UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

[X]QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For The Quarterly Period Ended June 30, 2020December 31, 2023

or

[  ]TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ____________ to ____________

Commission File Number 333-235700

SYNERGY EMPIRE LIMITED

(Exact name of registrant issuer as specified in its charter)

Nevada38-4096727

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer

Identification No.)

No.19 Jalan 12/118B, Desa Tun Razak, 56100, Kuala Lumpur, Malaysia.Lot 1G & 2G, Kompleks Lanai, No. 2, Persiaran Seri Perdana, 62250Putrajaya, Malaysia.
Address of principal executive offices, including zip code

+(60)3 - 9171 28288890 2968
Registrant’s phone number, including area code

No.19 Jalan 12/118B, Desa Tun Razak, 56100, Kuala Lumpur, Malaysia.

N/A

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol(s)Name on each exchange on which registered
N/AN/AN/A

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 [  ]

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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 such files).

Yes [X] No [  ]

Indicate by check mark whether 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 [  ]Accelerated Filer [  ]Non-accelerated Filer [X]Smaller reporting company [X]
Emerging growth company [X]

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. [  ]

Indicate by check mark whether the registrant is a shell company (as defined in Rule12b-2 of the Exchange Act).

Yes [  ] No [X]

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS:

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court.

N/A

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

ClassOutstanding at August 14, 2020shares as of February 8, 2024
Common Stock, $0.001$0.0001 par value900,0001,000,000

 

 

TABLE OF CONTENTS

Page
PART IFINANCIAL INFORMATION
ITEM 1.FINANCIAL STATEMENTS:F-3
Condensed Consolidated Balance Sheets as of June 30, 2020December 31, 2023 (unaudited) and March 31, 20202023 (audited)F-3F-1
Condensed Consolidated Statements of Operations and Comprehensive Loss for the Three and Nine Months Ended June 30, 2020December 31, 2023 and 20192022 (unaudited)F-4F-2
Condensed Consolidated Statements of Shareholders’Stockholders’ Equity for the Three and Nine Months Ended June 30, 2020December 31, 2023 and 20192022 (unaudited)F-5F-3
Condensed Consolidated Statements of Cash Flows for the ThreeNine Months Ended June 30, 2020December 31, 2023 and 20192022 (unaudited)F-6F-4
Notes to the Unaudited Condensed Consolidated Financial StatementsF-7F-5 – F-15
ITEM 2.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS3
ITEM 3.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK6
ITEM 4.CONTROLS AND PROCEDURES6
PART IIOTHER INFORMATION
ITEM 1LEGAL PROCEEDINGS7
ITEM 2UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS7
ITEM 3DEFAULTS UPON SENIOR SECURITIES7
ITEM 4MINE SAFETY DISCLOSURES7
ITEM 5OTHER INFORMATION7
ITEM 6EXHIBITS7
SIGNATURES8

2

PART I — FINANCIAL INFORMATION

Item 1. Financial statements

SYNERGY EMPIRE LIMITED.LIMITED

CONDENSED CONSOLIDATED BALANCE SHEETS

AS OF JUNE 30, 2020 andDECEMBER 31, 2023 AND MARCH 31, 20202023

(Currency expressed in United States Dollars (“US$”), except for number of share)

 

As of

June 30,

2020

 

As of

March 31,

2020

  

As of

December 31, 2023

 

As of

March 31, 2023

 
  (Unaudited)   (Audited)  (Unaudited) (Audited) 
ASSETS                
CURRENT ASSETS                
Cash and cash equivalents $61,353  $87,492  $85  $9,868 
Trade receivables, net  726   721 
Account receivable, net  -   - 
Prepaid expenses and deposits  26,185   23,743   1,763   15,681 
Inventories  17,125   17,005 
TOTAL CURRENT ASSETS $105,389  $128,961  $1,848  $25,549 
                
NON-CURRENT ASSETS                
Operating lease right of use asset, net  127,351   144,536 
Plant and equipment, net  130,196   135,444   57,822   66,184 
Intangible asset, net  1,084   1,199 
TOTAL ASSETS $362,936  $408,941  $60,754  $92,932 
                
LIABILITIES AND STOCKHOLDERS’ EQUITY                
CURRENT LIABILITIES                
Accounts payable $6,752  $11,427  $5,713  $5,928 
Accrued expenses and other payables  135,186   143,831   51,662   70,885 
Operating lease liability  53,802   63,419 
Bank borrowing  9,342   15,267   -   7,954 
Amount due to related parties  272,609   280,180 
Amount due to a director  665,673   644,072 
Amount due to related party  1,339,531   1,325,308 
TOTAL CURRENT LIABILITIES $1,143,364  $1,158,196  $1,396,906  $1,410,075 
        
NON-CURRENT LIABILITIES        
Operating lease liability  75,439   82,619 
Bank borrowing  36,767   30,453 
TOTAL LIABILITIES $1,255,570  $1,271,268  $1,396,907  $1,410,075 
                
STOCKHOLDERS’ EQUITY                
Preferred stock – Par value $0.0001; Authorized: 50,000,000 None issued and outstanding  -   - 
Common stock – Par value $0.0001; Authorized: 450,000,000 Issued and outstanding: 900,000 shares as of June 30, 2020 and 900,000 shares as of March 31, 2020 respectively  90   90 
Preferred stock – Par value $0.0001; Authorized: 500,000 None issued and outstanding  -   - 
Common stock – Par value $0.0001; Authorized: 5,000,000 Issued and outstanding: 1,000,000 shares as of December 31 and March 31, 2022  100   100 
Additional paid-in capital  284,093   284,093   784,083   784,083 
Accumulated other comprehensive loss  (7,661)  (2,109)
Accumulated other comprehensive income/(loss)  88,133   32,881 
Accumulated deficit  (1,169,156)  (1,144,401)  (2,208,468)  (2,134,207)
TOTAL STOCKHOLDERS’ DEFICIT $(892,634) $(862,327) $(1,336,152) $(1,317,143)
                
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY $362,936  $408,941  $60,755  $92,932 

See accompanying notes to the unaudited condensed consolidated financial statements.

F-3 F-1

SYNERGY EMPIRE LIMITED

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)LOSS

FOR THE THREE AND NINE MONTHS ENDED JUNE 30, 2020DECEMBER 31, 2023 AND 20192022

(Currency expressed in United States Dollars (“US$”), except for number of shares)

  

For the Three Months Ended,

June 30

 
  2020  2019 
  (Unaudited)  (Unaudited) 
       
REVENUE $91,974  $48,727 
         
COST AND EXPENSES:        
Cost of revenue  (24,499)  (20,416)
General and administrative expenses  (101,202)  (95,813)
 Total operating costs and expenses  (125,701)  (116,229)
Loss from operations  (33,727)  (67,502)
         
Other income/(expenses), net  8,972   (728)
         
Loss before income tax  (24,755)  (68,230)
         
Income tax expense  -   - 
         
Net loss  (24,755)  (68,230)
         
Foreign currency translation loss  (5,552)  (3,247)
         
Total comprehensive loss $(30,307) $(71,477)
         
Net loss per share, basic and diluted $(0.03) $(0.08)
         
Weighted average number of common shares outstanding, basic and diluted  900,000   900,000 

(Unaudited)

  2023  2022  2023  2022 
  

Three months ended

December 31,

  

Nine months ended

December 31,

 
  2023  2022  2023  2022 
REVENUE $7,706  $11,400  $23,343  $113,750 
                 
COST AND EXPENSES:  -             
Cost of revenue  -   (9,286)  -   (69,081)
General and administrative expenses  (11,651)  (217,866)  (97,447)  (563,612)
Total operating costs and expenses  (11,651)  (227,152)  (97,447)  (632,693)
Gain/(Loss) from operations  (3,945)  (215,752)  (74,104)  (518,943)
                 
Finance cost  1  (308)  (157)  (1,223)
                 
Loss before income tax  (3,944)  (216,060)  (74,261)  (520,166)
                 
Income tax expense  -   -   -   - 
                 
Net Loss  (3,944)  (216,060)  (74,261)  (520,166)
                 
Foreign currency translation gain/(loss)  (33,385)  (71,633)  55,252   43,670 
                 
Total comprehensive (loss)/income $(37,329) $(287,693) $(19,009) $(476,496)
                 
NET LOSS PER SHARE, BASIC AND DILUTED $(0.01) $(0.22) $(0.07) $(0.52)
                 
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING, BASIC AND DILUTED  1,000,000   1,000,000   1,000,000   1,000,000 

See accompanying notes to the unaudited condensed consolidated financial statements.

