Real Luck Group Ltd.
Consolidated Financial Statements
For the years ended December 31, 2021 and 2020
(Expressed in Canadian dollars)
INDEPENDENT AUDITOR'S REPORT
To the Shareholders of Real Luck Group Ltd.:
Opinion
We have audited the consolidated financial statements of Real Luck Group Ltd. and its subsidiaries (together the "Company"), which comprise the consolidated statements of financial position as at December 31, 2021 and 2020 and the consolidated statements of loss and comprehensive loss, consolidated statements of changes in equity (deficiency) and consolidated statements of cash flows for the years then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies.
In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Company as at December 31, 2021 and 2020, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with International Financial Reporting Standards.
Basis for Opinion
We conducted our audits in accordance with Canadian generally accepted auditing standards. Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audits of the consolidated financial statements in Canada, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained in our audits is sufficient and appropriate to provide a basis for our opinion.
Other Information
Management is responsible for the other information. The other information comprises the information included in the Management's Discussion & Analysis filed with the relevant Canadian securities commissions.
Our opinion on the consolidated financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.
In connection with our audits of the consolidated financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the consolidated financial statements or our knowledge obtained in the audits and remain alert for indications that the other information appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact in this auditor's report. We have nothing to report in this regard.
Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements
Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with International Financial Reporting Standards, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, management is responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
Those charged with governance are responsible for overseeing the Company's financial reporting process.
ASSURANCE • TAX • ADVISORY
Baker Tilly WM LLP is a member of Baker Tilly Canada Cooperative, which is a member of the global network of Baker Tilly International Limited. All members of Baker Tilly Canada Cooperative and Baker Tilly International Limited are separate and independent legal entities.
Auditor's Responsibilities for the Audit of the Consolidated Financial Statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with Canadian generally accepted auditing standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.
As part of an audit in accordance with Canadian generally accepted auditing standards, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
• Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
• Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Company to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
• Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Company to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
The engagement partner on the audit resulting in this independent auditor's report is John C. Sinclair.
Chartered Professional Accountants, Licensed Public Accountants
Toronto, Ontario
April 27, 2022
REAL LUCK GROUP LTD.
CONSOLIDATED STATEMENTS OF FINANCIAL POSITION As at December 31,
(Expressed in Canadian Dollars)
ASSETS Current assets
Cash Restricted cash Other receivables
Prepaid expenses and deposits Due from a related party
Non-current assets
Due from a related party Right of use assets Equipment Intangible assets Deferred tax assets
TOTAL ASSETSLIABILITIES AND EQUITY Current liabilities
Accounts payable and accrued liabilities Due to a related party
Current portion of lease liabilities Corporate tax payable
Non-current liabilities
Lease liabilities Total liabilities
Equity
Share capital Contributed surplus Reserves
Accumulated other comprehensive loss Deficit
Total equity
TOTAL LIABILITIES AND EQUITY
Nature of operations (Note 1) Subsequent events (Note 24)Note
$
5 6
19
19
8
7
9
22
$
10 $ 19 12
12
14 15,16,17
$
Approved and authorized for issue by the Board of Directors on April 26, 2022
"Thomas Rosander"
Director
"Drew Green"
2021
14,398,356
93,102 46,917
136,805 71,920
287,842 95,318
36,481
14,952,586 4,056,835
- 36,062
61,005 83,134
86,801 107,184
13,324 13,552
9,699 7,994
170,829
15,123,415
1,000,056
- 28,695
40,401 38,369
(735) 4,796
1,039,722
23,617 1,063,339
40,917,945 24,807,375
10,429,460 10,429,460
5,276,697 1,893,123
(184,068) (42,379,958) 14,060,076
15,123,415
Director
$ 3,842,680
$
$ 960,679
$
The accompanying notes are an integral part of these consolidated financial statements.
2020
-247,926
4,304,761
1,032,539
48,761 1,081,300
(157,974) (33,748,523)
3,223,461
4,304,761
2
REAL LUCK GROUP LTD.
CONSOLIDATED STATEMENTS OF LOSS AND COMPREHENSIVE LOSS For the year ended December 31
(Expressed in Canadian Dollars)
Note
2021
2020
Revenue Cost of salesExpenses
Advertising and marketing Depreciation
Bad debt expenses (recovery) Consulting fees
Foreign exchange loss Legal and professional fees
General and administrative expenses Insurance
Investor relations Salaries and director fees Share-based compensation Transfer agent and filing fees Travel and accommodation
Other expenses (income)
Gain on disposal of equipment Listing expenses
Transaction costs on liabilities at FVTPL
Loss on re-measurement of warrant liabilities Gain on re-measurement of conversion options Accretion expense on convertible notes Interest income
Other income
Net loss before income taxes
$
25,174 $ 75,480
20
290,286 287,947
(265,112)
(212,467)
943,234 389,701
7,8
79,352 89,962
(126)
(62,371)
1,411,739 668,119
62,633 96,614
1,254,687 907,092
669,297 521,371
19 15,19
137,569 70,623 1,735,563
- 16,506 1,547,475
1,889,557 887,554
98,884 16,503
49,583 105,243
(8,402,595)
(5,183,769)
-
(2,923)
4 - 587,881
11,13 - 193,580
11 - 140,005
13 13
- - (40,799) (1,535)
(2,630,811) 1,820,163 - (11,743)
$
(8,625,373)
$
(5,492,388)
Income tax expense
Net loss
Other comprehensive loss (income)
Currency translation adjustment
Net loss and comprehensive loss for the year
Net loss and comprehensive loss attributable to:
Owners of Real Luck Group Ltd. Non-controlling interests
22
6,061 (8,631,434)
(26,094)
3,125 (5,495,513)
(8,605,340)
34,151 (5,529,664)
(8,605,340)
-
(5,269,182)
(260,482)
(8,605,340)
(5,529,664)
Loss per share - Basic and diluted
$
(0.14)
$
(0.18)
Weighted average number of common shares:
61,457,032
The accompanying notes are an integral part of these consolidated financial statements.
30,011,278
3
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Real Luck Group Ltd. published this content on 28 April 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 28 April 2022 04:43:05 UTC.