ITEM 1. FINANCIAL STATEMENTS.

NEXT-ChemX Corporation

Condensed Balance Sheets

(Unaudited)

The accompanying notes are an integral part of these unaudited condensed financial statements.

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NEXT-ChemX Corporation

Condensed Statement of Changes in Stockholders’ Equity (Deficit)

(Unaudited)

For the Nine Months Ended September 30, 2021

For the Nine Months Ended September 30, 2020

The accompanying notes are an integral part of these unaudited condensed financial statements.

NEXT-ChemX Corporation

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(Unaudited)

WEWIN GROUP CORP.The accompanying notes are an integral part of these unaudited condensed financial statements.

CONDENSED

NEXT-ChemX Corporation

NOTES TO THE

UNAUDITED CONDENSED FINANCIAL STATEMENTS

FOR THE THREE AND NINE MONTHS ENDED SEPTEMBERSeptember 30, 2017 AND 20162021

(UNAUDITED)

NOTE 1 - ORGANIZATION AND BUSINESS OPERATIONS

Organization and Description of Business

WEWIN GROUP CORP. (formerly MakhNEXT-ChemX Corporation, formerly known as AllyMe Group Corp., the “Company”Inc. (“Company”, “we” or “us”) was incorporated under the laws of the State of Nevada on August 13, 2014 (“Inception”) and has adopted a December 31 fiscal year end. The Company’s Board of Directors approved the new name on June 16, 2021 and was granted approval by FINRA on July 22, 2021 and was granted a new trading symbol on July 30,2021. The Company intendsacquired a Novel Membrane-Based Ion Extraction Technology (“Membrane Technology”) along with its patents and patent applications, as well as the employment of its inventing scientist, and is developing pilot plant systems to provide business-consulting servicesdemonstrate its performance to potential clients in China.order to market commercial systems for its applications.

Applications include:

Pursuant to a stock purchase agreement, on April 27, 2021, Zilin Wang, the previous majority shareholder of the Company, sold 8,618,000 shares of Common Stock of the Company, to Arastou Mahjoory and Kenneth Mollicone, each an accredited investor, in equal parts. Following transfer of such shares to Messrs. Mahjoory and Mollicone, each has agreed to cancel an aggregate of 5,418,000 shares of common stock of the company.

Also on April 27, 2021, the previous sole officer and director of the company, Zicheng Wang, resigned his positions with the Company. Upon such resignation Benton Wilcoxon was appointed as Chief Executive Officer, and Chairman of the Board, and J. Michael Johnson was appointed President, Treasurer and Secretary, and Director of the Company.

Effective April 27, 2021 (the “Closing Date”), the Company, entered into that certain Asset Purchase Agreement (the “Asset Purchase Agreement”) with NEXT-ChemX Corporation, a private Texas company (“NEXT-ChemX”), in which the Company acquired certain intellectual property assets of NEXT-ChemX, specifically certain patents and patent applications, in exchange for the issuance of an aggregate of 23,844,448 shares of common stock of the Company (the “APA Issuance”).

Messrs. Mahjoory and Mollicone also entered into stock purchase Agreements with selling shareholders to acquire an additional 322,989 shares of common stock from several minority shareholders of the Company.

As of June 30, 2021, an aggregate of 27,385,437 shares are outstanding after the cancellation of 5,418,000 shares by Messrs. Mahjoory and Mollicone from the previous 32,803,437 shares of common stock that were outstanding. This reflects the APA Issuance, which results in NEXT-ChemX holding approximately 87.07% of the issued and outstanding shares of Common Stock of the Company, and as such it is able to unilaterally control the election of our board of directors, all matters upon which shareholder approval is required and, ultimately, the direction of our Company. Also after giving effect to the acquisition and cancellation of shares by Messrs. Mahjoory and Mollicone will each hold 6.44% of the issued and outstanding shares of Common Stock in the Company.

On July 23, 2021, AllyMe Group, Inc. (the “Company”) filed Certificate of Amendment to its Certificate of Incorporation (the “Certificate of Amendment”) with the Secretary of State of the State of Nevada effecting a name change of the Company to NEXT-ChemX Corporation (the “Corporate Action”). The Corporate Action and the Amended Articles became effective on July 28, 2021, following compliance with notification requirements of the Financial Industry Regulatory Authority.

