The following discussion should be read in conjunction with our consolidated audited financial statements and the related notes that appear elsewhere in this annual report. The following discussion contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended that involve substantial risks and uncertainties. All statements, other than statements of historical fact, included in this annual report regarding our strategy, future operations, future financial position, future revenues, projected costs, prospects and plans and objectives of management are forward-looking statements. The words "anticipates," "believes," "continue," "estimates," "expects," "intends," "may," "plans," "potential," "predicts," "projects," "should," "will," "would," the negative of these terms and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Our actual results could differ materially from those discussed in the forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, those discussed below and elsewhere in this annual report.

Our consolidated audited financial statements are stated in United States Dollars and are prepared in accordance with United States Generally Accepted Accounting Principles.

The following summary of our results of operations should be read in conjunction with our financial statements for the year ended June 30, 2021 and 2020, which are included herein.

Our operating results for year ended June 30, 2021 and 2020, and the changes between those periods for the respective items are summarized as follows:





                                             Year ended
                                              June 30,
                                        2021            2020           Change         %
Sales                                $        -     $      5,003     $   (5,003 )    (100 %)
Cost of Goods Sold                            -           92,412        (92,412 )    (100 %)
Gross Profit (Loss)                           -          (87,409 )       87,409      (100 %)
Operating expenses                      581,798        1,060,920       (479,122 )     (45 %)
Other Expense                           108,552          194,840        (86,288 )     (48 %)
Net loss                             $ (690,350 )   $ (1,343,169 )   $  652,819       (49 %)
                                                                                        -

Other Comprehensive Income (Loss): $ (70,938 ) $ 69,494 $ (140,432 ) (202 %)


                                                                                        -
Comprehensive loss                   $ (761,288 )   $ (1,273,675 )   $  512,387       (40 %)

The Company did not recognize any revenues for the year ended June 30, 2021. The Company recognized revenues of $5,003 and incurred gross loss of $87,409 from the sales of mined sand from the River Sand Project during the year ended June 30, 2020.

Our financial statements reported a net loss of $690,350 for the year ended June 30, 2021 compared to a net loss of $1,343,169 for the year ended June 30, 2020. Our losses have decreased on a year-over-year basis, primarily as a result of the near total lockdown of Malaysia as a result of the COVID 19 pandemic. In the year ended June 30, 2021, the Company had reduced the level of its operations to near shutdown levels. The results of this included other income of $137,186 from the change in the fair value of a derivative liability associated with a contingent interest liability arising from a project financing arrangement the Company entered into during the year ended June 30, 2021 as well as decreases in general and administrative expenses and professional fees as well as items incurred in the prior year in which there were no similar items in the current year, a gross loss of $87,409 relating to sales of river sand and amortization and impairment related to a previous concession acquisition. Offsetting the overall decrease was an increase in expenditures of $461,734 as part of its need to renew the sea sand dredging license, which currently expires in January 2022, and also work towards expanding the amount of sea sand available to dredge as a result of the Company's upcoming planned operations as the result of JHW obtaining a sea sand export license in April 2021.






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Other expense decreased to $108,552 for the year ended June 30, 2021, compared to $194,840 for the year ended June 30, 2020. The decrease in other expense was mainly related to the change in the fair value of the derivative liability from the amortization of debt discounts on the Company's project financing debt, in addition to a reduction in other income and slight increase in interest expense imputed for our non-interest bearing advances from related parties. We expect interest expense to increase in future periods until such time as we are able to generate profitable operations and begin to repay our advances from our directors and entities related to our directors.

Should we be successful in our efforts to raise additional capital, and to close one or more of our outstanding offers to purchase mining and explorations rights and thus begin exploration and mining operations, we expect our expenses to increase substantially.

Liquidity and Financial Condition





Working Capital



                                 June 30,         June 30,         Change
                                   2021             2020           Amount          %
Cash                           $     24,003     $      1,133     $   22,870       2,019 %

Current Assets                 $     56,159     $     31,814     $   24,345          77 %
Current Liabilities            $  4,643,820     $  4,249,617     $  394,203           9 %
Working Capital (Deficiency)   $ (4,587,661 )   $ (4,217,803 )   $ (369,858 )         9 %

Our working capital deficit increased as of June 30, 2021, as compared to June 30, 2020, primarily due to an increase in current liabilities to fund operating losses, increased debt levels and derivative liabilities related to our project financing investment offset by funds received from the Company's project financing debt.

In the coming quarters our largest cash outlays will be in regards to (1) professional fees for work performed for our reporting as part of Nami Corp. ,(2) for the consultants as part of their work performed to respond to any additional requests received from governmental authorities as part of the process of obtaining approval for the permits and licenses. (3) repayments of the project financing debt.

Management believes that the level of our pre-operating losses are normal for companies in the mining business, and that we will be able to off-set such losses against future revenues once the Company commences its operations and exports. However, our financial statements include a statement that there is a going concern in regards to the Company. Without significant additional investment in the form of debt or equity we may have difficulty meeting our obligations as they come due prior to our obtaining all the necessary permits to begin contracting for sea sand mining operations.





