CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

This document contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All statements other than statements of historical fact are "forward-looking statements" for purposes of federal and state securities laws, including, but not limited to, any projections of earnings, revenue or other financial items; any statements of the plans, strategies and objectives of management for future operations; any statements concerning proposed new services or developments; any statements regarding future economic conditions or performance; any statements of belief; and any statements of assumptions underlying any of the foregoing.

Forward-looking statements may include the words "may," "could," "will," "estimate," "intend," "continue," "believe," "expect", "anticipate", "hope" or other similar words. These forward-looking statements present our estimates and assumptions only as of the date of this report. Except for our ongoing obligation to disclose material information as required by the federal securities laws, we do not intend, and undertake no obligation, to update any forward-looking statement.

Although we believe that the expectations reflected in any of our forward-looking statements are reasonable, actual results could differ materially from those projected or assumed in any of our forward-looking statements. Our future financial condition and results of operations, as well as any forward-looking statements, are subject to change and inherent risks and uncertainties. Some of the key factors impacting these risks and uncertainties include, but are not limited to:

? risks related to our ability to identify, pursue and commence a reverse merger

and/or a possible operating business;

? our ability to obtain adequate funding to complete a reverse merger or commence

a possible operating business and meet our operating expenses on a current


   basis;

? general economic uncertainty, whether as a result of the COVID-19 pandemic or


   otherwise;

? delays in our ability to obtain any necessary business licenses and permits,

and commence business operations, whether as a result of the COVID-19 pandemic


   or otherwise; and




       ?   current and longer-term economic and other impacts of the COVID-19
           pandemic on our operations, results of operations and financial
           condition, including without limitation changes in consumer spending
           patterns for non-essential products, resulting from the economic crisis
           caused by lockdown, shelter-in-place, stay-at-home or similar orders
           instituted as a result of the pandemic, or otherwise.




Overview

On August 1, 2022, the board of directors (the "Board") of the Company unanimously approved to expand our business in the area of electric vehicle supply equipment ("EVSE") and will direct the management team to implement its new business plan in such industry. On August 16, 2022, the Company formally announced its intention to reposition as EVSE solutions provider, seeking to grow business in EVSE industry, including building, owning, and operating the next generation of electric vehicle charging stations in the U.S. The Company intends to bring convenient, reliable, and accessible charging experience to electric vehicle drivers, utilizing frictionless technology and carbon-neutral vehicle-charging infrastructure.

On October 26, 2022, we entered into three Charging Station Site Host Agreements (the "Agreements") with two institutions (the "Site Hosts"), respectively, pursuant to which the Site Hosts agree to allow us to install our electric vehicle charging stations at the locations set forth in the Agreements (the "Charging Stations"). Under the Agreements, we have agreed to share our revenue generated by the sales of electricity at the Charging Stations with the Site Hosts in accordance with the schedules set forth therein.

As of December 31, 2022, the Company has purchased certain electric vehicle charging equipment. Furthermore, the Company is in the process of obtaining permits to construct the Charging Stations at the three confirmed sites. As of December 31, 2022, the Company contracted an architectural firm on providing designing and engineering services for two sites, and working on technical issues for the third site.

As of February 13, 2023, the Company has received the finalized site plans and electrical diagrams from the architectural firm and electrical engineers for 2 sites. The Company has also received permission from the site owners to proceed with the charging station construction permit applications with the local municipalities. The Company expects to install up to a total of 10 charging units for the first 2 sites, and have them operational in April of 2023.





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Hukui Investment

Hukui Biotechnology Corporation ("Hukui") and we entered into a Series C Preferred Shares Subscription Agreement dated September 23, 2020 (the "Hukui Agreement"), pursuant to which we agreed to purchase an aggregate 200,000 shares of Hukui's Series C Preferred Stock (the "Series C Preferred Shares") at $10.00 per share, for an aggregate investment of $2,000,000.

The Hukui Agreement provided that we would purchase the Series C Preferred Shares in three tranches, through a date on or before June 30, 2022, as follows:

? The first tranche is 80,000 Series C Preferred Shares in the amount of $800,000

(the "First Tranche Investment"), such shares having been purchased by us on

December 15, 2020 (the "First Tranche Closing");

? The second tranche is 60,000 Series C Preferred Shares in the amount of

$600,000 (the "Second Tranche Investment"), such shares having been purchased

by us on June 25, 2021 (the "Second Tranche Closing"); and






       ?   The third tranche is 60,000 Series C Preferred Shares in the amount of
           $600,000 (the "Third Tranche Investment"), such shares to have been
           purchased on or before June 30, 2022 (the "Third Tranche Closing").

