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 December 31, 2019September 30, 2022

[   ]☐ 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 333-214469

BITMIS CORP.

(Exact name of registrant as specified in its charter)

Nevada

(State or Other Jurisdiction of Incorporation or Organization)

Unit No. 5784, 152 Chartered Square Building, 212/19,

Bangkok, Thailand 10500400 Blake Street, Suite 3401
New Haven, Connecticut 06515

Tel.  (702) 605-0123

Email: bitmiscorp@gmail.com

(Address and telephone number of principal executive offices)offices, Zip Code)

Securities registered pursuant to Section 12(b) of the Act:(646) 768-8417

(Registrant’s telephone number, including area code)

None

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

Indicate by check markCheck whether the registrantissuer (1) has filed all reports required to be filed by Section 13 or 15 (d)15(d) of the Securities Exchange Act of 1934 during the precedingpast 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 ☒  No ☐

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

IndicateIf 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 checkmark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes ( )☒   No (X)☐

State the number of shares outstanding of eachSecurities registered pursuant to Section 12(b) of the issuer's classesAct:

As of common equity, as of the latest practicable date:  6,250,750January 20, 2023, there were 7,250,750 common shares are issued and outstanding as of February 14, 2020.outstanding.

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BITMIS CORP.

QUARTERLY REPORT ON FORM 10-Q

Table of Contents

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PART 1 – FINANCIAL INFORMATION

Item 1. Financial Statements

The accompanying interim financial statements of Bitmis Corp. (“the Company”, “we”, “us” or “our”) have been prepared without audit pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with United States generally accepted principles have been condensed or omitted pursuant to such rules and regulations.

The interim financial statements are condensed and should be read in conjunction with the company’s latest annual financial statements.

In the opinion of management, the financial statements contain all material adjustments, consisting only of normal adjustments considered necessary to present fairly the financial condition, results of operations, and cash flows of the Company for the interim periods presented.

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BITMIS CORP.

Balance sheetsCONDENSED BALANCE SHEETS

DECEMBER 31, 2019(In U.S. dollars)

(Unaudited)

See accompanying notes, which are an integral part of these financial statements

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BITMIS CORP.

Statement of operationsCONDENSED STATEMENTS OF OPERATIONS

THREE AND SIX MONTHS ENDED DECEMBER 31, 2019 AND 2018(Unaudited)

(Unaudited)(In U.S. dollars)

See accompanying notes, which are an integral part of these financial statements

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BITMIS CORP.

Statement of Changes in Stockholder’s EquityCONDENSED STATEMENT OF CHANGES IN STOCKHOLDERS’ EQUITY (DEFICIT)

As of December 31, 2019(Unaudited)
(In U.S. dollars)

(Unaudited)

See accompanying notes, which are an integral part of these financial statements

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BITMIS CORP.

Statement of cash flowsCONDENSED  STATEMENT OF CASH FLOWS

SIX MONTHS ENDED DECEMBER 31, 2019 AND 2018(Unaudited)

(Unaudited)(In U.S. dollars)

See accompanying notes, which are an integral part of these financial statements

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BITMIS CORP.

Notes to the unaudited financial statementsNOTES TO CONDENSED FINANCIAL STATEMENTS

DECEMBER 31, 2019

Note 1 – ORGANIZATION AND NATURE OF BUSINESS

Bitmis Corp. (“the Company”, “we”, “us” or “our”) was incorporatedfounded in the State of Nevada on June 6, 2016. We just recently started our operations. We intendThe Company originally intended to commence operations in the business of consulting in Thailand. Our company plansThailand but it was not successful. On February 24, 2020, Anna Varlamova, the president, treasurer, secretary and director of Bitmis Corp. sold 5,000,000 shares of the Company’s common stock, representing 80% of the total issued and outstanding shares of common stock of the Company, in a private transaction (the “Transaction”) to provide business-consulting services entitiesLi Wen Chen, Bi Feng Zhao, Heng Jian Yang, Kin Chiu Leung, Jin Jia Mai and individualsZhong Xiong Chen for an aggregate purchase price of $395,000 (the “Purchase Price”). Li Wen Chen, Bi Feng Zhao, Heng Jian Yang, Kin Chiu Leung, Jin Jia Mai and Zhong Xiong Chen (collectively, the “Purchasers”) purchased, respectively, 1,250,000 shares, 1,000,000 shares, 1,000,000 shares, 750,000 shares, 500,000 shares and 500,000 shares of the common stock of the Company from Anna Varlamova. The share ownership of Li Wen Chen, Bi Feng Zhao, Heng Jian Yang, Kin Chiu Leung, Jin Jia Mai and Zhong Xiong Chen represents, respectively, 20%, 16%, 16%, 12%, 8% and 8% of the total issued and outstanding shares of common stock of the Company.

