x ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ~~________~~____________ to ~~_________~~______________

~~Delaware~~Nevada		98-0568153
(State or other jurisdiction of incorporation or organization)		(IRS Employer Identification No.)

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes o¨ No x

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes o¨ No x

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 of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, 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 o¨ No x

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) is not contained herein, and will not be contained, to the best of ~~registrant's~~registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. x¨

Indicate by check mark the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	o¨	Accelerated filer	o¨
Non-accelerated filer	o¨	Smaller reporting company	x
		Emerging growth company	o¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Yes o¨ No ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o¨ No x

The aggregate market value of the ~~issuer's~~issuer’s voting and non-voting common equity held by non-affiliates as of January 31, ~~2017~~2019 was approximately ~~$150,522~~$285,772,134, based upon the last sale price of the common stock during such quarter as quoted by the Over-the-Counter Bulletin Board (the ~~"OTC~~“OTC Bulletin ~~Board"~~Board”).

The number of shares of the issuer’s common stock outstanding as of ~~January 31, 2017~~March 19, 2019, was ~~50,927,094~~893,422,921 shares, par value ~~$0.001~~$0.0001 per share.

This Annual Report on Form 10-K (the “Report”), including “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Item 7 contains forward-looking statements regarding future events and the future results of Toga Limited (the “Company”) that are based on management’s current expectations, estimates, projections and assumptions about the Company’s business. Words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “sees,” “estimates” and variations of such words and similar expressions are intended to identify such forward-looking statements. These statements are not guarantees of future performance and involve risks, uncertainties and assumptions that are difficult to predict. Therefore, actual outcomes and results may differ materially from what is expressed or forecasted in such forward-looking statements due to numerous factors, including, but not limited to, those discussed in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Item 7 and elsewhere in this Report as well as those discussed from time to time in the Company’s other Securities and Exchange Commission filings and reports. In addition, such statements could be affected by general industry and market conditions. Such forward-looking statements speak only as of the date of this Report or, in the case of any document incorporated by reference, the date of that document, and we do not undertake any obligation to update any forward-looking statement to reflect events or circumstances after the date of this Report. If we update or correct one or more forward-looking statements, investors and others should not conclude that we will make additional updates or corrections with respect to other forward-looking statements.

The Company was incorporated in the State of Delaware on October 23, 2003, under the name Fashionfreakz International Inc. On December 2, 2005, the Company changed its name to Blink Couture, Inc. Until March 4, 2008, the Company’s principal business was the online retail marketing of trendy clothing and accessories produced by independent designers. On March 4, 2008, the Company discontinued its prior business and changed its business plan. The Company’s business plan now consists of exploring potential targets for a business combination through the purchase of assets, share purchase or exchange, merger or similar type of transaction.

The Company is currently considered to be a “blank check” company. The SEC defines those companies as “any development stage company that is issuing a penny stock, within the meaning of Section 3(a)(51) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and that has no specific business plan or purpose, or has indicated that its business plan is to merge with an unidentified company or companies.” Many states have enacted statutes, rules and regulations limiting the sale of securities of “blank check” companies in their respective jurisdictions. The Company is a “shell company,” defined in Rule 12b-2 under the Exchange Act as a company with no or nominal assets (other than cash) and no or nominal operations.

We will not be restricted in our search for business combination candidates to any particular geographical area, industry or industry segment, and may enter into a combination with a private business engaged in any line of business, including service, finance, mining, manufacturing, real estate, oil and gas, distribution, transportation, medical, communications, high technology, biotechnology or any other. Management’s discretion is, as a practical matter, unlimited in the selection of a combination candidate. Management will seek combination candidates in the United States and other countries, as available time and resources permit, through existing associations and by word of mouth. This plan of operation has been adopted in order to attempt to create value for our stockholders.

On June 30, 2016, Blink Couture, Inc.~~, (the “Registrant”)~~, a Delaware corporation entered into an Agreement and Plan of Merger (the ~~"Merger Agreement"~~“Merger Agreement”) pursuant to which the Company merged with its wholly owned subsidiary, Toga Limited, a Delaware corporation with no material operations ("(“Merger ~~Sub"~~Sub” and such merger transaction, the ~~"Merger"~~“Merger”). Upon the consummation of the Merger, the separate existence of Merger Sub ceased and shareholders of the Company became shareholders of the surviving company named ~~Gold Billion Group Holdings Limited.~~“Toga Limited”.

As permitted by the Delaware General Corporation Law Title 8, Section 251(f), the sole purpose of the Merger was to effect a change of the ~~Company's~~Company’s name from Blink Couture, Inc., to Toga Limited. Upon the filing of the Certificate of Merger (the ~~"Certificate~~“Certificate of ~~Merger"~~Merger”) with the Secretary of State of Delaware on July 22, 2016 to effect the Merger, the ~~Company's~~Company’s Articles of Incorporation were deemed amended to reflect the change in the ~~Company's~~Company’s corporate name.

The name change to Toga Limited became effective in the market on December 16, 2016, following approval by the Financial Industry Regulatory Authority, Inc. (FINRA), and in conjunction with the name change, the trading symbol for the Company’s common stock was changed. ~~It’s~~Its shares are now listed for quotation on OTC Markets under the symbol “TOGL.”

The Company incorporated a wholly-owned subsidiary, TOGL Technology Sdn. Bhd. (“TOGL”) in Malaysia on September 26, 2017.

The Company incorporated a wholly-owned subsidiary, PT. Toga International Indonesia (“PT Toga”), in Indonesia on November 23, 2017.

In 2017, the Company commenced development of a social media app for mobile devices called Yippi. The Company commenced development with the hiring of a CTO and development team.

On February 26, 2018, the Company’s common officer and director resigned as an officer and director of Toga Capital.

On April 1, 2018, the Company entered into a Trademark License Agreement with Agel Enterprises International Sdn. Bhd., a Malaysian company (“Agel”) for use of the Yippi name and logo.

On July 10, 2018, the Company changed its state of incorporation from the State of Delaware to the State of Nevada.

On May 28, 2018, the Company’s wholly-owned subsidiary TOGL formed a branch office in Taiwan.

On November 10, 2011, we entered into an Agreement and Plan of Merger (the “Merger Agreement”), pursuant to which we planned to acquire Latitude Global, Inc. (“Latitude Global”), a company which, through its subsidiaries, currently operates combined restaurant and entertainment facilities in several locations. For the purpose of entering into the Merger Agreement with Latitude Global, on November 4, 2011, we formed Latitude Global Acquisition Corp., as our wholly-owned subsidiary, which was dissolved in the State of Florida, by administrative dissolution, on September 28, 2012.

On December 5, 2012, we executed and entered into a Termination and Release Agreement (the “Termination Agreement”) with Latitude Global for the purpose of mutually terminating the Merger Agreement, and all proposed transactions relating to the merger. As a condition to the termination of the Merger Agreement, Latitude Global agreed to reimburse the Company $47,500 for its expenses in connection with the Merger Agreement, including legal fees. Latitude Global agreed to pay this amount in six equal consecutive installments of $7,917 with the initial payment having been received by us on or around December 11, 2012. The remaining five payments were also evidenced by a promissory note, in the principal amount of $39,583 (the “Note”). In December 2013, we commenced an action in the Circuit Court of the 4th Judicial Circuit in Duval County, Florida, against Latitude Global, for the payment of the outstanding principal amount of the Note, in the amount of $39,583.34, together with interest at a rate of 8% per annum, court costs, collection costs and attorney’s fees. On September 23, 2014, we entered into a settlement agreement with Latitude Global for $41,120, which was paid to the Company in installments from September 2014 through November 2014.

On December 10, 2014, A. Terry Ray purchased 277,383 shares of the Company’s common stock from Cynthia Field and Charles Stephenson via a private transaction for $50,000. The transaction represented 70.6% of the Company’s outstanding shares, resulting in a change in control of the Company’s common stock.

~~On January 3, 2015, A. Terry Ray was appointed Director of the Corporation, Lawrence D. Field resigned as President of the Corporation, and A. Terry Ray was appointed Director of the Corporation.~~

On June 13, 2016, Michael Toh Kok Soon purchased a total of 277,383 shares of the issued and outstanding common stock from A. Terry Ray pursuant to the terms of an Agreement for the Purchase of Common Stock dated May 31, 2016 for $230,000. The shares represent approximately 70.55% of the Company’s outstanding shares, resulting in a change in control of the Company.

On June 13, 2016, A. Terry Ray resigned from her positions as President, Chief Executive Officer, Chief Financial Officer, Secretary and sole director. Immediately prior to her resignation as a director, on June 13, 2016, A. Terry Ray appointed Michael Toh Kok Soon as a director, President, Chief Executive Officer, Chief Financial Officer and Secretary.

On August 29, 2017, the Company appointed Liew Choon Fook as Secretary of the Company.

On June 14, 2018, the Company increased the number of members of the Board from one to five members creating four vacancies on the Board. The four vacancies were filled by the election of Liew Choon Fook, Tan See Kuy, Lim Jun Hao and Ng Boon Chee.

The ~~Company’s business plan~~Yippi App is a messaging app with a focus on entertainment and security. It’s fast, simple, secure and free. Yippi seamlessly syncs a user’s normal messages and secret messages into one application. Users can send an unlimited number of messages, photos, and voice messages. Yippi groups allow users to ~~seek, investigate,~~send broadcasts to up to 100 contacts at a time. Users download the Yippi App through the Apple App Store, Google Play, or the Amazon App Store. Revenue is generated from selling advertising, emoji stickers, and ~~if warranted, acquire one or more properties or businesses,~~special filters, effects and to pursue other related activities intended to enhance shareholder value. The acquisition of a business opportunity may be made by purchase, merger, exchange of stock, or otherwise, and may encompass assets or a business entity, such as a corporation, joint venture, or partnership. The Company has limited capital, and it is unlikely that the Company will be able to take advantage of more than one such business opportunity. The Company intends to seek opportunities demonstrating the potential of long-term growth as opposed to short-term earnings.features for use with Yippi.

We ~~will be competing against other entities~~have developed Yippi as the unique super app that ~~possess greater financial, technical~~empowers the user with numerous functionalities in a single complete app. The four main elements of the Yippi App are the marketplace, social media, ecosystem, and ~~managerial capabilities for identifying and completing business combinations. In evaluating a prospective business combination, we will conduct a reasonable due diligence review~~communication. Since July of ~~potential targets given the lack of information~~2017 there have been multiple versions launched which may be available regarding private companies, our limited personnel and financial resources, and the limited experience of our management with respect to such activities. We expect that our due diligence will encompass, among other things, meetings with the target business’s incumbent management and inspection of its facilities, as necessary, as well as a review of financial and other information which is made available to us. This due diligence review will be conducted either by our management or by unaffiliated third parties we may engage. Our limited funds and the lack of full-time management will likely make it impracticable to conduct a complete and exhaustive investigation and analysis of a target business before we consummate a business combination. Management decisions, therefore, will likely be made without detailed feasibility studies, independent analysis, market surveys and the like which, if we had more funds available to us, would be desirable. Our decision-making will be particularly dependent upon information provided by the promoters, owners, sponsors or others associated with the target business seeking our participation.have incorporated all four elements.

Additionally, the Company is in a highly competitive market for a small number of business opportunities which could reduce the likelihood of consummating a successful business combination. A large number of established and well-financed entities, including small public companies and venture capital firms, are active in mergers and acquisitions of companies that may be desirable target candidates for us. Nearly all these entities have significantly greater financial resources, technical expertise and managerial capabilities than we do; consequently, we will be at a competitive disadvantage in identifying possible business opportunities and successfully completing a business combination. These competitive factors may reduce our likelihood of identifying and consummating a successful business combination.

Any business opportunity that is acquired by the Company is expected to have a desire to become a public company and establish a public trading market for its securities. As such, in connection with such business combination, it is likely that control of the Company would be transferred from the current principal shareholders of the Company to the acquiring entity or its affiliates.Marketplace

We ~~anticipate~~see the future in creating a robust ecosystem that ~~business opportunities will come~~is relevant and personalized for the user. Riding on the success of data commerce in large to small scale enterprising techno-preneurs, we are providing a social platform for any user to be involved in customizing their additional plug-ins of choice; from the utility add-ons, games, stickers, themes, skins or contents onto their Yippi social messaging app. This digital content makes up the Marketplace, where the user could obtain free or paid plug-ins from various vendors on a secure micro-transaction platform.

This self-sustaining ecosystem further completes and complements the whole Yippi social messaging app as the daily super app. We believe this concept opens up a whole new level of micro-transactions and a platform for creators to list their digital products and enhancements making them readily available for users.

With this Marketplace, instead of creating and owning every single item of intellectual property on our digital store, we are synergizing the creators and third-parties to create, list their items and engage in sharing of the digital products. This also sets in motion a micro-transaction, as creators could monetize their digital crafts, and diversify their revenue as Marketplace offers them another viable choice away from the existing digital markets.

Our API (Application Protocol Interface) is readily available for creators and third-parties to work on and test before the process of submission onto the Marketplace. This allows third party developers to develop applications that interface with the Yippi platform making the Marketplace a more robust destination for app users. This creates an atmosphere of community.

Additionally, physical products within the Marketplace are on a P2P and B2C basis with this feature embedded separately in Yippi Social, as the listing of products are easily available for users to peruse the marketplace to offer their wares. The Marketplace was launched in July 2017 and is in its initial usability stage.

Yippi has a host of shopping functions built-in, which provides access to a targeted Small to Medium-sized Enterprises (SME) in an ever-expanding variety of shopping experiences. Merchants range from official brand accounts to budding e-shopping enterprises; to cater to consumers via Yippi. As of July 31, 2018, our consumer directory, TPocket offers select brands of healthcare products, electronic goods, payment gateway for food & beverage establishments and services. All of these services are within the Yippi app.

In addition to our own shopping platform, there is a link to a 3rd-Party shopping platform in TA Mall as our partner, in giving value and choice of merchandise to the ~~Company’s attention~~user. We do not expect to derive any income from various sources. These sources may include, but not be limited to, its principal shareholders, professional advisors such as attorneys and accountants, securities broker-dealers, and others who may present unsolicited proposals.TA Mall.

~~It is possible that~~Furthermore, as the ~~range~~user spends, they receive points similar to cashback for them to use in another 3rd Party rewards program in Rewards Link. With their accumulated spending of ~~business opportunities that might be available for consideration by~~their shopping goods or services; they receive points, redeemable at Rewards Link, all within the ~~Company could be limited by the impact~~ecosystem of Securities and Exchange Commission regulations regarding purchase and sale of “penny stocks.” The regulations would affect, and possibly impair, any market that might develop in the Company’s securities until such time as they qualify for listing on NASDAQ or on another exchange which would make them exempt from applicability of the “penny stock” regulations.Yippi.

