Table of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

☒   ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934:

For the fiscal year endedDecember 31, 20172020

☐   TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE EXCHANGE ACT

For the transition period from ______________to ________________________________ to __________________

Commission File NumberNumber: 000-53749

Mi1 Global TelCo., Inc.AFF HOLDING GROUP INC.

(Exact Name of Registrant as SpecifiedSmall Business Issuer in Itsits Charter)

36, JALAN SERI UTARA 3/3C, KIPARK AVENUERoom 1105, 11/F, Hip Kwan Commercial Building, No. 38 Pitt Street,

OFF JALAN IPOH, 68100 KUALA LUMPUR

WILAYAH PERSEKUTUAN, MALAYSIAYau Ma Tei, Kowloon, Hong Kong

(Address of Principal Executive Offices)

+603 6241 2023 / +603 6242 1028852 29803733

(Registrant’sIssuer’s Telephone Number, Including Area Code)Number)

Securities registered pursuant to Section 12(b) of the Act:

Securities registered pursuant to Section 12(g) of the Act:

Common Stock par value $0.001 per share

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. ¨Yes  x ☐ No ☒

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange Act. ¨Yes x☐ No ☒

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the pastpreceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirementrequirements for the past 90 days.x Yes ¨☒ No ☐

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, 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 x☒ No ☐

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not contained herein, and will not be contained, to the best of the registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.x

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

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 has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. Yes ☐  No ☒

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 aggregate market value of the voting and non-voting common equity held by non-affiliates, was $8,967 as of June 30, 2017 (thethe last business day of the registrant’s most recently completed second quarter), based upon totalfiscal quarter cannot be determined as no quotation was posted on the OTC Markets under the symbol AFFG.

Number of shares outstanding sharesof each of the issuer’s classes of common equity, as of such dateApril 2, 2021: 110,000 shares of 181,222,531, of which 89,666,040 shares were held by non-affiliates. As of June 30, 2017, the last transacted price of the registrant was US$0.0001 per share.Common Stock, par value US $0.001.

As of March 31, 2018, there were 20,000 shares of the registrant’s common stock outstanding.

DOCUMENTS INCORPORATED BY REFERENCE

List hereunder the following documents if incorporated by reference and the Part of the Form 10-K (e.g., Part I, Part II, etc.) into which the document is incorporated: (1) Any annual report to security holders; (2) Any proxy or information statement; and (3) Any prospectus filed pursuant to Rule 424(b) or (c) under the Securities Act of 1933.

None.

TABLE OF CONTENTS

Forward Looking Statements

The information contained in this Report includes some statements that are not purely historical and that are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and as such, may involve risks and uncertainties. These forward-looking statements relate to, among other things, expectations of the business environment in which we operate, perceived opportunities in the market and statements regarding our mission and vision. In addition, any statements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. You can generally identify forward-looking statements as statements containing the words “anticipates,” “believes,” “continue,” “could,” “estimates,” “expects,” “intends,” “may,” “might,” “plans,” “possible,” “potential,” “predicts,” “projects,” “seeks,” “should,” “will,”“believes” , “continue”, “could”, “estimates”, “expects”, “intends”, “may”, “might”, “plans”, “possible”, “potential”, “predicts”, “projects”, “seeks”, “should”, “will”, “would” and similar expressions, or the negatives of such terms, but the absence of these words does not mean that a statement is not forward-looking.

Forward-looking statements involve risks and uncertainties that could cause actual results or outcomes to differ materially from those expressed in the forward-looking statements. The forward-looking statements contained herein are based on various assumptions, many of which are based, in turn, upon further assumptions. Our expectations, beliefs and forward-looking statements are expressed in good faith on the basis of management’s views and assumptions as of the time the statements are made, but there can be no assurance that management’s expectations, beliefs or projections will result or be achieved or accomplished. We disclaim any obligation to update forward-looking statements to reflect events or circumstances after the date hereof.

PART I

Overview

Mi1 Global Telco.,AFF Holding Group Inc. (“the Company”(the “Company”), formerly known as Domain ExtremesMi1 Global Telco., Inc., was incorporated in the State of Nevada in January 2006 and is a development stage company. Our business iswas to develop and operate Internet websites and applications on mobile platforms. We earn revenues through advertisements sold on these websiteshad launched the website www.drinkeat.com, which provided reviews of restaurants in Hong Kong. On May 25, 2018, the Company ceased and applications.discontinued the operations by terminating its website and is exploring other business opportunities in Asia. Our goal is to become a major network of consumer-based websites and applications targeting viewers in the Hong Kong and Greater China Basin with contents on travel, food, entertainment, activities and city life. As of the date of this Annual Report, we have launched the websitewww.drinkeat.com, which provides reviews of restaurants in Hong Kong. We plan to develop additional websites and solicit advertisement for those websites through third-party agents.

We are a controlled corporation with the substantial majority of our shares held by Mi1 Global Limited (“Mi1”), a company registered in the Republic of Vanuatu. Mi1 acquired a 51% stake in our company in February 2016. As a result, there can be no assurance that our business and/or our strategy will not change over time as a result of Mi1’s interest.

On May 1, 2017, the Company filed a certificate of amendment to its articles of incorporation with the Secretary of State of the State of Nevada changing the Company’s name from Domain Extremes Inc. to Mi1 Global Telco., Inc. and the authorized shares of common stock, par value $0.001, from 200,000,000 shares to 1,200,000,000 shares. The name change became effective with FINRA on July 19, 2017.

Beginning on July 19, 2017, the Company’s shares of common stock began trading on the OTC Pink Marketplace under the symbol “MIGT” to reflect the Company’s new name.

On August 7, 2017, the Company filed a certificate of change with the Secretary of State of Nevada to effectuate a reverse stock split (the “Stock Split”) of its issued and outstanding shares of common stock on a 1-for-10,000 basis. The number of its authorized shares of common stock will remainremained at 1,200,000,000 shares, par value $0.001. The Stock Split became effective with FINRA on October 24, 2017 (the “Effective Date”). As of that date, every 10,000 shares of issued and outstanding common stock were converted into one share of common stock.  No fractional shares will be issued in connection with the Stock Split. Instead, any fractional shares will be rounded up to the next whole share and a holder of record of old common stock on the Effective Date who would otherwise be entitled to a fraction of a share will, in lieu thereof, be issued one whole share.

The Company ceased and discontinued the operations by terminating its website (www.drinkeat.com) and is exploring other business opportunities in Asia. Our Business

We are an active developer and operatorgoal is to become a major network of lifestyle-centeredconsumer-based websites and mobile platform applications targeting viewers in the Hong Kong and Greater China Basin. We intend to build content centeredwith contents on travel, food, entertainment, activities and city life and entertainment in the region.life.

Our content is delivered through internet-connected browser-based devices such as personal computers, laptops and mobile devices.On March 24, 2020, Mr. Kok Seng Yeap purchased 100% of the shares of Mi1 Global Limited, which owns 9,156 shares of the common stock of the Company. As a result, our content is available globallyKok Seng Yeap became the beneficial owner of 9,156 shares of the common stock of the Company. Effective as of March 24, 2020, Mr. Lim Kock Chiang resigned as the Chief Executive Officer, Chief Financial Officer, Secretary and our distribution is potentially unlimited in breadth. Thus, while our primary market focus is Hong KongDirector of the Company, and the Greater China Basin, we are ableBoard of Directors of the Company appointed Mr. Kok Seng Yeap to reach those consumersserve as its Director, Chief Executive Officer, Chief Financial Officer, and content providers around the world who have an interest in this region.Secretary.

