UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

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

 

For the quarterly period ended December 31, 2018June 30, 2019

 

OR

 

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

 

Commission File Number: 333-152242

  

YINFU GOLD CORPORATION 

(Exact name of registrant as specified in its charter)


WYOMING

 

20-8531222

(State or other jurisdiction of incorporation or organization)

 

(IRS Employer Identification No.)

     

Suite 2408, Dongfang Science and Technology Mansion, Nanshan District, Shenzhen, China 518000

(Address of principal executive offices)  

(86)755-8316-0998

(Registrant’s telephone number, including area code)

(Address of principal executive offices)

 

(86)755-8316-0998

(Registrant’s telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YesxNo ¨

 

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.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 filed,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer

¨

Accelerated filer

¨

Non-accelerated filer

¨ (Do not check if a smaller reporting company)x

Smaller reporting company

x

Emerging growth company

¨

 

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

 

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common stock, par value $0.001 per share

ELRE

OTCQB

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: As ofFebruary 17, 2019, August 19, 2019, the Company had 9,917,5929,917,592 shares of common stock outstanding.

 

 
 
 

 

YINFU GOLD CORPORATION

 

Quarterly Report on Form 10-Q

For the Period Ended December 31, 2018June 30, 2019

 

FORWARD-LOOKING STATEMENTS

 

This Form 10-Q for the period ended December 31, 2018June 30, 2019 contains forward-looking statements that involve risks and uncertainties. Forward-looking statements in this document include, among others, statements regarding our capital needs, business plans and expectations. Such forward-looking statements involve assumptions, risks and uncertainties regarding, among others, the success of our business plan, availability of funds, government regulations, operating costs, our ability to achieve significant revenues, our business model and products and other factors. Any statements contained herein that are not statements of historical fact may be deemed to be forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as “may”, “should”, “expect”, “plan”, “intend”, “anticipate”, “believe”, “estimate”, “predict”, “potential” or “continue”, the negative of such terms or other comparable terminology. In evaluating these statements, you should consider various factors, including the assumptions, risks and uncertainties set forth in reports and other documents we have filed with or furnished to the SEC. These factors or any of them may cause our actual results to differ materially from any forward-looking statement made in this document. While these forward-looking statements, and any assumptions upon which they are based, are made in good faith and reflect our current judgment regarding future events, our actual results will likely vary, sometimes materially, from any estimates, predictions, projections, assumptions or other future performance suggested herein. The forward-looking statements in this document are made as of the date of this document and we do not intend or undertake to update any of the forward-looking statements to conform these statements to actual results, except as required by applicable law, including the securities laws of the United States.

 

2
 

TABLE OF CONTENT

PART I. FINANCIAL INFORMATION

 

TABLE OF CONTENT

PART I. FINANCIAL INFORMATION

Item 1.

Financial Statements

4

 

Item 2.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

16

15

 

Item 3.

Quantitative and Qualitative Disclosures about Market Risk

20

19

 

Item 4.

Controls and Procedures

20

19

 

PART II. OTHER INFORMATION

 

Item 1.

Legal Proceedings

21

20

 

Item 1A.

Risk Factors

21

20

 

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

21

20

 

Item 3.

Defaults upon Senior Securities

21

20

 

Item 4.

Mine Safety Disclosures

21

20

 

Item 5.

Other Information

21

20

 

Item 6.

Exhibits

21

 

Index to Exhibits

21

 

SIGNATURES

22

22

 

 
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Table of Contents

  

PART I - FINANCIAL INFORMATION

 

Item 1. Financial Statements

 

YINFU GOLD CORPORATIONCORPORATION

 

CONDENSED CONSOLIDATED INTERIM BALANCE SHEETS

 

 

 

December 31, 2018

 

 

March 31, 2018

 

 

 

(Unaudited)

 

 

 

 

ASSETS

 

 

 

 

 

 

Current Assets

 

 

 

 

 

 

Cash and cash equivalents

 

$739

 

 

$55,054

 

Other receivables

 

 

6,053

 

 

 

5,915

 

TOTAL ASSETS

 

$6,792

 

 

$60,969

 

 

 

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS' DEFICIT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

LIABILITIES

 

 

 

 

 

 

 

 

Current Liabilities

 

 

 

 

 

 

 

 

Accounts payable and accrued liabilities

 

$107,046

 

 

$162,425

 

Short-term loan

 

 

177,200

 

 

 

177,458

 

Note payable - related party

 

 

1,091,917

 

 

 

895,020

 

TOTAL LIABILITIES

 

 

1,376,163

 

 

 

1,234,903

 

 

 

 

 

 

 

 

 

 

STOCKHOLDERS' EQUITY DEFICIT

 

 

 

 

 

 

 

 

Common stock, 3,000,000,000 shares authorized; par value $0.001, 9,917,592 shares issued and outstanding

 

 

9,918

 

 

 

9,918

 

Accumulated deficit

 

 

(1,384,897)

 

 

(1,171,294)

Accumulated other comprehensive income (loss)

 

 

5,608

 

 

 

(12,558)

Total Stockholders' Deficit

 

 

(1,369,371)

 

 

(1,173,934

)

TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT

 

$6,792

 

 

$60,969

 

(Stated in U.S. Dollars)

 

 

June 30,

2019

 

 

March 31,

2019

 

 

 

(Unaudited)

 

 

 

ASSETS

 

 

 

 

 

 

 

 

 

 

 

 