The ~~Company believes~~Hotel & Flight (TogaGo) feature in Yippi boasts an impressive array of hotel, cruise, and flight partners that ~~various types of potential merger or acquisition candidates might find~~enable users to search for the best price for a ~~business combination~~dream holiday. Currently, prices are relatively cheaper and comparable to major travel applications in the market, and with the Company to be attractive. These include acquisition candidates desiring to create a public market for their shares in order to enhance liquidity for current shareholders, acquisition candidates whichthis feature we have long-term plans for raising capital through the public sale of securities and believe that the possible prior existence of a public market for their securities would be beneficial, and acquisition candidates which plan to acquire additional assets through issuance of securities rather than for cash, and believe that the possibility of development of a public market for their securities will be of assistance in that process. Acquisition candidates who have a need for an immediate cash infusion are not likely to find a potential business combination with the Company to be an attractive alternative.bridged these two different applications into one comprehensive application.

~~The Company’s focus~~These extensions are developed and functioning and are bridged within Yippi with a link to the target platform while the user is on small and medium-sized enterprises which have a desire to become public companies and which are able to satisfy, or anticipate in the reasonably near future being able to satisfy, the minimum asset and other requirements in order to qualify shares for trading on a senior stock exchange such as the Nasdaq Market or the NYSE MKT (See “Investigation and Selection of Business Opportunities”). The Company anticipates that potential acquisition candidates may (i) be recently organized with no operating history, or a history of losses attributable to under-capitalization or other factors; (ii) be experiencing financial or operating difficulties; (iii) be in need of funds to develop a new product or service or to expandstill logged into a new market; (iv) be relying upon an untested product or marketing concept; or (v) have a combination of the characteristics mentioned in (i) through (iv). The Company intends to concentrate its acquisition efforts on properties or businesses that it believes to be undervalued. Given the above factors, investors should expect that any acquisition candidate may have a history of losses or low profitability.their Yippi account.

The Company does not propose to restrict its search for investment opportunities to any particular geographical area or industry, and may, therefore, engage in essentially any business, to the extent of its limited resources. This includes industries such as service, finance, natural resources, manufacturing, high technology, product development, medical, communications and others. The Company’s discretion in the selection of business opportunities is unrestricted, subject to the availability of such opportunities, economic conditions, and other factors.Social Media

~~The Company does not currently intend to enter into~~Yippi Social is fully developed and functioning and is the social media platform embedded within the Yippi social messaging app. Yippi Social incorporates a ~~merger or acquisition transaction~~fully functioning social media timeline as a personal space with ~~any business with which any~~integrated functions such as: sharing of ~~the Company’s officers, directors or principal shareholders are affiliated. Notwithstanding the foregoing, should the Company determine, in the future, that a transaction with~~updates; following video channels; receiving event invitations; sharing photo and video links; joining groups of interests; and browsing an ~~affiliated company would be in the best interests~~e-catalog of ~~the Company and its stockholders, the Company is, in general, permitted by Delaware law to enter into such a transaction if:~~products.

	1.	The material facts as to the relationship or interest of the affiliate and as to the contract or transaction are disclosed or are known to the Board of Directors, and the Board in good faith authorizes the contract or transaction by the affirmative vote of a majority of the disinterested directors, even though the disinterested directors constitute less than a quorum; or

	2.	The material facts as to the relationship or interest of the affiliate and as to the contract or transaction are disclosed or are known to the stockholders entitled to vote thereon, and the contract or transaction is specifically approved in good faith by vote of the stockholders; or

	3.	~~The contract or transaction is fair as to the Company as of the time it is authorized, approved or ratified, by the Board of Directors or the stockholders.~~

~~Investigation~~Yippi Social enables users to share their content internally and ~~Selection of Business Opportunities~~externally via other platforms (social media or communication apps within their devices) in contrast to WeChat Moments’ or Facebook Timeline’s internal-only sharing capability.

ToA key feature is posting an update as a ~~large extent,~~Live Moment. This provides the user a ~~decision~~personal live streaming of contents to ~~participate~~a user’s contacts and friends. This trendy feature is built into Yippi Social for the ultimate social media presence as the user has an avenue to broadcast their post in an engaging ‘live’ telecast to their viewers. We believe this unique selling point is in trend, as apparent with Facebook’s launch of similar feature in recent months.

We believe a Yippi user could apply many uses in this platform, and with the Live Moment feature, the user could use it as a tool to reach and engage their audience in a ~~specific business opportunity may be made upon~~live-streaming technology as seen in the ~~principal shareholders’ analysis~~current trend of ~~the quality of the other company’s management and personnel, the anticipated acceptability of new products~~active Facebook users in using this tool to promote their items, share their events, or marketing concepts, the merit of technological changes, the perceived benefit the Company will derive from becoming a publicly held entity, and numerous other factors which are difficult, if not impossible, to analyze through the application of any objective criteria. In many instances, it is anticipated that the historical operations of a specific business opportunity may not necessarily be indicative of the potential for the future because of the possible need to access capital, shift marketing approaches substantially, expand significantly, change product emphasis, change or substantially augment management, or make other changes. The Company will be dependent upon the owners of a potential acquisition candidate to identify any such problems which may exist and to implement, or be primarily responsible for the implementation of, required changes. Because the Company may participateshow their travels in a ~~business opportunity~~live setting with a newly organized firm or with a firm which is entering a new phase of growth, it is possible that the Company could incur further risks, because management in many instances will not have proved its abilities or effectiveness, the eventual market for such company’s products or services will likely not be established,interactive responses from their fans and ~~such company may not be profitable when acquired.~~

It is anticipated that the Company will not be able to diversify, but will essentially be limited to one such venture because of the Company’s limited financial resources. This lack of diversification will not permit the Company to offset potential losses from one business opportunity against profits from another.friends.

The ~~Company may consummate transactions having a potentially adverse impact upon the Company’s shareholders pursuant~~veracity of live streaming by users is an advantage to us as we believe this adds another dimension to the ~~authority~~overall experience. For example, for leisure a user could live stream their precious moments to their followers when they are celebrating a monumental occasion, or an e-marketer could Live Moment their products and ~~discretion~~services with an unboxing of their review or live Q&A session in engaging their audience. On a larger scale, with a company’s official account they could engage a sponsored Key Opinion Leader (“KOL”) in showcasing a Live Moment in reaching to wider organic reach. Live Moment was launched in July 2017.

As with most social chat applications that have games bundled onto their app, Yippi has a plethora of simple yet addictive and fun games built in. There are 21 games for the user, with more anticipated to come in the coming months.

We are looking to acquire more games to add to the collection as well as to cater to a wider gaming audience in purchasing multi-player games, inclusive of tying-up partnerships with established game studios in marketing their games in-app in the same mold as WeChat as a platform for game developers to market their new releases as an exclusive pre-release title for popular MMO game Garena’s Arena of Valor.

A large share of gaming revenues are generated from mobile gaming. We believe our strategy of investing and partnering with up-and-coming developers will allow us to compete for additional revenue.

Through the Market Place, once fully launched, we will encourage more game studios or independent game producers to package and market their games via this separate platform within Yippi. We believe this would add another significant stream of revenue with its’ own micro-transactions (of free games’ enhancements/add-ons) and game purchases (paid games). As of July 2018, over 20 games were live within the Games section of the Company’s management and board of directors to complete acquisitions without submitting any proposal to the stockholders for their consideration. Holders of the Company’s securities should not anticipate that the Company will necessarily furnish such holders, prior to any merger or acquisition, with financial statements, or any other documentation, concerning a target company or its business. In some instances, however, the proposed participation in a business opportunity may be submitted to the stockholders for their consideration, either voluntarily by such directors to seek the stockholders’ advice and consent or because state law so requires.Yippi app.

~~The analysis of new business opportunities will be undertaken by or under the supervision of our management~~Stickers

Since its release in July 2017, Yippi Stickers is currently functioning and the Company’s principal shareholders. Current or future management of the Company may decide to hire outside consultants to assist in the investigation and selection of business opportunities, and might pay a finder’s fee, in stock in cash, as allowed by law. Since the Company has ~~no current plans to use any outside consultants, no criteria or policies have~~ been adopted. No assurance can be given that the Company will be successful in finding or acquiring a desirable business opportunity, given that limited funds are available for acquisitions, or that any acquisition that occurs will be on termspacked with pre-loaded stickers that are ~~favorable to~~suitable for any occasion, and these are well organized in their folders for the ~~Company or its stockholders.~~

The Company has unrestricted flexibility in seeking, analyzing and participating in other potential business opportunities. In its efforts to analyze potential acquisition targets, the Company will consider the following kindsease of ~~factors:~~execution.

	·	~~Potential for growth, indicated by new technology, anticipated market expansion or new products;~~

	·	~~Competitive position as compared to other firms of similar size and experience within the industry segment as well as within the industry as a whole;~~

	·	~~Strength and diversity of management, either in place or scheduled for recruitment;~~

	·	Capital requirements and anticipated availability of required funds, to be provided by the Company or from operations, through the sale of additional securities, through joint ventures or similar arrangements or from other sources;

	·	~~The cost of participation by the Company as compared to the perceived tangible and intangible values and potentials;~~

	·	~~The extent to which the business opportunity can be advanced;~~

	·	~~The accessibility of required management expertise, personnel, raw materials, services, professional assistance and other required items; and~~

	·	~~Other relevant factors.~~

~~In applying the foregoing criteria, no one of which will be controlling, management will attempt~~We firmly believe with Stickers it opens up a whole new avenue for aspiring graphic designers to ~~analyze all factors~~create and circumstances and make a determination based upon reasonable investigative measures and available data. Potentially available business opportunities may occur in many different industries, and at various stages of development, all of which will make the task of comparative investigation and analysis of such business opportunities extremely difficult and complex. Due to the Company’s limited capital available for investigation, the Company may not discover or adequately evaluate adverse facts about the opportunity to be acquired.sell their artwork stickers on our Market Place.

~~Prior~~A case study to ~~making~~note is the revenue-generating sticker pioneered by Line chat app, as they achieved tremendous success in generating revenue from their users through affordable e-stickers ever since its inception in 2010 and has steadily been a ~~decision~~part of the corporation’s source of income; albeit with extensive competition from other chat apps’ introduction of their own stickers.

We believe Stickers may provide a profitable source of revenue, and we believe with our additional incentive of allowing talented users to ~~participate~~trade their digital stickers on our associated Market Place platform, we are just at the tip of the iceberg in ~~a business opportunity,~~ the ~~Company~~vast potential of stickers in this generational boom.

We are committed in bringing the next evolution of Stickers and in bringing and providing creative creators to share in our technological advances. We are providing our APIs in sticker creations and development, with tutorials and market trends. This may include the next evolution of Motion Stickers, Animated GIFs and cinemographs with snippet of sound/voice and this would further differentiate and modernize all our Yippi Stickers in another level above major sticker competitors. In doing so, we believe we will generally request that it be provided with written materials regarding the business opportunity containing such items as a description of products, services and company history; management resumes; financial information; available projections, with related assumptions upon which they are based; an explanation of proprietary products and services; evidence of existing patents, trademarks, or services marks, or rights thereto; present and proposed forms of compensation to management; a description of transactions between such company and its affiliates during relevant periods; a description of present and required facilities; an analysis of risks and competitive conditions; a financial plan of operation and estimated capital requirements; audited financial statements, or if they are not available, unaudited financial statements, together with reasonable assurances that audited financial statements would be able to ~~be produced within a reasonable period of time following completion of a merger transaction; and other information deemed relevant.~~derive revenue from this this digital product.

The Company presents the Yippi app to the market as a unique “Super App”, due to the fact that it provides numerous features that creates an ecosystem within the app.

The following components are currently under development and will add value and functionality as a full feature to the user, in all facets, namely: retail shopping & services (T Pocket), e-retail (TA Mall), and travel (Toga Go). While these functions are functioning as a third-party link within the Wallet section of the ~~Company’s investigation,~~app, the direct usability is intended to be included in the version of app scheduled to be launched in June 2019.

The following have been developed and are currently functioning within the Yippi app: loyalty program (Rewards Link), news portal (Toga News), and games marketplace (Toga Games). The Company utilizes online and offline aspects to help define and develop the application.

We are actively seeking additional components to add and complement the existing ecosystem in enhancing the user experience and in accordance with the Company’s ~~principal shareholders may meet personally~~vision.

Yippi Languages is an educational tool currently functioning within the application, as we believe in life-long learning by learning languages anytime, anywhere.

Yippi Languages was launched in July 2017 and helps users speaking any of the following ten (10) languages to learn English: Chinese, Hindi, Hmong, Indonesian, Japanese, Korean, Malay, Tagalog, Thai and Vietnamese.

Yippi Languages features over 100 lessons per supported language and is an invaluable tool for many to access learning modules while adopting another language as a 2nd language with ~~management~~audio guides in speaking natively. Modules also include interactive mini-games to enhance comprehension, and key personnel of a potential acquisition candidate, visit and inspect material facilities, obtain independent analysis or verification of certain information provided, check references of management and key personnel, and take other reasonable investigative measures,vocabulary which is vital to the ~~extent of the Company’s limited financial resources.~~learning process.

~~Form of Acquisition~~We are committed to further enhancing this app feature and in providing a comprehensive learning experience to the user. We have engaged third-parties to re-develop an additional UI/UX in making the app responsive and relevant with the trend.

~~It is not possible~~We have engaged researchers to ~~predict~~study the ~~manner~~probable functionality of it as an e-learning tool for schools as this feature has potential in ~~which~~bringing affordable quick and easy language learning into the ~~Company may participate in another business opportunity with any degree of certainty. Specific business opportunities will be reviewed~~school setting or as well as the respective needs and desires of the Company and the promoters of the opportunity and, upon the basis of that review and the relative negotiating strength of the Company and such promoters, the legal structure or method deemed by management to be suitable will be selected. Such structure may include, but is not limited to leases, purchase and sale agreements, licenses, joint ventures and other contractual arrangements. The Company may act directly or indirectly through an interest in a partnership, corporation or other form of organization. Implementing such structure may require the merger, consolidation or reorganization of the Company with other corporations or forms of business organization, and although it is likely, there is no assurance that the Company would be the surviving entity. In addition, the present management, board of directors and stockholders of the Company most likely will not have control of a majority of the voting shares of the Company following a reorganization transaction. As part of such a transaction, the Company’s existing management and directors may resign and new management and directors may be appointed without any vote by stockholders.language guide incorporated into after-school curriculum.

