |
|
|
|
|
|
|
|
|
| Total
Liabilities and Stockholders’ Deficit |
|
$ |
– |
|
|
$ |
– |
|
See accompanying notes, which are an integral part of these
condensed financial statements
YIJIA GROUP CORP.
CONDENSED STATEMENTS OF OPERATIONS
FOR THE THREE AND NINE MONTHS
ENDED JANUARY 31, 2021 AND 2020
(Currency expressed in United States Dollars (“US$”), except for
number of shares)
(UNAUDITED)
| |
|
For the three
months ended January 31 |
|
|
For the nine
months ended January 31 |
|
| |
|
2021 |
|
|
2020 |
|
|
2021 |
|
|
2020 |
|
| Revenues |
|
$ |
– |
|
|
$ |
– |
|
|
$ |
– |
|
|
$ |
– |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| OPERATING EXPENSES |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
General and Administrative Expenses |
|
|
2,899 |
|
|
|
6,594 |
|
|
|
26,531 |
|
|
|
45,997 |
|
|
TOTAL OPERATING EXPENSES |
|
|
2,899 |
|
|
|
6,954 |
|
|
|
26,531 |
|
|
|
45,997 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LOSS FROM OPERATIONS BEFORE INCOME TAX |
|
|
(2,899 |
) |
|
|
(6,594 |
) |
|
|
(26,531 |
) |
|
|
(45,997 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
PROVISION FOR INCOME TAXES |
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
– |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NET LOSS |
|
$ |
(2,899 |
) |
|
$ |
(6,594 |
) |
|
$ |
(26,531 |
) |
|
$ |
(45,997 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NET LOSS PER SHARE: BASIC AND DILUTED |
|
$ |
(0.00 |
) |
|
$ |
(0.00 |
) |
|
$ |
(0.00 |
) |
|
$ |
(0.01 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING: BASIC AND
DILUTED |
|
|
5,871,250 |
|
|
|
5,871,250 |
|
|
|
5,871,250 |
|
|
|
5,871,250 |
|
See accompanying notes, which are an integral part of these
condensed financial statements
YIJIA GROUP CORP.
CONDENSED STATEMENTS OF CHANGES IN
STOCKHOLDERS’ DEFICIT
FOR THE THREE AND NINE MONTHS ENDED JANUARY 31, 2021 AND
2020
(Currency expressed in United States Dollars (“US$”), except for
number of shares)
(UNAUDITED)
For the three and nine months
ended January 31, 2021
| |
|
Common
Stock |
|
|
Additional Paid-in |
|
|
Accumulated |
|
|
Total
Stockholders’ |
|
| |
|
Shares |
|
|
Amount |
|
|
Capital |
|
|
Deficit |
|
|
Deficit |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Balance, April 30, 2020
(Audited) |
|
|
5,871,250 |
|
|
$ |
5,871 |
|
|
$ |
58,824 |
|
|
$ |
(187,271 |
) |
|
$ |
(122,576 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Net loss for the
period |
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
(11,247 |
) |
|
|
(11,247 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Balance, July 31, 2020 |
|
|
5,871,250 |
|
|
$ |
5,871 |
|
|
$ |
58,824 |
|
|
$ |
(198,518 |
) |
|
$ |
(133,823 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Net loss for the
period |
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
(12,385 |
) |
|
|
(12,385 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Balance, October 31, 2020 |
|
|
5,871,250 |
|
|
$ |
5,871 |
|
|
$ |
58,824 |
|
|
$ |
(210,903 |
) |
|
$ |
(146,208 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Net loss for the
period |
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
(2,899 |
) |
|
|
(2,899 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Balance,
January 31, 2021 |
|
|
5,871,250 |
|
|
$ |
5,871 |
|
|
$ |
58,824 |
|
|
$ |
(213,802 |
) |
|
$ |
(149,107 |
) |
For the three and nine months
ended January 31, 2020
| |
|
Common
Stock |
|
|
Additional Paid-in |
|
|
Accumulated |
|
|
Total
Stockholders’ |
|
| |
|
Shares |
|
|
Amount |
|
|
Capital |
|
|
Deficit |
|
|
Deficit |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Balance, April 30, 2019
(Audited) |
|
|
5,871,250 |
|
|
$ |
5,871 |
|
|
$ |
58,824 |
|
|
$ |
(114,937 |
) |
|
$ |
(50,242 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Net loss for the
period |
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
(19,884 |
) |
|
|
(19,884 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Balance, July 31, 2019 |
|
|
5,871,250 |
|
|
$ |
5,871 |
|
|
$ |
58,824 |
|
|
$ |
(134,821 |
) |
|
$ |
(70,126 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Net loss for the
period |
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
(19,519 |
) |
|
|
(19,519 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Balance, October 31, 2019 |
|
|
5,871,250 |
|
|
$ |
5,871 |
|
|
$ |
58,824 |
|
|
$ |
(154,340 |
) |
|
$ |
(89,645 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Net loss for the
period |
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
(6,594 |
) |
|
|
(6,594 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Balance,
January 31, 2020 |
|
|
5,871,250 |
|
|
$ |
5,871 |
|
|
$ |
58,824 |
|
|
$ |
(160,934 |
) |
|
$ |
(96,239 |
) |
See accompanying notes, which are an integral part of these
condensed financial statements
YIJIA GROUP CORP.