 

Current Assets

 

 

 

 

 

 

Cash and cash equivalents

 

$516

 

 

$519

 

Other receivables

 

 

10,127

 

 

 

7,039

 

TOTAL ASSETS

 

$10,643

 

 

$7,558

 

 

 

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS' DEFICIT

 

 

 

 

 

 

 

 

LIABILITIES

 

 

 

 

 

 

 

 

Current Liabilities

 

 

 

 

 

 

 

 

Accounts payable and accrued liabilities

 

$116,251

 

 

$109,241

 

Short-term loan

 

 

167,102

 

 

 

169,309

 

Note payable - related party

 

 

1,196,980

 

 

 

1,145,112

 

TOTAL LIABILITIES

 

 

1,480,333

 

 

 

1,423,910

 

STOCKHOLDERS' DEFICIT

 

 

 

 

 

 

 

 

Common stock, 3,000,000,000 shares authorized; par value $0.001, 9,917,592 shares issued and outstanding

 

 

9,918

 

 

 

9,918

 

Accumulated deficit

 

 

(1,496,586)

 

 

(1,434,619)

Accumulated other comprehensive income (loss)

 

 

16,978

 

 

 

(8,349)

Total Stockholders' Deficit

 

 

(1,469,690)

 

 

(1,416,352)

 

 

 

 

 

 

 

 

 

TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT

 

$10,643

 

 

$7,558

 

 

See Notes to the CondensedConsolidated Financial Statements.

 

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Table of Contents

 

YINFU GOLD CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

(Stated in U.S. Dollars)

 

CONDENSED CONSOLIDATED INTERIM STATEMENTS OF OPERATIONS

(Unaudited)

 

For the Three Months Ended

 

For the Nine Months Ended

 

 

December 31,

 

December31,

 

 

For the Three Months Ended

June 30,

 

 

2018

 

 

2017

 

 

2018

 

 

2017

 

 

2019

 

 

2018

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

REVENUE

 

$-

 

$-

 

$-

 

$-

 

 

$-

 

 

$-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

OPERATING EXPENSES

 

 

 

 

 

 

 

 

 

 

 

 

 

 

General and administrative

 

47,437

 

61,243

 

171,208

 

188,583

 

 

43,518

 

74,418

 

Professional fees

 

 

3,461

 

 

 

12,729

 

 

 

42,395

 

 

 

52,096

 

 

 

18,449

 

 

 

15,029

 

Total Operating Expenses

 

 

50,618

 

 

 

73,972

 

 

 

213,603

 

 

 

240,679

 

 

 

61,967

 

 

 

89,447

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Income (loss) from Operations

 

(50,898)

 

(73,972)

 

(213,603)

 

(240,679)

Net loss from Operations

 

(61,967)

 

(89,447)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other Income and Expense

 

 

 

 

 

 

 

 

 

Other Income and (Expense)

 

 

 

 

 

Provision for income taxes

 

-

 

-

 

-

 

-

 

 

 

-

 

 

 

-

 

Net loss

 

$(50,898)

 

$(73,972)

 

$(213,603)

 

$(240,679)

 

$(61,967)

 

$(89,447)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic and diluted loss per common share

 

$(0.01)

 

$(0.01)

 

$(0.02)

 

$(0.02)

 

$(0.01)

 

$(0.01)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average number of common shares outstanding - basic and diluted

 

 

9,917,592

 

 

 

9,917,592

 

 

 

9,917,592

 

 

 

9,917,592

 

 

 

9,917,592

 

 

 

9,917,592

 

 

See Notes to the CondensedConsolidated Financial Statements.

 

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YINFU GOLD CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS

(Unaudited)

(Stated in U.S. Dollars)

 

CONDENSED CONSOLIDATED INTERIM STATEMENTS OF COMPREHENSIVE LOSS

(Unaudited)

 

For the Three Months Ended

 

For the Nine Months Ended

 

 

December 31,

 

December31,

 

 

For the Three Months End

June 30,

 

 

2018

 

 

2017

 

 

2018

 

 

2017

 

 

2019

 

 

2018

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NET LOSS

 

$(50,898)

 

$(73,972)

 

$(213,603)

 

$(240,679)

 

$(61,967)

 

$(89,447)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

OTHER COMPREHENSIVE INCOME (LOSS) NET OF TAX:

 

 

 

 

 

 

 

 

 

OTHER COMPREHENSIVE LOSS NET OF TAX:

 

 

 

 

 

Foreign currency translation adjustments

 

 

213

 

 

 

(1,396)

 

 

18,166

 

 

 

(3,581)

 

 

25,327

 

 

 

(9,479)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

OTHER COMPREHENSIVE INCOME (LOSS)

 

$213

 

 

$(1,396)

 

$18,166

 

 

$(3,581)

 

$

25,327

 

 

$(9,479)

 

 

 

 

 

 

COMPREHENSIVE LOSS

 

$(50,685)

 

$(75,368)

 

$(195,437)

 

$(244,260)

 

$

(44,989

)

 

$(79,968)

 

See Notes to the Condensed Consolidated Financial Statements.