Cash Flows



                                               Year ended
                                                June 30,                Change
                                           2021           2020          Amount           %
Cash Flows used in operating
activities                              $ (577,023 )   $ (179,616 )   $ (397,407 )         221 %
Cash Flows provided by (used in)                                                             - %
investing activities                    $        -     $  (71,373 )   $   71,373
Cash Flows provided by financing
activities                              $  604,154     $  230,426     $  373,728           162 %
Effects on changes in foreign
exchange rate                           $   (4,261 )   $     (520 )   $   (3,741 )         719 %
Net decrease in cash during period      $   22,870     $  (21,083 )   $   43,953           108 %





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Operating Activities

Net cash used in operating activities was $577,023 for the year ended June 30, 2021 compared to $179,616 in the same period in 2020.

During the year ended June 30, 2021, cash used in operating activities consisted of a net loss of $690,350, depreciation of property and equipment of $6,211, imputed interest on non-interest bearing related party advances contributed as paid in capital of $214,234, amortization of debt discount of $35,420, change in fair value of derivative liability of $(137,186), expenses paid directly through unrelated party advances of $16,196 other receivable and deposits of $(594) and accounts payable and accrued liabilities of $(20,954).

During the year ended June 30, 2020, cash used in operating activities consisted of a net loss of $1,343,169, amortization and impairment of concession acquisition costs of $370,058, depreciation of property and equipment of $7,716, imputed interest on non-interest bearing related party advances contributed as paid in capital of $210,232, expenses paid directly through unrelated party advances of $368,357, and changes in prepaid assets of $99,478, other receivable and deposits of $(11,311) and accounts payable and accrued liabilities of $119,023.





Investing Activities

There were no investing cash flows for the year ended June 30, 2021 compared to $71,373 in the same period in 2020. During the year ended June 30, 2020, the Company incurred concession acquisition costs of $71,373.





Financing Activities

Net cash provided by financing activities was $604,154 for the year ended June 30, 2021, compared to net cash provided by financing of $230,426 in the same period in 2020. Net cash used in financing during the year ended June 30, 2021 was the result of project financing advances of $97,712, project financing investments of $484,760, advances to related parties of $44,447, advances from an unrelated party of $10,907, repayments of related party advances of $11,338, and repayments of advances to an unrelated party of $22,334. Net cash from financing activities for the year ended June 30, 2020 included $17,617 from advances received from related parties and $218,670 from unrelated parties, offset by dividends on Series A Preferred Stock of $5,861.





Contractual Obligations

As a "smaller reporting company", we are not required to provide tabular disclosure obligations.





Going Concern

Our financial statements are prepared using accounting principles generally accepted in the United States of America applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. However, our company has negative working capital, recurring losses, and does not have an established source of revenues sufficient to cover its operating costs. These factors raise substantial doubt about our company's ability to continue as a going concern.

The ability of our company to continue as a going concern is dependent upon its ability to successfully accomplish the plan described in the preceding paragraph and eventually attain profitable operations. The accompanying financial statements do not include any adjustments that may be necessary if our company is unable to continue as a going concern.

In the coming year, our company's foreseeable cash requirements will relate to continual development of the operations of our business, maintaining our good standing and making the requisite filings with the Securities and Exchange Commission, and the payment of expenses associated with operations and business developments. Our company may experience a cash shortfall and be required to raise additional capital.






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Historically, we have mostly relied upon internally generated funds such as shareholder loans and advances to finance our operations and growth. Management may raise additional capital by retaining net earnings or through future public or private offerings of our Company's stock or through loans from private investors, although there can be no assurance that we will be able to obtain such financing. Our Company's failure to do so could have a material and adverse effect upon us and our shareholders.

Our Management's Discussion and Analysis of Financial Condition and Results of Operations section discusses our financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America. The preparation of these financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. On an ongoing basis, management evaluates its estimates and judgments, including those related to revenue recognition, accrued expenses, financing operations, and contingencies and litigation. Management bases its estimates and judgments on historical experience and on various other factors that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. The most significant accounting estimates inherent in the preparation of our financial statements include estimates as to the appropriate carrying value of certain assets and liabilities which are not readily apparent from other sources.

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 that is material to stockholders.





Critical Accounting Policies

The discussion and analysis of our financial condition and results of operations are based upon our financial statements, which have been prepared in accordance with the accounting principles generally accepted in the United States of America. Preparing financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, and expenses. These estimates and assumptions are affected by management's application of accounting policies. We believe that understanding the basis and nature of the estimates and assumptions involved with the following aspects of our financial statements is critical to an understanding of our financial statements.





Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles 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 of the financial statements and the reported amount of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Recent Accounting Pronouncements

Our company has implemented all new accounting pronouncements that are in effect and that may impact its financial statements and does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

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