Unless otherwise noted, all currency figures quoted as "U.S. dollars", "dollars"
or "$" refer to the legal currency of the United States. Throughout this report,
assets and liabilities of the Company's subsidiaries are translated into U.S.
dollars using the exchange rate on the balance sheet date. Revenue and expenses
are translated at average rates prevailing during the period. The gains and
losses resulting from translation of financial statements of foreign
subsidiaries are recorded as a separate component of accumulated other
comprehensive income within the statement of stockholders' equity.
We were an IT-solutions provider that provided a multi-dimensional e-commerce
platform to facilitate shopping, business, trade and integrates online & office
transactions in a single application. Prior to June 2019, we developed and
operated a mobile platform designed to consolidate users' cash and connect
merchants to consumers by offering a cashless form of transaction, in-app
shopping and a user rewards system. On June 2019, we ceased the operation of the
platform but continue to maintain our IT solution business operations. During
the quarters ended October 31, 2020, and 2019, we generated comprehensive losses
of $62,540 and $107,637, respectively.
Since we ceased operations of our platform June 2019, we unsuccessfully
attempted to diversify into the energy, oil & gas sector to strengthen our
financial position. Our current principal business is to achieve long-term
growth potential through a combination with a business rather than immediate,
short-term earnings. Based on proposed business activities, we are a "blank
check" company. We intend to comply with the periodic reporting requirements of
the Exchange Act for so long as it is subject to those requirements.
As of the date of this Quarterly Report, we have not entered into any binding
agreement with any party regarding acquisition opportunities for us. We hope to
continue to engage in discussions with other operating businesses affiliated
with our executive officers regarding potential acquisition opportunities. There
is no assurance that any nonbinding term sheet will result into a definitive
purchase transaction nor can we assure you that we will be able to successfully
acquire such company or any company in the near future.
We are in active discussions to dispose MIG Mobile Tech Berhad, our operating
subsidiary, to a third party.
Financial Condition; Going Concern
We have had limited operations and have been issued a "going concern" opinion by
our auditor, based upon our reliance on the sale of our common stock and loans
from a related party, as the sole source of funds for our future operations. We
have no assurance that future financing will be available to us on acceptable
terms, or at all. If financing is not available on satisfactory terms, we may be
unable to continue our business plan. Equity financing could result in
additional dilution to existing shareholders. If we are unable to raise
additional capital to maintain our operations in the future, we may be unable to
carry out our full business plan of finding an acquisition partner.
Our financial statements have been prepared on a going concern basis which
assumes the Company will be able to realize its assets and discharge its
liabilities in the normal course of business for the foreseeable future. As of
October 31, 2020, the Company had working capital deficit of $2,338,089 and has
incurred losses since its inception resulting in an accumulated deficit of
$7,899,866. Further losses are anticipated, raising substantial doubt about the
Company's ability to continue as a going concern. The financial statements do
not include any adjustment that might result from the outcome of this
The ability to continue as a going concern is dependent upon the Company finding
an acquisition partner in the future and/or to obtain the necessary financing to
meet its obligations. Management intends to finance operating costs over the
next twelve months with loans from directors and/or private placements of common
Results of Operations
The following table provides selected financial data about our company as of
October 31, 2020 and 2019.
Three Months Ended October 31, 2020, Compared to Three Months Ended October 31,
Three Months Ended Three Months Ended
October 31, 2020 October 31, 2019
Revenue $ - $ 36,578
Cost of revenue - -
Other income (6,369 ) 3,429
General and administrative expenses (7,226 ) (158,031 )
Net Loss From Operations $ (13,595 ) $ (118,024 )
Revenue. During the three months ended October 31, 2020, and 2019, we earned
revenue of $0 and $36,578, respectively. Our revenue consisted primarily of IT
service fees and merchant platform maintenance fees. The decrease in our revenue
is primarily attributable to the impact of COVID-19 and related government
actions on our business operations. We do not expect to generate any revenues
for the foreseeable future unless an extraordinary corporate event such as a
merger or acquisition or other strategic partnership occurs.
No customers accounted for 10% or more of our total net revenue during the three
months ended October 31, 2020. During the three months ended October 31, 2019,
the following customers accounted for 10% or more of our total net revenue:
Three months ended October 31,
October 31, 2019 2019
Revenues of revenues receivable
North Cloud Sdn Bhd $ 15,354 42% $ 4,923
East Cloud Sdn Bhd 13,420 37% 4,444
MIG Network & Consultancy Sdn Bhd 5,382 15% -
TOTAL $ 34,156 94% $ 9,367
East Cloud Sdn Bhd, MIG Network & Consultancy Sdn Bhd, and MIG O2O Berhad are
affiliated with our executive officers and directors, Shiong Han Wee and Kwueh
Operating Expenses. Operating expenses were $7,226 and $158,031 for the three
months ended October 31, 2020, and 2019, respectively. The decrease in operating
expenses was primarily attributable to the cessation of business operations
arising from the COVID-19 pandemic and related government actions.