F-4 F-2

SYNERGY EMPIRE LIMITED

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY

FOR THE THREE AND NINE MONTHS ENDED JUNE 30, 2020DECEMBER 31, 2023 AND 20192022

(Currency expressed in United States Dollars (“US$”), except for number of shares)

  Common Stock             
  NUMBER
OF
Shares
  Amount  Additional Paid-in Capital  Accumulated (DEFICIT)/ PROFIT  Accumulated comprehensive loss  Total
STOCKHOLDERS
EQUITY
 
Balance as of April 1, 2020  900,000  $90  $284,093  $(1,144,401) $(2,109) $(862,327)
Net loss for the period  -   -   -   (24,755)  -   (24,755)
Foreign currency translation  -   -   -   -   (5,552)  (5,552)
Balance as of June 30, 2020  900,000  $90  $284,093  $(1,169,156) $(7,661) $(892,634)

  Common Stock             
  NUMBER
OF
Shares
  Amount  Additional Paid-in Capital  Accumulated (DEFICIT)/ PROFIT  Accumulated comprehensive loss  Total
STOCKHOLDERS
EQUITY
 
Balance as of April 1, 2019  900,000  $90  $284,093  $(928,586) $(43,298) $(687,701)
Net loss for the period  -   -   -   (68,230)  -   (68,230)
Foreign currency translation  -   -   -   -   (3,247)  (3,247)
Balance as of June 30, 2019  900,000  $90  $284,093  $(996,816) $(46,545) $(759,178)

(Unaudited)

  NUMBER
OF
Shares
  Amount  Additional
Paid-in
Capital
  Accumulated
(DEFICIT)/
PROFIT
  Accumulated
comprehensive
loss
  Total
STOCKHOLDERS
EQUITY
 
  Common Stock             
  NUMBER
OF
Shares
  Amount  Additional
Paid-in
Capital
  Accumulated
(DEFICIT)/
PROFIT
  Accumulated
comprehensive
loss
  Total
STOCKHOLDERS
EQUITY
 
Balance as of April 1, 2023  1,000,000  $100  $784,083  $(2,134,207) $32,881  $(1,317,143)
Net loss for the period  -   -   -   (46,813)  -   (46,813)
Foreign currency translation  -   -   -   -   80,173   80,173 
Balance as of June 30, 2023  1,000,000  $100  $784,083  $(2,181,020) $113,054  $(1,283,783)
Net loss for the period  -   -   -   (23,504)  -   (23,504)
Foreign currency translation  -   -   -   -   8,464   8,464 
Balance as of September 30, 2023  1,000,000  $100  $784,083   (2,204,524)  121,518   (1,298,823)
Net profit for the period  -   -   -   (3,944)  -   (3,944

)

Foreign currency translation  -   -   -   -   (33,385)  (33,385)
Balance as of December 31, 2023  1,000,000   100   784,083   (2,208,468)  88,133   (1,336,152)

  Common Stock             
  NUMBER
OF
Shares
  Amount  Additional
Paid-in
Capital
  Accumulated
(DEFICIT)/
PROFIT
  Accumulated
comprehensive
loss
  Total
STOCKHOLDERS
EQUITY
 
Balance as of April 1, 2022  1,000,000  $100  $784,083  $(1,599,531) $(20,271) $(835,619)
Net loss for the period  -   -   -   (143,597)  -   (143,597)
Foreign currency translation  -   -   -   -   53,377   53,377 
Balance as of June 30, 2022  1,000,000  $100  $784,083  $(1,743,128) $33,106  $(925,839)
Net loss for the period  -   -   -   (160,509)  -   (160,509)
Foreign currency translation  -   -   -   -   61,927   61,927 
Balance as of September 30, 2022  1,000,000  $100  $784,083  $(1,903,637) $95,033  $(1,024,421)
Balance  1,000,000  $100  $784,083  $(1,903,637) $95,033  $(1,024,421)
Net loss for the period  -   -   -   (216,060)  -   (216,060)
Net profit (loss) for the period  -   -   -   (216,060)  -   (216,060)
Foreign currency translation  -   -   -   -   (71,633)  (71,633)
Balance as of December 31, 2022  1,000,000   100   784,083   (2,119,697)  23,400   (1,312,114)
Balance  1,000,000   100   784,083   (2,119,697)  23,400   (1,312,114)

See accompanying notes to consolidated financial statements

F-5 F-3

SYNERGY EMPIRE LIMITED

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THREENINE MONTHS ENDED JUNE 30, 2020DECEMBER 31, 2023 AND 20192022

(Currency expressed in United States Dollars (“US$”), except for number of shares)

 2023  2022 
 

For the Three Months Ended,

June 30

  

For the Nine Months Ended,

December 31

 
 2020  2019  2023  2022 
 (Unaudited) (Unaudited)  (Unaudited) (Unaudited) 
CASH FLOWS FROM OPERATING ACTIVITIES:                
Net loss $(24,755) $(68,230) $(74,261) $(520,166)
Adjustments to reconcile net loss to net cash used in operating activities                
Depreciation expenses  24,891   24,406   5,986   74,521 
Inventory written off  -   11,115 
Fixed asset written off  -   182,716 
Write off of other receivables  -   683 
Changes in operating assets and liabilities:                
Decrease/(Increase) in accounts receivable  -   (2,483)
Decrease/(Increase) in inventories  4   2,307 
Decrease/(Increase) in prepaid expenses  (2,267)  (1,019)
Increase/(Decrease) in accounts payable  (4,725)  1,181 
Increase/(Decrease) in accrued liabilities  (9,442)  11,407 
Increase in accounts receivable  -   (429)
Increase in inventories  -   (618)
Decrease in prepaid expenses and deposits  13,782   33,100 
Decrease in accounts payable  -   (5,233)
Decrease in accrued liabilities and other payables  (17,441)  (34,989)
Change in operating lease liability  (17,684)  (17,712)  -   (36,448)
Net cash flows used in operating activities $(33,978) $(50,143) $(71,934) $(295,748)
                
CASH FLOWS FROM INVESTING ACTIVITIES:        
CASH FLOWS FROM INVESTING ACTIVITY:        
Purchase of plant and equipment  (701)  (18,312)  -   (11,434)
Net cash flows used in investing activities $(701) $(18,312)
Net cash flows used in investing activity $-  $(11,434)
                
CASH FLOWS FROM FINANCING ACTIVITIES:                
(Repayment to)/advance from related parties  (9,418)  53,436 
Advance from directors  17,644   7,092 
Principal repayments of hire purchase  -   (2,607)
Advance from related party  48,361   281,406 
Principal repayments of bank loan  78   (3,106)  (7,604)  (11,838)
Net cash flows provided by financing activities $8,304  $54,815  $40,757  $269,568 
                
Effect of exchange rate changes in cash and cash equivalents $236  $(415) $21,394  $24,694 
                
Net changes in cash and cash equivalents  (26,139)  (14,055)  (9,783)  (12,920)
Cash and cash equivalents, beginning of year  87,492   63,170   9,868   18,561 
                
CASH AND CASH EQUIVALENTS, END OF YEAR $61,353  $49,115  $85  $5,641 
                
SUPPLEMENTAL CASH FLOWS INFORMATION                
                
Income taxes paid $-  $-  $-  $- 
Interest paid $1,586  $1,615  $157  $1,223 

See accompanying notes to the unaudited condensed consolidated financial statements.

F-6 F-4

SYNERGY EMPIRE LIMITED

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREENINE MONTHS ENDED JUNE 30, 2020DECEMBER 31, 2023 AND 20192022

(Currency expressed in United States Dollars (“US$”), except for number of shares)

1.ORGANIZATION AND BUSINESS BACKGROUND

1. ORGANIZATION AND BUSINESS BACKGROUND

Synergy Empire Limited (“the Company”) was incorporated under the laws of the State of Nevada on October 17, 2018. We have historically conducted our business through Lucky Star F&B Sdn. Bhd. and SH Dessert Sdn. Bhd, both are private limited liability company, incorporated in Malaysia.

On January 16, 2019, the Company acquired 100%100% of the equity interests of Synergy Empire Holding Limited, a company incorporated in Republic of the Marshall Islands (“Synergy Empire Marshall”).

On December 31, 2018, Synergy Empire Marshall acquired 100%100% of Synergy Empire Limited, a limited liability company incorporated in Hong Kong (“Synergy Empire HK”).

On February 21, 2019, Synergy Empire HK acquired 100%100% of the equity interests of Lucky Star F&B Sdn. Bhd., a limited liability company incorporated in Malaysia (“Lucky Star”).

Lucky Star acquired 100%100% of the equity interests of SH Dessert Sdn. Bhd., a limited liability company incorporated in Malaysia (“SH Dessert”) by Lucky Star on February 19, 2016.

On February 26, 2021, Synergy Empire Marshall acquired 100% of Lucky Star F&B Sdn. Bhd from Synergy Empire HK. Subsequently on March 31, 2021, Mr. Leong Will Liam acquired 100% of Synergy Empire HK, as such Synergy Empire HK is no longer a subsidiary of the Company.

Mr. Leong Will Liam is the common director and major shareholder of the Company, Synergy Empire Marshall, Synergy Empire HK,HK.

On July 29, 2022, the Company approved the resignation of Mr. Leong Will Liam concurrently with the appointment of Mr. Vicknesya Naayaker A/L Punosamy as the director of Lucky Star and SH Dessert. As a resultF&B Sdn. Bhd.

On July 29, 2022, the Company approved the resignation of this common ownership and in accordanceMr. Leong Will Liam concurrently with the FASB Accounting Standards Codification Section 805 “Business Combination”,appointment of Mr. Praveen A/L Ravichandran as the transaction is being treated as a combination between entities under common control. The recognized assets and liabilities were transferred at their carrying amounts at the datedirector of the transaction. The equity accounts of the combining entities are combined. Further, the companies will be combined retrospectively for prior year comparative information as if the transaction had occurred on April 1, 2017.SH Dessert Sdn. Bhd.

