UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended: September 30, 2016
¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ____________ to _____________
Commission File No. 000-52020
YUS INTERNATIONAL GROUP LIMITED | ||||
(Exact name of small business issuer as specified in its charter) |
Nevada |
| 90-0201309 |
(State or other jurisdiction of incorporation or organization) |
| (IRS Employer |
Room A, Block B, 21/F Billion Centre, 1 Wang Kwong Road Kowloon Bay, Kowloon, Hong Kong |
| n/a |
(Address of Principal Executive Offices) |
| (Zip Code) |
Registrant’s telephone number, including area code: 852-36986699
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 during the preceding 12 months (or for such shorter period that the issuer was required to file such reports), and (2)has been subject to such filing requirements for the past 90 days. Yes x No ¨
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x No ¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer", "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer | ¨ | Non-accelerated filer | ¨ |
Accelerated filer | ¨ | Smaller reporting company | x |
(do not check if smaller reporting company) |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes x No ¨
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
As of November 21, 2016, the issuer’s classes of common stock are as follows:
Class of Securities | Shares Outstanding | |
Common Stock, $0.1 par value | 6,819,120 shares |
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Management’s Discussion and Analysis of Financial Condition and Results of Operations. | 9 | ||||
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Unregistered Sales of Equity Securities and Use of Proceeds. | 12 | ||||
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2 |
PART I – FINANCIAL INFORMATION
ITEM 1. UNAUDITED FINANCIAL STATEMENTS
YUS INTERNATIONAL GROUP LIMITED
CONDENSED BALANCE SHEETS
|
| September 30, |
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| December 31, |
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| (Unaudited) |
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| (Audited) |
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Assets |
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Current assets |
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Cash and cash equivalents |
| $ | - |
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| $ | - |
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Total current assets |
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| - |
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| - |
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Total assets |
| $ | - |
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| $ | - |
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Liabilities and stockholders’ equity |
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Liabilities |
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Current liabilities |
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Accrued expenses |
| $ | 17,600 |
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| $ | 17,600 |
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Advance from a shareholder |
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| 59,450 |
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| 44,450 |
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Total current liabilities |
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| 77,050 |
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| 62,050 |
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Total liabilities |
| $ | 77,050 |
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| $ | 62,050 |
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Stockholders’ equity |
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Common stock, Par value $0.1, 225,000,000 shares authorized; $0.1 par value; 6,819,120 shares issued and outstanding as of September 30, 2016 and December 31, 2015 |
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| 681,912 |
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| 681,912 |
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Additional paid in capital |
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| 420,021 |
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| 420,021 |
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Accumulated deficit |
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| (1,178,983 | ) |
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| (1,163,983 | ) |
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Total stockholders’ equity |
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| (77,050 | ) |
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| (62,050 | ) |
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Total liabilities and stockholders’ equity |
| $ | - |
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| $ | - |
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See accompanying notes to the condensed financial statements.
3 |
Table of Contents |
YUS INTERNATIONAL GROUP LIMITED
CONDENSEDSTATEMENTS OF OPERATIONS
AND COMPREHENSIVE INCOME (UNAUDITED)
|
| Three months ended September 30, |
|
| Nine months ended |
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| 2016 |
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| 2015 |
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| 2016 |
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| 2015 |
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REVENUES |
| $ | - |
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| $ | - |
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| $ | - |
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| $ | - |
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COST OF SALES |
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| - |
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| - |
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| - |
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| - |
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GROSS PROFIT |
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| - |
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| - |
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| - |
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| - |
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OTHER REVENUE |
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| - |
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| - |
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| - |
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| - |
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EXPENSES |
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General and administrative |
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| 5,000 |
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| 5,000 |
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| 15,000 |
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| 15,000 |
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TOTAL OPERATING EXPENSES |
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| 5,000 |
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| 5,000 |
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| 15,000 |
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| 15,000 |
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LOSS BEFORE TAXES |
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| (5,000 | ) |
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| (5,000 | ) |
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| (15,000 | ) |
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| (15,000 | ) |
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PROVISION FOR INCOME TAXES |
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| - |
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| - |
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| - |
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| - |
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LOSS FOR THE PERIOD |
| $ | (5,000 | ) |
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| (5,000 | ) |
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| (15,000 | ) |
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| (15,000 | ) |
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OTHER COMPREHENSIVE INCOME |
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| - |
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| - |
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| - |
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| - |
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TOTAL COMPREHENSIVE LOSS FOR THE PERIOD |
| $ | (5,000 | ) |
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| (5,000 | ) |
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| (15,000 | ) |
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| (15,000 | ) |
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LOSS PER SHARE, BASIC AND DILUTED |
| $ | (0.00 | ) |
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| (0.00 | ) |
| $ | (0.00 | ) |
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| (0.00 | ) |
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WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING, BASIC AND DILUTED |
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| 6,819,120 |
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| 6,819,120 |
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| 6,819,120 |
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| 6,819,120 |
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See accompanying notes to the condensed financial statements.
