UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
☒ | QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended
☐ | TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT |
For the transition period from ____________ to ______________
Commission file number:
XENOUS HOLDINGS, INC. |
( |
Nevada | 87-0363526 | |
(State or other jurisdiction of incorporation or organization) | (IRS Employer Identification No.) |
Suite 20.03, Plaza 138
Jalan Ampang
Kuala Lumpur, Malaysia, 50450
(Address of principal executive offices)
+603.2181.0150
(Registrant’s telephone number)
Securities registered pursuant to Section 12(b) of the Act:
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 preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x ☒ No ¨o
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes xo No ¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer | ☐ | Accelerated filer | ☐ |
Non-accelerated filer | ☒ | Smaller reporting company | ☒ |
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. ¨o
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes x ☒ No ¨o
The number of shares of the issuer’s common stock outstanding as of February 4,August 12, 2020 was 760,250,000 shares, par value $0.001 per share.
FORM 10-Q
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2 |
(Unaudited)
December 31, 2019 | March 31, 2019 | |||||||
ASSETS | ||||||||
Current Assets | ||||||||
Prepaid expenses | $ | - | $ | 7,000 | ||||
Total Current Assets | - | 7,000 | ||||||
TOTAL ASSETS | $ | - | $ | 7,000 | ||||
LIABILITIES AND STOCKHOLDERS’ DEFICIT | ||||||||
Current Liabilities | ||||||||
Accounts payable and accrued liabilities | $ | 6,274 | $ | 8,860 | ||||
Accrued interest, related party | 21,177 | 14,770 | ||||||
Due to related parties | 421,717 | 376,356 | ||||||
Convertible note payable, related party | 106,292 | 106,292 | ||||||
Total Current Liabilities | 555,460 | 506,278 | ||||||
TOTAL LIABILITIES | 555,460 | 506,278 | ||||||
STOCKHOLDERS’ DEFICIT | ||||||||
Preferred stock, par value $0.001 per share, 10,000,000 shares authorized, no shares issued and outstanding | - | - | ||||||
Common stock, par value $0.001 per share, 10,000,000,000 shares authorized, 760,250,000 shares issued and outstanding | 760,250 | 760,250 | ||||||
Capital deficiency | (449,450 | ) | (449,450 | ) | ||||
Accumulated deficit | (866,260 | ) | (810,078 | ) | ||||
Total Stockholders’ Deficit | (555,460 | ) | (499,278 | ) | ||||
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT | $ | - | $ | 7,000 |
|
| June 30, 2020 |
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| March 31, 2020 |
| ||
ASSETS |
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Current Assets |
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Total Current Assets |
| $ | - |
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| $ | - |
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TOTAL ASSETS |
| $ | - |
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| $ | - |
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LIABILITIES AND STOCKHOLDERS’ DEFICIT |
|
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Current Liabilities |
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Accounts payable and accrued liabilities |
| $ | 9,274 |
|
| $ | 6,130 |
|
Due to related party |
|
| 597,192 |
|
|
| 557,067 |
|
Total Current Liabilities |
|
| 606,466 |
|
|
| 563,197 |
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TOTAL LIABILITIES |
|
| 606,466 |
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| 563,197 |
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|
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STOCKHOLDERS’ DEFICIT |