The Company, through its wholly owned subsidiaries, produce and distribute high quality dessert through Lucky Star and operate fourtwo restaurants through SH Dessert. Details of the Company’s subsidiaries:

SCHEDULE OF COMPANY’S SUBSIDIARIES

No.Company NameDomicile and Date of IncorporationParticulars of Issued CapitalPrincipal Activities
1Synergy Empire Holding LimitedMarshall Islands, October 22, 20181 Share of Ordinary Share, US$1 each

Investment
Holding

2Synergy Empire LimitedHong Kong, October 18, 20181 Share of Ordinary Share, HKD1 eachInvestment Holding
3Lucky Star F&B Sdn. Bhd.Malaysia, February 9, 2010100,000 Share of Ordinary Share, MYR1MYR1 eachDessert ProducerFood and DistributorBeverage Assets Leasing
43SH Dessert Sdn. Bhd.Malaysia, February 19, 2016100 Share of Ordinary Share, MYR1MYR1 eachRestaurant Operator

Food and Beverage Assets Leasing

On October 31, 2022, the Company terminated all the tenancy agreements before the due date of the agreements.

On November 30, 2022, the Company has entered into a lease agreement with a third party, Sweet Bakery & Dessert Café Sdn Bhd to lease their assets to the third party. The leasing period is commencing from January 1, 2023 to December 31, 2023. The Company did not cease its business operation nor sell the operating assets. The Company is looking for a new strategic location to continue their business while leasing out their assets to the third party.

On October 31, 2023, the director and officers of the Company, Leong Will Liam (President, Secretary, Treasurer, and Director) and Law Jia Ming (Chief Executive Officer and Chief Financial Officer) resigned their positions with the Company. Upon such resignations, H’sien Loong Wong was appointed as President, Treasurer, Secretary and Director of the Company.

F-7 F-5

2.SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

These accompanying financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“US GAAP”).

The accompanying financial statements include the accounts of the Company and its wholly-owned subsidiaries. Intercompany transactions and balances were eliminated in consolidation.

Below is the organization chart of the Group.

Use of Estimates

In preparing these financial statements, management makes estimates and assumptions that affect the reported amounts of assets and liabilities in the balance sheets and revenues and expenses during the years reported. Actual results may differ from these estimates.

Cash and Cash Equivalents

The Company considers short-term, highly liquid investments with an original maturity of 90 days or less to be cash equivalents.

Our deposit in Hong Kong is currently deposit in CMB Wing Lung Bank Limited, and there is a Deposit Protection Scheme protects our eligible deposits held with bank in Hong Kong which is members of the Scheme. The scheme will pay us a compensation up to a limit of Hong Kong Dollars (“HKD”) 500,000, which is equivalent to $64,516, if CMB Wing Lung Bank fails.

Our deposit in Malaysia is currently deposit in Public Bank Berhad and Standard Chartered Bank (Malaysia) Berhad, and there is a Perbadanan Insurans Deposit Malaysia protects our eligible deposits held with bank in Malaysia which is members of the Scheme. The scheme will pay a compensation up to a limit of Malaysia Ringgit (“MYR”) 250,000 per deposit per member bank, which is equivalent to $59,304$54,466 if the aforementioned banks fails.fail.

Plant and Equipment

Plant and equipment are stated at cost, with depreciation and amortization provided using the straight-line method over the following periods:

SCHEDULE OF DEPRECIATION AND AMORTIZATION PERIODS OF PLANT AND EQUIPMENT

Asset CategoriesDepreciation Periods
Renovationover the remaining lease period
Office and kitchen equipment10 years
Motor vehicle5 years

Intangible Asset

Intangible assets are stated at cost, with amortization provided using the straight-line method over the following periods:

SCHEDULE OF AMORTIZATION PERIOD OF INTANGIBLE ASSET

Asset CategoriesAmortization Periods
Trademark10 years

F-8 F-6

Inventories

Inventories consisting of products available for sell, are stated at the lower of cost or market value. Cost of inventory is determined using the first-in, first-out (FIFO) method. Inventory reserve is recorded to write down the cost of inventory to the estimated market value due to slow-moving merchandise and damaged goods, which is dependent upon factors such as historical and forecasted consumer demand, and promotional environment. The Company takes ownership, risks and rewards of the products purchased. Write downs are recorded in cost of revenue in the consolidated statements of operations and comprehensive income (loss).

Revenue recognition

Revenue is generated through sale of goods and delivery services. Revenue is recognized when a customer obtains control of promised goods or services and is recognized in an amount that reflects the consideration that the Company expects to receive in exchange for those goods or services. In addition, the standard requires disclosure of the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The amount of revenue that is recorded reflects the consideration that the Company expects to receive in exchange for those goods and services. The Company applies the following five-step model in order to determine this amount:

(i) identification of the promised goods and services in the contract;

(ii) determination of whether the promised goods and services are performance obligations, including whether they are distinct in the context of the contract;

(iii) measurement of the transaction price, including the constraint on variable consideration;

(iv) allocation of the transaction price to the performance obligations; and

(v) recognition of revenue when (or as) the Company satisfies each performance obligation.

The Company adopted ASU 2014-09, Revenue from Contracts with Customers (Topic 606). Under Topic 606, the Company records revenue when persuasive evidence of an arrangement exists, delivery has occurred, the fee is fixed or determinable and collectability is probable. The Company records revenue from the sale of product upon shipment or delivery of the products to the customer. The Company doesn’t allow return of the products purchased or refund unless the food delivered is spoilt.

Cost of revenue

Cost of revenue includes the purchase cost of raw material for manufacturing and distribute to customers and packing materials. It includes purchasing and receiving costs, internal transfer costs, other costs of distribution network, opening and closing inventory net off discount received and return outwards in cost of revenue.

Income tax expense

Income taxes are determined in accordance with the provisions of ASC Topic 740, “Income Taxes” (“ASC Topic 740”). Under this 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 basis. Deferred tax assets and liabilities are measured using enacted income tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Any 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.

ASC 740 prescribes a comprehensive model for how companies should recognize, measure, present, and disclosed in their financial statements uncertain tax positions taken or expected to be taken on a tax return. Under ASC 740, tax positions must initially be recognized in the financial statements when it is more likely than not the position will be sustained upon examination by the tax authorities. Such tax positions must initially and subsequently be measured as the largest amount of tax benefit that has a greater than 50% likelihood of being realized upon ultimate settlement with the tax authority assuming full knowledge of the position and relevant facts.

The Company conducts major businesses in Malaysia and is subject to tax in their own jurisdictions. As a result of its business activities, the Company will file separate tax returns that are subject to examination by the foreign tax authorities.

F-9 

Foreign currencies translation

Transactions denominated in currencies other than the functional currency are translated into the functional currency at the exchange rates prevailing at the dates of the transaction. Monetary assets and liabilities denominated in currencies other than the functional currency are translated into the functional currency using the applicable exchange rates at the balance sheet dates. The resulting exchange differences are recorded in the statement of operations and comprehensive income (loss).

F-7

 

The functional currency of the Company is the United States Dollars (“US$”) and the accompanying financial statements have been expressed in US$. In addition, the Company’s subsidiary maintains its books and record in the respective local currency, Hong KongMalaysia Ringgits (“MYR”) and United States Dollars (“HK$US$) and Malaysian Ringgits (“MYR”), which is the respective functional currency as being the primary currency of the economic environment in which the entity operates.

In general, for consolidation purposes, assets and liabilities of its subsidiaries whose functional currency is not US$ are translated into US$, in accordance with ASC Topic 830-30, “Translation of Financial Statement”, using the exchange rate on the balance sheet date. Revenues and expenses are translated at average rates prevailing during the period. The gains and losses resulting from translation of financial statements of foreign subsidiary are recorded as a separate component of accumulated other comprehensive income.

Translation of amounts from the local currency of the Company into US$1 has been made at the following exchange rates for the respective periods:

  

For the three months ended

June 30

 
  2020  2019 
Period-end MYR : US$1 exchange rate  4.28   4.13 
Period-average MYR : US$1 exchange rate  4.31   4.15 
Period-end/Period-average HK$ : US$1 exchange rate  7.75   7.75 

SCHEDULE OF EXCHANGE RATE TRANSLATION OF AMOUNTS FROM LOCAL CURRENCY

  

For the nine months ended

December 31

 
  2023  2022 
Period-end MYR : US$1 exchange rate  4.59   4.40 
Period-average MYR : US$1 exchange rate  4.63   4.48 

Related parties

Parties, which can be a corporation or individual, are considered to be related if the Company has the ability, directly or indirectly, to control the other party or exercise significant influence over the other party in making financial and operating decisions. Companies are also considered to be related if they are subject to common control or common significant influence.

Fair value of financial instruments

The carrying value of the Company’s financial instruments: cash and cash equivalents, tradeaccount receivable, deposits and other receivables, amount due to related partiesaccount payable and accrued expenses and other payablespayable approximate at their fair values because of the short-term nature of these financial instruments.

The Company also follows the guidance of the ASC Topic 820-10, “Fair Value Measurements and Disclosures” (“ASC 820-10”), with respect to financial assets and liabilities that are measured at fair value. ASC 820-10 establishes a three-tier fair value hierarchy that prioritizes the inputs used in measuring fair value as follows:

Level 1 : Observable inputs such as quoted prices in active markets;

Level 2 : Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and

Level 3 : Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions.

As of June 30, 2020December 31, 2023 and 2019,2022, the Company did not have any nonfinancial assets and liabilities that are recognized or disclosed at fair value in the financial statements, at least annually, on a recurring basis, nor did the Company have any assets or liabilities measured at fair value on a non-recurring basis.

Net Income/(Loss) per Share

The Company calculates net income/(loss) per share in accordance with ASC Topic 260, “Earnings per Share.” Basic income/(loss) per share is computed by dividing the net income/(loss) by the weighted-average number of common shares outstanding during the period. Diluted income per share is computed similar to basic income/(loss) per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common stock equivalents had been issued and if the additional common shares were dilutive.

