Company Quick10K Filing
Yinfu Gold
Price3.01 EPS-0
Shares10 P/E-141
MCap30 P/FCF2,035
Net Debt0 EBIT-0
TEV30 TEV/EBIT-141
TTM 2019-09-30, in MM, except price, ratios
10-Q 2020-06-30 Filed 2020-08-14
10-K 2020-03-31 Filed 2020-06-29
10-Q 2019-12-31 Filed 2020-02-14
10-Q 2019-09-30 Filed 2019-11-14
10-Q 2019-06-30 Filed 2019-08-19
10-K 2019-03-31 Filed 2019-07-16
10-Q 2018-12-31 Filed 2019-02-19
10-Q 2018-09-30 Filed 2018-11-14
10-Q 2018-06-30 Filed 2018-08-20
10-K 2018-03-31 Filed 2018-06-28
10-Q 2017-12-31 Filed 2018-02-13
10-Q 2017-09-30 Filed 2017-11-13
10-Q 2017-06-30 Filed 2017-08-17
10-K 2017-03-31 Filed 2017-05-30
10-Q 2016-12-31 Filed 2017-01-19
10-Q 2016-09-30 Filed 2016-10-14
10-Q 2016-06-30 Filed 2016-07-13
10-K 2016-03-31 Filed 2016-07-13
10-K 2015-12-31 Filed 2016-07-13
10-Q 2015-09-30 Filed 2016-07-13
10-Q 2015-06-30 Filed 2016-07-13
10-K 2015-03-31 Filed 2016-07-11
10-Q 2014-12-31 Filed 2016-07-08
10-Q 2014-12-31 Filed 2016-07-08
10-Q 2014-06-30 Filed 2016-07-08
10-Q 2011-12-31 Filed 2012-02-21
10-Q 2011-09-30 Filed 2011-11-21
10-Q 2011-06-30 Filed 2011-08-22
10-K 2010-12-31 Filed 2011-08-19
10-Q 2010-12-31 Filed 2011-02-17
10-Q 2010-09-30 Filed 2010-11-17
10-Q 2010-06-30 Filed 2010-08-13
10-K 2010-03-31 Filed 2010-06-29
10-Q 2009-12-31 Filed 2010-02-11
8-K 2019-01-14
8-K 2018-12-05
8-K 2018-11-27

ELRE 10Q Quarterly Report

Part I - Financial Information
Item 1. Financial Statements
Note 1 - Organization and Description of Business
Note 2 - Summary of Significant Accounting Policies
Note 3 - Going Concern
Note 4 - Other Payables
Note 5 - Stockholders'Equity (Deficit)
Note 6 - Short - Term Loan
Note 7 - Leases
Note 8 - Related Party Transactions
Note 9 - Contingencies & Uncertainties
Note 10 - 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 - Other Information
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 elre_ex311.htm
EX-31.2 elre_ex312.htm
EX-32.1 elre_ex321.htm

Yinfu Gold Earnings 2020-06-30

Balance SheetIncome StatementCash Flow
0.10.10.0-0.0-0.1-0.12014201620182020
Assets, Equity
0.0-0.0-0.0-0.1-0.1-0.12014201620182020
Rev, G Profit, Net Income
0.10.10.0-0.0-0.1-0.12014201620182020
Ops, Inv, Fin

10-Q 1 elre_10q.htm FORM 10-Q elre_10q.htm

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

☒     QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended June 30, 2020

 

OR

 

☐     TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

 

Commission File Number: 333-152242

 

YINFU GOLD CORPORATION

(Exact name of registrant as specified in its charter)

 

WYOMING

 

20-8531222

(State or other jurisdiction of incorporation or organization)

 

(IRS Employer Identification No.)

 

Suite 2313, Dongfang Science and Technology Mansion, Nanshan District, Shenzhen, China 518000

(Address of principal executive offices)

 

(86)755-8316-0998

(Registrant’s telephone number, including area code)

 

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 past 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 ☒     No ☐

 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted 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 and post such files).Yes ☒     No ☐

 

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

 

Large accelerated filer

Accelerated filer

Non-accelerated filer

Smaller reporting company

 

 

Emerging growth company

 

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

 

Title of each class

 

Trading Symbol(s)

 

Name of each exchange on which registered

Common stock, par value $0.001 per share

 

ELRE

 

OTCQB

  

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: As of August 14, 2020, the Company had 9,917,592 shares of common stock outstanding.

 

 

 

  

YINFU GOLD CORPORATION

 

Quarterly Report on Form 10-Q

 

For the Period Ended June 30, 2020

 

 

FORWARD-LOOKING STATEMENTS

 

This Form 10-Q for the period ended June 30, 2020 contains forward-looking statements that involve risks and uncertainties. Forward-looking statements in this document include, among others, statements regarding our capital needs, business plans and expectations. Such forward-looking statements involve assumptions, risks and uncertainties regarding, among others, the success of our business plan, availability of funds, government regulations, operating costs, our ability to achieve significant revenues, our business model and products and other factors. Any statements contained herein that are not statements of historical fact may be deemed to be forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as “may”, “should”, “expect”, “plan”, “intend”, “anticipate”, “believe”, “estimate”, “predict”, “potential” or “continue”, the negative of such terms or other comparable terminology. In evaluating these statements, you should consider various factors, including the assumptions, risks and uncertainties set forth in reports and other documents we have filed with or furnished to the SEC. These factors or any of them may cause our actual results to differ materially from any forward-looking statement made in this document. While these forward-looking statements, and any assumptions upon which they are based, are made in good faith and reflect our current judgment regarding future events, our actual results will likely vary, sometimes materially, from any estimates, predictions, projections, assumptions or other future performance suggested herein. The forward-looking statements in this document are made as of the date of this document and we do not intend or undertake to update any of the forward-looking statements to conform these statements to actual results, except as required by applicable law, including the securities laws of the United States.