It is likely that the Company will acquire its participation in a business opportunity through the issuance of common stock or other securities of the Company. Although the terms of any such transaction cannot be predicted, it should be noted that in certain circumstances the criteria for determining whether or not an acquisition is a so-called “tax free” reorganization under the Internal Revenue Code of 1986, as amended, depends upon the issuance to the stockholders of the acquired company of a controlling interest (i.e. 80% or more) of the common stock of the combined entities immediately following the reorganization. If a transaction were structured to take advantage of these provisions rather than other “tax free” provisions provided under the Internal Revenue Code, the Company’s current stockholders would retain in the aggregate 20% or less of the total issued and outstanding shares. This could result in substantial additional dilution in the equity of those who were stockholders of the Company prior to such reorganization. Any such issuance of additional shares might also be done simultaneously with a sale or transfer of shares representing a controlling interest in the Company by the principal shareholders.Artificial Intelligence

ItA.I.,(artificial intelligence) is anticipated that any new securities issued in any reorganization would be issued in reliance upon exemptions, if any are available, from registration under applicable federal and state securities laws. In some circumstances, however, as a negotiated elementthe simulation of the transaction, the Company may agree to register such securities either at the time the transaction is consummated, or under certain conditions or at specified times thereafter. The issuance of substantial additional securities and their potential sale into any trading market that might develop in the Company’s securities may have a depressive effect upon such market.human intelligence processes by machines, especially computer systems.

The ~~Company~~key terms related to A.I. are computer, internet, big data and automation control. We are excited to usher in the 4^th Generation Yippi that is A.I.-driven in communication in line with our view of letting the communication go smart. Among the key applications of A.I. technology that we have incorporated, we are looking for enhancements in personal assistant, education, e-commerce merchandise and automation in customer service. AI within Yippi launched in June 2018 and will ~~participate~~be enhanced and improved in every subsequent update of the app. This is a ~~business opportunity~~long range project and we expect to learn a great deal as AI is a learning language.

Reads & Burn is a privacy feature which was launched in July 2017 and currently functions within the chat feature. This feature provides peer-to-peer security in handling private pictures and confidential documents. The pictures and documents sent through Read & Burn are only ~~after~~accessible with touch and then the ~~negotiation~~image disappears from the server and ~~execution of a written agreement. Although the terms of such agreement~~chat history. The pictures and documents cannot be ~~predicted, generally such~~screen-shot by the user’s smartphone.

We included this feature as an ~~agreement would require specific representations~~enhancement to the experience in Yippi. We believe this feature has its potential in the security of sending private images or confidential documents and ~~warranties by~~provides the users with peace of mind in sending private documents for a single view.

This data will not be stored on smartphones via Yippi nor through peer-to-peer encryption when it is unopened. Through read & burn data is not stored on the servers or in history.

In addition to Read & Burn, we developed another version of our chat feature with an enhanced level of security, aptly named, Secret Chat. Launched in January 2017, this feature is a secretive function that self–destructs upon leaving the chat conversation without a record on the application as well as the server. We believe this negates the function of encrypting messages found in other chat apps proving to be a safe chat, virtually un-hackable as it does not have a trace on either servers once our proprietary system purges the chat thread.

Within the chat conversation, the user has almost all of the ~~parties thereto, specify certain events~~same functionalities of ~~default, detail the terms of closing~~a regular chat, such as sending images/videos, recording voice messages, sending stickers or gifting eggs.

This trendy and ~~the conditions which must be satisfied by each~~advanced video camera feature allows users to beautify and add animated filters as 3D Face Technology on a video call. Currently in use, this feature is app-exclusive as we developed a number of the ~~parties thereto prior~~filters and augmented reality (AR) skins.

Video calls are made with options to ~~such closing, outline~~enhance both the ~~manner~~caller and recipient with beauty skins, fun stickers, or facial-recognition augmented reality caricatures or cartoons for shared fun experience.

At the time of ~~bearing costs if~~its launch in April 2018, we believe the ~~transaction~~number of possible facial enhancements via AR provided by this feature is ~~not closed, set forth remedies upon default, and include miscellaneous other terms normally~~competitive with the major native camera apps found in ~~an agreement of that type.~~Samsung’s and Huawei’s latest flagship smartphones.

We developed and launched Whiteboard as a unique feature in July 2017. Whiteboard enables users to simultaneously write on the ~~investigation of specific business opportunities~~screen display. The users can currently share the same whiteboard with both parties able to write and talk on a single session remotely.

The voice function has an on/off switch and users could communicate while sketching together on the negotiation, drafting and execution of relevant agreements, disclosure documents and other instruments will require substantial costs for accountants, attorneys and others. If a decision is made not to participate in any other specific business opportunity, the costs theretofore incurred might not be recoverable. Moreover, because many providers of goods and services require compensation at the time or soon after the goods and services are provided, the inability of the Company to pay until an indeterminate future time may make it impossible to procure such goods and services.shared whiteboard.

In all probability, upon completion of an acquisition or merger, there will be a change in control through issuance of substantially more shares of common stock. Further, in conjunction with an acquisition or merger, it is likely thataddition, the ~~principal shareholders may offer to sell a controlling interest at a price not relative to or reflective of a price which~~whiteboard could be ~~achieved~~‘erased’ by ~~individual shareholders~~either party at any time to clear the ~~time.~~space for another new board for continuous writing. Sharing of info or ideas could be sketched out over the whiteboard or dictated to the other person with ease, rather than the conventional method of writing on a piece of paper before snapping a picture.

~~Investment Company Act~~This is an excellent feature for sketches and ~~Other Regulation~~

~~The Company may participate in~~scribbles as it engages a business opportunity by purchasing, trading or selling the securities of such business. The Company does not, however, intend to engage primarily in such activities. Specifically, the Company intends to conduct its activities soreal-time experience, as ~~to avoid being classified~~well as an “investment company” under the Investment Company Act of 1940 (the “Investment Act”), and therefore to avoid application of the costly and restrictive registration and other provisions of the Investment Act, and the regulations promulgated thereunder.

Section 3(a) of the Investment Act contains the definition of an “investment company,” and it excludes any entity that does not engage primarily in the business of investing, reinvesting or trading in securities, or that does not engage in the business of investing, owning, holding or trading “investment securities” (defined as “all securities other than government securities or securities of majority-owned subsidiaries”) the value of which exceeds 40% of the value of its total assets (excluding government securities, cash or cash items). The Company intends to implement its business plan in a manner which will result in the availability of this exception from the definition of “investment company.” Consequently, the Company’s participation in a business or opportunity through the purchase and sale of investment securities will be limited.

The Company’s plan of business may involve changes in its capital structure, management, control and business, especially if it consummates a reorganization as discussed above. Each of these areas is regulated by the Investment Act, in order to protect purchasers of investment company securities. Since the Company will not register as an investment company, stockholders will not be afforded these protections.

~~Any securities which the Company might acquire in exchange~~fun tool for its Common Stock are expected to be “restricted securities” within the meaning of the Securities Act of 1933, as amended (the “Act”). If the Company elects to resell such securities, such sale cannot proceed unless a registration statement has been declared effective by the U. S. Securities and Exchange Commission or an exemption from registration is available. Although the plan of operation does not contemplate resale of securities acquired, if such a sale were to be necessary, the Company would be required to comply with the provisions of the Act to effect such resale.

An acquisition made by the Company may be in an industry which is regulated or licensed by federal, state or local authorities. Compliance with such regulations can be expected to be a time-consuming and expensive process.

The Company expects to encounter substantial competition in its efforts to locate attractive opportunities, primarily from business development companies, venture capital partnerships and corporations, venture capital affiliates of large industrial and financial companies, small investment companies, and wealthy individuals. Many of these entities will have significantly greater experience, resources and managerial capabilities than the Company and will therefore be in a better position than the Company to obtain access to attractive business opportunities.leisure.

Yippi has embedded and enhanced the quality of Voice & Video Calls for the ease of connectivity to anyone anywhere. We expanded on the functions of our chat application in making the action of contacting friends & family with choices of Text, Voice & Video calls that is parallel with leading chat applications in the market.

Voice & Video quality of calls made via Yippi is clear, and, as with other chat applications, is dependent on network strength. We believe the simplicity of placing a call or a video call will be further enhanced with the advancement of technology and data speed packets as 5G connectivity is upon us.

From its launch in July 2017, Yippi has continued to develop and expand this feature, not just with regards to peer-to-peer calls, but also improving group calls. Group video calls enable a tele-conference from individual smartphones, anytime and anywhere; in line with the ease of communications on the go. Yippi offers a group video call of up to 9 video feeds at the moment. Continued enhancement of to this feature is important to us as we strive to offer the market standard of quality of voice and video calls to our users.

Meeting Room was launched in January 2017 and is an improvement over the standard group chat feature. The highlight of this feature is the ability to share files and to set a time frame structure for the meeting. The Meeting Room offers additional functions for the administrator to control and facilitate the chat room.

The Meeting Room enables discussions and meetings on subjects within a set time frame and this helps to organize chat groups in order.

We ~~presently~~believe this feature has the potential of being a group chat of choice as it allows users to communicate and share files of any type with ease. This is an advantage over other chat apps as most have a limitation on what type of files are shareable, whereas we are giving the user the full sharing capabilities comparable to leading file-sharing apps available.

We believe this feature could be a trend-setter as the timer in this feature is an advantage to a normal group chat. This frees up a sense of organization of the user’s chat boxes in maintaining and managing their chat conversations.

Since its launch in July of 2017, the Yippi social messaging app enables users to forward voice messages to contacts, as well as group chat recipients. This enhances the sharing possibility of a recorded message as it is equipped in-app for the ease and functionality of the user.

In addition, with our propriety enhancement of built-in translation (and voice recognition); the user may use the option to translate received voice message from a selection of spoken languages.

With its launch in July of 2017, users can use this feature to seek out other Yippi users within their immediate area to communicate and network, or chat for leisure.

Yippi users can arrange a meeting and make new friends, or seek out business opportunities by networking through this feature. With the impending official brand accounts, we could evolve this further with geo-location push notification on promotions and offers for Yippi user that switches their People Nearby feature. Currently there are no ~~employees apart from~~brand accounts.

With respect to all of the features and functionalities of the Yippi App, we are looking at trends and opportunities to enhance the apps features and functionalities and to add new features.

The markets for our ~~management. Our officers~~Yippi App are characterized by rapid technological change, particularly in the technical capabilities of smartphones and ~~directors~~tablets, and changing end-user preferences. Therefore, we will be required to continuously invest capital to innovate and modify our Yippi App and publish new apps. We cannot assure that we will have adequate capital to modify our Yippi App or develop new apps.

However, our ability to plan for further development of the Yippi App, distribution and promotional activities will be significantly affected by our ability to anticipate and adapt to relatively rapid changes in the tastes and preferences of our current and potential users. New and different types of entertainment may increase in popularity at the expense of mobile apps. A decline in the popularity of apps in general, or our Yippi App in particular, would harm our business and prospects. We may not be successful in developing additional features and functionality for the Yippi App.

We currently have approximately 12,000 to 13,000 daily active users of our Yippi App. We define a daily active user as a registered user of the Yippi App who opens the app at least once during a 24-hour period.

We have outlined the following plans in our effort to achieve or targets described below. We believe this is in line with our vision and mission statement in being a pioneer of the Big Data industry and in creating a sustainable system in initiating the support for the targeted 2,000,000 SMEs projected to use our platforms in expanding their business and culture of data-marketing. In an effort to achieve our goal of 500 million Active Users, and the preceding downloads, we have created a 6 vertical marketing strategy we call the 6 User Channels.

This 6 User Channels cover the basis of our group marketing effort globally with its own timeline in activity of different regions globally, with the selection based on our research and details. There can be no assurance that all or any of our planned marketing activities will be implemented, or, in the event any or all of such planned marketing activities are ~~engaged in outside business activities and anticipate~~implemented that they will ~~devote~~be successful.

We believe that with the rise of affordable smartphones and efforts in bridging the internet to the disadvantaged, the potential market to expand the user base is exponential in the near future.

	1.	WAVE by Eostre
	2.	Publicity & Campaigns
	3.	Games & Contests
	4.	Mini-Programs
	5.	Languages
	6.	Sponsorships

WAVE by Eostre is a third-party app that deliver frequencies and information waves specifically designed to harmonize morphic fields to the paid User. This unique feature is only available via Yippi as an energy vitalizer and enhancer from the user’s smartphone.

The app’s coding utilizes any device’s flash and magnet components in emitting light /or waves for each of the 4 main functions. As an example, the User could place the device after operating the app on a cup of coffee for 15 minutes prior, or directing the light on self to increase energy field. Similarly, the emission of these waves could be directed to a glass of water or via placing a phone call in emitting positive ions for balance.

The science in this app is based off the human energy field and the application of cellular magnetic field. WAVE by Eostre makes use of both optical waves and acoustic waves to directly affect water and liquids of the human body to generate stronger repairing and adjustment capacity.

The app’s optical wave is a high-frequency electromagnetic wave which is radiated from molecules and atoms. This optical wave are generated from the accelerated charged particles and has the fastest transmission speed, and thus effectively affect liquid structure.

The app emits acoustic wave that produces resonance and vibrations increases the activity of cells. This enables the app to rapidly activate the cellular energy and activity of the human body, as well as direct assistance in the natural wellness process.

WAVE by Eostre works through the delivery of specific frequencies and vibrating structures via sound and light photons.

	·	Qi – Reduce stress, body balance and awareness;
	·	Water – Better absorption and negative ions;
	·	EMF – Resist pollution and increase energy field;
	·	Coffee & Tea – Fuller taste and reduce acidity.

Eostre receives 100% of the proceeds. WAVE by Eostre is used as content to attract and retain Active Users.

A series of brand awareness and marketing campaign in promoting Yippi to the target market as a unique super app. We have engaged branding consultants in selected countries in marketing Yippi digitally.

Campaigns are set to launch until the end of the year in Indonesia and the Philippines as well as corporate branding on social media and an internet presence.

We published our game, Duck Wanted on July 2018, and the response has been positive with daily scoreboards and rewards in attracting more players in this engaging game. At the time of print, we are working on other genre of games for the release soon and building on the momentum.

We started an on-going contests campaign since May 2018 via Yippi Social, with Share/Comment contests on a weekly basis. The contest gambit encompasses questions, quiz, personal preferences, favorite pictures among others in engaging users/followers to participate by commenting and sharing on their Social walls. The winners were picked based on the criteria of most creative, most shares or most ‘likes’ earned.

Mini-Programs are “sub-applications” within our Yippi ecosystem, and it enables advanced features to users in e-commerce, task management, coupons/offers, brand page or exclusive content from official accounts.

These enhancements provide experiences that are built completely within Yippi, for a complete user experience.

Mini-Programs are similar to apps but as it is within Yippi, accessing it won’t take up any storage space on the user’s device. Users may scan QR codes or input the names of the mini-programs in-app to launch them. The campaign to encourage talented independent developers to create mini-programs onto /and powered by our Marketplace is vital in the success of the mini-programs and thus complements our ecosystem in the near future.

Toga strongly believes in making a difference to those in need and this channel is seen as a corporate social responsibility in the area of offering users to per-use Yippi as an English learning app. Presently, and since its launch in July 2017, Languages’ education module is designed to teach English to users from ten (10) different native languages, including Chinese, Hindi and Indonesian.

The Company has engaged in a series of branding campaigns, or sponsorships with selected corporate entities in the region, specifically South East Asia. TOGL partnered with AirAsia Academy in cross-promotion and sponsorship of the academy players in badminton competitions since July 2018. This was a marketing promotion that branded Yippi throughout Asia.