CONDENSED STATEMENTS OF CASH
FLOWS
FOR THE NINE MONTHS ENDED JANUARY 31, 2021 AND 2020
(Currency expressed in United States Dollars (“US$”)
(UNAUDITED)
| |
|
Nine months
ended
January 31, 2021 |
|
|
Nine months
ended
January 31, 2020 |
|
| CASH FLOWS FROM
OPERATING ACTIVITIES |
|
|
|
|
|
|
|
|
|
Net loss |
|
$ |
(26,531 |
) |
|
$ |
(45,997 |
) |
| Changes
in operating assets and liabilities: |
|
|
|
|
|
|
|
|
|
Other payable and accruals |
|
|
(15,755 |
) |
|
|
7,215 |
|
| NET CASH
USED IN OPERATING ACTIVITIES |
|
|
(42,286 |
) |
|
|
(38,782 |
) |
| |
|
|
|
|
|
|
|
|
| CASH FLOWS FROM
FINANCING ACTIVITIES |
|
|
|
|
|
|
|
|
|
Proceeds from a related party |
|
|
42,286 |
|
|
|
38,782 |
|
| NET CASH
PROVIDED BY FINANCING ACTIVITIES |
|
|
42,286 |
|
|
|
38,782 |
|
| |
|
|
|
|
|
|
|
|
| NET
CHANGE IN CASH AND CASH EQUIVALENTS |
|
|
– |
|
|
|
– |
|
| |
|
|
|
|
|
|
|
|
| Cash and
cash equivalents, beginning of period |
|
|
– |
|
|
|
– |
|
| |
|
|
|
|
|
|
|
|
| Cash
and cash equivalents, end of period |
|
$ |
– |
|
|
$ |
– |
|
| |
|
|
|
|
|
|
|
|
| SUPPLEMENTAL CASH
FLOW INFORMATION: |
|
|
|
|
|
|
|
|
|
Interest paid |
|
$ |
– |
|
|
$ |
– |
|
|
Income taxes paid |
|
$ |
– |
|
|
$ |
– |
|
See accompanying notes, which are an integral part of these
condensed financial statements
YIJIA GROUP CORP.
NOTES TO THE CONDENSED FINANCIAL
STATEMENTS
FOR THE NINE MONTHS ENDED JANUARY 31, 2021
(UNAUDITED)
Note 1 – BASIS OF PRESENTATION
The accompanying unaudited condensed consolidated financial
statements have been prepared by management in accordance with both
accounting principles generally accepted in the United States
(“GAAP”), and the instructions to Form 10Q and Rule 10-01 of
Regulation S-X. Certain information and note disclosures normally
included in audited financial statements prepared in accordance
with generally accepted accounting principles have been condensed
or omitted pursuant to those rules and regulations, although the
Company believes that the disclosures made are adequate to make the
information not misleading.