Lease

The Company adopted the ASU No. 2016-02, on April 1, 2019 (date of inception). The Company leases central kitchen and restaurants for fixed periods pre-emptive extension options. The Company recognizes lease payments for its short-term lease on a straight-line basis over the lease term.

As of December 31, 2023, the Company have no operating lease of which lease liability is initially and subsequently measured at the present value of the unpaid lease payments at the lease commencement date. The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for lease payments made at or before the lease commencement date, plus any initial direct costs incurred less any lease incentives received. Costs associated with operating lease assets are recognized on a straight-line basis within operating expenses over the term of the lease.

In determining the present value of the unpaid lease payments, ASC 842 requires a lessee to discount its unpaid lease payments using the interest rate implicit in the lease or, if that rate cannot be readily determined, its incremental borrowing rate. As most of the Company leases do not provide an implicit rate, the Company uses its incremental borrowing rate as the discount rate for the lease. The Company incremental borrowing rate is estimated to approximate the interest rate on a collateralized basis with similar terms and payments.

F-10 F-8

Accounts Receivable

Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of accounts receivable. The Company extends credit to its customers in the normal course of business and generally does not require collateral. The Company’s credit terms are dependent upon the segment, and the customer. The Company assesses the probability of collection from each customer at the outset of the arrangement based on a number of factors, including the customer’s payment history and its current creditworthiness. If in management’s judgment collection is not probable, the Company does not record revenue until the uncertainty is removed.

Management performs ongoing credit evaluations, and the Company maintains an allowance for potential credit losses based upon its loss history and its aging analysis. The allowance for doubtful accounts is the Company’s best estimate of the amount of credit losses in existing accounts receivable. Management reviews the allowance for doubtful accounts each reporting period based on a detailed analysis of trade receivables. In the analysis, management primarily considers the age of the customer’s receivable, and also considers the creditworthiness of the customer, the economic conditions of the customer’s industry, general economic conditions and trends, and the business relationship and history with its customers, among other factors. If any of these factors change, the Company may also change its original estimates, which could impact the level of the Company’s future allowance for doubtful accounts. If judgments regarding the collectability of receivables were incorrect, adjustments to the allowance may be required, which would reduce profitability.

Accounts receivable is recognized and carried at the original invoice amount less an allowance for any uncollectible amounts. An estimate for doubtful accounts receivable is made when collection of the full amount is no longer probable. Bad debts are written off as identified. For the quarter ended December 31, 2023, the Company makes an allowance for expected credit loss of $28,689.

Recently IssuedAdopted Accounting Standards

In FebruaryJune 2016, the FASB issued ASU 2016-02, “LeasesAccounting Standards Update No. 2016-13, Financial Instruments—Credit Losses (Topic 842),” to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. Most prominent among the amendments is the recognition of assets and liabilities by lessees for those leases classified as operating leases under current U.S. GAAP. ASU 2016-02 is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. As required by the standard, the Company will adopt the provisions of the new standard effective April 1, 2019, using the required modified retrospective approach. We believe the adoption will not have a material impact on our financial statements.

In September 2016, the FASB issued ASU 2016-13,326): Measurement of Credit Losses on Financial Instruments, (Topic 326), which replacesintroduced the incurred-loss impairment methodology and requires immediate recognition of estimatedexpected credit losses expected to occurmethodology for mostthe measurement of credit losses on financial assets measured at amortized cost basis, replacing the previous incurred loss methodology. In November 2019, the FASB issued ASU 2019-10 highlighted the adoption timeline. For smaller reporting entities, Topic 326 is effective for annual periods beginning after December 15, 2022, including trade receivables. Credit losses on available-for-sale debt securities with unrealized losses will be recognized as allowances for credit losses limited to the amount byinterim periods within those fiscal years, of which fair value is below amortized cost. ASU 2016-13 is effective for the Company beginning Januaryon April 1, 2020 and early adoption is permitted.2023. An analysis of receivables, including credit losses, was conducted. The Company does not believeanticipate that the potential impactadoption of the new guidance and related codification improvements will behave a material to itsimpact on our consolidated financial position, results of operations and cash flows.statements.

Other recent accounting pronouncements issued by the FASB, including its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s present or future financial statements.

3. GOING CONCERN UNCERTAINTIES

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. The companyCompany having accumulated deficit of $1,169,156$2,208,468 and $1,144,401$2,134,207 as of June 30, 2020December 31, 2023 and March 31, 20202023, respectively.

For the threenine months ended June 30, 2020December 31, 2023 and 2019,2022, the Company suffered from a net loss of $24,755$ 74,261 and $68,230$520,166 respectively.

Furthermore, the Company recorded a negative working capital of $1,037,975$1,395,058 and $1,029,235$1,384,526 as of as of June 30, 2020December 31, 2023 and March 31, 20202023 respectively.

The Company’s cash position is not significantsufficient to support the Company’s daily operations. While the Company believes in the viability of its strategy and in its ability to raise additional funds, there can be no assurances to that effect. The Company’s ability to continue as a going concern is dependent upon its ability to improve profitability and the ability to acquire financial support from its shareholder.

These and other factors raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date that financial statements are issued. These financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result in the Company not being able to continue as a going concern.

4. ACCOUNTS RECEIVABLE, NET

SCHEDULE OF ACCOUNTS RECEIVABLE NET

  

As of

December 31, 2023

  

As of

March 31, 2023

 
Accounts receivable, gross $28,689  $   - 
Allowance for expected credit loss  (28,689)  - 
Accounts receivable, net $-  $- 

5. PREPAID EXPENSES AND DEPOSITS

  

As of

June 30, 2020

  

As of

March 31, 2020

 
Rental deposits $20,607  $20,468 
Prepaid expenses  2,101   2,001 
Other receivables  3,477   1,274 
Total $26,185  $23,743 

The rental deposits represent the deposit of the tenancy agreements.SCHEDULE OF PREPAID EXPENSES AND DEPOSITS

  

As of

December 31, 2023

  

As of

March 31, 2023

 
Prepaid expenses $1,312  $12,500 
Other receivables  451   3,181 
Total $1,763  $15,681 

Prepaid expenses represent the deposit payments of public utilities, such as electricity, telephone, water supplies.OTCQB annual fees and secretary fees.

Other receivables represent payment made on behalfconsist of customers such as lorry rental.overpayment of suppliers.

5. INVENTORIES

  

As of

June 30, 2020

  

As of

March 31, 2020

 
Raw material, at cost $17,125  $17,005 

F-11 F-9

6. PLANT AND EQUIPMENT

  As of June 30, 2020  As of March 31, 2020 
Renovation $155,287  $154,240 
Office equipment  1,325   1,316 
Kitchen equipment  9,739   8,973 
Motor vehicle  41,781   41,500 
Total plant and equipment $208,132  $206,029 
Less: Accumulated depreciation  (77,936)  (70,585)
Total plant and equipment $130,196  $135,444 

SCHEDULE OF PLANT AND EQUIPMENT

  

As of

December 31, 2023

  

As of

March 31, 2023

 
Renovation $   $  
Office equipment  37,861   39,285 
Kitchen equipment  41,656   43,222 
Motor vehicle  10,677   11,078 
Total plant and equipment $90,194  $93,585 
Less: Accumulated depreciation  (32,372)  (27,401)
Total plant and equipment $57,822  $66,184 

For the threenine months ended June 30, 2020,December 31, 2023, the Company haddoes not invest in plant and equipment.

For the nine months ended December 31, 2022, the Company has invested $700 into$11,303 in kitchen equipment.equipment and $131 in office equipment respectively. The company has written off $182,716 in renovation due to discontinuation of all tenancy agreements.

The depreciationDepreciation expenses for the threenine months ended June 30, 2020December 31, 2023 and 20192022 amounted to $6,831 $5,915 and $6,304$38,291 respectively.

7. ACCRUED EXPENSES AND OTHER PAYABLES

  As of June 30, 2020  As of March 31, 2020 
Accrued expenses $44,748  $53,244 
Other payables  

90,438

   90,587 
Total $135,186  $143,831 

SCHEDULE OF ACCRUED EXPENSES AND OTHER PAYABLES

  

As of

December 31, 2023

  

As of

March 31, 2023

 
Accrued expenses $17,260   31,322 
Other payables  33,966   39,111 
Deposit received  436   452 
Total $51,662   70,885 

Accrued expenses consistedconsist of accrued salary, rental, utilities bills, audit fee, while otherprofessional fee.

Other payables consistedconsist of some third-party loans.payables to suppliers and sales and service tax payable.

The loanDeposit received consist of deposit from third-party amounted to $54,060 and $53,973 as of June 30 and March 31, 2020 respectively, is unsecured, non-interest bearing and payable on demand.lease agreement.

F-10

8. AMOUNT DUE TO RELATED PARTIESPARTY

As of March 31, 2020 and 2019, the Company has an outstanding loan payable to our CEO, Mr. Law Jia Ming of $280,180 and $216,911 respectively. This loan is unsecured, non-interest bearing and payable on demand. Mr. Law Jia Ming was a director of our subsidiaries, Lucky Star F&B Sdn. Bhd. and SH Desserts Sdn Bhd., until February 21, 2019 and July 1, 2019 respectively. He has been our CEO and CFO since October 17, 2018.