Our high-degree of collaboration – combined with future partners’ strong corporate industry roots, years of experience and global network reach are the benchmark in a successful partnership.

The Yippi App is free and the Company is focused on users downloading the Yippi App through the Apple App Store, Google Play, or the Amazon App Store. The Company’s users are concentrated in Indonesia, Malaysia, China, Philippines, Saudi Arabia, Taiwan and Singapore. The Company also intends to target potential users of the Yippi App in the United States.

We compete for advertising revenue, especially with respect to video and other highly engaging formats. We believe our ability to compete depends primarily on our reach and ability to deliver a strong return on investment to our advertisers, which is driven by our advertising products, delivery and measurement capabilities, APIs, and other tools. The industry in which we operate is changing rapidly and we find ourselves in competition with internet-based platforms, advertising networks, and traditional media.

We compete with other companies in every aspect of our business, particularly with companies that focus on mobile engagement and advertising. Many of these companies, such as Apple, Facebook (including Instagram and WhatsApp), Tencent (including WeChat), Snap Inc. (Snapchat), Google (including YouTube), and Twitter, have significantly greater financial and human resources. Our competitors span from internet technology companies and digital platforms to traditional companies in print, radio, and television sectors to underlying technologies like default smartphone messaging. Additionally, our competition for engagement varies by region. The main bases on which we currently compete with competitors include engagement, partnerships, advertising, and talent.

We compete to attract and retain our users’ attention, both in terms of reach and engagement. Since our Yippi App and apps of our competitors are typically free, we compete based on our brand and the quality of our app and any potential future product offerings rather than on price. We focus on constantly improving and expanding the Yippi App and related features.

We are the registered owner of certain trademarks in Malaysia, Indonesia and China, including, but not limited to the trademark “Yippi” and the Yippi App “Duck” logo. We regard our marks as important to our business ~~very limited time until the acquisition~~due to name recognition. We are not aware of ~~a successful business opportunity has been identified. We expect no significant changes in the number~~any valid claims of infringement or challenges to our right to use any of our ~~employees~~marks.

The Company employs sixty (60) people and thirty-nine (39) are full-time employees.

We make financial information, news releases and other ~~than such changes, if any, incident~~information available, free of charge, on our corporate website at www.togalimited.com. The Securities and Exchange Commission (“SEC”) also maintains the Company’s reports, proxy statements and other information, filed or furnished pursuant to ~~a business combination.~~Section 13(a) or 15(d) of the Securities Exchange Act of 1934 on its website at www.sec.gov.

The Company ~~uses~~leases office space at Suite ~~30-01,~~35-04, Level ~~30,~~35, Menara Standard Chartered, No 30, Jalan Sultan Ismail, 50250, Kuala Lumpur, Malaysia and an office at 3960 Howard Hughes Parkway, Suite 500, Las Vegas, Nevada 89169. It also leased space for its Taiwan office, Unit 5, Floor 21, No. 266, Section 2, Xitun Road, Xitun District, Taichung City, Taiwan 407. The Indonesia office has also been leased and is located at Plaza Asia 2^nd Floor, Jalan Jenderal Sudirman, Ka. 59, Jakarta, Selatan 12190.

There are no legal proceedings which are pending or have been threatened against us or any of our officers, directors or control persons of which management is aware.

Our ~~Certificate~~amended Articles of Incorporation authorizes the issuance of up to ~~100,000,000~~10,000,000,000 shares of common stock, par value $0.0001 per share (the “Common Stock”). As of July 31, ~~2016,~~2018, there were ~~393,169~~695,865,164 shares of common stock issued and outstanding, which were held by 24550 holders of record. The number of holders was determined from the records of our transfer agent and does not include beneficial owners of common stock whose shares are held in the names of broker-dealers and registered clearing agencies.

Our Certificate of Incorporation authorizes the issuance of up to 20,000,000 shares of preferred stock, par value $.0001 per share (the “Preferred Stock”). The Company has not yet issued any of its Preferred Stock.

None of the shares of our Common Stock are subject to outstanding options or warrants.

The Company has not declared or paid any cash dividends on its Common Stock and does not intend to declare or pay any cash dividend in the foreseeable future. The payment of dividends, if any, is within the discretion of the Board of Directors and will depend on the Company’s earnings, if any, its capital requirements and financial condition and such other factors as the Board of Directors may consider.

The Company does not have any equity compensation plans or any individual compensation arrangements with respect to its Common Stock or Preferred Stock. The issuance of any of our Common Stock or Preferred Stock is within the discretion of our Board of Directors, which has the power to issue any or all of our authorized but unissued shares without stockholder approval.

Our Common Stock is quoted on the OTCQB, under the trading symbol “TOGL”. The market for our Common Stock is highly volatile. We cannot assure you that there will be a market in the future for our Common Stock. OTCQB securities are not listed and traded on the floor of an organized national or regional stock exchange. Instead, OTCQB securities transactions are conducted through a telephone and computer network connecting dealers in stocks. OTCQB stocks are traditionally smaller companies that do not meet the financial and other listing requirements of a regional or national stock exchange.

The following table shows the high and low prices of our shares of Common Stock on the OTCQB Tier of the OTC Markets, for each quarter during our fiscal years ended July 31, ~~2015~~2018 and ~~2016.~~2017. The following quotations reflect inter-dealer prices, without retail mark-up, mark-down or commission and may not necessarily represent actual transactions:

Period

High

Low

August 1, 2014 – October 31, 2014

$ 3.00

$ 10.01

November 1, 2014 – January 31, 2015

$ 3.00

$ 10.01

February 1, 2015 – April 30, 2015

$ 3.00

$ 3.00

May 1, 2015 – July 31, 2015

$ 3.00

$ 3.00

August 1, 2015 – October 31, 2015

$ 3.00

$ 2.00

November 1, 2015 – January 31, 2016

$ 3.00

$ 0.1

February 1, 2016 – April 30, 2016

$ 0.51

$ 0.1

May 1, 2016 – July 31, 2016

$ 0.55

$ 0.15

Period

High

Low

August 1, 2016 – October 31, 2016

0.55

0.3

November 1, 2016 – January 31, 2017

1.3

0.3

February 1, 2017 – April 30, 2017

2.1

0.5

May 1, 2017 – July 31, 2017

10

0.8

August 1, 2017 – October 31, 2017

4.5

0.06

November 1, 2017 – January 31, 2018

0.35

0.0696

February 1, 2018 – April 30, 2018

0.4

0.29

May 1, 2018 – July 31, 2018

0.67

0.45

During the fiscal years ended July 31, 2017 and 2018, the Company issued a total of 125,854,577 shares of common stock to Toga Capital Sdn. Bhd., a Malaysian corporation (“Toga Capital”) pursuant to a Subscription Agreement entered into between the Company and Toga Capital on October 31, 2017 (the “Subscription Agreement”). The total of 125,854,577 shares sold to Toga Capital includes 78,674,115 shares that were disclosed in the Company’s Quarterly Report on Form 10-Q for the period ended January 31, 2018.

Under the Subscription Agreement, Toga Capital agreed to purchase up to 1.2 billion shares of the Company’s common stock at a subscription price of USD$0.01 per share for an aggregate purchase price of Twelve Million and 00/100 USD ($12,000,000) (the “Purchase Price”).

Through October 31, 2017, Toga Capital, through a related party, had provided the Company with $133,386 in cash. The Company and Toga Capital agreed that the Company would issue 13,338,600 shares pursuant to the Subscription Agreement in exchange for the $133,386 in cash.

During the fiscal years ended July 31, 2017 and 2018, the Company made the following issuances of its common stock to Toga Capital pursuant to the terms of the Subscription Agreement:

1.	15,335,515 shares were issued to Toga Capital as settlement of a note payable due to Toga Capital in the amount of $152,973 and accrued interest of $383.

11 2.	50,000,000 shares were issued to Toga Capital in exchange for cash payments totaling $500,000.

3.	10,000,000 shares were issued to Toga Capital in exchange for cash payment of $100,000 made to the Company.

4.	34,573,462 shares were issued to Toga Capital in exchange for the extinguishment of debt of $345,734. This debt was accumulated as Toga Capital paid general operational expenses for the company.

~~Recent Sales~~No placement agent or broker dealer was used or participated in any offering or sale of ~~Unregistered Securities~~the above shares.

~~None.~~The sales described above are and will be made pursuant to the exemption from registration set forth in Regulation S, promulgated by the Securities Exchange Commission under the Securities Act of 1933. No underwriters were utilized in connection with the sale of securities.

The issuance of these securities will be to a single “non-U.S. person” (as that term is defined in Regulation S of the Securities Act of 1933, as amended) in an offshore transaction in which the Company relied on the registration exemption provided for in Regulation S and/or Section 4(2) of the Securities Act of 1933, as amended (the “Act”), as the conditions of Regulation S were met, including but not limited to the following conditions:

Each certificate representing the shares of common stock contains or will contain a legend that transfer of the shares is prohibited except in accordance with the provisions of Regulation S, pursuant to a registration under the Act, or pursuant to an available exemption from registration and the holder may not engage in hedging transactions with regards to the Company’s common stock unless in compliance with the Act.

During the fiscal year ended July 31, 2018, the Company issued a total of 23,564,510 shares of common stock at $0.02 per shares, resulting in a total of $471,290 cash proceeds from Agel Enterprises International Sdn. Bhd., a Malaysian corporation (“Agel”) pursuant to a Subscription Agreement entered into between the Company and Agel on May 7, 2018 (the “Agel Subscription Agreement”).

Under the Agel Subscription Agreement, Agel agreed to purchase up to 1,076,752,423 shares of the Company’s common stock at a subscription price of USD$0.02 per share for an aggregate purchase price of USD$21,535,048 (the “Purchase Price”).

During the fiscal year ended July 31, 2018, the Company issued 2,698,377 shares of common stock to Ng Boon Chee, a Malaysian citizen, pursuant to a Subscription Agreement entered into by the Company and Ng Boon Chee dated July 27, 2018 (the “Ng Subscription Agreement”). Mr. Chee was elected as a member of the Board of Directors on June 14, 2018.

Under the Ng Subscription Agreement, Mr. Ng agreed to purchase 2,698,377 shares of the Company’s common stock at a subscription price of USD$0.50 per share, for an aggregate purchase price of USD$1,349,188 (the “Purchase Price”) to be paid for in Bitcoins. Mr. Ng deposited 165 Bitcoins into the Company’s e-wallet, with an agreed value equal to the Purchase Price of $1,349,189.

The Company issued 2,698,377 shares of its common stock to Ng Boon Chee pursuant to the terms of the Ng Subscription Agreement.

No placement agent or broker dealer was used or participated in any offering or sale of the above shares.

The sales described above are and will be made pursuant to the exemption from registration set forth in Regulation S, promulgated by the Securities Exchange Commission under the Securities Act of 1933. No underwriters were utilized in connection with the sale of securities.

The Company did not purchase or redeem any of its equity securities during the fourth quarter of its fiscal year ended July 31, ~~2016.~~2018.

The following discussion should be read in conjunction with our financial statements, including the notes thereto, appearing elsewhere in this annual report. The following discussion contains forward-looking statements that reflect our plans, estimates and beliefs. Our actual results could differ materially from those discussed in the forward-looking statements. Our audited financial statements are stated in United States Dollars and are prepared in accordance with United States Generally Accepted Accounting Principles.

The Company was incorporated in the State of Delaware on October 23, 2003, under the name Fashionfreakz International Inc. On December 2, 2005, the Company changed its name to Blink Couture, Inc. Until March 4, 2008, the Company’s principal business was the online retail marketing of trendy clothing and accessories produced by independent designers. On March 4, 2008, the Company discontinued its prior business and changed its business plan. ~~The Company’s business plan now consists of exploring potential targets for a business combination through the purchase of assets, share purchase or exchange, merger or similar type of transaction.~~

The Company is currently considered to be a “blank check” company. The SEC defines those companies as “any development stage company that is issuing a penny stock, within the meaning of Section 3(a)(51) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and that has no specific business plan or purpose, or has indicated that its business plan is to merge with an unidentified company or companies.” Many states have enacted statutes, rules and regulations limiting the sale of securities of “blank check” companies in their respective jurisdictions. The Company is also a “shell company,” defined in Rule 12b-2 under the Exchange Act as a company with no or nominal assets (other than cash) and no or nominal operations.

On June 30, 2016, Blink Couture, Inc., (the “Registrant”), a Delaware corporation entered into an Agreement and Plan of Merger (the ~~"Merger Agreement"~~“Merger Agreement”) pursuant to which the Company merged with its wholly owned subsidiary, Toga Limited, a Delaware corporation with no material operations ("(“Merger ~~Sub"~~Sub” and such merger transaction, the ~~"Merger"~~“Merger”). Upon the consummation of the Merger, the separate existence of Merger Sub ceased and shareholders of the Company became shareholders of the surviving company named ~~Gold Billion Group Holdings~~“Toga Limited.

~~Termination of Proposed Acquisition of Operating Business~~
18
Table of Contents

On ~~November~~June 10, ~~2011, we entered into an Agreement~~2017, the Board of Directors unanimously adopted resolutions authorizing the increase of the Company’s authorized number of shares of common stock from one hundred million (100,000,000) shares to ten billion (10,000,000,000) shares and ~~Plan~~increased the number of ~~Merger~~the Company’s total issued and outstanding shares of common stock by conducting a forward split at the rate of fifty (50) shares for every one (1) (50:1) share currently issued and outstanding (the ~~“Merger Agreement”~~“Forward Split”). The Forward Split became effective in the market on September 11, 2017 following approval by the FINRA.

The Company incorporated a wholly-owned subsidiary, TOGL Technology Sdn. Bhd. (“TOGL”) in Malaysia on September 26, 2017.

The Company incorporated a wholly-owned subsidiary, PT. Toga International Indonesia (“PT Toga”), ~~pursuant to which we planned to acquire Latitude Global, Inc. (“Latitude Global”), a company which, through its subsidiaries, currently operates combined restaurant and entertainment facilities~~ in ~~several locations. For the purpose of entering into the Merger Agreement with Latitude Global,~~Indonesia on November ~~4, 2011, we formed Latitude Global Acquisition Corp.,~~23, 2017.

In 2017, the Company commenced development of a social media app for mobile devices called Yippi. The Company commenced development with the hiring of a CTO and development team.

The Yippi App is a messaging app with a focus on entertainment and security. It’s fast, simple, secure and free. Yippi seamlessly syncs a user’s normal messages and secret messages into one application. Users can send an unlimited number of messages, photos, and voice messages. Yippi groups allow users to send broadcasts to up to 100 contacts at a time. Users download the Yippi App through the Apple App Store, Google Play, or the Amazon App Store. Revenue is generated from selling advertising, emoji stickers, and special filters, effects and features for use with Yippi.

