Company Quick10K Filing
Quick10K
Bylog Group
10-Q 2018-12-31 Quarter: 2018-12-31
10-Q 2018-09-30 Quarter: 2018-09-30
10-Q 2018-06-30 Quarter: 2018-06-30
10-K 2018-03-31 Annual: 2018-03-31
10-Q 2017-12-31 Quarter: 2017-12-31
10-Q 2017-09-30 Quarter: 2017-09-30
10-Q 2017-06-30 Quarter: 2017-06-30
10-K 2017-03-31 Annual: 2017-03-31
10-Q 2016-12-31 Quarter: 2016-12-31
8-K 2018-09-21 Accountant, Exhibits
8-K 2018-07-09 Control, Officers, Exhibits
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LXRP Lexaria Bioscience 54
AGHC Aeon Global Health 12
RGIN Regenicin 9
STLY HG Holdings 9
SFAR Steadfast Apartment REIT 0
MLIC Metropolitan Life Insurance 0
OBMP OncBioMune 0
QPAG Qpagos 0
MEP Mewbourne Energy Partners 0
BYLG 2018-12-31
Part I
Item 1. Financial Statements.
Note 1 - Organization and Business
Note 2 - Going Concern
Note 3 - Summary of Significant Accounting Policies
Note 4 - Fixed Assets
Note 5 - Stockholders Equity
Note 6 - Related Party Transactions
Note 7 - Income Taxes
Note 8 - Subsequent Events
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations.
Item 3. Quantitative and Qualitative Disclosures About Market Risk.
Item 4. Controls and Procedures.
Part II
Item 1. Legal Proceedings.
Item 1A. Risk Factors.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
Item 3 Defaults Upon Senior Securities.
Item 4. Mine Safety Disclosures.
Item 5. Other Information.
Item 6. Exhibits.
EX-31.1 ex31-1.htm
EX-32.1 ex32-1.htm

Bylog Group Earnings 2018-12-31

BYLG 10Q Quarterly Report

Balance SheetIncome StatementCash Flow

10-Q 1 form10-q.htm

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10−Q

(Mark One)

 

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended: December 31, 2018

 

[  ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the transition period from ____________ to _____________

 

Commission File Number: 333-211808

 

BYLOG GROUP CORP.

(Exact Name of Registrant as Specified in Its Charter)

 

Nevada   37-1791003
(State or other jurisdiction of
incorporation or organization)
  (I.R.S. Employer
Identification No.)

 

84/1 Bilang, Hutan #402,

Dalian City, Liaoning Province, 116013, China

(Address of principal executive offices, Zip Code)

 

+86 (775) 430-5510

(Registrant’s telephone number, including area code)

 

 

 

(Former name, former address and former fiscal year, if changed since last report)

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [  ]

 

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).. Yes [X] No [  ]

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer [  ] Accelerated filer [  ]
Non-accelerated filer [  ] Smaller reporting company [X]
  Emerging growth company [X]

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [  ]

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [X] No [  ]

 

The number of shares outstanding of each of the issuer’s classes of common stock, as of February 14, 2019 is as follows:

 

Class of Securities   Shares Outstanding
Common Stock, $0.001 par value   11,405,000

 

 

 

   
 

 

BYLOG GROUP CORP.

 

 

TABLE OF CONTENTS

 

  PART I  
  FINANCIAL INFORMATION  
Item 1. Financial Statements. 3
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations. 11
Item 3. Quantitative and Qualitative Disclosures About Market Risk. 13
Item 4. Controls and Procedures. 14
  PART II  
  OTHER INFORMATION  
Item 1. Legal Proceedings. 15
Item 1A. Risk Factors. 15
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds. 15
Item 3. Defaults Upon Senior Securities. 15
Item 4. Mine Safety Disclosures. 15
Item 5. Other Information. 15
Item 6. Exhibits. 15

 

 2 
 

 

PART I

FINANCIAL INFORMATION

 

ITEM 1. FINANCIAL STATEMENTS.

 

BYLOG GROUP CORP.

CONDENSED INTERIM FINANCIAL STATEMENTS

FOR THE THREE AND NINE MONTHS ENDED DECEMBER 31, 2018 AND 2017

 

BYLOG GROUP CORP.