NOTE 2 – GOING CONCERN

The Company has incurred a losslosses since Inceptioninception (August 13, 2014) resulting in an accumulated deficit of $80,288$1,077,322 as of September 30, 2017,2021, and further losses are anticipated in the development of its business. The Company had a net loss of $912,759 and net cash used in operating activities of $502,429 for the period ended September 30, 2021. Accordingly, there is substantial doubt about the Company’s ability to continue as a going concern. Management believes that the Company’s capital requirements will depend on many factors including the success of the Company’s development efforts and its efforts to raise capital. Management also believes the Company needs to raise additional capital for working capital purposes. There is no assurance that such financing will be available in the future. The conditions described above raise substantial doubt about our ability to continue as a going concern. The financial statements of the Company do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classifications of liabilities that might be necessary should the Company be unable to continue as a going concern.

The ability to continue as a going concern is dependent upon the Company generating profitable operations in the future and, or, obtaining the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management intends to finance operating costs over the next twelve months with existing cash on hand, loans from directors and, or, the private placement of common stock. However, there can be no assurances that management'smanagement’s plans will be successful.

NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Interim Financial Statements

The accompanying unaudited condensed interim financial statements and related notes have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information, and in accordance with the rules and regulations of the United States Securities and Exchange Commission with respect to Form 10-Q and Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. The unaudited interim financial statements furnished reflect all adjustments (consisting of normal recurring adjustments) whichthat are, in the opinion of management, necessary for a fair statement of the results for the interim periods presented. Interim results are not necessarily indicative of the results for the full year. These unaudited interim financial statements should be read in conjunction with the audited financial statements of the Company for the year ended December 31, 2016.2020.

Basis of Presentation

The financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America and are presented in US dollars. The Company’s year -end is December 31.

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and

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liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Recent

Intangible asset

The cost of intangible assets with determinable useful lives is amortized to reflect the pattern of economic benefits consumed on a straight-line basis over the estimated periods benefited. Patents, technology and other intangibles with contractual terms are generally amortized over their respective legal or contractual lives. When certain events or changes in operating conditions occur, an impairment assessment is performed and lives of intangible assets with determinable lives may be adjusted.

Reclassifications

Certain prior year amounts have been reclassified to conform with the current year presentation.

Recently Adopted Accounting Guidance

In August 2020, the FASB issued ASU 2020-06, ASC Subtopic 470-20 “Debt—Debt with “Conversion and Other Options” and ASC subtopic 815-40 “Hedging—Contracts in Entity’s Own Equity”. The standard reduced the number of accounting models for convertible debt instruments and convertible preferred stock. Convertible instruments that continue to be subject to separation models are (1) those with embedded conversion features that are not clearly and closely related to the host contract, that meet the definition of a derivative, and that do not qualify for a scope exception from derivative accounting; and, (2) convertible debt instruments issued with substantial premiums for which the premiums are recorded as paid-in capital. The amendments in this update are effective for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. Early adoption is permitted, but no earlier than fiscal years beginning after December 15, 2020, including interim periods within those fiscal years. The Company has adopted this standard on January 1, 2021.

The Company has considered all other recently issued accounting pronouncements and does not believe the adoption of such pronouncements will have a material impact on its financial statements.

The Company continually assesses any new accounting pronouncements

NOTE 4 – PREPAID EXPENSE AND OTHER CURRENT ASSETS

Prepaid expense and other current assets amounted to determine their applicability to the Company. Where it is determined that a new accounting pronouncement affects the Company’s financial reporting,$61,000 and $2,142 as of September 30, 2021 and December 31, 2020, respectively. Prepaid expenses in 2021 and 2020 are mainly prepaid service fees.

NOTE 5 – INTANGIBLE ASSET

On April 27, 2021, the Company undertakesentered into that Asset Purchase Agreement with NEXT-ChemX Corporation, a study to determineprivate Texas company (“NEXT-ChemX”), in which the consequenceCompany acquired certain intellectual property assets of NEXT-ChemX, specifically certain patents and patent applications, in exchange for the issuance of an aggregate of 23,844,448 shares of common stock of the change to its financial statements and assures that there are proper controls in place to ascertain thatCompany, valued at $3,500,127.

