MEDINA INTERNATIONAL HOLDINGS, INC. AND SUBSIDIARIES

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED JANUARY 31, 2016

(Unaudited)

Basic net loss per share is based upon the weighted average number of common shares outstanding. Diluted net loss per share is based on the assumption that all dilutive convertible shares and stock options were converted or exercised.

Dilution is computed by applying the treasury stock method. Under this method, options and warrants are assumed to be exercised at the beginning of the period (or at the time of issuance, if later), and as if funds obtained thereby were used to purchase common stock at the average market price during the period.

Products and services, geographic areas and major customers

The Company earns revenue from the sale of commercial and recreational boats. The Company's products were sold domestically and internationally. The Company does not separate sales activities into different operating segments.

Recently issued accounting pronouncements

There were accounting standards and interpretations issued during the threenine months ended July31, 2014,January 31, 2016, none of which are expected to have a material impact on the Company's financial position, operations or cash flows.

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NOTE 3. INVENTORY

As of JulyJanuary 31, 2014,2016  inventory consisted of the following:

NOTE 4. OTHER RECEIVABLES

As of JulyJanuary 31, 2014,2016, other receivables consisted of the following:

At July

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MEDINA INTERNATIONAL HOLDINGS, INC. AND SUBSIDIARIES

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED JANUARY 31, 2014, the Company has provided a reserve in the amount of $237,718 due to non availability of financial statements of Wintec Protective Systems, Inc. Wintec Protective Systems, Inc. has defaulted the payment of $237,718 on March 28, 2014 per agreement. Company has sent letter to Wintec Protective Systems, Inc. to pay the amount per settlement agreement2016

(Unaudited)

Entry in Settlement Agreement - Disposition of Subsidiary

On March 28, 2012, ROK Global, PLC ("ROK") entered into a Settlement Agreement and Mutual Release ("the Settlement Agreement") the Company, Wintec Protective Systems, Inc. ("Wintec"), Mr. Daniel Medina, and Mr. Madhava Mankal Rao. Mr. Medina and Mankal are officers and directors of the Company.

In 2011, the Company, Wintec and ROK entered into agreements that provided for the Company to provide funding to Wintec and to contribute 3,000,000 shares of its common stock in exchange for 20,400,000 shares of Wintec. As a result of the agreements, Wintec had become the Company's 51% held subsidiary.

The Settlement Agreement provides for the agreements entered into in 2011 to be terminated and cancelled, effective immediately. All parties agree to the termination of the agreements without remedy and resolve each party of any claims or liabilities arising out of such agreements. As a result of the termination, Wintec is no longer a subsidiary of the Company. The Company transferred back to Wintec the 20,400,000 shares of Wintec in exchange for $1. Wintec transferred 3,000,000 shares of the Company's common stock issued in 2011, in exchange for $1.

Wintec per agreement to pay to the Company $237,718 within two years of the date of the Settlement Agreement, which we have reserved at 100% of total receivable due to non availability of financial  information of Wintec Protective Systems, Inc.

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NOTE 5. FIXED ASSETS

As of JulyJanuary 31, 20142016 Property and equipment consisted of the following:

The Company has spent on Designs for new designs for 26', 30' and 37' models which are treated as intangible asset.

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MEDINA INTERNATIONAL HOLDINGS, INC. AND SUBSIDIARIES

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED JANUARY 31, 2016

(Unaudited)

NOTE 6. PREPAID EXPENSES AND OTHER ASSETS

As of JulyJanuary 31, 2014,2016 prepaid expenses and other assets included prepaid operating expenses and vendor deposit in the amount of $8,589.

NOTE 7. ACCRUED LIABILITIES

As of JulyJanuary 31, 20142016 accrued liabilities consisted of the following:

NOTE 8. SHORT-TERM DEBT

As of JulyJanuary 31, 20142016  short term debt consisted of the following:

As of JulyJanuary 31, 2014,2016, the Company had a line of credit totaling $100,000, under which the Company may borrow on an unsecured basis at an interest rate of 8.75% payable monthly. The outstanding balance as of JulyJanuary 31, 20142016 was $94,886.$66,944.

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At July 31, 2014, Company owed $3,415. The Company originally borrowed $11,024.92 from Wells Fargo bank as equipment loan repayable over a period of 60 monthly installments of $212.12.

The Company's remaining credit cards carry various interest rates and require monthly payments, and are substantially held in the name of or guaranteed by related parties.