 

 
2

 

  

TABLE OF CONTENT

 

 

 
3

Table of Contents

  

PART I - FINANCIAL INFORMATION

 

 Item 1. Financial Statements

 

YINFU GOLD CORPORATION

 

CONDENSED CONSOLIDATED BALANCE SHEETS

 

(Unaudited)

 

 

 

June 30,

 

 

March 31,

 

 

 

2020

 

 

2020

 

ASSETS

 

 

 

 

 

 

 

 

Current Assets

 

 

 

 

 

 

Cash and cash equivalents

 

$ 5,088

 

 

$ 775

 

Other receivables

 

 

11,553

 

 

 

946

 

Total current Assets

 

16,641

 

 

1,721

 

Non-current assets

 

 

 

 

 

 

 

 

Operating lease right of use asset, net

 

 

122,818

 

 

 

117,219

 

Total non-current assets

 

 

122,818

 

 

 

117,219

 

Total Assets

 

 

139,459

 

 

 

118,940

 

 

 

 

 

 

 

 

 

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

 

 

Accounts payable and accrued liabilities

 

 

98,867

 

 

 

118,661

 

Other payables

 

 

171,576

 

 

 

141,088

 

Short-term loan

 

 

162,570

 

 

 

162,321

 

Operating lease liabilities - current

 

 

82,962

 

 

 

83,070

 

Due to related party

 

 

1,218,263

 

 

 

1,170,778

 

Total Current Liabilities

 

 

1,734,238

 

 

 

1,675,918

 

Non-current liabilities

 

 

 

 

 

 

 

 

Operating lease liabilities - noncurrent

 

 

51,537

 

 

 

45,805

 

Total Non-current Liabilities

 

 

51,537

 

 

 

45,805

 

Total Liabilities

 

 

1,785,775

 

 

 

1,721,723

 

 

 

 

 

 

 

 

 

 

Stockholders' Deficit

 

 

 

 

 

 

 

 

Common stock ($0.001 par value, 3,000,000,000 shares authorized, 9,917,592 shares issued and outstanding as of March 31, 2020 and June 30,2020)

 

 

9,918

 

 

 

9,918

 

Accumulated deficit

 

 

(1,684,067 )

 

 

(1,641,935 )

Accumulated other comprehensive loss

 

 

27,833

 

 

 

29,234

 

Total Stockholders' Deficit

 

 

(1,646,316 )

 

 

(1,602,783 )

Total Liabilities and Stockholders' Deficit

 

$ 139,459

 

 

$ 118,940

 

  

See Notes to the Condensed Consolidated Financial Statements.

 

 
4

Table of Contents

 

YINFU GOLD CORPORATION

 

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

 

(Unaudited)

 

 

 

For the Three Months ended

June 30,

 

 

 

2020

 

 

2019

 

 

 

 

 

 

 

 

REVENUE

 

$ -

 

 

$ -

 

 

 

 

 

 

 

 

 

 

OPERATING EXPENSES:

 

 

 

 

 

 

 

 

General and administrative

 

 

39,132

 

 

 

43,518

 

Professional fees

 

 

3,000

 

 

 

18,449

 

Total operating expenses

 

 

42,132

 

 

 

61,967

 

 

 

 

 

 

 

 

 

 

Net loss from operations

 

 

(42,132 )

 

 

(61,967 )

 

 

 

 

 

 

 

 

 

Other Income and (Expense)

 

 

 

 

 

 

 

 

Provision for income taxes

 

 

-

 

 

 

-

 

Net loss

 

 

(42,132 )

 

 

(61,967 )

 

 

 

 

 

 

 

 

 

Basic and diluted loss per common share

 

 

(0.00 )

 

 

(0.01 )

 

 

 

 

 

 

 

 

 

Weighted average number of common shares outstanding - basic and diluted

 

 

9,917,592

 

 

 

9,917,592

 

 

See Notes to the Condensed Consolidated Financial Statements.

 

 
5

Table of Contents

 

YINFU GOLD CORPORATION

      

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS

 

(Unaudited)

 

 

 

 

For the Three Months ended

June 30,

 

 

 

2020

 

 

2019

 

 

 

 

 

 

 

 

NET LOSS

 

$ (42,132 )

 

$ (61,967 )

 

 

 

 

 

 

 

 

 

OTHER COMPREHENSIVE LOSS NET OF TAX:

 

 

 

 

 

 

 

 

Foreign currency translation adjustments

 

 

(1,401 )

 

 

25,327

 

 

 

 

 

 

 

 

 

 

OTHER COMPREHENSIVE LOSS

 

 

(1,401 )

 

 

25,327

 

 

 

 

 

 

 

 

 

 

COMPREHENSIVE LOSS

 

$ (43,533 )

 

$ (36,640 )

 

See Notes to the Condensed Consolidated Financial Statements.

 

 
6

Table of Contents

 

YINFU GOLD CORPORATION

 

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ DEFICIENCY

 

(Unaudited)

 

 

 

Common Stock

 

 

 

 

Accumulated

other

 

 

 

 

 

Number of

shares

 

 

Par value

 

 

Accumulated

Deficit

 

 

comprehensive

loss

 

 

Total

 

For the three months ended June 30, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance as of March 31, 2019

 

 

9,917,592

 

 

$ 9,918

 

 

$ (1,434,619 )

 

$ 8,597

 

 

$ (1,416,104 )

Foreign currency translation adjustment

 

 

 

 

 

 

 

 

 

 

 

 

 

 

8,381

 

 

 

8,381

 

Net loss

 

 

 

 

 

 

 

 

 

 

(61,967 )

 

 

 

 

 

 

(61,967 )

Balance as of June 30, 2019

 

 

9,917,592

 

 

 

9,918

 

 

 

(1,496,586 )

 

 

16,978

 

 

 

(1,469,690 )

For the three months ended June 30, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance as of March 31, 2020

 

 

9,917,592

 

 

 

9,918

 

 

 

(1,641,935 )

 

 

29,234

 

 

 

(1,602,783 )

Foreign currency translation adjustment

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1,401 )

 

 

(1,401 )

Net loss

 

 

 

 

 

 

 

 

 

 

(42,132 )

 

 

 

 

 

 

(42,132 )

Balance as of June 30, 2020

 

 

9,917,592

 

 

$ 9,918

 

 

$ (1,684,067 )

 

$ 27,833

 

 

$ (1,646,316 )

 

See Notes to the Condensed Consolidated Financial Statements.