In December 2019, a novel strain of coronavirus, causing a disease referred to as COVID-19, was reported to have surfaced in Thailand. We offerWuhan, China. Since then, COVID-19 has spread all over China and many other countries in the following setworld. In March 2020, the World Health Organization declared the COVID-19 outbreak a pandemic.

The Company’s business and results of services:operations have been adversely affected and could continue to be adversely affected by the COVID-19 pandemic. Quarantines, travel restrictions, shelter-in-place and other restrictions related to COVID-19 have impacted the Company’s abilities to visit and meet clients in China for potential merger and acquisition projects.

The global economy has also been materially negatively affected by COVID-19 and there is continued severe uncertainty about the duration and intensity of its impacts. The Chinese and global growth forecast is extremely uncertain, which could seriously affect people’s investment portfolio formation, crediting, tax planning, obtainingdesires in China and internationally. While the certificatepotential economic impact brought by, and the duration of, COVID-19 may be difficult to assess or predict, a widespread pandemic could result in significant disruption of global financial markets, reducing the Company’s ability to access capital, which could negatively affect the Company’s liquidity.

On July 8, 2020, the Board of Directors received a resignation letter from Mr. Zhong Xiong Chen, a member of the Board, of Investment of Thailand (BOI), legal services. Our office location is Unit No. 5784, 152 Chartered Square Building, 212/19, 10500 Bang(ok, Thailand.effective on July 8, 2020. Mr. Chen indicated that his resignation was due to personal reasons.

The results forOn July 8, 2020, the three months ended December 31, 2019 are not necessarily indicativeBoard received a resignation letter from Ms. Li Wen Chen, a member of the resultsBoard and Chief Financial Officer of operations for the full year. These financial statements and related footnotes should be readCompany, effective on July 8, 2020. Ms. Chen indicated that her resignation was due to personal reasons.

The Company has been dormant since July, 2020.

On April 12, 2022, the Eighth Judicial District Court in conjunction with the consolidated financial statements and footnotes thereto included inClark County, Nevada Case No: A-22-849683-B appointed Custodian Ventures, managed by David Lazar as the Company’s Annual Report on Form 10K for the year ended June 30, 2019, filed with the Securitiescustodian. Upon his appointment all former officers and Exchange Commission.

The accompanying condensed financial statements have been prepared bydirectors of the Company without audit. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations, and cash flows at December 31, 2019 and for the related periods presented.resigned.

Note 2 – GOING CONCERN

The accompanying consolidated financial statements have been prepared in conformity with generally accepted accounting principles, which contemplate continuation ofassuming the Company will continue as a going concern.concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business for the twelve months following the date of these consolidated financial statements. The Company has incurred significant operating losses since its inception. As of Septembe3 30, 2022, the Company had a working capital deficit of $nil, due to liabilities assumed by the shareholder (please see note 4 for more details) and an accumulated deficit of $ 39,442 as of December 31, 2019.  $56,230.

The Company currently has loses and has not completed its effortsexpects to establish a stabilized source of revenuesgenerate operating cash flows that will be sufficient to cover operating costs over an extended period of time. Therefore,fund presently anticipated operations although there iscan be no assurance. This raises substantial doubt about the Company’s ability to continue as a going concern. Management anticipates thatTherefore, the Company will be dependent, for the near future, on additional investment capital to fund operating expenses The Company intends to position itself so that it will be ableneed to raise additional funds and is currently exploring alternative sources of financing to supplement expected cash flow. Historically, the Company has raised capital through private placements, as an interim measure to finance working capital needs and may continue to raise additional capital through the sale of common stock or other securities and obtaining some short-term loans. The Company will be required to continue to do so until its revenues support its operations.

The Company may attempt to raise capital markets. In lightin the near future through the sale of management’s efforts,equity or debt financing; however, there are nocan be assurances that the Company will be successful in thisdoing so. There can be no assurance that such additional financing will be available to the Company on acceptable terms or any of its endeavors or become financially viable and continue as a going concern.at all.

NoteNOTE 3 – SUMMARY OF SIGNIFCANTSIGNIFICANT ACCOUNTING POLICIES

Basis of presentationPresentation

The accompanying financial statements have been prepared in accordance with generally acceptedthe Financial Accounting Standards Board (“FASB”) “FASB Accounting Standard Codification™” (the “Codification”) which is the source of authoritative accounting principles recognized by the FASB to be applied by nongovernmental entities in the United States of America. The Company’s yearend is June 30.

Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles (“GAAP”) in the United States.

Principles of consolidation

The consolidated financial statements include the financial statements of all the subsidiaries. All inter-company transactions and balances have been eliminated upon consolidation.

Use of estimates

The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the calculation of stock-based compensation, and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amountamounts of revenues and expenses during the reporting period. ActualManagement makes these estimates using the best information available at the time the estimates are made; however actual results could differ from those estimates. Significant items subject to such estimates and assumptions include valuation of inventory, and recoverability of carrying amount and the estimated useful lives of long-lived assets.

