UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q

x

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

FOR THE QUARTERLY PERIOD ENDED JANUARYOCTOBER 31, 2017

Commission file number 333-199108333-199108

SUMMIT NETWORKS INC.

SUMMIT NETWORKS INC.
(Exact name of registrant as specified in its charter)

Nevada

(State or other jurisdiction of incorporation or organization)

Room 710A, 7/F., Ho King Commercial Centre,

Jaunciema gatve 40,

Ziemeļu rajons, Rīga,2-16 Fa Yuen Street, Mong Kok, Kowloon,

LV-1023, LatviaHong Kong

(Address (Address of principal executive offices, including zip code.)


(775) 572-8824 (852) 6997-0034

(Telephone number, including area code)

Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the last 90 days. Yes x No o

YES [ X ] NO [  ]

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x No o

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," "non-accelerated filer," and "smaller reporting company" in Rule 12b-2 of the Exchange Act.

          

Large accelerated filer

¨

Accelerated filer

¨

Non-accelerated filer

¨

Smaller reporting company

x

Large accelerated filer   [   ]Accelerated filer   [   ]

                          Non-accelerated filer   [   ]Smaller reporting company [X]

Emerging Growth Company [  ]                                                    

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

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

. YES [  ] NO [ X ]

State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date:  5,000,0005,250,000 shares as of March 21,December 20, 2017.


-1-

 

SUMMIT NETWORKS INC.

TABLE OF CONTENTS


PART I – FINANCIAL INFORMATION

Item 1.  Financial Statement (Unaudited)

 

              Unaudited Balance Sheets as of October 31,  and July 31, 2017

              Unaudited Statements of Operations for the Three Months Ended

              October 31,  2017 and 2016

              Unaudited Statements of Cash Flows for the Three Months Ended,

              October 31, 2017 and 2016

              Notes to Unaudited Financial Statements

 
 

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

Item 3. Quantitative and Qualitative Disclosures About Market Risks

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. Default upon Senior Securities

Item 4. Mine Safety Disclosures

Item 5. Other Information

Item 6. Exhibits

SIGNATURES


Special Note Regarding Forward-Looking Statements

Information included in this Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (“Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (“Exchange Act”). This information may involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Summit Networks Inc. (the “Company”), to be materially different from future results, performance or achievements expressed or implied by any forward-looking statements. Forward-looking statements, which involve assumptions and describe future plans, strategies and expectations of the Company, are generally identifiable by use of the words “may,” “will,” “should,” “expect,” “anticipate,” “estimate,” “believe,” “intend,” or “project” or the negative of these words or other variations on these words or comparable terminology. These forward-looking statements are based on assumptions that may be incorrect, and there can be no assurance that these projections included in these forward-looking statements will come to pass. Actual results of the Company could differ materially from those expressed or implied by the forward-looking statements as a result of various factors. Except as required by applicable laws, the Company has no obligation to update publicly any forward-looking statements for any reason.  This Quarterly Report, and unless otherwise noted, the words "we," "our," "us," the "Company," "SNTW" or “Icon” refers to Summit Networks Inc.                            

-2-

PART I. FINANCIAL INFORMATION


ITEM 1. FINANCIAL STATEMENTSSTATEMENT 

SUMMIT NETWORKS INC.

SUMMIT NETWORKS INC.

Balance Sheet

 

 

 

 

 

 

 

 

 

January 31,

 

 

July 31,

 

 

 

2017

 

 

2016

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

 

 

 

 

 

ASSETS

 

Current Assets

 

 

 

 

 

 

Cash

 

 

162

 

 

 

859

 

Total Current Assets

 

$162

 

 

$859

 

 

 

 

 

 

 

 

 

 

Other Assets

 

 

1,000

 

 

 

1,000

 

Property & Office Equipment, net

 

 

13,566

 

 

 

14,362

 

 

 

 

 

 

 

 

 

 

Deferred Tax Asset

 

 

-

 

 

 

1,478

 

TOTAL ASSETS

 

$14,728

 

 

$17,699

 

 

 

 

 

 

 

 

 

 

LIABILITIES & STOCKHOLDERS' EQUITY

 

 

 

 

 

 

 

 

 

Current Liabilities

 

 

 

 

 

 

 

 

Due to related party

 

 

458

 

 

 

458

 

Accounts payable

 

 

-

 

 

 

-

 

Accrued expenses

 

 

500

 

 

 

500

 

Total Liabilities

 

$958

 

 

$958

 

 

 

 

 

 

 

 

 

 

Stockholders' Equity

 

 

 

 

 

 

 

 

Common stock, ($0.001 par value, 75,000,000 shares

 

 

 

 

 

 

 

 

authorized; 5,000,000 shares issued and outstanding

 

 

 

 

 

 

 

 

as of January 31, 2017 and July 31, 2016

 

 

5,000

 

 

 

5,000

 

Additional Paid in Capital

 

 

39,000

 

 

 

39,000

 

Income (deficit) accumulated during development stage

 

 

(30,230)

 

 

(27,259)

Total Stockholders' Equity

 

 

13,770

 

 

 

16,741

 

TOTAL LIABILITIES & STOCKHOLDERS' EQUITY

 

$14,728

 

 

$17,699

 

(A Development Stage Company)

BALANCE SHEETS

 

Notes    

October 31, 2017

 

July 31, 2017

ASSETS

 

 

(Unaudited)

 

 

(Audited) 

Current assets:

 

 

 

 

 

 

Cash and cash equivalents

 

$

-

 

$

-

Total current assets

 

 

-

-

Non-current assets

 

