AVEROX : Annual Report for the Fiscal Year 2021

Disclosure Statement Pursuant to the Pink Basic Disclosure Guidelines

Averox, Inc.

A Nevada Corporation

13784 Graber Ave

Sylmar, CA 91342 ________________________________ 818 472-7071

[e-mail]621111

Annual Report

For the Period Ending: December 31, 2021

(the "Reporting Period")

• As of March 29, 2022, the number of shares outstanding of our Common Stock was: 250,000,000.

• As of December 31, 2021, the number of shares outstanding of our Common Stock was: 250,000,000.

• As of September 30, 2021, the number of shares outstanding of our Common Stock was: 250,000,000

• As of June 30, 2021, the number of shares outstanding of our Common Stock was: 250,000,000

• As of December 31, 2020, the number of shares outstanding of our Common Stock was: 250,000,000

Indicate by check mark whether the company is a shell company (as defined in Rule 405 of the Securities Act of 1933 and Rule 12b-2 of the Exchange Act of 1934):

Yes: ☐

No: ☒ (Double-click and select "Default Value" to check)Indicate by check mark whether the company's shell status has changed since the previous reporting period:Yes: ☐

No: ☒

Indicate by check mark whether a Change in Control1 of the company has occurred over this reporting period:Yes: ☐

No: ☒

1 "Change in Control" shall mean any events resulting in:

(i) Any "person" (as such term is used in Sections 13(d) and 14(d) of the Exchange Act) becoming the "beneficial owner" (as defined in Rule 13d-3 of the Exchange Act), directly or indirectly, of securities of the Company representing fifty percent (50%) or more of the total voting power represented by the Company's then outstanding voting securities;

• (ii) The consummation of the sale or disposition by the Company of all or substantially all of the Company's assets;

• (iii) A change in the composition of the Board occurring within a two (2)-year period, as a result of which fewer than a majority of the directors are directors immediately prior to such change; or

(iv) The consummation of a merger or consolidation of the Company with any other corporation, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior thereto continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity or its parent) at least fifty percent (50%) of the total voting power represented by the voting securities of the Company or such surviving entity or its parent outstanding immediately after such merger or consolidation.

1)Name of the issuer and its predecessors (if any):

In answering this item, please also provide any names used by predecessor entities in the past five years and the dates of the name changes.

Averox, Inc

Date and state (or jurisdiction) of incorporation (also describe any changes to incorporation since inception, if applicable) Please also include the issuer's current standing in its state of incorporation (e.g. active, default, inactive):

Nevada

November 25, 1986

Has the issuer or any of its predecessors ever been in bankruptcy, receivership, or any similar proceeding in the past five years?

Yes: ☐ No: ☒

2) Security Information

Trading symbol:

Exact title and class of securities outstanding: CUSIP:

Par or stated value:

AVRI

Common Shares 05359R 2 05 .003

Total shares authorized: Total shares outstanding:

Number of shares in the Public Float2: Total number of shareholders of record:

Additional class of securities (if any):

Trading symbol:

Exact title and class of securities outstanding: CUSIP:

Par or stated value: Total shares authorized: Total shares outstanding:

Transfer Agent

Name: Pacific Stock Transfer Phone: [phone]

Email:[e-mail]

500,000,000 as of date: 03/29/2022 250,000,000 as of date: 03/29/2022 31,310,900 as of date: 03/29/2022 212 as of date: 03/21/2022

05359R 2 05

as of date: as of date:Is the Transfer Agent registered under the Exchange Act?3 Yes: ☒

No: ☐

Describe any trading suspension orders issued by the SEC concerning the issuer or its predecessors:

2 "Public Float" shall mean the total number of unrestricted shares not held directly or indirectly by an officer, director, any person who is the beneficial owner of more than 10 percent of the total shares outstanding (a "control person"), or any affiliates thereof, or any immediate family members of officers, directors and control persons.

3 To be included in the Pink Current Information tier, the transfer agent must be registered under the Exchange Act.

None

List any stock split, stock dividend, recapitalization, merger, acquisition, spin-off, or reorganization either currently anticipated or that occurred within the past 12 months:

None

3)Issuance History

The goal of this section is to provide disclosure with respect to each event that resulted in any direct changes to the total shares outstanding of any class of the issuer's securities in the past two completed fiscal years and any subsequent interim period.

Disclosure under this item shall include, in chronological order, all offerings and issuances of securities, including debt convertible into equity securities, whether private or public, and all shares or any other securities or options to acquire such securities issued for services. Using the tabular format below, please describe these events.