4 |
Table of Contents |
YUS INTERNATIONAL GROUP LIMITED
CONDENSED STATEMENT OF CASH FLOWS (UNAUDITED)
|
| Nine months ended |
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| Sept 30, |
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| Sept 30, |
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Cash flows from operating activities |
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Net loss |
| $ | (15,000 | ) |
| $ | (15,000 | ) |
Adjustments to reconcile net income to net cash flows used in operating activities for: |
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Changes in operating assets and liabilities: |
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Decrease in accrued expenses and other payables |
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| - |
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| (3,400 | ) |
Net cash used in operating activities |
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| (15,000 | ) |
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| (18,400 | ) |
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Cash flows from financing activities |
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Advances from a shareholder |
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| 15,000 |
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| 18,400 |
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Net cash provided by financing activities |
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| 15,000 |
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| 18,400 |
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Net decrease in cash and cash equivalents |
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| - |
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| - |
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Cash and cash equivalents at beginning of period |
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| - |
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| - |
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Cash and cash equivalents at end of period |
| $ | - |
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| $ | - |
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See accompanying notes to the condensed financial statements.
5 |
Table of Contents |
YUS INTERNATIONAL GROUP LIMITED
NOTES TO CONDENSED FINANCIAL STATEMENTS
(UNAUDITED)
NOTE 1 – ORGANIZATION AND PRINCIPAL ACTIVITIES
The Company was incorporated under the laws of the State of Delaware on July 15, 2002 with authorized common stock of 50,000,000 shares at $0.001 par value with the name “North America Marketing Corporation”. On March 29, 2004, the Company changed the domicile to the State of Nevada. On December 30, 2008, the Company entered into and completed an agreement for share exchange to acquire 100% ownership of Asian Trends Broadcasting Inc. (“Asian Trends”) from its shareholders. Asian Trends operates liquid crystal display (“LCD”) flat-panel televisions and LCD billboards that advertise throughout Hong Kong and creates revenue by selling advertising airtime.
At the beginning of 2010, the Company was principally engaged in operating LCD flat-panel televisions and LCD billboards that advertise throughout Hong Kong, creating revenue by selling advertising airtime. On August 31, 2010 the Company acquired 100% ownership of Global Mania Empire Management Limited (“GME”) from its shareholders with a consideration of 22,147,810 shares. GME is a Hong Kong company that specializes in project and artist management. On January 21, 2011, the Company sold GME back to the original shareholders by receiving 22,147,810 shares of the Company’s common stock.
The Company assigned the LCD flat-panel televisions and LCD billboards advertisement operations to Great China Media Limited (the “Assignee”), and in return the Assignee shall pay 5% of the gross proceeds from the business to the Company. Revenue is recognized in arrears on a quarterly basis and when collectability is reasonably assured.
On March 20, 2013, the Board approved the change of the Company’s name to Yus International Group Limited and a one hundred-for-one (100:1) reverse stock split applying to all shares of common stock in the Company.
On April 29, 2013, the majority shareholder of the Company entered into a series of stock purchase agreements wherein the majority shareholder of the Company agreed to sell a total of 6,624,789 shares of common stock in the Company to four third party entities. On April 30, 2013, after the receipt of consideration and completion of all conditions precedent, the stock purchase agreements were completed and closed.
On May 16, 2013, Zhi Jian Zeng resigned as the Chief Executive Officer and director of the Company and Huang Jian Nan resigned as the Chief Financial Officer and director of the Company.
On May 16, 2013, Mr. Ho Kam Hang was appointed as the Chief Executive Officer of the Company and Dr. Chong Cheuk Man Yuki was appointed as the Chief Financial Officer of the Company. On that same date, the company appointed Mr. Yu Cheung Fai Alex, Ms. Chan Fuk Yu, Mr. Yu Lok Man and Mr. Yu Ka Wai as Directors of the Company.
On April 9, 2015, Mr. Yu Lok Man resigned as director of the Company and Dr. Chong Cheuk Man Yuki resigned as Chief Financial Officer of the Company. On the same day, Ms. Chen Yongqi Dawn was appointed as Chief Financial Officer of the Company.
On July 31, 2015, Ms. Chen Yongqi Dawn resigned as Chief Financial Officer of the Company. On the same day, Ms. Chan Fuk Yu was appointed as Chief Financial Officer of the Company.
No business has been generated since January 1, 2013 up to the date of the change of control. Since then, the company became dormant and has remained so until the date of this report. The Company is seeking acquisition candidates.