Cash and cash equivalents

Cash Equivalents

The Company considers alland cash equivalents consist of cash on hand, cash in bank with no restrictions, as well as highly liquid investments with the originalwhich are unrestricted as to withdrawal or use, and which have remaining maturities of three months or less to be cash equivalents. Thewhen initially purchased. As of June 30, 2022, the Company had $54 ofno cash as of December 31, 2019.on hand.

Depreciation, Amortization, and CapitalizationIncome taxes

The Company records depreciation and amortization when appropriate using straight-line balance method over the estimated useful life of the assets. We estimate that the useful life of PC and related equipment is 4 years. Expenditures for maintenance and repairs are charged to expense as incurred. Additions, major renewals and replacements that increase the property's useful life are capitalized. Property sold or retired, together with the related accumulated depreciation is removed from the appropriated accounts and the resultant gain or loss is included in net income.

Fair Value of Financial Instruments

AS topic 820 "Fair Value Measurements and Disclosures" establishes a three-tier fair value hierarchy, which prioritizes the inputs in measuring fair value. The hierarchy prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market.

These tiers include:

The carrying value of cash and the Company’s loan from shareholder approximates its fair value due to their short-term maturity.

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BITMIS CORP.

Notes to the unaudited financial statements

DECEMBER 31, 2019

Income Taxes

The Company accounts for income taxes using the asset and liability method in accordance withunder FASB ASC 740, “Accounting for Income TaxesTaxes”. The asset and liability method provides thatUnder FASB ASC 740, deferred tax assets and liabilities are recognized for the expected future tax consequences of temporaryattributable to differences between the financial reporting and tax basesstatement carrying amounts of existing assets and liabilities and for operating loss andtheir respective tax credit carry-forwards.bases. Deferred tax assets and liabilities are measured using the currently enacted tax rates and laws that will beexpected to apply to taxable income in effect when the years in which those temporary differences are expected to reverse. The Company records a valuation allowance to reducebe recovered or settled. Under FASB ASC 740, the effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. FASB ASC 740-10-05, “Accounting for Uncertainty in Income Taxes” prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities.

The amount recognized is measured as the largest amount of benefit that is believed moregreater than 50 percent likely than not to be realized.

Revenue Recognition

of being realized upon ultimate settlement. The Company recognizes revenue in accordance with Accounting Standards Codification No. 605, “Revenue Recognition” ("ASC-605"), ASC-605 requiresassesses the validity of its conclusions regarding uncertain tax positions quarterly to determine if facts or circumstances have arisen that four basic criteria must be met before revenue can be recognized: (1) persuasive evidence of an arrangement exists; (2) delivery has occurred; (3) the selling price is fixed and determinable; and (4) collectability is reasonably assured. Determination of criteria (3) and (4) are based on management's judgmentsmight cause it to change its judgment regarding the fixed naturelikelihood of the selling prices of the products delivered and the collectability of those amounts. Provisions for discounts and rebates to customers, estimated returns and allowances, and other adjustments are provided for in the same period the related sales are recorded. The Company will defer any revenue for which the product has not been delivered or is subject to refund until such time that the Company and the customer jointly determine that the product has been delivered or no refund will be required. As of December 31, 2019 the Company has not generated any revenue.a tax position’s sustainability under audit.

Net Loss per Share

Basic Income (Loss) Per Share

The Company computes income (loss) per share in accordance with FASB ASC 260 “Earnings per Share”. BasicNet loss per common share is computed by dividing net income (loss) available toloss by the weighted average common shareholdersshares outstanding during the period as defined by Financial Accounting Standards, ASC Topic 260, “Earnings per Share.” Basic earnings per common share (“EPS”) calculations are determined by dividing net income by the weighted average number of outstandingshares of common shares during the period. Diluted income (loss) per share gives effect to all dilutive potential common sharesstock outstanding during the period.  Dilutive lossyear. Diluted earnings per common share calculations are determined by dividing net income by the weighted average number of common shares and dilutive common share equivalents outstanding.

Recent Accounting Pronouncements

There are no recent accounting pronouncements that impact the Company’s operations.

NOTE 4 – RELATED PARTY NOTES PAYABLE, ACCRUED EXPENSES AND OTHER LIABILITIES

On September 22, 2022, as a result of a private transaction 10,000,000 shares of Series A Preferred Stock, $0.001 par value per share excludes all potential common shares if their effect is anti-dilutive. (the “Shares”) of Bitmis Corp., a Nevada corporation (the “Company”), were transferred from Custodian Ventures LLC, a Wyoming limited liability company, to Yuan Xiaoyan (the “Purchaser”). The transaction contemplated in the SPA closed on the same day (the “Closing”) subject to certain post-closing delivery as set forth in the SPA. In connection with the SPA, on the same day, the Company and Custodian agreed that the liabilities would fully assumed by Custodian, as of September 22, 2022, with amount of $18,622 as part of the transaction terms.