 

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YINFU GOLD CORPORATION

 

CONDENSED CONSOLIDATED INTERIM STATEMENTS OF CASH FLOWSCHANGES IN STOCKHOLDERS’ DEFICIENCY

(Unaudited)

 

 

 

For the Nine Months End

December 31,

 

 

 

2018

 

 

2017

 

 

 

 

 

 

 

 

CASH FLOWS FROM OPERATING ACTIVITIES

 

 

 

 

 

 

Net loss

 

$(213,603)

 

$(240,679)

Changes in operating activities:

 

 

 

 

 

 

 

 

Other receivables

 

 

(138)

 

 

-

 

Prepaid expenses

 

 

-

 

 

 

(16,935)

Accounts payable and accrued liabilities

 

 

(55,379)

 

 

6,713

 

Net cash used in operating activities

 

 

(269,120)

 

 

(250,901)

 

 

 

 

 

 

 

 

 

CASH FLOWS FROM INVESTING ACTIVITIES

 

 

 

 

 

 

 

 

Net cash used in Investing Activities

 

 

-

 

 

 

-

 

 

 

 

 

 

 

 

 

 

CASH FLOWS FROM FINANCING ACTIVITIES

 

 

 

 

 

 

 

 

Proceeds from/Repayments to short-term loan

 

 

(258)

 

 

172,693

 

Proceeds from note payable - related parties

 

 

196,897

 

 

 

81,384

 

Net Cash Provided by Financing Activities

 

 

196,639

 

 

 

254,077

 

 

 

 

 

 

 

 

 

 

Effects on changes in foreign exchange rate

 

 

18,166

 

 

 

(3,581)

Net decrease in cash and cash equivalents

 

 

(54,315)

 

 

(405)

Cash and cash equivalents, beginning of period

 

 

55,054

 

 

 

2,452

 

Cash and cash equivalents, end of period

 

$739

 

 

$2,047

 

(Stated in U.S. Dollars)

 

 

Common Stock

 

 

 

 

 

 

 

 

 

 

 

Accumulated

Other

 

 

 

 

 

 

Number

 

 

Par

 

 

Capital

 

 

Subscription

 

 

Accumulated

 

 

Comprehensive

 

 

 

 

 

 

Of shares

 

 

Value

 

 

Deficiency

 

 

Receivable

 

 

Deficit

 

 

Loss

 

 

Total

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance as of March 31, 2019

 

 

9,917,592

 

 

$9,918

 

 

$-

 

 

$-

 

 

$(1,434,619)

 

$5,662

 

 

$(1,416,421)

Foreign currency translation adjustment

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

25,327

 

 

 

25,327

 

Net loss

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(61,967)

 

 

-

 

 

 

(61,967)

Balance as of March 31, 2019

 

 

9,917,592

 

 

$9,918

 

 

$-

 

 

$-

 

 

$(1,496,586)

 

$16,978

 

 

$(1,469,690)

  

See Notes to the Condensed Consolidated Financial Statements.

 

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Table of Contents

YINFU GOLD CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

(Stated in U.S. Dollars)

 

 

For the Three Months End

June 30,

 

 

 

2019

 

 

2018

 

 

 

 

 

 

 

 

CASH FLOWS FROM OPERATING ACTIVITIES

 

 

 

 

 

 

Net loss

 

$(61,967)

 

$(89,447)

Changes in operating activities:

 

 

 

 

 

 

 

 

Other receivables

 

 

3,088

 

 

 

189

 

Accounts payable and accrued liabilities

 

 

(7,010)

 

 

(46,132)

Net cash used in operating activities

 

 

(65,889)

 

 

(135,390)

 

 

 

 

 

 

 

 

 

CASH FLOWS FROM FINANCING ACTIVITIES

 

 

 

 

 

 

 

 

Proceeds from/(Repayments) short-term loan

 

 

(2,207)

 

 

-

 

Net proceeds from related parties

 

 

51,868

 

 

 

74,233

 

Net Cash Provided by Financing Activities

 

 

49,661

 

 

 

74,233

 

 

 

 

 

 

 

 

 

 

Effects on changes in foreign exchange rate

 

 

16,225

 

 

 

9,479

 

Net decrease in cash and cash equivalents

 

 

(3)

 

 

(51,678)

Cash and cash equivalents, beginning of period

 

 

519

 

 

 

55,054

 

Cash and cash equivalents, end of period

 

$516

 

 

$3,376

 

See Notes to the Consolidated Financial Statements.

8
Table of Contents

 

YINFU GOLD CORPORATION

 

Notes to the Unaudited Condensed Consolidated Interim Financial Statements

 

December 31June 30, 20189

 

NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS

 

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

 

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

 

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

 

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

 

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

 

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

 

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

 

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

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

 

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NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

Basis of Presentation

 

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

 

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

 

These condensed consolidated financial statements are unaudited and should be read in conjunction with the audited consolidated financial statements included in the firm’s Annual Report on Form 10-K for the year ended March 31, 2018.2019. The condensed consolidated financial information as of March 31, 20182019 has been derived from audited consolidated financial statements not included herein. Certain reclassifications have been made to previously reported amounts to conform to the current presentation.

 

Principles of Consolidation

 

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

 

Name of Subsidiary

State or Jurisdiction of

Organization of Entity

Attributable

equity interest

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

BVI

BVI

100

%

Element Resources International Ltd (“ERI”)**

Hong Kong

100

%0%

Yinfu Group International Holdings LtdLimited (“HK”)

Hong Kong

100

%100%

Yinfu International Holdings LtdLimited (“WOFE”)

P.R.C.

P.R.C.

100

%100%

 

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

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

Previously known as China Enterprise Overseas Investment & Finance Group Limited (“CEI”).

**

Disposed during the year ended March 31, 2018.