  Other Assets

 

$

1,000

$

1,000

  Property & Office Equipment, net

 

12,369

12,768

  Deferred Tax Asset

 

-

-

Total non-current assets

 

13,369

13,768

TOTAL ASSETS

 

$

13,369

 

$

13,768

 

LIABILITIES

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

Current liabilities:

 

Accounts payable

 

$

43,822

 

$

-

Amount due to related party

 

 

13,235

 

 

11,217

Accrued expenses

 

 

7,213

 

 

-

Total current liabilities

 

 

64,270

 

 

11,217

TOTAL LIABILITIES

 

$

64,270

 

 $

11,217

 

 

 

 

 

 

 

Stockholders’ equity

Common stock, $0.001 par value, 75,000,000 shares authorized;5,000,000 and 5,000,000 shares issued and outstanding, as at October 31, and July 31, 2017 respectively

 

 

 

5,000

 

 

 

 

 

5,000

 

 

 

Additional paid-in capital

 

 

39,000

 

 

39,000

(Accumulated deficit) during development stage

 

 

(94,901)

 

(41,449)

TOTAL STOCKHOLDERS’ EQUITY

 

 

(50,901)

 

2,551

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY

 

$

13,369

 

$

13,768

 

See Notesaccompanying notes to Financial Statements.unaudited financial statements

2
-3-

SUMMIT NETWORKS INC.

(A Development Stage Company)

SUMMIT NETWORKS INC.

Statement of Operations

(Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For the

 

 

For the

 

 

For the

 

 

For the

 

 

 

Three Months

Ended

 

 

Three Months

Ended

 

 

Six Months

Ended

 

 

Six Months

Ended

 

 

 

January 31,

 

 

January 31,

 

 

January 31,

 

 

January 31,

 

 

 

2017

 

 

2016

 

 

2017

 

 

2016

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Sales

 

$7,560

 

 

$8,403

 

 

$20,183

 

 

$29,377

 

Cost of Goods

 

 

3,648

 

 

 

7,775

 

 

 

14,917

 

 

 

16,137

 

Gross Profit

 

 

3,912

 

 

 

629

 

 

 

5,266

 

 

 

13,240

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Selling, General & Administrative Expenses

 

 

4,362

 

 

 

3,107

 

 

 

8,239

 

 

 

22,327

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income from operations

 

 

(450)

 

 

(2,478)

 

 

(2,973)

 

 

(9,087)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other income (expenses)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income before income taxes

 

 

(450)

 

 

(2,478)

 

 

(2,973)

 

 

(9,087)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income tax benefit

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Income (Loss)

 

 

(450)

 

 

(2,478)

 

 

(2,973)

 

 

(9,087)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic and diluted earnings per share

 

$(0.00)

 

$(0.00)

 

$(0.00)

 

$(0.00)

Weighted average number of common shares outstanding

 

 

5,000,000

 

 

 

5,000,000

 

 

 

5,000,000

 

 

 

5,000,000

 

STATEMENT OF OPERATIONS 

(Unaudited)

 

Notes

For the Three Months Ending

 

 

From Inception July 08, 2014 to Through

 

 

 Oct 31, 2017

 

Oct 31, 2016

 

 

Oct. 31, 2017

 

 

 

 

 

 

 

Sales

 

$

-

$

12,623

$

223,910

Cost of sales

 

 

-

11,269

163,257

Gross profit

 

 

-

1,354

60,653

 

 

 

 

 

Selling, General and Administrative Expenses

 

 

53,452

 

 

3,877

157,033

(Loss) /Income  from operations

 

 

(53,452)

 

 

    (2,522)

(96,379)

 

 

 

 

 

Other income (expense):

 

 

-

 

 

-

 

 

 

 

 

(Loss) /Income before income taxes

 

 

(53,452)

 

 

(2,522)

 

(96,380)

Income taxes benefit

 5

 

-

 

 

-

 

1,478

Net (loss) income

 

 

(53,452)

 

 

           (2,522)

 

(94,901)

 

 

 

 

 

 

 

Basic earnings (loss) per share of common stock

 

 

(0.01)

 

 

(0.00)

 

 

 

 

 

 

 

 

Diluted earnings (loss) per share

 

 

(0.01)

 

 

(0.00)

 

 

 

 

 

 

 

 

Weighted average shares used in calculating basic/ diluted earnings ( loss) per share

 

 

5,000,000

 

 

5,000,000

 

 

 

 

 

 

 

 

See accompanying notes to unaudited financial statements


-4-

 

SUMMIT NETWORKS INC.

(A Development Stage Company)

STATEMENT OF CASH FLOWS 

(Unaudited)

 

 

 

From Inception

 

 

For the Three Months Ended

July 08, 2014 to (inception)

Through

 

 

Oct 31, 2017

 

 

Oct 31, 2016

Oct 31, 2017

Cash flows from operating activities:

 

 

 

 

 

 

 

Net (loss) income

 

$

(53,452)

 

 

$

(2,522)

$

(94,901)

Adjustments to reconcile net loss to net cash used in operating activities:

 

-

--

Depreciation expenses

 

 

399

 

 

 

399

5,381

Provision (benefit) for deferred taxes

 

-

1,478

(1,478)

Changes in operating assets and liabilities:

 

 

 

 

Other assets

 

 

-

 

 

 

-

(1,000)

Accounts payable

 

 

43,822

 

 

 

-

56,060

Accrued Expenses

 

7,213

 

-

7,213

Net cash (used in) provided by operating activities

 

 

(2,018)

 

 

 

(646)

(28,725)

Cash flows from investing activities:

