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DESCRIPTION OF BUSINESS AND ORGANIZATION
9 Months Ended
Sep. 30, 2020
DESCRIPTION OF BUSINESS AND ORGANIZATION  
NOTE 1 - DESCRIPTION OF BUSINESS AND ORGANIZATION

Fovea Jewelry Holdings, Ltd (the “Company” or “FJHL”) was originally founded on February 1, 2006 as Dycam, Inc. In March 2006, the Company changed its name to Mekju Processing, Inc. In November 2006, the Company changed its name to Auxium Technologies, Inc. In November 2014, the Company changed its name to Pure Hospitality Solutions, Inc. On November 2, 2015, the Company changed its name to Wincash Resources, Inc. In early 2018, the Board of Directors of the Company deemed it in the best interests of the Company and its shareholders to switch directions and become involved in the business of the collection and ultimately the sale of diamond jewelry.

                   

Effective September 26, 2018, the Company changed its name from Wincash Resources, Inc. to Fovea Jewelry Holdings, Ltd. The Financial Industry Regulatory Authority and the OTC Markets Group, Inc. recognized the name change on February 3, 2018. Further, in connection with changing its name, the Company changed its trading symbol to FJHL.

                  

As a result of the change in business, the Company redomiciled from Nevada to Wyoming on March 4, 2019.

               

Currently, the Company through its subsidiaries, mainly commenced to operate an online store to sell the quality jewelry at affordable prices on www.fovea-jewellery.com. The goal is to “Deliver A Better Living”. All products selling on the online store are with great quality, natural, socially responsible and niche. This business was commenced its operation in Hong Kong from January 1, 2019.

                 

On March 6, 2020, the Company approved by the state government of Wyoming and effectuated a 1 for 10,000 reverse stock split. The number of authorized shares remains unchanged. All share and per share information in this financial statements and footnotes have been retroactively adjusted for all periods presented, unless otherwise indicated, to give effect to the reverse stock split.

                   

On March 20, 2020, the Company consummated the Share Exchange Transaction among Gold Shiny International Limited (“GSIL”) and its shareholders. The Company acquired all of the issued and outstanding shares of GSIL from GSIL’s shareholders, in exchange for 10,000,000 shares of the issued and outstanding common stock. Upon completion of the Share Exchange Transaction, GSIL became a 100% owed subsidiary of the Company.

                   

Prior to the acquisition, the Company was considered as a shell company due to its nominal assets and limited operation. Upon the acquisition, GSIL will comprise the ongoing operations of the combined entity, GSIL is deemed to be the accounting acquirer for accounting purposes. The transaction will be treated as a recapitalization of the Company. Accordingly, the consolidated assets, liabilities and results of operations of the Company will become the historical financial statements of GSIL, and the Company’s assets, liabilities and results of operations will be consolidated with GSIL beginning on the acquisition date. GSIL was the legal acquiree but deemed to be the accounting acquirer. The Company was the legal acquirer but deemed to be the accounting acquiree in the reverse merger. The historical financial statements prior to the acquisition are those of the accounting acquirer (GSIL). Historical stockholders’ equity of the accounting acquirer prior to the merger are retroactively restated (a recapitalization) for the equivalent number of shares received in the merger. Operations prior to the merger are those of the acquirer. After completion of the share exchange transaction, the Company’s consolidated financial statements include the assets and liabilities, the operations and cash flow of the accounting acquirer.

                

Description of subsidiaries

            

Name

 

Place of incorporation

and kind of

legal entity

 

Principal activities

and place of operation

 

Particulars of registered/ paid up share

capital

 

Effective interest

held

 

 

 

 

 

 

 

 

 

Fovea International Holdings Limited

 

British Virgin Islands

 

Investment holding

 

100 ordinary shares at par value of US$1

 

100%

 

 

 

 

 

 

 

 

 

Fovea Jewellery Holdings Limited

 

Hong Kong

 

Sales and marketing in Hong Kong

 

1 ordinary share for HK$1

 

100%

 

 

 

 

 

 

 

 

 

Gold Shiny International Limited

 

British Virgin Islands

 

Investment holding

 

115 ordinary shares at par value of US$1

 

100%

 

 

 

 

 

 

 

 

 

Gold Shiny (Asia) Limited

 

Hong Kong

 

Sales and marketing in Hong Kong

 

1 ordinary share for HK$1

 

100%

                          

The Company and its subsidiaries are hereinafter referred to as (the “Company”).