 

 
7

Table of Contents

 

YINFU GOLD CORPORATION

 

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

 

(Unaudited)

 

 

 

For the Three Months Ended

June 30,

 

 

 

2020

 

 

2019

 

CASH FLOWS FROM OPERATING ACTIVITIES

 

 

 

 

 

 

Net loss

 

 

(42,132 )

 

 

(61,967 )

Depreciation

 

 

-

 

 

 

-

 

Changes in assets and liabilities:

 

 

 

 

 

 

 

 

Other receivables

 

 

(10,605 )

 

 

3,088

 

Accounts payable and accrued liabilities

 

 

10,358

 

 

 

(7,010 )

Net cash used in operating activities

 

$ (42,379 )

 

$ (65,889 )

 

 

 

 

 

 

 

 

 

CASH FLOWS FROM INVESTING ACTIVITIES

 

 

 

 

 

 

 

 

Net cash used in investing activities

 

$ -

 

 

$ -

 

 

 

 

 

 

 

 

 

 

CASH FLOWS FROM FINANCING ACTIVITIES

 

 

 

 

 

 

 

 

Proceeds from/(Repayments) short-term loan

 

 

-

 

 

 

(2,207 )

Net proceeds from related parties

 

 

46,793

 

 

 

51,868

 

Net cash provided by financing activities

 

$ 46,793

 

 

$ 49,661

 

 

 

 

 

 

 

 

 

 

Effect on changes in foreign exchange rate

 

 

(101 )

 

 

16,225

 

Net increase in cash and cash equivalents

 

 

4,313

 

 

 

(3 )

Cash and cash equivalents, beginning of period

 

 

775

 

 

 

519

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents, end of period

 

$ 5,088

 

 

$ 516

 

  

See Notes to the Consolidated Financial Statements.

 

 
8

Table of Contents

  

YINFU GOLD CORPORATION

 

Notes to the Condensed Consolidated Interim Financial Statements

 

June 30, 2020

 

(Unaudited)

 

 

NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS

 

Yinfu Gold Corporation (the “Company”) is a Wyoming corporation incorporated on September 1, 2005 under the name Ace Lock and Security, Inc. with a fiscal year end of March 31. On March 5, 2007, the Company filed a Certificate of Amendment with the Wyoming Secretary of State to change the name to Element92 Resources Corp. and increased the authorized capital to 1,000,000,000 common shares. On August 16, 2010 the Company filed an amendment with the State of Wyoming changing its name from Element92 resources Corp. to Yinfu Gold Corporation and on November 18, 2010, the Company received a notification from the Financial Industry Regulatory Authority (“FINRA”) that the Company’s change of name to Yinfu Gold Corporation was posted as effective with FINRA. The Company was established as an exploration stage company engaged in the search for commercially viable minerals.

 

The Company no longer pursues opportunities related to the exploration of minerals. The name changed signified that the Company has commenced working toward a major change in our business plan and business model.

 

Effective November 20, 2014, the Company executed a Sale and Purchase Agreement (the “Agreement”) to acquire 100% of the shares and assets of China Enterprise Overseas Investment & Finance Group Limited (“CEI”), a British Virgin Islands corporation. Pursuant to the Agreement, the Company has agreed to issue 800 million restricted common shares of the Company to the owners of CEI.

 

Pursuant to the Agreement, on or before January 1, 2015, CEI was to deliver to the Company, duly authorized, properly and fully executed documents in English, evidencing and confirming the sale of 100% of the shares of CEI and its assets, specifically detailing the assets and an asset valuation by a third-party valuator. The valuation report was received by the Company on January 28, 2015.

 

Additionally, the Agreement stated that both parties agreed that all shares issued, pursuant to the terms and conditions of the agreement, were to be issued as soon as practicable following the signing of the agreement, but all shares so issued were to be held in escrow until all terms and conditions are met.

 

The various terms and conditions of the Agreement were fulfilled on January 28, 2015, therefore, the share certificates representing the shares have been issued in the names of the CEI shareholders and the Agreement between the Company and CEI was closed on January 28, 2015.

 

On April 11, 2017, the Company acquired Yinfu Gold International Holdings Limited (“HK”), a company incorporated in Hong Kong, and HK’s subsidiary, Yinfu International Holdings Limited (“WOFE”), a wholly owned foreign enterprise incorporated in the People’s Republic of China. The acquired entities are owned by the Company’s management; therefore, the transaction has been accounted for as a business combination under common control in accordance to ASC-805-30-5, in which the assets and liabilities of HK and WOFE have been presented at their carrying values at the date of the transaction.

 

During the year ended March 31, 2018, we disposed the discontinued business, Element Resources International Limited. No gain or loss was recognized as a result of the disposal.

 

The accompanying comparative financial statements have been retroactively restated to combine the financial data of previously separate entities with those of the Company.

 

 
9

Table of Contents

  

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

Basis of Presentation

 

The accompanying unaudited financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States for interim financial information and with the instructions to Form 10-Q and Regulation S-X. Accordingly, the financial statements do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements.

 

In the opinion of management, all adjustments consisting of normal recurring entries necessary for a fair statement of the periods presented for (a) the financial position, (b) the result of operations, and (c) cash flows have been made in order to make the financial statements presented not misleading. The results of operations for such interim periods are not necessarily indicative of operations for a full year.