 

 

 

 

 

Acquisition of Property & Equipment

 

-

-

(17,750)

Net cash (used in) investing activities

 

 

-

 

 

-

 

(17,750)

Cash flows from financing activities:

 

 

 

 

 

    Issuance of common stock

 

-

-

44,000

Amounts due from related party

 

 

2,018

 

 

-

2,475

Net cash (used in) provided by financing activities

 

 

2,018

 

 

-

 46,475

 

 

 

 

 

 

 

Net increase (decrease) in cash

 

 

-

 

 

 

(646)

-

Cash – beginning of period

 

 

-

 

 

 

859

 

-

Cash – end of period

 

$

-

 

 

$

213

 

$                            -

Supplemental disclosures of cash flow information:

 

 

 

 

 

Interest paid

 

$

-

 

 

$

-

 

$                            -

Income taxes

 

$

-

 

 

$

-

 

$                            -



See Notesaccompanying notes to Financial Statements.unaudited financial statements


-5-

 


3


SUMMIT NETWORKS INC.

Statement of Cash Flows

(Unaudited)

 

 

 

 

 

 

 

 

 

For the

 

 

For the

 

 

 

Six Months

Ended

 

 

Six Months

Ended

 

 

 

January 31,

 

 

January 31,

 

 

 

2017

 

 

2016

 

 

 

 

 

 

 

 

CASH FLOWS FROM OPERATING ACTIVITIES

 

 

 

 

 

 

Net income (loss)

 

$(2,973)

 

$(9,087)

Adjustments to reconcile net loss to net cash provided by (used in) operating activities:

 

 

 

 

 

 

 

 

Depreciation Expense

 

 

798

 

 

 

797

 

Provision (benefit) for deferred taxes

 

 

1,478

 

 

 

-

 

Changes in operating assets and liabilities:

 

 

 

 

 

 

 

 

Other assets

 

 

-

 

 

 

-

 

Income Taxes payable

 

 

-

 

 

 

-

 

Accrued expenses

 

 

-

 

 

 

-

 

Net cash provided by (used in) operating activities

 

 

(697)

 

 

(8,290)

 

 

 

 

 

 

 

 

 

CASH FLOWS FROM INVESTING ACTIVITIES

 

 

 

 

 

 

 

 

Deferred Tax Asset

 

 

-

 

 

 

-

 

Net cash provided by (used in) investing activities

 

 

-

 

 

 

-

 

 

 

 

 

 

 

 

 

 

CASH FLOWS FROM FINANCING ACTIVITIES

 

 

 

 

 

 

 

 

Advances from related party

 

 

-

 

 

 

-

 

Issuance of common stock

 

 

-

 

 

 

-

 

Net cash provided by (used in) financing activities

 

 

-

 

 

 

-

 

 

 

 

 

 

 

 

 

 

Net increase (decrease) in cash

 

 

(697)

 

 

(8,290)

Cash at beginning of period

 

 

859

 

 

 

8,711

 

Cash at end of year

 

$162

 

 

$421

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

 

 

 

 

 

 

 

 

Cash paid during year for :

 

 

 

 

 

 

 

 

Interest

 

$-

 

 

$-

 

Income Taxes

 

$-

 

 

$-

 

SUMMIT NETWORKS INC.

(A Development Stage Company)

STATEMENT OF STOCKHOLDERS’ EQUITY 

(Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

Accumulated

 

 

 

 

 

Common Stock

 

Additional

 

Deficit during

 

 

 

Total

 

Shares

 

Amount

 

paid-in

 

Development

 

Subscription

 

stockholders'

 

outstanding

 

 

 

capital

 

Stage

 

Receivable

 

equity/(deficit)

 

 

 

 

 

 

 

 

 

 

 

 

Balance, July 8, 2017-$-$-$-$-$-

 

 

 

 

 

 

 

 

 

 

 

 

Stock issued on July 23, 2014 

 

 

 

 

 

 

 

 

 

 

 

@$0.001 per share

4,000,000

 

4,000

 

-

 

-

 

-

 

4,000

 

 

 

 

 

 

 

 

 

 

 

 

Net profit, July 31, 2014

-

 

-

 

-

 

5,090

 

-

 

5,090

 

 

 

 

 

 

 

 

 

 

 

 

Balance , July 31, 2014

4,000,000

$

4,000

$

-

$

5,090

$

-

$

9,090

 

 

 

 

 

 

 

 

 

 

 

 

Stock issued on Jan 29, 2015 

 

 

 

 

 

 

 

 

 

 

 

@$0.04 per share

1,000,000

 

1,000

 

39,000

 

-

 

-

 

40,000

 

Net (loss), July 31, 2015

 

 

 

(22,902)

 

 

(22,902)

 

Balance, July 31, 2015

 5,000,000

$

5,000

 $

39,000 

 $

(17,812)

 $

-  

 $

26,188 

 

Net (loss), July 31, 2016 

 

 

 

 

 

 

(9,447)

 

-

 

 (9,447)

 

Balance, July 31, 2016

 5,000,000

$

5,000

 $

39,000 

 $

(27,259)

 $

-

 $

16,741 

 

Net (loss), July 31, 2017

 

 

 

(14,190)

 

 

(14,190)

 

Balance, July 31, 2017

 5,000,000

$

5,000

 $

39,000 

 $

(41,449)

 $

-  

 $

2,551 

 

Net (loss), Oct 31, 2017 

 

 

 

 

 

 

(53,452)

 

-

 

 (53,452)

 

Balance, Oct 31, 2017

 5,000,000

$

5,000

 $

39,000 

 $

(94,901)

 $

-

 $

(50,901) 

 

See accompanying notes to unaudited financial statements

See Notes to Financial Statements.