As of December 31, 2019 there were no potentially dilutive debt or equity instruments issued or outstanding.  

Comprehensive Income

Comprehensive income is definedSeptember 30 and June 30, 2022, the company had nil and $1,914 in accounts payable. Besides, as all changes in stockholders’ equity (deficit), exclusive of transactions with owners, such as capital investments. Comprehensive income includes net income or loss, changes in certain assetsSeptember 30 and liabilities that are reported directly in equity such as translation adjustments on investments in foreign subsidiaries and unrealized gains (losses) on available-for-sale securities. As of December 31, 2019 were no differences between our comprehensive loss and net loss.

Stock-Based Compensation

Stock-based compensation is accounted for at fair value in accordance with ASC Topic 718.  To date,June 30, 2022, the Company has not adopted a stock option planhad nil and has not granted any stock options.$7,358 in interest- free related party loans.

Recent Accounting Pronouncements

We have reviewed all the recently issued, but not yet effective, accounting pronouncements and we do not believe any of these pronouncements will have a material impact on the Company.

Note 4 – LOAN FROM DIRECTOR

As of December 31, 2019, our sole director has loaned to the Company $7,567. This loan is unsecured, non-interest bearing and due on demand.

The balance due to the director was $7,567 as of December 31, 2019.

Note 5 – COMMON STOCKSTOCKHOLDERS’ EQUITY

The Company has 75,000,000, $0.001 par value shares of common stock authorized.

On June 28, 2017 the Company issued 5,000,000 shares of common stock to a director for cash proceeds of $5,000 at $0.001 per share.

There were 6,250,750 shares of common stock issued and outstanding as of December 31, 2018.September 30, 2022.

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BITMIS CORP.

NotesAdditionally, the Company’s issued capital stock of Preferred Shares consists of 10,000,000 shares of Series A Preferred stock was issued to Custodian Ventures, LLC on July 20, 2022 as compensation for the funding it has provided to the unaudited financial statementsCompany.

DECEMBER 31, 2019

Note 6 – COMMITMENTS AND CONTINGENCIES

Our sole officer and director, Anna Varlamova, has agreed to provide her own premise under office needs. She willThe Company did not takehave any fee for these premises, it is for free use.contractual commitments as of September 30, 2022.

Note 7 – SUBSEQUENT EVENTSEVENT

In accordance with SFAS 165 (ASC 855-10)On December 30, 2022, the Company has analyzed its operations subsequententered into a share exchange agreement (“Share Exchange Agreement”) with (i) Cambell International Holding Limited (“Cambell International”), a limited liability company incorporated in British Virgin Islands on September 23, 2020 and (ii) the shareholders of Cambell International (the “Cambell Shareholders”) to February 14, 2020acquire all the issued and outstanding capital stock of Cambell International in exchange for the issuance to the date these financial statements were issued,Cambell Shareholders of an aggregate of 1,000,000 shares (the “Shares”) of the Company’s common stock and has determined that it does not have any material subsequent eventsthe transfer by Ms. Xiaoyan to disclose in these financial statements.the Cambell Shareholders of 9,000,000 shares of our Series A Preferred Stock owned by her (“Reverse Acquisition”). The Reverse Acquisition was closed on December 30, 2022.

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

Forward looking statement notice

FORWARD LOOKING STATEMENT NOTICE

Statements made

The following discussion of our financial condition and results of operations should be read in conjunction with our financial statements and the related notes, and other financial information included in this Form 10-Q and our financial statements and notes thereto included in our annual report on Form 10-K for the fiscal year ended June 30, 2022 (the “2022 Form 10-K”).

Our Management’s Discussion and Analysis contains not only statements that are not historical facts, but also statements that are forward-looking. Words such as “anticipates,” “expects,” “intends,” “plans,” “predicts,” “potential,” “believes,” “seeks,” “hopes,” “estimates,” “should,” “may,” “will,” “with a view to” and variations of these words or current factssimilar expressions are "forward-looking statements" made pursuantintended to the safe harbor provisions of Section 27A of the Securities Act of 1933 (the "Act") and Section 21E of the Securities Exchange Act of 1934.identify forward-looking statements. These statements often can be identified by the useare not guarantees of terms such as "may," "will," "expect," "believe," "anticipate," "estimate," "approximate" or "continue," or the negative thereof. We intend that such forward-looking statements be subject to the safe harbors for such statements. We wish to caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made. Any forward-looking statements represent management's best judgment as to what may occur in the future. However, forward-looking statementsfuture performance and are subject to risks, uncertainties and importantassumptions that are difficult to predict. Forward-looking statements are, by their very nature, uncertain and risky. These risks and uncertainties include international, national, and local general economic and market conditions; our ability to sustain, manage, or forecast growth; our ability to successfully make and integrate acquisitions; new product development and introduction; existing government regulations and changes in, or the failure to comply with, government regulations; adverse publicity; competition; the loss of significant customers or suppliers; fluctuations and difficulty in forecasting operating results; change in business strategy or development plans; business disruptions; the ability to attract and retain qualified personnel; the ability to protect technology; the risk of foreign currency exchange rates; and other risks that might be detailed from time to time in our filings with the Securities and Exchange Commission. For more information, see our discussion of risk factors beyondlocated at Part I, Item 1A of our control that could cause2019 Form 10-K.