 

These condensed consolidated financial statements are unaudited and should be read in conjunction with the audited consolidated financial statements included in the firm’s Annual Report on Form 10-K for the year ended March 31, 2020. The condensed consolidated financial information as of March 31, 2020 has been derived from audited consolidated financial statements not included herein. Certain reclassifications have been made to previously reported amounts to conform to the current presentation.

 

Interim Financial Information

 

The unaudited 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 financial statements should be read in conjunction with the audited financial statements as of and for the year ended March 31, 2020, as not all disclosures required by generally accepted accounting principles for annual financial statements are presented. The interim financial statements follow the same accounting policies and methods of computations as the audited financial statements as of and for the year ended March 31, 2020.

 

Principles of Consolidation

 

The accompanying consolidated financial statements of the Company include the accounts of the Company and its wholly owned subsidiaries. All significant intercompany balances and transactions have been eliminated in the consolidation.

 

Name of Subsidiary

 

State or Jurisdiction of Organization of Entity

 

Attributable

 

Yinfu Group Overseas Investment & Finance Limited (“BVI”)*

 

BVI

 

 

0

%

Yinfu Group International Holdings Limited (“HK”)

 

Hong Kong

 

 

100

%

Yinfu International Holdings Limited (“WOFE”)

 

P.R.C.

 

 

100

%

 

* Yinfu Group Overseas Investment & Finance Limited is a holding entity established in BVI that did not have any activities or operations since inception.

 

On June 25, 2019, the management abandoned the BVI entity and transfer its subsidiaries Yinfu Group International Holdings Limited and Yinfu International Holdings Limited (“WOFE”) to Yinfu Gold Corp.

 

Use of Estimates

 

The preparation of 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 and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements. The estimates and judgments will also affect the reported amounts for certain revenues and expenses during the reporting period. Actual results could differ from these good faith estimates and judgments.

 

 
10

Table of Contents

  

Discontinued Operations

 

The Company follows ASC 205-20, Discontinued Operations to report for disposed or discontinued operations.

 

Cash and Cash Equivalents

 

Cash and cash equivalents include cash in banks, money market funds, and certificates of term deposits with maturities of less than three months from inception, which are readily convertible to known amounts of cash and which, in the opinion of management, are subject to an insignificant risk of loss in value.

 

Foreign Currency Translation and Re-measurement

 

In accordance with ASC 830, “Foreign Currency Matters”, the Company’s foreign operations whose functional currency is not the U.S. dollar, the assets and liabilities are translated into U.S. dollars at current exchange rates. Resulting translation adjustments are reflected as other comprehensive income (loss) in stockholders’ equity. Revenue and expenses are translated at average exchange rates for the period. Transaction gains and losses that arise from exchange rate fluctuations on transactions denominated in a currency other than the functional currency are charged to operations as incurred.

 

Concentrations of Credit Risk

 

The Company’s financial instruments that are exposed to concentrations of credit risk primarily consist of its cash and cash equivalents as well as related party payables that it will likely incur in the near future. The Company places its cash and cash equivalents with financial institutions of high credit worthiness. At times, its cash and cash equivalents with a particular financial institution may exceed any applicable government insurance limits. The Company’s management plans to assess the financial strength and credit worthiness of any parties to which it extends funds, and as such, it believes that any associated credit risk exposure is limited.

 

Financial Instruments

 

The Company follows ASC 820, “Fair Value Measurements and Disclosures,” which 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 that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below:

 

Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities.

 

Level 2 applies to assets or liabilities for which there are inputs other than quoted prices that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data.

 

Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities.

 

 
11

Table of Contents

  

Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of December 31, 2019. The carrying values of our financial instruments, including, cash and cash equivalents; accounts payable and accrued expenses; and loans and notes payable approximate their fair values due to the short-term maturities of these financial instruments.

 

Business Combinations

 

In accordance with ASC 805-10, “Business Combinations”, the Company accounts for all business combinations using the acquisition method of accounting. Under this method, assets and liabilities, including any remaining noncontrolling interests, are recognized at fair value at the date of acquisition. The excess of the purchase price over the fair value of assets acquired, net of liabilities assumed, and noncontrolling interests is recognized as goodwill. Certain adjustments to the assessed fair values of the assets, liabilities, or noncontrolling interests made subsequent to the acquisition date, but within the measurement period, which is up to one year, are recorded as adjustments to goodwill. Any adjustments subsequent to the measurement period are recorded in income. Any cost or equity method interest that the Company holds in the acquired company prior to the acquisition is re-measured to fair value at acquisition with a resulting gain or loss recognized in income for the difference between fair value and the existing book value. Results of operations of the acquired entity are included in the Company’s results from the date of the acquisition onward and include amortization expense arising from acquired tangible and intangible assets.

 

Deferred Income Taxes and Valuation Allowance

 

The Company accounts for income taxes under ASC 740, “Income Taxes.” Under the asset and liability method of ASC 740, where deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period the enactment occurs. A valuation allowance is provided for certain deferred tax assets if it is more likely than not that the Company will not realize tax assets through future operations. No deferred tax assets or liabilities were recognized as at June 30, 2020 and March 31, 2020.

 

Net Income (Loss) Per Share of Common Stock

 

The Company has adopted ASC Topic 260, “Earnings per Share,” (“EPS”) which requires presentation of basic EPS on the face of the income statement for all entities with complex capital structures and requires a reconciliation of the numerator and denominator of the basic EPS computation. In the accompanying financial statements, basic earnings (loss) per share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding during the period.