In the opinion of management, the consolidated balance sheet as of
April 30, 2020 which has been derived from audited financial
statements and these unaudited condensed financial statements
reflect all normal and considered necessary to state fairly the
results for the periods presented. The results for the period ended
January 31, 2021 are not necessarily indicative of the results to
be expected for the entire fiscal year ending April 30, 2021 or for
any future period.
These unaudited condensed consolidated financial statements and
notes thereto should be read in conjunction with the Management’s
Discussion and the audited financial statements and notes thereto
included in the Annual Report on Form 10-K for the year ended April
30, 2020.
Note 2 – ORGANIZATION AND NATURE OF BUSINESS
Yijia Group Corp. (formerly, Soldino Group Corp.) (“the Company”,
“we”, “us” or “our”) was incorporated on January 25, 2017 under the
laws of the State of Nevada, United States of America. The Company
has ceased its operations in October 2018. As such, the Company
accounted for all of its assets, liabilities and results of
operations up to October 31, 2018 as discontinued operations. From
November 1, 2018, the Company is a shell company.
On October 31, 2018, Aurora Fiorin resigned as the President,
Treasurer, Secretary and Director of the Company. Ms. Fiorin’s
resignation as President, Treasurer and Secretary was effective
immediately. Ms. Fiorin’s resignation as a Director was effective
ten (10) days following the filing by the Company of the
Information Statement on Schedule 14f-1 with the United States
Securities and Exchange Commission (the “SEC”). Prior to Ms.
Fiorin’s resignation, she appointed Ms. Shaoyin Wu as the new
President and Chief Executive Officer of the Company and Mr. Kim
Lee Poh as the Company’s new Chief Financial Officer and Secretary.
Messrs. Wu and Poh were appointed as the new board members of the
Company together with Mr. Jian Yang.
On November 15, 2018, the Company filed a Certificate of Amendment
to the Articles of Incorporation with Nevada’s Secretary of State
to change its name to Yijia Group Corp.
Note 3 – GOING CONCERN
The accompanying unaudited condensed financial statements have been
prepared in conformity with generally accepted accounting
principles, which contemplate continuation of the Company as a
going concern. The Company incurred net loss of $26,531 for the
nine months ended January 31, 2021 and an accumulated deficit of
$213,802.
Therefore, there is substantial doubt about the Company’s ability
to continue as a going concern without future profitability.
Management anticipates that the Company will be dependent, in the
near future, on additional investment capital to fund operating
expenses. The Company intends to position itself so that it will be
able to raise additional funds through the capital markets.
YIJIA GROUP CORP.
NOTES TO THE CONDENSED FINANCIAL STATEMENTS
FOR THE NINE MONTHS ENDED JANUARY 31, 2021
(UNAUDITED)
In light of management’s efforts, there are no assurances that the
Company will be successful in this or any of its endeavors or
become financially viable and continue as a going concern. The
accompanying financial statements have been prepared on a going
concern basis which contemplates the realization of assets and
satisfaction of liabilities in the normal course of business. The
financial statements do not include any adjustments relating to the
recoverability and classification of assets or the amounts and
classifications of liabilities that might be necessary should the
Company be unable to continue as a going concern.
Note 4 – SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES
Use of Estimates
The preparation of the unaudited condensed financial statements in
conformity with accounting principles generally accepted in the
U.S. 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 the
financial statements and the reported amount of revenues and
expenses during the reporting period. Actual results could differ
from those estimates.
Fair Value of Financial Instruments
Accounting Standard Codification (“ASC”) topic 820 "Fair Value
Measurements and Disclosures" establishes a three-tier fair value
hierarchy, which prioritizes the inputs in measuring fair value.
The hierarchy prioritizes the inputs into three levels based on the
extent to which inputs used in measuring fair value are observable
in the market.
These tiers include:
| Level 1: |
defined as observable inputs such as quoted
prices in active markets; |
| Level
2: |
defined as inputs other than quoted prices in
active markets that are either directly or indirectly
observable; |
| Level
3: |
defined as unobservable inputs in which little or
no market data exists, therefore requiring an entity to develop its
own assumptions. |
The carrying value of cash and the Company’s amount due to a
related party approximates its fair value due to their short-term
maturity.
Income Taxes
Income taxes are computed using the asset and liability method.