4

-6-

 

SUMMIT NETWORKS INC.

Notes to Financial Statements(A Development Stage Company)

NOTES TO UNAUDITED FINANCIAL STATEMENTS


NOTE 1.ORGANIZATION AND DESCRIPTION OF BUSINESS


Summit Networks Inc. (the “Company”) was incorporated under the laws of the State of Nevada on July 8, 2014.  The Company was formed to engage in the development and operation of a business engaged in the distribution of glass craft products produced in China.

The Company is in the development stage. Its activities to date have been limited to capital formation, organization, development of its business plan and minimal sales. The Company has commenced limited operations. As such, the Company is subject to all risks inherent to the establishment of a start-up business enterprise.

NOTE 2.

BASIS OF PRESENTATION

The accompanying financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“US GAAP”).

The Company has a July 31, year-end.

 

NOTE 2. 3.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

a.

a. Basis of Presentation

The accompanying financial statements have been prepared in accordance with generally accepted accounting principles (“US GAAP”).

In June 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-10, “Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation.” This ASU removes the definition of a development stage entity from the ASC, thereby removing the financial reporting distinction between development stage entities and other reporting entities from GAAP. In addition, the ASU eliminates the requirements for development stage entities to (1) present inception-to-date information in the statements of operations, cash flows, and shareholders’ deficit, (2) label the financial statements as those of a development stage entity, (3) disclose a description of the development stage activities in which the entity is engaged, and (4) disclose in the first year in which the entity is no longer a development stage entity that in prior years it had been in the development stage. Early adoption is permitted. The Company has adopted this ASU and, accordingly, no inception to date financial information is disclosed and the accompanying financial statements are not labeled as those of a development stage entity.

The Company has a July 31, year-end.

b. Reclassification

Certain amounts in the prior period financial statements have been reclassified to conform to the current period presentation. These reclassifications had no effect on reported net income or losses.

c. Earnings per Share

ASC No. 260, “Earnings Per Share”, specifies the computation, presentation and disclosure requirements for earnings (loss) per share for entities with publicly held common stock.

5

SUMMIT NETWORKS INC.

Notes to Financial Statements

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

The Company has adopted the provisions of ASC No. 260.

Basic net loss per share amounts is computed by dividing the net loss by the weighted average number of common shares outstanding. Diluted earnings per share are the same as basic earnings per share due to the lack of dilutive items in the Company.

d. Cash and Equivalents

The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents.

e. Use of Estimates and Assumptionsestimates

The preparation of 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 disclosure 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. There were no significant estimates in the current reporting period.

Due to the limited level of operations, the Company has not had to make material assumptions or estimates other than the assumption that the Company is a going concern.

f. b.

Fair value of financial instruments

ASC 825, “Disclosures about Fair Value of Financial Instruments”, requires disclosure of fair value information about financial instruments. ASC 820, “Fair Value Measurements” defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles, and expands disclosures about fair value measurements. Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of October 31, 2017.

Fair values were assumed to approximate carrying values of on-balance-sheet financial instruments since they are short term in nature. These financial instruments include cash and related party loan payable.

c.

Earnings per Share

ASC No. 260, “Earnings Per Share”, specifies the computation, presentation and disclosure requirements for earnings (loss) per share for entities with publicly held common stock.   The Company has adopted the provisions of ASC No. 260.  

Basic net loss per share amounts is computed by dividing the net loss by the weighted average number of common shares outstanding.  Diluted earnings per share are the same as basic earnings per share due to the lack of dilutive items in the Company.

d.

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.


-7-

SUMMIT NETWORKS INC.

(A Development Stage Company)

NOTES TO UNAUDITED FINANCIAL STATEMENTS


NOTE 3.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

e.

Income Taxes

Income taxes are provided in accordance with ASC No. 740, Accounting for Income Taxes.  A deferred tax asset or liability is recorded for all temporary differences between financial and tax reporting and net operating loss carryforwards.carry forwards. Deferred tax expense (benefit) results from the net change during the year of deferred tax assets and liabilities.

Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion of all of the deferred tax assets will be realized.  Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment.

f.

g. Revenue Recognition

The Company recordswill recognize revenue on the accrual basisin accordance with ASC topic 605 “Revenue Recognition” - when all goods and services have been performed and delivered, the amounts are readily determinable, and collection is reasonably assured.  The Company has generated $215,901$223,910 in revenue from the sales of glass products since its inception.

g.

h. AllowancesCost of Sales

Amounts that will be recorded as cost of sales relate to direct expenses incurred in order to fulfill orders of our customers. Such costs are recorded and allocated as incurred. Our cost of sales will consist primarily of the cost of product and shipping expenses.

All orders from customers are prepaid prior to shipment and delivery so no allowance is necessary.h.

6

SUMMIT NETWORKS INC.

Notes to Financial Statements

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

i. Warranties

Summit, and its customers, has the right to inspect the goods upon receipt and notify the Supplier of any claim for damages. If any defect or damages is identified the Supplier will replace or repair the goods or refund the purchase price at the Suppliers option. The Supplier is liable for all damages and repairs and not the company so no warranty liability is booked.

j. Advertising

The Company expenses its advertising when incurred. There has been $12,498 in advertising expense since inception.

i.

k. Fixed Assets

Fixed assets are stated at cost.cost, net of accumulated depreciation and accumulated impairment losses, (if any). The Company utilizes straight-line depreciation over the estimated useful life of the asset. Assets are tested for impairment annually and no impairment was found for the period ended January 31, 2017.