Our sitewww.drinkeat.com, also knownOn June 3, 2020, the Company filed a Certificate of Amendment to its Articles of Incorporation with the State of Nevada to reflect its corporate name change to "AFF Holding Group Inc.". The name change was effective as Hong Kong Restaurant Review, provides reviews on Hong Kong restaurants. We invite food criticsof the filing of the Certificate of Amendment with the State of Nevada.

On June 23, 2020, Mr. Kok Seng Yeap resigned as the Chief Financial Officer the Company, and the Board of Directors of the Company appointed Mr. Lau Chew Chye to contribute review articles on restaurants in Hong Kong either for a small fee or by obtaining their consent to post a previously printed article without charge. Reviews are written in Chinese for the general public in Hong Kongserve as its Chief Financial Officer and Chinese tourists who plan to visit Hong Kong. Contributors are paid a nominal fee on a per-article basis either in cash, if available, or through the issuance of shares in the Company. Director.

We rely on five active individual contributors to provide reviews, although we do not have formal agreements with any. There are several websites providing similar reviews on Hong Kong restaurants.any subsidiaries. We never have declared bankruptcy, been in receivership, or involved in any kind of legal proceedings.

WeGoing Concern

The accompanying financial statements have been prepared assuming that the Company will gradually develop other websites utilizing domain names we currently own or develop or acquirecontinue as a going concern, which contemplates the realization of assets and the liquidation of liabilities in the future. We plannormal course of business. The Company currently has no operations and as of December 31, 2020 had a stockholders deficit of $322,788. These factors, among others, raise substantial doubt about the Company’s ability to solicit advertisements through third party agents. Depending oncontinue as a going concern. The accompanying financial statements do not include any adjustments that might result from the natureoutcome of the content of the websites, prospective advertisers include restaurants, hotels, travel agents, department stores and retail outlets. We also include pay-per-click advertisements in our websites. Our hope is that when our network of websites has increased to at least five, we will be able to attract and retain more traffic, redirecting users to other websites in our network.

We have contracted with programming firms in Hong Kong and China to develop websites for our network. Once a domain name and theme have been decided by our directors, we contact potential development firms for initial discussion regarding our proposal. Our directors maintain close contact with the programming firms during development of the website and conduct testing throughout the development process. Additionally, we intend to carry out enhancements on our websites from time to time based upon member feedback.

We will continue to develop lifestyle applications on iPhone and other mobile platforms.

this uncertainty.

Our StrategyBusiness

In order to develop our platform, we intend to:

As noted above, we are a controlled corporation and there can be no assurance that our principal shareholder, Mi1 Global Limited, will not change our business or our strategy in the future.

Competition

We face intense competition from other online content providers who also offer lifestyle information services. These providers are not necessarily based in the Hong Kong or Greater China Basin region, but may be based anywhere in the world given the availability of the internet. We also face competition from new technologies that could potentially make demand for our website services outdated or inconvenient.

Intellectual Property

We rely on a combination of trademarks, trade secrets and contract law rights in order to protect our brand, intellectual property assets and confidential or proprietary information (our “Proprietary Rights”). Our Proprietary Rights are among the most important assets we possess and we depend significantly on these Proprietary Rights in being able to effectively compete in our industry. We cannot be certain that the precautionsCurrently, we have taken to safeguard our Proprietary Rights will provide meaningful protection from the unauthorized use by others. If we must pursue litigation in the future to enforce or otherwise protect our Proprietary Rights, or to determine the validity and scope of the rights of others, we may not prevail and will likely have to make substantial expenditures and divert valuable resources in the process. Moreover, we may not have adequate remedies if our Proprietary Rights are appropriated or disclosed.

We hold Proprietary Rights to our domain names and, as we develop and acquire content for our sites, we intend to make trademark and copyright applications as appropriate to protect our intellectual property in Hong Kong and elsewhere as we deem appropriate. As we contract with other parties, including website and content developers and advertisers, we intend to ensure that our content and services do not infringe upon the intellectual property rights of others. As a general matter, to date we have acquired and not licensed rights to content for our websites.

Regulation

There are currently no restrictions in Hong Kong on the dissemination of information through the Internet, except as stipulated in the “Control of Obscene and Indecent Article Ordinance” (COIAO). The contents of our existing websites, and those in development, do not fall into the categories subject to censorship under the COIAO.

The Hong Kong Government is reviewing the filtering of information on the Internet to protect the youth from accessing obscene material. We do not believe that, even if new laws or regulations are enacted in this regard, our business activities would be affected given our target audience and content. However, if new technical requirements, such as filtering software, are imposed, data transmission speed could adversely be affected.

We are not aware of any regulations in any of the jurisdictions in which we intend primarily offer our content or services that would require us to be licensed to distribute content over the public Internet.active operations.

Employees

As of DecemberMarch 31, 2017,2021, the Company had no employees.

Where You Can Find UsInsurance

We do not maintain any insurance and do not intend to maintain insurance in the future. Because we do not have any insurance, if we are made a party to any action, we may not have sufficient funds to defend the litigation. If that occurs a judgment could be rendered against us that could cause us to cease operations.

Government Regulation

We will be required to comply with all regulations, rules and directives of governmental authorities and agencies in any jurisdiction which we would conduct activities. We do not believe that regulation will have a material impact on the way we conduct our business. We do not need to receive any government approvals necessary to conduct our business; however, we will have to comply with all applicable export and import regulations.

Offices

Our principal executive office is located at 36, Jalan Seri Utara 3/3C, Kipark Avenue, Off Jalan Ipoh, 68100 Kuala Lumpur, Wilayah Persekutuan, Malaysia.Room 1105, 11/F, Hip Kwan Commercial Building, No. 38 Pitt Street, Yau Ma Tei, Kowloon, Hong Kong. Our telephone number is +603 6241 2023 and +603 6242 1028.+852 29803733.

This information is not required of smaller reporting companies.

Not applicable.

We do not own any property. Our executive offices are located at 36, Jalan Seri Utara 3/3C, Kipark Avenue, Off Jalan Ipoh, 68100 Kuala Lumpur, Wilayah Persekutuan, Malaysia,Room 1105, 11/F, Hip Kwan Commercial Building, No.38 Pitt Street, Yau Ma Tei, Kowloon, Hong Kong, which is office space that we share with certain other development stage companies. As we continue to grow our business, we may find it necessary to secure separate office space; however, for our current needs the present space is sufficient and cost-efficient.

None.

Not applicable.

PART II

Market Information

The Company’sDuring the fiscal year ended December 31, 2020, our common stock is assigned the symbol MIGT and iswas quoted and traded on the OTC Pink Marketplace.under the symbol AFFG with no bid and no trading of our common stock. There can be no assurance that a public trading market will develop at that time or be sustained in the future. Without an active public trading market, you may not be able to liquidate your shares without considerable delay, if at all. If a market does develop, the price for our securities may be highly volatile and may bear no relationship to our actual financial condition or results of operations. The last transactedmany risks associated with an investment in our company, may have a significant impact on the market price of our common stock was $0.0001 when 238 shares were traded on December 22, 2014. The trading ofstock. Also, because there is no price for our common stock, is sporadic and we believe that there is no established trading market for ourmany brokerage firms may not affect transactions in the common stock.