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MEDINA INTERNATIONAL HOLDINGS, INC. AND SUBSIDIARIES

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED JANUARY 31, 2016

(Unaudited)

NOTE 9. RISK MANAGEMENT ACTIVITIES

Foreign Currency

The majority of our business is denominated in U.S. dollars and fluctuations in the foreign currency markets will have a minimal effect on our business.

Commodity Prices

We are exposed to market risk from changes in commodity prices. The cost of our products could increase, if the prices of fiberglass and/or aluminum increases significantly, further decreasing our ability to attain profitable operations. We are not involved in any purchase commitments with any of our vendors.

Insurance

We are exposed to several risks, including fire, earthquakes, theft, and key person liabilities. We do not carry any insurance for these risks, other than general liability insurance, which will adversely affect our operations if any of these risks materialize.

NOTE 10. RELATED PARTY TRANSACTIONS

The Company has various license agreements with a shareholder  allowing its technology to be utilized in the manufacture of its boats. The license agreements typical provide for $1,500 royalty payment on every boat manufactured by the company except on boats manufactured where Mr. Albert Mardikian's patents are not used.

NOTE 11. CUSTOMER DEPOSIT

As of January 31, 2016 customer deposit consisted of the following:

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MEDINA INTERNATIONAL HOLDINGS, INC. AND SUBSIDIARIES

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED JANUARY 31, 2016

(Unaudited)

NOTE 12. NOTE PAYABLE

As of JulyJanuary 31, 20142016 notes payable consisted of the following:

At April 30,January 31, 2016, the Company had an unsecured note payable to Mr. Mike Littman, non-affiliate, in the amount of $256,025, which bears an 1% interest per annum and currently due. Note dated June 18, 2015 shall be converted at the Holders option, to Common Stock, in whole or part at 60% of the volume weighted average price for 5 days prior to conversion so long as the conversion does not cause the Holder to become an affiliate, 10% or greater shareholder.

At October 31, 2014, the Company had an unsecured note payable to Mr. Srikrishna Mankal, non-affiliate, in the amount of $51,080,$50,000, which bears an 8% interest per annum and currently due. Interest accrued to date on this note payable is $7,000. Due to negotiation with Mr. Srikrishna Mankal, the accrual for interest on the said loan was mutually agreed to cease from August 1, 2012. Note was amended on July 1, 2014 to include conversion feature to common stock with 25% discount on the closing market bid price or par value whichever is lower at the time of conversion to cover loan and interest.

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At April 30, 2014, the Company had an unsecured note payable to Mr. Pavan Mankal, non-affiliate, in the amount of $55,000,$59,000, which bears an 8% interest per annum and currently due. Note was amended July 1, 2014 to include conversion feature to common stock with 25% discount on the closing market bid price or par value whichever is lower at the time of conversion to cover loan and interest.

The convertible notes for $52,500 issued to Asher Enterprises, Inc. ("Asher") in June 24, 2011. This note carries interest of 8% per annum. $ 4,500 of the note principal was converted in to common shares. The remaining balance of $48,000$48,500 is payable on demand and has been transferred in the name of Mr. C.S Seshadri.C S Sheshadri. This note isare convertible at the election of Mr.CS Seshadri from time to time after the issuance date. In the event of non-paymentnon payment the loan will be in default and principal and interest will become payable immediately at 150% of the outstanding balance. The note agreements contain covenants requiring Mr.CS Seshadri's written consent for certain activities not in existence or not committed to by the Company on the issue date of the notes, as follows: dividend distributions in cash or shares, stock repurchases, borrowings, sale of assets and certain advances and loans in excess of $100,000. Outstanding note principal and interest accrued thereon can be converted in whole, or in part, at any time by Mr.CS Seshadri after the issuance date into an equivalent of the Company's common stock determined by 60% of the average of the three lowest closing bid prices of the Company's common stock during the ten trading days prior to the date the conversion notice is sent by Mr.CS Seshadri.  We have provided $35,000 as interest expense loss on the above transaction. The note contains a BCF amount of $35,000$ 35,000 which is being amortized over the term of the loan.