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Preferred stock, par value $0.001 per share, 10,000,000 shares authorized, no shares issued and outstanding |
|
| - |
|
|
| - |
|
Common stock, par value $0.001 per share, 10,000,000,000 shares authorized, 760,250,000 shares issued and outstanding |
|
| 760,250 |
|
|
| 760,250 |
|
Capital deficiency |
|
| (449,450 | ) |
|
| (449,450 | ) |
Accumulated deficit |
|
| (917,266 | ) |
|
| (873,997 | ) |
Total Stockholders’ Deficit |
|
| (606,466 | ) |
|
| (563,197 | ) |
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT |
| $ | - |
|
| $ | - |
|
The accompanying notes are an integral part of these unaudited condensed financial statements
3 |
(Unaudited)
For the Three Months Ended | For the Nine Months Ended | |||||||||||||||
December 31, | December 31, | December 31, | December 31, | |||||||||||||
2019 | 2018 | 2019 | 2018 | |||||||||||||
REVENUES | $ | - | $ | - | $ | - | $ | - | ||||||||
OPERATING EXPENSES | ||||||||||||||||
General and administrative | 1,072 | 3,260 | 7,361 | 19,799 | ||||||||||||
Professional fees | 13,164 | 18,755 | 42,414 | 151,621 | ||||||||||||
14,236 | 22,015 | 49,775 | 171,420 | |||||||||||||
OPERATING LOSS | (14,236 | ) | (22,015 | ) | (49,775 | ) | (171,420 | ) | ||||||||
OTHER EXPENSE | ||||||||||||||||
Interest expense | (2,144 | ) | (2,144 | ) | (6,407 | ) | (6,407 | ) | ||||||||
(2,144 | ) | (2,144 | ) | (6,407 | ) | (6,407 | ) | |||||||||
NET LOSS | $ | (16,380 | ) | $ | (24,159 | ) | $ | (56,182 | ) | $ | (177,827 | ) | ||||
Basic and Diluted Loss per Common Share | $ | (0.00 | ) | $ | (0.00 | ) | $ | (0.00 | ) | $ | (0.00 | ) | ||||
Basic and Diluted Weighted Average Number of Common Shares | 760,250,000 | 760,250,000 | 760,250,000 | 760,250,000 |
|
| For the Three Months Ended |
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| June 30, |
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| June 30, |
| ||
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| 2020 |
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| 2019 |
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REVENUES |
| $ | - |
|
| $ | - |
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|
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|
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|
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|
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OPERATING EXPENSES |
|
|
|
|
|
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General and administrative |
|
| 11,269 |
|
|
| 3,144 |
|
Professional fees |
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| 32,000 |
|
|
| 12,500 |
|
|
|
| 43,269 |
|
|
| 15,644 |
|
|
|
|
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|
|
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OPERATING LOSS |
|
| (43,269 | ) |
|
| (15,644 | ) |
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OTHER EXPENSE |
|
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Interest expense |
|
| - |
|
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| (2,120 | ) |
|
|
| - |
|
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| (2,120 | ) |
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NET LOSS |
| $ | (43,269 | ) |
| $ | (17,764 | ) |
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Basic and Diluted Loss per Common Share |
| $ | (0.00 | ) |
| $ | (0.00 | ) |
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Basic and Diluted Weighted Average Number of Common Shares |
|
| 760,250,000 |
|
|
| 760,250,000 |
|
The accompanying notes are an integral part of these unaudited condensed financial statements
4 |
For the ninethree months ended December 31,June 30, 2020 and 2019 and December 31, 2018
(Unaudited)