 

The following table sets forth the computation of basic earnings (loss) per share, for the three months ended June 30, 2020 and 2019:

 

 

 

Three Months Ended

June 30,

 

 

 

2020

 

 

2019

 

Net loss

 

$ (42,132

)

 

$ (61,967

)

 

 

 

 

 

 

 

 

 

Weighted average common shares outstanding (basic and diluted)

 

 

9,917,592

 

 

 

9,917,592

 

 

 

 

 

 

 

 

 

 

Net loss per common share, basic and diluted

 

$ (0.00

)

 

$ (0.01

)

 

 
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Commitments and Contingencies

 

The Company follows ASC 450-20, “Loss Contingencies,” to report accounting for contingencies. Liabilities for loss contingencies arising from claims, assessments, litigation, fines and penalties, as well as other sources are recorded when it is probable that a liability has been incurred and the amount of the assessment can be reasonably estimated. There were no commitments or contingencies as of June 30, 2020 and March 31, 2020.

 

Leases

 

We determine if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use (“ROU”) assets, operating lease liabilities - current, and operating lease liabilities - noncurrent on the balance sheets. Finance leases are included in property and equipment, other current liabilities, and other long-term liabilities in our balance sheets.

 

ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. As most of our leases do not provide an implicit rate, we generally use our incremental borrowing rate based on the estimated rate of interest for collateralized borrowing over a similar term of the lease payments at commencement date. The operating lease ROU asset also includes any lease payments made and excludes lease incentives. Our lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term.

 

Advertising Costs

 

The Company follows ASC 720, “Advertising Costs,” and expenses costs as incurred. No advertising costs were incurred for the three months ended June 30, 2020 and 2019 respectively.

 

Related Parties

 

The Company follows ASC 850, “Related Party Disclosures,” for the identification of related parties and disclosure of related party transactions. See note 8.

 

Revenue Recognition

 

The Company adopted ASU 2014-09, Topic 606 on April 1, 2018, using the modified retrospective method. ASC 606 requires the use of a new five-step model to recognize revenue from customer contracts. The five-step model requires that the Company (i) identify the contract with the customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price, including variable consideration to the extent that it is probable that a significant future reversal will not occur, (iv) allocate the transaction price to the respective performance obligations in the contract, and (v) recognize revenue when (or as) the Company satisfies the performance obligation.

 

The adoption of Topic 606 has no impact on the Company’s financials as the Company has not generated any revenues.

  

Recent Accounting Pronouncements

 

In December 2019, the FASB issued ASU 2019-12 - Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes. This ASU provides an exception to the general methodology for calculating income taxes in an interim period when a year-to-date loss exceeds the anticipated loss for the year. This update also (1) requires an entity to recognize a franchise tax (or similar tax) that is partially based on income as an income-based tax and account for any incremental amount incurred as a non-income-based tax, (2) requires an entity to evaluate when a step-up in the tax basis of goodwill should be considered part of the business combination in which goodwill was originally recognized for accounting purposes and when it should be considered a separate transaction, and (3) requires that an entity reflect the effect of an enacted change in tax laws or rates in the annual effective tax rate computation in the interim period that includes the enactment date. The standard is effective for the Company for fiscal years beginning after December 15, 2020, with early adoption permitted. The Company is currently in the process of evaluating the impact of the adoption on its consolidated financial statements.

 

 
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In February 2020, the FASB issued ASU 2020-02, “Financial Instruments – Credit Losses (Topic 326) and Leases (topic 842) Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 119 and Update to SEC Section on Effective Date Related to Accounting Standards Update No. 2016-02, Leases (topic 842)”. This ASU provides guidance regarding methodologies, documentation, and internal controls related to expected credit losses. This ASU is effective for interim and annual periods beginning after December 15, 2019, and early adoption is permitted. The Company is evaluating the impact of this guidance on its consolidated financial statements.

 

In August 2018, the FASB issued ASU 2018-13, “Fair Value Measurement (Topic 820), – Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement,” which makes a number of changes meant to add, modify or remove certain disclosure requirements associated with the movement amongst or hierarchy associated with Level 1, Level 2 and Level 3 fair value measurements. The amendments in this Update modify the disclosure requirements on fair value measurements based on the concepts in FASB Concepts Statement, Conceptual Framework for Financial Reporting—Chapter 8: Notes to Financial Statements, including the consideration of costs and benefits. The amendments on changes in unrealized gains and losses, the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements, and the narrative description of measurement uncertainty should be applied prospectively for only the most recent interim or annual period presented in the initial fiscal year of adoption. All other amendments should be applied retrospectively to all periods presented upon their effective date. The amendments are effective for all entities for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years, with early adoption permitted. The Company is currently evaluating the potential impacts of ASU 2018-13 on its consolidated financial statements.

 

In July 2018, the FSAB issued ASU 2018-10 ASC Topic 842: “Codification Improvements to Leases” The amendments are to address stakeholders’ questions about how to apply certain aspects of the new guidance in Accounting Standards Codification (ASC) 842, Leases. The clarifications address the rate implicit in the lease, impairment of the net investment in the lease, lessee reassessment of lease classification, lessor reassessment of lease term and purchase options, variable payments that depend on an index or rate and certain transition adjustments. The amendments in ASC Topic 842 are effective for EGC for fiscal years beginning after December 15, 2019, and interim periods within fiscal years beginning after December 15, 2020. While early application is permitted, including adoption in an interim period, the Company has not elected to early adopt. The Company is currently evaluating the impact of this accounting standard update on its consolidated financial statements.

 

In July 2018, the FASB issued ASU 2018-11, Leases (Topic 842). This update provides entities with an additional (and optional) transition method to adopt the new leases standard. Under this method, an entity initially applies the new leases standard at the adoption date and recognizes a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. Consequently, the prior comparative period’s financials will remain the same as those previously presented. Entities that elect this optional transition method must provide the disclosures that were previously required. The Company is evaluating the effect this new guidance will have on our consolidated financial statements and related disclosures.