An individual and resident of the Republic of China (the "Purchaser"), Hukui and we entered into a Stock Purchase Agreement dated as of November 17, 2021 (the "Stock Purchase Agreement"), pursuant to which we agreed to sell the 140,000 shares of Hukui's Series C Preferred Stock that we had purchased in the First Tranche Closing and the Second Tranche Closing (the "Hukui Shares") to the Purchaser for $350,000 in cash, or $2.50 per share. The sale of the Hukui Shares closed on November 19, 2021.

On December 17, 2021, Hukui and we entered into an Agreement (the "Termination Agreement"), pursuant to which our obligation to make the Third Tranche Investment was terminated and the Hukui Agreement was terminated. As a result, we have no continuing contractual obligation to make any investment in Hukui.





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Results of Operations

Three Months Ended December 31, 2022 compared to the Three Months Ended December 31, 2021





Revenues

We did not generate any revenues during the three months ended December 31, 2022 and 2021.





Operating Expenses

We incurred total operating expenses of $205,245 and $103,340 for the three months ended December 31, 2022 and 2021, respectively. Our operating expenses consist of legal fees, other professional fees, payroll expenses, stock-based compensation, rent, bank charges, and transfer agent fees. The increase in operating expenses for the three months ended December 31, 2022 compared to the same period in 2021 was primarily due to the increase in payroll expenses, and stock-based compensation.





Other expense

During the three months ended December 31, 2022, we incurred $793 other expenses mainly due to interest incurred for unpaid penalty from IRS. During the three months ended December 31, 2021, we incurred $747 other expenses mainly due to interest incurred for unpaid penalty from IRS.





Net Loss

As a result of the above, our net loss increased from $104,087 in the three months ended December 31, 2021 to $206,038 in the same period ended in 2022.

Effect of the COVID-19 Pandemic on our Business

While our liquidity and capital resources are severely limited and present serious obstacles to starting a business, these limitations are unrelated to the COVID-19 pandemic and resulting global economic crisis.

Our personnel are in Taiwan, which has been relatively less affected by the pandemic compared to many other countries in Asia, Europe and the United States. However, even before an increase in the number of cases of COVID-19 in Taiwan, we experienced delays in obtaining business licenses and permits, and any other governmental approvals that might have been required for businesses that we previously considered commencing, since government offices have been working with reduced staff during the pandemic. We expect this situation to continue and possibly become more challenging depending upon the duration of the pandemic.

Depending upon the extent and duration of the pandemic and the resulting global economic crisis, these conditions may have an adverse impact on our ability to raise capital and commence any business we may pursue.

Liquidity and Capital Resources





Working Capital



                           December 31,       September 30,
                               2022               2022
Current Assets            $       53,183     $       150,893
Current Liabilities              252,684             205,016
Working Capital Deficit   $     (199,501 )   $       (54,123 )




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As of December 31, 2022, we had current assets of $53,183 and a working deficit of $199,501. In comparison, as of September 30, 2022, we had current assets of $150,893 and a working capital deficit of $54,123.

As of December 31, 2022, we had total assets of $68,188, compared with total assets of $150,893 at September 30, 2022. The decrease in total assets was primarily due to cash spent in operating expenses.

We had $252,684 in total current liabilities as of December 31, 2022, consisting of $118,471 in accounts payable and $134,213 due to related parties. This is compared to total current liabilities of $205,016 as of September 30, 2022, consisting of $102,185 in accounts payable and $102,831 due to related parties. The increase in due to related parties was primarily due to unpaid compensation to officers and directors.





We had total stockholders' deficit of $214,472 and an accumulated deficit of
$10,128,993 as of December 31, 2022. In comparison, we had a total stockholders'
deficit of $83,349 and an accumulated deficit of $9,922,955 as of September 30,
2022.



Cash Flows



                                                                  Three           Three
                                                                 Months          Months
                                                                  Ended           Ended
                                                                December        December
                                                                   31,             31,
                                                                  2022            2021
Cash flows used in operating activities                        $   (74,869 )   $   (71,538 )
Cash flows used in investing activities                            (15,005 )       350,000
Cash flows provided by financing activities                              -               -
Effect of exchange rate changes on cash                                  -               -
Net increase (decrease) in cash during period                  $   (89,874 )   $   278,462

During the three months ended December 31, 2022, we used $74,869 of cash in operating activities which was attributable primarily to our net loss of $206,038 offset by stock-based compensation and change in operating assets and liabilities of $131,169. In comparison, during the three months ended December 31, 2021, we used $71,538 of cash in operating activities which was attributable primarily to our net loss of $104,087 offset by change in operating assets and liabilities of $32,549.