Common Stock | ||||||||||||||||||||
Number of Shares | Amount | Capital Deficiency | Accumulated Deficit | Total | ||||||||||||||||
Balance - March 31, 2019 | 760,250,000 | $ | 760,250 | $ | (449,450 | ) | $ | (810,078 | ) | $ | (499,278 | ) | ||||||||
Net loss | - | - | - | (17,764 | ) | (17,764 | ) | |||||||||||||
Balance - June 30, 2019 | 760,250,000 | $ | 760,250 | $ | (449,450 | ) | $ | (827,842 | ) | $ | (517,042 | ) | ||||||||
Net loss | - | - | - | (22,038 | ) | (22,038 | ) | |||||||||||||
Balance - September 30, 2019 | 760,250,000 | $ | 760,250 | $ | (449,450 | ) | $ | (849,880 | ) | $ | (539,080 | ) | ||||||||
Net loss | - | - | - | (16,380 | ) | (16,380 | ) | |||||||||||||
Balance - December 31, 2019 | 760,250,000 | $ | 760,250 | $ | (449,450 | ) | $ | (866,260 | ) | $ | (555,460 | ) |
Common Stock | ||||||||||||||||||||
Number of Shares | Amount | Capital Deficiency | Accumulated Deficit | Total | ||||||||||||||||
Balance - March 31, 2018 | 760,250,000 | $ | 760,250 | $ | (449,450 | ) | $ | (590,577 | ) | $ | (279,777 | ) | ||||||||
Net loss | - | - | - | (75,586 | ) | (75,586 | ) | |||||||||||||
Balance - June 30, 2018 | 760,250,000 | $ | 760,250 | $ | (449,450 | ) | $ | (666,163 | ) | $ | (355,363 | ) | ||||||||
Net loss | - | - | - | (78,082 | ) | (78,082 | ) | |||||||||||||
Balance - September 30, 2018 | 760,250,000 | $ | 760,250 | $ | (449,450 | ) | $ | (744,245 | ) | $ | (433,445 | ) | ||||||||
Net loss | - | - | - | (24,159 | ) | (24,159 | ) | |||||||||||||
Balance - December 31, 2018 | 760,250,000 | $ | 760,250 | $ | (449,450 | ) | $ | (768,404 | ) | $ | (457,604 | ) |
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| Common Stock |
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| Number of Shares |
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| Amount |
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| Capital Deficiency |
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| Accumulated Deficit |
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| Total |
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Balance - March 31, 2020 |
|
| 760,250,000 |
|
| $ | 760,250 |
|
| $ | (449,450 | ) |
| $ | (873,997 | ) |
| $ | (563,197 | ) |
|
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Net loss |
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| - |
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| - |
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| - |
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|
| (43,269 | ) |
|
| (43,269 | ) |
Balance - June 30, 2020 |
|
| 760,250,000 |
|
| $ | 760,250 |
|
| $ | (449,450 | ) |
| $ | (917,266 | ) |
| $ | (606,466 | ) |
|
| Common Stock |
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| ||||||||
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| Number of Shares |
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| Amount |
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| Capital Deficiency |
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| Accumulated Deficit |
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| Total |
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Balance - March 31, 2019 |
|
| 760,250,000 |
|
| $ | 760,250 |
|
| $ | (449,450 | ) |
| $ | (810,078 | ) |
| $ | (499,278 | ) |
|
|
|
|
|
|
|
|
|
|
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|
|
|
|
|
|
|
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Net loss |
|
| - |
|
|
| - |
|
|
| - |
|
|
| (17,764 | ) |
|
| (17,764 | ) |
Balance - June 30, 2019 |
|
| 760,250,000 |
|
| $ | 760,250 |
|
| $ | (449,450 | ) |
| $ | (827,842 | ) |
| $ | (517,042 | ) |
The accompanying notes are an integral part of these unaudited condensed financial statements.