During the three months ended October 31, 2020 and 2019, no vendors accounted
for 10% or more of our total operating costs.
Income Tax Expense. We did not record income tax expenses for the three months
ended October 31, 2020, and 2019 respectively.
Net Loss. We recorded a net loss of $13,595 and $118,024 for the three months
ended October 31, 2020, and 2019, respectively. The decrease in net loss is
primarily attributable to the the cessation of business operations arising from
the COVID-19 pandemic and related government actions.
Liquidity and Capital Resources
October 31, 2020 July 31, 2020
Current Assets $ 544 $ 544
Current Liabilities 2,338,633 2,274,336
Working Capital Deficit $ (2,338,089 ) $ (2,273,792 )
We had current assets of $544 consisting solely of cash and cash equivalents as
of October 31, 2020. Our current liabilities of $2,338,633 consisted of
$1,267,831 of amount due to related parties, $964,185 of other payables and
accrued liabilities, $85,409 of accounts payable and $21,207 of current tax
As of July 31, 2020, we had current assets of $544 and current liabilities of
$2,274,336. Our current assets consisted solely of cash and cash equivalents.
Our current liabilities consisted of $1,236,274 of amount due to related
parties, $933,410 of other payables and accrued liabilities, $83,458 of accounts
payable and $21,194 of current tax liabilities.
Three Months Three Months
Ended October Ended October
31, 2020 31, 2019
Net Cash (Used in) / Provided by
Operating Activities $ - $ 2,126
Net Cash Provided by Investing
Activities $ - $ -
Net Cash Provided by Financing
Activities $ - $ -
Cash Flow from Operating Activities
There was no net cash used in or provided by operating activities during the
three months ended October 31, 2020.
During the three months ended October 31, 2019, net cash used in operating
activities was $2,165. Net cash used in operating activities during the three
months ended October 31, 2019, consisted primarily of a loss before taxation of
$118,024, unrealized foreign exchange gains of $2,974, a decrease in account
payables of $17,134 and other payables and accrued liabilities of $7,296, offset
by depreciation of plant and equipment of $6,002, a decrease in account
receivables of $1,978, other receivables, deposits and prepayments of $25,235
and an increase in amount due to related parties of $110,087.
Cash Flow from Investing Activities
During the three months ended October 31, 2020, and 2019, investing activities
did not provide nor use any net cash.
Cash Flow from Financing Activities
During the three months ended October 31, 2020, and 2019, financing activities
did not provide nor use any net cash.
During the twelve-month period following the date of this quarterly report, we
anticipate that we will not generate sufficient operating revenue. Accordingly,
we will be required to obtain additional financing in order to pursue our plan
of operations during and beyond the next twelve months. We anticipate that
additional funding will be in the form of equity financing from the sale of our
common stock or shareholder loans. However, there is no assurance that we will
be able to raise sufficient funding from the sale of our common stock to fund
our business plan should we decide to proceed.
We anticipate continuing to rely on equity sales of our common shares and
advances from our executive officers and directors in order to continue to fund
our business operations. Issuances of additional shares will result in dilution
to our existing shareholders. There is no assurance that we will achieve any
additional sales of our equity securities or arrange for debt or other financing
to fund our business operations.
Off-Balance Sheet Arrangements
We have no significant 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
Critical Accounting Policies
The preparation of financial statements in conformity with accounting principles
generally accepted in the United States of America ("U.S. GAAP") requires
estimates and assumptions that affect the reported amounts of assets and
liabilities, revenues and expenses, and related disclosures of contingent assets
and liabilities in the consolidated financial statements and accompanying notes.
The SEC has defined a company's critical accounting policies as the ones that
are most important to the portrayal of the company's financial condition and
results of operations, and which require the company to make its most difficult
and subjective judgments, often as a result of the need to make estimates of
matters that are inherently uncertain. Based on this definition, we have not
identified any additional critical accounting policies and judgments. We also
have other key accounting policies, which involve the use of estimates,
judgments and assumptions that are significant to understanding our results,
which are described in note 2 to our financial statements. Although we believe
that our estimates, assumptions and judgments are reasonable, they are based
upon information presently available. Actual results may differ significantly
from these estimates under different assumptions, judgments or conditions.
Recent accounting pronouncements
The Company has reviewed all recently issued, but not yet effective, accounting
pronouncements and do not believe the future adoption of any such pronouncements
may be expected to cause a material impact on its financial condition or the
results of its operations.
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