 

Use of Estimates

 

The preparation of the financial statements was made in conformity with the accounting principles generally accepted in the United States whichof America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities as well asand disclosure of contingent assets and liabilities at the date of the financial statements. The estimates and judgments will also affect the reported amounts for certain revenues and expenses during the reporting period. Actual results could differ from these good faith estimates and judgments.

 

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Discontinued Operations

 

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

 

Cash and Cash Equivalents

 

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

 
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Table of Contents

Foreign Currency Translation and Re-measurement

 

In accordance with ASC 830, “Foreign Currency Matters”, the Company'sCompany’s foreign operations whose functional currency is not the U.S. dollar, the assets and liabilities are translated into U.S. dollars at current exchange rates. Resulting translation adjustments are reflected as other comprehensive income (loss) in stockholders'stockholders’ equity. Revenue and expenses are translated at average exchange rates for the period. Transaction gains and losses that arise from exchange rate fluctuations on transactions denominated in a currency other than the functional currency are charged to operations as incurred. The Company had foreign currency translations gain/(loss) of $18,166 and $(3,581) for the nine months ended December 31, 2018 and 2017 respectively.

 

Concentrations of Credit Risk

 

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

 

Financial Instruments

 

The Company follows ASC 820, “Fair Value Measurements and Disclosures,” which defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below:

  

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

  

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

  

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

 

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Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of December 31,June 30, 2018. The carrying values of our financial instruments, including, cash and cash equivalents; accounts payable and accrued expenses; and loans and notes payable approximate their fair values due to the short-term maturities of these financial instruments.

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Business Combinations

 

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

 

Deferred Income Taxes and Valuation Allowance

 

The Company accounts for income taxes under ASC 740, “Income Taxes.” Under the asset and liability method of ASC 740, where deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period the enactment occurs. A valuation allowance is provided for certain deferred tax assets if it is more likely than not that the Company will not realize tax assets through future operations. No deferred tax assets or liabilities were recognized as at December 31, 2018June 30, 2019 and March 31, 2018.2019.

 

Net Income (Loss) Per Share of Common Stock

 

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

The following table sets forth the computation of basic earnings (loss) per common share, is computed by dividing net income (loss) byfor the weighted average number of shares of common stockthree months ended June 30, 2019 and potentially outstanding shares of common stock during the period. The weighted average number of common shares outstanding and potentially outstanding common shares assumes that the Company incorporated as of the beginning of the first period presented.2018:

 

 

Three Months Ended June 30,

 

 

 

2019

 

 

2018

 

Net loss

 

$(61,967)

 

$(89,447)

 

 

 

 

 

 

 

 

 

Weighted average common shares outstanding (basic and diluted)

 

 

9,917,592

 

 

 

9,917,592

 

 

 

 

 

 

 

 

 

 

Net loss per common share, basic and diluted

 

$(0.01)

 

$(0.01)

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Commitments and Contingencies

 

The Company follows ASC 450-20, “Loss Contingencies,” to report accounting for contingencies. Liabilities for loss contingencies arising from claims, assessments, litigation, fines and penalties, as well as other sources are recorded when it is probable that a liability has been incurred and the amount of the assessment can be reasonably estimated. There were no commitments or contingencies as of December 31, 2018June 30, 2019 and March 31, 2018.

Recent Accounting Pronouncements

In February 2018, the FASB issued Accounting Standards Update No. 2018-02, Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income (ASU 2018-02). The standard provides financial statement preparers with an option to reclassify stranded tax effects within Accumulated Other Comprehensive Income (AOCI) to retained earnings in each period in which the effect of the change in the U.S. federal corporate income tax rate in the Tax Cuts and Jobs Act (or portion thereof) is recorded. ASU 2018-02 is effective for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. Early adoption is permitted.

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The FASB has issued Accounting Standards Update (ASU) No. 2018-03, Technical Corrections and Improvements to Financial Instruments-Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities, that clarifies the guidance in ASU No. 2016-01, Financial Instruments-Overall (Subtopic 825-10), as follows:

·

Issue 1: Equity Securities without a Readily Determinable Fair Value- Discontinuation - The amendment clarifies that an entity measuring an equity security using the measurement alternative may change its measurement approach to a fair value method in accordance with Topic 820, Fair Value Measurement, through an irrevocable election that would apply to that security and all identical or similar investments of the same issuer. Once an entity makes this election, the entity should measure all future purchases of identical or similar investments of the same issuer using a fair value method in accordance with Topic 820.

·

Issue 2: Equity Securities without a Readily Determinable Fair Value- Adjustments - The amendment clarifies that the adjustments made under the measurement alternative are intended to reflect the fair value of the security as of the date that the observable transaction for a similar security took place.

·

Issue 3: Forward Contracts and Purchased Options - The amendment clarifies that remeasuring the entire value of forward contracts and purchased options is required when observable transactions occur on the underlying equity securities.

·

Issue 4: Presentation Requirements for Certain Fair Value Option Liabilities - The amendment clarifies that when the fair value option is elected for a financial liability, the guidance in paragraph 825-10- 45-5 should be applied, regardless of whether the fair value option was elected under either Subtopic 815-15, Derivatives and Hedging- Embedded Derivatives, or 825-10, Financial Instruments- Overall.