5 |
(Unaudited)
For the Nine Months Ended | ||||||||
December 31, | December 31, | |||||||
2019 | 2018 | |||||||
CASH FLOWS FROM OPERATING ACTIVITIES | ||||||||
Net loss | $ | (56,182 | ) | $ | (177,827 | ) | ||
Changes in operating assets and liabilities: | ||||||||
Prepaid expenses | 7,000 | (4,167 | ) | |||||
Accounts payable and accrued liabilities | (2,586 | ) | (38,635 | ) | ||||
Accrued interest, related party | 6,407 | 6,406 | ||||||
Net cash used in operating activities | (45,361 | ) | (214,223 | ) | ||||
CASH FLOWS FROM FINANCING ACTIVITIES | ||||||||
Proceeds from related party advances | 45,361 | 214,223 | ||||||
Net cash provided by financing activities | 45,361 | 214,223 | ||||||
Net changes in cash and cash equivalents | - | - | ||||||
Cash and cash equivalents - beginning of period | - | - | ||||||
Cash and cash equivalents - end of period | $ | - | $ | - | ||||
Supplemental Cash Flow Disclosures | ||||||||
Cash paid for interest | $ | - | $ | - | ||||
Cash paid for income taxes | $ | - | $ | - |
|
| For the Three Months Ended |
| |||||
|
| June 30, |
|
| June 30, |
| ||
|
| 2020 |
|
| 2019 |
| ||
|
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CASH FLOWS FROM OPERATING ACTIVITIES |
|
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Net loss |
| $ | (43,269 | ) |
| $ | (17,764 | ) |
Changes in operating assets and liabilities: |
|
|
|
|
|
|
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|
Prepaid expenses |
|
| - |
|
|
| 3,000 |
|
Accounts payable and accrued liabilities |
|
| 3,144 |
|
|
| (2,911 | ) |
Accrued interest, related party |
|
| - |
|
|
| 2,120 |
|
Net cash used in operating activities |
|
| (40,125 | ) |
|
| (15,555 | ) |
|
|
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CASH FLOWS FROM INVESTING ACTIVITIES |
|
| - |
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| - |
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CASH FLOWS FROM FINANCING ACTIVITIES |
|
|
|
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|
|
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Proceeds from related party advances |
|
| 40,125 |
|
|
| 15,555 |
|
Net cash provided by financing activities |
|
| 40,125 |
|
|
| 15,555 |
|
|
|
|
|
|
|
|
|
|
Net changes in cash and cash equivalents |
|
| - |
|
|
| - |
|
Cash and cash equivalents - beginning of period |
|
| - |
|
|
| - |
|
Cash and cash equivalents - end of period |
| $ | - |
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| $ | - |
|
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Supplemental Cash Flow Disclosures |
|
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Cash paid for interest |
| $ | - |
|
| $ | - |
|
Cash paid for income taxes |
| $ | - |
|
| $ | - |
|
The accompanying notes are an integral part of these unaudited condensed financial statements.
6 |
June 30, 2020
NOTE 1 - NATURE OF BUSINESS AND CONTINUANCE OF OPERATIONS
Xenous Holdings, Inc. (the Company)“Company”) was incorporated on May 20, 1980 as Concept Holding Corp.Dayne Weiss and Associates, Inc. under the laws of the State of Utah.
On December 19, 2014, the Company completed a change of domicile merger with Concept Holding Corp., a Nevada corporation, which became the surviving entity and Concept Technologies, Inc., a Utah corporation ceased.
On July 21, 2017, the Board of Directors of the Company elected to file Articles of Merger with the Nevada SOS whereby it would enter into a statutory merger with its wholly-owned subsidiary, M101 Corp., a Nevada corporation, pursuant to Nevada Revised Statutes 92A.200, et seq. The effect of such merger is the Company is the surviving entity and changed its name to “M101 Corp.” The merger took effect on August 14, 2017. The Company currently has no business operations.
On November 2, 2019, a majority of shareholders approved a resolution to change the name of the Company to Xenous Holdings, Inc. (the Company). On November 19, 2019, the Company received notice that the Secretary of State of Nevada accepted the Company’s Certificate of Amendment to its Articles of Incorporation to change the name of the Company to Xenous Holdings, Inc.
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation
The accompanying unaudited financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and in accordance with the instructions to Form 10-Q and Article 8 of Regulation S-X. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. Operating results for the ninethree months ended December 31, 2019June 30, 2020 are not necessarily indicative of the results that may be expected for the year ending March 31, 2020.2021. The notes to the unaudited financial statements are condensed, as disclosures that would substantially duplicate the disclosures contained in the audited financial statements for fiscal year 20192020 have been omitted. This report should be read in conjunction with the audited financial statements and the footnotes thereto for the fiscal year ended March 31, 20192020 included in the Company’s Form 10-K as filed with the Securities and Exchange Commission on July 9, 2019.
