|Closing Price ($)||Shares Out (MM)||Market Cap ($MM)|
|8-K||2018-06-13||Enter Agreement, Shell Status, Exhibits|
|8-K||2018-03-23||Shareholder Rights, Amend Bylaw, Exhibits|
|Part I. Financial Information|
|Item 1. Financial Statements.|
|Item 1. Basis of Presentation|
|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.|
|Balance Sheet||Income Statement||Cash Flow|
|Comparables ($MM TTM)|
|Ticker||M Cap||Assets||Liab||Rev||G Profit||Net Inc||EBITDA||EV||G Margin||EV/EBITDA||ROA|
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2019
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from __________ to __________
Commission File No. 333-209497
(Exact name of registrant as specified in its charter)
|(State or other jurisdiction of |
incorporation or organization)
L9-02, Level 9, Brem Mall,
Jalan Jambu Mawar Off Jalan Kepong,
52000 Kuala Lumpur, Malaysia
(Address of principal executive offices, zip code)
Tel: (603) 6257 0088
Fax: (603) 6242 7088
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act: None.
Indicate by check mark whether the issuer (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 [ ] No [X]
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, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (check one):
|Large accelerated filer||[ ]||Accelerated filer||[ ]|
|Non-accelerated filer||[ ]||(Do not check if a smaller reporting company)||Smaller reporting company||[X]|
Indicate by check mark whether the registrant is a shell company (as defined in Exchange Act Rule 12b-2 of the Exchange Act): Yes [X] No [ ]
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS:
Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes [X] No [ ]
As of September 30, 2019, there were 126,000,000 shares of common stock, $0.001 par value per share, outstanding.
The Company is not subject to the Securities Exchange Act of 1934, as amended but makes filings on a voluntary basis.
QUARTERLY REPORT ON FORM 10-Q
FOR THE PERIOD ENDED SEPTEMBER 30, 2019
|Part I. Financial Information|
|Item 1.||Financial Statements||4|
|Balance Sheets as of September 30, 2019 (unaudited) and December 31, 2018 (audited).||5|
|Statements of Operations for the three and nine months ended September 30, 2019 and 2018 (unaudited).||6|
|Statements of Cash Flows for the nine months ended September 30, 2019 and 2018 (unaudited).||7|
|Statements of changes in Stockholders’ Deficit for the nine months ended September 30, 2019 (unaudited).||8|
|Notes to Financial Statements (unaudited).||9|
|Item 2.||Management’s Discussion and Analysis of Financial Condition and Results of Operations.||11|
|Item 3.||Quantitative and Qualitative Disclosures About Market Risk.||11|
|Item 4.||Controls and Procedures.||11|
|Part II. Other Information|
|Item 1.||Legal Proceedings.||12|
|Item 1A.||Risk Factors.||12|
|Item 2.||Unregistered Sales of Equity Securities and Use of Proceeds.||12|
|Item 3.||Defaults Upon Senior Securities.||12|
|Item 4.||Mine Safety Disclosures.||12|
|Item 5.||Other Information.||12|
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
This Quarterly Report on Form 10-Q of INBIT CORP., a Nevada corporation (the “Company”), contains “forward-looking statements,” as defined in the United States Private Securities Litigation Reform Act of 1995. In some cases, you can identify forward-looking statements by terminology such as “may”, “will”, “should”, “could”, “expects”, “plans”, “intends”, “anticipates”, “believes”, “estimates”, “predicts”, “potential” or “continue” or the negative of such terms and other comparable terminology. These forward-looking statements include, without limitation, statements about our market opportunity, our strategies, competition, expected activities and expenditures as we pursue our business plan, and the adequacy of our available cash resources. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Actual results may differ materially from the predictions discussed in these forward-looking statements. The economic environment within which we operate could materially affect our actual results. Additional factors that could materially affect these forward-looking statements and/or predictions include, among other things: the Company’s need for and ability to obtain additional financing, other factors over which we have little or no control; and other factors discussed in the Company’s filings with the Securities and Exchange Commission (“SEC”).