Property – 40 years

Office Equipment – 7 years

j.

l. New Accounting Pronouncements

ASC 842 was added by ASU 2016-02 on February 25, 2016.  It is effective for public business entities for annual periods beginning after December 15, 2018 (i.e., calendar periods beginning on January 1, 2019) and interim periods therein.  For all other entities, ASC 842 will be effective for annual periods beginning after December 15, 2019 (i.e., calendar periods beginning on January 1, 2020) and interim periods thereafter.  Early adoption will be permitted for all entities.

entities

The main difference between previous GAAP and Topic 842 is the recognition of lease assets and lease liabilities by lessees for those leases classified as operating leases under previous GAAP.  The Board ultimately reached the conclusion that the economics of leases can vary for a lessee and that those economics should be reflected in the financial statements; therefore, Topic 842 retains a distinction between finance leases and operating leases. The classification criteria for distinguishing between finance leases and operating leases are substantially similar to the classification criteria for distinguishing between capital leases and operating leases in the previous leases guidance. The result of retaining a distinction between finance leases and operating leases is that under the lessee accounting model in Topic 842, the effect of leases in the statement of comprehensive income and the statement of cash flows is largely unchanged from previous GAAP.



7

-8-


SUMMIT NETWORKS INC.

Notes to Financial Statements(A Development Stage Company)

NOTES TO UNAUDITED FINANCIAL STATEMENTS


NOTE 2. 3.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)(CONTINUED)

j.

New Accounting Pronouncements (Continued)

The Company is currently evaluating whether ASC 842 will have a material effect on the Company’s financial statements and if so whether to early adopt the accounting standard.

The Company has evaluated all the recent accounting pronouncements through the date the financial statements were issued and filed with the Securities and Exchange Commission and other than noted above believe that none of them will have a material effect on the company’s financial statements.  The Company will continue to evaluate accounting pronouncements as they are issued to determine whether they will have a material effect on the company’s financial statements.

NOTE 4.

CONCENTRATIONS

Initial sales are concentrated with one client. Sales are made without collateral and the credit-related losses are insignificant or non-existent. Accordingly, there is no provision made to include an allowance for doubtful accounts.

NOTE 3. 5.

GOING CONCERN

The accompanying financial statements are presented onand notes have been prepared assuming that the Company will continue as a going concern basis. concern.

The Company had limited operations during the period from July 8, 2014 (date of inception) to JanuaryOctober 31, 2017 resulting in net loss of $30,230.$94,902.  There is no guarantee that Company will continue to generate revenues. At October 31, 2017, Company had $Nil in cash and there were outstanding liabilities of $64,270. This condition raises substantial doubt about the Company’s ability to continue as a going concern. Even though the Company is currently in the development stage and has minimal expenses, management does not believe that the company’s current cash of $162$0 is sufficient to cover the expenses they will incur during the next twelve months.

NOTE 4. 6.

WARRANTS AND OPTIONS

There are no warrants or options outstanding to acquire any additional shares of common.

NOTE 5. 7.

RELATED PARTY TRANSACTIONS

The sole officer and director of the Company, Mr. Andris Berzins, may, in the future, become involved in other business opportunities as they become available, he may face a conflict in selecting between the Company and his other business opportunities.  The Company has not formulated a policy for the resolution of such conflicts.

As of JanuaryOctober 31, 2017, an amount due to Mr. Andris Berzins, CEOthe directors of the Company was $458is $13,235 which is unsecured, non-interest bearing with no specific repayment terms.

During the period ended October 31, 2017, payroll expense of $3,000 was charged with respect to a directors fee.



-9-


SUMMIT NETWORKS INC.

(A Development Stage Company)

NOTES TO UNAUDITED FINANCIAL STATEMENTS


NOTE 6. 8.

INCOME TAXES

We use the asset and liability method of accounting for income taxes in accordance with ASC Topic 740, “Income Taxes.” Under this method, income tax expense is recognized for the amount of: (i) taxes payable or refundable for the current year and (ii) deferred tax consequences of temporary differences resulting from matters that have been recognized in an entity’s financial statements or tax returns. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the results of operations in the period that includes the enactment date. A valuation allowance is provided to reduce the deferred tax assets reported if based on the weight of the available positive and negative evidence, it is more likely than not some portion or all of the deferred tax assets will not be realized.

ASC Topic 740.10.30 clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC Topic 740.10.40 provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition. We have no material uncertain tax positions for any of the reporting periods presented.

There was no income tax expense for the years ended July 31, 2017 and 2016. The rate was as follow;

Federal

January 31, 2017

34%

US Federal Statutory Tax RateState

0%

15.0%

Nevada State & Local Tax Rate

0.0%

Net Operating Loss Carryforward

(0.0)%

Effective Tax Rate

15.0%

The significant components of deferred tax assets and liabilities are as follows:

         

From Inception  (July 08, 2014) To October 31, 2017

     

October 31,

 

July 31,

 
     

2017

 

2017

 

Deferred tax assets

       

Net operating losses

  

$ (53,452)

$(14,190)

$(94,902)

 

  

Net deferred tax assets

  

$   18,174

$    4,825

$   32,267

Less valuation allowance

  

$ (18,174)

$  (4,825)

$(32,267)

Deferred tax asset - net valuation allowance

 

   $            -

   $           -

          $           -


8

-10-

 

SUMMIT NETWORKS INC.

Notes to Financial Statements(A Development Stage Company)

NOTES TO UNAUDITED FINANCIAL STATEMENTS


NOTE 7. 9.