Holders

As of December 31, 2017,March 30, 2021, we had 20,000110,000 shares of our common stock issued and outstanding, and held by 755652 persons.

In general, pursuant to Rule 144 adopted under the Securities Act of 1933, as amended, a shareholder who owns restricted shares of a company which files periodic reports with the Securities and Exchange Commission and who has a holding period of at least six months, is entitled to sell such shares in accordance with the provisions of Rule 144. In the event the shareholder is a non-affiliate of the issuer, he or she may make unlimited public resales of shares under Rule 144 provided that the current public information requirement is satisfied. A non-affiliate who has a holding period of more than one year, may make unlimited resales of shares without compliance with any other requirement of Rule 144. Persons who are affiliates of the issuer must comply with all requirements of Rule 144 in conjunction with resales of their shares including the current public information requirement, the volume limitations, the manner of sale requirements and the filing of a Form 144. Therefore, the possible sale of our currently outstanding shares pursuant to Rule 144 may, in the future, have a depressive effect on the price of our common stock in the over-the-counter market.

Dividends

We have never declared or paid a dividend on our common stock and, because we have very limited resources and a substantial accumulated deficit, we do not anticipate declaring or paying any dividends on our common stock in the foreseeable future. Rather, we intend to retain earnings, if any, for the continued operation and expansion of our business. It is unlikely, therefore, that the holders of our common stock will have an opportunity to profit from anything other than potential appreciation in the value of our common shares held by them. If you require dividend income, you should not rely on an investment in our common stock.

Equity Compensation Plans

We do not currently have any equity compensation plans.

Performance Graph

This information is not required of smaller reporting companies.

Recent Sales of Unregistered Securities; Use of Proceeds from Registered Securities

The CompanyWe did not issuesell any shares without registration in 2016.

On March 7, 2017, we issued 40 shares ofequity securities which were not registered under the Securities Act during the year ended December 31, 2020 that were not otherwise disclosed on our common stock to Azari Bin A Ghani, Mazlan Bin Muhammad, Syed Mokhtar Bin Syed Agil and Tengku Faikah Binti Tengku Ismail (10 shares each) for a consideration of US$400.quarterly reports on Form 10-Q or our current reports on Form 8-K filed during the year ended December 31, 2020.

On April 13, 2017, we issued 7010, 2020, Mi1 Global Limited converted certain debt of Company in the amount of $90 at a price per share of $0.001 into shares of our common stock of the Company. As consideration for the conversion, the Company issued 90,000 shares of common stock of the Company to Romli Bin Che Noh, Suhaila Binti Md Arsid Arshad, Yu Ming Ngee, Ritha Tumiar Situmorang, Norizan Binti A Latif, Mohammad Zamri Bin Wan ChikMi1 Global Limited. As a result of the conversion, Mi1 Global Limited increased its ownership to 90% of the issued and Adicandra Manurung (10outstanding shares each) for a consideration of US$700.common stock of the Company.

On June 30, 2017, we issued 60

The issuance of 90,000 new shares of our common stock of the Company to Mohd Afidi Bin Abdullah, Den Wijaya, Ching Yang Det and Mohd Zaki Bin Ahmadl (10 shares each) and Johanes Abednego (20 shares) forMi1 Global Limited was exempt from registration under Section 4(2) of the Securities Act because the issuance of such securities by the Company did not involve a consideration of US$600.

Such shares were issued to persons reasonably believed by us to be non-U.S. persons,“public offering,” as defined under Regulation S underin Section 4(2) of the Securities Act. Neither the Company nor anyone acting on the Company’s behalf offered or sold these shares by any form of general solicitation or general advertising.

Issuer Purchases of Equity Securities.

None.

This information is not required of smaller reporting companies.

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our audited consolidated financial statements, related notes, and other detailed information included elsewhere in this Annual Report on Form 10-K. Our financial statements have been prepared in accordance with United States generally accepted accounting principles (“GAAP”), contemplate that we will continue as a going concern, and do not contain any adjustments that might result if we were unable to continue as a going concern, however, our independent registered public accounting firm has added explanatory paragraphs in Note 1 of each of our audited consolidated financial statements for the fiscal years ended December 31, 20172020 and 2016,2019, respectively, raising substantial doubt as to our ability to continue as a going concern. Certain information contained below and elsewhere in this Annual Report on Form 10-K, including information regarding our plans and strategy for our business, constitute forward-looking statements. See "Cautionary Statement Regarding Forward-Looking Statements.”

Overview

We are a development stage company organized under the laws of the State of Nevada in January 2006. Our business iswas to develop and operate Internet websites and applications on mobile platforms. We had launched the website www.drinkeat.com, which provided reviews of restaurants in Hong Kong. On May 25, 2018, we ceased and discontinued the operations by terminating our website www.drinkeat.com and we are exploring other business opportunities in Asia. We plan to develop other websites and mobile phone applications and we intend to earn revenues through advertisements sold on these websites and mobile platforms.in the future. Our goal is to become the largesta network of consumer-based websites and iPhone applications and similar mobile platforms targeting viewers in the Hong Kong and Greater China Basin with contents on travel, food, entertainment, activities and city life. We plan to develop additional websites and mobile phone applications. We generate advertising revenues through banner and pay-per-click advertisements, as well as through application user fees.life, but we are not conducting any operations at this time.

Results of Operations

Two Years Ended December 31, 20172020 and 20162019

Net Sales

We generated revenues of $3,667$0 for the yearyears ended December 31, 2017, compared to $7,538 for fiscal 2016.2020 and 2019. The decrease inlack of revenue was mainly due to discounts offered to our advertisers.no operations in 2020 and 2019. Our principal source of revenues iswas from advertising banners on our websites. We also intend to generate future revenues from advertising and user fees related to our planned mobile phone applications.

Net Profit/Loss

We have incurred a net loss of $80,502$105,654 in 20172020, compared to athe net loss of $79,929$42,675 in 2016,2019. The significant increase of net loss in 2020 was principally due to a substantial decrease in our revenues and other income as discussed below.

We had other incomethe increase of $334 in 2017, attributable to the admin fees for new shares subscription and $11,077 in 2016, attributable to the write-off of accrued director fees and secretaryprofessional fees.

We incurred operating expenses of $105,654 in 2020, compared to $42,675 in 2019. We incurred professional fees of $99,820 and general, administrative and operating expenses of $84,503$5,834 in 2017 and $98,544 in 2016. Of these amounts, $nil related to the value2020, compared $38,211 of director fees to our directors in each of 2017 and 2016, respectively, in lieu of cash compensation for services rendered. In addition, a substantial portion of our expenses for the years ended December 31, 2017 and December 31, 2016 related to accounting service fees, legal serviceprofessional fees and professional service fees.$4,464 of general administrative and other operating expenses in 2019.

Taxes

Due to our lack of revenues, we have not incurred any tax obligations since inception. However, we would anticipate that income tax obligations will arise as we begin to generate significant revenue in the future.

Liquidity and Capital Resources

At December 31, 2017,2020 and 2019, we had cash and cash equivalents of $3,259, compared to $7,833 at December 31, 2016, a decrease of $4,574. This decrease is principally due to the increase in cash used in operation.$nil.

Currently, we have limitedalmost no operating capital. We expect that our current capital and our other existing resources will be sufficient only to provide a limited amount of working capital, and thecapital. We have no current revenues if any, generated from our business operations alone may not be sufficient to fund our operations or planned growth. We will likely require additional capital to continue to operate our business, and to further expand our business.