Our management has included projections and estimates in this Form 10-Q, which are based primarily on management’s experience in the industry, assessments of our results of operations, discussions and negotiations with third parties and a review of information filed by our competitors with the SEC or otherwise publicly available. We caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made. We disclaim any obligation subsequently to revise any forward- looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events.
SEPTEMBER 30, 2019
|September 30, 2019|
– $ -
|December 31, 2018|
– $ -
|Cash and bank balances||540||554|
|Amount owing to related party||157,533||110,791|
|Amount owing to director||46,192||46,192|
|STOCKHOLDERS’ EQUITY (DEFICIT)|
|1,000,000,000 (2018: 75,000,000) common shares with a par value of $0.001|
|Issued and Outstanding:|
|126,000,000 (2018: 6,300,000) common shares||6,300||6,300|
|Additional paid in capital||24,700||24,700|
|Total stockholders’ deficit||(170,124||)||(126,327||)|
|Total liabilities and stockholders’ deficit||40,874||40,888|
See Accompanying Notes
STATEMENTS OF OPERATIONS
|Three months ended|
Sep 30, 2019
|Three months ended|
Sep 30, 2018
|Nine months ended|
Sep 30, 2019
|Nine months ended|
Sep 30, 2018
|Cost of goods sold||-||(1,364||)||-||(12,650||)|
|General and administrative expenses||(35,408||)||(18,644||)||(43,797||)||(37,831||)|
|Basic and diluted loss per share||(0.00||)||(0.00||)||(0.00||)||(0.00||)|
|Weighted average number of common shares outstanding||126,000,000||126,000,000||126,000,000||126,000,000|
-See Accompanying Notes-
STATEMENTS OF CASH FLOWS
|Nine months ended Sep 30, 2019 (Unaudited)|
|Nine months ended Sep 30, 2018 (Unaudited)|
|Cash Flows From Operating Activities|
|Adjustments for :|
|Other payables and accrued liabilities||(2,959||)||(1,305||)|
|Net cash used in operating activities||(46,756||)||(74,954||)|
|Cash Flows From Financing Activities|
|Advances from a related party||46,742||65,216|
|Proceeds from loan from director||-||12,780|
|Net cash provided by financing activities||46,742||77,996|
|Increase in Cash and Bank Balance||(14||)||3,042|
|Cash, beginning of period||554||-|
|Cash, ending of period||540||3,042|
|Supplementary Cash Flow Information|
|Cash paid for:|
- See Accompanying Notes –
STATEMENTS OF CHANGES IN STOCKHOLDERS’ DEFICIT
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2019
|Common stock||Additional paid in||Accumulated||Total stockholders’|
|No. of shares||Amount||capital||deficit||deficit|
|Balance as of December 31, 2018||126,000,000||$||6,300||$||24,700||$||(157,327||)||$||(126,327||)|
|Increase in number of shares due to stock split||-||-||-||-||-|
|Net loss for the period||-||-||-||(43,797||)||(43,797||)|
|Balance as of Sep 30, 2019||126,000,000||$||6,300||$||24,700||$||(201,124||)||$||(170,124||)|
- See Accompanying Notes –
NOTE TO THE FINANCIAL STATEMENTS
SEPTEMBER 30, 2019
ITEM 1. BASIS OF PRESENTATION
Unaudited Interim Financial Statements
These unaudited interim financial statements may not include all information and footnotes required by US GAAP for complete financial statement disclosures. However, except as disclosed herein, there have been no material changes in the information contained in the notes to the audited financial statements for the year ended December 31, 2018, included in the Company’s Form 10-K and filed with the Securities and Exchange Commission. These unaudited interim financial statements should be read in conjunction with the audited financial statements included in the Form 10-K. In the opinion of management, all adjustments considered necessary for fair presentation and consisting solely of normal recurring adjustments have been made. Operating results for the nine months ended September 30, 2019 are not necessarily indicative of the results that may be expected for the year ending December 31, 2019.
INBIT CORP. (the “Company” or “we”) was incorporated in the State of Nevada on September 30, 2014 and has a fiscal year end of December 31.