Although the forward-looking statements in this Report reflect the good faith judgment of our management, such statements can only be based on facts and factors currently known by them. Consequently, and because forward-looking statements are inherently subject to risks and uncertainties, the actual results and events tooutcomes may differ materially from historicalthe results and outcomes discussed in the forward-looking statements. You are urged to carefully review and consider the various disclosures made by us in this report as we attempt to advise interested parties of the risks and factors that may affect our business, financial condition, and results of operations and events and those presently anticipated or projected. We disclaim any obligation subsequently to revise any forward-looking statements to reflect events or circumstances after the date of such statement or to reflect the occurrence of anticipated or unanticipated events.prospects.

Financial information contained in this quarterly report and in our unaudited interim financial statements is stated in United States dollars and are prepared in accordance with United States generally accepted accounting principles.

DescriptionOVERVIEW

Bitmis Corp. (“the Company,” “we,” “us” or “our”) was founded in the State of business

We intendNevada on June 6, 2016. The Company originally intended to commence operations in the business of consulting in Thailand. Our company plansThailand but it was not successful. On February 24, 2020, Anna Varlamova, the president, treasurer, secretary and director of Bitmis Corp. sold 5,000,000 shares of the Company’s common stock, representing 80% of the total issued and outstanding shares of common stock of the Company, in a private transaction (the “Transaction”) to provideLi Wen Chen, Bi Feng Zhao, Heng Jian Yang, Kin Chiu Leung, Jin Jia Mai and Zhong Xiong Chen for an aggregate purchase price of $395,000 (the “Purchase Price”). Li Wen Chen, Bi Feng Zhao, Heng Jian Yang, Kin Chiu Leung, Jin Jia Mai, and Zhong Xiong Chen (collectively, the “Purchasers”) purchased, respectively, 1,250,000 shares, 1,000,000 shares, 1,000,000 shares, 750,000 shares, 500,000 shares and 500,000 shares of the common stock of the Company from Anna Varlamova. The share ownership of Li Wen Chen, Bi Feng Zhao, Heng Jian Yang, Kin Chiu Leung, Jin Jia Mai and Zhong Xiong Chen represents, respectively, 20%, 16%, 16%, 12%, 8% and 8% of the total issued and outstanding shares of common stock of the Company.

In December 2019, a novel strain of coronavirus, causing a disease referred to as COVID-19, was reported to have surfaced in Wuhan, China. Since then, COVID-19 has spread all over China and many other countries in the world. In March 2020, the World Health Organization declared the COVID-19 outbreak a pandemic.

The Company’s business consulting services entities and individualsresults of operations were adversely affected and continued to be adversely affected by the COVID-19 pandemic. Quarantines, travel restrictions, shelter-in-place and other restrictions related to COVID-19 impacted the Company’s abilities to visit and meet clients in Thailand. We offerChina for potential merger and acquisition projects.

The global economy was also materially negatively affected by COVID-19 and there remains continued severe uncertainty about the following setduration and intensity of services:its impacts. As of the date of this Quarterly Report, the Chinese and global growth forecast is extremely uncertain, which could seriously affect people’s investment portfolio formation, crediting, tax planning, obtainingdesires in China and internationally. While the certificatepotential economic impact brought by COVID-19 may be difficult to assess or predict, the continued existence of COVID-19 or any of its variants could result in significant disruption of global financial markets, reducing the Company’s ability to access capital and negatively affect the Company’s liquidity.

Resignations and Appointments

On July 8, 2020, the Board of Directors received a resignation letter from Mr. Zhong Xiong Chen, a member of the Board, of Investment of Thailand (BOI), legal services.

Our principal office address is located at Unit No. 5784, 152 Chartered Square Building, 212/19, Bangkok, Thailand 10500. Our telephone number is (702) 605-0123. Our plan of operation is forward-looking and there is no assuranceeffective on July 8, 2020. Mr. Chen indicated that we will ever reach profitable operations. We have not generated any revenue to date. It is likely that we will not be able to achieve profitability and would be forced to cease operationshis resignation was due to personal reasons. On July 8, 2020, the lackBoard received a resignation letter from Ms. Li Wen Chen, a member of funding.

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Consulting service

We planthe Board and Chief Financial Officer of the Company, effective on July 8, 2020. Ms. Chen indicated that her resignation was due to offerpersonal reasons.

Thus, the following services:Company has been dormant since July 2020.