Under the asset and liability method, deferred income tax assets
and liabilities are determined based on the differences between the
financial reporting and tax bases of assets and liabilities and are
measured using the currently enacted tax rates and laws. A
valuation allowance is provided for the amount of deferred tax
assets that, based on available evidence, are not expected to be
realized.
Uncertain tax positions
The Company did not take any uncertain tax positions and had no
adjustments to its income tax liabilities or benefits pursuant to
the ASC 740 provisions of Section 740-10-25 for the nine months
ended January 31, 2021 and 2020.
YIJIA GROUP CORP.
NOTES TO THE CONDENSED FINANCIAL STATEMENTS
FOR THE NINE MONTHS ENDED JANUARY 31, 2021
(UNAUDITED)
Revenue Recognition
The Company recognizes revenue in accordance with “ASC” No. 605,
“Revenue Recognition”. ASC-605 requires that four basic criteria
must be met before revenue can be recognized: (1) persuasive
evidence of an arrangement exists; (2) delivery has occurred; (3)
the selling price is fixed and determinable; and (4) collectability
is reasonably assured. Determination of criteria (3) and (4) are
based on management's judgments regarding the fixed nature of the
selling prices of the products delivered and the collectability of
those amounts. Provisions for discounts and rebates to customers,
estimated returns and allowances, and other adjustments are
provided for in the same period the related sales are recorded. The
Company will defer any revenue for which the product has not been
delivered or is subject to refund until such time that the Company
and the customer jointly determine that the product has been
delivered or no refund will be required. No revenue was generated
for the three and nine months ended January 31, 2021 and 2020.
Net Loss Per Share
The Company computes net loss per share in accordance with FASB ASC
260 “Earnings per Share”. Basic net loss per share is computed by
dividing net loss available to common shareholders by the weighted
average number of outstanding common shares during the period.
Diluted loss per share gives effect to all dilutive potential
common shares outstanding during the period. Dilutive loss per
share excludes all potential common shares if their effect is
anti-dilutive. As of January 31, 2021, there were no potentially
dilutive debt or equity instruments issued or outstanding.
Currencies
The Company’s reporting and functional currencies are both the U.S.
dollar. Foreign currency transaction gains and losses are included
in other income (expense) but are negligible.
Comprehensive Income
Comprehensive income is defined as all changes in stockholders’
deficit, exclusive of transactions with owners, such as capital
investments. Comprehensive income includes net income or loss,
changes in certain assets and liabilities that are reported
directly in equity such as translation adjustments on investments
in foreign subsidiaries and unrealized gains (losses) on
available-for-sale securities. As of January 31, 2021 and April 30,
2020, there were no differences between our comprehensive loss and
net loss.
Related parties
Parties, which can be a corporation or individual, are considered
to be related if the entities have the ability, directly or
indirectly, to control the other party or exercise significant
influence over the party in making financial and operational
decisions. Companies are also considered to be related if they are
subject to common control or common significant influence.
Reclassification
Certain reclassifications have been made to the financial
statements for the prior periods to present that information on a
basis consistent with the current period.
Recent Accounting Pronouncements
From time to time, new accounting pronouncements are issued by the
Financial Accounting Standard Board (“FASB”) or other standard
setting bodies and adopted by the Company as of the specified
effective date. Unless otherwise discussed, the Company believes
that the impact of recently issued standards that are not yet
effective will not have a material impact on its financial position
or results of operations upon adoption.
YIJIA GROUP CORP.
NOTES TO THE CONDENSED FINANCIAL STATEMENTS
FOR THE NINE MONTHS ENDED JANUARY 31, 2021
(UNAUDITED)
Simplifying the Accounting for Debt with Conversion and Other
Options.
In June 2020, the FASB issued ASU 2020-06 to simplify the
accounting in ASC 470, “Debt with Conversion and Other
Options” and ASC 815, “Contracts in Equity’s Own
Entity”. The guidance simplifies the current guidance for
convertible instruments and the derivatives scope exception for
contracts in an entity’s own equity. Additionally, the amendments
affect the diluted EPS calculation for instruments that may be
settled in cash or shares and for convertible instruments. This ASU
will be effective beginning in the first quarter of the Company’s
fiscal year 2022. Early adoption is permitted. The amendments in
this update must be applied on either full retrospective basis or
modified retrospective basis through a cumulative-effect adjustment
to retained earnings/(deficit) in the period of adoption. The
Company is currently evaluating the impact of ASU 2020-06 on its
consolidated financial statements and related disclosures, as well
as the timing of adoption.