On February 26, 2018, the Company’s officer and director resigned as ~~our~~an officer and director of Toga Capital.

On May 28, 2018, the Company’s wholly-owned subsidiary ~~which was dissolved~~TOGL formed a branch office in Taiwan.

On July 10, 2018, the Company changed its state of incorporation from the State of ~~Florida, by administrative dissolution, on September 28, 2012.~~

In December 2013, we commenced an action in the Circuit Court of the 4th Judicial Circuit in Duval County, Florida, against Latitude Global, for the payment of the outstanding principal amount of the Note, in the amount of $39,583.34, together with interest at a rate of 8% per annum, court costs, collection costs and attorney’s fees. On September 23, 2014, we entered into a settlement agreement with Latitude Global for $41,120, which was paid to the Company in installments from September 2014 through November 2014.Nevada.

~~On January 3, 2015, A. Terry Ray was appointed Director of the Corporation, Lawrence D. Field resigned as President of the Corporation, and A. Terry Ray was appointed Director of the Corporation.~~

On June 13, 2016, A. Terry Ray resigned from her positions as President, Chief Executive Officer, Chief Financial Officer, Secretary and sole director. Immediately prior to her resignation as a director, on June 13, 2016, AA. Terry Ray appointed Michael Toh Kok Soon as a director, President, Chief Executive Officer, Chief Financial Officer and Secretary.

~~Results~~On August 29, 2017, the Company appointed Liew Choon Fook as Secretary of ~~Operations~~the Company.

The Company has not conducted any active operations since March 4, 2008, except for its efforts to locate suitable acquisition candidates. No revenue has been generated by the Company since inception in October 2003. It is unlikely the Company will have any revenues unless it is able to effect an acquisition or merger with an operating company. There can be no assurance that we will be able to consummate an acquisition of an operating company. It is management’s assertion that these circumstances may hinder the Company’s ability to continue as a going concern. The Company’s plan of operation for the next twelve months shall be to continue its efforts to locate suitable acquisition candidates.

The Company’s operations are focused on the development of Yippi and attracting active users to Yippi. The Company commenced generating advertising revenue from Yippi during the fiscal year ended July 31, 2018.

The Company has incorporated two wholly-owned subsidiaries, TOGL Technology Sdn Bhd and PT Toga International Indonesia.

Year Ended July 31, ~~2016~~2018 Compared to Year Ended July 31, ~~2015~~2017

Our net loss for the year ended July 31, ~~2016~~2018 was ~~$19,333~~$13,620,308 compared to a net ~~income~~loss of ~~$72,598~~$99,174 for the year ended July 31, ~~2015.~~2017. The ~~decrease~~increase in net ~~income of $91,931~~loss between the comparable periods was primarily attributable to a ~~$74,491 gain~~loss on ~~the forgiveness~~settlement of debt as well as an increase in general and ~~the recognition of a $41,120 gain on a settlement agreement reached with Latitude Global during the nine months ended April 30, 2015.~~administrative expenses from operations.

During the year ended July 31, ~~2016,~~2018, we generated revenue of $1,254,495 compared to $0 for the year ended July 31, 2017.

During the year ended July 31, 2018, we incurred cost of goods sold of $139,369 compared to $0 for the year ended July 31, 2017.

During the year ended July 31, 2018, we incurred general and administrative expenses of ~~$19,333~~$1,556,509 compared to ~~$29,101~~$99,174 for the year ended July 31, ~~2015.~~2017. General and administrative fee expenses were primarily related to maintenance of applications, corporate overhead, financial and administrative contracted services, professional fees, salaries and wages, legal fees for reorganization of the Company and costs incurred for potential acquisitions. The ~~decrease~~increase in general and administrative expenses is primarily due to ~~a decrease in professional fees~~commencing operations through subsidiaries during the year ended July 31, ~~2016.~~

~~The gain on~~2018. During the ~~forgiveness of debt recognized by the Company during the fiscal~~ year ended July 31, ~~2015, was associated with the restructuring~~2018, we incurred research and development costs of $523,916 of outstanding notes payable. On January 7, 2015, the outstanding notes payables were replaced by convertible notes payables in the same amounts. As part of the restructuring, accrued interest of $74,491 associated with the outstanding notes payable was forgone and forgiven by the note holders. The notes are convertible into shares of the Company’s common stock at a conversion price of $1.00 per share at the note holders’ sole and exclusive option. The convertible notes are interest free until December 31, 2015, after which time the notes shall bear interest at 6% per annum. The convertible notes were originally due February 1, 2016, but the due dates were subsequently extended to December 31, 2016.$86,674.

~~The gain on a settlement agreement recognized by~~During the ~~Company during the fiscal~~ year ended July 31, ~~2015, reflects~~2018, we incurred depreciation of $15,050 compared to $0 for the settlement awarded to the Company by Latitude Global, and represents reimbursements of expenses in connection with the proposed merger, as a result of Latitude Global’s termination of the Merger Agreement.

The reduction in professional fees, accounting and legal fees, between the comparable periods is primarily attributable to fees paid in connection with the preparation of the Company’s financial statements and the audit of the Company’s financial statements incurred during the fiscal year ended July 31, ~~2014, which were limited during~~2017.

During the ~~fiscal~~ year ended July 31, ~~2015, as a result~~2018, we incurred other expenses of $13,077,201 compared to $0 for the ~~Company’s suspension of filing quarterly and annual reports with the SEC in the latter half of the fiscal~~ year ended July 31, ~~2014.~~2017. Other expense consists of interest expense of $382 and loss on settlement of debt of $13,282,567 and other income of $205,748 for the year ended July 31, 2018.

The ~~Company currently~~Company’s current business activity does not ~~engage in any business activities that~~at this time provide positive cash ~~flow.~~flow, although the Company has commenced generating revenue for the first time during the most recent quarter. During the next twelve months, we anticipate incurring costs related to:

	i.	Marketing the ~~preparation and filing of the Company’s financial statements and Exchange Act reports;~~Yippi App to users located throughout Asia;

	ii.	~~investigating,~~Investigating, analyzing, and consummating potential acquisition or merger opportunities; ~~and~~

	iii.	~~other~~Other ongoing general and administrative type ~~costs.~~costs; and

	iv.	The preparation and filing of the Company’s financial statements and Exchange Act reports.

We believe that we are nearing the point where we will commence generating net profit on a quarterly basis, although we cannot predict exactly when this will occur. We have commenced generating gross revenues and believe our revenue will increase during the next fiscal year. We believe that in order to grow our business going forward, we will need to continue to invest in marketing and advertising of our Yippi App throughout Asia. Because of this, we expect going forward to continue to invest heavily in marketing and advertising. We believe we will be able to meet ~~these~~our operating costs and additional marketing and advertising in excess of our revenues, through additional amounts, as necessary, to be loaned to or invested in us by our stockholders and management, ~~and/or other investors.~~

~~The Company may consider acquiring another business, which has recently commenced operations, is a developing-stage company in need of additional funds for expansion~~although no agreements have been entered into new products or markets, is seeking to develop a new product or service, or is an established business which may be experiencing financial or operating difficulties and is in need of additional capital. In the alternative, any such business combination may involve the acquisition of, or merger with a company which does not need substantial additional capital but which desires to establish a public trading market for its shares while avoiding, among other things, the time delays, significant expense, and loss of voting control which may occur in a public offering.

Any target business that is selected may be a financially unstable company or an entity in its early stages of development or growth, including entities without established records of sales or earnings. In that event, we will be subject to numerous risks inherent in the business and operations of financially unstable and early stage or potential emerging growth companies. In addition, we may effect a business combination with an entity in an industry characterized by a high level of risk, and, although our management will endeavor to evaluate the risks inherent in a particular target business, there can be no assurance that we will properly ascertain or assess all significant risks.

The Company anticipates that the selection of a business combination will be complex and extremely risky. Because of general economic conditions, rapid technological advances being made in some industries and shortages of available capital, our management believes that there are numerous firms seeking even the limited additional capital which we will have and/or the perceived benefits of becoming a publicly traded corporation. Such perceived benefits of becoming a publicly traded corporation include, among other things, facilitating or improving the terms on which additional equity financing may be obtained, providing liquidity for the principals of and investors in a business, creating a means for providing incentive stock options or similar benefits to key employees, and offering greater flexibility in structuring acquisitions, joint ventures and the like through the issuance of stock. Potentially available business combinations may occur in many different industries and at various stages of development, all of which will make the task of comparative investigation and analysis of such business opportunities extremely difficult and complex.

As of July 31, ~~2016~~2018, our total assets were $0$2,952,954 and our total liabilities were ~~$558,251~~$411,589 comprised of accounts payable and accrued liabilities, due to related parties, notes due to related parties, ~~convertible promissory~~and deferred revenue.

As of July 31, 2017, our total assets were $100 and our total liabilities were $121,600 comprised of accounts payable and accrued liabilities, due to related parties and notes ~~accrued interest and accounts payable.~~due to related parties.

Stockholders’ ~~deficit~~equity increased from a deficit of ~~$538,918~~$121,500 as of July 31, ~~2015~~2017 to ~~$558,251~~$2,541,365 as of July 31, ~~2016.~~2018.

We have not generated significant positive cash flows from operating activities. For the year ended July 31, ~~2016,~~2018, net cash flows used in operating activities were ~~$30,133.~~$492,089. For the year ended July 31, ~~2015,~~2017, net cash flows ~~used in~~provided by operating activities was ~~$6,112.~~$100.

During the year ended July 31, 2018, we used $152,287 for purchase of property and equipment. During the year ended July 31, 2017, we did not have any investing activities.

We have financed our operations primarily from either advances and loans from related parties and third parties or the issuance of equity instruments. For the fiscal year ended July 31, ~~2016,~~2018, net cash from financing activities was ~~$29,635,~~$1,698,818, consisting entirely of the sale of shares of our common stock, advances and loans from related parties. For the fiscal year ended July 31, ~~2015,~~2017, net cash from financing activities was ~~$6,610 consisting of proceeds in advances from related parties.~~$0.

We have no commitment for any capital expenditure and foresee none. However, we will incur routine fees and expenses incident to our reporting duties as a public company. We will continue to incur expenses in finding and investigating possible acquisitions and other fees and expenses in the event we make an acquisition or attempt but are unable to complete an acquisition. If we do not consummate a merger or other transaction with another business, our cash requirements for the next twelve months are relatively modest, principally legal expenses, accounting expenses, and other expenses relating to making filings required under the Exchange Act, which should not exceed $50,000 in the fiscal year ending July 31, ~~2017.~~2018. Any travel, lodging or other expenses which may arise related to finding, investigating and attempting to complete a combination with one or more potential acquisitions could also amount to thousands of dollars.

We will only be able to pay our future obligations and meet operating expenses by raising additional funds, acquiring a profitable company or otherwise generating positive cash flow. As a practical matter, we are unlikely to generate positive cash flow by any means other than acquiring a company with such cash flow. We believe that management, stockholders or affiliates will lend funds to us as needed for operations prior to completion of an acquisition. Management, stockholders and any such affiliates are not obligated to provide funds to us, however, and it is not certain they will always want or be financially able to do so. Our stockholders, management and/or affiliates who advance funds to us to cover operating expenses will expect to be reimbursed, either by us or by the company acquired, prior to or at the time of completing a combination.

There currently are no plans to sell additional securities to raise capital, although sales of securities may be necessary to obtain needed funds. Our current management has agreed to continue their services to us and to accrue sums owed them for services and expenses and expect payment reimbursement only.

Should existing management or stockholders refuse to advance needed funds, however, we would be forced to turn to outside parties to either lend funds to us or buy our securities. There is no assurance whatsoever that we will be able to raise necessary funds, when needed, from outside sources. Such a lack of funds could result in severe consequences to us, including among others:

	·	failure to make timely filings with the SEC as required by the Exchange Act, which may also result in suspension of trading or quotation of our stock and could result in fines and penalties to us under the Exchange Act;

	·	~~curtailing or eliminating our ability to locate and perform suitable investigations of potential acquisitions; or~~

	·	~~inability to complete a desirable acquisition due to lack of funds to pay legal and accounting fees and acquisition-related expenses.~~

It is our intention to seek reimbursement from potential acquisition candidates for professional fees and travel, lodging and other due diligence expenses incurred by our management, in connection with our investigation, negotiation and consummation of a business combination with such acquisition candidates. There is no assurance that any potential candidate will agree to reimburse us for such costs.

Our independent auditors have added an explanatory paragraph to their audit issued in connection with the financial statements for the period ended July 31, ~~2016,~~2018, relative to our ability to continue as a going concern. The Company, ~~which~~through July 31, 2018, has not yet generated net income for any ~~revenues since inception,~~fiscal year and has ~~incurred net losses of $631,977 since inception, has nominal assets and a stockholders’ deficit of $558,251.~~accumulated deficit. These conditions, among others, raise substantial doubt about the Company’s ability to continue as a going concern. The Company’s continuation as a going concern is dependent on its ability to meet its obligations, to obtain additional financing as may be required and ultimately to attain profitability. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

The Company is dependent on advances from its principal shareholders or other affiliated parties for continued funding. There are no commitments or guarantees from any third party to provide such funding nor is there any guarantee that the Company will be able to access the funding it requires to continue its operations.

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 is material to an investor in our securities.

The Securities and Exchange Commission issued Financial Reporting Release No. 60, “Cautionary Advice Regarding Disclosure About Critical Accounting Policies” suggesting that companies provide additional disclosure and commentary on their most critical accounting policies. In Financial Reporting Release No. 60, the Securities and Exchange Commission has defined the most critical accounting policies as the ones that are most important to the portrayal of a company’s financial condition and operating results, and require management to make its most difficult and subjective judgments, often as a result of the need to make estimates of matters that are inherently uncertain.

We base our estimates and judgments on historical experience, current trends and other factors that management believes to be important at the time the financial statements are prepared. On a regular basis, we review our accounting policies and how they are applied and disclosed in our financial statements. The ~~nature of our business generally does not call for~~Company has identified the ~~preparation or use of estimates. Due~~following areas that are subject to critical accounting policies: revenue recognition and intangible assets. Refer to the ~~fact that the Company does not have any operating business, we do not believe that we have any such critical accounting policies at this time.~~consolidated financial statements for further information.

Pursuant to Item 305(e) of Regulation S-K (§ 229.305(e)), the Company is not required to provide the information required by this Item as it is a ~~"smaller~~“smaller reporting company,"” as defined by Rule 229.10(f)(1).

Set forth below are the audited financial statements for the Company for the fiscal years ended July 31, ~~2016~~2018 and ~~2015,~~2017, and the reports thereon of Pinnacle Accountancy Group of Utah and MaloneBailey, LLP.

We have audited the accompanying consolidated balance sheets of Toga Limited, (the Company) as of July 31, 2018, and the related consolidated statements of operations, consolidated statements of changes in stockholders’ equity (deficit), and consolidated statement of cash flows for the year then ended July 31, 2018, and the related notes (collectively referred to as the consolidated financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of July 31, 2018, and the results of its operations and its cash flows for the periods then ended, in conformity with accounting principles generally accepted in the United States of America.