Use of Estimates
The Company prepares its financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”)“GAAP,” which require 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 reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Financial Instruments
The Company’s financial instruments consist primarily of accounts payable and debts. The carrying amounts of such financial instruments approximate their respective estimated fair value due to the short-term maturities and approximate market interest rates of these instruments.
Related Parties
We follow ASC 850,
COVID-19
In early 2020, the World Health Organization declared the rapidly spreading coronavirus disease (COVID-19) outbreak a pandemic. This pandemic has resulted in governments worldwide enacting emergency measures to prepayment made for future services in advance and will be expensed over time ascombat the benefitspread of the servicesvirus. The Company considered the impact of COVID-19 on the assumptions and estimates used and determined that there were no material adverse impacts on the Company’s results of operations and financial position at June 30, 2020. The full extent of the future impacts of COVID-19 on the Company’s operations is receiveduncertain. A prolonged outbreak could have a material adverse impact on financial results and business operations of the Company in the future, expected within one year.
Recently Issued Accounting Pronouncements
Management has considered all recent accounting pronouncements issued and believes that these recent pronouncements will not have a material effect on the Company’s financial statements.
December 31, | December 31, | |||||||
2019 | 2018 | |||||||
Shares | Shares | |||||||
Convertible Note- July 2017 | 10,629,200 | 10,629,200 |
7 |
Table of Contents |
NOTE 3 - GOING CONCERN
The Company has not yet generated any revenue since its inception and has an operating loss and net loss of $56,182$43,269 for the ninethree months ended December 31, 2019.June 30, 2020. As of December 31, 2019,June 30, 2020, the Company has accumulated deficit of $866,260,$917,266, and negative working capital of $555,460.$606,466. The Company’s continuation as a going concern is dependent on its ability to execute its operation plan to generate sufficient cash flows from operations to meet its obligations and/or obtaining additional financing from its shareholders or other sources, as may be required. There can be no assurance that the necessary debt or equity financing will be available or will be available on terms acceptable to the Company. We estimate that based on current plans and assumptions, our available cash will not be sufficient to satisfy our cash requirements under our present operating expectations, without further financing, for up to 12 months.
The accompanying financial statements have been prepared assuming that the Company will continue as a going concern; however, the above conditions raise substantial doubt about the Company’s ability to do so. The financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classifications of liabilities that may result should the Company be unable to continue as a going concern.
While we believe in the viability of our strategy to generate sufficient revenues in the future and in our ability to raise additional funds, there can be no assurances to that effect.
NOTE 4 - RELATED PARTY TRANSACTIONS
Due to Related Party
During three months ended June 30, 2020 and 2019, Smartex Investment Ltd., the majority shareholder of the Company which is holding 82% of the Company’s common shares, advanced $40,125 and $15,555, respectively, to the Company for operating expenses. As of June 30, 2020 and March 31, 2020, total amount due to Smartex Investment Ltd. was $597,192 and $557,067, respectively. The ability of our company to continue as a going concernloan is dependent upon our ability to further implement our business plan, generate sufficient revenue to cover operating expensesnon-interest bearing and in our ability to raise additional funds.
8 |
December 31, | March 31, | |||||||
2019 | 2019 | |||||||
Amount due to director | $ | 11,590 | $ | - | ||||
Amount due to former director | 408,877 | 375,106 | ||||||
Amount due to former shareholder | 1,250 | 1,250 | ||||||
$ | 421,717 | $ | 376,356 |
December 31, | March 31, | |||||||
2019 | 2019 | |||||||
Convertible Note- July 2017 | $ | 106,292 | $ | 106,292 |
NOTE 5 – SHARE CAPITAL
Preferred Stock
The Company is authorized to issue an aggregate of 10,000,000 shares of preferred stock with a par value of $0.001 per share. As at December 31, 2019of June 30, 2020 and March 31, 2019,2020, no preferred shares have been issued.