The convertible notes for $42,500 issued to Asher in August 1, 2011. This note carries  interest of 8% per annum This note has been transferred in the name of Mr. C.S SeshadriC S Sheshadri and is payable on demand. This note is convertible at the election of Mr.CS Seshadri from time to time after the issuance date. In the event of default, the amount of principal and interest not paid and the notes become immediately due and payable. Should that occur, the Company is liable to pay Mr.CS Seshadri 150% of

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MEDINA INTERNATIONAL HOLDINGS, INC. AND SUBSIDIARIES

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED JANUARY 31, 2016

(Unaudited)

the then outstanding principal and interest. The note agreements contain covenants requiring Mr.CS Seshadri's written consent for certain activities not in existence or not committed to by the Company on the issue date of the notes, as follows: dividend distributions in cash or shares, stock repurchases, borrowings, sale of assets and certain advances and loans in excess of $100,000. Outstanding note principal and interest accrued thereon can be converted in whole, or in part, at any time by Mr.CS Seshadri after the issuance date into an equivalent of the Company's common stock determined by 60% of the average of the three lowest closing bid prices of the Company's common stock during the ten trading days prior to the date the conversion notice is sent by Mr.CS Seshadri. We have provided $28,333 as interest expense loss on the above transaction. The note contains a BCF amount of $28,333$ 28.333 which is being amortized over the term of the loan. Above notes bears 8-22% interest per annum and currently due. Interest accrued to date on this note payable is $55,494.55.  

The Company has another Note payable for $20,000 which bears no interest and is payable on demand.

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NOTE 12.13. SHAREHOLDERS' LOANS

As of JulyJanuary 31, 20142016 shareholders loans consisted of the following:

Shareholder's loan from shareholder of the Company, unsecured, accrued at 10% interest per annum and due on demand.

NOTE 13. CONTINGENT LIABILITY

On February 10, 2012, Medina International Holdings, Inc. ("the Company"), its subsidiaries, Modena Sports Design, LLC, Harbor Guard Boats, Inc., its officers and directors, Madhava Rao Mankal and Daniel Medina, entered into a Settlement Agreement and Mutual Release ("the Settlement Agreement") with Albert Mardikian, MGS Grand Sport, Inc., and Mardikian Design and Associates ("the Mardikian Parties").

The Settlement Agreement provides for a the Company and Harbor Guard Boats to pay the Mardikian Parties up to $250,000 starting January 1, 2012, as a contingency payment. The contingency payment is based on the collective sale of the boats manufactured per calendar year using the 24' and 26' mold provided by Mr. Albert Mardikian. If 4 or less boats are manufactured the Company does not have to pay the contingency payment. If 5 or more boats are manufactured using the 24' and 26' mold provided by Mr. Albert Mardikian, the Company shall make payments towards the contingency payment as set forth in the Settlement Agreement.

Further, the Settlement Agreement provides for the Company and Harbor Guard Boats to pay off a credit line that Mr. Mardikian is a signatory on totaling $94,932 and the payments are to be made as set forth in the Settlement Agreement.

Pursuant to the Settlement Agreement, once the contingency payments made by the Company and Harbor Guard Boats total $250,000 and the credit line has been paid in full, the Mardikian Parties will return to the Company 5,500,000 shares of the Company's common stock held by the Mardikian Parties.

NOTE 14. STOCKHOLDERS' EQUITY

75,000

150,000 common shares committed to bewere issued during the threenine months period to three independent members of the board of directors for services valued at $2,000 at $.026 market share price.services.

NOTE 15. COMMITMENTS AND CONTINGENCIES

Rental Leases

As of JulyJanuary 31, 2014,2016, we did not own any properties. We moved our Company's activities, including all subsidiaries,SUBSIDIARY, from Corona, California to Ontario, California in April 2013. Our management signed a three-year lease for a 13,045 sq. ft. building in the city of Ontario, California, effective May 1, 2013. The address for this

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location is 191 Kettering Dr., Corona, CA, 91761. This building is owned by unrelated parties. The lease to the Corona facility expires on June 30, 2016, and calls for monthly payments, initially of $5,610 per month plus $495 costs, escalating over the term of the lease to $5,950 per month plus costs.

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MEDINA INTERNATIONAL HOLDINGS, INC. AND SUBSIDIARIES

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED JANUARY 31, 2016

(Unaudited)

The Company has various license agreements with a related party allowing its technology to be utilized in the manufacture of its boats. The license agreements typical provide for $1,500 royalty payment on every boat manufactured by the company except on boats manufactured where Mr. Albert Mardikian's patents are not used.