These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s consolidated financial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audit, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audit included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audit provides a reasonable basis for our opinion.

The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. The Company has suffered recurring losses and has not yet generated net income from operations in any fiscal year and has accumulated and stockholders’ deficits, which raise substantial doubt about its ability to continue as a going concern. Management’s plans in regard to these matters are described in Note 3. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

We have audited the accompanying balance sheet of Toga Limited ~~(formerly known as Blink Couture, Inc.)~~ (the “Company”) as of July 31, ~~2016,~~2017, and the related ~~statement~~statements of operations, changes in stockholders’ deficit, and cash flows for the year then ended. These financial statements are the responsibility of the entity’s management. Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with ~~the~~ standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform an audit to obtain reasonable assurance about whether the financial statements are free of material ~~misstatement.~~misstatements. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit ~~also~~ includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial ~~statements,~~statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the ~~consolidated~~ financial statements referred to above present fairly, in all material respects, the financial position of Toga Limited ~~(formerly known as Blink Couture, Inc.).~~ as of July 31, ~~2016,~~2017, and the results of its operations and its cash flows for the year then ended, in conformity with accounting principles generally accepted in the United States of America.

The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 3 to the financial statements, the Company has suffered recurring losses from operations and has a net capital deficiency that raises substantial doubt about its ability to continue as a going concern. Management's plans in regard to these matters are also described in Note 3. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

~~Paritz & Company, P.A.~~

~~15 Warren Street, Suite 25~~

~~Hackensack, New Jersey 07601~~

~~(201)342-7753~~

~~Fax: (201) 342-7598~~

~~To the Board of Directors and~~
~~Stockholders of Toga Limited (f/k/a Blink Couture, Inc.)~~

We have audited the accompanying balance sheet of Toga Limited (f/k/a Blink Couture, Inc.) as of July 31, 2015 and the related statement of operations, stockholders’ deficit, and cash flows for the year ended July 31, 2015. Toga Limited management is responsible for these financial statements. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Toga Limited (f/k/a Blink Couture, Inc.) as of July 31, 2015 and the results of its operations and its cash flows for the year ended July 31, 2015, in conformity with accounting principles generally accepted in the United States of America.

The accompanying financial statements referred to above have been prepared assuming that Toga Limited (f/k/a Blink Couture, Inc). will continue as a going concern. The ability of the Company to continue as a going concern is dependent upon, among other things, its successful execution of its plan of operations and ability to raise additional financing. There is no guarantee that the Company will be able to raise additional capital or sell any of its products or services at a profit. As discussed in note 3 to the financial statements, the Company has not generated any revenue, has incurred net losses, has no assets, and a stockholders’ deficit. These conditions, among others, raise substantial doubt regarding the Company’s ability to continue as a going concern. The accompanying financial statements do not include any adjustments that might result from the outcome of this uncertainty.

							July 31,			July 31,
							2018			2017
	July 31, 2016			July 31, 2015
ASSETS
Current Assets
Cash and cash equivalents	$	-		$	498		$	1,064,672		$	100
Accounts receivable, net								367,918			-
Prepaid expense								25,958			-
Total Current Assets		-			498			1,458,548			100

Property and equipment								135,706			-
Intangible asset - digital currency								1,348,920			-
Deposit								9,780			-
TOTAL ASSETS	$	-		$	498		$	2,952,954		$	100

LIABILITIES AND STOCKHOLDERS’ EQUITY
LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)
Current Liabilities
Accounts payable and accrued liabilities	$	200		$	11,000		$	180,573		$	1,262
Due to related parties								186,390			96,212
Notes due to related parties		34,135			4,500			24,126			24,126
Convertible notes payable		523,916			523,916
Deferred revenue								20,500			-
Total Current Liabilities		558,251			539,416			411,589			121,600

Stockholders’ Deficit
Preferred stock, $.0001 par value, 20,000,000 shares authorized; none issued and outstanding		-			-
Common stock, $.0001 par value, 100,000,000 shares authorized; 393,169 shares issued and outstanding as of July 31, 2016 and 2015		39			39

Stockholders’ Equity (Deficit)
Preferred stock, $0.0001 par value, 20,000,000 shares authorized; none issued and outstanding								-			-
Common stock, $0.0001 par value, 10,000,000,000 shares authorized; 695,865,164 and 2,546,354,700 shares issued and outstanding as of July 31, 2018 and 2017, respectively								69,587			254,636
Common stock subscribed; 30,000,000 common shares, $0.0001 par value								(3,000	)		(3,000	)
Additional paid-in capital		73,687			73,687			16,880,233			358,015
Retained Earnings (accumulated deficit)		(631,977	)		(612,644	)
Total Stockholders’ Deficit		(558,251	)		(538,918	)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$	-		$	498
Accumulated other comprehensive loss								(53,996	)		-
Accumulated deficit								(14,351,459	)		(731,151	)
Total Stockholders’ equity (deficit)								2,541,365			(121,500	)
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)							$	2,952,954		$	100

Years Ended

July 31

2016

2015

OPERATING EXPENSES

General and administrative expenses

19,333

29,101

Total Operating Expenses

19,333

29,101

LOSS FROM OPERATIONS

(19,333 )

(29,101 )

Other income (expense)

Interest expense - related parties

-

(13,912 )
Termination of merger agreement

-

41,120

Forgiveness of debt

-

74,491

-

101,699

Income (Loss) before Income Taxes

(19,333 )

72,598

Income Tax Provision

-

-

NET INCOME (LOSS)

$ (19,333 )

$ 72,598

BASIC AND DILUTED NET INCOME (LOSS) PER COMMON SHARE:

WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING

393,169

393,169

NET INCOME (LOSS) PER COMMON SHARE

(0.05 )

0.18

Years Ended

July 31,

2018

2017

Revenue

$ 1,254,495

$ -

Cost of goods sold

139,369

-

Gross profit

1,115,126

-

OPERATING EXPENSES

General and administrative expenses

1,556,509

99,174

Research and development

86,674

-

Depreciation

15,050

-

Total Operating Expenses

1,658,233

99,174

LOSS FROM OPERATIONS

(543,107 )

(99,174 )

OTHER INCOME (EXPENSE)

Other income

205,748

-

Interest expense

(382 )

-

Loss on settlement of debt

(13,282,567 )

-

Total Other Expenses

(13,077,201 )

-

Loss before Income Taxes

(13,620,308 )

(99,174 )

Income Tax Provision

-

-

NET LOSS

$ (13,620,308 )

$ (99,174 )

OTHER COMPREHENSIVE LOSS

Foreign currency translation adjustments

(53,996 )

-

TOTAL COMPREHENSIVE LOSS

$ (13,674,304 )

(99,174 )

BASIC AND DILUTED NET LOSS PER COMMON SHARE:

WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING

2,516,311,665

1,596,442,350

NET LOSS PER COMMON SHARE

(0.01 )

(0.00 )

Consolidated Statements of ~~Cash Flows~~Changes in Stockholders’ Equity (Deficit)

Years Ended

July 31

2016

2015

CASH FLOWS FROM OPERATING ACTIVITIES

Net income (loss)

$ (19,333 )

$ 72,598

Adjustments to reconcile net income (loss) to net cash from operating activities:

Gain on forgiveness of debt

-

(74,491 )
Changes in operating assets and liabilities:

Accounts payable and accrued liabilities

(10,800 )

11,000

Accrued interest - related parties

-

(15,219 )
Net cash provided by (used in) operating activities

(30,133 )

(6,112 )

CASH FLOWS FROM FINANCING ACTIVITIES

Proceeds from notes due to related parties

29,635

6,610

Net cash provided by financing activities

29,635

6,610

Net increase in cash and cash equivalents

(498 )

498

Cash and cash equivalents - beginning of period

498

-

Cash and cash equivalents - end of period

$ -

$ 498

Accumulated

Common Stock

Additional

Other

Total

Number of Shares

Amount

Subscription
Receivable

Paid-in
Capital

Accumulated
Deficit

Comprehensive
Loss

Stockholders'
Equity (Deficit)

Balance - July 31, 2016

19,658,450

$ 1,966

$ -

$ 71,760

$ (631,977 )

$ -

$ (558,251 )
Net loss

-

-

-

-

(99,174 )

-

(99,174 )
Issuance of common shares for convertible promissory notes

26,696,250

2,670

-

531,255

533,925

Issuance of common shares

2,500,000,000

250,000

(3,000 )

(245,000 )

-

2,000

Balance - July 31, 2017

2,546,354,700

$ 254,636

$ (3,000 )

$ 358,015

$ (731,151 )

$ -

$ (121,500 )

Issuance of common shares for cash

107,593,802

10,759

-

1,302,740

-

-

1,313,499

Issuance of common shares for digital currency

2,698,377

270

-

1,348,650

-

-

1,348,920

Issuance of common shares for debt settlement

39,218,285

3,922

-

13,670,828

-

-

13,674,750

Cancellation of common shares

(2,000,000,000 )

(200,000 )

-

200,000

-

-

-

Other comprehensive loss

-

-

-

-

-

(53,996 )

(53,996 )
Net loss

-

-

-

-

(13,620,308 )

-

(13,620,308 )
Balance - July 31, 2018

695,865,164

$ 69,587

$ (3,000 )

$ 16,880,233

$ (14,351,459 )

$ (53,996 )

$ 2,541,365

Common Stock

Additional

Total

Number of
Shares

Amount

Paid-in
Capital

Accumulated
Deficit

Stockholders'
Deficit

Balance - July 31, 2014

393,169

39

73,687

(685,242 )

(611,516 )

Net profit

-

-

-

72,598

72,598

Balance - July 31, 2015

393,169

$ 39

$ 73,687

$ (612,644 )

$ (538,918 )

Net loss

-

-

-

(19,333 )

(19,333 )
Balance - July 31, 2016

393,169

$ 39

$ 73,687

$ (631,977 )

$ (558,251 )

Years Ended

July 31,

2018

2017

CASH FLOWS FROM OPERATING ACTIVITIES

Net loss

$ (13,620,308 )

$ (99,174 )
Adjustments to reconcile net loss to net cash from operating activities:

Depreciation

15,050

-

Loss on settlement of debt

13,282,567

-

Changes in operating assets and liabilities:

Accounts receivable

(368,079 )

-

Prepaid expenses and deposits

(36,650 )

-

Deferred revenue

20,500

Accounts payable and accrued liabilities

214,831

99,274

Net cash provided by (used in) operating activities

(492,089 )

100

CASH FLOWS FROM INVESTING ACTIVITIES

Purchase of property and equipment

(152,287 )

Net cash used in investing activities

(152,287 )

-

CASH FLOWS FROM FINANCING ACTIVITIES

Proceeds from issuance of common stock

1,313,499

-

Loans from related party

434,355

-

Repayment to related party

(49,036 )

-

Net cash provided by financing activities

1,698,818

-

Effects on changes in foreign exchange rate

10,130

-

Net increase in cash and cash equivalents

1,064,572

100

Cash and cash equivalents - beginning of period

100

-

Cash and cash equivalents - end of period

$ 1,064,672

$ 100

Supplemental Cash Flow Disclosures

Cash paid for interest

$ -

$ -

Cash paid for income taxes

$ -

$ -

Non-Cash Investing and Financing Activity:

Note exchanged for due to related parties

$ 152,973

$ -

Common Shares issued to settle amounts due to related parties

$ 13,674,750

$ -

Common Stock Subscribed

$ -

$ 3,000

Conversion of Related Party Debt to Common Stock

$ -

$ 533,925

Expenses Paid by Related Party

$ 48,679

$ 96,212

Common Shares issued for digital currency

$ 1,348,920

$ -

Contribution of Capital to Pay for Expenses on Behalf of the Company – related party

$ -

$ 2,000

On June 30, 2016, Blink Couture, Inc. entered into a merger agreement with its wholly owned subsidiary, Toga Limited (the “Company”), a Delaware corporation with no material operations. The Company continued operations under the name Toga Ltd.

Blink Couture, Inc. was originally incorporated as Fashionfreakz International Inc. on October 23, 2003, under the laws of the State of Delaware. On December 2, 2005, Fashionfreakz International Inc. changed its name to Blink Couture Inc. Until March 4, 2008, the Company’s principal business was the online retail marketing of trendy clothing and accessories produced by independent designers. On March 4, 2008, the Company discontinued its prior business and changed its business plan. On June 13, 2016, a change of control of the Company occurred. On that date, the current president and Chief Executive Officer purchased a total of 13,869,150 of the issued and outstanding shares of the Company.

On June 10, 2017, the Board of Directors unanimously adopted resolutions authorizing the increase of the Company’s authorized number of shares of common stock from one hundred million (100,000,000) shares to ten billion (10,000,000,000) shares and increased the number of the Company’s total issued and outstanding shares of common stock by conducting a forward split at the rate of fifty (50) shares for every one (1) (50:1) share currently issued and outstanding (the “Forward Split”). The ~~Company’s business plan now consists of exploring potential targets for a business combination through~~Forward Split became effective in the ~~purchase of assets,~~market on September 11, 2017 following approval by the FINRA. All share ~~purchase or exchange, merger or similar type of transaction.~~ amounts in this filing have been adjusted retroactively.

The Company ~~has nominal operations and nominal assets, and is considered~~incorporated a ~~Shell company as defined by Rule 12b-2 of~~wholly-owned subsidiary, TOGL Technology Sdn. Bhd. (“TOGL”) in Malaysia on September 26, 2017.

On May 28, 2018, the ~~Exchange Act.~~Company’s wholly-owned subsidiary TOGL formed a branch office in Taiwan.

The Company incorporated a wholly-owned subsidiary, PT Toga International Indonesia (“PT Toga”) in Indonesia on November 23, 2017.

The consolidated financial statements of the Company have been prepared onin accordance with generally accepted accounting principles in the United States of America and are presented in US dollars. The Company uses the accrual basis of accounting and has adopted a July 31 fiscal year end.

These consolidated ~~basis, with~~financial statements include the ~~Company’s fully owned subsidiary. No~~accounts of the Company and the wholly-owned subsidiaries, TOGL Technology Sdn. Bhd., and PT Toga International Indonesia. All material intercompany balances orand transactions ~~exist during~~have been eliminated. TOGL Technology incorporates the ~~period ended July 31, 2016.~~financial statements of the Taiwan office.

~~Cash and cash equivalents consist of cash and highly liquid investments with remaining maturities of less than ninety days at the date of purchase.~~

The preparation of financial statements in conformity with generally accepted accounting principles 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 and the reported amounts of ~~revenues and~~ expenses during the reporting period. Some of these judgments can be subjective and complex, and, consequently, actual results may differ from these estimates.

Cash and cash equivalents consist of cash and highly liquid investments with remaining maturities of less than ninety days at the date of purchase.