BALANCE SHEETS

 

   DECEMBER 31, 2018   MARCH 31, 2018 
   (UNAUDITED)   (AUDITED) 
ASSETS          
Current Assets          
Cash  $-   $11,749 
Prepayment   2,081    - 
Total current assets   2,081    11,749 
Fixed Assets, net   -    7,486 
Total Assets  $2,081   $19,235 
           
LIABILITIES AND STOCKHOLDERS’ EQUITY          
Current Liabilities          
Loan from related parties  $27,956   $914 
Accrued expenses   12,915    10,500 
Total current liabilities   40,871    11,414 
Total Liabilities   40,871    11,414 
           
Stockholders’ Equity          
Common stock, $0.001 par value, 75,000,000 shares authorized; 11,405,000 shares issued and outstanding as of December 31, 2018 and March 31, 2018   11,405    11,405 
Additional Paid-In-Capital   21,645    21,645 
Accumulated Deficit   (71,840)   (25,229)
Total Stockholders’ Equity   (38,790)   7,821 
           
Total Liabilities and Stockholders’ Equity  $2,081   $19,235 

 

 3 
 

 

BYLOG GROUP CORP.

STATEMENTS OF OPERATIONS

(UNAUDITED)

 

   Three months ended
December 31, 2018
   Three months ended
December 31, 2017
   Nine months ended
December 31, 2018
   Nine months ended
December 31, 2017
 
Revenue  $-   $-   $-   $23,200 
Operating expenses                    
General and administrative expenses   19,000    2,691    46,611    15,467 
Income (Loss) before provision for income taxes   (19,000)   (2,691)   (46,611)   7,733 
                     
Provision for income taxes   -    -    -    - 
                     
Net income (loss)  $(19,000)  $(2,691)  $(46,611)  $7,733 
                     
Loss per common share:                    
Basic and Diluted  $0.00   $0.00   $0.00   $0.00 
                     
Weighted Average Number of Common Shares Outstanding:                    
Basic and Diluted   11,405,000    11,420,652    11,405,000    11,442,127 

 

 4 
 

 

BYLOG GROUP CORP.

STATEMENTS OF CASH FLOWS

(UNAUDITED)

 

   Nine months ended
December 31, 2018
   Nine months ended
December 31, 2017
 
Cash flows from Operating Activities          
Net income (loss)  $(46,611)  $7,733 
Adjustment to reconcile net loss to net cash used in operating activities:          
Depreciation and Amortization   991    2,423 
Write-off of fixed assets   6,495    - 
Change in operating assets and liabilities:          
Prepaid expenses   (2,0817)   500 
Accrued expenses   2,415    (5,000)
Net cash used in operating activities   (38,791)   5,656 
           
Cash flows from Investing Activities          
Purchase of fixed assets   -    (6,100)
Net cash used in investing activities   -    (6,100)
           
Cash flow from Financing Activities          
Proceeds from sale of common stock   -    850 
Loans from related parties   27,042    - 
Net cash provided by financing activities   27,042    850 
           
Net increase (decrease) in cash and equivalents   (11,749)   406 
Cash at beginning of the period   11,749    11,538 
Cash at end of the period  $-   $11,944 
Supplemental cash flow information:          
Cash paid for:          
Interest  $-   $- 
Taxes  $-   $- 

 

 5 
 

 

BYLOG GROUP CORP.

NOTES TO THE FINANCIAL STATEMENTS

FOR THE THREE AND NINE-MONTHS PERIOD ENDED DECEMBER 31, 2018

(UNAUDITED)

 

NOTE 1 – ORGANIZATION AND BUSINESS

 

BYLOG GROUP CORP. (the “Company”) is a corporation established under the corporation laws in the State of Nevada on August 21, 2015. The Company is in the business of web development and online advertising.

 

The Company has adopted March 31 fiscal year end.