During the Company’s financials properly reflect the change. The Company currently does not have any recent accounting pronouncements that they are studying and feel may be applicable.

Earnings per Share

For the threenine months periods ended September 30, 2017 and 2016 there were no potentially dilutive debt or equity instruments issued or outstanding and any such shares would have been excluded from the computation because they would have been anti-dilutive as2021, the Company incurred losses in these years.recorded amortization of $350,013.

NOTE 6 - ACCOUNTS PAYABLE AND ACCRUED LIABILITIES

NOTE 4 – INCOME TAXES

Deferred income tax assets and liabilities are computed annually for differences between financial statement and tax bases of assets and liabilities that will result in taxable or deductible amounts in the future based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized. Income tax expense is the tax payable or refundable for the period plus or minus the change during the period in deferred tax assets and liabilities.

As of September 30, 20172021 and December 31, 2020, accounts payable and accrued liabilities consisted of as follows,

SCHEDULE OF ACCOUNTS PAYABLE AND ACCRUED LIABILITIES

NOTE 7 – CONVERTIBLE NOTES

During the nine months ended September 30, 2021, the Company had net operating loss carry forwardsissued convertible notes totaling of $80,288 that may be available to reduce future years’ taxable income through 2036. However,$477,500 with a conversion price of $0.75 per share. The convertible notes are unsecured, bears interest at 8% per annum, has a one-year maturity.

During the Company’s ability to use the net operating loss carryovers may be substantially limited or eliminated pursuant to Internal Revenue Code Section 382. Future tax benefits which may arise as a result of these losses have not been recognized in these financial statements, as their realization is determined not likely to occur and accordingly,nine months ended September 30, 2021, the Company has recorded a valuation allowance for the deferred tax asset relating to these tax loss carry-forwards.recognized interest expense of $11,232.

The Company adopted the provisions of ASC 740-10-50, formerly FIN 48, and “Accounting for Uncertainty in Income Taxes”. The Company had no material unrecognized income tax assets or liabilities as of September 30, 2017.

NOTE 8 – RELATED PARTY TRANSACTIONS

NOTE 5 –RELATED PARTY ACTIVITY

In support of the Company’s efforts and cash requirements, it may rely on advances from related parties until such time that the Company can support its operations or attainsattain adequate financing through sales of its equity or traditional debt financing. There is no formal written commitment for continued support by shareholders. Amounts represent advances or amounts paid in satisfaction of liabilities. The advances are considered temporary in nature and have not been formalized by a promissory note.

During the nine months ended September 30, 2021, a former related party paid operating expenses of $109,520 on behalf of the Company and forgave $150,560.

During the nine months ended September 30, 2021, a related party company was paid operating expenses of $189,952.

As of September 30, 2017,2021 and December 31, 2020, the amountamounts outstanding was $39,725.were $0 and $59,895. The loan isadvances were non-interest bearing, due upon demand and unsecured.unsecured from the CEO and also the shareholder of the company.

Note payable

During the nine months ended September 30, 2021, the Company issued note payable of $20,500. The Company’s sole shareholdernotes payable is unsecured, bears interest at 8% per annum, and director donated office space freematurity date is November 1, 2021. During the nine months ended September 30, 2021, the Company recognized interest expense of charge$323.

NOTE 9 - STOCKHOLDERS’ EQUITY (DEFICIT)

The Company is authorized to issue 100,000,000 shares of common stock with a par value of $0.001 and will devote approximately 20 hours5,000,000 shares of preferred stock with a week topar value of $0.001. There is no preferred stock issued and outstanding as of September 30, 2021.

During the nine months ended September 30, 2021, the Company issued 23,844,448 shares for a purchase of intangible assets.

During the nine months ended September 30, 2021, the Company cancelled 5,418,000 shares.