Our current business plan is to seek and identify appropriate business opportunity for development of our new line of business. We intend to seek opportunities demonstrating the potential of long-term growth as opposed to short-term earnings. However, at the present time, we have not identified any business opportunity that we plan to pursue, nor have we reached any agreement or definitive understanding with any person concerning an acquisition or merger.
6 |
Table of Contents |
NOTE 2 – BASIS OF PRESENTATION
The unaudited interim financial statements of the Company have been prepared pursuant to the rules and regulations of the SEC. Certain information and disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the following disclosures are adequate to make the information presented not misleading. All significant intercompany balances and transactions have been eliminated. The functional currency for the majority of the Company’s operations is the Hong Kong dollar (“HK$”), while the reporting currency is the US Dollar (“US$”).
The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses and the disclosure of contingent assets and liabilities. Actual results could differ from these estimates.
In the opinion of the management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position as of September 30, 2016, results of operations and cash flows for the three months and nine months ended September 30, 2016 and 2015. The results of operations for the nine ended September 30, 2016 are not necessarily indicative of the operating results for the full year.
NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(a) Economic and Political Risk
The Company’s major operations are conducted in Hong Kong. Accordingly, the political, economic, and legal environments in Hong Kong, as well as the general state of Hong Kong’s economy may influence the Company’s business, financial condition, and results of operations.
The Company’s operations in Hong Kong are subject to special considerations and significant risks not typically associated with companies in North America and Western Europe. These include risks associated with, among others, the political, economic, and legal environment. The Company’s results may be adversely affected by changes in governmental policies with respect to laws and regulations, anti-inflationary measures, and rates and methods of taxation, among other things.
(b) Cash and Cash Equivalents
The Company considers all highly liquid investments purchased with original maturities of three months or less to be cash equivalents.
(c) Fair Value of Financial Instruments
The carrying amounts of financial instruments such as cash and accounts payable approximate their fair value because of the short maturities of these instruments. The fair value of receivables from associated companies and payables to associated companies are not practical to estimate based upon the related party nature of the underlying transactions.
(d) Earnings/Losses Per Share
Basic earnings/losses per share is computed by dividing income/loss available to common shareholders by the weighted-average number of common shares outstanding during the period. Diluted earnings/losses per share is computed similar to basic earnings/losses per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive. As of the balance sheet dates, there were no dilutive securities outstanding.
7 |
Table of Contents |
(e) Foreign Currency Translation
The accompanying condensed financial statements are presented in United States dollars. The functional currency of the Company is Hong Kong Dollar. Capital accounts of the financial statements are translated into United States Dollars from Hong Kong Dollars at their historical exchange rates when the capital transactions occurred. Assets and liabilities are translated at the exchange rates as of the balance sheet date. Income and expenditures are translated at the average exchange rate during the period. The translation rates are as follows:
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| Nine months Sept 30, |
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| Year ended December 31, 2015 |
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| Nine months Sept 30, |
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Period/year end HK$ : US$ exchange rate |
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| 0.1282 |
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| 0.1282 |
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| 0.1282 |
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Average HK$ : US$ exchange rate for the period/year |
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| 0.1282 |
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| 0.1282 |
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| 0.1282 |
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(g) Recent Accounting Pronouncements
The Company has adopted all recently issued accounting pronouncements. The adoption of these accounting pronouncements including those not yet in effect, is not anticipated to have a material effect on the financial statements of the Company.
NOTE 4 – ACCRUED EXPENSES
Accrued expenses as of September 30, 2016 and December 31, 2015 represent accrued fees payable to various professional parties and service providers.
NOTE 5 – ADVANCE FROM A SHAREHOLDER
The advance from a shareholder as of September 30, 2016 and December 31, 2015 are unsecured, interest-free and has no fixed repayment terms.
NOTE 6 – GOING CONCERN
The accompanying condensed financial statements have been prepared assuming that the Company will continue as a going concern. As of September 30, 2016, the Company has deficits in both shareholders’ equity and working capital of $77,050.
As of September 30, 2016 the Company may need additional cash resources to operate during the upcoming 12 months, and the continuation of the Company may be dependent upon the continuing financial support of investors, directors and/or shareholders of the Company. The Company intends to attempt to acquire additional operating capital through private equity offerings to the public and existing investors to fund its business plan. However, there is no assurance that equity or debt offerings will be successful in raising sufficient funds to assure the eventual profitability of the Company. The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts of and classification of liabilities that might be necessary in the event the Company cannot continue in existence.
8 |
Table of Contents |
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following table summarizes the result of our operation during the three months ended September 30, 2016.