 

NOTE 2 – GOING CONCERN

 

The Company’s financial statements as of December 31, 2018, been prepared using generally accepted accounting principles 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. The Company has not yet established an ongoing source of revenues sufficient to cover its operating costs and allow it to continue as a going concern. The Company has accumulated loss from inception (August 21, 2015) to December 31, 2018 of $71,840. These factors among others raise substantial doubt about the ability of the company to continue as a going concern for a reasonable period of time.

 

In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management’s plan is to obtain such resources for the Company by obtaining capital from management and significant shareholders sufficient to meet its minimal operating expenses and seeking third party equity and/or debt financing. However, management cannot provide any assurances that the Company will be successful in accomplishing any of its plans. These financial statements do not include any adjustments related to the recoverability and classification of assets or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

 

NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

Basis of Presentation

 

The financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America.

 

Interim Financial Information

 

The unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles (GAAP) applicable to interim financial information and the requirements of Form 10-Q and Rule 8-03 of Regulation S-X of the Securities and Exchange Commission. Accordingly, they do not include all of the information and disclosure required by accounting principles generally accepted in the United States of America for complete financial statements. Interim results are not necessarily indicative of results for a full year. In the opinion of management, all adjustments considered necessary for a fair presentation of the financial position and the results of operations and cash flows for the interim periods have been included.

 

These consolidated financial statements should be read in conjunction with the audited financial statements for the year ended March 31, 2018, as not all disclosures required by generally accepted accounting principles for annual financial statements are presented. The interim consolidated financial statements follow the same accounting policies and methods of computations as the audited financial statements for the year ended March 31, 2018.

 

 6 
 

 

Use of Estimates

 

Preparing 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 reported amounts of assets, liabilities, revenue, and expenses. Actual results and outcomes may differ from management’s estimates and assumptions.

 

Cash and Cash Equivalents

 

For purposes of the statement of cash flows, the Company considers all highly liquid instruments purchased with an original maturity of three months or less to be cash equivalents. The Company’s bank accounts are deposited in insured institutions. The funds are insured up to $250,000. At December 31, 2018 the Company’s bank deposits did not exceed the insured amounts.

 

Advertising Costs

 

The Company’s policy regarding advertising is to expense advertising when incurred. The Company did not incur advertising expense during period ended December 31, 2018.

 

Fixed Assets

 

The Company records depreciation and amortization when appropriate using straight-line balance method over the estimated useful life of the assets. The estimated useful lives as follows:

 

  Software 3 years
  Office Furniture 5 years

 

Expenditures for maintenance and repairs are charged to expense as incurred. Additions, major renewals and replacements that increase the property’s useful life are capitalized. Property sold or retired, together with the related accumulated depreciation is removed from the appropriated accounts and the resultant gain or loss is included in net income. We evaluate the recoverability of our long-lived assets whenever changes in circumstances or events may indicate that the carrying amounts may not be recoverable. An impairment loss is recognized in the event the carrying value of the assets exceeds the future undiscounted cash flows attributable to such assets.

 

Stock-Based Compensation

 

As of December 31, 2018, the Company has not issued any stock-based payments to its employees.

 

Stock-based compensation is accounted for at fair value in accordance with ASC 718, when applicable. To date, the Company has not adopted a stock option plan and has not granted any stock options.

 

Income Taxes

 

The Company follows the liability method of accounting for income taxes. Under this method, deferred income tax assets and liabilities are recognized for the estimated tax consequences attributable to differences between the financial statement carrying values and their respective income tax basis (temporary differences). The effect on deferred income tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.

 

New Accounting Pronouncements

 

In February 2016, the FASB issued ASU No. 2016-02, Leases, requiring lessees to recognize assets and liabilities for leases with lease terms of more than 12 months in the balance sheet. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement. The new guidance is effective for fiscal years and for interim periods within those fiscal years, beginning after December 15, 2018. A modified retrospective transition approach is required for lessees for capital and operating leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements, with certain practical expedients available. The Company will adopt this guidance in April of 2018.

 

 7 
 

 

In April 2016, the FASB issued ASU 2016-10, “Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing”. The amendments add further guidance on identifying performance obligations and also to improve the operability and understandability of the licensing implementation guidance. The amendments do not change the core principle of the guidance in Topic 606. The effective date and transition requirements for the amendments are the same as the effective date and transition requirements in Topic 606. The Company has adopted this new guidance and has re-evaluated its revenue recognition principles to ensure that they are in line with this guidance.