NOTE 16. LITIGATION

NONE

NOTE 17. SUBSEQUENT EVENTEVEN

Acquisition Agreement - April 20, 2016

On April 20, 2016, Medina International Holdings, Inc. (the "Company") entered into an Acquisition and Purchase Agreement with Medical Innovation Holdings, a Joint Venture ("MedHold") whereby all of the assets of MedHold would be acquired by the Company from MedHold.

Medical Innovation Holdings, a Joint Venture, is establishing a nationwide, state by state, multi-disciplinary medical specialist provider/practice network, staffed by 16 types of Physician Specialists who serve the rural patient population via a seamless, comprehensive, sophisticated telemedicine program.

Pursuant to the Asset Acquisition Agreement, the closing of the Acquisition was effective April 20, 2016 although completed later.

Per the Acquisition and Purchase Agreement, the following items occurred:

1. (1)     The Company approved the issuance of 351,000,000 shares of the Company's restricted common stock to MedHold's designees;

2. (2)     30 shares of Class A Preferred Convertible Stock (Super Majority Voting) of Medina International Holdings, Inc. from Madhava Rao Mankal and Daniel Medina shall be conveyed for $100 to MedHold;

3. (3)     A total of 35,000,000 common shares owned by Madhava Rao Mankal, Daniel Medina and Albert Mardikian, and MGS Grand Sports, Inc. shall be conveyed under separate Share Purchase Agreements to retire to treasury for $100 each;

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   MEDINA INTERNATIONAL HOLDINGS, INC. AND SUBSIDIARIES

   NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

   FOR THE NINE MONTHS ENDED JANUARY 31, 2016

   (Unaudited)

   (4)     The outstanding notes for legal fees for a total of $256,025, approximately, plus accrued interest thereon, were assumed and agreed to be paid in accordance with the terms thereof, without defenses or disagreements thereto at the time of closing.  The outstanding balances due to the auditor (approximately $20,000, including current quarter review fees) and transfer agent (approximately $1,600) shall be paid as the earnest money; and

5. (5)     Assignment of the Assets were issued in the form of a Bill of Sale duly executed.

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Settlement Agreement and Release

Medina International Holdings, Inc. (the "Company") entered into a Settlement Agreement and Release with Chenji Srinivasan Seshadri ("Debtholder") and Harbor Guard Boats, Inc., a California Corporation ("Harbor Guard").

The Agreement compromises, settles and otherwise resolves all claims for common shares, subscriptions, or Notes, or debts, relating to the Company and Debtholder as to any and all claims or causes of action whatsoever against the Company by Debtholder for any matter, action, or representation as the Company, any debt or Note, the subscription, by the subscriber, and other potential claims and causes of action arising from any relationship, agreement, subscription, debt, or Note, or actions of the Company or its management which may be claimed by Debtholder up to the date hereof. The Agreement requires payment of the sum of $60,000 to effectuate the release.

Divestiture of Harbor Guard Boats, Inc.

On April 20, 2016, the Company entered into an Acquisition Agreement with Daniel Medina and Rao Mankal, whereby they acquired the Harbor Guard Boats, Inc. stock from Medina, by assuming the debt related to Harbor Guard, totaling$1,819,091, and providing releases of liability for all of such debt, and retiring a total of 35 million shares of common stock of Medina to the treasury.  The Board made a determination that the assets were totally impaired, (which assets were fully impaired on the books) as no significant revenue was generated for over two years from the assets, and the assets had no net value exceeding even a portion of the debt relieved, and the company had no capital for recommencing business and had no sales. Further the debt relief to the company, was significant to allow the company to recapitalize.  Mr.  Mankal and Mr. Medina were affiliates and officers and directors and have concurrently tendered their resignations as officers and directors effective with the closing.  Two new directors are appointed and the four disinterested directors have approved the divestiture as being in the best interests of the Company, and its shareholders, in conjunction with the new business of the Company in the health care field.

This subsequent event has to be read in conjunction with the 8K filed concurrently here with.

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Proforma :

On April 20, 2016 we agreed to an acquisition of the assets and business plan of Medical Innovation Holdings, Joint Venture for 351,000,000 shares and  to immediately sell our subsidiary Harbor Guard Boats, Inc. to Mr. Daniel Medina and Madhava Rao Mankal.  A definitive Stock Purchase Agreement was closed on April 26, 2016  During our consideration of the terms and further discussion we received $20,000 cash for payment of certain fees to auditors but no cash for the sale of Harbor Guard Boats, Inc.  The principals purchasing the Harbor Guard assets provided the retirement of 35, 000,000 shares of common stock of Medina and the assumption and release of a total of $1,225,192 in liabilities formerly consolidated with the medina financial statements.