Common Stock
The Company is authorized to issue an aggregate of 10,000,000,000 shares of common stock with a par value of $0.001 per share.
There were no stock issuances during the three months ended June 30, 2020 or 2019. As of December 31, 2019June 30, 2020 and March 31, 2019,2020, the Company had 760,250,000 shares of common stock issued and outstanding.
NOTE 6 – SUBSEQUENT EVENTS
Management has evaluated subsequent events through the date these financial statements were issued. Based on our evaluation, no material events have occurred that require disclosure.
When used in this Quarterly Report, the words “may,” “will,” “expect,” “anticipate,” “continue,” “estimate,” “project,” “intend,” and similar expressions are intended to identify forward-looking statements regarding events, conditions, and financial trends that may affect our future plans of operations, business strategy, operating results, and financial position. Persons reviewing this Quarterly Report are cautioned that any forward-looking statements are not guarantees of future performance and are subject to risks and uncertainties and actual results may differ materially from those included within the forward-looking statements as a result of various factors. Such factors are discussed further below under “Trends and Uncertainties,” and also include general economic factors and conditions that may directly or indirectly impact our financial condition or results of operations.
Plan of Operation
Our plan of operation for the next 12 months is to: (i) consider guidelines of industries in which we may have an interest; (ii) adopt a business plan regarding engaging in the business of any selected industry; and (iii) to commence such operations through funding and/or the acquisition of a “going concern” engaged in any industry selected.
During the next 12 months, our only foreseeable cash requirements will relate to maintaining our good standing or the payment of expenses associated with legal fees, accounting fees and reviewing or investigating any potential business venture, which may be advanced by management or principal stockholders as loans to us. Because we have not determined any business or industry in which our operations will be commenced, and we have not identified any prospective venture as of the date of this Annual Report, it is impossible to predict the amount of any such loan. Any such loan will be on terms no less favorable to us than would be available from a commercial lender in an arm’s length transaction. No advance or loan from any affiliate will be required to be repaid as a condition to any agreement with future acquisition partners.
Results of Operations
Three Months Ended December 31,June 30, 2020 and 2019 and December 31, 2018
Three Months | Three Months | |||||||||||
Ended | Ended | |||||||||||
December 31, | December 31, | |||||||||||
2019 | 2018 | Changes | ||||||||||
Revenues | $ | - | $ | - | $ | - | ||||||
Operating Expenses | $ | 14,236 | $ | 22,015 | $ | (7,779 | ) | |||||
Other Expenses | $ | 2,144 | $ | 2,144 | $ | - | ||||||
Net Loss | $ | (16,380 | ) | $ | (24,159 | ) | $ | 7,779 |
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| Ended |
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| Ended |
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| June 30, |
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| June 30, |
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| 2020 |
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| 2019 |
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| Changes |
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Revenues |
| $ | - |
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| $ | - |
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| $ | - |
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Operating Expenses |
| $ | 43,269 |
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| $ | 15,644 |
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| $ | 27,625 |
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Other Expenses |
| $ | - |
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| $ | 2,120 |
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| $ | (2,120 | ) |
Net Loss |
| $ | (43,269 | ) |
| $ | (17,764 | ) |
| $ | (25,505 | ) |
We had no operations during the three months ended December 31,June 30, 2020 or 2019, or 2018, nor do we have operations as of the date of this filing. We had a net loss of $16,380$43,269 and $24,159$17,764 for the three months ended December 31,June 30, 2020 and 2019, and 2018, respectively. The decreaseincrease was mainly attributable to the decreaseincrease in professional fees incurred during the three months ended December 31, 2019.June 30, 2020. Professional fees were $13,164$32,000 and $18,755$12,500 for the three months ended December 31,June 30, 2020 and 2019, and 2018, respectively. The decreaseincrease in professional expenses was mainly attributable to the decreaseincrease in legal fees, accounting and audit fees. General and administrative expenses were $1,072$11,269 and $3,260$3,144 for
Other expenses during three months ended June 30, 2019 are accrued interest payable on the convertible note that was repaid during the year ended March 31, 2020.