On September 14. 2021, NEXT-ChemX Corporation (the “Company”) obtained written consent by the holders of the majority of the voting power of the Company’s operations without payments. The revenue earned duringcapital stock approving the three months ended were a resultadoption of the director’s donated consulting hours to an independent third party.

NOTE 6– SUBSEQUENT EVENTS

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In accordance with ASC 855-10,Company’s 2021 Stock Incentive Plan (the “Plan”). The Plan allows the Board of Directors of the Company has analyzed its operations subsequent to grant incentive stock options, nonqualified stock options and restricted stock awards to officers, directors, employees and consultants of the Company. At the time of consent, there were 3,000,000 shares of common stock of the Company reserved for issuance under the Plan.

There are 27,385,437 and 8,958,989 shares of common stock outstanding as of September 30, 20172021 and December 31, 2020, respectively.

NOTE 10 – DISCONTINUED OPERATIONS

On September 30, 2020, the Company signed sales contracts with a related party and sold 1,040,000 shares of AllyMe for total cash consideration of $1,040. AllyMe US owns 51% of AllyMe who owns 100% of China Info. The transaction was completed on September 30 2020. Loss from disposal of Subsidiary was $179,533 and it was booked as additional paid in capital as the transaction was deemed between related parties. As a consequence of the sale, the operating results and the assets and liabilities of the discontinued AllyMe Business are presented separately in the Company’s financial statements. Summarized financial information for the discontinued AllyMe Business is shown below. Prior period balances have been reclassified to present the date these financial statements wereoperations of the AllyMe Business as discontinued operations.

Discontinued Operations Income Statement:

SCHEDULE OF DISCONTINUED OPERATIONS INCOME STATEMENT AND BALANCE SHEETS

NOTE 11 – SUBSEQUENT EVENTS

The Company issued andconvertible notes payable totaling $130,500, with a conversion price of $0.75 per share. The convertible notes are unsecured, bears interest at 8% per annum, has determined that it does not have any material subsequent events to disclose in these financial statements.a one-year maturity.

ITEM 2. MANAGEMENT'SMANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONOPERATIONS.

FORWARD LOOKING STATEMENTSManagement’s Discussion and Analysis of Financial Condition and Results of Operations

Statements madeCaution Regarding Forward-Looking Information

This Quarterly Report on Form 10-Q, including, without limitation, statements containing the words “believes”, “anticipates”, “expects” and words of similar import, constitute forward-looking statements. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of the Company, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements.

Such factors include, among others, the following: international, national and local general economic and market conditions: demographic changes; the ability of the Company to sustain, manage or forecast its growth; the ability of the Company to successfully make and integrate acquisitions; existing government regulations and changes in, or the failure to comply with, government regulations; adverse publicity; competition; fluctuations and difficulty in forecasting operating results; changes in business strategy or development plans; business disruptions; the ability to attract and retain qualified personnel; and other factors referenced in this and previous filings.

Given these uncertainties, readers of this Form 10-Q thatand investors are not historical or current facts are "forward-looking statements" made pursuant to the safe harbor provisions of Section 27A of the Securities Act of 1933 (the "Act") and Section 21E of the Securities Exchange Act of 1934. These statements often can be identified by the use of terms such as "may," "will," "expect," "believe," "anticipate," "estimate," "approximate" or "continue," or the negative thereof. We intend that such forward-looking statements be subject to the safe harbors for such statements. We wish to caution readerscautioned not to place undue reliance on such forward-looking statements. The Company disclaims any obligation to update any such factors or to publicly announce the result of any revisions to any of the forward-looking statements which speak onlycontained herein to reflect future events or developments.

Overview

The Company was organized on August 13, 2014 as a Nevada corporation under Chapter 78 of the date made. Any forward-looking statements represent management's best judgmentNevada Revised Statutes. The Company’s registered address is 3773 Howard Hughes Pkwy STE 500S, Las Vegas, NV, 89169, USA, and its principal office is located at 1111 W 12th St, # 113, Austin, Texas 78703.