STOCKHOLDERS’ EQUITY

Transactions, other than employees’ stock issuance, are in accordance with ASC No. 505. Thus issuances shall be accounted for based on the fair value of the consideration received.  Transactions with employees’ stock issuance are in accordance with ASC No. 718. These issuances shall be accounted for based on the fair value of the consideration received or the fair value of the equity instruments issued, or whichever is more readily determinable.

 

As of October 31, 20162017, the stockholders’ equity section of the Company contains Common stock, $0.001$ 0.001 par value: 75,000,000 shares authorized; 5,000,000 shares issued and outstanding.

On July 23, 2014 the Company issued a total of 4,000,000 shares of common stock to a director for cash in the amount of $0.001 per share for a total of $4,000.

On January 29, 2015 the Company issued a total of 1,000,000 shares of common stock to 30 independent investors for cash in the amount of $0.04 per share for a total of $40,000.

As of JanuaryOctober 31, 2017, the Company had 5,000,000 shares of common stock issued and outstanding.

NOTE 10.

NOTE 8: PROPERTY AND EQUIPMENT

The Company currently has property consisting of an office and shop for $8,000 located at Jaunciema gatve 40, Ziemeļu rajons, Rīga, LV-1023, Latvia. The Company has also leases executive offices at 8153 Finch Feather St., Las Vegas, NV 89143. Office Equipment is of valueand office equipment for $9,750.  Depreciation expense for the Latvia property and office equipment for the period ended January 31, 2017 was $50 and $349 respectively.respectively for the three months period ended October 31, 2017.  

NOTE 11.

NOTE 9: COMMITMENT &COMMITMENTS AND CONTINGENCIES

On July 30, 2014, the Company entered into Commercial Lease Agreement for three years that expires on July 30,31, 2017 for $1,000 a month as the Company’s office space. The rent expense for the years ended July 31, 2017, 2016 and 2015 was $0 due to a free rent promotion offered by the property manager based upon the Company committing to a new lease beginning in August 2018, which has not been signed or agreed upon yet.

NOTE 12.

9
LEGAL MATTERS

SUMMIT NETWORKS INC.

Notes to Financial Statements

The Company has no known legal issues pending.

NOTE 10: CONCENTRATIONS13.

The Company’s revenue to date has been concentrated with one client. The Company’s orders to date have been from one vendor, based upon the product requirements of our client. This raises a substantial risk for the Company if we lost either the current customer or current vendor.

NOTE 11: SUBSEQUENT EVENTS

The Company has evaluated events subsequent tothrough the date these financial statements have been issued to assess the need for potential recognition or disclosure in this report. Such events were evaluated through the date these financial statements were available to be issued. Based upon this evaluation, it was determined that no subsequent events occurred that require recognition or disclosure in the financial statements.


-11-

10

 

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

The information contained in this report, including in the documents incorporated by reference into this report, includes some statements that are not purely historical and that are “forward-looking statements.” Such forward-looking statements include, but are not limited to, statements regarding our Company and management’s expectations, hopes, beliefs, intentions or strategies regarding the future, including our financial condition, results of operations, and financial performance. 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. The words “anticipates,” “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, may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking.

The forward-looking statements contained in this report are based on current expectations and beliefs concerning future developments and the potential effects on the parties and the transaction. There can be no assurance that future developments actually affecting us will be those anticipated. These forward-looking statements involve a number of risks, uncertainties (some of which are beyond the parties’ control) or other assumptions that may cause actual results or performance to be materially different from those expressed or implied by these forward-looking statements.

 

Results of Operations

 

We have generated $215,901$223,910 in revenues since our inception on July 8, 2014.  Our cost of goods sold was $156,909$163,257 resulting in a gross profit of $58,991.$60,653.  During the period from inception to JanuaryOctober 31, 2017, our operating expenses were comprised of selling, general and administrative expenses of $85,836, resulting in$157,033. With the provision for income tax benefits of $1,478, resulted to a net loss of $26,845.$96,379. Our selling, general and administrative expenses consist of mainly professional fees.fees and depreciation expenses.

 

During the three months ended JanuaryOctober 31, 2017 and 2016, we generated $7,560revenues of $Nil and $8,403, respectively, in revenues$12,623, with cost of goods sold being $3,648$Nil and $7,775,$11,269, resulting in gross profits of $3,912$Nil and $629.$1,354, respectively.  Our operating expenses for the same three month periods were comprised of selling, general and administrative expenses of $4,362$53,452 and $3,107,$3,877, respectively, resulting in net lossesloss of $450$53,452 and $2,478.$2,522. Our selling, general and administrative expenses for the period consisted of mainly professional fees.

During the six months ended January 31, 2017fees and 2016, we generated $20,183 and $29,377, respectively, in revenues with cost of goods sold being $14,917 and $16,137, resulting in gross profits of $5,266 and $13,240. Our operating expenses for the same six month periods were comprised of selling, general and administrative expenses of $8,239 and $22,327, respectively, resulting in net losses of $2,973 and $9,087. Our selling, general and administrative expenses for the period consisted of mainly professional fees.

11
depreciation expenses.

 

Our total assets at JanuaryOctober 31, 2017 were $14,728,$13,369, which was $162$Nil in cash, $1,000 in other assets and $13,566$12,369 in property and equipment.  We currently anticipate that our legal and accounting fees over the next 12 months, as a result of being a reporting company with the SEC and more capital financing activities occurred, will be approximately $9,000.$30,000.