 

In March 2019, the FASB issued ASU 2019-01: “Leases (Topic 842)-Codification Improvements”. The amendments in this ASU (1) reinstate the exception in Topic 842 for lessors that are not manufacturers or dealers, specifically, those lessors will use their cost, reflecting any volume or trade discounts that may apply, as the fair value of the underlying asset. However, if significant time lapses between the acquisition of the underlying asset and lease commencement, those lessors will be required to apply the definition of fair value (exit price) in Topic 820; (2) address the concerns of lessors within the scope of Topic 942 about where “principal payments received under leases” should be presented, specifically, lessors that are depository and lending institutions within the scope of Topic 942 will present all “principal payments received under leases” within investing activities; and (3) clarify the Board’s original intent by explicitly providing an exception to the paragraph 250-10-50-3 interim disclosure requirements in the Topic 842 transition disclosure requirements. The effective date of the amendments in this ASU is for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years for any of the following: 1. A public business entity; 2. A not-for-profit entity that has issued, or is a conduit bond obligor for, securities that are traded, listed, or quoted on an exchange or an over-the-counter market; and 3. An employee benefit plan that files financial statements with the U.S. Securities and Exchange Commission (SEC). For all other entities, the effective date is for fiscal years beginning after December 15, 2019, and interim periods within fiscal years beginning after December 15, 2020. Early application is permitted. An entity should early apply the amendments as of the date that it first applied Topic 842, using the same transition methodology in accordance with paragraph 842-10-65-1(c). The Company is evaluating the effect this new guidance will have on its consolidated financial statements and related disclosures.

 

 
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In February 2016 the FASB issued ASU 2016-02, “Leases (Topic 842).” This standard amends a number of aspects of lease accounting, including requiring lessees to recognize operating leases with a term greater than one year on their balance sheet as a right-of-use asset and corresponding lease liability, measured at the present value of the lease payments. The standard is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years, which means that it will be effective for us in the first quarter of our fiscal year beginning January 1, 2019. Early adoption is permitted. This standard is required to be adopted using a modified retrospective approach. We expect to elect certain available transitional practical expedients. In July 2018 the FASB issued ASU 2018-11, “Leases (Topic 842) Targeted Improvements,” which allows for the adoption of this standard to be applied at the beginning of the most recent fiscal year as opposed to at the beginning of the earliest year presented.

 

We plan to adopt under the provisions allowed under ASU 2018-11. While we continue to evaluate the impact of our pending adoption of ASU 2016-02 on our consolidated financial statements, we expect that the rental properties designated as operating leases will be recognized as right-of-use assets and corresponding lease liabilities on our consolidated balance sheets upon adoption.

 

Management has considered all other recent accounting pronouncements issued since the last audit of our financial statements. The Company’s management believes that these recent pronouncements will not have a material effect on the Company’s financial statements.

 

NOTE 3 - GOING CONCERN

 

The Company’s financial statements are prepared using accounting principles generally accepted in the United States 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 established an on-going source of revenues sufficient to cover its operating cost, and requires additional capital to commence its operating plan. The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable. If the Company is unable to obtain adequate capital, it could be forced to cease operations. As of June 30, 2020, the Company had an accumulated deficit of $1,684,067, and net loss of $42,132 and net cash used in operations of $42,379 for the three months ended June 30, 2020. Losses have principally occurred as a result of the substantial resources required for the operating of the two new wholly owned subsidiaries. These factors raise substantial doubt about its ability to continue as a going concern.

 

In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management’s plan to obtain such resources for the Company include: sales of equity instruments; traditional financing, such as loans; and obtaining capital from management and significant stockholders sufficient to meet its minimal operating expenses. However, management cannot provide any assurance that the Company will be successful in accomplishing any of its plans.

 

There is no assurance that the Company will be able to obtain sufficient additional funds when needed or that such funds, if available, will be obtainable on terms satisfactory to the Company. In addition, profitability will ultimately depend upon the level of revenues received from business operations. However, there is no assurance that the Company will attain profitability. The accompanying financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

 

 
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NOTE 4 – OTHER PAYABLES

 

As of June 30, 2020, of the total balance of $171,576, the Company received $143,266 as deposit from an unrelated third party to secure a potential joint venture with the Company. The money shall be returned to the interested third party upon completion of the joint venture.

 

NOTE 5-STOCKHOLDERS’EQUITY (DEFICIT)

 

Common Stock

 

The Company is authorized to issue 3,000,000,000 shares of common stock.

 

As of June 30, 2020 and March 31,2020, the Company has 9,917,592 shares of common stock issued and outstanding.

 

The Company has no potentially dilutive securities, such as options or warrants, currently issued and outstanding.

 

NOTE 6 – SHORT-TERM LOAN

 

Short-term loan consists of two notes payable to an unrelated third party in the amount of RMB834,673, annual fixed interest of $100, maturity date of April 11, 2020; and also in the amount of RMB344,345, annual fixed interest of $50, maturity date of April 11, 2020. These two notes were extended to mature on March 31, 2021 with no interest.

 

As of June 30, 2020 and March 31, 2020, short-term loan outstanding was $162,570 and $162,321 respectively.

 

During the three months ended June 30, 2020, the Company repaid $0 to Ms. Wu, Fengqun.

 

NOTE 7 – LEASES

 

The Company has a lease agreement for its office space. The original lease agreement expired on December 2019, and the new agreement was signed to extend the lease until the date of April 30, 2022.

 

The Operating lease right-of-use assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. The discount rate used to calculate present value is incremental borrowing rate or, if available, the rate implicit in the lease. The Company determines the incremental borrowing rate for this lease based primarily on its lease term in PRC which is approximately 4.75%.

 

The Company has elected to not recognized lease assets and liabilities for lease with a term less than twelve months.

 

Operating lease expenses were $17,469 and $17,521 for the three months ended June 30, 2020 and 2019, respectively.

