This Management's Discussion and Analysis of Financial Condition and Results of Operations is intended to provide a reader of our financial statements with a narrative from the perspective of our management on our financial condition, results of operations, liquidity, and certain other factors that may affect our future results. The following discussion and analysis should be read in conjunction with our audited consolidated financial statements and the accompanying notes thereto included in "Item 8. Financial Statements and Supplementary Data." In addition to historical financial information, the following discussion and analysis contains forward-looking statements that involve risks, uncertainties and assumptions. See "Forward-Looking Statements." Our results and the timing of selected events may differ materially from those anticipated in these forward-looking statements as a result of many factors.
5 Business Overview
Recent Developments
The Company ceased being a shell company as defined in Rule 12b-2 of the Securities Exchange Act of 1934 defines a shell company as a company that has
(A) no or nominal operations; and,
(B) either, a. no or nominal assets;
b. assets consisting solely of cash and cash equivalents; or,
c. assets consisting of any amount of cash and cash equivalents and nominal other
assets.
The determination was made based on the following:
1) The Company has begun business operations in the 2nd quarter of 2022 pursuant
to its business plan. As such, the Company does not have nominal operations.
2) On
Operation Service Agreement with a service provider to develop and maintain its social media platform application. The Company has made a total payment of$238,000 to the service provider for the development of the platform as ofSeptember 30, 2022 . Under the terms of the Agreement, the Company shall own all copyrights and intellectual property rights thereto. The initial version of the application was completed onOctober 27, 2022 and is available for download by the public. As such, the Company does not have assets consisting of any amount or solely of cash and cash equivalents and nominal other assets.
Accordingly, pursuant to the status above, the Company is a development stage
company that has engaged in activities that are, at a minimum, sufficient to
manifest a strong commitment in pursuing a legitimate business as set forth in
the Company's business plan. Based on the business conducted by the Company
since
Going Concern
Our auditor has indicated in their reports on our financial statements for the
fiscal years ended
Results of Operations - Years ended
Revenue
We had no revenues from operations during either
General and Administrative Expense
General and Administrative Expenses were
6 Net Loss
We had a net loss of
Capital Resources and Liquidity - At
Cash Used in Operating Activities
For the years ended
Cash Provided by Investing Activities
For the years ended
Cash Provided by Financing Activities
For the years ended
As of
Our auditors have issued a "going concern" opinion, meaning that there is substantial doubt if we can continue as an on-going business for the next twelve months unless we obtain additional capital. No substantial revenues are anticipated until we have implemented our plan of operations.
The Company requires additional funding to meet its ongoing obligations and to fund anticipated operating losses. Our auditor has expressed substantial doubt about our ability to continue as a going concern. The ability of the Company to continue as a going concern is dependent on raising capital to fund its initial business plan and ultimately to attain profitable operations. These financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts, or amounts and classification of liabilities that might result from this uncertainty.
We expect to incur marketing and professional and administrative expenses as well expenses associated with maintaining our filings with the Commission. We will require additional funds during this time and will seek to raise the necessary additional capital. If we are unable to obtain additional financing, we may be required to reduce the scope of our business development activities, which could harm our business plans, financial condition and operating results. Additional funding may not be available on favorable terms, if at all. The Company intends to continue to fund its business by way of equity or debt financing and advances from related parties. Any inability to raise capital as needed would have a material adverse effect on our business, financial condition and results of operations.
If we cannot raise additional funds, we will have to cease business operations. As a result, investors in the Company's common stock would lose all of their investment.
Off Balance Sheet Arrangements
There are no off-balance sheet arrangements currently contemplated by management or in place that are reasonably likely to have a current or future effect on the business, financial condition, changes in financial condition, revenue or expenses, result of operations, liquidity, capital expenditures and/or capital resources.
7
Recent Accounting Pronouncements
The Company has implemented all new accounting pronouncements that are in effect and that may impact its financial statements and does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.
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