A. Changes to the Number of Outstanding Shares

Check this box to indicate there were no changes to the number of outstanding shares within the past two completed fiscal years and any subsequent periods: ☒

Number of Shares outstanding as of 1/1/2018	Opening Balance: Common: 250,000,000 Preferred:	*Right-click the rows below and select "Insert" to add rows as needed.
Date of Transaction	Transaction type (e.g. new issuance, cancellation, shares returned to treasury)	Number of Shares Issued (or cancelled)	Class of Securities	Value of shares issued ($/per share) at Issuance	Were the shares issued at a discount to market price at the time of issuance? (Yes/No)	Individual/ Entity Shares were issued to (entities must have individual with voting / investment control disclosed).	Reason for share issuance (e.g. for cash or debt conversion) OR Nature of Services Provided (if applicable)	Restricted or Unrestricted as of this filing?	Exemption or Registration Type?
Shares Outstanding on 12/31/21	Ending Balance: Common: 250,000,000 Preferred:

Use the space below to provide any additional details, including footnotes to the table above:

B. Debt Securities, Including Promissory and Convertible Notes

Use the chart and additional space below to list and describe any issuance of promissory notes, convertible notes or convertible debentures in the past two completed fiscal years and any subsequent interim period.

Check this box if there are no outstanding promissory, convertible notes or debt arrangements: ☒

Date of Note Issuance	Outstandin g Balance ($)	Principal Amount at Issuance ($)	Interest Accrued ($)	Maturity Date	Conversion Terms (e.g. pricing mechanism for determining conversion of instrument to shares)	Name of Noteholder	Reason for Issuance (e.g. Loan, Services, etc.)

Use the space below to provide any additional details, including footnotes to the table above:

4)	Financial Statements
A.	The following financial statements were prepared in accordance with:
☒ U.S. GAAP
☐ IFRS
B.	The financial statements for this reporting period were prepared by (name of individual)4:

Name:	Eric Sherb, EMS Consulting
Title:	CPA
Relationship to Issuer:	None

Provide the financial statements described below for the most recent fiscal year or quarter. For the initial disclosure statement (qualifying for Pink Current Information for the first time) please provide reports for the two previous fiscal years and any subsequent interim periods.

• C. Balance sheet;

• D. Statement of income;

• E. Statement of cash flows;

• F. Financial notes; and

• G. Audit letter, if audited

You may either (i) attach/append the financial statements to this disclosure statement or (ii) file the financial statements through OTCIQ as a separate report using the appropriate report name for the applicable period end. ("Annual Report," "Quarterly Report" or "Interim Report").

If you choose to publish the financial statements in a separate report as described above, you must state in the accompanying disclosure statement that such financial statements are incorporated by reference. You may reference the document(s) containing the required financial statements by indicating the document name, period end date, and the date that it was posted to OTCIQ in the field below.

Financial statement information is considered current until the due date for the subsequent report (as set forth in the

4 The financial statements requested pursuant to this item must be prepared in accordance with US GAAP or IFRS by persons with sufficient financial skills.

qualifications section above). To remain qualified for Current Information, a company must post its Annual Report within 90 days from its fiscal year-end date and Quarterly Reports within 45 days of each fiscal quarter-end date.

5)Issuer's Business, Products and Services

The purpose of this section is to provide a clear description of the issuer's current operations. In answering this item, please include the following:

A.	Summarize the issuer's business operations (If the issuer does not have current operations, state "no operations")
Online student mentoring
B.	Describe any subsidiaries, parents, or affiliated companies, if applicable, and a description of their business contact
information for the business, officers, directors, managers or control persons. Subsidiary information may be included
by reference
n/a
C.	Describe the issuers' principal products or services, and their markets
Primary service is online student mentoring. The market is college students.
6)	Issuer's Facilities

The goal of this section is to provide a potential investor with a clear understanding of all assets, properties or facilities owned, used or leased by the issuer.

In responding to this item, please clearly describe the assets, properties or facilities of the issuer, give the location of the principal plants and other property of the issuer and describe the condition of the properties. If the issuer does not have complete ownership or control of the property (for example, if others also own the property or if there is a mortgage on the property), describe the limitations on the ownership.

If the issuer leases any assets, properties or facilities, clearly describe them as above and the terms of their leases.

None

7)Officers, Directors, and Control Persons

The goal of this section is to provide an investor with a clear understanding of the identity of all the persons or entities that are involved in managing, controlling or advising the operations, business development and disclosure of the issuer, as well as the identity of any significant or beneficial shareholders.

Using the tabular format below, please provide information regarding any person or entity owning 5% of more of the issuer, as well as any officer, and any director of the company, regardless of the number of shares they own. If any listed are corporate shareholders or entities, provide the name and address of the person(s) beneficially owning or controlling such corporate shareholders, or the name and contact information of an individual representing the corporation or entity in the note section.

Name of Officer/Director and Control Person	Affiliation with Company (e.g. Officer/Director/Owne r of more than 5%)	Residential Address (City / State Only)	Number of shares owned	Share type/class	Ownership Percentage of Class Outstandin g	Note
Robert Goldstein	Owner	13784 Graber Ave. Sylmar, CA 91324	215,000,00 0	Common/Restricte d	86%