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| Three months ended |
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| Increase |
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| % |
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| 2016 |
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| 2015 |
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| (decrease) |
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| Change |
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Revenue |
| $ | - |
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| - |
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| - |
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Gross profit |
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| - |
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| - |
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| - |
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| - |
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Other Revenue |
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| - |
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| - |
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| - |
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| - |
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General & administrative |
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| (5,000 | ) |
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| (5,000 | ) |
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| - |
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| - |
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Loss from operations |
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| (5,000 | ) |
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| (5,000 | ) |
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| - |
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| - |
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Income tax expenses |
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| - |
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| - |
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| - |
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| - |
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Loss for the period |
| $ | (5,000 | ) |
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| (5,000 | ) |
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| - |
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| - |
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General and administrative expenses
There was no change in general and administrative expenses between the three months ended September 30, 2016 and the three months ended September 30, 2015. Both periods have incurred $5,000 as general and administrative expenses which were all legal and professional fees. The Company has agreed with the professional parties to fix the costs at the current level so long the Company is still dormant.
Net loss
Net loss was $5,000 for the three months ended September 30, 2016 which was the same as the three months ended September 30, 2015.
Results of Operation – Nine Months Ended September 30, 2016
The following table summarizes the result of our operation during the nine months ended September 30, 2016.
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| Nine months ended | Increase |
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% |
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| 2016 |
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| 2015 |
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| (decrease) |
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Revenue |
| $ | - |
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| - |
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| - |
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Gross profit |
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| - |
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| - |
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| - |
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| - |
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Other Revenue |
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| - |
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| - |
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| - |
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| - |
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General & administrative |
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| (15,000 | ) |
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| (15,000 | ) |
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| - |
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| - |
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Loss from operations |
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| (15,000 | ) |
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| (15,000 | ) |
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| - |
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| - |
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Income tax expenses |
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| - |
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| - |
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| - |
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| - |
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Loss for the period |
| $ | (15,000 | ) |
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| (15,000 | ) |
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| - |
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| - |
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9 |
Table of Contents |
General and administrative expenses
There was no change in general and administrative expenses between the nine months ended September 30, 2016 and the nine months ended September 30, 2015. Both periods have incurred $15,000 as general and administrative expenses which were all legal and professional fees. The Company has agreed with the professional parties to fix the costs at the current level so long the Company is still dormant.
Net loss
Net loss was $15,000 for the nine months ended September 30, 2016 which was the same as the nine months ended September 30, 2015.
Liquidity and Capital Resources from Operations
Cash
There was no cash balance at September 30, 2016.
Cash flow
Net cash used in operating activities during the nine months ended September 30, 2016 amounted to $15,000, which was solely attributed to net loss for the period. Net cash used in operating activities during the nine months ended September 30, 2015 amounted to $18,400, in which $15,000 was attributed to net loss for the period and $3,400 was attributed to decrease in accrued expenses and other payables. Net cash provided by financing activities of $15,000 and $18,400 for the nine months ended September 30, 2016 and the nine months ended September 30, 2015 respectively was attributed soly to advances from a shareholder to finance the operation of the Company.
Working capital
Our net current liabilities increased by $15,000 to $77,050 at September 30, 2016 from $62,050 at December 31, 2015. The increase in net current liabilities was due to an increase in advances from a shareholder for settling professional expenses.
Inflation
Inflation does not materially affect our business or the results of our operations.
10 |
Table of Contents |
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
There have been no material changes in market risk since the filing of the Company’s Annual Report on Form 10-K for the year ended December 31, 2015.
ITEM 4. CONTROLS AND PROCEDURES
Evaluation of disclosure controls and procedures
Our management, including our Chief Executive Officer and Chief Financial Officer, has concluded that our disclosure controls and procedures are appropriate and effective. They have evaluated these controls and procedures as of the date of this report on Form 10-Q. There were no significant changes in our internal controls or in other factors that could significantly affect these controls subsequent to the date of their evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.
Our management believes that our disclosure controls and procedures and internal control over financial reporting are designed to provide reasonable assurance of achieving their objectives and are effective at the reasonable assurance level. However, our management does not expect that our disclosure controls and procedures or our internal control over financial reporting will prevent all errors and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, have been detected. These inherent limitations include the realities that judgments in decision making can be faulty, and that breakdowns can occur because of a simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people or by management override of the controls. The design of any system of controls also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions; over time, controls may become inadequate because of changes in conditions, or the degree of compliance with policies or procedures may deteriorate. Because of the inherent limitations in a cost effective control system, misstatements due to error or fraud may occur and not be detected.
The Company’s management confirms that there was no change in the Company’s internal control over financial reporting during the quarter ended September 30, 2016 that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.
11 |
Table of Contents |
There is no pending litigation by or against us.