Custodianship and Changes in Control of Registrant

On April 12, 2022, the Eighth Judicial District Court in Clark County, Nevada Case No: A-22-849683-B appointed Custodian Ventures, managed by David Lazar, as the Company’s custodian. On December 9, 2021, Mr. Lazar was appointed as the sole executive officer, Chief Executive Officer, and director.

On September 22, 2022, as a result of a private transaction 10,000,000 shares of Series A Preferred Stock, $0.001 par value per share (the “Preferred Shares”) of the Company were transferred from Custodian Ventures LLC, a Wyoming limited liability company (“CV”) to Yuan Xiaoyan. As a result, Ms. Yuan Xiaoyan became the holder of 90% of the voting rights of the issued and outstanding share capital of the Company. The consideration paid for the Shares was $430,000.

As a result of the transfer of the Preferred Shares from CV to Ms. Yuan Xiaoyan, on September 22, 2022, David Lazar resigned as the sole executive officer and director. Accordingly, Mr. Lazar ceased to be the Company’s Chief Executive Officer, Chief Financial Officer, President, Treasurer, Secretary and a Director. At the effective date of the transfer of the Preferred Shares, Ms. Yuan Xiaoyan consented to act as the new Chief Executive Officer, President, Chief Financial Officer, and a Director of the Company.

On December 30, 2022, as a result of the completion of the reverse acquisition with Cambell International, Ms. Yuan Xiaoyan resigned from all of her roles at the Company, and Ms. Sun Xiuzhi was appointed as our Chief Executive Office, Chief Financial Officer, Chairman and Director of the board.

1)Yuan Xiaoyan. Chief Executive Officer, President, Chief Financial Officer, President, Chief Financial Officer, Chairman and Director of the Board, from September 22, 2022 through December 30, 2022.

Ms. Xiaoyan Yuan, age 34 graduated from Haibin College, Beijing Jiaotong University. From 2013 to 2016, she served as the administrative officer of United Business Association Beijing Representative Office, assisting in the preparation of various meetings and documents, and maintaining close contact with member units. From 2016 to 2020, she worked as the project manager of China Enterprise Finance (Beijing) Investment PortfolioFund Co., LTD., responsible for the implementation of the matters in the establishment and operation of the fund, the post-investment tracking of the invested projects, and the regular analysis of the fund and project ROI and valuation changes. From 2020 to 2022, she served as the assistant to the Chairman of the overseas listing group of small and medium-sized enterprises, mainly engaged in listing advisory services, and responsible for assisting enterprises to complete various preparations before listing.

Ms. Sun Xiuzhi, Chief Executive Officer, Chief Financial Officer, Chairman and Director of the Board, starting from December 30, 2022

Investment portfolioMs. Xiuzhi has served as the Company’s Chief Executive Office, Chief Financial Officer and Director since the closing of the Reverse Acquisition on December 30, 2022. Since 2015 she has served as the Chairperson of Liaoning Kangbaier Biotechnology Development Co., Ltd, a company she founded which is the collection of assets in Thailand, which may include real estate, business, stocks, property rights - dependingfocus on the sizeresearch and development of investment and the financial and business goals.

Accordingtechnology related to this service, we help to our potential clients to find the best solution of investment in Thai market. We plan to commence this service first.

2) Crediting

There are a number of non-bank financial institutions in Thailand, where a foreigner can get a loan to purchase a new apartment,natural β -carotene extraction as well as the loan securedcommercialization of products derived from such technology. Ms. Xiuzhi attended Shenyang University of Technology where she received a degree in September 2015.

CURRENT BUSINESS OPERATIONS

As of the date of this Quarterly Report, the Company is a “shell company” under the federal securities laws. The Company has essentially no operating assets and its business strategy is primarily identifying new business and investment opportunities. Since the transfer of Preferred Shares to and appointment of Ms., Yuan Xiaoyan as sole executive officer and director, the Company has been exploring strategic alternatives to maximize shareholder value by existing real estate.seeking business acquisition opportunities, a merger with another company, or other similar actions. In furtherance of these efforts, we have been engaged in discussions and negotiations with LiaoNing KangBaiEr Biotechnology Development Co., Ltd. (“LKBD”), an entity organized in the Peoples Republic of China (“China”), whose primary business involves the manufacture and sale of a health supplement and related products based upon carotene in China.

AccordingIn relation to this service, we helppursuing such strategic alternatives and new business acquisition opportunities, including the one referred to our customersin the previous sentence, the Company may suffer material adverse financial conditions in the event: (i) the Company is not able to consummate any transaction with LKBD or be able to find outother suitable acquisition candidates; and (ii) the lowest banks’ interest ratesCompany is unable to identify a profitable new line of business or deploy successfully our resources to operate profitably in such line of business.

