FORWARD-LOOKING STATEMENTS

This Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A) contains forward-looking statements that involve known and unknown risks, significant uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed, or implied, by those forward-looking statements. You can identify forward-looking statements by the use of the words may, will, should, could, expects, plans, anticipates, believes, estimates, predicts, intends, potential, proposed, or continue or the negative of those terms. These statements are only predictions. In evaluating these statements, you should consider various factors which may cause our actual results to differ materially from any forward-looking statements. Although we believe that the exceptions reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Therefore, actual results may differ materially and adversely from those expressed in any forward-looking statements. We undertake no obligation to revise or update publicly any forward-looking statements for any reason.





Business Overview

We were organized under the laws of the State of Nevada on May 7, 2008 under the name "Claridge Ventures, Inc." with an initial focus on the acquisition and exploration of mineral properties in the State of Nevada. On August 6, 2013, we affected a 1 for 4 reverse split of its common stock and changed our name to "Indo Global Exchange(s) PTE. Ltd". We have two wholly-owned subsidiaries: International Global Exchange (Aust) Pty Ltd and PT GriyaMatahari Bali. International Global Exchange (Aust) Pty Ltd is based in Australia and was set up for the purpose of entering into the introducing broker agreement with Halifax. PT GriyaMatahari Bali is based in Indonesia and was set up to allow us to operate in Indonesia under Indonesia law.

On September 23, 2013 (the "Closing Date"), Indo Global Exchange(s) Pte. Ltd., a Nevada corporation (formerly Claridge Ventures, Inc.) (the "Registrant" or "Company"), closed an asset purchase transaction (the "Transaction") with Indo Global Exchange PTE LTD., a company organized under the laws of Singapore ("Indo Global") and the shareholders of Indo Global ("Selling Shareholders") pursuant to an Amended and Restated Asset Purchase Agreement dated as of the Closing Date (the "Purchase Agreement") by and among the Company, Indo Global, and the Selling Shareholders.

In accordance with the terms of the Purchase Agreement, on the Closing Date, the Company issued 43,496,250 shares of its common stock (the "Shares") directly to the Selling Shareholders in exchange for certain assets of Indo Global (the "Assets") including, rights to enter into certain agreements and certain intellectual property. The Company did not acquire any plant and equipment, and any other business and operational assets of Indo Global as part of the Assets, and the Company did not hire any employees of Indo Global. Indo Global will continue as an independent company, operating in Singapore after the Transaction.





  15

On May 29, 2014, Indo Global Exchange(s) Pte. Ltd. (the "Company") entered in to an engagement agreement (the "Agreement") with International Global Exchange (AUST) ("IGE"), PT GriyaMatahari Bali, and Kina Securities Limited ("Kina") with an effective date of November 25, 2013. Pursuant to the terms of the Agreement, Kina appointed the Company, IGE and PT GriyaMatahari Bali (collectively, "IGEX") to provide certain services to Kina, including use of IGEX's comprehensive online trading platform for Kina referred clients, which platform includes access to 21 global equity exchanges, account statements in real time, live streaming news and other features and capabilities. The term of the Agreement is ten (10) years and may be terminated for cause or without cause upon120 days' notice to the other party. Kina may terminate the Agreement for cause upon the occurrence of certain events, including the following: IGEX (i) has a liquidator or receiver appointed, (ii) becomes an externally administered body, (iii) passes a resolution for winding up, (iv) is guilty of any fraudulent act or willful misconduct which is related to the Agreement, or (v) breaches the terms of the Agreement.

On the 26th November 2015, IGEX appointed Goldhurst and Schnider of Melbourne, Australia to formally notify Kina that they are in breach of the contract. The breach was in relation to Kina making unfounded statements to the market about IGEX and not formally giving notice as required by the agreement. IGEX is now seeking compensation from Kina for AUD$2,400,000.

The Company generated revenue of $3,485 and $19,448 for the years ended July 31, 2016 and 2015, respectively. The revenue is a result of service fee and commission. These revenues were derived from client trading accounts in the form of commissions and profit share, paid by FxPro the execution and clearing business.

Limited Operating History; Need for Additional Capital

There is limited historical financial information about us upon which to base an evaluation of our performance. We cannot guarantee we will be successful in our business operations.

Our business is subject to risks inherent in the establishment of a new business enterprise, including limited capital resources and possible cost overruns due to price and cost increases in services and products.

To become profitable and competitive, we have to establish agreements with established service providers and or businesses to enable us to offer these venues to our clientele.

We have no assurance that future financing will be available to us on acceptable terms. If financing is not available on satisfactory terms, we may be unable to continue, develop or expand our operations. Equity financing could result in additional dilution to our existing stockholders.

We anticipate that we will need to meet our ongoing cash requirements through the generation of revenue and equity and/or debt financing. We estimate that our expenditures over the next 12 months will be approximately $263,700 as described in the table below. These estimates may change significantly depending on the nature of our future business activities and our ability to raise capital.