Cash Payment

In the total consideration paid to us for the sale of Harbor Guard Boats Inc. we received no cash.  The terms of the sale provided that we receive for payment of Audit fees. 

Medina International Holdings, Inc. Liabilities

At the time of the closing Medina International Holdings, Inc. held approximately $1,819,091 of liabilities.  These liabilities included approximately $23,677 on a line of credit with Wells Fargo Bank and Advanta, $176,163 of accounts payable,  $478,929 Notes Payable to various parties, and  $1,140,311 to Daniel Medina and Madhava Rao Mankal. 

Harbor Guard Boats, Inc. Liabilities

At the time of the closing, Harbor Guard Boats, Inc. held approximately $1,225,192 of liabilities.  These liabilities included approximately $71,491 on a line of credit with Citi Bank, $173,264 of accounts payable,   $177,411 of Accrued Payroll Liabilities, $535,487 of Customer deposit, $69,020 of notes payable, $172,519 of shareholders loan and $26,000 in other liabilities.

Medina International Holdings, Inc.'s outstanding liabilities of accounts payable and promissory notes  amounting to $176,163 (detail this number) and $256,025 respectively remained on the books of  Medina International Holdings, Inc. All other liabilities in the sale of Harbor Guard Boats, Inc., being assumed by the Daniel Medina and Madhava Rao Mankal.

Divestiture Considerations

The terms of the sale did provide us  reduction of our overall debt by approximately $1,386,893, or approximately 76% of our total liabilities.  In addition, a future deferred payment of nearly $432,188 in outstanding notes may further reduce our liabilities by another 24% of our total liabilities if and when paid.  In total, the sale of Harbor Guard Boats, Inc. facilitates the reduction of our total liabilities as of the time of this report by approximately 76%.

Harbor Guard Boats, Inc. specialized in developing Rescue and Fire Rescue boats.

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In evaluating the offer and sale of Harbor Guard Boats, Inc.. we considered many important factors including the current and on going negative cash flow of the operations, the difficulties encountered raising additional working capital in such a condition, including the extremely high cost of such capital, and the additional time and working capital needed to achieve positive cash flow and more favorable operating conditions. In addition to the operating factors, we also considered the approximately $1,140,311 of Officers payroll liabilities, $222,904.55 of notes payable relief to various parties, and $23,677 for additional credit card debt relief included as part of the consideration in the sale of Harbor Guard Boats, Inc. as relevant to our decision.

We believe that the sale of Harbor Guard Boats, Inc. may help shareholder value by allowing the company to refocus on new business .

Assumed Debt from which Medina International Holdings, Inc. has been released

The specific notes assumed by Daniel Medina and Madhava Rao Mankal in connection with the sale of Harbor Guard Boats, Inc. are summarized below, and has been released by the parties as to Medina.

MIHI recorded a gain on forgiveness of debt of $ 3,243,077 and $3,112,601 for the year ended April 30, 2015 and the nine months ended January 31, 2016, respectively on a pro forma basis as a result of the forgiveness of debt.

Pro forma financial information.

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ITEM 22. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion should be read in conjunction with our unaudited financial statements and notes thereto included herein. In connection with, and because we desire to take advantage of, the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995, we caution readers regarding certain forward looking statements in the following discussion and elsewhere in this report and in any other statement made by, or on our behalf, whether or not in future filings with the Securities and Exchange Commission. Forward-looking statements are statements not based on historical information and which relate to future operations, strategies, financial results or other developments. Forward looking statements are necessarily based upon estimates and assumptions that are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond our control and many of which, with respect to future business decisions, are subject to change. These uncertainties and contingencies can affect actual results and could cause actual results to differ materially from those expressed in any forward looking statements made by, or on our behalf. We disclaim any obligation to update forward-looking statements.,

The independent registered public accounting firm's report on the Company's financial statements as of April 30, 2014,2015, and for each of the years in the two-year period then ended, includes a "going concern" explanatory paragraph, that describes substantial doubt about the Company's ability to continue as a going concern.

The Company, under its two wholly owned subsidiaries,SUBSIDIARY, Harbor Guard Boats, Inc. and Medina Marine, Inc., plans to manufacture and sell recreational and commercial boats.

The Company engages approximately nine full time employees. Our President and Chief Financial Officer have been engaged on full time to work with Harbor Guard Boats, Inc.