The Company will face substantial competition in our efforts to identify and pursue a new business venture. The primary source of competition is expected to be from other companies organized and funded for similar purposes, including small venture capital firms, blank check companies, and wealthy investors, many of which may have substantially greater financial and other resources than we do. In light of our limited financial and human resources, the optimal credit termsCompany is at a competitive disadvantage compared to many of its competitors in Thailand.

We offer our assistanceits efforts to obtain an operating business or assets necessary to commence operations in a new field. Additionally, with the economic downturn caused by the coronavirus pandemic and inflationary pressures, many venture capital firms and similar firms and individuals have been seeking to acquire businesses at discounted rates. Therefore, the Company currently faces additional competition and resultant difficulty obtaining a business. The Company expects these conditions to persist at least until the economy recovers. Further, even if the Company is successful in obtaining a turnkey loan, frombusiness or assets for new operations, the selection of a finance company, and tillCompany expects there to be enhanced barriers to entry in the getting the funds.

3) Tax Planning

We planmarketplace in which it decides to provide our clients with full information on current tax rates, tax incentives and promotion, as well as provide update information on changes in tax legislation.

4) Obtaining the certificate of the Board of Investment of Thailand (BOI)

Evaluation of economic activity for the right to receive the BOI benefits. The choice of form of business organization, the location of the factory (in the industrial area, oroperate as a single object), consultations onresult of reduced demand and/or increased raw material costs caused by the volume of possible tax, customspandemic, inflationary pressures and institutional privileges for the particular type of business. Preparation of applications for the BOI privileges and business plan development. Submission of application to the BOI. Assistanceother economic forces that are beyond our control.

RESULTS OF OPERATIONS

Three Month Period Ended September 30, 2022

Revenue. We did not generate any revenue during the application consideration process: preparation and submission of explanations and additional information tothree month period ended September 30, 2022 or fiscal year ended June 30, 2022.

Operating expenses: During the BOI, interaction withthree month period ended September 30, 2022, the department responsible for the particular type of business, the representation the clients' interests in all aspects in during the application consideration process. Obtaining of the BOI certificate and accompanying documents, translation into customers’ language. Further support of the company after the BOI certificate is received (registration, obtaining business licenses, obtaining visas and work permits for employees of the company, accounting services, legal support of the company).

5) Legal services

We provide a full range of legal services that may be required in Thailand, as well as perform all the necessary preparatory works that need to be done in order to register business, buy real estate or start partnerships. We plan to hire a Law Company in Thailand on outsource basis to provide this type service.

Marketing

We plan on using various marketing tools to promote our services. We’re planning for our key marketing strategy to be based on Internet marketing, direct sales, presentations, participation in exhibitions, and also on publications in various mass media outlets and special catalogs. We intend for one of our promotion tools to be the creation of a website, on which we’ll place a detailed description of our services. Since the website will be a hallmark for our company, we’ll attract professional developers who will be able to create a professional website using modern web programming technology. A forum and chat will also be organized on our website to make direct contact with our potential clients. We’re planning to create a multi language website, although the most popular languages will be English, Spanish, German and Chinese.

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Our website is needed for promotion, so we’re planning to actively use Search Engine Optimization services, as well as contextual advertising on the most popular search engines.

In addition to creating the website, we plan to create pages on social networking sites such as Google, Tweeter, Instagram and Facebook. This way we’ll be able to touch on all categories of potential clients and promptly convey our information to them regarding our services and offers.

We also intend to participate in different exhibits and events associated with the consulting business. Our potential clients will be able to ask us questions and find out more about our approach to providing our services, and about the opportunities we’re prepared to provide in Thailand.

In our promotion we intend to use direct sales tools. Our employees will contact new and old clients, offering them the full spectrum of our services.

Clients

Our service targets individuals and legal entities that wish to start their business activity in Thailand.

We project that our services will be interesting to the clients worldwide because many companies and individuals are interested in business development in Thailand.

Competition

Currently, the market of consulting services in Thailand is quite actively developed. Presently, there are many companies that render similar services. We estimate the market of business consulting service in Thailand as low development market. We believe that the market has potential of growth especially for foreign investments. There are many companies which provide similar service separately (investment brokers, lawyers etc).  However, in our personal estimation, there are lack of companies that offer complex of consulting service. We see our competitive advantages in complex of consulting service from “business idea” to “realization” and clients’ support on every step of its business development. We also see an advantage in our president's and director's business experience. She speaks foreign languages which helps her to find appropriate approach to our potential customers. In order to take up a more beneficial position on this market, we offer to organize a complex service approach, that is, to offer a service package from which the client could choose the best one. Moreover, we see an advantage in working remotely with the client.

Revenue

We plan to receive our revenue from our potential clients for providing our services. We plan to offer our service on the hourly basis. We estimate our consulting service for $50 per hour.

Insurance

We do not maintain any insurance and do not intend to maintain insuranceincurred operating expenses in the future. Because we do not have any insurance, if we are madeamount of $9,350. Operating expenses primarily includes professional fees.