·

Issue 5: Fair Value Option Liabilities Denominated in a Foreign Currency - The amendments clarify that for financial liabilities for which the fair value option is elected, the amount of change in fair value that relates to the instrument-specific credit risk should first be measured in the currency of denomination when presented separately from the total change in fair value of the financial liability. Then, both components of the change in the fair value of the liability should be remeasured into the functional currency of the reporting entity using end-of-period spot rates.

·

Issue 6: Transition Guidance for Equity Securities without a Readily Determinable Fair Value - The amendment clarifies that the prospective transition approach for equity securities without a readily determinable fair value in the amendments in ASU No. 2016-01 is meant only for instances in which the measurement alternative is applied. An insurance entity subject to the guidance in Topic 944, Financial Services- Insurance, should apply a prospective transition method when applying the amendments related to equity securities without readily determinable fair values. An insurance entity should apply the selected prospective transition method consistently to the entity’s entire population of equity securities for which the measurement alternative is elected.

For public business entities, ASU 2018-03 is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years beginning after June 15, 2018. Public business entities with fiscal years beginning between December 15, 2017, and June 15, 2018, are not required to adopt ASU 2018-03 until the interim period beginning after June 15, 2018, and public business entities with fiscal years beginning between June 15, 2018, and December 15, 2018, are not required to adopt these amendments before adopting the amendments in ASU 2016-01. For all other entities, the effective date is the same as the effective date in ASU 2016-01.

All entities may early adopt ASU 2018-03 for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years, as long as they have adopted ASU 2016-01.

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

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2019.

 

Advertising Costs

 

The Company follows ASC 720, “Advertising Costs,” and expenses costs as incurred. No advertising costs were incurred for the ninethree months ended December 31,June 30, 2019 and 2018 and 2017 respectively.

 

Related Parties

 

The Company follows ASC 850, “Related Party Disclosures,” for the identification of related parties and disclosure of related party transactions. See note 6.

 

Revenue Recognition

 

The Company willadopted ASU 201409, Topic 606 on April 1, 2018, using the modified retrospective method. ASC 606 requires the use of a new five-step model to recognize revenue from customer contracts. The five-step model requires that the saleCompany (i) identify the contract with the customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price, including variable consideration to the extent that it is probable that a significant future reversal will not occur, (iv) allocate the transaction price to the respective performance obligations in the contract, and (v) recognize revenue when (or as) the Company satisfies the performance obligation.

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

Recent Accounting Pronouncements

In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” (“ASU 2016-13”). Financial Instruments-Credit Losses (Topic 326) amends guidelines on reporting credit losses for assets held at amortized cost basis and servicesavailable-for-sale debt securities. For assets held at amortized cost basis, Topic 326 eliminates the probable initial recognition threshold in current GAAP and, instead, requires an entity to reflect its current estimate of all expected credit losses. The allowance for credit losses is a valuation account that is deducted from the amortized cost basis of the financial assets to present the net amount expected to be collected. For available-for-sale debt securities, credit losses should be measured in a manner similar to current GAAP, however Topic 326 will require that credit losses be presented as an allowance rather than as a write-down. ASU 2016-13 affects entities holding financial assets and net investment in leases that are not accounted for at fair value through net income. The amendments affect loans, debt securities, trade receivables, net investments in leases, off balance sheet credit exposures, reinsurance receivables, and any other financial assets not excluded from the scope that have the contractual right to receive cash. The amendments in this ASU will be effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. The Company is currently evaluating the impact on the financial statements of this guidance.

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

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

In March 2019, the FASB issued ASU 2019-01: “Leases (Topic 842)-Codification Improvements”. The amendments in this ASU (1) reinstate the exception in Topic 842 for lessors that are not manufacturers or dealers, specifically, those lessors will use their cost, reflecting any volume or trade discounts that may apply, as the fair value of the underlying asset. However, if significant time lapses between the acquisition of the underlying asset and lease commencement, those lessors will be required to apply the definition of fair value (exit price) in Topic 820; (2) address the concerns of lessors within the scope of Topic 942 about where “principal payments received under leases” should be presented, specifically, lessors that are depository and lending institutions within the scope of Topic 942 will present all “principal payments received under leases” within investing activities; and (3) clarify the Board’s original intent by explicitly providing an exception to the paragraph 250-10-50-3 interim disclosure requirements in the Topic 842 transition disclosure requirements. The effective date of the amendments in this ASU is for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years for any of the following: 1. A public business entity; 2. A not-for-profit entity that has issued, or is a conduit bond obligor for, securities that are traded, listed, or quoted on an exchange or an over-the-counter market; and 3. An employee benefit plan that files financial statements with the U.S. Securities and Exchange Commission (SEC). For all other entities, the effective date is for fiscal years beginning after December 15, 2019, and interim periods within fiscal years beginning after December 15, 2020. Early application is permitted. An entity should early apply the amendments as of the date that it first applied Topic 842, using the same transition methodology in accordance with ASC 605, “Revenue Recognition.”However,paragraph 842-10-65-1(c). The Company is evaluating the effect this new guidance will have on its consolidated financial statements and related disclosures.

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

We adopted under the provisions allowed under ASU 2018-11 and the adoption did not have an impact on the Company will recognize revenue only when alls financial statements as the Company did not have any lease that are over twelve months at time of the following criteria have been met:adoption.

 

i) Persuasive evidence for an agreement exists;

ii) ServiceManagement has been provided;

iii)considered all other recent accounting pronouncements issued since the last audit of our financial statements. The fee is fixed or determinable; and,

iv) Collection is reasonably assured.Company s management believes that these recent pronouncements will not have a material effect on the Company s financial statements.