Amount due to related party, Mr. Law Jia Ming   
Balance as of March 31, 2019 $216,911 
Advancement from related party  77,487 
Foreign currency translation  (14,218)
Balance as of March 31, 2020 $280,180 
Repayment from related party  (9,418)
Foreign currency translation  1,847 
Balance as of June 30, 2020 $272,609 

For the three months ended June 30, 2019, Mr. Law Jia Ming has advanced $6,823 to the Company.

For the three months ended June 30, 2020, the Company has repaid $9,418 to Mr. Law Jia Ming.

F-12 

9. AMOUNT DUE TO A DIRECTOR

As of March 31, 2019,2023, the Company has an outstanding loan payable to Mr. Leong Will Liam amounted $499,261. Of$1,325,308, of which including an amount due to CBA Capital Holdings Sdn. Bhd, a company solely owned and controlled by Mr. Leong Will Liam,Synergy Empire HK, amounted to $24,822, which is the consideration accrued by Company to acquired Lucky Star from its existing shareholder, paid by CBA Capital Holdings Sdn. Bhd on behalf of the Company and a loan from directly from Mr. Leong Will Liam amounted $474,439.

$24,822. For the yearnine months ended MarchDecember 31, 2020,2023, Mr. Leong Will Liam has further loaned $173,862advanced $48,361 to the Company.Company for working capital purpose.

As of March 31, 2020, the Company has an outstanding loan payable to Mr. Leong Will Liam amounted $644,072. Of which including an amount due to CBA Capital Holdings Sdn. Bhd. amounted $24,822.

For the three months ended June 30, 2020, Mr. Leong Will Liam has further advance $17,644 to the Company.

As of March 31, 2020, the Company has an outstanding loan payable to Mr. Leong Will Liam amounted $665,673. Of which including an amount due to CBA Capital Holdings Sdn. Bhd. amounted $24,822.

Both aforementioned loans are unsecured, non-interest bearing and payable on demand.

Amount due to director, Mr. Leong Will Liam   
Balance as of March 31, 2019 $474,439 
Loan from Director  173,862 
Foreign currency translation  (29,051)
Balance as of March 31, 2020 $619,250 
Advances from Director  17,644 
Foreign currency translation  3,957 
Balance as of June 30, 2020 $640,851 

SCHEDULE OF AMOUNT DUE TO A DIRECTOR

Amount due to related party, Mr. Leong Will Liam   
Balance as of March 31, 2023 $1,300,486 
Loan from related party  48,361 
Foreign currency translation  (34,138)
Balance as of December 31, 2023 $1,314,709 
Balance as of December 31, 2023 – Amount due to Synergy Empire HK  24,822 
Balance as of December 31, 2023 – Total amount due to related party $1,339,531 

On January 21, 2019,October 31, 2023, the director of the Company, acquired Lucky Star from its existing shareholder for a consideration of $24,822 which was paid by CBA Capital Holdings Sdn. Bhd., a company solely owned and controlled by our sole director, Mr. Leong Will Liam on behalf(President, Secretary, Treasurer, and Director) resigned his positions with the Company. Upon such resignation, H’sien Loong Wong was appointed as President, Treasurer, Secretary and Director of the Company. CBA Capital Holdings Sdn. Bhd. lent and waived an interest-free loan of $257,183 in Lucky Star F&B Sdn. Bhd., our wholly own subsidiary, as contribution and recorded in additional paid in capital.

No transaction took place for the year ended March 31, 2020 and three months ended June 30, 2020

Amount due to director, CBA Capital Holdings Sdn. Bhd.   
    
Balance as of March 31, 2020 $24,822 
     
Balance as of June 30, 2020 $24,822 

10. 9. BANK BORROWING

On January 25, 2017, Lucky Star F&B Sdn. Bhd., a wholly owned subsidiary of the Company has acquired a business loan from Standard Chartered Saadiq Berhad, a bank incorporated in Malaysia, amounted to MYR342,834 (approximately $83,972)MYR342,834 (approximately $83,972) at annual interest rate of 6.00% accrue6.00% accrued in arrear, for a repayment period of 72 months with interest bearing monthly installment of MYR6,473MYR6,500 (approximately $1,585)$1,592) which is the sole bank borrowing other than hire purchase obtained by the Company while the last repayment is expected on February 5, 2023.Company.

The outstanding balance of business loan as of December 31 and March 31, 2019 and 20182022 can be summarized as follow:

  As of June 30, 2020  As of March 31, 2020 
Bank borrowing (Current portion) $9,342  $15,267 
Bank borrowing (Non-current portion)  36,767   30,453 
Total $46,109  $45,720 

For the three months ended June 30, 2020, the Company repaid $1,116 while incurring additional $1,194 interest in loan deferment.SUMMARY OF OUTSTANDING BALANCE OF BUSINESS LOANS

  

As of

December 31, 2023

  

As of

March 31, 2023

 
Bank borrowing (Current portion) $       -  $7,954 
Bank borrowing (Non-current portion)  -   - 
Total $-  $7,954 

For the three months ended June 30, 2019, the Company repaid $3,106 in bank borrowings.

On April 1, 2020, Standard Chartered Saadiq Berhad announced to provide loan deferment to borrower for a period 6 months in supporting of Malaysia National Bank to ease financial pressure as a result of movement control order promulgated by Malaysia Government to contain the outbreak of COVID-19.

Pursuant to the announcement, no instalment is required, and no penalty will be imposed during the 6 months period however additional non-compounding interest will continue to accrue. As such, the Company has incurred additional interest of $1,257$2,141 interest expenses. The last repayment is expected on August 2023.

F-13 

For the nine months ended December 31, 2023, the Company repaid $7,604 in bank borrowings.

For the nine months ended December 31, 2022, the Company repaid $11,838 in bank borrowings.

Maturities of the loan for each of the fivetwo years and thereafter are as follows:

SCHEDULE OF MATURITIES OF LOAN

Year ending March 31   
2021 $5,729 
2022 $15,042 
2023 $16,618 
2024 $8,720 
2025 $- 
Total $46,109 
Year ending March 31
2023$-
Total$-

F-11

11. LEASE RIGHT-OF-USE ASSET AND LEASE LIABILITIES10. CONCENTRATION OF RISK

(a)Major Customers

The Company officially adopted ASC 842For the nine months ended December 31, 2023, there was one customer who accounted for the period on and after April 1, 2019 as permitted by ASU 2016-02. ASC 842 originally required all entities to use a “modified retrospective” transition approach that is intended to maximize comparability and be less complex than a full retrospective approach. On July 30, 2018, the FASB issued ASU 2018-11 to provide entities with relief from the costs of implementing certain aspects100% of the new leasing standard, ASU 2016-02 of which permits entities may elect not to recast the comparative periods presented when transitioning to ASC 842. As permitted by ASU 2018-11, the Company elect not to recast comparative periods, thusly.Company’s revenues with significant outstanding receivables.

As of March 31, 2020, the Company recognized approximately US$215,043, lease liability as well as right-of-use asset for all leases (with the exception of short-term leases) at the commencement date. Lease liabilities are measured at present value of the sum of remaining rental payments as of March 31, 2020, with discounted rate of 6.65% adopted from Malayan Banking (Maybank) Berhad’s base lending rate as a reference for discount rate, as this bank is the largest bank and national bank of Malaysia.

A single lease cost is recognized over the lease term on a generally straight-line basis. All cash payments of operating lease cost are classified within operating activities in the statement of cash flows.

The initial recognition of operating lease right and lease liability as follow:

Gross lease payable $209,249 
Less: imputed interest  (25,507)
Initial recognition as of April 1, 2019 $183,742 
Additional lease recognizes for the year ended March 31, 2020  31,301 
Gross lease as of March 31, 2020  215,043 

As of June 30, 2020, operating lease right of use asset as follow:

Gross lease as of March 31, 2020 $215,043 
Amortization for the year ended March 31, 2020  (70,507)
Balance as of March 31, 2020 $144,536 
Amortization for three months ended June 30, 2020  (18,167)
Foreign exchange translation  982 
Balance as of June 30, 2020 $127,351 

As of June 30, 2020, operating lease liability as follow:

Gross lease as of March 31, 2020 $215,043 
Less: gross repayment for the year ended March 31, 2020  (79,555)
Add: imputed interest for the year ended March 31, 2020  10,550 
Balance as of March 31, 2020 $146,038 
Less: gross repayment for the year ended June 30, 2020  (20,024)
Add: imputed interest for the year ended June 30, 2020  2,235 
Foreign exchange translation  992 
Balance as of June 30, 2020 $129,241 
Less: lease liability current portion  (53,802)
Lease liability non-current portion  75,439 

F-14 

For the year ended March 31, 2020 and threenine months ended June 30, 2020, the amortization of the operating lease right of use asset amounted $70,507 and $18,167, respectively.

Maturities of operating lease obligation as follow:

Year ending    
March 31, 2021  46,061 
March 31, 2022  25,511 
March 31, 2023  19,129 
March 31, 2024  20,440 
March 31, 2025  18,100 
Total $129,241 

Other information:

  

Three months ended

June 30

 
  2020  2019 
  (unaudited)  (unaudited) 
Cash paid for amounts included in the measurement of lease liabilities:        
Operating cash flow to operating lease $17,684  $20,674 
Right-of-use assets obtained in exchange for operating lease liabilities  -   191,820 
Remaining lease term for operating lease (years)  4.55   4.8 
Weighted average discount rate for operating lease  6.65%  6.65%

The Company has incurred lease expenses amounted to $20,282 for the three months ended June 30, 2020.