Operating Expenses
Sales and Marketing
Advertising (Incl press releases)                                 $  32,500

Direct marketing (LinkedIn / Facebook / TandemFX Info sessions) 20,000 Web design

                                                            5,000
Total Sales and Marketing Expenses [M]                               57,500

Research and Development
Technology licenses                                                   2,500
Total Research and Development Expenses [N]                           2,500

General and Administrative
Wages and salaries                                                        0
- CEO                                                               100,000
- Operations / Finance Director                                      50,000
Bank Fees                                                             1,000
Accounting / Auditing costs                                          24,000
Legal Costs                                                          12,000
Supplies (Office supplies)                                            2,750
Meals and entertainment                                               1,300
Telephone (Inc Sales reps)                                            1,650
Travel (flights / accommodation / car hire)                          11,000
Total General and Administrative Expenses [O]                       203,700

Total Operating Expenses                                          $ 263,700




  16






RESULTS OF OPERATIONS



Working Capital
                             At July 31, 2016     At July31, 2015
Current Assets              $              0     $             0
Current Liabilities                 (486,515 )          (490,788 )
Working Capital (Deficit)   $       (486,515 )   $      (490,788 )






Cash Flows                                               Year Ended           Year Ended
                                                        July 31, 2016       July 31, 2015

Cash Flows Used in provided by Operating Activities $ (137,789 ) $ (56,398 ) Cash Flows Provided by Financing Activities

                   137,747               49,277
Foreign currency translation                                       42                3,561
Net Increase (Decrease) in Cash During Period         $             -     $              -




Operating Revenues

As at July 31, 2015 and 2015 we have generated $3,485 and $19,448 respectively in revenues.

Operating Expenses and Net Loss

As of July 31, 2015 and 2014, Operating expenses include the following:





                      July 31, 2016      July 31, 2015
Consulting fee       $       53,990     $       59,844
Stock Compensation        2,100,000            900,000
Legal fee                                       14,528
Salary                                         203,457
Other Expenses                                 119,674
Total                $    2,153,990     $    1,237,659

Operating expenses for the period ended July 31, 2016 was $2,153,990 compared with $1,237,659 for the year ended July 31, 2015. The increase in expenditures was a result of the stock compensation salary, office expenses, and increased operating costs compared to the same period last year.

Net loss for the period ended July 31, 2016 was $2,153,990 compared with $4,594,575 for prior year. The overall increase in net loss of $7,591,643 was attributed to the loss on settlement of debt and interest.





  17

Liquidity and Capital Resources

As at July 31, 2016, the Company's cash balance was $Nil. As at July 31, 2016, the Company had total liabilities of $486,515 and a working capital deficit of $(486,515).

Since our inception, we have used our common stock and promissory notes to raise money for our operations. We have not attained profitable operations and are dependent upon obtaining financing to pursue our plan of operation.

There can be no assurance that we will be successful in procuring the financing we are seeking. Future cash flows are subject to a number of variables, including the level of production, economic conditions and maintaining cost controls. There can be no assurance that operations and other capital resources will provide cash in sufficient amounts to maintain planned or future levels of capital expenditures. Financing may not be available in amounts or on terms acceptable to us, if at all. Any failure by us to raise additional funds on terms favorable to us, or at all, could limit our ability to expand business operations and could harm our overall business prospects. In addition, we cannot be assured of profitability in the future.

If we are not able to raise sufficient funds to fully implement our start up business plan for the next year as anticipated, we will scale our business development in line with available capital. Our primary priority will be to retain our reporting status with the SEC which means that we will first ensure that we have sufficient capital to cover our legal and accounting expenses. Once these costs are accounted for, in accordance with how much financing we are able to secure, we will focus on market awareness, and servicing costs as well as marketing and advertising to social media marketing websites. We will likely not expend funds on the remainder of our planned activities unless we have the required capital.

Our total expenditures over the next twelve months is anticipated to be approximately $263,700. Our cash on hand as of July 31, 2016 and July 31, 2015 are $0. We do not have sufficient cash on hand to fund our operations for the next twelve months. We also require additional financing.

Cash flow from Operating Activities

During the period ended July 31, 2016, the Company used $nil of cash for operating activities compared with $(56,398) for the prior year. The increase of cash used for operating activities are mainly due to increased net loss, more increase in settlement of debt, and more increase in stock compensation. The increased loss and payables are due to commencement of new business and more expenses occurred.

Cash flow from Investing Activities

During the year period ended July 31, 2016 and 2015, the Company paid $0 and $0 in investing activities.

Cash flow from Financing Activities

During the period ended July 31, 2016, the Company has net cash received of Nil from financing activities compared with $49,277 in financing activities for the same period in 2015. The increased cash from financing activities are because of unrelated party loans.

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.





Going Concern

We have not attained profitable operations and are dependent upon obtaining financing to pursue any extensive activities. For these reasons, our auditors stated in their report for the period ended July 31, 2015 that they have substantial doubt that we will be able to continue as a going concern without further financing.





Future Financings

We will continue to rely on equity sales of our common shares in order to continue to fund our business operations. Issuances of additional shares will result in dilution to existing stockholders. There is no assurance that we will achieve any additional sales of the equity securities or arrange for debt or other financing to fund any future business opportunities.





Critical Accounting Policies

We have identified certain accounting policies, described below, that are most important to the portrayal of our current financial condition and results of operations. Our significant accounting policies are disclosed in the notes to the unaudited financial statements included in this Annual Report.





  18






Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes for the reporting period. Significant areas requiring the use of management estimates relate to the valuation of its business.

Recently Issued Accounting Pronouncements

We do not expect the adoption of any recent accounting pronouncements to have a material impact on its financial statements.





Contractual Obligations

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

© Edgar Online, source Glimpses