The Company qualifies as to what may occuran “emerging growth company” as defined in the future. However, forward-looking statements are subject to risks, uncertaintiesJumpstart Our Business Startups Act which became law in April 2012. The definition of an “emerging growth company” is a company with an initial public offering of common equity securities which occurred after December 8, 2011 and important factors beyond our control that could cause actual results and events to differ materially from historical resultshas less than $1 billion of operations and events and those presently anticipated or projected. We disclaim any obligation subsequently to revise any forward-looking statements to reflect events or circumstances aftertotal annual gross revenues during last completed fiscal year.

Overview of the date of such statement or to reflect the occurrence of anticipated or unanticipated events.

Business

GENERAL

Our company plansThe Company was originally formed as to provide consulting services. From 2018 through the first quarter of 2021, the company name was AllyMe Group, Inc. and provided consulting services in China principally focused on the development of new-high-tech products marketing and retail sales.

On April 27, 2021, the Company acquired intellectual property assets from NEXT-ChemX Corporation, a private Texas corporation (“NEXT-ChemX”) related to a novel membrane-based ion extraction process (“Membrane Technology”), which is able to extract ions exiting in low concentrations from liquid solutions. It can be used to extract lithium from brine solutions, to extract fatty acids from vegetable oils as a superior refining process, to extract radioactive ions from nuclear waste waters, to extract specific metal ions from mining leach solutions and waste effluent, and to remove ions from seawater for selectiondesalination, among other things.

Results of production plants and products in China. We plan to representOperations

The following table summarizes the interestsresults of our future clients and act as our client’s authorized representative throughoutoperations during the entire territory of China. Our principal office address is located at Zheng Road (5# Plant) Shushan Industrial Park

Hefei, China 230031.

Service

We offer the following set of services:

1) Search for production plants and business partners in China

2) Search for products and materials in China

3) Services of a business interpreter

4) Assistance with legal support for transactions in China. Search for legal counsels and auditors.

5) Development of logistic schemes of product delivery from China

6) Market analysis and marketing research in China

7) Arrangement of business tours and excursions of product plants in China (including virtual ones) and exhibitions.

8) Assistance with organization of contacts and business meetings between clients and Chinese commercial and industrial companies, plants and factories.

9) Consultations on registration and conducting business in China.

We plan to render our services in an integrated manner, and if desired, a client can select any one of the aforementioned services.

RESULTS OF OPERATION

As of September 30, 2017, we have accumulated a deficit of $80,288. We anticipate that we will continue to incur substantial losses in the next 12 months. Our financial statements have been prepared assuming that we will continue as a going concern. We expect we will require additional capital to meet our long term operating requirements. We expect to raise additional capital through, among other things, the sale of equity or debt securities.

Three and Nine Months Periods Ended September 30, 2017 and 2016

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Revenue

During three months ended September 30, 20172021 and 2016,2020, respectively:

The increase in operating expenses is primarily due to amortization of intangible assets acquired in 2021, payroll and consulting expenses.

Gain from discontinued operations is derived from subsidiaries disposed in 2020.

Net loss for the Company has not generated any revenue. Duringthree months ended September 30, 2021 was mainly derived from operating expenses, whereas for the three months ended September 30, 2020 net income was mainly derived from gain from discontinued operations.

The following table summarizes the results of our operations during the nine months ended September 30, 2017,2021 and 2020, respectively:

The increase in operating expenses is primarily due to amortization of intangible assets acquired in 2021, payroll and consulting expenses.

Gain from discontinued operations is derived from subsidiaries disposed in 2020.

Net loss for the Company has not generated any revenue. During nine months ended September 30, 2016, the Company has generated $1,500 in revenue.  The Company provided consulting services according to an agreement with PECGIN & SCERTIZ, LLC. dated March 1, 2016. The service included:

1) Searching for production plants and business partners in China.

2) Arrangement of business tours of product plants in China.

3) Development of logistic schemes of product delivery2021 was mainly derived from China

4) Market analysis and marketing research in China

Operating Expenses

During the three month period ended September 30, 2017, we incurred total general and administrativeoperating expenses of $16,999 compared to $16,564 during the three months period ended September 30, 2016.