Our securities are currently not liquid. There are limited market makers in our securities and it is not anticipated that any market will develop for our securities until such time as we successfully implement our business plan of producing and marketing our Fire and Rescue boats. We presently have no liquid financial resources to offer such a candidate and must rely upon an exchange of our stock to complete such a merger or acquisition.

RESULTS OF OPERATION

For the Three Months Ended JulyJanuary 31, 20142016 Compared to the Three Months Ended JulyJanuary 31, 20132015

The Company recognized $57,491 inno revenues during the three months ended JulyJanuary 31, 20142016 as compared to $57,288$161,331 for the three months period ended JulyJanuary 31, 2013,2015, resulting in an increasea decrease in sales during the quarter of $203 or 0.35% mainly services.100%.

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Our cost of goods sold for the three months ended JulyJanuary 31, 20142016 was $65,522$995 compared to $67,077$103,706 during the three months ended JulyJanuary 31, 2013.2015. The decrease in cost of goods sold of $1,555 or 2.31% was a result of decrease in royalty cost.corresponding sales activities.

Our gross loss on goods sold for the three months ended July 31, 2014 was $8,031 compared to $9,789 during the three months ended July 31, 2013. The decrease in gross loss of $1,758 or 17.95 % was a result of decrease in royalty expense.

During the three months ended JulyJanuary 31, 2014,2016, we incurred general and administrative expenses of $96,321$7,606 compared to $87,563$91,540 during the three months ended

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July January 31, 2013.2015. The increasedecrease in general and administrative expenses for the three months period ended JulyJanuary 31, 20142016 of $8,758$83,934 or 10%91.69% was mainly due to the increasedecrease in insurance, depreciation.management salary.

During the three months ended JulyJanuary 31, 2014,2016, the Company incurredreversed selling and marketing expenses of $4,879$1,700 provided compared to $1,043$9,431 during the three months ended JulyJanuary 31, 2013.2015. The increasedecrease of $3,836$11,131 or 367.78%118.02% in selling expenses was primarily due to the increasedecrease in shippingselling commissions and marketing expenses.

Interest expense increaseddecreased by $987$16,633 or 4.18%77.54% for the three month period ended JulyJanuary 31, 2014.2016. The Company incurred $24,583$4,817 for the three month period ended JulyJanuary 31, 20142016 compared to $23,596$21,450 for the three month period ended JulyJanuary 31, 2013. Increases2015. Decreases in interest expenses was mainly due to credit card interest and shareholders loan interest.

During the three months ended JulyJanuary 31, 2014,2016, the Company recognized a net profit of $76,107 compared to net loss of $51,843 during the three months ended January 31, 2015. Decrease in net loss of $127,950 was result of decrease in gross sales and gross profit

For the Nine Months Ended January 31, 2016 Compared to the Nine Months Ended January 31, 2015

The Company recognized $27,645 in revenue during the nine months period ended January 31, 2016 as compared to $239,059 for the nine months period ended January 31, 2015 resulting in an decrease in sales during the period of $211,424 or 88.44%. We sold parts during the nine months ended January 31, 2016 compared to one during the nine months ended January 31, 2015.

Our cost of goods sold for the nine months ended January 31, 2016 was $74,521 compared to $215,744 during the nine months ended January 31, 2015. The decrease in cost of goods sold of $141,233 or 65.46% was a result due to decrease in sales.

During the nine months ended January 31, 2016, we incurred general and administrative expenses of $159,118 compared to $299,478 during the nine months ended January 31, 2015. The decrease in general and administrative expenses for the nine months period ended January 31, 2016 of $140,360 or 46.87% mainly due to management salary and insurance. 

During the nine months ended January 31, 2016, the Company incurred selling and marketing expenses of $960 compared to $24,852 during the nine months ended January 31, 2015. The decrease of $23,892 or 96.14% was primarily due to the marketing, consulting and sales commission.

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Interest expense decreased by $40,837 or 61.72% for the nine month period ended January 31, 2016. The Company incurred $25,325 for the nine month period ended January 31, 2016 compared to $66,162 for the nine month period ended January 31, 2015. Decreases in interest expense is mainly due to decrease in interest on credit card and on shareholders loan.

During the nine months ended January 31, 2016, the Company recognized a net loss of $133,814$138,241 compared to net loss of 121,991$348,000 during the threenine months ended JulyJanuary 31, 2013. Increase2015. Decrease in net incomeloss of $11,823 or 9.69% was result of increase$209,759 mainly due to decrease in administrative expenses.sales.