Nine Months | Nine Months | |||||||||||
Ended | Ended | |||||||||||
December 31, | December 31, | |||||||||||
2019 | 2018 | Changes | ||||||||||
Revenues | $ | - | $ | - | $ | - | ||||||
Operating Expenses | $ | 49,775 | $ | 171,420 | $ | (121,645 | ) | |||||
Other Expenses | $ | 6,407 | $ | 6,407 | $ | - | ||||||
Net Loss | $ | (56,182 | ) | $ | (177,827 | ) | $ | 121,645 |
Liquidity and Capital Resources
As of | As of | |||||||||||
December 31, | March 31, | |||||||||||
2019 | 2019 | Changes | ||||||||||
Current Assets | $ | - | $ | 7,000 | $ | (7,000 | ) | |||||
Current Liabilities | $ | 555,460 | $ | 506,278 | $ | 49,182 | ||||||
Working Capital (Deficiency) | $ | (555,460 | ) | $ | (499,278 | ) | $ | (56,182 | ) |
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Current Assets |
| $ | - |
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| $ | - |
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| $ | - |
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Current Liabilities |
| $ | 606,466 |
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| $ | 563,197 |
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| $ | 43,269 |
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Working Capital (Deficiency) |
| $ | (606,466 | ) |
| $ | (563,197 | ) |
| $ | (43,269 | ) |
As of December 31, 2019,June 30, 2020 and March 31, 2019, our total assets were $0 and $7,000, respectively.
As of December 31, 2019,June 30, 2020 and March 31, 2019,2020, our total liabilities were $555,460$606,466 and 506,278, respectively.
Stockholders’ deficit was at $555,460$606,466 as of December 31, 2019June 30, 2020 compared to deficit of $499,278$563,197 as of March 31, 2019.
We had no cash on hand as of DecemberJune 30, 2020 or March 31, 20192020 to meet ongoing expenses and debts that may accumulate. Accumulated deficit was at $866,260$917,266 as of December 31, 2019,June 30, 2020, compared to accumulated deficit of $810,078$873,997 as of March 31, 2019.
As at December 31, 2019,of June 30, 2020, we had a working capital deficit of $555,460$606,466 compared with a working capital deficit of $499,278$563,197 as atof March 31, 2019.2020. The increase in working capital deficit was primarily attributed to the increase in amount due to related partiesparty for advancement from directorsthe Company’s majority shareholder paying off vendors on behalf of the Company.
Nine Months | Nine Months | |||||||||||
Ended | Ended | |||||||||||
December 31, | December 31, | |||||||||||
2019 | 2018 | Changes | ||||||||||
Net cash used in operating activities | $ | (45,361 | ) | $ | (214,223 | ) | $ | 168,862 | ||||
Net cash provided by financing activities | $ | 45,361 | $ | 214,223 | $ | (168,862 | ) | |||||
Net changes in cash and cash equivalents | $ | - | $ | - | $ | - |
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| 2020 |
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| 2019 |
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| Changes |
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Net cash used in operating activities |
| $ | (40,125 | ) |
| $ | (15,555 | ) |
| $ | (24,570 | ) |
Net cash provided by financing activities |
| $ | 40,125 |
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| $ | 15,555 |
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| $ | 24,570 |
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Net changes in cash and cash equivalents |
| $ | - |
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| $ | - |
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| $ | - |
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Cash Flow from Operating Activities
We have not generated any positive cash flow from operating activities.
For the ninethree months ended December 31,June 30, 2020, net cash flows used in operating activities was $40,125. The net cash used in operating activities for the three months ended June 30, 2020 was attributed to a net loss of $43,269, decreased by an increase in accounts payable and accrued liabilities of $3,144.