Pursuant to the authoritative guidance, basic net income and net loss per share are computed by dividing the net income and net loss by the weighted average number of common shares outstanding. Diluted net income and net loss per share is the same as basic net income and net loss per share due to the lack of dilutive items. At the reporting dates there were no common stock equivalents outstanding.

The Company accounts for all software and development costs in accordance with ASC 985-20 – Software. Accordingly, all costs incurred prior to establishing technological feasibility have been expensed.

We account for goodwill and intangible assets in accordance with ASC 350 “Intangibles-Goodwill and Other” (“ASC 350”). ASC 350 requires that goodwill and other intangibles with indefinite lives be tested for impairment annually or on an interim basis if events or circumstances indicate that the fair value of an asset has decreased below its carrying value. In addition, ASC 350 requires that goodwill be tested for impairment at the reporting unit level (operating segment or one level below an operating segment) on an annual basis and between annual tests when circumstances indicate that the recoverability of the carrying amount of goodwill may be in doubt. Application of the goodwill impairment test requires judgment, including the identification of reporting units; assigning assets and liabilities to reporting units, assigning goodwill to reporting units, and determining the fair value. Significant judgments required to estimate the fair value of reporting units include estimating future cash flows, determining appropriate discount rates and other assumptions. Changes in these estimates and assumptions or the occurrence of one or more confirming events in future periods could cause the actual results or outcomes to materially differ from such estimates and could also affect the determination of fair value and/or goodwill impairment at future reporting dates.

The Company’s functional and reporting currency is the U.S. dollar. Our subsidiary’s functional currency is the Malaysian Ringgit. All transactions initiated in Malaysian Ringgit are translated into U.S. dollars in accordance with ASC 830-30, ”Translation of Financial Statements,” as follows:

	1)	Monetary assets and liabilities at the rate of exchange in effect at the balance sheet date.
	2)	Equity at historical rates.
	3)	Revenue and expense items at the average rate of exchange prevailing during the period.

Adjustments arising from such translations are deferred until realization and are included as a separate component of stockholders’ equity as a component of comprehensive income or loss. Therefore, translation adjustments are not included in determining net income (loss) but reported as other comprehensive income.

July 31,

July 31,

2018

2017

Spot MYR: USD exchange rate

$ 0.2460

n/a

Average MYR: USD exchange rate

$ 0.2489

n/a

Spot NTD: USD exchange rate

$ 0.0326

n/a

Average NTD: USD exchange rate

$ 0.0330

n/a

Spot IDR: USD exchange rate

$ 0.000069

n/a

Average IDR: USD exchange rate

$ 0.000072

n/a

FASB ASC 820, Fair Value Measurements and Disclosures (“ASC 820”) establishes a framework for all fair value measurements and expands disclosures related to fair value measurement and developments. ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

ASC 820 requires that assets and liabilities measured at fair value are classified and disclosed in one of the following three categories:

Level 1—Quoted market prices for identical assets or liabilities in active markets or observable inputs;

Level 2—Significant other observable inputs that can be corroborated by observable market data; and

Level 3—Significant unobservable inputs that cannot be corroborated by observable market data.

The carrying amounts of cash, accounts payable and other liabilities, accrued interest payable, and convertible notes approximate fair value because of the short-term nature of these items.

The Company follows FASB ASC 850, “Related Party Disclosures,” for the identification of related parties and disclosure of related party transaction.

Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. A valuation allowance on deferred tax assets is established when management considers it is more likely than not that some portion or all of the deferred tax assets will not be realized.

Tax benefits from an uncertain tax position are only recognized if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position are measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate resolution. Interest and penalties related to unrecognized tax benefits are recorded as incurred as a component of income tax expense. The Company has not recognized any tax benefits from uncertain tax positions for any of the reporting periods presented.

The Company ~~has nominal operations~~currently generates revenue through development for advertising using a custom-built advertising feature that matches client advertising requirements. Advertisements are created in batches, and ~~has not generated any~~completed/invoices in monthly batches. In addition, the Company generates revenue ~~from its operations.~~ through management fees and information technology fees.

The Company recognizes revenues on contracts with customers in accordance with the ASC 605, including performing the following: (i) persuasive evidence of an arrangement exists, (ii) the services have been rendered to the customer, (iii) the sales price is fixed or determinable, and (iv) collectability is reasonably assured. The Company only records revenue when all of these criteria are met.

The Company’s concentration of revenue for individual customers above 10% are as follows:

	·	Durable Mix Sdn Bhd: 45%,
~~F-7~~	·	AGEL Enterprise International Sdn Bhd: 43%
	·	Others: 12%

	-	Malaysia (TOGL Technology Sdn. Bhd): 100%
	-	Indonesia (PT Toga International Indonesia): 0%
	-	United States (Toga Limited): 0%

The Company attributes revenue from external customers to individual countries based upon the responsibility of the entity to fulfil the sales obligation and the entity from which the actual service is provided.

These consolidated financial statements include the accounts of the Company and the wholly-owned subsidiaries, TOGL Technology Sdn. Bhd., and PT Toga International Indonesia. All material intercompany balances and transactions have been eliminated. TOGL Technology incorporates the financial statements of the Taiwan office.

Amounts that have been received by the Company, for which the Company has not yet met all of the revenue recognition criteria in accordance with ASC 605, have been recorded as deferred revenue $20,500 was revenue for a customer in Malaysia, Mazutex. This revenue has not met the criteria for revenue recognition and has been recognized as deferred revenue.

The Company’s accounts receivable balance is related to advertising through TOGL. Accounts receivable are recorded in accordance with ASC 310 – Receivables. Accounts receivable are recorded at the invoiced amount and do not bear interest. The allowance for doubtful accounts is the Company’s best estimate of the amount of probable credit losses in its existing accounts receivable. The Company does not currently have any amount recorded as an allowance for doubtful accounts. Based on management’s estimate and based on all accounts being current, the company has not deemed it necessary to reserve for doubtful accounts at this time.

As of July 31, 2018, the Company’s accounts receivable are concentrated 83% with Durable Mix Sdn Bhd, and 11% with Mazutex Sdn Bhd.

As of July 31, 2018, the Company’s accounts receivable are concentrated 100% in Malaysia (TOGL Technology Sdn. Bhd).

In February 2016, the FASB issued Accounting Standards Update (“ASU”) 2016-02, Leases (“ASC 842”). The guidance requires lessees to recognize almost all leases on their balance sheet as a right-of-use asset and a lease liability. For income statement purposes, the FASB retained a dual model, requiring leases to be classified as either operating or finance. Lessor accounting is similar to the current model, but updated to align with certain changes to the lessee model and the new revenue recognition standard. Existing sale-leaseback guidance, including guidance for real estate, is replaced with a new model applicable to both lessees and lessors. ASC 842 is effective for fiscal years beginning after December 15, 2018. The Company is evaluating the adoption of ASC 842, but has not determined the effects it may have on the Company’s consolidated financial statements.

In ~~June 2014,~~November 2018, the FASB issued ~~guidance that eliminates the definition of a development stage entity thereby removing the incremental~~ASU No. 2018-08 Collaborative Arrangements (Topic 808) intended to improve financial reporting around collaborative arrangements and align the current guidance under ASC 808 with ASC 606 Revenue from Contracts with Customers. The ASU affects all companies that enter into collaborative arrangements. The ASU clarifies when certain transactions between collaborative arrangement participants should be accounted for as revenue under Topic 606 and changes certain presentation requirements ~~from U.S. GAAP~~ for ~~development stage entities, primarily the presentation of inception~~transactions with a collaborative arrangement participants that are not directly related to ~~date financial statements.~~sales to third parties. The ~~new guidance~~standard is effective for ~~interim and annual reporting periods~~fiscal years beginning after December 15, ~~2014. Early~~2019 and interim periods therein. Earlier adoption is ~~permitted.~~permitted for any annual or interim period for which consolidated financial statements have not yet been issued. The Company has ~~elected~~not entered into any collaborative arrangements and therefore does not currently expect the adoption of this standard to have a material effect on its Consolidated Financial Statements. The Company plans to adopt this ASU either on the ~~new guidance for development stage entities for~~effective date of January 1, 2020 or possibly in an earlier period if a collaborative arrangement is entered. Upon adoption, the ~~interim period ended April 30, 2014, and accordingly, is no longer presenting~~Company will utilize the ~~inception-to-date financial information and disclosures formerly required.~~retrospective transition approach, as prescribed within this ASU.

~~In August 2014, FASB issued guidance that requires management to evaluate whether there are conditions or events that raise substantial doubt about~~The Company has reviewed and analyzed the ~~entity’s ability to continue as a going concern,~~above recent accounting pronouncements, and ~~to provide certain disclosures when it is probable that the entity will be unable to meet its obligations as they become due within one year after the date that~~notes no material impact on the financial statements are issued. The new guidance is effective for the annual period ending after December 15, 2016, and interim periods thereafter, with early adoption permitted. Since this guidance primarily addresses certain disclosures to the financial statements, we anticipate no impact on our financial position, resultsas of operations or cash flows from adopting this standard. The Company is currently in the process of evaluating the additional disclosure requirements of the new guidance and has not determined the impact of adoption on its financial statement disclosures.July 31, 2018.

The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. The Company, ~~which~~through July 31, 2018, has not yet generated net income for any ~~revenues since inception,~~fiscal year and has accumulated deficit, has incurred net losses, ~~of $631,977 since inception,~~ has nominal assets and a stockholders’ ~~deficit of $558,251.~~deficit. These conditions, among others, raise substantial doubt about the Company’s ability to continue as a going concern. The Company’s continuation as a going concern is dependent on its ability to meet its obligations, to obtain additional financing as may be required and ultimately to attain profitability. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

The Company is partially dependent on advances from its principal shareholders or other affiliated parties for continued funding. There are no commitments or guarantees from any third party to provide such funding nor is there any guarantee that the Company will be able to access the funding it requires to continue its operations. The Company did enter into a subscription agreement whereby Toga Capital agreed to purchase up to 1.2 billion shares of the Company’s common stock at a subscription price of USD$0.01 per share for an aggregate purchase price of Twelve Million USD ($12,000,000); however, the fulfilment of this funding is not guaranteed.

During the year ended July 31, 2018, the Company issued 2,698,377 shares of common stock at $0.50 per share for digital currency valued at $1,348,920. As of July 31, 2018 and 2017, the Company has digital currency of $1,348,920 and $0, respectively.

Digital currencies are nonfinancial assets that lack physical substance. We believe that digital currencies meet the definition of indefinite-lived intangible assets

We completed an evaluation of digital currency at July 31, 2018 and recognized no impairment loss during the year ended July 31, 2018.

~~From August 2014 to December 2014, advances of $2,110 were made by related parties to~~On September 30, 2017, the Company ~~to pay operating expenses, increasing the notes~~issued a note payable to related parties to $523,916. On December 23, 2014, the due date of the notes payable to related parties was extended from January 31, 2015, to December 31, 2015. The notes accrued interest at 6% per annum. For the fiscal years ended July 31, 2015 and 2014, the Company recorded $13,912 and $29,172, respectively, of interest expense related to the notes held by related parties.

~~In October 2014 and November 2014, the Company paid a total of $29,131 in accrued interest for notes held by two of its shareholders.~~

~~On December 24, 2014, as a result of three separate Assignment and Assumption agreements, the Company’s notes payable to related parties~~ in the amount of ~~$523,916~~$152,973 to Toga Capital Sdn. Bhd. (“Toga Capital”), which is partially owned by an officer and ~~accrued interest~~director of ~~$73,716 were sold by~~ the Company, for repayment of amounts due to related parties ~~to three non-related parties for nominal consideration.~~of $152,973. The note is a 2% interest bearing promissory note that is payable on September 30, 2018.

During the year ended July 31, 2017, advances totaling $29,635 were made by related parties pursuant to the issuance of convertible promissory notes, and notes payable, to pay the Company’s operating expenses. Including advances previously made by related parties,2018, the Company ~~had outstanding notes payable to related parties of $34,135 as of July 31, 2016. The notes are convertible into~~issued 15,335,515 shares of ~~the Company’s~~ common stock atwith a ~~conversion price~~fair value of ~~$1.00 per share at~~$2,453,683 to repay the note ~~holders’ sole~~payable of $152,973 and ~~exclusive option. The convertible notes are~~accrued interest ~~free until December 31, 2016, after which time~~of $383. As a result, the ~~notes shall bear interest at 6% per annum. The convertible notes are due December 31, 2016.~~Company recorded a loss on settlement of debt of $2,300,327.

On May 31, 2016, all outstanding related party advances were paid by ~~the new sole~~a current director of the Company. AsThe Company has outstanding notes payable to related party who is a Company’s director, of $24,126 and $24,126 as of July 31, ~~2016, the amount owing to the new sole director of the Company is $34,135.~~2018 and July 31, 2017, respectively. The amount is non-interest bearing, unsecured and due on demand. ~~Subsequent~~

During the year ended July 31, ~~2016, $10,009 was settled with~~2018 and 2017, the ~~sole director~~Company borrowed a total amount of $434,355 and $0 from a related party, Toga Capital, and repaid $49,036 and $0, respectively.

During the year ended July 31, 2018 and 2017, total expenses paid directly by a related party, Toga Capital, on behalf of the Company ~~through~~were $48,679 and $96,212, respectively.

During the ~~issuance~~year ended July 31, 2018 and 2017, the Company purchased property and equipment of $25,218 and $0 from a related party, Toga Capital, respectively.

During the year ended July 31, 2018 and 2017, the Company issued 23,882,770 shares of common stock with a fair value of $11,221,067 to repay due to related party, Toga Capital, of $238,828. As a result, the Company recorded a loss on settlement of debt of $10,982,240.

As at July 31, 2018 and 2017, $186,390 and $96,212 is due to a related party, Toga Capital, respectively. The amount is non-interest bearing, unsecured and due on demand.

On January 6, 2017, the Company's sole director entered into an agreement to convert the $10,009 of non-interest bearing, due on demand loans for a total of 10,009 shares of common ~~shares.~~stock.

~~The sole director of~~On November 1, 2016, the Company ~~currently provides office space free~~issued 2,500,000,000 common shares, par value $0.0001 to three individuals. A total of ~~rent~~1,000,000,000 shares were issued to the ~~Company.~~ Company’s sole director. The price per share per the share issuance is $0.0001. As of July 31, 2017, an amount of $2,000 has been recorded as a contribution of capital from a related party, and the remaining $3,000 has been recorded as common stock subscribed.

On December 24, 2014, as a result of three separate Assignment and Assumption agreements, the Company’s notes payable to related parties in the amount of $523,916, including outstanding accrued interest, were sold by the related parties to three non-related parties for nominal consideration.

