December 4, 2022

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FELLAZO : Management’s Discussion and Analysis of Financial Condition and Results of Operations. (form 10-K)

RESULTS OF OPERATIONS

The following summary of our results of operations should be read in conjunction
with our financial statements included elsewhere in this annual report.

As at August 31, 2020, the Company has a working capital deficit of $1,088,996
and has not yet established a stabilized source of revenue sufficient to cover
operating cost for the foreseeable future. These factors, among others, may
raise substantial doubt about the Company’s ability to continue as a going
concern.

Our financial statements have been prepared assuming that we will continue as a
going concern and, accordingly, do not include adjustments relating to the
recoverability and realization of assets and classification of liabilities that
might be necessary should we be unable to continue in operation. 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.



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Comparison of the years ended August 31, 2020 and, 2019


                                            Year Ended
                                            August 31,
                                        2020          2019         Change       {de3fc13d4eb210e6ea91a63b91641ad51ecf4a1f1306988bf846a537e7024eeb}
Revenue                               $  65,848     $       -     $ 65,848        -
Cost of Goods Sold                       49,511             -       49,511        -

General and administrative expenses 325,399 271,780 53,619 20 {de3fc13d4eb210e6ea91a63b91641ad51ecf4a1f1306988bf846a537e7024eeb}
Net loss

                              $ 309,062$ 271,780$ 37,282       14 {de3fc13d4eb210e6ea91a63b91641ad51ecf4a1f1306988bf846a537e7024eeb}




For the year ended August 31, 2020, we had revenue of $65,848 and cost of
revenue of $49,511, as compared to $0 and $0 for the same period in 2019. The
Company started with trading of raw bird-nest since fiscal year 2020 and it is
an initial stage of our operations.

Our general and administrative expenses were $325,399 for the year ended August
31, 2020
, with an increase of $53,619 as compared to $271,780 for the same
period in 2019. The increase in general and administrative expenses was
primarily due to increased management fees and traveling expense.

Liquidity and Capital Resources


Working Capital



                              August 31,      August 31,
                                 2020            2019           Change          {de3fc13d4eb210e6ea91a63b91641ad51ecf4a1f1306988bf846a537e7024eeb}
Current assets               $     14,393$    73,572$  (59,179 )     (80{de3fc13d4eb210e6ea91a63b91641ad51ecf4a1f1306988bf846a537e7024eeb})
Current liabilities          $  1,103,389$   851,699$  251,690          30 {de3fc13d4eb210e6ea91a63b91641ad51ecf4a1f1306988bf846a537e7024eeb}
Working capital deficiency   $ (1,088,996 )$  (778,127 )$ (310,869 )        40 {de3fc13d4eb210e6ea91a63b91641ad51ecf4a1f1306988bf846a537e7024eeb}



The Company’s current assets consists of cash and cash equivalents of $6,665 and
prepaid expense and deposit of $7,728 at August 31, 2020, with a decrease of
$59,179 as compared to cash and cash equivalents of $54,467 and prepaid expense
of $19,105 at August 31, 2019. The decrease was primarily due to the negative
cash flow in the year, as discussed in the section for cash flows below.

As at August 31, 2020, current liabilities consisted of accounts payable and
accrued liabilities of $30,137 and due to a related party of $1,073,252, as
compared to August 31, 2019 current liabilities consisted of accounts payable
and accrued liabilities of $27,000 and due to a related party of $824,699. The
increase in current liabilities of $251,690 is primarily due to the operating
expenses paid by the related party.


Cash Flows



                                                        Year Ended
                                                        August 31,
                                                    2020          2019         Change

Cash provided by (used in) operating activities $ 8,804$ (2,509 )$ 11,313
Cash provided by (used in) financing activities (57,218 ) 53,220 (110,438 )
Effects on changes in foreign exchange rate

             612        1,253           (641 )
Net change in cash and cash equivalents           $ (47,802 )$ 51,964$  (99,766 )

Cash Flow from Operating Activities

Cash flows provided by operations was $8,804 during the year ended August 31,
2020
, compared with cash flows used in operations of $2,509 during the same
period in 2019. The increase of $11,313 is mainly due to increase in expenses
paid by related party.