 

The undiscounted future minimum lease payment schedule as follows:

 

For the years ended March 31,

 

Amount

 

2021 (nine months from July 1, 2020 to March 31, 2021)

 

 

52,408

 

2022 (Twelve months from April1, 2021 to March 31, 2022)

 

 

69,877

 

2023

 

 

5,823

 

Thereafter

 

 

-

 

Total

 

$ 128,108

 

 

 
16

Table of Contents

 

NOTE 8 - RELATED PARTY TRANSACTIONS

 

During the three months ended June 30, 2020, Mr. Jiang, Libin, the President and a director of the Company, had advanced the Company $48,109 for operating expenses, received $624 from the Company as repayments. During the three months ended June 30, 2019, Mr. Jiang, Libin, the President and a director of the Company, had advanced the Company $51,863 for operating expenses. These advances have been formalized by non-interest-bearing demand notes.

 

As of June 30, 2020, the Company owed $487,358 and $730,905 to Mr. Tsap, Wai Ping, the former President of the Company (the “Former President”) and Mr. Jiang, Libin respectively.

 

As of March 31, 2019, the Company owed $487,358 and $657,754 to Mr. Tsap, and Mr. Jiang, Libin respectively.

 

The loans due to related parties are due on demand, non-interest bearing, and unsecured.

 

NOTE 9 - CONTINGENCIES & UNCERTAINTIES

 

Contingencies

 

On June 25, 2019, the management decided to abandon the Company’s subsidiary Yinfu Group Overseas Investment & Finance Limited (“Yinfu BVI”) that has been administratively struck off by the BVI registrar for non-payment of fees. Yinfu BVI is a holding entity established in BVI that did not have any activities or operations since inception. Yinfu BVI being a struck off company continues to have legal status. As such, it may incur additional liabilities (including fees and late payment penalties which would need be to repaid in order to restore the company); it may potentially be the subject of a creditor’s claim or judgement; and its members, directors, officers and agents remains responsible for any liabilities that existed before it was struck off. If the indicated events were to occur it may have negative effects on the Company’s operation

 

NOTE 10 - SUBSEQUENT EVENTS

 

The Company evaluates subsequent events that have occurred after the balance sheet date but before the financial statements are issued. Based on this evaluation, the Company concluded that subsequent to June 30, 2020 but prior to August 14, 2020, the date the financial statements were available to be issued, there was no subsequent event that would require disclosure to or adjustment to the financial statements other than the ones disclosed above.

 

 
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Table of Contents

  

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

 

Forward-Looking Statements

 

Except for historical information, this report contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Such forward-looking statements involve risks and uncertainties, including, among other things, statements regarding our business strategy, future revenues and anticipated costs and expenses. Such forward-looking statements include, among others, those statements including the words “expects”, “anticipates”, “intends”, “believes” and similar language. Our actual results may differ significantly from those projected in the forward-looking statements. Factors that might cause or contribute to such differences include, but are not limited to, those discussed in the sections “Business”, “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations”. You should carefully review other documents we file from time to time with the Securities and Exchange Commission (“SEC”). You are cautioned not to place undue reliance on the forward-looking statements, which speak only as of the date of this report. We undertake no obligation to publicly release any revisions to the forward-looking statements or reflect events or circumstances after the date of this document.

 

Although we believe that the expectations reflected in these forward-looking statements are based on reasonable assumptions, there are a number of risks and uncertainties that could cause actual results to differ materially from such forward-looking statements.

 

All references in this Form 10-Q to the “Company”, “Yinfu”, “we”, “us” or “our” are to Yinfu Gold Corporation.

 

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

 

Overview

 

Yinfu Gold Corporation (the “Company”) is a Wyoming corporation incorporated on September 1, 2005, under the name Ace Lock & Security, Inc. Our name was changed to Yinfu Gold Corporation as of November 18, 2010. We are working to establish and build a peer-to-peer (“P2P”) online lending service platform.

 

We have had limited operations and based upon our reliance on the sale of our common stock and the advances from our president, there are no assurances of any future source of funds for our operations.

 

Plan of Operation

 

We devote substantial efforts to establishing a P2P online lending service platform. However, our planned principal operations have not yet commenced.

 

In 2020, we plan to establish the Company as a known P2P online lending service provider. We provide an online lending platform that matches lenders directly with the borrowers and charge a commission fee. Through our P2P platform, lenders can earn higher returns compared to savings and investment products offered by banks, while borrowers can borrow money at lower interest rate.

 

 
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Table of Contents

  

Need for Additional Capital

 

The Company has not generated any revenues from operations, and may be unable to fund on-going activities. We cannot guarantee that we will be successful in our business operations. Our business is subject to risks inherent in the establishment of a new business enterprise, including limited capital resources, possible delays in developing our own hardware and software, and the possibility of new regulations that will make our company difficult or impossible to operate.

 

If we are unable to meet our needs for cash from either our operations, or possible alternative sources, then we may be unable to continue, develop, or expand our operations.

 

If we are unable to complete any phase of our development program or fail to raise additional capital to maintain our operations in the future, we may be unable to carry out our full business plan or we may be forced to cease operations.

 

Results of Operations

 

We have generated no revenues and have incurred $42,132 in expenses through the three months ended June 30, 2020.

 

The following table provides selected financial data about our company as of June 30, 2020 and March 31, 2020.

 

 

 

June 30,

2020

 

 

March 31,

2020

 

Cash

 

$ 5,088

 

 

$ 775

 

Total Assets

 

$ 139,459

 

 

$ 118,940

 

Total Liabilities

 

$ 1,785,775

 

 

$ 1,721,723

 

Stockholders’ Equity (Deficit)

 

$ (1,646,316

)

 

$ (1,602,783

)

 

As of June 30, 2020, the Company’s cash balance was $5,088 compared to $775 as of March 31, 2020, and our total assets as of June 30, 2020, were $139,459 compared with $118,940 as of March 31, 2020. The increase in cash and increase in total assets were immaterial.

 

 
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As of June 30, 2020, the Company had total liabilities of $1,785,775 compared with total liabilities of $1,721,723 as of March 31, 2020. The increase in total liabilities was primarily attributed to the increase of advance from the President for operating expenses.