We expect our cash flow needs over the next 12 months to be approximately $90,000. However, this amount may be materially increased if market conditions are favorable for a more rapid expansion of our business model or if we adjust our model to exploit strategic acquisition opportunities. In addition, we may require additional cash flow to support our public company reporting requirements in the United States. Although our average monthly expenditures to date have averaged less than $7,500, we expect this rate to increase exponentially as our business expands. To date, we have been financed principally by our directors; however, we expect to secure third party financing or bank loans as necessary until we secure sufficient revenues, principally from advertisers on our websites, to sustain our ongoing operations.

Sources of additional capital through various financing transactions or arrangements with third parties may include equity or debt financing, bank loans or revolving credit facilities. We may not be successful in locating suitable financing transactions in the time period required or at all, and we may not obtain the capital we require by other means. Our inability to raise additional funds when required may have a negative impact on our operations, business development and financial results.

Going Concern Uncertainties

The accompanying financial statements have been presented onprepared using the basis that it is a going concern basis of accounting, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company incurred a net loss

As of $80,502 (from operations) for the year ended December 31, 2017 and2020, the Company experienced an accumulated deficit of $743,882. It also sustained operating losses$669,950 and the total, stockholders’ deficit of $322,788. The continuation of the Company as a going concern through December 31, 2021 is dependent upon the continued financial support from its stockholders. Management believes the Company is currently pursuing additional financing for its operations. However, there is no assurance that the Company will be successful in prior years as well. securing sufficient funds to sustain the operations.

These and other factors raise substantial doubt as to its ability to remain a going concern and obtain debt and/or equity financing and achieve profitable operations.

The Company's financial statements have been presented onabout the basis that it is a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has not generated significant revenue since inception and has never paid any dividends and is unlikely to pay dividends or generate significant earnings in the immediate or foreseeable future. Since January 23, 2006, the Company has generated revenue and has incurred an accumulated deficit of $743,882.

Besides devoting its efforts to develop websites on the Internet and through which to generate advertising income, the Company is exploring other business opportunities in Asia. The Company’s ability to continue as a going concern is dependent upon its ability to develop additional sources of capital, develop websites, generate advertising income, and ultimately, achieve profitable operations. The accompanyingconcern. These financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets and liabilities that mightmay result from the outcome of these uncertainties.

The Company intends to raise additional operating funds through equity and/or debt offerings. However, there can be no assurance management will be successful in its endeavors. Ultimately, the Company will need to achieve profitable operations in ordernot being able to continue as a going concern.

There are no assurances that the Company will be able to either (1) achieve a level of revenues adequate to generate sufficient cash flow from operations; or (2) obtain additional financing through either private placement, public offerings and/or bank financing necessary to support its working capital requirements. To the extent that funds generated from operations and any private placements, public offerings and/or bank financing are insufficient, the Company will have to raise additional working capital. No assurance can be given that additional financing will be available, or if available, will be on terms acceptable to the Company. If adequate working capital is not available, the Company may be required to curtail its operations.

Off-Balance Sheet Arrangements

As of December 31, 2017,2020, we did not have any off-balance sheet arrangements.

Critical Accounting Policies

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, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods.

Our management routinely makes judgments and estimates about the effects of matters that are inherently uncertain. As the number of variables and assumptions affecting the probable future resolution of the uncertainties increase, these judgments become even more subjective and complex. We have identified the following accounting policies, described below, as the most critical to an understanding of our current financial condition and results of operations.

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 (“US GAAP”) and are presented in US dollars.

Use of Estimates

The preparation of the financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Cash and Cash Equivalents

The Company considers all short-term highly liquid investments that are readily convertible to known amounts of cash and have original maturities of three months or less to be cash equivalents.

Income Taxes

The Company accounts for income taxes under ASC 740, Income taxes are determined in accordance withTaxes. Under the provisionsasset and liability method of ASC Topic 740, “Income Taxes” (“ASC 740”). Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statementstatements carrying amounts of existing assets and liabilities and their respective tax basis.bases. Deferred tax assets and liabilities are measured using enacted income tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. AnyThe 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 modeloccurs. A valuation allowance is provided for how companies should recognize, measure, present, and disclose in their financial statements uncertaincertain deferred 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 whenassets if it is more likely than not that the positionCompany will be sustained upon examinationnot realize tax assets through future operations. Deferred tax assets or liabilities were off-set by a 100% valuation allowance; therefore there has been no recognized benefit as of December 31, 2020 and 2019. 

Income Tax Provision in the tax authorities. Such tax positions must initially and subsequently be measured as the largest amountStatements of tax benefit that has a greater than 50% likelihood of being realized upon ultimate settlement with the tax authority assuming full knowledgeOperations

A reconciliation of the positionconsolidated federal statutory income tax rate and relevant facts.

Forthe effective income tax rate as a percentage of income before income taxes for the years ended December 31, 20172020 and 2016, the Company did not have any interest and penalties associated with tax positions. As of December 31, 2017 and 2016, the Company did not have any significant unrecognized uncertain tax positions.2019 is as follows:

Comprehensive Income

ASC Topic 220, “Comprehensive Income”, establishes standards for reporting and display of comprehensive income, its components and accumulated balances. Comprehensive income as defined includes all changes in equity during a period from non-owner sources. Accumulated other comprehensive income, as presented in the accompanying statement of stockholders’ equity, consists of changes in unrealized gains and losses on foreign currency translation. This comprehensive income is not included in the computation of income tax expense or benefit.

Stock-based Compensation

The Company accounts for employee and non-employee stock awards under ASC Topic 718, whereby equity instruments issued to employees for services are recorded based on the fair value of the instrument issued and those issued to non-employees are recorded based on the fair value of the consideration received or the fair value of the equity instrument, whichever is more reliably measurable.

Issuance of Shares for Service

The Company accounts for the issuance of equity instruments to acquire goods and services based on the fair value of the goods and services or the fair value of the equity instrument at the time of issuance, whichever is more reliably measurable.

Foreign Currencies Translation

The functional currency of the Company is Hong Kong dollars (“HK$”). The Company maintains its financial statements in the functional currency. Monetary assets and liabilities denominated in currencies other than the functional currency are translated into the functional currency at rates of exchange prevailing at the balance sheet dates. Transactions denominated in currencies other than the functional currency are translated into the functional currency at the exchanges rates prevailing at the dates of the transaction. Exchange gains or losses arising from foreign currency transactions are included in the determination of net income for the respective periods.

For financial reporting purposes, assets and liabilities of its subsidiaries whose functional currency is not the US$ are translated into US$, in accordance with ASC Topic 830-30, “Translation of Financial Statement”, using the exchange rate on the balance sheet date. Revenues and expenses are translated at average rates prevailing during the period. The gains and losses resulting from translation of financial statements of foreign subsidiaries are recorded as a separate component of accumulated other comprehensive income within the statement of stockholders’ equity.

Fair Value of Financial Instruments

The carrying value of the Company’s financial instruments (excluding short-term bank borrowing): cash and cash equivalents, accounts and retention receivable, prepayments and other receivables, accounts payable, income tax payable, amount due to a related party, other payables and accrued liabilities approximate at their fair values because of the short-term nature of these financial instruments.

Management believes, based on the current market prices or interest rates for similar debt instruments, the fair value of its obligation under finance lease and short-term bank borrowing approximate the carrying amount.