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Cash Flow from Financing Activities

Cash flows used in financing activities was $57,218 during the year ended August
31, 2020
. It consists of advances from related party of $309,249, expenses paid
on behalf of related party of $362,099 and repayment to related party of $4,368.
Cash flows provided by financing activities was $53,220 during the year ended
August 31, 2019. It consists of advances from related party of $1,942,650,
expenses paid on behalf of related party of $1,006,698 and repayment to related
party of $882,732.

Plan of Operation and Funding

We expect that working capital requirements will continue to be funded through
further issuances of our securities and loans from our executive officers and
principal shareholders, including Joseph Ho. Our working capital requirements
are expected to increase in line with the growth of our business.

Existing working capital, further advances and debt instruments, and anticipated
cash flow are not expected to be adequate to fund our operations and potential
acquisitions over the next twelve months. We have no lines of credit or other
bank financing arrangements. Generally, we have financed operations to date
through the proceeds of the private placement of equity and debt instruments. In
connection with our business plan, management anticipates additional increases
in operating expenses and capital expenditures relating to: (i) the acquisition
of businesses in the health-related industry; (ii) acquisition of inventory;
(iii) developmental expenses associated with a start-up business; and (iv)
marketing expenses. We intend to finance these expenses with further issuances
of equity securities and debt instruments. Thereafter, we expect we 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, or at all. If adequate
funds are not available or are not available on acceptable terms, we may not be
able to take advantage of prospective new business endeavors or opportunities,
which could significantly and materially restrict our business operations.

We will also be sourcing funds from potential investors to finance purchases of
raw materials needed to support our operations and surplus for potential buyers.

We believe our business plan will create a significant growth potential to the
Company which would generate more than sufficient revenue and liquidity to
sustain the Company for the next twelve months and a significant future growth.

Off-Balance Sheet Arrangements

As of the date of this Annual Report, 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 are material to investors.


Going Concern


The accompanying consolidated financial statements have been prepared assuming
that the Company will continue as a going concern, which contemplates the
realization of assets and the discharge of liabilities in the normal course of
business for the foreseeable future.

As of August 31, 2020, the Company had an accumulated deficit of $1,143,619 and
net loss of $309,062 for the year ended August 31, 2020. Losses have principally
occurred as a result of the substantial resources required for general and
administrative expenses associated with our operations. The continuation of the
Company as a going concern is dependent upon the continued financial support
from its stockholders or external financing. Management believes the existing
stockholders will provide the additional cash to meet with the Company’s
obligations as they become due. However, there is no assurance that the Company
will be successful in securing sufficient funds to sustain the operations.

These conditions raise substantial doubt about the Company’s ability to continue
as a going concern. These financial statements do not include any adjustments to
reflect the possible future effect on the recoverability and classification of
assets or the amounts and classifications of liabilities that may result from
the outcome of these uncertainties. Management believes that the actions
presently being taken to obtain additional funding and implement its strategic
plan provides the opportunity for the Company to continue as a going concern.



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Critical Accounting Policies

We have identified the following policies below as critical to our business and
results of operations. Our reported results are impacted by the application of
the following accounting policies, certain of which require management to make
subjective or complex judgments. These judgments involve making estimates about
the effect of matters that are inherently uncertain and may significantly impact
quarterly or annual results of operations. For all of these policies, management
cautions that future events rarely develop exactly as expected, and the best
estimates routinely require adjustment. Specific risks associated with these
critical accounting policies are described in the following paragraphs.


Use of Estimates


The preparation of financial statements in conformity with U.S. GAAP requires
management to make estimates and assumptions that affect the reported amounts of
assets and liabilities and disclosure of contingent assets and liabilities at
the date of the financial statements as well as the reported amount of revenues
and expenses during the reporting period. Actual results could differ from these
estimates.

Recent Accounting Pronouncements

Our company has implemented all new accounting pronouncements and does not
believe that there are any other accounting pronouncements that have been issued
that may have a material impact on its financial statements.

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