These financial statements have been prepared on a going concern basis. The Company has incurred losses since inception resulting in an accumulated deficit of $201,124 at September 30, 2019 and further losses are anticipated in the development of its business raising substantial doubt about the Company’s ability to continue as a going concern. Its ability to continue as a going concern is dependent upon the ability of the Company to generate profitable operations in the future and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due.
Management has plans to seek additional capital through a private placement of its common stock or further director loans as needed. These financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts of and classification of liabilities that might be necessary in the event the Company cannot continue. No assurance can be given that any future financing will be available, or, if available, that it will be terms that are satisfactory to the Company. Even if the Company is able to obtain additional financing, it may contain undue restrictions on our operations, in the case of debt financing, or cause substantial dilution for our stockholders, in the case of equity financing.
Use of estimates
The preparation of these financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. On an ongoing 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. We have identified the policies below as critical to our business operations and to the understanding of our financial results:
Basis of Presentation
The Company reports revenues and expenses using the accrual method of accounting in accordance with accounting principles generally accepted in the United States (“US GAAP”) for financial and tax reporting purposes.
Cash and Cash Equivalents
The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents.
In accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 605, “Revenue Recognition”-, the Company recognizes revenue from sales of goods when the following four revenue criteria are met: (1) persuasive evidence of an arrangement exists; (2) delivery has occurred; (3) selling price is fixed or determinable; and (4) collectability is reasonably assured.
Revenue from supplies of IT products is recognized when title and risk of loss are transferred and there are no continuing obligations to the customer. Title and the risks and rewards of ownership transfer to and accepted by the customer when the products are collected by the customer at the Company’s office. Revenue is recorded net of sales discounts, returns, allowances, and other adjustments that are based upon management’s best estimates and historical experience and are provided for in the same period as the related revenues are recorded. Based on limited operating history, management estimates that there was no sales return for the period reported.
Cost of revenue
Cost of revenue includes the purchase cost of retail goods for re-sale to customers. It excludes purchasing and receiving costs in cost of revenues.
Income taxes are determined in accordance with the provisions of ASC Topic 740, “-Income Taxes-” (“ASC Topic 740”). Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are measured using enacted income tax rates expected to apply to taxable income in the periods in which those temporary differences are expected to be recovered or settled. Any effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.
ASC 740 prescribes a comprehensive model for how companies should recognize, measure, present, and disclose in their financial statements uncertain tax positions taken or expected to be taken on a tax return. Under ASC 740, tax positions must initially be recognized in the financial statements when it is more likely than not that the position will be sustained upon examination by the tax authorities. Such tax positions must initially and subsequently be measured as the largest amount of tax benefit that has a greater than 50% likelihood of being realized upon ultimate settlement with the tax authority assuming full knowledge of the position and relevant facts.
The Company conducts major businesses in Malaysia. The Company is subject to tax in these jurisdictions. As a result of its business activities, the Company will file tax returns that are subject to examination by the foreign tax authority.
Foreign Currency Translation
The financial statements are presented in United States dollars. In accordance with Accounting Standards Codification “ASC 830”, “Foreign Currency Translation”, foreign denominated monetary assets and liabilities are translated to their United States dollar equivalents using foreign exchange rates which prevailed at the balance sheet date. Non-monetary assets and liabilities are translated at exchange rates prevailing at the transaction date. Revenue and expenses are translated at average rates of exchange during the periods presented. Related translation adjustments are reported as a separate component of stockholders’ equity (deficit), whereas gains or losses resulting from foreign currency transactions are included in results of operations.
Basic and Diluted Net Loss Per Share
Basic loss per share includes no dilution and is computed by dividing loss available to common stockholders by the weighted average number of common shares outstanding for the period. Dilutive loss per share reflects the potential dilution of securities that could share in the losses of the Company.
Because the Company does not have any potentially dilutive securities, the accompanying presentation is only of basic loss per share.
PLAN OF OPERATION
We do not currently have any substantial business operations and do not know when or if any material business operations will develop, either through acquisition or otherwise.