12. CONCENTRATION OF RISK

(a)Major Customers

For the three months ended June 30, 2020 and 2019,December 31, 2022, there was no customer who accounted for 10%10% or more of the Company’s revenues nor with significant outstanding receivables.

(b)Major Suppliers

For the threenine months ended June 30, 2020December 31, 2023 and 2019,2022, there was no supplier who accounted for 10%10% or more of the Company’s purchases nor with significant outstanding payables.

13. Income Taxes11. INCOME TAXES

The income / (loss)loss before income taxes of the Company for the threenine months ended June 30, 2020December 31, 2023 and 20192022 were comprised of the following:

  

For the three months ended

June 30

 
  2020  2019 
Tax jurisdictions from:        
– Local $(2,376) $(462)
         
– Foreign, representing:        
Marshall Islands (non-taxable jurisdiction)  -   - 
Hong Kong  (129)  6 
Malaysia  (22,250)  (67,774)
Loss before income taxes $(24,755) $(68,230)

SCHEDULE OF INCOME (LOSS) BEFORE INCOME TAXES

  

For the nine months ended

December 31

 
  2023  2022 
Tax jurisdictions from:        
– Local $(66,552) $(69,532)
         
– Foreign, representing:      
Marshall Islands (non-taxable jurisdiction)  -   (1,800)
Hong Kong  -   - 
Malaysia  (7,709)  (448,834)
Loss before income taxes $(74,261) $(520,166)

F-15 F-12

Provision for income taxes consisted of the following:

As of June 30, 2020As of March 31, 2020
Current:
– Local$-$-
– Foreign:
Marshall Islands (non-taxable jurisdiction)--
Hong Kong--
Malaysia--
Deferred:
– Local--
– Foreign--
$-$-

SUMMARY OF PROVISION FOR INCOME TAX

  

For the nine months ended

December 31

 
  2023  2022 
Current:        
– Local $    -  $   - 
– Foreign:        
Marshall Islands (non-taxable jurisdiction)  -   - 
Malaysia  -   - 
         
Deferred:        
– Local  -   - 
– Foreign  -   - 
  $-  $- 

The effective tax rate in the periods presented is the result of the mix of income earned in various tax jurisdictions that apply a broad range of income tax rates. During the periods presented, the Company has a number of subsidiaries that operates in different countries and is subject to tax in the jurisdictions in which its subsidiaries operate, as follows:

United States of America

The Tax Act reduces the U.S. statutory corporate tax rate from 35% to 21% for our tax years beginning in 2018.2018. The Company is registered in the State of Nevada and is subject to United States of America tax law. As of June 30, 2020,December 31, 2023, the operations in the United States of America incurred $64,189$354,355 of cumulative net operating losses (NOL’s) which can be carried forward to offset future taxable income. The NOL carryforwardscarry forwards begin to expire in 2040,2042, if unutilized. The Company has provided for a full valuation allowance of approximately $13,480$74,415 against the deferred tax assets on the expected future tax benefits from the net operating loss carryforwardscarry forwards as the management believes it is more likely than not that these assets will not be realized in the future.

Hong Kong

Synergy Empire HK operating in Hong Kong are subject to the Hong Kong Profits Tax at the statutory income tax rate of 8.25% on assessable profits up to HK$2,000,000; and 16.5% on any part of assessable profits over HK$2,000,000. As of June 30, 2020, subsidiary in Hong Kong incurred an aggregate operating loss of $1,441. The cumulative operating losses can be carried forward to offset future taxable income. The Company has provided for a full valuation allowance against the deferred tax assets of $119 on the expected future tax benefits from the net operating loss carryforwards as the management believes it is more likely than not that these assets will not be realized in the future.

Malaysia

Lucky Star F&B Sdn. Bhd. and SH Desserts Sdn. Bhd. are subject to the Malaysia Corporate Tax Laws at a two tiertwo-tier corporate income tax rate based on amount of paid uppaid-up capital. The 2022 tax rate for year of assessment 2020 for company with paid-up capital of MYR 2,500,000 (approximately $580,000)$567,872) or less and that are not part of a group containing a company exceeding this capitalization threshold is 17% on the first MYR 600,000 (approximately $143,000)$136,289) taxable profit with the remaining balance being taxed at 24%.

For the threenine months ended June 30, 2020 and 2019,December 31, 2023, Lucky Star F&B Sdn. Bhd. incurred a loss of $37,810 and $47,806 respectively, while SH Desserts Sdn. Bhd. incurred an operating profita net loss of $15,579 and operating loss $19,968 respectively,$7,709, which can be carried forward for seven years to offset its taxable income.

As of June 30, 2020,December 31, 2023, the operations in Malaysia generated $1,100,243$1,825,725 of cumulative net operating losses which can be carried forward to offset future taxable income. The net operating loss can be carried forward for seven years.years. The Company has provided for a full valuation allowance against the deferred tax assets of $187,041$310,373 on the expected future tax benefits from the net operating loss carryforwardscarry forwards as the management believes it is more likely than not that these assets will not be realized in the future.

F-16 F-13

The following table sets forth the significant components of the aggregate deferred tax assets of the Company as of June 30, 2020December 31, 2023 and 2019:March 31, 2023:

  As of  As of 
  March 31, 2020  March 31, 2019 
Deferred tax assets:        
         
Net operating loss carryforwards $   $  
– United States of America  13,480   12,981 
– Marshall Islands  -   - 
– Hong Kong  119   108 
– Malaysia  187,401   183,262 
   200,640   196,351 
Less: valuation allowance  (200,640)  (196,351)
Deferred tax assets $-  $- 

SCHEDULE OF DEFERRED TAX ASSETS AND LIABILITIES

  As of
December 31, 2023
  As of
March 31, 2023
 
Deferred tax assets:        
         
Net operating loss carryforwards $   $  
– United States of America  74,415   60,439 
– Marshall Islands  -   - 
– Malaysia  310,373   313,301 
   384,788   373,470 
Less: valuation allowance  (384,788)  (373,470)
Deferred tax assets $-  $- 

Management believes that it is more likely than not that the deferred tax assets will not be fully realizable in the future. Accordingly, the Company provided for a full valuation allowance against its deferred tax assets of $200,640$ 384,788 as of June 30, 2020.December 31, 2023. For nine months ended December 31, 2023, the valuation allowance increased by $11,318, primarily relating to net operating loss carry forwards from the various tax regime.

14. 12. STOCKHOLDERS’ EQUITY

On October 17, 2018, the founder of the Company, Mr. Leong Will Liam purchased 900,000 shares of restricted common stock of the Company at $0.03$0.03 per share for the Company’s initial working capital. Each share was with a par value of $0.0001.$0.0001. All proceeds received are used for the Company’s working capital.

As of March 31, 2019 and 2018, there were 900,000 and nil shares of common stock issued and outstanding respectively. The share capital of $24,822 as of March 31, 2018 reflected the share capital of our wholly-owned subsidiary, Lucky Star F&B Sdn. Bhd.

On January 21, 2019, CBA Capital Holdings Sdn. Bhd. waived an interest-free loan of $257,183 $257,183 in Lucky Star F&B Sdn. Bhd., our wholly own subsidiary, as contribution and recorded in additional paid in capital. CBA Capital Holdings Sdn. Bhd. is wholly owned by our Director, Mr. Leong Will Liam.

There were noOn December 30, 2020, the Company resolved to close the offering from the registration statement on Form S-1/A, dated February 25, 2020, that had been declared effective by the Securities and Exchange Commission on March 10, 2020. The Offering resulting in 100,000 shares of common stock options, warrants or other potentially dilutive securitiesbeing sold at $5.00 per share for a total of $500,000. The proceed of $500,000 will become the capital for our expansion, pursuant to the use of proceed stated in the aforementioned Form S-1/A.

As of March 31, 2021, the Company have an issued and outstanding share of common stock of 1,000,000 with an authorized share of common stock of 450,000,000 with a par value of $0.0001. In addition, the Company have an authorized share of preference stock of 50,000,000 with a par value of $0.0001, however no share of preference stock was issued and outstanding as of June 30, 2020.March 31, 2021.

During the year ended March 31, 2022, the Company reduce authorized share capital for both common stock of 450,000,000 to 5,000,000 and preferred stock of 50,000,000 to 500,000, while par value remains the same for both common and preferred stock. As of December 31, 2023, the Company have an issued and outstanding share of common stock of 1,000,000 while no preferred share was issued and outstanding.

On October 31, 2023, 75 shareholders of Synergy Empire Limited (the “Company”), collectively holding 996,500 shares (the “Purchased Shares”) of the Company’s outstanding 1,000,000 shares of common stock, $0.0001 par value, entered into individual stock purchase agreements for the sale of the Purchased Shares to thirty-two (32) individual investors (individually, each a “Purchaser,” and collectively, the “Purchasers”) for an aggregate purchase price of $650,000 ($0.6523 per share). Following the completion of the transaction, the Purchasers collectively hold 99.65% of the Company’s outstanding shares of common stock.

 

Following the completion of the transaction, H’sien Loong Wong, is the beneficial owner of 450,000 shares of the Company’s common stock (45% of the issued and outstanding shares of common stock of the Company), and as such he is able to unilaterally control the election of our board of directors, all matters upon which shareholder approval is required and, ultimately, the direction of our Company. Mr. Wong acquired his 450,000 shares of common stock from Leong Will Liam, the Company’s former President, Secretary, Treasurer, Director and controlling shareholder) for $293,535 ($0.6523 per share). Mr. Wong purchased such shares with his own savings. With the exception of Mr. Wong, upon the completion of the transaction, no other Purchaser owns in excess of 10% of the Company’s common stock.