During the three months ended December 31, 2022, we used $15,005 of cash in investing activities for the purchase of equipment. We received $350,000 in payment for the sale of the 140,000 Hukui Shares during the three months ended December 31, 2021.

During the three months ended December 31, 2022 and 2021, we did not have any financing activity.

There is substantial doubt that we can continue as an ongoing business for the next twelve months unless we obtain additional capital to pay our expenses as they become due. We do not anticipate any significant additional revenue until we continue to implement our electric vehicle charging station business operations and begin to profit from our business operations. There is no assurance that we will ever reach that stage. The condensed consolidated financial statements presented herein do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classification of liabilities that might be necessary in the event that we cannot continue as a going concern.

Our ability to continue as a going concern is dependent upon our ability to successfully execute our business plan and generate profitable operations in the future, and, until and unless we achieve that, to obtain the necessary financing to meet our obligations and repay our liabilities arising from normal business operation as and when they become due. To date, our capital requirements have primarily been funded by shareholders through the purchase of our Common Stock in private offerings and short-term borrowings from a former officer and another shareholder.

The Company sold the 140,000 Hukui Shares for $350,000 cash on November 19, 2021. The proceeds have been used for operation expenses.





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Contractual Obligations

We do not have material contractual obligations and commitments. We only have one lease that is renewed on a month-to-month basis.

Off-Balance Sheet Arrangements

As of December 31, 2022, we had not entered into any other financial guarantees or other commitments to guarantee the payment obligations of any third parties. As of December 31, 2022, we had not entered into any derivative contracts that are indexed to our shares and classified as shareholder's equity or that are not reflected in our condensed consolidated financial statements. Furthermore, as of December 31, 2022, we had not had any retained or contingent interest in assets transferred to an unconsolidated entity that serves as credit, liquidity or market risk support to such entity. As of December 31, 2022, we had not had any variable interest in any unconsolidated entity that provides financing, liquidity, market risk or credit support to us or engages in leasing, hedging or research and development services with us.

Critical accounting policies and estimates

Our discussion and analysis of our financial condition and results of operations are based upon our condensed consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States. The preparation of these condensed consolidated financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. We continually evaluate our estimates, including those related to income taxes, and the valuation of equity transactions. We base our estimates on historical experience and on various other assumptions that we believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Any future changes to these estimates and assumptions could cause a material change to our reported amounts of revenues, expenses, assets and liabilities. Actual results may differ from these estimates under different assumptions or conditions. For the three months ended December 31, 2022 and 2021, no significant estimates and assumptions have been made in the condensed consolidated financial statements. The following are some of the critical accounting policies in relation to the preparation of the condensed consolidated financial statements. For a full summary of our critical accounting policies, please refer to Note 2 to the Condensed Consolidated Financial Statements.

Foreign currency translation

The financial statements of our subsidiary denominated in currencies other than the USD are translated into USD using the closing rate method. The balance sheet items are translated into USD using the exchange rates at the respective balance sheet dates. The capital and various reserves are translated at historical exchange rates prevailing at the time of the transactions while income and expenses items are translated at the average exchange rate for the period. All exchange differences are recorded in stockholders' equity.





Stock-Based Compensation

We account for stock-based compensation in which we obtain employee services in share-based payment transactions under FASB ASC Topic 718, Compensation - Stock Compensation, which requires us to expense the cost of employee services received in exchange for an award of equity instruments based on the grant date fair value of such instruments over the vesting period.

Recent accounting pronouncements

We do not expect that the adoption of recently issued accounting pronouncements will have a material impact on our financial position, results of operations, or cash flows. For a full summary of recent accounting pronouncements, please refer to Note 2 to the Condensed Consolidated Financial Statements.





Currency exchange rates

For financial reporting purposes, the financial statements of the Company's Singapore subsidiary, which are prepared using the SGD, are translated into the Company's reporting currency, USD. Assets and liabilities are translated using the exchange rate on the balance sheet date, which was 0.7464 and 0.6970 as of December 31, and September 30, 2022, respectively. Revenue and expenses are translated using average exchange rates prevailing during each reporting period. The 0.7214 and 0.7370 average exchange rates were used to translate revenues and expenses for the three months ended December 31, 2022 and 2021, respectively. Stockholders' equity is translated at historical exchange rates. Adjustments resulting from the translation are recorded as a separate component of accumulated other comprehensive loss in stockholders' deficit.





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