 

NOTE 3 - GOING CONCERN

 

The Company's financial statements are prepared using accounting principles generally accepted in the United States applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has not established an on-going source of revenues sufficient to cover its operating cost, and requires additional capital to commence its operating plan. The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable. If the Company is unable to obtain adequate capital, it could be forced to cease operations. As of June 30, 2019, the Company had an accumulated deficit of $1,469,690, and net loss of $61,967 and net cash used in operations of $65,889 for the three months ended June 30, 2019. Losses have principally occurred as a result of the substantial resources required for the operating of the two new wholly owned subsidiaries. These factors raise substantial doubt about its ability to continue as a going concern.

 

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

 

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

 
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NOTE 4 - STOCKHOLDERS EQUITYSTOCKHOLDERS’EQUITY (DEFICIT)

 

Common Stock

 

Effective December 8, 2014, the Company increased the authorized capital from 1,000,000,000 common shares to 3,000,000,000 common shares. Each common share entitles the holder to one vote, in person or proxy, on any matter on which action of the stockholders of the corporation is sought.

 

On November 9, 2016, we filed a Schedule 14C with Securities and Exchange Commission for the 1 for 100 Reverse Stock Split. On February 16, 2017, the Company received a notification from the Financial Industry Regulatory Authority (“FINRA”) that our application for Reverse Stock Split was approved by FIRNA and the market effective date was February 17, 2017. The post-split total shares outstanding is 9,917,592 shares with the fractional shares rounded down to the next whole share.

 

TheAs of June 30, 2019 and 2018, the Company has 9,917,592 shares of common stock issued and outstanding as of December 31, 2018, and March 31, 2018, respectivelyoutstanding.

 

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

 

NOTE 5 - SHORT-TERM LOAN

 

Ms.Ms Wu, Fengqun is the lender of the loan. The fixed interest is $100 per annum. The term of borrowing is one1 year. The interest and the principal of the loan is to be repaid on June 30, 2019.2020. The loan is not secured by any collateral.

The As of June 30, 2019 and March 31 2019, the short-term loan outstanding was $177,200$167,102 and $177,458 as of December 31, 2018, and March 31, 2018,$169,309 respectively.

 

NOTE 6 - RELATED PARTY TRANSACTIONS

 

During the three months ended June 30, 2019, Mr. Jiang, Libin, the President and a director of the Company, hashad advanced $196,897 and $81,384 to the Company $51,863 for operating expenses duringexpenses. During the ninethree months ended December 31,June 30, 2018, Mr. Jiang, Libin, the President and 2017 respectively.a director of the Company, had advanced the Company $74,233 for operating expenses. These advances have been formalized by non-interest-bearingnon-interest bearing demand notes.

 

The Company owed $604,559 and $407,662 toAs of June 30, 2019, the Mr. Jiang Libin as of December 31, 2018, and March 31, 2018, respectively.

The Company owed $487,358 and $487,358$709,622 to Mr. Tsap, Wai Ping, the Formerformer President of the Company as of December 31, 2018,(the “Former President”) and March 31, 2018,Mr. Jiang, Libin respectively.

 

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

NOTE 7 – CONTINGENCIES & UNCERTAINTIES

7 - INCOME TAXContingencies

 

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

Lease commitments

Our Company has leased multiple office premises by entering into operating lease agreements. Different terms and renewal rights are provided to our Company under the current laws of the British Virgin Islands which isagreements. The Company has elected to not subject to tax on income or capital gains.recognize lease assets and liabilities for leases with a term less than twelve months.

 

Yinfu Group International Holdings Ltd was incorporatedThe future aggregate minimum lease payments under the Hong Kong tax laws, the statutory income tax rate is 16.5%. Subsidiaries in Hong Kongoperating leases are exempted from income tax on their foreign-derived income and there are no withholding taxes in Hong Kong on remittance of dividends.as follows:

 

Yinfu International Holdings Ltd (“WOFE”) was incorporated under the China Enterprise Income Tax Law, or the EIT Law, domestic enterprises and foreign investment enterprises, or FIE, are subject to a unified 25% enterprise income tax rate, except for certain entities that are entitled to tax holidays or exemptions.

Yinfu Gold Corporation was incorporated under the law the United States of America laws, the statutory income tax rate is 35%.

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On December 22, 2017, the President of the United States signed into law the Tax Cuts and Jobs Act (“Tax Reform Act”). The legislation significantly changes U.S. tax law by, among other things, lowering corporate income tax rates, implementing a territorial tax system and imposing a transition tax on deemed repatriated earnings of foreign subsidiaries. The Tax Reform Act permanently reduces the U.S. corporate income tax rate from a maximum of 34% to a flat 21% rate, effective January 1, 2018. As a result of the reduction in the U.S. corporate income tax rate from 34% to 21% under the Tax Reform Act, the Company revalued its ending net deferred tax assets.

Yinfu Gold Corporation has accumulated approximately $910,433 of net operating losses (“NOL”) carried forward to offset future taxable income in United States. In assessing the realization of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income and tax planning strategies in making this assessment. Based on the assessment, management has established a full valuation allowance against all of the deferred tax asset relating to NOLs for every period because it is more likely than not that all of the deferred tax asset will not be realized.