LIQUIDITY AND CAPITAL RESOURCES

As of JulyJanuary 31, 2014,2016, the Company had $11,264$33,822 cash on hand, an inventory of $93,949$240,966 and net property and equipment of $183,488.$28,056. The Company's total current liabilities were $2,883,398$3,544,798 as of JulyJanuary 31, 2014,2016, which was represented mainly accounts payable of $741,929,$349,426, accrued liabilities of $1,291,719,$1,582,672, deposits from customers of $535,488, short-term debt of $126,437,$94,640, notes payable of $221,447$489,842 and short-term borrowings from shareholders totaling $491,991.$492,730. At JulyJanuary 31, 2014,2016, the Company's current liabilities exceeded current assets by $2,770,125.   $3,270,010.

The Company used $4,355received $2,636 in operating activities for the threenine months period ended JulyJanuary 31, 20142016 compared to $85,256$185,740 provided for threenine month period ended JulyJanuary 31, 2013.2015.

The Company used $0 in investingdid not have any investment activities forduring the threeperiod of nine months ended January 31, 2015 and 2016. 

During the nine months period ended JulyJanuary 31, 2014 compared to $42,578 for three month period ended July 31, 2013.

During the three months period ended July 31, 2014,2016, the Company provided $15,592$20,094 in financing activities includes loan in the amount of, $11,399$14,317 from related party.party and $21,618 from shareholders. The Company made payments includes $604$15,841 towards the lines of credits and credit cards.

During the threenine months period ended JulyJanuary 31, 2013,2015, the Company used $23,533$42,268 in financing activities.activities includes loan in the amount of, $4,630 from party. The Company made payments includes $2,708$11,972 towards the lines of credits and credit cards $11,397and $34,926 towards shareholders loan.loans. 

The Company has an accumulated deficit, as of JulyJanuary 31, 2014,2016, of $7,851,607.$8,506,926 compared to $8,368,685 as of April 30, 2015.

Going Concern

The Company's auditors have issued a "going concern" qualification independent registered public accounting firm's report on the Company's financial statements as part of their opinion in the Audit Report. For the year ended April 30, 2014,2015 and for each of the years in the two-year period then ended, includes a "going concern" explanatory paragraph, that describes substantial doubt about the Company's ability of the Company to continue as a "going concern."

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Short Term.

On a short-term basis, we do not generate revenues sufficient to cover operations. Based on prior history, we will continue to have insufficient revenue to satisfy current and recurring liabilities as we continue to develop our operations. For short term needs we will be dependent on receipt, if any, of offering proceeds.

Need for Additional Financing

We do not have capital sufficient to meet our cash needs. We will have to seek loans or equity placements to cover such cash needs. No commitments to provide additional funds have been made by our management or other stockholders. Accordingly, there can be no assurance that any additional funds will be available to us to allow it to cover our expenses as they may be incurred.

There is no assurance that the Company will be profitable, the Company may not be able to successfully develop, manage or market its products and services, the Company may not be able to attract or retain qualified executives and personnel, the Company's products and services may become obsolete, government regulation may hinder the Company's business, additional dilution in outstanding stock ownership may be incurred due to the issuance of more shares, warrants and stock options, or the exercise of warrants and stock options, and other risks inherent in the Company's businesses.

The Company undertakes no obligation to publicly revise these forward-looking statements to reflect events or circumstances that arise after the date hereof. Readers should carefully review the factors described in other documents the Company files from time to time with the Securities and Exchange Commission, including the Annual Report on Form 10-K and Quarterly Reports on Form 10-Q filed by the Company and any Current Reports on Form 8-K filed by the Company.

Contractual Obligations and Other Commercial Commitments

The Company does not have sufficient capital to meet its cash needs, including the costs of compliance with the continuing reporting requirements of the Securities Exchange Act of 1934. Management will have to seek loans or equity placements to cover such cash needs and cover outstanding payables. Lack of existing capital may be a sufficient impediment to prevent the Company from accomplishing its goal of expanding operations. There is no assurance that the Company will be able to carry out our business. No commitments to provide additional funds have been made by the Company's management or other shareholders. Accordingly, there can be no assurance that any additional funds will be available to the Company to cover its expenses as they are incurred.

Irrespective of whether the Company's cash assets prove to be inadequate to meet its operational needs, the management might seek to compensate providers of services by issuances of stock in lieu of cash.