Not required for smaller reporting companies.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
There have been no unregistered sales of equity securities since last reported on the Company’s Form 10-K or 10-Q filed with the SEC.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4. MINE SAFETY DISCLOSURE
Not applicable.
None.
12 |
Table of Contents |
Exhibits
Exhibit Number | Description | |
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13 |
Table of Contents |
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| YUS INTERNATIONAL GROUP LIMITED | ||
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Dated: November 21, 2016 | By: | /s/ Ho Kam Hang | |
| Ho Kam Hang | ||
| Chief Executive Officer | ||
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Dated: November 21, 2016 | By: | /s/ Chan Fuk Yu | |
| Chan Fuk Yu | ||
| Chief Financial Officer |
14 |
EXHIBIT 31.1
CERTIFICATION
I, Ho Kam Hang, certify that:
1. | I have reviewed this Form 10-Q for the quarter ended Septemper 30, 2016 of YUS International Group Limited; |
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2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
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3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
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4. | The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a–15(e) and 15d–15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a–15(f) and 15d–15(f)) for the registrant and have: |
| (a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
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| (b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, 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 principles; |
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| (c) | Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
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| (d) | Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and |
5. | The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions): |
| (a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and |
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| (b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. |
Date: November 21, 2016 | By: | /s/ Ho Kam Hang | |
| Ho Kam Hang |
EXHIBIT 31.2
CERTIFICATION
I, Chan Fuk Yu, certify that:
1. | I have reviewed this Form 10-Q for the quarter ended September 30, 2016 of YUS International Group Limited; |
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2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
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3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
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4. | The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a–15(e) and 15d–15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a–15(f) and 15d–15(f)) for the registrant and have: |
| (a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
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| (b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, 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 principles; |
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| (c) | Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
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| (d) | Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) th-at has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and |
5. | The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions): |
| (a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and |
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| (b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. |
Date: November 21, 2016 | By: | /s/ Chan Fuk Yu | |
| Chan Fuk Yu |
EXHIBIT 32.1
CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED
PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of YUS International Group Limited (the "Company") on Form 10-Q for the quarter ended September 30, 2016 (the “Report”), I, Ho Kam Hang, Chief Executive Officer of the Company, certify, pursuant to 8 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:
1) | The Report fully complies with the requirement of Section 13(a) or 15 (d) of the Securities Exchange Act of 1934; and |
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2) | The information contained in the Report fairly presents, in all material respects, the Company's financial position and results of operations. |
Date: November 21, 2016 | By: | /s/ Ho Kam Hang | |
| Ho Kam Hang | ||
| Chief Executive Officer |
This certification accompanies the Report pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and shall not, except to the extent required by the Sarbanes-Oxley Act of 2002, be deemed filed by the Company for the purposes of s. 18 of the Securities Exchange Act of 1934, as amended.
EXHIBIT 32.2
CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED
PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of YUS International Group Limited (the “Company”) on Form 10-Q for the quarter ended September 30, 2016 (the “Report”), I, Chan Fuk Yu, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:
1) | The Report fully complies with the requirement of Section 13(a) or 15 (d) of the Securities Exchange Act of 1934; and |
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2) | The information contained in the Report fairly presents, in all material respects, the Company's financial position and results of operations. |
Date: November 21, 2016 | By: | /s/ Chan Fuk Yu | |
| Chan Fuk Yu | ||
| Chief Financial Officer |
This certification accompanies the Report pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and shall not, except to the extent required by the Sarbanes-Oxley Act of 2002, be deemed filed by the Company for the purposes of s. 18 of the Securities Exchange Act of 1934, as amended.