Periods

 

 

 

For year ended March 31, 2020 (excluding the three months ended June 30, 2019)

 

$37,226

 

For year ended March 31, 2021

 

 

-

 

For year ended March 31, 2022

 

 

-

 

For year ended March 31, 2023

 

 

-

 

Thereafter

 

 

-

 

Total

 

$37,226

 

 

NOTE 8 - SUBSEQUENT EVENTS

 

Management has evaluated subsequent events through the date these financial statements were available to be issued. Based on our evaluation no material events have occurred that require any disclosure.

 

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Item 2.Managements Discussion and Analysis of Financial Condition and Results of Operations.

 

Forward-Looking Statements

 

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

 

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

 

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

 

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

 

Overview

 

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

 

We have had limited operations and based upon our reliance on the sale of our common stock and the advances from our president, these are the source of funds for our future operations.

 

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Plan of Operation

 

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

 

In 2016,2019, we plan to establish ourselves as a known P2P online lending service provider. We provide an online lending platform that matches lenders directly with the borrowers and charge a commission fee. Through our P2P platform, lenders can earn higher returns compared to savings and investment products offered by banks, where borrowers can borrow money at lower interest rate.

 

Need for Additional Capital

 

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

 

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

 

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

 

Results of Operations

 

We have generated no revenues and have incurred $1,384,897$1,493,968 in expenses since inception through December 31, 2018.June 30, 2019.

 

The following table provides selected financial data about our company as of December 31, 2018June 30, 2019 and March 31, 2018.2019.

 

 

December 31, 2018

 

 

March 31, 2018

 

 

June 30,

2019

 

 

March 31,

2019

 

Cash

 

$739

 

$55,054

 

 

$516

 

$519

 

Total Assets

 

$6,792

 

$60,969

 

 

$10,643

 

$7,558

 

Total Liabilities

 

$1,376,163

 

$1,234,903

 

 

$1,480,333

 

$1,423,910

 

Stockholders’ Deficit

 

$(1,369,371)

 

$(1,173,934)

Stockholders’ Equity (Deficit)

 

$(1,469,690)

 

$(1,416,352)

 

As of June 30, 2019, the Company’s cash balance was $516 compared to $519 as of March 31, 2019, and our total assets as of June 30, 2019, were $10,643 compared with $7,558 as of March 31, 2019. The decrease in cash and increase in total assets were immaterial.

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As of December 31, 2018, the Company’s cash balance was $739 compared to $55,054 as of March 31, 2018, and our total assets as of December 31, 2018, were $6,792 compared with $60,969 as of March 31, 2018. The decrease in cash and total assets were due to paying off some liabilities.

As of December 31, 2018,June 30, 2019, the Company had total liabilities of $1,376,163$1,480,333 compared with total liabilities of $1,234,903$1,423,910 as of March 31, 2018.2019. The increase in total liabilities was primarily attributed to the increase of advance from the President for operating expenses.

 

 

Nine Months Ended

December 31, 2018

 

 

Nine Months Ended

December 31, 2017

 

 

Three Months Ended

June 30, 2019

 

 

Three Months Ended

June 30, 2018

 

Revenue

 

$-

 

$-

 

 

$-

 

$-

 

Operating Expenses

 

 

 

 

 

 

 

 

 

 

General and administrative

 

171,208

 

188,583

 

 

43,518

 

74,418

 

Professional fees

 

 

42,395

 

 

 

52,096

 

 

 

18,449

 

 

 

15,029

 

 

 

 

 

 

Total Operating Expenses

 

213,603

 

240,679

 

 

 $

61,967

 

89,447

 

 

 

 

 

 

Income (Loss) from Operation

 

$(213,603)

 

$(240,679)

 

 $

(61,967)

 

 $

(89,447)

 

 

Revenues

 

The Company has generated no revenues during the ninethree months ended December 31, 2018June 30, 2019 and 2017.2018.

 

Operating expenses

 

For the ninethree months ended December 31, 2018,June 30, 2019, total operating expenses were $213,603 ,$61,967, which consisted of general and administrative fees and professional fees. For the ninethree months ended December 31,June 30, 2017, total operating expenses were $240,679,$89,447, which consisted of general and administrative fees and professional fees. The decrease in total operating expenses is due to the consulting service provided by third party is terminated.decrease in salary and travelling expenses.

 

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Liquidity and Capital Resources

 

Working Capital

  

 

As of

December 31, 2018

 

 

As of

March 31, 2018

 

 

As of

June 30, 2019

 

 

As of

March 31, 2019

 

Current Assets

 

$6,792

 

$60,969

 

 

$10,643

 

$7,548

 

Current Liabilities

 

$1,376,163

 

$1,234,903

 

 

$1,480,333

 

$1,423,910

 

Working Capital Deficiency

 

$(1,369,371)

 

$(1,173,934)

 

$(1,469,690)

 

$(1,416,352)

 

As of June 30, 2019, the Company had a working capital deficiency of $1,469,690 compared with working capital deficiency of $1,416,352 as of March 31, 2019. The increase in working capital deficiency was primarily attributed to the increase in current liabilities due to the increase of advance from the President for operating expenses.

As of June 30, 2019, the Company had a working capital deficiency of $1,469,690 compared with working capital deficiency of $1,416,352 as of March 31, 2019. The increase in working capital deficiency was primarily attributed to the increase in current liabilities due to the increase of advance from the President for operating expenses.