During the nine month period ended September 30, 2017, we incurred total general and administrative expenses of $41,442 compared to $32,460 during the nine months period ended September 30, 2016. General and administrative and professional fee expenses incurred generally related to corporate overhead, financial and administrative contracted services, such as legal and accounting, developmental costs, and marketing expenses.

Net Loss

Our net loss for the three months period ended September 30, 2017 was $16,999 compared to $16,564 during the three months period ended September 30, 2016 due to the factors discussed above.

Our net loss for the nine months period ended September 30, 20172020 was $41,442 compared to $30,960 duringmainly derived from gain from discontinued operations.

Liquidity and Capital Resources

As of September 30, 2021, we had total assets of $3,235,597, and an accumulated deficit of $1,077,322.

Our operating activities used $502,429 in cash for the threenine months period ended September 30, 2016 due to the factors discussed above.

LIQUIDITY AND CAPITAL RESOURCES

As at September 30, 2017,2021, while our current assets were $6,222 compared to $6,874 at December 31, 2016, consisting ofoperations used $132,600 cash and prepaid expenses.  The increase in cash was due to ongoing increase in cash intake and the increase in prepaid expenses to the Company in order to cover prepayment of an annual fee. As at September 30, 2017, our current liabilities were $54,310 compared to $ 13,520 as of December 31, 2016. The increase in liability is due to increase in advances from related parties to fund operations and increase in accrued expenses.

Stockholder’s deficit was $6,646 as of December 31, 2016 compared to stockholder’s deficit of $48,088 as of September 30, 2017.

Cash Flows from Operating Activities

We have not generated positive cash flows from operating activities. For the nine month periodmonths ended September 30, 2017, net cash flows used2020. We had no revenues in operating activities was $25,755, consisting of net loss of $41,442, prepaid expenses of $4,997 and a $10,690 increase in accrued expenses.

Cash Flows from Investing Activities

We neither used, nor provided cash flows from investing activities during the nine months period ended September 30, 2017.2021, or in the prior year same period.

Cash Flows from Financing Activities

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Cash flows provided by financing activities during the nine month period ended September 30, 2017 were $30,100 compared to $34,100 during the nine month period ended September 30, 2016, consisting of loans from our director and proceeds from sale of stock in 2016.

PLAN OF OPERATION AND FUNDING

We expect that working capital requirements will continue to be funded through a combination of our existing funds and further issuances of securities. Our working capitalcash requirements are expectedprimarily pilot plant equipment and operating expenses for the development of pilot plant systems and its demonstration to increase in line withpotential customers, as well as our payroll expense.

Management believes that the growth of our business.

Existing working capital, further advances and debt instruments, and anticipatedCompany’s cash flow are expected toon hand will not be adequatesufficient to fund our operations overall Company obligations and commitments for the next twelve months. We have no lines of credit or other bank financing arrangements. Generally,Historically, we have financed operationsdepended on loans from our principal shareholders and their affiliated companies to date through the proceeds of the private placement of equity and debt instruments. In connectionprovide us with our business plan, management anticipates additional increases in operating expenses andworking capital expenditures relating to: (i) acquisition of inventory; (ii) developmental expenses associated with a start-up business; and (iii) marketing expenses. We intend to finance these expenses with further issuances of securities, and debt issuances. Thereafter, we expect weas required. There is no guarantee that such funding will need to raise additional capital and generate revenues to meet long-term operating requirements. Additional issuances of equity or convertible debt securities will result in dilution to our current shareholders. Further, such securities might have rights, preferences or privileges senior to our common stock. Additional financing may not be available upon acceptable terms,when required and there can be no assurance that our stockholders, or at all. If adequate funds are not availableany of them, will continue making loans or are not available on acceptable terms, we may not be ableadvances to take advantage of prospective new business endeavors or opportunities, which could significantly and materially restrict our business operations.us in the future.

OFF-BALANCE SHEET ARRANGEMENTSOff Balance Sheet Arrangements

As of the date of this Quarterly Report, weWe 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 or capital expenditures or capital resources that areis material to investors.an investor in our securities.

GOING CONCERNSeasonality

Our operating results are not affected by seasonality.

Inflation

Our business and operating results are not affected in any material way by inflation.