The Company also follows the guidance of the ASC Topic 820-10, “Fair Value Measurements and Disclosures” ("ASC 820-10"), with respect to financial assets and liabilities that are measured at fair value. ASC 820-10 establishes a three-tier fair value hierarchy that prioritizes the inputs used in measuring fair value as follows:

•          ·Level 1 :1: Inputs are based upon unadjusted quoted prices for identical instruments traded in active markets;

•·          Level 2 :2: Inputs are based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques (e.g. Black-Scholes Option-Pricing model) for which all significant inputs are observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Where applicable, these models project future cash flows and discount the future amounts to a present value using market-based observable inputs; and

•

·          Level 3 :3: Inputs are generally unobservable and typically reflect management’smanagement’s estimates of assumptions that market participants would use in pricing the asset or liability. The fair values are therefore determined using model-based techniques, including option pricing models and discounted cash flow models.

Fair value estimates are made at a specific point in time based on relevant market information about the financial instrument. These estimates are subjective in nature and involve uncertainties and matters of significant judgment and, therefore, cannot be determined with precision. Changes in assumptions could significantly affect the estimates.

Net Loss Per Share

The Company calculates net loss per share in accordance with ASC Topic 260, “Earnings per Share.” Basic income per share is computed by dividing the net income by the weighted-average number of common shares outstanding during the period. Diluted income per share is computed similar to basic income per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common stock equivalents had been issued and if the additional common shares were dilutive.

Revenue Recognition

In accordanceMay 2014 the FASB issued Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers (Topic 606), which supersedes all existing revenue recognition requirements, including most industry specific guidance. This new standard requires a company to recognize revenues when it transfers goods or services to customers in an amount that reflects the ASC Topic 605, “Revenue Recognition”,consideration that the company expects to receive for those goods or services.

The new revenue standards became effective for the Company on January 1, 2018, and were adopted using the modified retrospective method. The adoption of the new revenue standards as of January 1, 2018 did not change the Company’s revenue recognition as the Company did not have any revenue to be recognized.

Under the new revenue standards, the revenues are recognized when its customer obtains control of promised goods or services, in an amount that reflects the consideration which it expects to receive in exchange for those goods. The Company recognizes revenues from advertising insertion revenuefollowing the five step model prescribed under ASU No. 2014-09: (i) identify contract(s) with a customer; (ii) identify the performance obligations in the periodcontract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in which the advertisement is displayed, provided that evidence of an arrangement exists,contract; and (v) recognize revenues when (or as) we satisfy the fees are fixed or determinable and collection of the resulting receivable is reasonably assured. If fixed-fee advertising is displayed over a term greater than one month, revenues are recognized ratably over the period as described below. The majority of insertion orders have terms that begin and end in a quarterly reporting period. In the cases where at the end of a quarterly reporting period the term of an insertion order is not complete, the Company recognizes revenue for the period by pro-rating the total arrangement fee to revenue and deferred revenue based on a measure of proportionate performance of its obligation under the insertion order. The Company measures proportionate performance by the number of placements delivered and undelivered as of the reporting date.obligation.

Recent Accounting Pronouncements

In May 2014,June 2018, the Financial Accounting Standards Board (“FASB”)FASB issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers . The standard provides companies with a single model forASU 2018-07, Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting, which simplifies the accounting for revenue arising from contracts with customersshare-based payments granted to nonemployees for goods and supersedes current revenue recognition guidance, including industry-specific revenue guidance. The core principleservices, and aligns most of the model isguidance on such payments to recognize revenue when control of the goods or services transfers to the customer, as opposed to recognizing revenue when the risks and rewards transfer to the customer under the existing revenue guidance. The guidance permits companies to either applynonemployees with the requirements retrospectivelyfor share-based payments granted to all prior periods presented, or apply the requirements in the year of adoption, through a cumulative adjustment. In August 2015, the FASB issuedemployees. ASU 2015-14, Deferral of the Effective Date , which defers the required adoption date of ASU 2014-09 by one year. As a result of the deferred2018-07 is effective date, ASU 2014-09 will be effective for the Company in its first quarter of fiscal 2018.on January 1, 2019. Early adoption is permitted but not beforepermitted. The Company adopted this ASU on January 1, 2019 with no material impact on the original effective dateCompany’s financial statements.

In August 2018, the SEC issued Release No. 33-10532 that amends and clarifies certain financial reporting requirements. The principal change to our financial reporting will be the application of the disclosure requirement of changes in stockholders’ equity in Rule 3-04 of Regulation S-X to interim periods. The Company adopted this new standard ofrule beginning its financial reporting for the first quarter of fiscal 2017. The following ASUs were subsequently issued by the FASB to clarify the implementation guidance in some areas and add practical expedients: Inended March 2016, ASU 2016-08, Revenue from Contracts with Customers: Principal versus Agent Considerations; in April 2016, ASU 2016-10, Revenue from Contracts with Customers: Identifying Performance Obligations and Licensing; in May 2016, ASU 2016-12, Revenue from Contracts with Customers: Narrow Scope Improvements and Practical Expedients; and in December 2016, ASU 2016-20, Technical Corrections and Improvements to Revenue from Contracts with Customers . The Company’s is currently finalizing its evaluation of standard product sales arrangements and has identified an adoption impact related to revenue from certain distributor agreements which was deferred until the period in which the distributor sells through the inventory to the end customer. In connection with31, 2019. Upon the adoption of ASU 2014-09, the Company will change the recognition of sales to these distributors whereby revenue will be estimated and recognized in the period in which the Company transfers control of the product to the distributor; the adoption impact is not expected to be material. Other than this impact,rule, the Company has not identified any expected impactincluded the Statements of Stockholders’ Deficit with each interim reporting. The Company, based on further understanding of SEC Release No. 33-10532, made some modification on the timing and measurement of revenue for standard product sales arrangements from the adoptionpresentation of the standard andchanges in stockholders’ equity that is more in compliance with the Company is currently formalizing its final conclusions.SEC rule.

In February 2016, the FASB issued ASU No. 2016-02, Leases .(Topic 842), which issued new guidance related to leases that outlines a comprehensive lease accounting model and supersedes the current lease guidance. The standardnew guidance requires that a lessee recognize the assets and liabilities that arise from operating leases. A lessee should recognize in its balance sheet a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term. For leases with a term of 12 months or less, a lessee is permitted to make an accounting policy election by class of underlying asset notlessees to recognize lease liabilities and corresponding right-of-use assets for all leases with lease terms of more than 12 months. It also changes the definition of a lease and expands the disclosure requirements of lease liabilities. In transition, lessees and lessors are required to recognize and measure leases atarrangements. The new guidance must be adopted using the beginning of the earliest period presented using a modified retrospective approach. The guidance in ASU 2016-02 is effective for annualapproach and interim reporting periods beginning after December 15, 2018.

In March 2016, the FASB issued ASU No. 2016-09, Improvements to Employee Share-Based Payment Accounting, which changes the accounting for employee share-based payments, including the accounting for income taxes, forfeitures, and statutory tax withholding requirements, as well as classification in the statement of cash flows. Under the new guidance, excess tax benefits associated with share-based payment awards will be recognized in the income statement when the awards vest or settle, rather than in stockholders’ equity. In addition, it will increase the number of shares an employer can withhold to cover income taxes on share-based payment awards and still qualify for the exemption to liability classification. The guidance was effective for the Company in the first quarter of 2017.