 

We received the initial equity funding of $4,000 from our soledirector and previous officer and director who purchased 4,000,000 shares of our common stock at $0.001 per share.

 

On January 29, 2015 the Company issued a total of 1,000,000 shares of common stock to 30 independent investors for cash in the amount of $0.04 per share for a total of $40,000.




-12-




As of JanuaryOctober 31, 2017 the Company had 5,000,000 shares of common stock issued and outstanding.

 

As of JanuaryOctober 31, 2017, there is a total of $458$13,235 in a note payable that isamount due to related parties owed by the company to an officer and directordirectors for expenses that he hashad paid on behalf of the company.  The note payableamount is interest free and payable on demand.

 

Plan of Operation for the next 12 months

 

We closed our Offering pursuant to a Registration Statement on Form S-1. The Offering was for the sale of a total of 2,000,000 shares of common stock at a fixed price of $.04 per share. We were only able to sell 50% of the offering, 1,000,000 shares for proceeds of $40,000. Proceeds from the sale of the shares were used to fund the initial stages of our business development. Because we were not able to raise sufficient capital to execute our full business plan, we are now engaged in discussions with third parties regarding alternative directions for the Company that could enhance shareholder value. As of the date of filing this Report on Form 10Q, we have not entered into any definitive agreement to change our direction. The business plan of our company below assumes that we will continue with our business as originally planned. However, as mentioned above, we are in discussions that could lead to another direction for the Company.

 

The following table sets forth the use of proceeds based on the sale of 50% of the securities offered for sale by the Company.

SHARES SOLD

 

 

1,000,000

 

GROSS PROCEEDS

 

$40,000

 

OFFERING EXPENSES

 

 

 

 

Legal and Accounting

 

 

5,500

 

Publishing/Edgarizing

 

 

500

 

Transfer Agent

 

 

1,000

 

SEC Filing fee

 

 

10

 

TOTAL OFFERING EXPENSES

 

 

7,010

 

NET AFTER OFFERING EXPENSES

 

 

32,990

 

EXPENDITURES (1)

 

 

 

 

Maintaining reporting status

 

 

9,000

 

Office set up

 

 

2,000

 

Web site development

 

 

3,500

 

Advertising/marketing

 

 

15,000

 

General administrative costs

 

 

3,490

 

Total Expenditures

 

 

32,990

 

Net Remaining Balance

 

 

-0-

 

________

(1) Expenditures for the next 12 months. The expenditures are categorized by significant area of activity.

12

The figures above represent only estimated costs and may be adjusted based upon revenues.

We are in the early stages of developing our plan to distribute glass craft products, in forms including but not limited to glass crafts, novelties, knobs, trophies, vases, glasses, boxes, bowls, trays, plates. We currently have some operating history which includes revenues and cost of sales. Our plan of operations over the next 12 month period is as follows:

Set up Office.

Time Frame: 1st to 3rd months

Now that our Offering has closed we plan to acquire the necessary office equipment to expand operations. We have budgeted a cost of $2,000 to obtain the necessary office equipment. Andris Berzins, our sole officer and director will handle our administrative duties.

Develop Our Website.

Time Frame: 3rd to 5th months

When our equipment is obtained, we intend to begin developing our website. Our sole officer and director, Andris Berzins will be in charge of registering our web domain. Once we register our web domain, we plan to hire a web designer to help us design and develop our website. We do not have any written agreements with any web designers at current time. We have budgeted a cost of $3,500 for the website. It will take up to 90 days to develop our website. There will be information about us, the variety of glass craft products we will offer, information on how to order our product and other information. Updating and improving our website will continue throughout the lifetime of our operations.

Commence Marketing Campaign.

Time Frame: 6th to 12th months

Once our website is operational, we will begin to market our product. We intend to use marketing strategies, such as web advertisements, direct mailing, and phone calls to acquire potential customers. We also expect to get new clients from “word of mouth” advertising where our new clients will refer their friend and colleagues to us. We plan to attend trade shows in our industry to showcase our product with a view to find new customers. We also will use internet promotion tools on Facebook and Twitter to advertise our products and company. We intend to spend $15,000 on marketing efforts during the first year. Marketing is an ongoing matter that will continue during the life of our operations.

Negotiate service agreements with potential wholesale customers.

Time Frame: 6th to 12th months

13

At the same time we start our marketing campaign, we plan to contact and start negotiations with potential wholesale customers, such as glass craft distributors. Initially, our sole officer and director, Mr. Berzins, will look for potential wholesale customers. We will negotiate terms and conditions of collaboration. Even though the negotiation with potential wholesale customers will be ongoing during the life of our operations, we cannot guarantee that we will be able to establish successful agreements.

Even if we are able to obtain sufficient number of service agreements at the end of the twelve monthmonths’ period, there is no guarantee that we will be able to attract and more importantly retain enough customers to justify our expenditures.  If we are unable to generate a significant amount of revenue and to successfully protect ourselves against those risks, then it would materially affect our financial condition.

 

Based on our current operating plan, we believe that we willcannot guarantee for any increase in our revenue from selling our glass craft products by mid-2017.in the next quarter and coming twelve months.   We may need to obtain additional financing to operate our business for the next twelve months.  Additional financing, whether through public or private equity or debt financing, arrangements  with the security holder or other sources to fund operations, may not be available, or if available, may be on terms unacceptable to us.

 

Liquidity and Capital Resources

 

At JanuaryOctober 31, 2017 we had $162$Nil in cash and there were outstanding liabilities of $958.$64,270.  Our director has verbally agreed to continue to loan the company funds for operating expenses in a limited scenario, but he has no legal obligation to do so.