 

In August 2016, the FASB issued ASU No. 2016-15, Classification of Certain Cash Receipts and Cash Payments, which is intended to reduce diversity in practice in how certain cash receipts and payments are presented and classified in the statement of cash flows. The standard provides guidance in a number of situations including, among others, settlement of zero-coupon bonds, contingent consideration payments made after a business combination, proceeds from the settlement of insurance claims, and distributions received from equity method investees. The ASU also provides guidance for classifying cash receipts and payments that have aspects of more than one class of cash flows. The Company has adopted the new guidance.

 

Start-Up Costs

 

In accordance with ASC 720, “Start-up Costs”, the company expenses all costs incurred in connection with the start-up and organization of the company.

 

Fair Value Measurements

 

The company adopted the provisions of ASC Topic 820, “Fair Value Measurements and Disclosures”, which defines fair value as used in numerous accounting pronouncements, establishes a framework for measuring fair value and expands disclosure of fair value measurements.

 

The estimated fair value of certain financial instruments, including cash and cash equivalents are carried at historical cost basis, which approximates their fair values because of the short-term nature of these instruments.

 

ASC 820 defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy, which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 820 describes three levels of inputs that may be used to measure fair value:

 

Level 1 — quoted prices in active markets for identical assets or liabilities

Level 2 — quoted prices for similar assets and liabilities in active markets or inputs that are observable

Level 3 — inputs that are unobservable (for example cash flow modeling inputs based on assumptions)

 

The company has no assets or liabilities valued at fair value on a recurring basis.

 

Revenue Recognition

 

In 2014, the FASB issued guidance on revenue recognition (“ASC 606”), with final amendments issued in 2016. The underlying principle of ASC 606 is to recognize revenue to depict the transfer of goods or services to customers at the amount expected to be collected. ASC 606 creates a five-step model that requires entities to exercise judgment when considering the terms of contracts, which includes (1) identifying the contracts or agreements with a customer, (2) identifying our performance obligations in the contract or agreement, (3) determining the transaction price, (4) allocating the transaction price to the separate performance obligations, and (5) recognizing revenue as each performance obligation is satisfied. The Company only applies the five-step model to contracts when it is probable that the Company will collect the consideration it is entitled to in exchange for the services it transfers to its clients. The Company has concluded that the new guidance did not require any significant change to its revenue recognition processes.

 

 8 
 

 

The Company’s web development and online advertising services are considered to be one performance obligation; therefore, revenue is recognized when services have been provided as each performance obligation is satisfied.

 

For the nine months ended December 31, 2018, no revenue was earned.

 

NOTE 4 – FIXED ASSETS

 

   December 31, 2018   March 31, 2018 
Office furniture  $          -   $2,100 
Computer Software   -    6,650 
Accumulated depreciation & amortization   -    (1,264)
Total, net  $-   $7,486 

 

Depreciation and Amortization expenses were $991 and $2,423 for the nine months ended December 31, 2018 and 2017, respectively.

 

The Company has written-off all the fixed assets net of $6,495 as a result of a change of control of the Company which occurred on July 9, 2018. Refer to Footnote 5 – Stockholders Equity.

 

NOTE 5 – STOCKHOLDERS EQUITY

 

The Company has 75,000,000 shares of common stock authorized with a par value of $0.001 per share.

 

On March 7, 2016, the Company issued 9,000,000 shares of its common stock to the director at $0.001 per share for total proceeds of $9,000.

 

For the year ended March 31, 2017, the Company issued 2,320,000 shares of its common stock to the director at $0.01 per share for total proceeds of $23,200.

 

During the year ended March 31, 2018, the Company issued 175,000 shares for the proceeds of $1,750.

 

On October 17, 2017, the Company retired 90,000 shares and returned $900 to the shareholder.