Financial Instruments
In June 2016, the FASB issued ASU 2016-13, “Financial
Instruments - Credit Losses (Topic 326): Measurement of Credit
Losses on Financial Instruments” (“ASU 2016-13”), which
modifies the measurement of expected credit losses of certain
financial instruments. In February 2020, the FASB issued ASU
2020-02 and delayed the effective date of ASU 2016-13 until fiscal
year beginning after December 15, 2022. The Company is currently
evaluating the impact of adopting ASU 2016-13 on its consolidated
financial statements.
Simplifying the Accounting for Income Taxes
In December 2019, the FASB issued ASU 2019-12 to simplify the
accounting in ASC 740, “Income Taxes.” This guidance removes
certain exceptions related to the approach for intra-period tax
allocation, the methodology for calculating income taxes in an
interim period, and the recognition of deferred tax liabilities for
outside basis differences. This guidance also clarifies and
simplifies other areas of ASC 740. This ASU will be effective
beginning in the first quarter of the Company’s fiscal year 2021.
Early adoption is permitted. Certain amendments in this update must
be applied on a prospective basis, certain amendments must be
applied on a retrospective basis, and certain amendments must be
applied on a modified retrospective basis through a
cumulative-effect adjustment to retained earnings/(deficit) in the
period of adoption. The adoption of ASU 2019-12 does not have a
significant impact on the Company’s consolidated financial
statements as of and for the nine-month period ended January 31,
2021.
Earnings Per Share
In April 2021, the FASB issued ASU 2021-04, which included Topic
260 “Earnings Per Share”. This guidance clarifies and
reduces diversity in an issuer’s accounting for modifications or
exchanges of freestanding equity-classified written call options
due to a lack of explicit guidance in the FASB Codification. The
ASU 2021-04 is effective for all entities for fiscal years
beginning after December 15, 2021. Early adoption is permitted. The
Company is currently evaluating the impact of adopting ASU 2021-04
on its consolidated financial statements.
Note 5 – AMOUNT DUE TO A RELATED PARTY
Amount due to a related party represents temporary advance by the
director of the Company. The amount is unsecured, interest-free and
has no fixed terms of repayment.
YIJIA GROUP CORP.
NOTES TO THE CONDENSED FINANCIAL STATEMENTS
FOR THE NINE MONTHS ENDED JANUARY 31, 2021
(UNAUDITED)
Note 6 – COMMON STOCK
The Company has authorized 75,000,000 shares of common stock with a
par value of $0.001 per share.
As of January 31, 2021 and April 30, 2020, the Company had
5,871,250 and 5,871,250 shares of common stock issued and
outstanding, respectively.
Note 7 – COMMITMENTS AND CONTINGENCIES
As of January 31, 2021, the Company has no material commitments and
contingencies.
Note 8 – INTEREST AND PENALTIES
The Company includes interest and penalties arising from the
underpayment of income taxes in the statements of operations in the
provision for income taxes. As of January 31, 2021 and April 30,
2020, the Company had no accrued interest or penalties related to
uncertain tax positions.
Note 9 – INCOME TAXES
The Company adopted the provisions of uncertain tax positions as
addressed in ASC 740-10-65-1. As a result of the implementation of
ASC 740-10-65-1, the Company recognized no increase in the
liability for unrecognized tax benefits.
The Company has no tax position at January 31, 2021 for which the
ultimate deductibility is highly certain but for which there is
uncertainty about the timing of such deductibility. The Company
does not recognize interest accrued related to unrecognized tax
benefits in interest expense and penalties in operating expenses.
No such interest or penalties were recognized during the period
presented. The Company had no accruals for interest and penalties
at January 31, 2021. The Company’s utilization of any net operating
loss carry forward may be unlikely as a result of its intended
activities.