Document and Entity Information - shares |
9 Months Ended | |
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Sep. 30, 2016 |
Nov. 21, 2016 |
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Document And Entity Information | ||
Entity Registrant Name | YUS INTERNATIONAL GROUP Ltd | |
Entity Central Index Key | 0001306035 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2016 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Voluntary Filers | No | |
Entity Well-known Seasoned Issuer | No | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 6,819,120 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2016 |
CONDENSED BALANCE SHEETS - USD ($) |
Sep. 30, 2016 |
Dec. 31, 2015 |
---|---|---|
Current assets | ||
Cash and cash equivalents | ||
Total current assets | 0 | 0 |
Total assets | 0 | 0 |
Current liabilities | ||
Accrued expenses | 17,600 | 17,600 |
Advance from a shareholder | 59,450 | 44,450 |
Total current liabilities | 77,050 | 62,050 |
Total liabilities | 77,050 | 62,050 |
Shareholders' equity | ||
Common stock, Par value $0.1, 225,000,000 shares authorized; $0.1 par value; 6,819,120 shares issued and outstanding as of September 30, 2016 and December 31, 2015 | 681,912 | 681,912 |
Additional paid in capital | 420,021 | 420,021 |
Accumulated deficit | (1,178,983) | (1,163,983) |
Total stockholders' equity | (77,050) | (62,050) |
Total liabilities and shareholders' equity | $ 0 | $ 0 |
CONDENSED BALANCE SHEETS (Parenthetical) - $ / shares |
Sep. 30, 2016 |
Dec. 31, 2015 |
---|---|---|
Shareholders' equity | ||
Common Stock, par value | $ 0.1 | $ 0.1 |
Common Stock, shares authorized | 225,000,000 | 225,000,000 |
Common Stock, shares issued | 6,819,120 | 6,819,120 |
Common Stock, shares outstanding | 6,819,120 | 6,819,120 |
CONDENSED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (Unaudited) - USD ($) |
3 Months Ended | 9 Months Ended | ||
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Sep. 30, 2016 |
Sep. 30, 2015 |
Sep. 30, 2016 |
Sep. 30, 2015 |
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Condensed Statements Of Operations And Comprehensive Income | ||||
REVENUES | ||||
COST OF SALES | ||||
GROSS PROFIT | ||||
OTHER REVENUE | ||||
EXPENSES | ||||
General & administrative | 5,000 | 5,000 | 15,000 | 15,000 |
TOTAL OPERATING EXPENSES | 5,000 | 5,000 | 15,000 | 15,000 |
LOSS BEFORE TAXES | (5,000) | (5,000) | (15,000) | (15,000) |
PROVISION FOR INCOME TAXES | ||||
LOSS FOR THE PERIOD | (5,000) | (5,000) | (15,000) | (15,000) |
OTHER COMPREHENSIVE INCOME | ||||
TOTAL COMPREHENSIVE LOSS FOR THE PERIOD | $ (5,000) | $ (5,000) | $ (15,000) | $ (15,000) |
LOSS PER SHARE, BASIC AND DILUTED | $ (0.00) | $ (0.00) | $ (0.00) | $ (0.00) |
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING, BASIC AND DILUTED | 6,819,120 | 6,819,120 | 6,819,120 | 6,819,120 |
CONDENSED STATEMENT OF CASH FLOWS (Unaudited) - USD ($) |
9 Months Ended | |
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Sep. 30, 2016 |
Sep. 30, 2015 |
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Cash flows from operating activities: | ||
Net loss | $ (15,000) | $ (15,000) |
Changes in operating assets and liabilities: | ||
Increase in accrued expenses and other payables | (3,400) | |
Net cash used in operating activities | (15,000) | (18,400) |
Cash flows from financing activities | ||
Advances from a shareholder | 15,000 | 18,400 |
Net cash provided by financing activities | 15,000 | 18,400 |
Net decrease in cash and cash equivalents | ||
Cash and cash equivalents at beginning of period | ||
Cash and cash equivalents at the end of year |
Organization and Principal Activities |
9 Months Ended |
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Sep. 30, 2016 | |
Notes to Financial Statements | |
Note 1 - Organization and Principal Activities | The Company was incorporated under the laws of the State of Delaware on July 15, 2002 with authorized common stock of 50,000,000 shares at $0.001 par value with the name North America Marketing Corporation. On March 29, 2004, the Company changed the domicile to the State of Nevada. On December 30, 2008, the Company entered into and completed an agreement for share exchange to acquire 100% ownership of Asian Trends Broadcasting Inc. (Asian Trends) from its shareholders. Asian Trends operates liquid crystal display (LCD) flat-panel televisions and LCD billboards that advertise throughout Hong Kong and creates revenue by selling advertising airtime.
At the beginning of 2010, the Company was principally engaged in operating LCD flat-panel televisions and LCD billboards that advertise throughout Hong Kong, creating revenue by selling advertising airtime. On August 31, 2010 the Company acquired 100% ownership of Global Mania Empire Management Limited (GME) from its shareholders with a consideration of 22,147,810 shares. GME is a Hong Kong company that specializes in project and artist management. On January 21, 2011, the Company sold GME back to the original shareholders by receiving 22,147,810 shares of the Companys common stock.
The Company assigned the LCD flat-panel televisions and LCD billboards advertisement operations to Great China Media Limited (the Assignee), and in return the Assignee shall pay 5% of the gross proceeds from the business to the Company. Revenue is recognized in arrears on a quarterly basis and when collectability is reasonably assured.
On March 20, 2013, the Board approved the change of the Companys name to Yus International Group Limited and a one hundred-for-one (100:1) reverse stock split applying to all shares of common stock in the Company.