 

On July 9, 2018, as a result of a private transaction, 9,000,000 shares of common stock (the “Shares”) of Bylog Group Corp. (the “Company”), has been transferred from Dmitrii Iaroshenko to the Purchasers, with Dehang Zhou becoming a 43% holder of the voting rights of the Company, and the Purchasers becoming the controlling shareholders. The consideration paid for the Shares, which represent 79% of the issued and outstanding share capital of the Company on a fully-diluted basis, was $424,000. The source of the cash consideration for the Shares was personal funds of the Purchasers. In connection with the transaction, Dmitrii Iaroshenko released the Company from all debts owed. There are no arrangements or understandings among members of both the former and new control persons and their associates with respect to the election of directors of the Company or other matters.

 

NOTE 6 – RELATED PARTY TRANSACTIONS

 

In support of the Company’s efforts and cash requirements, it may rely on advances from related parties until such time that the Company can support its operations or attains adequate financing through sales of its equity or traditional debt financing. There is no formal written commitment for continued support by officers, directors, or shareholders. Amounts represent advances or amounts paid in satisfaction of liabilities. The advances are considered temporary in nature and have not been formalized by a promissory note.

 

 9 
 

 

Since August 21, 2015 (Inception) through to June 30, 2018, the Company’s former sole officer and director, Dmitrii Iaroshenko, loaned the Company $914 to pay for incorporation costs and operating expenses. As a result of a change of control, the loan from Dmitrii Iaroshenko and the remaining balance of accrued expenses of $151 are transferred to the new president, Dehang Zhou, of the Company. From October 1 to December 31, 2018, Dehang Zhou has loaned the Company $21,561 to pay for operating expenses. As of December 31, 2018, the amount outstanding was $27,956. The loan is non-interest bearing, due upon demand and unsecured.

 

NOTE 7 - INCOME TAXES

 

As of December 31, 2018, the Company had net operating loss carry forwards of $71,424 that may be available to reduce future years’ taxable income. Future tax benefits which may arise as a result of these losses have not been recognized in these financial statements, as their realization is determined not likely to occur and accordingly, the Company has recorded a valuation allowance for the deferred tax asset relating to these tax loss carry-forwards.

 

The reconciliation of income tax benefit (expenses) at the U.S. statutory rate at 21% and 34% for the period ended as follows:

 

   December 31, 2018   March 31, 2018 
         
Tax benefit (expenses) at U.S. statutory rate  $9,788   $1,344 
Change in valuation allowance   (9,788)   (1,344)
Tax benefit (expenses), net  $-   $- 

 

The tax effects of temporary differences that give rise to significant portions of the net deferred tax assets are as follows:

 

   December 31, 2018   March 31, 2018 
         
Net operating loss  $15,086   $5,298 
Valuation allowance   (15,086)   (5,298)
Deferred tax assets, net  $-   $- 

 

The tax effects of temporary differences that give rise to significant portions of the net deferred tax assets are as follows:

 

   December 31, 2018 
     
Balance-Beginning  $5,298 
Increase/(Decrease) in Valuation allowance   9,788 
Balance-Ending  $15,086 

 

On December 22, 2017, the Tax Cuts and Jobs Act of 2017 (the “2017 Tax Act”) was signed into law, making significant changes to the Internal Revenue Code. Changes include, but are not limited to, a federal corporate tax rate decrease from 35% to 21% for tax years beginning after December 31, 2017, the transition of U.S. international taxation from a worldwide tax system to a territorial system and a one-time transition tax on the mandatory deemed repatriation of foreign earnings. The Company has estimated its provision for income taxes in accordance with the 2017 Tax Act and the guidance available as of the date of March 30, 2018, but has kept the full valuation allowance. As a result, the Company has recorded no income tax expense in the fourth quarter of 2017, the period in which the 2017 Tax Act was enacted.

 

On December 22, 2017, the Securities and Exchange Commission published Staff Accounting Bulletin No. 118 (“SAB 118”), which addressed the application of GAAP in situations where the Company does not have the necessary information (including computations) available, prepared, or analyzed in reasonable detail to complete the accounting for certain income tax effects of the 2017 Tax Act. The deferred tax expense to be recorded in connection with the remeasurement of deferred tax assets is to be a provisional amount and a reasonable estimate at December 31, 2017, based upon the best information currently available. The ultimate result may differ from these provisional amounts, possibly materially, due to, among other things, additional analysis, changes in the interpretations and assumptions that the Company has made, additional regulatory guidance that may be issued, and actions that the Company may take as a result of the 2017 Tax Act. Any subsequent adjustment to these amounts will be recorded in current tax expense in the quarter of 2018 when the analysis is complete.