The valuation allowance at January 31, 2021 was $44,898. The net
change in valuation allowance during the nine months ended January
31, 2021 was $5,571. In assessing the realizability of deferred tax
assets, management considers whether it is more likely than not
that some portion or all of the deferred income tax assets will not
be realized. The ultimate realization of deferred income tax assets
is dependent upon the generation of future taxable income during
the periods in which those temporary differences become
deductible. Management considers the scheduled reversal of
deferred income tax liabilities, projected future taxable income,
and tax planning strategies in making this assessment. Based
on consideration of these items, management has determined that
enough uncertainty exists relative to the realization of the
deferred income tax asset balances to warrant the application of a
full valuation allowance as of January 31, 2021 and 2020. All
tax years since inception remains open for examination only by
taxing authorities of US Federal and state of Nevada.
YIJIA GROUP CORP.
NOTES TO THE CONDENSED FINANCIAL STATEMENTS
FOR THE NINE MONTHS ENDED JANUARY 31, 2021
(UNAUDITED)
The Company has a net operating loss carryforward for tax purposes
totaling $213,802 at January 31, 2021, expiring through 2041. There
is a limitation on the amount of taxable income that can be offset
by carryforwards after a change in control (generally greater than
a 50% change in ownership). Temporary differences, which give rise
to a net deferred tax asset, are as follows:
| |
|
As of
January 31, 2021
(Unaudited) |
|
|
As of
April 30, 2020
(Audited) |
|
| Non-current deferred tax assets: |
|
|
|
|
|
|
|
|
| Net
operating loss carryforward |
|
$ |
(213,802 |
) |
|
$ |
(187,271 |
) |
| |
|
|
|
|
|
|
|
|
| Total deferred tax assets |
|
|
(44,898 |
) |
|
|
(39,327 |
) |
| Valuation
allowance |
|
|
44,898 |
|
|
|
39,327 |
|
| Net deferred
tax assets |
|
$ |
– |
|
|
$ |
– |
|
The actual tax benefit at the expected rate of 21% differs from the
expected tax benefit for the nine months ended January 31, 2021 as
follows:
| |
|
Nine months
ended
January 31, 2021
(Unaudited) |
|
|
Nine months
ended
January 31, 2020
(Unaudited) |
|
| Computed "expected" tax
benefit |
|
$ |
(44,898 |
) |
|
$ |
(33,796 |
) |
| Change in
valuation allowance |
|
|
44,898 |
|
|
|
33,796 |
|
| Actual tax benefit |
|
$ |
– |
|
|
$ |
– |
|
Note 10 – SUBSEQUENT EVENTS
In accordance with ASC Topic 855, “Subsequent Events” the
Company has analyzed its operations subsequent to January 31, 2021
to the date these condensed financial statements were available to
be issued, June 18, 2021, 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
OPERATIONS
The following discussion and analysis of our results of operations
and financial condition should be read together with our unaudited
condensed financial statements and the notes thereto, which are
included elsewhere in this report and our Annual Report on Form
10-K for the fiscal year ended April 30, 2020 (the “Annual Report”)
filed with SEC. Our financial statements have been prepared in
accordance with U.S. GAAP. In addition, our financial statements
and the financial information included in this report reflect our
organizational transactions and have been prepared as if our
current corporate structure had been in place throughout the
relevant periods.
Forward looking statement notice
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.
Financial information contained in this report and in our financial
statements is stated in United States dollars and are prepared in
accordance with United States generally accepted accounting
principles.
Corporate Overview
Yijia Group Corp. was incorporated in the State of Nevada on
January 25, 2017 and established a fiscal year end of April 30. We
are a development-stage company formed to commence operations in
the distribution and sewing of work wear. We ceased and
discontinued our operations on October 31, 2018. At January 31,
2021, we are a shell company.
We do not have any subsidiaries.
We have never declared bankruptcy, been in receivership, or been
involved in any kind of legal proceedings.
Insurance
We do not maintain insurance and do not intend to maintain
insurance in the future. Because we do not have insurance, if we
are made a party to any action, we may not have sufficient funds to
defend the litigation. If that occurs a judgment could be rendered
against us that could cause us to cease operations.