On April 29, 2013, the majority shareholder of the Company entered into a series of stock purchase agreements wherein the majority shareholder of the Company agreed to sell a total of 6,624,789 shares of common stock in the Company to four third party entities. On April 30, 2013, after the receipt of consideration and completion of all conditions precedent, the stock purchase agreements were completed and closed.
On May 16, 2013, Zhi Jian Zeng resigned as the Chief Executive Officer and director of the Company and Huang Jian Nan resigned as the Chief Financial Officer and director of the Company.
On May 16, 2013, Mr. Ho Kam Hang was appointed as the Chief Executive Officer of the Company and Dr. Chong Cheuk Man Yuki was appointed as the Chief Financial Officer of the Company. On that same date, the company appointed Mr. Yu Cheung Fai Alex, Ms. Chan Fuk Yu, Mr. Yu Lok Man and Mr. Yu Ka Wai as Directors of the Company.
On April 9, 2015, Mr. Yu Lok Man resigned as director of the Company and Dr. Chong Cheuk Man Yuki resigned as Chief Financial Officer of the Company. On the same day, Ms. Chen Yongqi Dawn was appointed as Chief Financial Officer of the Company.
On July 31, 2015, Ms. Chen Yongqi Dawn resigned
as Chief Financial Officer of the Company. On the same day, Ms. Chan Fuk Yu was appointed as Chief Financial Officer of the Company. No business has been generated since January 1, 2013 up to the date of the change of control. Since then, the company became dormant and has remained so until the date of this report. The Company is seeking acquisition candidates.
Our current business plan is to seek and identify appropriate business opportunity for development of our new line of business. We intend to seek opportunities demonstrating the potential of long-term growth as opposed to short-term earnings. However, at the present time, we have not identified any business opportunity that we plan to pursue, nor have we reached any agreement or definitive understanding with any person concerning an acquisition or merger. |
Basis Of Presentation |
9 Months Ended |
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Sep. 30, 2016 | |
Notes to Financial Statements | |
Note 2 - Basis Of Presentation | The unaudited interim financial statements of the Company have been prepared pursuant to the rules and regulations of the SEC. Certain information and disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the following disclosures are adequate to make the information presented not misleading. All significant intercompany balances and transactions have been eliminated. The functional currency for the majority of the Companys operations is the Hong Kong dollar (HK$), while the reporting currency is the US Dollar (US$).
The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses and the disclosure of contingent assets and liabilities. Actual results could differ from these estimates.
In the opinion of the management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position as of September 30, 2016, results of operations and cash flows for the three months and nine months ended September 30, 2016 and 2015. The results of operations for the nine ended September 30, 2016 are not necessarily indicative of the operating results for the full year. |
Summary of Significant Accounting Policies |
9 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||
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Sep. 30, 2016 | |||||||||||||||||||||||||||||||||||||||||||||||||||||
Notes to Financial Statements | |||||||||||||||||||||||||||||||||||||||||||||||||||||
Note 3 - Summary of Significant Accounting Policies | (a) Economic and Political Risk
The Companys major operations are conducted in Hong Kong. Accordingly, the political, economic, and legal environments in Hong Kong, as well as the general state of Hong Kongs economy may influence the Companys business, financial condition, and results of operations.
The Companys operations in Hong Kong are subject to special considerations and significant risks not typically associated with companies in North America and Western Europe. These include risks associated with, among others, the political, economic, and legal environment. The Companys results may be adversely affected by changes in governmental policies with respect to laws and regulations, anti-inflationary measures, and rates and methods of taxation, among other things.
(b) Cash and Cash Equivalents
The Company considers all highly liquid investments purchased with original maturities of three months or less to be cash equivalents.
(c) Fair Value of Financial Instruments
The carrying amounts of financial instruments such as cash and accounts payable approximate their fair value because of the short maturities of these instruments. The fair value of receivables from associated companies and payables to associated companies are not practical to estimate based upon the related party nature of the underlying transactions.
(d) Earnings/Losses Per Share
Basic earnings/losses per share is computed by dividing income/loss available to common shareholders by the weighted-average number of common shares outstanding during the period. Diluted earnings/losses per share is computed similar to basic earnings/losses per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive. As of the balance sheet dates, there were no dilutive securities outstanding.