15. 13. FOREIGN CURRENCY EXCHANGE RATE

The Company cannot guarantee that the current exchange rate will remain stable, therefore there is a possibility that the Company could post the same amount of income for two comparable periods and because of the fluctuating exchange rate post higher or lower income depending on exchange rate converted into US$ at the end of the financial year. The exchange rate could fluctuate depending on changes in political and economic environments without notice.

16. 14. SEGMENT REPORTING

ASC 280, “Segment Reporting” establishes standards for reporting information about operating segments on a basis consistent with the Company’s internal organization structure as well as information about services categories, business segments and major customers in financial statements. The Company has single reportable segment based on business unit, food and beverage business and three reportable segments based on country, United States, Marshall Islands and Malaysia.

In accordance with the “Segment Reporting” Topic of the ASC, the Company’s chief operating decision maker has been identified as the Chief Executive Officer and President, who reviews operating results to make decisions about allocating resources and assessing performance for the entire Company. Existing guidance, which is based on a management approach to segment reporting, establishes requirements to report selected segment information quarterly and to report annually entity-wide disclosures about products and services, major customers, and the countries in which the entity holds material assets and reports revenue. All material operating units qualify for aggregation under “Segment Reporting” due to their similar customer base and similarities in economic characteristics; nature of products and services; and procurement, manufacturing and distribution processes.

F-14

SCHEDULE OF SEGMENT REPORTING INFORMATION BY BUSINESS UNIT

          
  

For the Nine Months Ended and As of

December 31, 2023

 
By Business Unit Assets Leasing Business  Food & Beverage Business  Total 
Revenue $23,343  $           -  $23,343 
             
Cost of revenue  -   -   - 
General and administrative expenses  (97,447)  -   (97,447)
             
Loss from operations  (74,104)  -   (74,104)
             
Total assets $60,754  $-  $60,754 
Capital expenditure $-  $-  $- 

          
  

For the Nine Months Ended and As of

December 31, 2022

 
By Business Unit Assets Leasing Business  Food & Beverage Business  Total 
Revenue $        -  $113,750  $113,750 
             
Cost of revenue  -   (69,081)  (69,081)
General and administrative expenses  -   (563,612)  (563,612)
             
Loss from operations  -   (518,943)  (518,943)
             
Total assets $-  $76,630  $76,630 
Capital expenditure $-  $11,434  $11,434 

SCHEDULE OF SEGMENT REPORTING INFORMATION BY COUNTRY

             
  

For the Nine Months Ended and As of

December 31, 2023

 
By Country United States  Marshall  Malaysia  Total 
Revenue $-  $         -  $23,343  $23,343 
                 
Cost of revenue  -   -   -   - 
General and administrative expenses  (66,552)  -   (30,895)  (97,447)
                 
Loss from operations  (66,552)  -   (7,552)  (74,104)
                 
Total assets $1,335   $-   $59,419   $60,754  
Capital expenditure $-  $-  $-  $- 

             
  

For the Nine Months Ended and As of

December 31, 2022

 
By Country United States  Marshall  Malaysia  Total 
Revenue $-  $-  $113,750  $113,750 
                 
Cost of revenue  -   -   (69,081)  (69,081)
General and administrative expenses  (69,532)  (1,800)  (492,280)  (563,612)
                 
Loss from operations  (69,532)  (1,800)  (447,611)  (518,943)
                 
Total assets $95  $-  $76,535  $76,630 
Capital expenditure $-  $-  $11,434  $11,434 

15. SUBSEQUENT EVENTS

In accordance with ASC Topic 855, “Subsequent Events”, which establishes general standards of accounting for and disclosure of events that occur after the balance sheet date but before financial statements are issued, the Company has evaluated all events or transactions that occurred after June 30, 2020December 31, 2023 up through the date the Company presented these auditedunaudited financial statements.

F-17 F-15

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The information contained in this quarter report on Form 10-Q is intended to update the information contained in our Form 10-K dated August 3, 2020,June 28, 2023, for the year ended March 31, 20202023 and presumes that readers have access to, and will have read, the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and other information contained in such Form 10-K. The following discussion and analysis also should be read together with our financial statements and the notes to the financial statements included elsewhere in this Form 10-Q.

Certain statements in this Report constitute forward-looking statements. These forward-looking statements include statements, which involve risks and uncertainties, regarding, among other things, (a) our projected sales, profitability, and cash flows, (b) our growth strategy, (c) anticipated trends in our industry, (d) our future financing plans, and (e)café our anticipated needs for, and use of, working capital. They are generally identifiable by use of the words “may,” “will,” “should,” “anticipate,” “estimate,” “plan,” “potential,” “project,” “continuing,” “ongoing,” “expects,” “management believes,” “we believe,” “we intend,” or the negative of these words or other variations on these words or comparable terminology. In light of these risks and uncertainties, there can be no assurance that the forward-looking statements contained in this filing will in fact occur. You should not place undue reliance on these forward-looking statements.

The forward-looking statements speak only as of the date on which they are made, and, except to the extent required by federal securities laws, we undertake no obligation to update any forward-looking statements to reflect events or circumstances after the date on which the statements are made or to reflect the occurrence of unanticipated events.

Overview

We share the same business plan as that of our subsidiaries. We are engaged in the production and sale of food products, specifically dessert created and sold through various restaurants that we operate in Malaysia. We sell our goods under our brand name “Sweet Hut.” We have fourtwo dessert restaurant chains and one central kitchen.

It is worth highlighting that, on March 16, 2020, Malaysia Prime Minister announcedOn October 31, 2022, the implementationCompany terminated all the tenancy agreements before the due date of Movement Control Order (“MCO”) under Control of Infectious Diseases Act 1988 and the Police Act 1967agreements.

On November 30, 2022, the Company has entered into a lease agreement with a third party, Sweet Bakery & Dessert Cafe Sdn Bhd to contain the spread of coronavirus disease 2019 (“COVID-19”). Pursuantlease their assets to the declaration, initial phase ofthird party. The leasing period is commencing from January 1, 2023 to December 31, 2023. The Company did not cease its business operation nor sell the MCO effectively take place from March 18, 2020 to March 31, 2020operating assets. The Company is looking for a period of 14 days, and subsequently extendednew strategic location to May 12, 2020 with three 14-day MCO extensions declared by Malaysia Prime Minister.

Pursuantcontinue their business while leasing out their assets to the MCO, all government and private premises except those involved in essential supply of goods and services such as water, electricity, energy, telecommunications, postal, transportation, irrigation, oil, gas, fuel, lubricants, broadcasting, finance, banking, health, pharmacy, fire, prison, port, airport, safety, defense, cleaning, retail and food supply should be closed.third party.

On May 1, 2020, Malaysia Prime Minister announced that Conditional Movement Control Order (“CMCO”), a relaxation of MCO will replaced existing MCO on May 4, 2020 onwards and scheduled to expire on original 4th MCO expiration date, May 12, 2020. On May 10, 2020, Malaysia Prime Minister announced that the CMCO will be extended for a period of 4 weeks from May 13, 2020 until June 9, 2020.

Pursuant to CMCO, most economic sectors and activities are allowed to operate while observing the business standard operation procedures such as in our case social distancing and recording the names and telephone numbers of customers and the dates of their visit.

On June 7, 2020, Malaysia Prime Minister announced that Recovery Movement Control Order (“RMCO”) would take place from June 10, 2020 to August 31, 2020, while preserving previous allowable economic activity, interstate travelling is now permissible.

The Company’s central kitchen and all four restaurants were operating throughout the MCO, CMCO and RMCO period.

Results of Operations

For the threenine months ended June 30, 2020December 31, 2023 and 2019,2022, the Company has generated a revenue of $91,974$23,343 and $48,727. Increment of 88.75%.$113,750, respectively. Breakdown of revenue as following:

 

Three months ended

June 30

  Three months ended
December 31,
 Nine months ended
December 31,
 
 2023 2022 2023 2022 
Lease Revenue $7,706  $-  $23,343  $- 
Percentage towards Total Revenue  100%  0%  100%  0%
 2020  2019                 
Dine-In and Take Away Revenue $59,066  $35,158  $-  $7,564  $-  $68,122 
Percentage towards Total Revenue  64.22%  72.15%  0%  66.35%  0%  59.89%
                        
Delivery Revenue $32,908  $13,569  $-  $3,836  $-  $45,628 
Percentage towards Total Revenue  35.78%  27.85%  0%  33.65%  0%  40.11%
                        
Total Revenue $91,974  $48,727  $7,706  $11,400  $23,343  $113,750 
                        
Total Cost of Sales $24,499  $20,416  $-  $(9,286) $-  $(69,081)
                        
Total Gross Profit $67,475  $28,311  $7,706  $2,114  $23,343  $44,669 
Gross Profit Margin  73.36%  58.10%  100%  18.54%  100%  39.27%

3

Revenue for the Three Months ended December 31, 2023 and 2022

For the three months ended December 31, 2023, the Company earned a lease revenue of $7,706 due to the Company has entered into a lease agreement with a third party, Sweet Bakery & Dessert Café Sdn Bhd to lease their assets to the third party.