 

NOTE 8 – SUBSEQUENT EVENTS

 

The Company has evaluated all transactions December 31, 2018 through the date these financial statements were available to be issued, and has determined that there are no events that would require disclosure in or adjustment to these financial statements.

 

10

 

 

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

 

The following management’s discussion and analysis should be read in conjunction with our financial statements and the notes thereto and the other financial information appearing elsewhere in this report. Our financial statements are prepared in U.S. dollars and in accordance with U.S. GAAP.

 

Special Note Regarding Forward Looking Statements

 

In addition to historical information, this report contains forward-looking statements. We use words such as “believe,” “expect,” “anticipate,” “project,” “target,” “plan,” “optimistic,” “intend,” “aim,” “will” or similar expressions which are intended to identify forward-looking statements. Forward-looking statements speak only as of the date they are made, are based on various underlying assumptions and current expectations about the future. Accordingly, such information should not be regarded as representations that the results or conditions described in such statements or that our objectives and plans will be achieved and we do not assume any responsibility for the accuracy or completeness of any of these forward-looking statements. You are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, as well as assumptions, which, if they were to ever materialize or prove incorrect, could cause our results to differ materially from those expressed or implied by such forward-looking statements.

 

Readers are urged to carefully review and consider the various disclosures made by us in this report and our other filings with the SEC. These reports attempt to advise interested parties of the risks and factors that may affect our business, financial condition and results of operations and prospects. The forward-looking statements made in this report speak only as of the date hereof and we disclaim any obligation, except as required by law, to provide updates, revisions or amendments to any forward-looking statements to reflect changes in our expectations or future events.

 

Overview

 

We were incorporated on August 21, 2015 under the laws of the state of Nevada. We originally intended to operate in the business web development and online advertising. We set up a web-platform allowing web designers to place and promote their portfolio and a description of their professional competences and services. These portfolios could be presented on our web platform in the form of landing pages with any interface and programming code. However, we have only conducted limited operations and generated limited operating revenues since inception. On July 9, 2018, as a result of a private transaction, 9,000,000 shares of common stock of the Company, representing 78.9% of the issued and outstanding share capital of the Company on a fully-diluted basis, were transferred from the Company’s former sole officer and director, Dmitrii Iaroshenko to certain individual purchasers for an aggregate purchase price of $424,000. In this transaction, our current sole officer and director, Mr. Dehang Zhou acquired 4,950,000 shares of common stock and became our largest shareholder by owning 43.4% of the issued and outstanding share capital of the Company on a fully-diluted basis. Such private transaction resulted in a change in control of the Company.

 

As a result of this transaction, Dmitrii Iaroshenko ceased to be the Company’s President, Treasurer, Secretary and Director. At the same time, Mr. Dehang Zhou became our new President, CEO, CFO, Treasurer, Secretary and Chairman of the Board of Directors.

 

We qualify as a “shell company” under Rule 12b-2 promulgated by the U.S. Securities and Exchange Commission (the “SEC”) under the Exchange Act because we currently have no or nominal assets (other than cash) and no or nominal operations.

 

We incurred a net loss of $ 46,611 for the nine months ended December 31, 2018. As of December 31, 2018, we had an accumulated deficit of $71,840. Losses have principally occurred as a result of the lack of a source of recurring revenues and the resources required to maintain our status as a US public company. These conditions raise substantial doubt about the Company’s ability to continue as a going concern.

 

11

 

 

Results of Operations

 

Comparison of Three Months Ended December 31, 2018 and 2017

 

Revenues

 

We have generated both $nil in revenue during the three months ended December 31, 2018 and 2017.

 

Operating Expenses

 

During the three months ended December 31, 2018, we have incurred $19,000 general and administrative expenses compared to $2,691 during the three months ended December 31, 2017. The increase in general and administrative expenses primarily consists of increased professional fees due to the change of ownership of the Company.