In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows - Restricted Cash , which requires entities to show the changes in the total of cash, cash equivalents, restricted cash and restricted cash equivalents in the statement of cash flows. The guidance will be effective for the Company in its first quarter of fiscal 2018. Early adoption is permitted, including adoption in an interim period, but any adjustments must be reflected as of the beginning of the fiscal year that includes that interim period. The new standard must be adopted retrospectively.

In January 2017, the FASB issued ASU No. 2017-04, Intangibles - Goodwill and Other, which eliminates step two of the quantitative goodwill impairment test. Step two required determination of the implied fair value of a reporting unit, and then a comparisonbeginning after December 15, 2018. Adoption of this implied fair value withASU does not have material impact on the carrying amount of goodwill for the reporting unit, in order to determine any goodwill impairment. Under the new guidance, an entity is only required to complete a one-step quantitative test, by comparing the fair value of a reporting unit with its carrying amount, and any goodwill impairment charge is determined by the amount by which the carrying amount exceeds the reporting unit’s fair value. However, the loss should not exceed the total amount of goodwill allocated to the reporting unit. The standard is effective for the Company in the first quarter of 2020, with early adoption permitted as of January 1, 2017, and is to be applied on a prospective basis.

Company’s financial statements.

In March 2017,November 2019, the FASB issued ASU No. 2017-07, Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost , which changes how employers that sponsor defined benefit pension or other postretirement benefit plans present the net periodic benefit cost in the statement of operations. The new guidance requires entities to report the service cost component in the same line item or items as other compensation costs. The other components of net benefit cost are required to be presented in the statement of operations separately from the service cost component and outside the subtotal of loss from operations. ASU 2017-07 also provides that only the service cost component is eligible for capitalization. The standard is effective for the Company in the first quarter of 2018, with adoption to be applied on a retrospective basis.

In May 2017, the FASB issued ASU No. 2017-09, Compensation-Stock Compensation: Scope of Modification Accounting , which provides clarification on when modification accounting should be used for changes to the terms or conditions of a share-based payment award. This ASU does not change the accounting for modifications but clarifies that modification accounting guidance should only be applied if there is a change to the value, vesting conditions or award classification and would not be required if the changes are considered non-substantive. The amendments of this ASU are effective for the Company in the first quarter of 2018, with early adoption permitted.

In August 2017, the FASB issued ASU No. 2017-12, Derivatives and Hedging - Targeted Improvements to Accounting for Hedging Activities , which modifies the presentation and disclosure of hedging results. Further, it provides partial relief on the timing of certain aspects of hedge documentation and eliminates the requirement to recognize hedge ineffectiveness separately in income. The amendments in this ASU are effective for the Company in the first quarter of 2019.

In November 2017, the FASB has issued ASU No. 2017-14, Income Statement—Reporting Comprehensive Income2019-08, Compensation – Stock Compensation (Topic 220), Revenue Recognition (Topic 605),718) and Revenue from Contracts with Customers (Topic 606). ASU 2017-14 includes amendments, Codification Improvements – Share-Based Consideration Payable to certain SEC paragraphs within the FASB Accounting Standards Codification (Codification). ASU 2017-14 amends the Codification to incorporate the following previously issued guidance from the SEC. ‘Thea Customer. The amendments in ASU No. 2017-14 amendsthis Update require that an entity measure and classify share-based payment awards granted to a customer by applying the Codificationguidance in Topic 718. The amount recorded as a reduction of the transaction price is required to incorporate SEC Staff Accounting Bulletin (SAB) No. 116be measured on the basis of the grant-date fair value of the share-based payment award in accordance with Topic 718. The grant date is the date at which a grantor (supplier) and SEC Interpretive Releasea grantee (customer) reach a mutual understanding of the key terms and conditions of a share-based payment award. For entities that have not yet adopted the amendments in Update 2018-07, the amendments in this Update are effective for (1) public business entities in fiscal years beginning after December 15, 2019, and interim periods within those fiscal years, and (2) other than public business entities in fiscal years beginning after December 15, 2019, and interim periods within fiscal years beginning after December 15, 2020. The Company is evaluating the impact of this on Vaccines for Federal Government Stockpiles (SEC Release No. 33-10403) that bring existing SEC staff guidance into conformity with the FASB’s adoption of and amendments to ASC Topic 606, Revenue from Contracts with Customers.its consolidated financial statements.

In September 2017,December 2019, the FASB has issued ASU No. 2017-13, Revenue Recognition (Topic 605), Revenue from Contracts2019-12, Simplifying the Accounting for Income Taxes, which simplifies the accounting for income taxes, eliminates certain exceptions within ASC 740, Income Taxes, and clarifies certain aspects of the current guidance to promote consistent application among reporting entities. The guidance is effective for fiscal years beginning after December 15, 2020, and interim periods within those fiscal years, with Customers (Topic 606), Leases (Topic 840), and Leases (Topic 842): Amendments to SEC Paragraphs Pursuant to the Staff Announcement at the July 20, 2017 EITF Meeting and Rescission of Prior SEC Staff Announcements and Observer Comments.” The amendments in ASU No. 2017-13 amends the early adoption date optionpermitted. Upon adoption, the Company must apply certain aspects of this standard retrospectively for certain companies relatedall periods presented while other aspects are applied on a modified retrospective basis through a cumulative-effect adjustment to the adoption of ASU No. 2014-09 and ASU No. 2016-02. Bothretained earnings as of the below entities may still adopt usingbeginning of the public company adoption guidance infiscal year of adoption. The Company is evaluating the related ASUs, as amended. The effective date is the same as the effective date and transition requirements for the amendments for ASU 2014-09 and ASU 2016-02.impact of this on its consolidated financial statements.

Other accounting standards that have been issued or proposed by the FASB or other standards-setting bodies that do not require adoption until a future date are not expected to have a material impact on the Company’s consolidated financial statements upon adoption.

Tabular Disclosure of Contractual Obligations

This information is not required of smaller reporting companies.

This information is not required of smaller reporting companies.

Financial statements are attached hereto following Part IV, Item 15 beginning on Page F-1 of this Annual Report.

On June 1, 2017, the Company received a resignation notice by email from Centurion ZD CPA Limited (formerly DCAW (CPA) Limited), its independent registered accounting firm.

On July 27, 2017, the Company engaged HKCMCPA Company Limited ("HKCM"), as its new independent registered public accountant. During the year ended December 31, 2016, and prior to July 27, 2017 (the date of the new engagement), we did not consult with HKCM regarding (i) the application of accounting principles to a specified transaction, (ii) the type of audit opinion that might be rendered on the Company's financial statements by HKCM, in either case where written or oral advice provided by HKCM would be an important factor considered by us in reaching a decision as to any accounting, auditing or financial reporting issues or (iii) any other matter that was the subject of a disagreement between us and our former auditor or was a reportable event (as described in Items 304(a)(1)(iv) or Item 304(a)(1)(v) of Regulation S-K, respectively).INDEX TO CONSOLIDATED FINANCIAL STATEMENTS

Disclosure Controls and Procedures

We have established disclosure controls and procedures to ensure that material information relating to us is made known to the officers who certify our financial reports and to other members of senior management and the Board of Directors.

A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within a company have been detected. Our disclosure controls and procedures are designed to provide reasonable assurance of achieving its objectives. Based upon their evaluation as of December 31, 2017, our Principal Executive and Principal Financial and Accounting Officer have concluded that our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934) are not effective at that reasonable assurance level.