 

Off-Balance Sheet Arrangements

 

We do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors.

 

14
ITEM 3. QUANTITATIVE AND QUALITAIVE DISCLOSURE ABOUT MARKET RISK

Pursuant to Item 305(e) of Regulation S-K (§ 229.305(e)), the Company is not required to provide the information required by this Item as it is a “smaller reporting company,” as defined by Rule 229.10(f)(1).


-13-


ITEM 4.     CONTROLS AND PROCEDURES.

Evaluation of Disclosure Controls and Procedures

 

Management maintains “disclosure controls and procedures,” as such term is defined in Rule 13a-15(e) under the Securities Exchange Act of 1934 (the “Exchange Act”), that are designed to ensure that information required to be disclosed in our Exchange Act reports is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission rules and forms, and that such information is accumulated and communicated to management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

 

In connection with the preparation of this quarterly report on Form 10-Q, an evaluation was carried out by management, with the participation of the Chief Executive Officer and the Chief Financial Officer, of the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of JanuaryOctober 31, 2017.

 

Based on that evaluation, management concluded, as of the end of the period covered by this report, that our disclosure controls and procedures were effective in recording, processing, summarizing, and reporting information required to be disclosed, within the time periods specified in the Securities and Exchange Commission’s rules and forms.

 

Changes in Internal Controls over Financial Reporting

 

As of the end of the period covered by this report, there have been no changes in the internal controls over financial reporting during the quarter ended JanuaryOctober 31, 2017, that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting subsequent to the date of management’s last evaluation.


15
-14-



PART II. OTHER INFORMATION


ITEM 1.  LEGAL PROCEEDINGS

To the best knowledge of the Company’s directors and officers, the Company is currently not a party to any material pending legal proceeding.

ITEM 1A:  RISK FACTORS

Not applicable as a smaller reporting company.

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

None

ITEM 3:  DEFAULTS UPON SENIOR SECURITIES.

None

ITEM 4:  MINE SAFETY DISCLOSURES

Not applicable

 

ITEM 5.  OTHER INFORMATION

 

ITEM 4.01. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANTNone

(a) On November 23, 2016 the Board of Directors of Summit Networks Inc terminated the services of Monte C. Waldman, CPA, the company’s independent registered public account firm. The decision to terminate the services of Monte C. Waldman was made because of a letter the company received from the U.S. Securities and Exchange Commission. The audit report of Monte C. Waldman, CPA on the Company's financial statements for the year ended July 31, 2016 did not contain an adverse opinion.

There were no disagreements with Monte C. Waldman, CPA whether or not resolved, on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which, if not resolved to Monte C. Waldman, CPA's satisfaction, would have caused it to make reference to the subject matter of the disagreement in connection with its report on the registrant's financial statements.

The registrant requested that Monte C. Waldman, CPA furnish it with a letter addressed to the Securities and Exchange Commission stating whether it agrees with the above statements, and Monte C. Waldman declined the company’s request for the letter because the firm is challenging the contents of the letter the company received from the U.S. Securities and Exchange Commission.

(b) The Company’s Board of Directors engaged BF Borgers CPA of 5400 W. Cedar Avenue, Lakewood, CO 80226 to serve as the Company's independent registered public accounting firm effective December 8, 2016.

(c) On March 9, 2017, the Board of Directors of the Registrant received the resignation of BF Borgers, CPA PC as the company’s independent auditor.

There were no disagreements with BF Borgers, CPA PC whether or not resolved, on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which, if not resolved to BF Borgers, CPA PC's satisfaction, would have caused it to make reference to the subject matter of the disagreement in connection with its report on the registrant's financial statements.

The registrant requested that BF Borgers, CPA PC furnish it with a letter addressed to the Securities and Exchange Commission stating whether it agrees with the above statements. The letter has been included as Exhibit 16 to the company’s recently filed 8-K.

(d) The Company’s Board of Directors has engaged Zia Masood Kiani and Co to serve as the Company's independent registered public accounting firm effective March 13, 2017.

16


ITEM 6.     EXHIBITS.


The following exhibits are included with this quarterly filing. Those marked with an asteriskfiling:


Exhibit No.Description



31.1*     Sec. 302 Certification of Chief Executive Officer and requiredChief Financial Officer


32.1*     Sec. 906 Certification of Chief Executive Officer and Chief Financial Officer


101        Interactive data files pursuant to be filed hereunder, are incorporated by reference and can be found in their entirety in our Registration Statement on Form S-1, filed under SEC File Number 333-199108, at the SEC website at www.sec.gov:Rule 405 of Regulation S-T


Exhibit No.

Description

3.1

Articles of Incorporation (filed as an exhibit to our Form S-1 Registration Statement and subsequent amendments)

3.2

Bylaws (filed as an exhibit to our Form S-1 Registration Statement and subsequent amendments)

31.1

Sec. 302 Certification of Principal Executive Officer

31.2

Sec. 302 Certification of Principal Financial Officer

32.1

Sec. 906 Certification of Principal Executive Officer

32.2

Sec. 906 Certification of Principal Financial Officer

101

Interactive data files pursuant to Rule 405 of Regulation S-T

-15-

17


SIGNATURES


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


Summit Networks Inc.

Registrant

Date: March 21, 2017By:/s/ Andris Berzins

Andris Berzins

(Principal Executive Officer, Principal

Registrant

Date:  December 20, 2017

By /s/ Riggs Cheung

__________________________

Riggs Cheung

Chief Executive Officer and

Chief Financial Officer Principal Accounting

Officer & Sole Director)

        

-16-

18