 

Net Loss

 

Our net loss for the three months ended December 31, 2018 was $19,000 compared to a net loss of $2,691 during the three months ended December 31, 2017.

 

Comparison of Nine Months Ended December 31, 2018 and 2017

 

Revenues

 

During the nine months ended December 31, 2018, we have generated $nil in revenue compared to $23,200 during the nine months ended December 31, 2017.

 

Operating Expenses

 

During the nine months ended December 31, 2018, we have incurred $46,611 general and administrative expenses compared to $15,467 during the nine months ended December 31, 2017. The general and administrative expenses primarily consist of depreciation and amortization expenses, fixed assets write-offs and professional fees.

 

Net Income/(loss)

 

Our net loss for the nine months ended December 31, 2018 was $46,611 compared to a net income of $7,733 for the nine months ended December 31, 2017.

 

Liquidity and Capital Resources

 

Working capital  December 31, 2018   March 31, 2018 
Total current assets  $2,081   $11,749 
Total current liabilities   40,871    11,414 
Working capital surplus/(deficit)  $(38,790)  $335 

 

Total equity (deficit) as of December 31, 2018 and March 31, 2018 was $(38,790) and $7,821, respectively. To date, we have financed our operations primarily from either advancements or the issuance of equity and debt instruments.

 

We expect that working capital requirements will continue to be funded through a combination of our existing funds and further issuances of securities. Our working capital requirements are expected to increase in line with the growth of our business.

 

Existing working capital, further advances and debt instruments, and anticipated cash flow are expected to be adequate to fund our operations over the next three months. We have no lines of credit or other bank financing arrangements. Generally, we have financed operations to date through the proceeds of the private placement of equity and debt instruments. In connection with our business plan, management anticipates additional increases in operating expenses and capital expenditures relating to: (i) developmental expenses associated with a start-up business and (ii) marketing expenses. We intend to finance these expenses with further issuances of securities, and debt issuances. Thereafter, we expect we will need to raise additional capital and generate revenues to meet long-term operating requirements. Additional issuances of equity or convertible debt securities will result in dilution to our current shareholders. Further, such securities might have rights, preferences or privileges senior to our common stock. Additional financing may not be available upon acceptable terms, or at all. If adequate funds are not available or are not available on acceptable terms, we may not be able to take advantage of prospective new business endeavors or opportunities, which could significantly and materially restrict our business operations.

 

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   Nine Months Ended December 31, 
   2018   2017 
Net cash provided by (used in) operating activities  $(38,791)  $5,656 
Net cash provided by (used in) investing activities   -    (6,100)
Net cash provided by financing activities   27,042    850 
Net increase (decrease) in cash and cash equivalents   (11,749)   406 
Cash and cash equivalents at the beginning of period   11,749    11,538 
Cash and cash equivalents at the end of period  $-   $11,944 

 

Operating Activities

 

For the nine months ended December 31, 2018, net cash used in operating activities was $38,791 consisting of net loss of $46,611, depreciation and amortization expenses of $991, write-off of fixed assets of $6,495, an increase in prepaid expenses of $2,081 and an increase in accrued expenses of $2,415. Net cash provided by operating activities for the nine months ended December 31, 2017 was $5,656 consisting of net income of $7,733, a decrease in prepaid expenses of $500, a decrease in accrued expenses of $5,000 and depreciation expenses of $2,423.

 

Investing Activities

 

Net cash used in or provided by investing activities for the nine months ended December 31, 2018 was $nil. Net cash used in purchasing fixed assets for the nine months ended December 31, 2017 was $6,100.

 

Financing Activities

 

Net cash provided by financing activities for the nine months ended December 31, 2018 was $27,042 which consisted of an increase in loans from related parties of $27,042. Net cash provided by financing activities was $850 for the nine months ended December 31, 2017 which consisted of proceeds from share issuance.

 

Off-Balance Sheet Transactions

 

We do not have any 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 investors.

 

Contractual Obligations

 

As a smaller reporting company, the Company is not required to provide this information.