Employees
We are a development stage company and currently have no
employees.
Offices
Our office was previously located Unit 304-307A, 3/F Houston
Center, No. 63 Mody Road, Kowloon, Hong Kong. Our current office is
located at Unit 1623, Tianxia International Center B, Taoyuan Road,
Nanshan District, Shenzhen, Guangdong, People of Republic of China.
Our telephone number is +86-0755 3397 5792.
Results of operations
We have incurred recurring losses to date. Our financial statements
have been prepared assuming that we will continue as a going
concern and, accordingly, do not include adjustments relating to
the recoverability and realization of assets and classification of
liabilities that might be necessary should we be unable to continue
in operation.
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.
Results of operation for the three months ended January 31, 2021
and 2020:
Revenue
There was no revenue and cost of sales for the three months ended
January 31, 2021 and 2020. Operating expenses for the three months
ended January 31, 2021 and 2020 was $2,899 and $6,594.
Net Loss
The net loss for the three months ended January 31, 2021 and 2020
was $2,899 and $6,594 accordingly.
Results of operation for the nine months ended January 31, 2021
and 2020:
Revenue
There was no revenue and cost of sales for the nine months ended
January 31, 2021 and 2020. Operating expenses for the nine months
ended January 31, 2021 and 2020 was $26,531 and $45,997.
Net Loss
The net loss for the nine months ended January 31, 2021 and 2020
was $26,531 and $45,997 accordingly.
Liquidity and capital resources
As at January 31, 2021, our current liabilities were $149,107
($122,576 as of April 30, 2020) and stockholders’ deficit was
$149,107 (stockholders’ deficit of $122,576 as of April 30,
2020).
CASH FLOWS FROM OPERATING ACTIVITIES
For the nine months ended January 31, 2021, net cash flows used in
operating activities was $42,286.
For the nine months ended January 31, 2020, net cash flows used in
operating activities was $38,782.
CASH FLOWS FROM FINANCING ACTIVITIES
For the nine months ended January 31, 2021, net cash flows provided
by financing activities was $42,286 from proceeds from a related
party.
For the nine months ended January 31, 2020, net cash flows provided
by financing activities was $38,782 from proceeds from a related
party.
Management’s discussion and analysis
We qualify as an “emerging growth company” under the JOBS Act. As a
result, we are permitted to, and intend to, rely on exemptions from
certain disclosure requirements. For so long as we are an emerging
growth company, we will not be required to: have an auditor report
on our internal controls over financial reporting pursuant to
Section 404(b) of the Sarbanes-Oxley Act; provide an auditor
attestation with respect to management’s report on the
effectiveness of our internal controls over financial reporting;
comply with any requirement that may be adopted by the Public
Company Accounting Oversight Board regarding mandatory audit firm
rotation or a supplement to the auditor’s report providing
additional information about the audit and the financial statements
(i.e., an auditor discussion and analysis); submit certain
executive compensation matters to shareholders advisory votes, such
as “say-on-pay” and “say-on-frequency;” and disclose certain
executive compensation related items such as the correlation
between executive compensation and performance and comparisons of
the CEO ’ s
compensation to median employee compensation. In addition, Section
107 of the JOBS Act also provides that an emerging growth company
can take advantage of the extended transition period provided in
Section 7(a)(2)(B) of the Securities Act for complying with new or
revised accounting standards. In other words, an emerging growth
company can delay the adoption of certain accounting standards
until those standards would otherwise apply to private
companies.
We have elected to take advantage of the benefits of this extended
transition period. Our financial statements may therefore not be
comparable to those of companies that comply with such new or
revised accounting standards. We will remain an “emerging growth
company” for up to five years, or until the earliest of (i) the
last day of the first fiscal year in which our total annual gross
revenues exceed $1 billion, (ii) the date that we become a “large
accelerated filer” as defined in Rule 12b-2 under the Securities
Exchange Act of 1934, which would occur if the market value of our
ordinary shares that is held by non- affiliates exceeds $700
million as of the last business day of our most recently completed
second fiscal quarter or (iii) the date on which we have issued
more than $1 billion in non-convertible debt during the preceding
three year period. Even if we no longer qualify for the exemptions
for an emerging growth company, we may still be, in certain
circumstances, subject to scaled disclosure requirements as a
smaller reporting company. For example, smaller reporting
companies, like emerging growth companies, are not required to
provide a compensation discussion and analysis under Item 402(b) of
Regulation S-K or auditor attestation of internal controls over
financial reporting.