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Off-Balance Sheet Arrangements

In accordance with the definition under SEC rules, the following qualify as off-balance sheet arrangements:

The following will address each of the above items pertaining to the Company.

As of JulyJanuary 31, 2014,2016, we do not have any obligation under certain guarantees or contracts as defined above.

As of JulyJanuary 31, 2014,2016, we do not have any retained or contingent interest in assets as defined above.

As of JulyJanuary 31, 2014,2016, we do not hold derivative financial instruments.

Accounting for Derivative Instrument and Hedging Activities, as amended.

As of JulyJanuary 31, 2014,2016, we did not participate in transactions that generate relationships with unconsolidated entities or financial partnerships, such as entities often referred to as structured finance or special purpose entities ("SPEs"), which would have been established for the purpose of facilitating off-balance sheet arrangements or other contractually narrow or limited purposes. As of JulyJanuary 31, 20142016 and April 30, 2013,2015, we were not involved in any unconsolidated SPE transactions.

Dividends

The Company has not declared or paid any cash dividend on its common stock and does not anticipate paying dividends for the foreseeable future.

ITEM 3.QUANTITATIVE3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

Not Applicable

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ITEM 4.CONTROLS4. CONTROLS AND PROCEDURES

Disclosures Controls and Procedures

We have adopted and maintained disclosure controls and procedures (as such term is defined in Rules 13a 15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the "Exchange Act") that are designed to ensure that information required to be disclosed in our reports under the Exchange Act, is recorded, processed, summarized and reported within the time periods required under the SEC's rules and forms and that the information is gathered and communicated to our management, including our Chief Executive Officer (Principal Executive Officer) and Chief Financial Officer (Principal Financial Officer), as appropriate, to allow for timely decisions regarding required disclosure.

As required by SEC Rule 15d-15(b), our Chief Executive Officer carried out an evaluation under the supervision and with the participation of our management, of the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Exchange Act Rule 15d-14 as of the end of the period covered by this report. Based on the foregoing evaluation, our Chief Executive Officer and our Chief Financial Officer have concluded that our disclosure controls and procedures are not effective in timely alerting them to material information required to be included in our periodic SEC filings and to ensure that information required to be disclosed in our periodic SEC filings is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure as a result of the deficiency in our internal control over financial reporting discussed below.

Management's assessment of the effectiveness of the small business issuer's internal control over financial reporting is as of the quarter ended JulyJanuary 31, 2014.2016. We believe that internal control over financial reporting is not effective because of the small size of the business and lack of segregation of duties.business. We have not identified any, current material weaknesses considering the nature and extent of our current operations and any risks or errors in financial reporting under current operations.

There was no change in our internal control over financial reporting that occurred during the quarter ended JulyJanuary 31, 2014,2016, that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

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PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS PROCEEDINGS.

NONENone

ITEM 1A. RISK FACTORS.

None

ITEM 2. CHANGES INUNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

During the period of May 1, 2014 through July 31, 2014, the Company committed to issue 75,000 shares to three independent members of its Board of Directors for services during the quarter.  None

Exemption From Registration Claimed

All of the above sales by the Company of its unregistered securities were made by the Company in reliance upon Section 4(2) of the Securities Act of 1933, as amended (the "1933 Act"). All of the individuals and/or entities that purchased the unregistered securities were primarily directors of the Company. All purchasers were provided access to all material information, which they requested, and all information necessary to verify such information and were afforded access to management of the Company in connection with their purchases. All purchasers of the unregistered securities acquired such securities for investment and not with a view toward distribution, acknowledging such intent to the Company. All certificates or agreements representing such securities that were issued contained restrictive legends, prohibiting further transfer of the certificates or agreements representing such securities, without such securities either being first registered or otherwise exempt from registration in any further resale or disposition.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

NONENone

ITEM 4. MINE SAFETY DISCLOSURES.

NONENone

ITEM 5.5 OTHER INFORMATION.

NONENone

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ITEM 6. EXHIBITS.

Exhibits. The following is a complete list of exhibits filed as part of this Form 10-Q. Exhibit numbers correspond to the numbers in the Exhibit Table of Item 601 of Regulation S-K.

Exhibit 31.1 Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act

Exhibit 31.2 Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act

Exhibit 32.1 Certification of Principal Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act

Exhibit 32.2 Certification of Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act

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SIGNATURES

Pursuant to the requirements of Section 12 of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

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