Critical Accounting Policies

Our financial statements and accompanying notes have been prepared in accordance with GAAP. The independent auditors' report accompanyingpreparation of these financial statements requires management to make estimates, judgments, and assumptions that affect reported amounts of assets, liabilities, revenues and expenses. We continually evaluate the accounting policies and estimates used to prepare the financial statements. The estimates are based on historical experience and assumptions believed to be reasonable under current facts and circumstances. Actual amounts and results could differ from these estimates made by management. Certain accounting policies that require significant management estimates and are deemed critical to our December 31, 2016results of operations or financial position. Our critical accounting estimates are more fully discussed in Note 2 to our unaudited financial statements contained an explanatory paragraph expressing substantial doubt about our ability to continue as a going concern. The financial statements have been prepared "assuming that we will continue as a going concern," which contemplates that we will realize our assetsherein.

Item 3 - Quantitative and satisfy our liabilities and commitments in the ordinary course of business.Qualitative Disclosures About Market Risk

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

As a "smaller“smaller reporting company"company” as defined by Item 10 of Regulation S-K, the Company is not required to provide information required by this Item.

ITEM 4. CONTROLS AND PROCEDURES

Item 4 - Controls and Procedures

Disclosure Controls and Procedures

OurThe Company maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed in the Company’s reports that we file or submitfiled under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to the Company’s management, including the Company’s president and chief executive officer (who is the Company’s principal executive officer) and the Company’s chief financial officer, treasurer, and secretary (who is the Company’s principal financial officer and principal accounting officer) to allow for timely decisions regarding required disclosure. In designing and evaluating the Company’s disclosure controls and procedures, the Company’s management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and the Company’s management is required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures. The ineffectiveness of the SecuritiesCompany’s disclosure controls and Exchange Commission.procedures was due to material weaknesses identified in the Company’s internal control over financial reporting, described below.

Management’s Report on Internal Control over Financial Reporting

Management is responsible for establishing and maintaining adequate internal control over the Company’s financial reporting. In order to evaluate the effectiveness of internal control over financial reporting, as required by Section 404 of the Sarbanes-Oxley Act of 2002. Our management, with the participation of the Company’s principal executive officer and principal financial officer has conducted an assessment, including testing, using the criteria in Internal Control - Integrated Framework, issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”) (2013). Our system of internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting officer have reviewedprinciples. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. This assessment included review of the documentation of controls, evaluation of the design effectiveness of our “disclosurecontrols, testing of the operating effectiveness of controls and procedures” (as defined ina conclusion on this evaluation.

Based on this evaluation, the Securities Exchange ActCompany’s management concluded its internal control over financial reporting were not effective as of 1934 Rules 13(a)-15(e) and 15(d)-15(e)) within the end of the period covered by this Quarterly Report on Form 10-Q and have concluded that the disclosure controls and procedures are effective to ensure that material information relating to the Company is recorded, processed, summarized, and reported in a timely manner.September 30, 2021.

Changes in Internal Controls overControl Over Financial Reporting

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There have beenwere no changes in the Company'sour internal control over financial reporting during the last quarterly period covered by this reportquarter ended September 30, 2021, that have materially affected, or are reasonably likely to materially affect the Company'sour internal control over financial reporting.

PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

Management is not aware of any legal proceedings contemplated by any governmental authority or any other party involving us or our properties. As We believe that a control system, no matter how well designed and operated, cannot provide absolute assurance that the objectives of the datecontrol system are met, and no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within any company have been detected.

PART II

OTHER INFORMATION

Item 1 - Legal Proceedings

None

Item 1A – Risk Factors

Not applicable.

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

None.

Item 3 - Defaults upon Senior Securities

None

Item 4 - Mine Safety Disclosures

Not applicable.

Item 5 - Other Information

None

ITEM 6.EXHIBITS.

The following exhibits are filed as part of this Quarterly Report, no director, officerreport 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 or our properties.incorporated by reference:

* Filed herewith

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS** Furnished herewith

No equity securities were sold during the three months period ended September 30, 2017.

SIGNATURES

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

No senior securities were issued and outstanding during the three months period ended September 30, 2017.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable to our Company.