 

Critical Accounting Policies

 

Our condensed financial information has been prepared in accordance with U.S. GAAP, which requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues, costs and expenses, and related disclosures. On an on-going basis, we evaluate our estimates based on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. Since the use of estimates is an integral component of the financial reporting process, our actual results could differ from those estimates. Some of our accounting policies require a higher degree of judgment than others in their application.

 

Except for the accounting policies for revenue recognition that were updated as a result of adopting ASC 606, there have been no material changes to the critical accounting policies previously disclosed in our audited financial statements for the year ended March 31, 2018 included in the Annual Report on Form 10-K filed on June 7, 2018.

 

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

 

Not applicable.

 

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ITEM 4. CONTROLS AND PROCEDURES.

 

Evaluation of Disclosure Controls and Procedures

 

Based on an evaluation under the supervision and with the participation of the Company’s management, the Company’s principal executive officer and principal financial officer has concluded that the Company’s disclosure controls and procedures as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act were not effective as of December 31, 2018 to ensure that information required to be disclosed by the Company in reports that it files or submits under the Exchange Act is (i) recorded, processed, summarized and reported within the time periods specified in the SEC rules and forms and (ii) accumulated and communicated to the Company’s management, including its principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure.

 

Changes in Internal Control over Financial Reporting

 

There were no changes in our internal controls over financial reporting during the quarter ended December 31, 2018 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

 

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PART II

OTHER INFORMATION

 

ITEM 1. LEGAL PROCEEDINGS.

 

From time to time, we may become involved in various lawsuits and legal proceedings which arise in the ordinary course of business. We are currently not aware of any legal proceedings or claims that would require disclosure under Item 103 of Regulation S-K. However, litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise from time to time that may harm our business.

 

ITEM 1A. RISK FACTORS.

 

As a smaller reporting company, the Company is not required to provide this information.

 

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

 

There were no sales of unregistered securities of the Company during the quarter ended December 31, 2018.

 

ITEM 3 DEFAULTS UPON SENIOR SECURITIES.

 

None.

 

ITEM 4. MINE SAFETY DISCLOSURES.

 

Not applicable.

 

ITEM 5. OTHER INFORMATION.

 

None.

 

ITEM 6. EXHIBITS.

 

The following exhibits are filed as part of this report or incorporated by reference:

 

Exhibit No.   Description
     
3.1   Amended and Restated Articles of Incorporation of the Company, filed on November 5, 2018
     
3.2   Amended and Restated Bylaws of the Company, adopted on November 1, 2018
     
31.1   Certifications of Principal Executive Officer and Principal Financial Officer filed pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
     
32.1   Certifications of Principal Executive Officer and Principal Financial Officer furnished pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
     
101.INS   XBRL Instance Document
     
101.SCH   XBRL Taxonomy Extension Schema Document
     
101.CAL   XBRL Taxonomy Extension Calculation Linkbase Document
     
101.DEF   XBRL Taxonomy Extension Definition Linkbase Document
     
101.LAB   XBRL Taxonomy Extension Label Linkbase Document
     
101.PRE   XBRL Taxonomy Extension Presentation Linkbase Document

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

Date: February 14, 2019

 

  BYLOG GROUP CORP.
     
  By: /s/ Dehang Zhou
    Dehang Zhou
    Chief Executive Officer and Chief Financial Officer

 

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EXHIBIT INDEX

 

Exhibit No.   Description
     
3.1   Amended and Restated Articles of Incorporation of the Company, filed on November 5, 2018
     
3.2   Amended and Restated Bylaws of the Company, adopted on November 1, 2018
     
31.1   Certifications of Principal Executive Officer and Principal Financial Officer filed pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
     
32.1   Certifications of Principal Executive Officer and Principal Financial Officer furnished pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
     
101.INS   XBRL Instance Document
     
101.SCH   XBRL Taxonomy Extension Schema Document
     
101.CAL   XBRL Taxonomy Extension Calculation Linkbase Document
     
101.DEF   XBRL Taxonomy Extension Definition Linkbase Document
     
101.LAB   XBRL Taxonomy Extension Label Linkbase Document
     
101.PRE   XBRL Taxonomy Extension Presentation Linkbase Document

 

17