Our cash balance is $0 as of January 31, 2021. We believe our cash
balance is insufficient to fund our operations for any period of
time. Management anticipates that the Company will be dependent, in
the near future, on additional investment capital to fund operating
expenses. The Company intends to position itself so that it will be
able to raise additional funds through the capital markets. In
light of management’s efforts, there are no assurances that the
Company will be successful.
Off-Balance Sheet Arrangements
We have no 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.
ITEM 3. QUANTITATIVE AND
QUALITATIVE DISCLOSURES ABOUT MARKET RISK
None
ITEM 4. CONTROLS AND
PROCEDURES
Our management is responsible for establishing and maintaining a
system of disclosure controls and procedures (as defined in Rule
13a-15(e) and 15d-15(e) under the Exchange Act) that is designed to
ensure that information required to be disclosed by us in the
reports that we file or submit under the Exchange Act is recorded,
processed, summarized and reported, within the time periods
specified in the Commission’s rules and forms. Disclosure controls
and procedures include, without limitation, controls and procedures
designed to ensure that information required to be disclosed by an
issuer in the reports that it files or submits under the Exchange
Act is accumulated and communicated to the issuer’s management,
including its principal executive officer or officers and principal
financial officer or officers, or persons performing similar
functions, as appropriate to allow timely decisions regarding
required disclosure.
An evaluation was conducted under the supervision and with the
participation of our management of the effectiveness of the design
and operation of our disclosure controls and procedures as of
January 31, 2021. Based on that evaluation, our management
concluded that our disclosure controls and procedures were not
effective as of such date to ensure that information required to be
disclosed in the reports that we file or submit under the Exchange
Act, is recorded, processed, summarized and reported within the
time periods specified in SEC rules and forms.
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 due to a lack of a majority of
independent members and a lack of a majority of outside directors
on our Board of Directors, resulting in ineffective oversight in
the establishment and monitoring of required internal controls and
procedures; (2) inadequate segregation of duties consistent with
control objectives; and (3) ineffective controls over period end
financial disclosure and reporting processes. The aforementioned
material weaknesses were identified by our Chief Executive Officer
and Chief Financial Officer in connection with the review of our
financial statements as of January 31, 2021.
Management believes that the material weaknesses set forth in items
(2) and (3) 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 Controls over Financial Reporting
There was no change in our internal control over financial
reporting that occurred during the period covered by this Quarterly
Report on Form 10-Q that has materially affected, or is reasonably
likely to materially affect, our internal control over financial
reporting. We are aware that any system of controls, however well
designed and operated, can only provide reasonable, and not
absolute, assurance that the objectives of the system are met, and
that maintenance of disclosure controls and procedures is an
ongoing process that may change over time.
PART II. OTHER
INFORMATION
| ITEM 1. |
LEGAL PROCEEDINGS |
We are not currently a party to any legal proceedings, and we are
not aware of any pending or potential legal actions.
The information to be reported under this Item is not required for
smaller reporting companies.
| ITEM 2. |
UNREGISTERED SALES OF EQUITY SECURITIES AND
USE OF PROCEEDS |
None
| ITEM 3. |
DEFAULTS UPON SENIOR
SECURITIES |
None
| ITEM 4. |
MINE SAFETY DISCLOSURES |
None
| ITEM 5. |
OTHER INFORMATION |
None
The following exhibits are included as part of this report by
reference:
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the
registrant has duly caused this registration statement to be signed
on its behalf by the undersigned, thereunto duly authorized on June
21, 2021.
Yijia Group Corp.
By:
| /s/ Shaoyin
WU |
June 21, 2021 |
|
Shaoyin WU
Chief Executive Officer (Principal Executive Officer)
|
|
|
|
|
| /s/ Kim Lee
POH |
June
21, 2021 |
|
Kim Lee POH
Chief Financial Officer (Principal Financial Officer)
|
|
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