Related Party Transactions
Parties are considered to be related if one party has the ability, directly or indirectly, to control the other party or exercise significant influence over the other party in making financial and operational decisions. Parties are also considered to be related if they are subject to common control or common significant influence. The amount due from/to related parties represented the advances from or to the Company’s directors. Such advances are non-interest bearing and due upon demand.
Recent Accounting Pronouncements
Recent pronouncements issued by the FASB or other authoritative accounting standards groups with future effective dates are either not applicable or are not expected to be significant to the financial statements of the Company.
The following information should be read in conjunction with (i) the financial statements of INBIT CORP., a Nevada corporation, and the notes thereto appearing elsewhere in this Form 10-Q together with (ii) the more detailed business information and the December 31, 2018 audited financial statements and related notes included in the Company’s most recent Annual Report on Form 10-K for the year ended December 31, 2018 (File No. 333-209497), as filed with the SEC on March 29, 2019. Statements in this section and elsewhere in this Form 10-Q that are not statements of historical or current fact constitute “forward-looking” statements.
Results of Operations
Nine-Month Periods Ended September 30, 2019 and 2018
We recorded zero revenues for the nine months ended September 30, 2019.
For the nine months ended September 30, 2019, total general and administrative expenses was $43,797 which comprise of professional fee, consultation fee, audit fee and license fee.
Liquidity and Capital Resources
As of September 30, 2019, our bank account had a balance of $540. We do not have sufficient cash on hand to fund our ongoing operational expenses beyond 12 months. We will need to raise funds to fund our ongoing operational expenses. Additional funding will likely come from equity financing from the sale of our common stock. If we are successful in completing an equity financing, existing shareholders will experience dilution of their interest in our Company. No assurance can be given that any future financing will be available, or, if available, that it will be on terms that are satisfactory to the Company. Even if the Company is able to obtain additional financing, it may contain undue restrictions on our operations, in the case of debt financing, or cause substantial dilution for our stockholders, in the case of equity financing.
None through date of this filing.
As a smaller reporting company (as defined in Rule 12b-2 of the Exchange Act), we are not required to provide the information called for by this Item 3.
Evaluation of Disclosure Controls and Procedures:
We conducted an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of September 30, 2019. This evaluation was carried out under the supervision and with the participation of our Chief Executive Officer and our Chief Financial Officer. Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that, as of September 30, 2019, our disclosure controls and procedures were not effective due to the presence of material weaknesses in internal control over financial reporting.
A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the company’s annual or interim financial statements will not be prevented or detected on a timely basis. Management has identified the following material weaknesses which have caused management to conclude that, as of September 30, 2019, our disclosure controls and procedures were not effective: (i) lack of a functioning audit committee due to a lack of a majority of independent members and a 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; (ii) inadequate segregation of duties consistent with control objectives; and (iii) ineffective controls over period end financial disclosure and reporting processes.
The Company is not currently subject to any legal proceedings. From time to time, the Company may become subject to litigation or proceedings in connection with its business, as either a plaintiff or defendant. There are no such pending legal proceedings to which the Company is a party that, in the opinion of management, is likely to have a material adverse effect on the Company’s business, financial condition or results of operations.
As a smaller reporting company (as defined in Rule 12b-2 of the Exchange Act), we are not required to provide the information called for by this Item 1A.
(a) Exhibits required by Item 601 of Regulation SK.
|3.1||Articles of Incorporation*|
|31.1||Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.|
|31.2||Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.|
|32.1||Certification of Principal Executive Officer 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|
*Filed and incorporated by reference to the Company’s Registration Statement on Form S-1, as amended (File No. 333-209497), as filed with the Securities and Exchange Commission on April 22, 2016.
** XBRL (Extensible Business Reporting Language) information is furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections.
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.
|(Name of Registrant)|
|Date: November 14, 2019||By:||/s/ CHEE HONG TAN|
|Name:||CHEE HONG TAN|
Chief Executive Officer and Chairman
Principal Executive Officer