This section and other parts of this Annual Report on Form 10-K ("Form 10-K") contain forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995, that involve risks and uncertainties. Forward-looking statements provide current expectations of future events based on certain assumptions and include any statement that does not directly relate to any historical or current fact. Forward-looking statements can also be identified by words such as "future," "anticipates," "believes," "estimates," "expects," "intends," "plans," "predicts," "will," "would," "could," "can," "may," and similar terms. Forward-looking statements are not guarantees of future performance and the Company's actual results may differ significantly from the results discussed in the forward-looking statements. Factors that might cause such differences include, but are not limited to, those discussed in Part I, Item 1A of this Form 10-K under the heading "Risk Factors," which are incorporated herein by reference. The following discussion should be read in conjunction with the consolidated financial statements and notes thereto included in Part II, Item 8 of this Form 10-K. All information presented herein is based on the Company's fiscal calendar. Unless otherwise stated, references to particular years, quarters, months or periods refer to the Company's fiscal years ended in December and the associated quarters, months and periods of those fiscal years. Each of the terms the "Company" and "ABV Consulting" as used herein refers collectively to ABV Consulting, Inc., unless otherwise stated. The Company assumes no obligation to revise or update any forward-looking statements for any reason, except as required by law.





Results of Operations

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. Assuming that we continue to require additional capital, and under ideal market conditions, we expect to raise additional capital through, among other things, the sale of equity or debt securities.

Comparison of the years ended December 31, 2020 and 2019





                                        Years Ended December 31,
                                          2020              2019         Change
Revenue                               $           -       $       -     $       -
General and administrative expenses           3,782          16,519       (12,737 )
Professional fees                            32,974          42,405        (9,431 )
Operating loss                              (36,756 )       (58,924 )      22,168
Net loss                              $     (36,756 )     $ (58,924 )   $  22,168

Our revenue was $0 for the years ended December 31, 2020 and 2019.

Our general and administrative expenses were $3,782 for the year ended December 31, 2020, as compared to $16,519 for the same period in 2019. The decrease in general and administrative expenses was primarily due to decrease in salary, entertainment and regulatory expenses.

Expenses for professional fees were $32,974 for the year ended December 31, 2020, as compared to $42,405 for the same period in 2019. The decrease in professional fees was primarily due to decrease in audit, accounting, legal and other professional fees.

Liquidity and Capital Resources





                        December 31,       December 31,
                            2020               2019           Change         %
Cash                   $        3,428     $        4,348     $    (920 )     (21 )%
Total assets           $        3,428     $        4,348     $    (920 )     (21 )%
Total liabilities      $      345,132     $      309,296     $  35,836        12 %
Stockholders' equity   $     (341,704 )   $     (304,948 )   $ (36,756 )      12 %





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Working Capital



                              December 31,       December 31,
                                  2020               2019           Change         %
Current assets               $        3,428     $        4,348     $    (920 )     (21 )%

Current liabilities $ 345,132 $ 309,296 $ 35,836 12 % Working capital deficiency $ (341,704 ) $ (304,948 ) $ (36,756 ) 12 %

As at December 31, 2020 and 2019, current assets consisted of $3,428 and $4,348 cash, respectively.

As at December 31, 2020, current liabilities consisted of accounts payable of $17,359 and $327,773 owed to related parties, as compared to December 31, 2019, current liabilities consisted of accounts payable of $19,087 and $290,209 owed to related parties. The increase in current liabilities is due to the operating expenses paid by related party.





Cash Flows



The following table presents our cash flow for the years ended December 31, 2020
and 2019:



                                              Years Ended December 31,
                                             2020               2019            Change

Cash used in operating activities $ (933 ) $ (15,635 ) $ 14,702 Cash provided by financing activities

             13                15,449       (15,436 )

Net change in cash and cash equivalents $ (920 ) $ (186 ) $ (734 )

Cash Flow from Operating Activities

The net cash used in operating activities for the year ended December 31, 2020 was attributed to a net loss of $36,756, decreased by expenses paid by related party of $37,551, and increased by a change in accounts payable of $1,728.

The net cash used in operating activities for the year ended December 31, 2019 was attributed to a net loss of $58,924, decreased by expenses paid by related party of $16,907 and a change in accounts receivable of $12,821and accounts payable of $13,561.

Cash Flow from Financing Activities

During the year ended December 31, 2020, our company received $13 from a related party. During the year ended December 31, 2019, our company received $15,449 from a related party.

Off-Balance Sheet Arrangements

As of December 31, 2020, the Company had no material off-balance sheet arrangements.

Critical Accounting Policies and Estimates

We have identified the policies below as critical to our business operations and the understanding of our results of operations. The impact on our business operations and any associated risks related to these policies are discussed throughout Management's Discussion and Analysis of Financial Condition and Results of Operations when such policies affect our reported or expected financial results.

In the ordinary course of business, we have made a number of estimates and assumptions relating to the reporting of results of operations and financial condition in the preparation of our financial statements in conformity with accounting principles generally accepted in the United States ("GAAP"). We base our estimates on historical experience and on various other assumptions that we believe are reasonable under the circumstances. The results form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results could differ significantly from those estimates under different assumptions and conditions. We believe that the following discussion addresses our most critical accounting policies, which are those that are most important to the portrayal of our financial condition and results of operations and require our most difficult, subjective, and complex judgments, often as a result of the need to make estimates about the effect of matters that are inherently uncertain.






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Basis of Accounting and Going Concern

Our consolidated financial statements have been prepared on the accrual basis of accounting in conformity with GAAP. In addition, the accompanying consolidated financial statements have been prepared assuming that we will continue as a going concern, which contemplates the realization of assets and the liquidation of liabilities in the normal course of business. We generated accumulated losses of approximately $501,694 through December 31, 2020 and have insufficient working capital and cash flows to support operations. These factors raise substantial doubt about our ability to continue as a going concern. The consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might result from this uncertainty.

Also, refer Note 2 - Summary of Significant Accounting Policies in the consolidated financial statements that are included in this Annual Report.

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