Management's Report on Internal Control Over Financial Reporting

Under the supervision and with the participation of our management, including our Principal Executive Officer and our Principal Financial and Accounting Officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting based on the criteria established inInternal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”). Based on our evaluation under the criteria established inInternal Control – Integrated Framework, our management concluded that our internal control over financial reporting was not effective as of December 31, 2017.

This Annual Report does not include an attestation report of our registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by our registered public accounting firm pursuant to rules of the Securities and Exchange Commission that permit smaller reporting companies to provide only management’s report in this Annual Report.

Changes in Internal Control Over Financial Reporting

There has been no change in our internal control over financial reporting that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting during the most recently completed fiscal quarter.

None.

PART III

The following table sets forth information regarding our executive officers and directors as of December 31, 2017.

Lim Kock Chiang currently serves as the Company’s Chairman and Chief Executive Officer, and is the Founder of Mi1 Group of companies. In addition to his service with the Company, Dato’ Dr. Lim has served as Marketing Manager of My Mi One Telco Solution since 2011 and Smart Magic Belt from 2006 to 2010. In addition, Dato’ Dr. Lim has been involved in his family’s business of egg production since 1994, which penetrated 90% of ASEAN market. Dato’ Dr. Lim started an entrepreneurship in 2006 that has expanded rapidly and has established a strong footing in Malaysia and Indonesia. Dato’ Dr. Lim holds his Doctor of Philosophy of Entrepreneurship from Wisconsin International University. We believe Dato’ Dr. Lim’s extensive experience in the trading industry, together with his experience running several businesses, qualify him to serve as Chairman and Chief Executive Officer.

Kok Seng Yeap served as Vice-Chairman of the Company from April 2016 to February 2017. In addition to his service with the Company, Dato’ Kok serves in various other capacities, including Chairman, Chief Executive Officer, President, Chief Financial Officer, Secretary and Treasurer at Toga Capital Limited, positions held since August 2015, Chief Executive Officer, President and Chief Financial Officer at Gold Billion Group Holdings Limited, positions held since November 2014, and Associate Director of First Asia Holdings Limited, a position held since November 2013. Dato’ Kok is also the Owner of RichCorp Holdings Ltd and has previously served as Managing Director of NobleCorp Asset Management Ltd and as an advisor for Hengyep International Wealth Management (Hong Kong) and IVP Holding Co. Ltd (Singapore). Dato’ Kok has served as a director of Gold Billion Group Holdings Limited since November 2014 and Kingsburg Holdings Limited since 2012. Dato’ Kok has received qualifications from the Malaysia Insurance Institute and Rockwills Sdn Bhnd, Malaysia. We believe Dato’ Kok’s vast experience in the financial industry qualifies him to service as Vice-Chairman.

Kok May EE served as the Company’s Chief Financial Officer and as a Director from April 2016 to February 2017. In addition to her service with the Company, Ms. Kok is the Director of Finemetal Malaysia Sdn. Bhd, a Company dealing with Swiss precious metal traders, a position she had held since July 2014. Since 2012, Ms. Kok has served as CEO of a financial group company in Hong Kong. Ms. Kok received a finance degree from Middlesex University in London, where she graduated with first class honors. She also holds a MBA from the University of St. Mark & St. John. We believe Ms. Kok’s management and professional knowledge of financial analysis qualify her to serve as our Chief Financial Officer and as a Director.

Tan Peng Kwan served as the Company’s Chief Operating Officer and as a Director from April 2016 to February 2017. In addition to his service with the Company, Dr. Tan participates in the management of the Mi1 Group of companies. From 2012 until 2016, Dr. Tan worked as the contracted Chinese Physician of B4ItHappens, in Petaling Jaya, Selangor, Malaysia. Dr. Tan holds a degree in management and a certification in Traditional Chinese Medicine. We believe that Dr. Tan’s experience in administering, directing and coordinating business operations qualifies him to serve as our Chief Operating Officer and as a Director.

Mustapha BinTaib served as the Company’s Chief Marketing Officer and as a Director from April 2016 to April 2017. Prior to joining the Company, Mr. Taib served as Special Officer in the Ministry of Higher Education, Ministry of Agriculture and Ministry of International Trade and Industries, a position he held from 2007 to 2014. In 2005, Mr. Taib was appointed Deputy Director General of Jasa Malaysia and in 2001 he was appointed to a think-tank panel for the Special Affairs Department of the Ministry of Information Malaysia. From 1974 to 1998, Mr. Taib worked as a Lecturer for Kelantan Islamic Foundation, Islam Academic of Malaya University and Yayasan Dakwah Islamiah. We believe that Mr. Taib’s vast network and experience working with governmental entities qualify him to serve as our Chief Marketing Officer and as a Director.

Chan Kwong Kean served as a Director of the Company from April 2016 to February 2017. In addition to his service with the Company, Mr. Chan serves as assistant General Manager and Director of Mi1 Group of companies, where he handles all operations. Over the past 14 years, Mr. Chan has worked at TNS Global Market Research Company and MPH Bookstores as a Senior Finance Executive. Mr. Chan has gained additional business experience by running his own franchise retail business, Cosway. Mr. Chan received a Functional Nutrition degree in 2010 from Nutrition Therapist and a Higher Diploma in Accounting in 2003. We believe that Mr. Chan’s vast experience in a wide variety of disciplines qualifies him to serve as a Director.

Phang FukTjhan served as a Director of the Company from April 2016 to June 2017. In addition to his service with the Company, Mr. Tjhan serves as General Manager of Pt. Mi One Global Indonesia, a PMA company engaged in telecommunications a position he has held since November 2015. In 2014, Mr. Tjhan worked as an account and finance manager at City Bank in Jakarta. From 2002 to 2008, Mr. Tjhan worked at PT. Laras Cemerlang as a money changer. From 1996 to 2002, Mr. Tjhan worked in banking at Bank Tiara Asia and Citibank. Mr. Tjhan received a degree from STBA-Yapari Bandung in 1994. We believe that Mr. Tjhan’s vast experience in the banking world, together with his hard work and motivation, qualify him to serve as a Director.

Wan MohdAkmal Bin Wan Salleh served as a Director of the Company from April 2016 to February 2017. During the past five years, Mr. Akmal has worked as a consultant in fund management, forex marketing and information technology services. Additionally, Mr. Akmal started his own telecommunications company. Mr. Akmal received a Bachelor’s degree in Electrical Power Engineering in 2010 and is currently working on his MBA. We believe that Mr. Akmal’s vast experience in telecommunications qualifies him to serve as a Director.

DadengHidayat served as an Associated Director of the Company from June 2016 to June 2017. In addition to his service with the Company, Mr. Hidayat has served as Coordinator of Corruption Investigation Forum, Secretary of the Foundation of Indonesia Bersatus, Chief of Red and White Center and as a delegate to Tabloid Media Corruption Court in Jakarta during the year 2015. From 2012 to 2015, Mr. Hidayat served as President Director of PT. Stars Duta Indonesia. He served as President Director of PT. Coin Investment Development from 2010 to 2012, President Director of PT. Coins Chem Tech from 2004 to 2009 and PT. Prabu Gentar Bumi from 2001 to 2004. Mr. Hidayat graduated from Universitas Borobudur in 2000 and has also had a career as a journalist. We believe that Mr. Hidayat’s vast experience in financial management and human resources qualifies him to serve as a Director.