 

 

 

Three Months

Ended

June 30,

2020

 

 

Three Months

Ended

June 30,

2019

 

Revenue

 

$ -

 

 

$ -

 

Operating Expenses:

 

 

 

 

 

 

 

 

General and administrative

 

 

39,132

 

 

 

43,518

 

Professional fees

 

 

3,000

 

 

 

18,449

 

Total Operating Expenses

 

 

42,132

 

 

 

61,967

 

Loss from Operations

 

$ 42,132

 

 

$ 61,967

 

 

Revenues

 

The Company has generated no revenues during the three months ended June 30, 2020 and 2019.

 

Operating expenses

 

For the three months ended June 30, 2020, total operating expenses were $42,132, which consisted general and administrative fees and professional fees. For the three months ended June 30, 2019, total operating expenses were $61,967, which consisted general and administrative fees and professional fees. The decrease in operating expense was mainly due to the decrease in professional fees.

 

 
20

Table of Contents

  

Liquidity and Capital Resources

 

Working Capital

  

 

 

As of

June 30,

2020

 

 

As of

March 31,

2020

 

Current Assets

 

$ 16,641

 

 

$ 1,721

 

Current Liabilities

 

$ 1,734,238

 

 

$ 1,675,918

 

Working Capital Deficiency

 

$ (1,717,597

)

 

$ (1,674,197

)

 

 

 

 

 

 

 

 

 

As of June 30, 2020, the Company had a working capital deficiency of $1,717,597 compared with working capital deficiency of $1,674,197 as of March 31, 2020. The increase in working capital deficiency was primarily attributed to the increase in current liabilities due to the increase of advance from the President for operating expenses.

 

Cash Flows

 

 

 

 

 

 

 

 

 

 

Three Months

Ended

June 30,

2020

 

 

Three Months

Ended

June 30,

2019

 

Cash Flows Used in Operating Activities

 

$ (42,379

)

 

$ (65,889

)

Cash Flows Provided by Investing Activities

 

$ -

 

 

$ -

 

Cash Flows Provided by Financing Activities

 

$ 46,793

 

 

$ 49,661

 

Effects on change in foreign exchange rate

 

$ (101

)

 

$ 16,225

 

Net Decrease in Cash During Period

 

$ 4,313

 

 

$ (3

)

 

Cash Flows Used in Operating Activities

 

During the three months ended June 30, 2020, the Company had $42,379 in cash used in operating activities, which was attributed from loss from operations of $42,132 and increase in accounts payable and accrued liabilities of $10,358 and increase in other receivables of $10,605.

 

During the three months ended June 30, 2019, the Company had $65,889 in cash used in operating activities, which was attributed from loss from operations of $61,967, decrease of other receivables of $3,088 and decrease in accounts payable and accrued liabilities of $7,010.

 

Cash Flows Provided by Investing Activities

 

During the three months ended June 30, 2020 and 2019, the Company used no cash in investing activities.

 

Cash Flows Provided by Financing Activities

 

During the three months ended June 30, 2020, the President has advanced the Company $46,793 for operating expenses.

 

During the three months ended June 30, 2019, the President has advanced the Company $51,868 for operating expenses.

 

Off-Balance Sheet Arrangements

 

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.

 

 
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Table of Contents

  

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

 

Not applicable.

 

Item 4. Controls and Procedures.

 

Management’s Report on Disclosure Controls and Procedures

 

As of June 30, 2020, management assessed the effectiveness of our internal control over financial reporting based on the criteria for effective internal control over financial reporting established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”) and SEC guidance on conducting such assessments. Based on that evaluation, they concluded that, during the period covered by this report, such internal controls and procedures were not effective to detect the inappropriate application of US GAAP rules as more fully described below. This was due to deficiencies that existed in the design or operation of our internal controls over financial reporting that adversely affected our internal controls and that may be considered to be material weaknesses.

 

The matters involving internal controls and procedures that our management considered to be material weaknesses under the standards of the Public Company Accounting Oversight Board were: (1) lack of a functioning audit committee, (2) lack of a majority of outside directors on our board of directors, resulting in ineffective oversight in the establishment and monitoring of required internal controls and procedures; (3) inadequate segregation of duties consistent with control objectives; and (4) management dominated by two individuals without adequate compensating controls. The aforementioned material weaknesses were identified by our Chief Executive and Financial Officer in connection with their review of our financial statements as of June 30, 2020.

 

Management believes that the material weaknesses set forth above did not have an effect on our financial results. However, management believes that the lack of a functioning audit committee and the lack of a majority of outside directors on our board of directors’ results in ineffective oversight in the establishment and monitoring of required internal controls and procedures, which could result in a material misstatement in our financial statements in future periods.

 

Changes in Internal Control over Financial Reporting

  

There have been no changes in our internal controls over financial reporting that occurred during the three months ended June 30, 2020, that have materially or are reasonably likely to materially affect, our internal controls over financial reporting.

 

 
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Table of Contents

  

PART II - OTHER INFORMATION

 

Item 1. Legal Proceedings.

 

We are not presently a party to any legal proceedings and, to our knowledge, no such proceedings are threatened or pending.

 

Item 1A. Risk Factors.

 

Not applicable.

 

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

 

No stock was sold during the three months ended June 30, 2020.

 

Item 3. Defaults Upon Senior Securities.

 

None.

 

Item 4. Mine Safety Disclosures.

 

None.

 

Item 5. Other Information.

 

None.

 

 
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Table of Contents

  

Item 6. Exhibits.

 

Index to Exhibits

 

31.1

Rule 13a-14(a) / 15d-14(a) Certification of Chief Executive Officer.

31.2

Rule 13a-14(a) / 15d-14(a) Certification of Chief Financial Officer.

32.1

Section 1350 Certifications of Chief Executive Officer and Chief Financial Officer.

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.

 

 

Yinfu Gold Corporation

 

 

(Registrant)

     

Dated: August 14, 2020

/s/ Jiang, Libin

 

 

Jiang, Libin

 
   

Chief Executive Officer

 
     

  

 
25