 

 

 

 

 

Cash Flows

 

Three Months

Ended

June 30, 2018

 

 

Three Months

Ended

June 30, 2018

 

Cash Flows Used in Operating Activities

 

$(65,889)

 

$(135,390)

Cash Flows Provided by Investing Activities

 

$-

 

$-

 

Cash Flows Provided by Financing Activities

 

$49,661

 

$74,233

 

Effects on change in foreign exchange rate

 

$16,225

 

 

$9,479

 

Net Decrease in Cash During Period

 

$(3)

 

$(51,678)

 

As of December 31, 2018, the Company had a working capital deficiency of $1,369,371 compared with working capital deficiency of $1,173,934 as of March 31, 2018. The increase in working capital deficiency was primarily attributed to the increase in current liabilities due to the increase of advance from the President for operating expenses.  

Cash Flows

 

Nine Months Ended

December 31, 2018

 

 

Nine Months Ended

December 31, 2017

 

Cash Flows Used in Operating Activities

 

$(269,120)

 

$(250,901)

Cash Flows Provided by Investing Activities

 

$-

 

 

$-

 

Cash Flows Provided by Financing Activities

 

$196,639

 

 

$254,077

 

Effects on change in foreign exchange rate

 

$18,166

 

 

$(3,581)

Net Increase (decrease) in Cash During Period

 

$(54,315)

 

$(405)
 

Cash Flows Used in Operating Activities

 

During the ninethree months ended December 31, 2018,June 30, 2019, the Company had $269,120$65,889 in cash used in operating activities, which was attributed from loss from operations of $213,603 ,$61,967 and increase of other receivables of $138 and decrease in accounts payable and accrued liabilities of $55,379. $7,010 and increase in other receivables of $3,088.

During the ninethree months ended December 31, 2017,June 30, 2018, the Company had $250,901$135,390 in cash used in operating activities, which was attributed from loss from operations of $240,679$89,447 and increase of prepaid expenses of $16,935 and increasedecrease in accounts payable and accrued liabilities of $6,713.$46,132 and decrease in other receivables of $189.

 

Cash Flows Provided by Investing Activities

 

During the ninethree months ended December 31,June 30, 2019 and 2018, and 2017, the Company used no cash in investing activities.

 

Cash Flows Provided by Financing Activities

 

During the ninethree months ended December 31,June 30, 2019, the President has advanced the Company $51,868 for operating expenses and has paid off $2,210 for the new short-term loan. During the three months ended June 30, 2018, the President has advanced the Company $196,897$74,233 for operating expenses. During the nine months ended December 31, 2017, the President has advanced the Company $81,384 for operating expenses.

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Off-Balance Sheet Arrangements

 

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

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Item 3. Quantitative and Qualitative Disclosures About Market Risk.

 

Not applicable.

 

Item 4. Controls and Procedures.

 

Management'sManagement’s Report on Disclosure Controls and Procedures

 

As of December 31, 2018,June 30, 2019, management assessed the effectiveness of our internal control over financial reporting based on the criteria for effective internal control over financial reporting established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission ("COSO"(“COSO”) and SEC guidance on conducting such assessments. Based on that evaluation, they concluded that, during the period covered by this report, such internal controls and procedures were not effective to detect the inappropriate application of US GAAP rules as more fully described below. This was due to deficiencies that existed in the design or operation of our internal controls over financial reporting that adversely affected our internal controls and that may be considered to be material weaknesses.

 

The matters involving internal controls and procedures that our management considered to be material weaknesses under the standards of the Public Company Accounting Oversight Board were: (1) lack of a functioning audit committee, (2) lack of a majority of outside directors on our board of directors, resulting in ineffective oversight in the establishment and monitoring of required internal controls and procedures; (3) inadequate segregation of duties consistent with control objectives; and (4) management dominated by two individuals without adequate compensating controls. The aforementioned material weaknesses were identified by our Chief Executive and Financial Officer in connection with their review of our financial statements as of December 31, 2018.June 30, 2019.

 

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

 

Changes in Internal Control over Financial Reporting

 

There have been no changes in our internal controls over financial reporting that occurred during the quarter ended December 31, 2018,June 30, 2019, that have materially or are reasonably likely to materially affect, our internal controls over financial reporting.

 
 
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PART II - OTHER INFORMATION

 

Item 1.Legal Proceedings.

 

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

 

Item 1A.1A.Risk Factors.Risk Factors.

 

Not applicable.

 

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

 

No stock was sold during the quarter ended December 31, 2018.June 30, 2019.

 

Item 3. Defaults Upon Senior Securities.

 

None.

 

Item 4. Mine Safety Disclosures.

 

None.

 

Item 5. Other Information.

 

None.

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Item 6. Exhibits.

 

Index to Exhibits

 

31.1

 

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

31.2

 

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

32.1

 

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

101.INS

 

XBRL Instance Document.

101.SCH

 

XBRL Taxonomy Extension Schema Document.

101.CAL

 

XBRL Taxonomy Extension Calculation Linkbase Document.

101.DEF

 

XBRL Taxonomy Extension Definition Linkbase Document.

101.LAB

 

XBRL Taxonomy Extension Label Linkbase Document.

101.PRE

 

XBRL Taxonomy Extension Presentation Linkbase Document.

 

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SIGNATURES

 

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

 

 

Yinfu Gold Corporation

  

(Registrant)

 

 

 

   

 

Dated: FebruaryAugust 19, 2019By:/s/ Jiang, Libin

 

 

Jiang, Libin

 
  

Chief Executive Officer

 

 

 

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