Dine-in and take away revenue growdeclined from $35,158$7,564 for the three months ended June 30, 2019December 31, 2022 to $59,066$0 for the three months ended June 30, 2020 for a growth rateDecember 31, 2023. The decline in dine-in revenue primarily due to the termination of approximately 68.00%. Theall the tenancy agreements on October 31, 2022. Therefore, the Company contributes such increase towards the improvement of quality control over meal served and the introduction of new menu.do not generate any dine-in revenue from October 2023 to December 2023.

Delivery revenue growdeclined from $13,569$3,836 for the three months ended June 30, 2019December 31, 2022 to $32,908$0 for the three months ended June 30, 2020 for a growth rate of approximately 142.51%.December 31, 2023. The Company believes while the dine-in experience improvement directly contributed todecline in delivery revenue growth such growth in delivery is primarily contributed by MCO.

Againdue to the termination of all the tenancy agreements on October 31, 2022. Therefore, the Company has seen an increasingly dependency over deliverydo not generate any dine-in revenue as such portion offrom October 2023 to December 2023.

Total revenue accounting for total revenue, growdeclined from 27.85%$11,400 for the three months ended June 30, 2019December 31, 2022 to 35.78%$7,706 for the three months ended June 30, 2020. The management believes that, inDecember 31, 2023, primarily due to the foreseeable future,termination of all the tenancy agreements on October 31, 2022. Therefore, the Company do not generate any dine-in revenue generated through food delivery shall continuously improve and account for a significant portion of the Company’s revenue.from October 2023 to December 2023.

Gross Profit

The Company gross profit margin has improved considerably from 58.10%Revenue for the threeNine Months ended December 31, 2023 and 2022

For the nine months ended June 30, 2019December 31, 2023, the Company earned a lease revenue of $23,343 due to 73.36%the Company has entered into a lease agreement with a third party, Sweet Bakery & Dessert Cafe Sdn Bhd to lease their assets to the third party.

Dine-in and take away revenue declined from $68,122 for the threenine months ended June 30, 2020. Management believes that such improvement isDecember 31, 2022 to $0 for the nine months ended December 31, 2023. The decline in dine-in revenue primarily due to greater meal preparation procedure resulted in less wastage in raw material as partthe termination of quality control improvement and introduction of new menu item with greater margin. As a combination of favorable revenue and profit margin,all the tenancy agreements on October 31, 2022. Therefore, the Company enjoys a growth of 138.33% in gross profit in absolute figure,do not generate any dine-in revenue from $28,311March 2023 to December 2023.

Delivery revenue declined from $45,628 for the threenine months ended June 30, 2019December 31, 2022 to $67,475$0 for the threenine months ended June 30, 2020.December 31, 2023. The decline in delivery revenue primarily due to the termination of all the tenancy agreements on October 31, 2022. Therefore, the Company do not generate any dine-in revenue from March 2023 to December 2023.

Total revenue declined from $113,750 for the nine months ended December 31, 2022 to $23,343 for the nine months ended December 31, 2023, primarily due to the termination of all the tenancy agreements on October 31, 2022. Therefore, the Company do not generate any dine-in revenue from March 2023 to December 2023.

General and Administrative Expenses

For the threenine months ended June 30, 2020December 31, 2023 and 2019,2022, the Company has incurred a general and administrative expenses of $101,202$ 97,447 and $104,424$563,612 respectively. Of which primarily consist of salary, lease expenses, utilities, depreciation, professional fees and repair and maintenance and advertisement and promotions.

  

Three months ended

June 30

 
Primary expenses 2020  2019 
Salary and salary related expenses $56,735  $44,409 
Percentage towards General and Administrative Expenses  56.06%  46.35%
         
Lease expenses $20,282  $21,859 
Percentage towards General and Administrative Expenses  20.04%  22.81%
         
Utility expenses $9,916  $13,053 
Percentage towards General and Administrative Expenses  9.80%  13.62%
         
Depreciation expenses $6,832  $6,304 
Percentage towards General and Administrative Expenses  6.75%  6.85%
         
Professional expenses $2,606  $2,066 
Percentage towards General and Administrative Expenses  2.58%  2.16%
         
Repair and maintenance expenses $1,627  $4,804 
Percentage towards General and Administrative Expenses  1.61%  5.01%
         
Compliance expenses $200  $491 
Percentage towards general and administrative expenses  0.20%  0.51%
         
Advertisement and promotion expenses $928  $- 
Percentage towards General and Administrative Expenses  0.92%  - 
         
Total primary expenses $99,126  $92,986 
Percentage towards General and Administrative Expenses  97.95%  97.05%
         
Miscellaneous expenses $2,076   2,827 
Percentage towards General and Administrative Expenses  2.05%  2.95%

Net Loss

 

Net Loss

For the threenine months ended June 30, 2020December 31, 2023 and 2019,2022, the Company has incurred a net loss of $24,755$ 74,261 and $68,230$520,166 respectively.

4

Liquidity and Capital Resources

Cash Used In Operating Activities

For the threenine months ended June 30, 2020,December 31, 2023, the Company has used $33,978$71,934 in operating activities primarily caused by net loss from operating, increase in prepaymentwrite off of other receivables and decrease in trade payable, other payableaccrued liabilities and lease liability contra by decrease in prepayment and depreciation.

For the threenine months ended June 30, 2019,December 31, 2022, the Company has used $50,143$295,748 in operating activities caused by net loss from operating, increase in tradeaccounts receivable and prepayment andinventories, decrease in prepayment, accounts payable, accrued liabilities and lease liability contra by decrease indepreciation, inventory written off, fixed asset written off and increase in trade payable andwrite off of other payables and depreciation.receivables.

Cash Used In investing activitiesin Investing Activities

The Company has invested $701$0 in investing activity for the nine months ended December 31, 2023.

The Company has invested $11,434 in investing activity for the acquisition of new kitchen equipment and office equipment for the threenine months ended June 30, 2020.December 31, 2022.

The Company has invested $18,312 in renovation in central kitchen for the three months ended June 30, 2019.

Cash Provided by Financing Activities

For the threenine months ended June 30, 2020,December 31, 2023, the Company received $8,304repaid $48,361 from financing cash flow primarily consist of advances from director contra by repaymentrelated party and repaid $7,604 to officer.bank loan.

For the threenine months ended June 30, 2019,December 31, 2022, the Company received $54,815$281,406 from financing cash flow primarily consist of advances from director and officer contra by repayment of hire purchase loan and businessrepaid $11,838 to bank loan.

Off-balance Sheet Arrangements

We have no significant off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in our financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to our stockholders as of June 30, 2020.December 31, 2023.

Contractual Obligations

As of June 30, 2020,December 31, 2023, the Company has no contractual obligations involved.

5

ITEM 3 QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

As a “smaller reporting company” as defined by Item 10 of Regulation S-K, the Company is not required to provide information required by this Item.

ITEM 4 CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures:

We carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of June 30, 2020.December 31, 2023. This evaluation was carried out under the supervision and with the participation of our Chief Executive Officer and our Chief Financial Officer. Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that, as of June 30, 2020,December 31, 2023, our disclosure controls and procedures were not effective due to the presence of material weaknesses in internal control over financial reporting.

A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the company’s annual or interim financial statements will not be prevented or detected on a timely basis. Management has identified the following material weaknesses which have caused management to conclude that, as of June 30, 2020,December 31, 2023, our disclosure controls and procedures were not effective: (1) lack of a functioning audit committee due to a lack of a majority of independent members and a lack of a majority of outside directors on our board of directors, resulting in ineffective oversight in the establishment and monitoring of required internal controls and procedures; (2) inadequate segregation of duties and effective risk assessment; (3) insufficient written policies and procedures for accounting and financial reporting with respect to the requirements and application of both US GAAP and SEC guidelines; and (4) lack of internal audit function due to the fact that the Company lacks qualified resources to perform the internal audit functions properly and that the scope and effectiveness of the internal audit function are yet to be developed.

Changes in Internal Control Over Financial Reporting:

There were no changes in our internal control over financial reporting during the quarter ending June 30, 2020,ended December 31, 2023, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

6

PART II — OTHER INFORMATION

Item 1. Legal Proceedings

From time to time, we may become party to litigation or other legal proceedings that we consider to be a part of the ordinary course of our business. We are not currently involved in legal proceedings that could reasonably be expected to have a material adverse effect on our business, prospects, financial condition or results of operations. We may become involved in material legal proceedings in the future.

Item 1A. Risk Factors

As a “smaller reporting company” as defined by Item 10 of Regulation S-K, the Company is not required to provide information required by this Item.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

(a) None.

(b) None.

(c) None.

Item 3. Defaults Upon Senior Securities

(a) None.

(b) None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information.

None.

Item 6. Exhibits

31.1Rule 13(a)-14(a) / 15(d)-14(a) Certification of principal executive officer and principal financial officer
32.1Section 1350 Certification of principal executive officer and principal financial officer
101.INSInline XBRL Instance Document
101.SCHInline XBRL Taxonomy Extension Schema Document
101.CALInline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document
101.LABInline XBRL Taxonomy Extension Label Linkbase Document
101.PREInline XBRL Taxonomy Extension Presentation Linkbase Document
104Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)

7

SIGNATURES

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

SYNERGY EMPIRE LIMITED
(Name of Registrant)
Date: August 14, 2020February 8, 2024
By:/s/ Law Jia MingH’sien Loong Wong
Name:Law Jia MingH’sien Loong Wong
Title:Chief Executive Officer, Chief Financial OfficerPresident, Secretary, Treasurer and Director

8