On January 7, 2015, the outstanding notes payables of $523,916 were replaced by convertible notes payables in the same amounts. In addition, accrued interest of $74,491 associated with the outstanding notes payable was forgone and forgiven by the note holders. The notes are convertible into shares of the Company’s common stock at a conversion price of $1.00 per share at the note holders’ sole and exclusive option. The convertible notes were originally interest free until December 31, 2015, and due on February 1, 2016. In January 2016, due dates for the convertible notes were extended to February 1, 2017. In addition, the convertible notes were amended to remain interest free until December 31, 2016, after which time the notes shall bear interest at 6% per annum.

On ~~May 31, 2016, a new~~January 6, 2017, the Company’s sole director ~~became~~entered into an agreement to convert the ~~majority shareholder~~total amount of ~~the Company. As a result of the agreement with the previous majority shareholder, the new sole director assumed the~~ outstanding convertible notes payable of ~~$523,916.~~$523,916 for a total of 26,195,800 shares of common stock (post-split). On January 6, 2017, the Company’s sole director entered into an agreement to convert the $10,009 of non-interest bearing, due on demand loans for a total of 500,450 shares of common stock. As of July 31, 2018, and 2017, the balance of convertible notes payable to related party is $0.

The Company is authorized to issue 20,000,000 shares of preferred stock at a par value of $0.0001.

As of July 31, 2018, and 2017, no preferred shares were issued and outstanding.

The Company is authorized to issue 10,000,000,000 shares of common stock at a par value of $0.0001.

During the year ended July 31, 2018, the Company issued common stock, as follows:

	·	84,029,292 shares of common stock for $842,209 to Toga Capital, a company that is partially owned by an officer and director of the Company, at a price of $0.01 per share.
	·	15,335,515 shares of common stock with a fair value of $2,453,683 as settlement of a note payable due to a related party of $152,973 and accrued interest of $383.
	·	23,882,770 shares of common stock with a fair value of $11,221,067 as settlement of due to a related party of $238,828.
	·	23,564,510 shares of common stock for $471,290 to AGEL Enterprise International Sdn Bhd, at a price of $0.02 per share.
	·	2,698,377 shares of common stock at $0.50 per share for digital currency valued at $1,348,920

On July 6, 2018, three majority shareholders of the Company canceled a total of 2,000,000,000 shares of common stock without consideration for such cancelation.

During the year ended July 31, 2017, the Company issued common stock, as follows:

	·	On January 6, 2017, the Company’s sole director entered into an agreement to convert the $10,009 of non-interest bearing, due on demand loans for a total of 10,009 shares of common stock.
	·	On November 1, 2016, the Company issued 2,500,000,000 common shares to three individuals. A total of 1,000,000,000 shares were issued to the Company’s sole director. The price per share per the share issuance is $0.0001. As of July 31, 2018, an amount of $2,000 has been recorded as a contribution of capital from a related party, and the remaining $3,000 has been recorded as common stock subscribed.
	·	26,696,250 shares of common stock for conversion of debt (see note 6)

As of July 31, 2018 and 2017, 695,865,164 and 2,546,354,700 shares of the Company’s common stock were issued and outstanding, respectively.

The Company recognizes deferred income tax liabilities and assets for the expected future tax consequences of events that have been recognized in the financial statements or tax returns. Under this method, deferred tax liabilities and assets are determined based on the differences between the financial statement carrying amounts and the tax basis of assets and liabilities using enacted tax rates in effect in the years in which the differences are expected to reverse. The Company has not incurred any income tax liabilities ~~since its inception~~ due to accumulated net ~~losses~~losses. We operate in various tax jurisdictions, and accordingly, our income is subject to varying rates of $631,977. Due to the change in control transactions in December 2014, and May 2016, the utilization of the Company’s pre-change net operating losses will be limited. A valuation allowance has been provided to reduce the full deferred tax asset since it is more likely than not, that realization of the asset will not occur.tax.

For the fiscal year ended July 31, ~~2016,~~2018, no taxable income was generated. All tax years since inception are open for review. The Company had a net loss of $13,620,308 for the year ended July 31, 2018 and $99,174 for the same period in 2017. As of July 31, 2018, the Company’s net operating loss carry forward was approximately $1,060,000, which will begin to expire in year 2036.

On December 22, 2017, the United States enacted the Tax Cuts and Jobs Act (the “Act”) resulting in significant modifications to existing law. The Company has completed the accounting for the effects of the Act during the quarter ended July 31, 2018. The Company’s financial statements for the year ended July 31, 2018 reflect certain effects of the Act which includes a reduction in the corporate tax rate from 35% to 21%, Malaysia’s corporate tax rate of 24%, Indonesia’s corporate tax rate of 25% as well as other changes.

Years Ended

July 31,

2018

2017

US Federal

$ -

$ -

State

-

-

Foreign taxes

-

-

Total

$ -

$ -

The reconciliation of income tax expense at the blended U.S. statutory rate of 27%, to the Company’s effective tax rate is as follows:

Years Ended

July 31,

2018

2017

Federal income tax benefit attributable to:

Net loss (benefit) at Federal Statutory rate (35% for 2017)

$ 3,677,000

$ 35,000

Non-deductible expenses, including losses on debt settlement

(3,586,000 )

(900 )
Foreign taxes

-

-

State taxes

-

-

Effect of change in statutory rate

(98,200 )

-

Change in valuation allowance

7,200

34,100

Total tax provision

$ -

$ -

July 31,

July 31,

2018

2017

Net operating loss carryforwards at tax rates in effect at period end

$ 226,600

$ 233,800

Less: valuation allowance

(226,600 )

(233,800 )
Total deferred tax asset

$ -

$ -

Other income for the year ended July 31, 2018 was $205,748, and $0 for the year ended July 31, 2017.

Other income of $205,748 for the year ended July 31, 2018 was generated through real estate commissions.

		Page
PART 1

ITEM 1	Business	4
ITEM 1A	Risk Factors	1013
ITEM 1B	Unresolved Staff Comments	1014
ITEM 2	Properties	1014
ITEM 3	Legal Proceedings	1014
ITEM 4	Mine Safety Disclosures	1014

PART II

ITEM 5	Market for ~~Registrant's~~Registrant’s Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities	1115
ITEM 6	Selected Financial Data	1218
ITEM 7	~~Management's~~Management’s Discussion and Analysis of Financial Condition and Results of Operations	1218
ITEM 7A	Quantitative and Qualitative Disclosures About Market Risk	1622
ITEM 8	Financial Statements and Supplementary Data	1622
ITEM 9	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	1735
ITEM 9A	Controls and Procedures	1735
ITEM 9B	Other Information	1735

PART III

ITEM 10	Directors, Executive Officers, and Corporate Governance	1836
ITEM 11	Executive Compensation	1938
ITEM 12	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	2038
ITEM 13	Certain Relationships and Related Transactions, and Director Independence	2138
ITEM 14	Principal Accounting Fees and Services	2139
ITEM 15	Exhibits, Financial Statement Schedules	2240

SIGNATURES		2341

Name and Position	Year	Cash Compensation		Other Compensation

Michael Toh Kok Soon (1)	2017	$	84,112	None
	2018	$	239,331	None

Liew Choon Fook (2)	2018	$	1,978	None

~~Name and Position~~	~~Year~~	~~Cash~~ ~~Compensation~~	~~Other~~ ~~Compensation~~

~~Lawrence D. Field (1)~~	~~2015~~	~~None~~	~~None~~
	~~2014~~	~~None~~	~~None~~

~~Alice Terry Ray (1)~~	~~2016~~	~~None~~	~~None~~
	~~2015~~	~~None~~	~~None~~

~~Michael Toh Kok Soon (2)~~	~~2016~~	~~None~~	~~None~~

(1)	~~Mr. Field was~~Michael Toh Kok is our ~~former~~current President, Chief Executive Officer and Chief Financial ~~Officer and Secretary. Mr. Field resigned from the Company on January 3, 2015, and ceded his position to A. Terry Ray on the same date.~~
	Officer.
(2)	~~A. Terry Ray was~~Liew Choon Fook is our ~~former President, Chief Executive Officer, Chief Financial Officer and~~current Secretary. ~~Ms. Ray resigned from the Company on June 13, 2016, and ceded her position to Michael Toh Kok Soon on the same date.~~

Name and Address	Number of Shares Beneficially Owned		Percent of Outstanding Shares			Number of Shares Beneficially Owned		Percent of Outstanding Shares
Michael Toh Kok Soon		20,811,308		40.87	%		241,195,901		27.0	%
Suite 30-01, Level 30, Menara Standard Chartered, No 30, Jalan Sultan Ismail,
50250, Kuala Lumpur, Malaysia

Officers and directors as a group (one person)		20,811,308		40.87	%

Goh Seng Guan		25,000,000		49.090	%
B-11-3, 239, Jalan Tun Razak, IMBI 50400, Kuala Lumpur, Malaysia
35-04, Menara Standard Chartered, Jalan Sultan Ismail, 50250 Kuala Lumpur

Lim Jun Hao		5,000,000		9.818	%		50,096,018		5.61	%
18-7, 6 Ceylon, No. 6, Jalan Ceylon 50200, Kuala Lumpur, Malaysia

Michael Toh Kok Soon		20,811,308		40.87	%
Suite 30-01, Level 30, Menara Standard Chartered, No 30, Jalan Sultan Ismail,
50250, Kuala Lumpur, Malaysia
Ng Boon Chee							6,124,852		0.69	%
Encorp Strand Residence Unit 23A-3A, Jalan PJU 5/23 Kota Damansara
47810, Selangor, Malaysia

Liew Choon Fook							21,125		0.0	%
#4 Jalan SS 19/3 SS 19 Subang Jaya
47500, Selangor, Malaysia

Officers and directors as a group							297,437,896		33.29	%

Goh Seng Guan							250,000,000		27.98	%
B-11-3, 239, Jalan Tun Razak, IMBI 50400, Kuala Lumpur, Malaysia

Period	High		Low
August 1, 2014 – October 31, 2014	$	3.00	$	10.01
November 1, 2014 – January 31, 2015	$	3.00	$	10.01
February 1, 2015 – April 30, 2015	$	3.00	$	3.00
May 1, 2015 – July 31, 2015	$	3.00	$	3.00
August 1, 2015 – October 31, 2015	$	3.00	$	2.00
November 1, 2015 – January 31, 2016	$	3.00	$	0.1
February 1, 2016 – April 30, 2016	$	0.51	$	0.1
May 1, 2016 – July 31, 2016	$	0.55	$	0.15

Period	High		Low
August 1, 2016 – October 31, 2016		0.55		0.3
November 1, 2016 – January 31, 2017		1.3		0.3
February 1, 2017 – April 30, 2017		2.1		0.5
May 1, 2017 – July 31, 2017		10		0.8
August 1, 2017 – October 31, 2017		4.5		0.06
November 1, 2017 – January 31, 2018		0.35		0.0696
February 1, 2018 – April 30, 2018		0.4		0.29
May 1, 2018 – July 31, 2018		0.67		0.45

	·	Toga Capital is a corporation organized under the laws of Malaysia at the time of the sale of the Shares; and
	·	Toga Capital agreed to resell the Shares only in accordance with Regulation S, pursuant to a registration under the Act, or pursuant to an available exemption from registration.

	·	Purchaser was outside of the United States; and
	·	Purchaser agreed to resell the Shares only in accordance with Regulation S, pursuant to a registration under the Act, or pursuant to an available exemption from registration.

	Years Ended
	July 31
	2016			2015

OPERATING EXPENSES
General and administrative expenses		19,333			29,101
Total Operating Expenses		19,333			29,101

LOSS FROM OPERATIONS		(19,333	)		(29,101	)

Other income (expense)
Interest expense - related parties		-			(13,912	)
Termination of merger agreement		-			41,120
Forgiveness of debt		-			74,491
		-			101,699

Income (Loss) before Income Taxes		(19,333	)		72,598

Income Tax Provision		-			-

NET INCOME (LOSS)	$	(19,333	)	$	72,598

BASIC AND DILUTED NET INCOME (LOSS) PER COMMON SHARE:
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING		393,169			393,169
NET INCOME (LOSS) PER COMMON SHARE		(0.05	)		0.18

																Accumulated
	Common Stock									Additional						Other			Total
	Number of Shares			Amount			Subscription Receivable			Paid-in Capital			Accumulated Deficit			Comprehensive Loss			Stockholders' Equity (Deficit)

Balance - July 31, 2016		19,658,450		$	1,966		$	-		$	71,760		$	(631,977	)	$	-		$	(558,251	)
Net loss		-			-			-			-			(99,174	)		-			(99,174	)
Issuance of common shares for convertible promissory notes		26,696,250			2,670			-			531,255									533,925
Issuance of common shares		2,500,000,000			250,000			(3,000	)		(245,000	)		-						2,000
Balance - July 31, 2017		2,546,354,700		$	254,636		$	(3,000	)	$	358,015		$	(731,151	)	$	-		$	(121,500	)

Issuance of common shares for cash		107,593,802			10,759			-			1,302,740			-			-			1,313,499
Issuance of common shares for digital currency		2,698,377			270			-			1,348,650			-			-			1,348,920
Issuance of common shares for debt settlement		39,218,285			3,922			-			13,670,828			-			-			13,674,750
Cancellation of common shares		(2,000,000,000	)		(200,000	)		-			200,000			-			-			-
Other comprehensive loss		-			-			-			-			-			(53,996	)		(53,996	)
Net loss		-			-			-			-			(13,620,308	)		-			(13,620,308	)
Balance - July 31, 2018		695,865,164		$	69,587		$	(3,000	)	$	16,880,233		$	(14,351,459	)	$	(53,996	)	$	2,541,365

NAME	AGE	POSITION

Michael Toh Kok Soon	32	President, Chief Executive Officer, Chief Financial Officer and Director
Liew Choon Fook	67	Secretary and Director
Tan See Kuy	62	Director
Lim Jun Hao	29	Director
Ng Boon Chee	33	Director

	MaloneBailey, LLP
	2018		2017
Audit fees	$	25,200	$	13,000
Audit related fees		-		-
Tax fees		-		-
Other fees		-		-
Total Fees	$	25,200	$	13,000

	MaloneBailey, LLP		Paritz & Company, P.A.
	2016		2015
Audit fees	$	10,000	$	3,000
Audit related fees		-		-
Tax fees		-		-
Other fees		-		-
Total Fees	$	10,000	$	3,000

	Pinnacle Accountancy Group of Utah
	2018
Audit fees	$	21,000
Audit related fees		-
Tax fees		-
Other fees		-
Total Fees	$	21,000

21.1	List of Subsidiaries

31.1	Certification of Chief Executive Officer pursuant to Section 302(a) of the Sarbanes-Oxley Act of 2002.

32.1	Certification of Chief Executive Officer pursuant to Section 1350 as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

	TOGA LIMITED

Dated: ~~August 2, 2017~~March 19, 2019	By:	~~/s/~~ /s/ Toh Kok Soon
		Toh Kok Soon
		Chief Executive ~~officer~~Officer and Chief Financial Officer (Principal Executive ~~(Principal Executive~~ Officer and Principal Financial and Accounting Officer)