(e) Foreign Currency Translation
The accompanying condensed financial statements are presented in United States dollars. The functional currency of the Company is Hong Kong Dollar. Capital accounts of the financial statements are translated into United States Dollars from Hong Kong Dollars at their historical exchange rates when the capital transactions occurred. Assets and liabilities are translated at the exchange rates as of the balance sheet date. Income and expenditures are translated at the average exchange rate during the period. The translation rates are as follows:
(g) Recent Accounting Pronouncements
The Company has adopted all recently issued accounting pronouncements. The adoption of these accounting pronouncements including those not yet in effect, is not anticipated to have a material effect on the financial statements of the Company. |
Accrued Expenses |
9 Months Ended |
---|---|
Sep. 30, 2016 | |
Notes to Financial Statements | |
Note 4 - Accrued Expenses | Accrued expenses as of September 30, 2016 and December 31, 2015 represent accrued fees payable to various professional parties and service providers. |
Advance from a shareholder |
9 Months Ended |
---|---|
Sep. 30, 2016 | |
Notes to Financial Statements | |
Note 5 - Advance from a shareholder | The advance from a shareholder as of September 30, 2016 and December 31, 2015 are unsecured, interest-free and has no fixed repayment terms. |
Going Concern |
9 Months Ended |
---|---|
Sep. 30, 2016 | |
Notes to Financial Statements | |
Note 6 - Going Concern | The accompanying condensed financial statements have been prepared assuming that the Company will continue as a going concern. As of September 30, 2016, the Company has deficits in both shareholders equity and working capital of $77,050.
As of September 30, 2016 the Company may need additional cash resources to operate during the upcoming 12 months, and the continuation of the Company may be dependent upon the continuing financial support of investors, directors and/or shareholders of the Company. The Company intends to attempt to acquire additional operating capital through private equity offerings to the public and existing investors to fund its business plan. However, there is no assurance that equity or debt offerings will be successful in raising sufficient funds to assure the eventual profitability of the Company. The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts of and classification of liabilities that might be necessary in the event the Company cannot continue in existence. |
Summary of Significant Accounting Policies (Policies) |
9 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||
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Sep. 30, 2016 | |||||||||||||||||||||||||||||||||||||||||||||||||||||
Summary Of Significant Accounting Policies Policies | |||||||||||||||||||||||||||||||||||||||||||||||||||||
Economic and political risk | The Companys major operations are conducted in Hong Kong. Accordingly, the political, economic, and legal environments in Hong Kong, as well as the general state of Hong Kongs economy may influence the Companys business, financial condition, and results of operations.
The Companys operations in Hong Kong are subject to special considerations and significant risks not typically associated with companies in North America and Western Europe. These include risks associated with, among others, the political, economic, and legal environment. The Companys results may be adversely affected by changes in governmental policies with respect to laws and regulations, anti-inflationary measures, and rates and methods of taxation, among other things. |
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Cash and cash equivalents | The Company considers all highly liquid investments purchased with original maturities of three months or less to be cash equivalents. |
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Fair value of financial instruments | The carrying amounts of financial instruments such as cash and accounts payable approximate their fair value because of the short maturities of these instruments. The fair value of receivables from associated companies and payables to associated companies are not practical to estimate based upon the related party nature of the underlying transactions. |
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Earnings/Losses Per Share | Basic earnings/losses per share is computed by dividing income/loss available to common shareholders by the weighted-average number of common shares outstanding during the period. Diluted earnings/losses per share is computed similar to basic earnings/losses per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive. As of the balance sheet dates, there were no dilutive securities outstanding. |
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Foreign currency translation | The accompanying condensed financial statements are presented in United States dollars. The functional currency of the Company is Hong Kong Dollar. Capital accounts of the financial statements are translated into United States Dollars from Hong Kong Dollars at their historical exchange rates when the capital transactions occurred. Assets and liabilities are translated at the exchange rates as of the balance sheet date. Income and expenditures are translated at the average exchange rate during the period. The translation rates are as follows:
|
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Recent accounting pronouncements | The Company has adopted all recently issued accounting pronouncements. The adoption of these accounting pronouncements including those not yet in effect, is not anticipated to have a material effect on the financial statements of the Company. |
Summary of Significant Accounting Policies (Tables) |
9 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||
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Sep. 30, 2016 | |||||||||||||||||||||||||||||||||||||||||||||||||||||
Summary Of Significant Accounting Policies Tables | |||||||||||||||||||||||||||||||||||||||||||||||||||||
Summary of foreign currency translation rates |
|
Summary of Significant Accounting Policies (Details) |
Sep. 30, 2016 |
Dec. 31, 2015 |
Sep. 30, 2015 |
---|---|---|---|
Summary Of Significant Accounting Policies Details | |||
Period/year end HK$ : US$ exchange rate | 0.1282 | 0.1282 | 0.1282 |
Average yearly HK$ : US$ exchange rate | 0.1282 | 0.1282 | 0.1282 |
Going Concern (Details Narrative) - USD ($) |
Sep. 30, 2016 |
Dec. 31, 2015 |
---|---|---|
Going Concern Details Narrative | ||
Total stockholders' deficits | $ (77,050) | $ (62,050) |
Working capital deficits | $ (72,050) |
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