Our presentation in this Management's Discussion and Analysis of Financial Condition and Results of Operations contains a number of 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. These forward-looking statements are based on management's current projections or expectations with regard to the future operations of business. Such projections or expectations are expressed in good faith and believed to have a reasonable basis, but there can be no assurance that such projections or expectations will prove to be correct or accurate, and as a result of certain risks and uncertainties, actual results of operations may differ materially.

7.1 CRITICAL ACCOUNTING POLICIES AND ESTIMATES

The preparation of our financial statements in accordance with US GAAP requires management to make estimates and assumptions affecting the reported amounts in our financial statements and accompanying notes. The following is a discussion of the accounting policies we apply that are considered to involve a higher degree of judgment in their application. For details of all material accounting policies, see Note 2 to our financial statements.





  Page 6 of 25






Income Taxes


The Company recognizes deferred tax liabilities and assets for the expected future tax consequences of events that have been included in the consolidated financial statements or tax returns. Deferred tax liabilities and assets are determined based on the difference between the financial statement bases and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The Company estimates the degree to which tax assets and credit carryforwards will result in a benefit based on expected profitability by tax jurisdiction. A valuation allowance for such tax assets and loss carryforwards is provided when it is determined to be more likely than not that the benefit of such deferred tax asset will not be realized in future periods. Tax benefits of operating loss carryforwards are evaluated on an ongoing basis, including a review of historical and projected future operating results, the eligible carryforward period, and other circumstances. If it becomes more likely than not that a tax asset will be used, the related valuation allowance on such assets would be reduced.

The Company recognizes tax benefits from uncertain tax positions only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. Once this threshold has been met, the Company's measurement of its expected tax benefits is recognized in its financial statements. The Company accrues interest on unrecognized tax benefits as a component of income tax expense. Penalties, if incurred, would be recognized as a component of income tax expense.





 7.2 RESULTS OF OPERATIONS




 7.2.1 Revenue and Expenses



As described in Item 1 hereof, the Company has remained in an inactive or non-operating status since December 6, 2004. There was no active business operated and no revenue earned by the Company for the fiscal years ended December 31, 2020 and 2019.

Total expenses for the fiscal years ended December 31, 2020 and 2019 were US$57,908 and US$65,502, respectively. Expenses were for professional fees and miscellaneous administrative expenses in the two fiscal years.





 7.2.2 Net Loss



Net loss for the fiscal years ended December 31, 2020 and 2019 was US$57,908 and US$65,502, respectively.

7.2.3 Liquidity and Capital Resources

As at December 31, 2020, the balance of cash for the Company was nil. The Company has currently retained no sources of liquidity other than the private financing by cash in-flow from the principal shareholder, which is unsecured and could be discontinued at any time.

7.3 OFF-BALANCE SHEET ARRANGEMENTS

There were no off-balance sheet arrangements as defined in Item 303(c) of Regulation S-K, as at the end of the fiscal year 2020 and any interim periods in the current fiscal year.





 7.4 PLAN OF OPERATION



All statements presented in this section regarding our financial position and operating and strategic initiatives are forward-looking statements, where we or our management express an expectation or belief as to future results. Such expectation or belief is expressed in good faith and believed to have a reasonable basis, but there can be no assurance that the statement of expectation or belief will result or be achieved or accomplished. Factors which could cause actual results to differ materially from those anticipated include, but not limited to, general economic and business conditions, competition and development in the industries, the business abilities and judgment of personnel, the impacts of unusual events resulting from ongoing evaluations of business strategies, and changes in business strategies.





  Page 7 of 25





The Company has been in an inactive or non-operating status since December 6, 2004, and currently remains as a shell company with its only activities of accruing minimal non-operating expenses. It is expected that the Company will remain in such status until a re-organization with a selected entity takes place.

As a part of our plan, we expect our next move to be a re-organization with a selected entity, for the Company to acquire sufficient capital funds and engage into a selected business. However, there can be no assurance as to when or whether the Company will be able to accomplish this plan.

7.5 ADDITIONAL CAUTIONARY STATEMENTS AND RISK FACTORS






 7.5.1 Going Concern



The financial statements presented in this annual report have been prepared in conformity with generally accepted accounting principles in the United States of America, which contemplate continuation of the Company as a going concern. However, substantial doubt has been raised with regard to the ability of the Company to continue as a going concern, as at December 31, 2020, the Company had minimal assets of US$10,000, none of which were cash or cash equivalents to support its needs of cash payments for any current expenses which may be required for its continuation as a going concern.

The Company has maintained no revenue-generating or cash in-flow operations since December 6, 2004 and has relied on the private financing by cash in-flow from the principal shareholder of the Company. The principal shareholder has undertaken to finance the Company in cash for a "reasonable" period of time for the Company to continue as a going concern, assuming that in such a period of time the Company would be able to restructure its business and restart on a revenue-generating operation and/or raise additional capital funds to support its continuation. However, it is uncertain as for how long or to what extent such a period of time would be "reasonable", and there can be no assurance that the financing from the principal shareholder will not be discontinued.

Other than the private financing by cash in-flow from the principal shareholder, which is unsecured and could be discontinued at any time, the Company has currently no sources of liquidity to support its continuation as a going concern.

These uncertainties may result in adverse effects on continuation of the Company as a going concern. The accompanying financial statements do not include or reflect any adjustments that might result from the outcome of these uncertainties.





 7.5.2 Limited Market




The market for our stock is limited. Our common stock is currently traded on the Pink Sheets under the symbol "PVEG.PK". On February 12, 2021, the last reported sale price of our common stock on the Pink Sheets was US$0.0073 per share. However, we consider our common stock to be "thinly traded" and any last reported sale prices may not be a true market-based valuation of the common stock.

Our common stock is considered to be a "penny stock" and, as such, the market for our common stock may be further limited by certain SEC rules applicable to penny stocks.

Our common shares are likely to be subject to certain "penny stock" rules promulgated by the SEC. Those rules impose certain sales practice requirements on brokers who sell penny stocks to persons other than established customers and "accredited investors". Furthermore, the penny stock rules generally require, among other things, that brokers engaged in secondary trading of penny stocks provide customers with written disclosure documents, monthly statements of the market value of penny stocks, disclosure of the bid and asked prices and disclosure of the compensation to the brokerage firm and disclosure of the salesperson working for the brokerage firm. These rules and regulations adversely affect the ability of brokers to sell our common shares and limit the liquidity of our securities.





 7.5.3 Tax matters



No U.S. Federal tax returns and information forms had been filed for numerous years. The Company, however, has completed its delinquent filings current through the Delinquent International Information Return Submission Procedures ("DIIRSP") in 2018. Since the Company incurred losses for most of the years, we do not foresee significant tax liabilities arising from the DIIRSP.





  Page 8 of 25






 7.5.4 Due to shareholder



There were no related party transactions other than the private financing by loans to us from our principal shareholder, who is also the sole director of the Company, during the last two fiscal years ended December 31, 2020 and 2019. All private loans from the principal shareholder to the Company were unsecured, interest free and not subject to fixed term of repayment.

© Edgar Online, source Glimpses