For the three months ended June 30, 2019, net cash flows used in operating activities was $45,361.$15,555. The net cash used in operating activities for the ninethree months ended December 31,June 30, 2019 was attributed to a net loss of $56,182,$17,764, increased by a decrease in accounts payable and accrued liabilities of $2,586$2,911 and was offsetdecreased by a decrease in prepaid expensesexpense of $7,000$3,000 and an increase in accrued interest of $2,120.
Cash Flow from note payable of $6,407.
During the ninethree months ended December 31, 2018, net cash flows used in operating activities was $214,223. The net cash used in operating activities for the nine months ended December 31, 2018 was attributed to a net loss of $177,827, increased by a decrease in accounts payableJune 2020 and accrued liabilities of $38,635 and was offset by an increase in prepaid expenses of $4,167 and an increase in accrued interest from note payable of $6,406.
11 |
Table of Contents |
Cash Flow from Financing Activities
We have financed our operations primarily from either advances and loans from related and third parties orSmartex Investment Ltd., majority shareholder of the issuance of equity instruments. Company.
For the ninethree months ended December 31,June 30, 2020 and 2019, net cash from financing activities was $45,361 compared to $214,223 for the nine months ended December 31, 2018.
Going Concern
Our independent auditors have added an explanatory paragraph to their audit issued in connection with the financial statements for the periodyear ended March 31, 2019,2020, relative to our ability to continue as a going concern. The Company, which has not generated any revenues, has incurred net losses, has nominal assets and a stockholders’ deficit. These conditions, among others, raise substantial doubt about the Company’s ability to continue as a going concern. The Company’s continuation as a going concern is dependent on its ability to meet its obligations, to obtain additional financing as may be required and ultimately to attain profitability. The financial statements do not include any adjustments that might result from the outcome of this uncertainty
The Company is dependent on advances from its principal shareholders or other affiliated parties for continued funding. There are no commitments or guarantees from any third party to provide such funding nor is there any guarantee that the Company will be able to access the funding it requires to continue its operations.
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 an investor in our securities.
Pursuant to Item 305(e) of Regulation of 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).
Disclosure Controls and Procedures
Disclosure controls and procedures (as defined in Rule 13a-15(e) under the Exchange Act) are designed to ensure that information required to be disclosed in reports filed or submitted under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in rules and forms adopted by the Securities and Exchange Commission, and that such information is accumulated and communicated to management, including the President and Secretary, to allow timely decisions regarding required disclosures.
Under the supervision and with the participation of our management, including our President and Secretary, we evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15(e) under the Exchange Act) as of the end of the period covered by this Quarterly Report. Based upon that evaluation, our President and Secretary concluded that, as of the end of the period covered by this Quarterly Report, our disclosure controls and procedures were not effective.
Changes in Internal Control Over Financial Reporting
During the fiscal quarter covered by this Quarterly Report, there has been no change in our internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act) that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
Management is not aware of any legal proceedings contemplated by any governmental authority or any other party involving us. As of the date of this Quarterly Report, no director, officer or affiliate is (i) a party adverse to us in any legal proceeding, or (ii) has an adverse interest to us in any legal proceedings. Management is not aware of any other legal proceedings pending or that have been threatened against us.
As a “smaller reporting company” as defined by Item 10 of Regulation S-K, the Company is not required to provide this information.
There were no unregistered sales of our equity securities during the period covered by this quarterly report.
None.
Not applicable.
None.
Exhibits:
In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
XENOUS HOLDINGS, INC. | |||
DATED: | By: | /s/ Dr. Mike Tham Soon Hua | |
Dr. Mike Tham Soon Hua | |||
Chief Executive Officer (Principal Executive Officer) | |||
By: | /s/ Mordekar Shrikumar Vasant | ||
Mordekar Shrikumar Vasant | |||
Treasurer (Principal Financial Officer) |