Muhammad YunusYosfiah served as an Associated Director of the Company from June 2016 to February 2017. Prior to his role as Director, Lieutenant General (ret.) Muhammad Yunus’ served as Minister of Information under President Bacharuddin Jusuf Habibie. From 2004 to 2009, Mr. Yosfiah served as a member of Parliament and sat on the Comission XI. In 2002, Mr. Yosfiah became a member of the United Development Party. Prior to his involvement with the United Development Party, he was Information Minister in the Development Reform Cabinet from 1998-1998 and chairman of the ABRI faction in MPR Indonesia in 1997. We believe that Mr. Yosfiah’s vast experience in military and government qualifies him to serve as a Director.

Family Relationships

Kok Seng Yeap and Kok May EE are siblings. Other than the foregoing, there is no family relationship between any director, executive officer or director nominee.

Legal Proceedings

During the past ten years, none of our directors, executive officers or control persons have been involved in any of the following events:

Code of Ethics

We have adopted a written Code of Ethics that applies to all of our officers, directors and employees, including our principal executive officer and principal financial officer, or persons performing similar functions. We will make a copy of our Code of Ethics available to anyone upon written request.

Board Nominations

There have been no material changes to the Company’s procedures by which stockholders may recommend nominees to the Board of Directors.

Audit Committee Matters

The Company does not have a formal Audit Committee. All matters are handled by the Board of Directors.

Section 16(a) Beneficial Ownership Reporting Compliance

Section 16(a) of the Securities Exchange Act of 1934 requires our officers, directors and persons who own more than ten percent of a registered class of our equity securities to file reports of ownership and changes in ownership with the Securities and Exchange Commission. Officers, directors and ten percent stockholders are required by regulation to furnish us with copies of all Section 16(a) forms they file. Based solely on copies of such forms received or written representations from certain reporting persons that no Form 5s were required for those persons, we believe that, during the fiscal year ended December 31, 2017, all filing requirements applicable to our officers, directors and greater than ten percent beneficial owners were complied with.

Executive Officers

None of the Company’s Named Executive Officers have received compensation in the form of cash for their management services to the Company since our inception; however, each has received cash or share-based compensation in lieu of cash for services as directors as set forth in the Summary Compensation Table below. Future compensation of officers will be determined by the Board of Directors based upon our financial condition and performance, our financial requirements, and individual performance of each officer.

We do not have an employment agreement with the Company’s Named Executive Officers. Further, we have no compensatory plans or arrangements, including payments to be received from the Company, with respect to either Executive Officer or any other of our employees, which would in any way result in payments to any such person because of resignation, retirement or other termination of such person's employment with us, or any change in control of the Company, or a change in the person's responsibilities following such a change in control.

No retirement, pension, profit sharing, stock option or insurance programs or other similar programs have been adopted by us for the benefit of our executive officers and employees.

Directors

Pursuant to our bylaws, our directors are eligible to be reimbursed for their actual out-of-pocket expenses incurred in attending board meetings and other director functions, as well as fixed fees and other compensation to be determined by our board of directors. The fixed fee is determined by the Board of Directors from time to time.In 2017 and 2016, we did not pay cash compensation to our directors for services as directors. In 2017 and 2016, Mr. Kok Seng Yeap’s reimbursed expenses were $48,793 and $46,600, respectively.

Compensation Committee Interlocks and Insider Participation; Compensation Committee Report

This information is not required of smaller reporting companies.

The following table sets forth certain information regarding the beneficial ownership of our common stock as of December 31, 2017. The information in this table provides the ownership information for:

Beneficial ownership has been determined in accordance with the rules and regulations of the SEC and includes voting or investment power with respect to our common stock and those rights to acquire additional shares within sixty days. Unless otherwise indicated, the persons named in the table below have sole voting and investment power with respect to the number of shares of common stock indicated as beneficially owned by them, except to the extent such power may be shared with a spouse. Common stock beneficially owned and percentage ownership are based on 20,000 shares of common stock currently outstanding and no additional shares potentially acquired within sixty days.

Change of Control Arrangements

None.

Securities Authorized for Issuance Under Equity Compensation Plans

None.

Our directors have advanced funds on an interest-free basis, with no maturity date, from inception for working. Amounts advanced totaled $156,493 in 2017 and $98,306 in 2016. In 2017 and 2016, Mr. Kok Seng Yeap advanced amounts for cash and professional service fees.

As of the date of this Annual Report, we have no standing committees and our entire board of directors serves as our audit and compensation committees. We have determined that none of our directors are independent based on an analysis of the standards for independence set forth in Section 121A of the American Stock Exchange Company Guide. If we undertake to qualify our common stock for quotation in the over-the-counter market, we may need to ensure we meet any eligibility requirements with respect to independent directors.

Audit Fees

During the year ended December 31, 2017, we paid our principal accountants $7,821 in connection with our annual audit for the year ended December 31, 2016 and the review of our Quarterly Reports on Form 10-Q. The fee for the audit of the financial statements included in this Annual Report on Form 10-K for the fiscal year ended December 31, 2017 is $5,000. The aggregate of such fees is $12,821.

Audit-Related Fees

We did not receive audit-related services that are not reported as Audit Fees for the year ended December 31, 2017.

Tax Fees

During fiscal 2017, our principal accountant did not render services to us for tax compliance, tax advice and tax planning.

All Other Fees

During fiscal 2017, there were no fees billed for products and services provided by the principal accountant other than those set forth above.

Audit Committee Approval

We do not have a formal audit committee. Our Board of Directors pre-approved all of the foregoing services.

PART IV

(a) The following Exhibits are filed as part of this report.

*Filed herewith

Not applicable.

MI1 GLOBAL TELCO., INC.

INDEX TO FINANCIAL STATEMENTS

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

The

To the Board of Directors and Stockholders of

Mi1 Global Telco., AFF Holding Group, Inc.

Opinion on the Financial Statements

We have audited the accompanying balance sheets of Mi1 Global Telco.,AFF Holding Group, Inc. (the “Company”)Company) as of December 31, 20172020 and 2016,2019, and the related statements of operation, cash flows, andoperations, changes in stockholders’ deficit, and cash flows for each of the two years in the periodthen ended, December 31, 2017, and the related notes (collectively referred to as the “financial statements”)financial statements). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 20172020 and 2016,2019, and the results of its operations and its cash flows for each of the two years in the periodthen ended, December 31, 2017, in conformity with accounting principles generally accepted in the United States of America.

Emphasis of

Going Concern Matter

As discussed in Note 2 to the financial statements, as of December 31, 2017,2020, the Company experienced an accumulated deficit of $743,882$669,950 and suffered from continuous losses for each of the two years in the periodyear ended December 31, 2017.2020. Management’s plans in regard to this matter are described in Note 2.

Basis for Opinion

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”)(PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

/s/HKCMCPA Company Limited RH CPA

We have served as the Company’s auditor since 2017.2019.

Hong Kong, ChinaBayside, New York

May 22, 2018April 1, 2021

MI1 GLOBAL TELCO.,AFF HOLDING GROUP INC.

BALANCE SHEETS

(Stated in US Dollars)

Note: There was a 1-for-10,000 reverse stock split of the Company’s common stock effective on October 24, 2017.

See accompanying notes to financial statements.

MI1 GLOBAL TELCO., INC.

STATEMENTS OF OPERATIONS

(Stated in US Dollars)