Net loss. Thus, this resulted in a partynet loss of a products liability action, we may not have sufficient funds to defend the litigation. If that occurs, a judgment could be rendered against us that could cause us to cease operations.

Employees Identification of Certain Significant Employees.

We are a startup company and currently have one employee only - Anna Varlamova, our president, treasurer, secretary and director. We intend to hire employees on an as needed basis.

Offices

Our business office is located at Unit No. 5784, 152 Chartered Square Building, 212/19, Bangkok, Thailand 10500. This is the office provided by our President and Director, Anna Varlamova. We do not pay any rent to Ms. Varlamova and there is no agreement to pay any rent in the future. There is no any agreement with Ms. Varlamova and she is free to discontinue providing the office space gratuitously at any time and without notice. Our telephone number is (702) 605-0123.

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Government Regulation

We will be required to comply with all regulations, rules, and directives of governmental authorities including the US Securities and Exchange Commission and agencies applicable to our business in any jurisdiction with which we would conduct activities. We do not believe that governmental regulations will have a material impact on the way we conduct our business. We and our employees do not need any specific licenses$9,350 or authorizations to provide our business consulting service. Nevertheless, our freelance lawyers have to be registered and licensed as the lawyers by the Law Society of Thailand. We also plan to hire consultants with the minimum 5 years of professional activity and work experience.

RESULTS OF OPERATION

Results of Operations($0.00) per share for the three monthsmonth period ended December 31, 2019 and 2018:

Revenue and costSeptember 30, 2022. The weighted average number of goods sold

Forshares outstanding was 6,250,750 for both the three and six monthsmonth period ended December 31, 2019 and 2018 the Company has not generated any revenue.September 30, 2022, respectively.

LIQUIDITY AND CAPITAL RESOURCES

Operating expenses

Three Month Period Ended September 30, 2022

Total operating expenses for the three months ended December 31, 2019 and 2018 were $3,395 and $9,571.  Total operating expenses for the six months ended December 31, 2019 and 2018 were $6,449 and $ 13,905.

Net Income/Loss

The net loss for the three months ended December 31, 2019 and 2018 were loss $3,395 and $9,571; The net loss for the six months ended December 31, 2019 and 2018 were $6,449 and $13,905.

Liquidity and capital resources

As at December 31, 2019, ourof September 30, 2022, total assets were $54.  Total assets$nil and our total liabilities were comprised of $54 in bank fees.

CASH FLOWS FROM OPERATING ACTIVITIES

We have not generated negative cash flows from operating activities. For the six months ended December 31, 2019 net cash flows used in operating activities was $(3,969) and $(13,905) for the six months ended December 31, 2018.

CASH FLOWS FROM INVESTING ACTIVITIES

For the six months ended December 31, 2019 and 2018 we used $0 of cash in investing activities.

CASH FLOWS FROM FINANCING ACTIVITIES

For the six months ended December 31, 2019 and 2018 net cash flows generated by financing activities was $3,197 director loan and $0.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

This section includes a number of forward-looking statements that reflect our current views regarding the future events and financial performance of the Company.

We qualify as an “emerging growth company” under the JOBS Act. As a result, we are permitted$nil due to and intend to, rely on exemptions from certain disclosure requirements. For so long as we are an emerging growth company, we will not be required to:

Have an auditor report on our internal controls over financial reporting pursuant to Section 404(b) of the Sarbanes-Oxley Act;

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Comply with any requirement that may be adoptedlialblities assumed by the Public Company Accounting Oversight Board regarding mandatory audit firm rotation or a supplement to the auditor’s report providing additional information about the audit and the financial statements (i.e., an auditor discussion and analysis) unless the SEC determines that the application of such additional requirements is necessary or appropriate in the public interest, after considering protection of investors, and whether the action will promote efficiency, competition and capital formation; Submit certain executive compensate on matters to shareholder advisory votes, such as “say-on-pay” and “say-on-frequency;” and Disclose certain executive compensation related items such as the correlation between executive compensation and performance and comparisons of the CEO’s compensation to median employee compensation.shareholder.

In addition, Section 107 of the JOBS Act also provides that an emerging growth company can take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act for complying with new or revised accounting standards. In other words, an emerging growth company can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. We have elected to take advantage of the benefits of this extended transition period. Our financial statements may therefore not be comparable to those of companies that comply with such new or revised accounting standards.

We will remain an “emerging growth company” for up to five years, or until the earliest of (i) the last day of the first fiscal year in which our total annual gross revenues exceed $1 billion, (ii) the date that we become a “large accelerated filer” as defined in Rule 12b-2 under the Securities Exchange Act of 1934, which would occur if the market value of our ordinary shares that is held by non-affiliates exceeds $700 millionStockholders’ deficit increased from $56,230 as of the last business day of our most recently completed second fiscal quarter or (iii) the date on which we have issued more than $1 billion in non-convertible debt during the preceding three year period.September 30, 2022.

OFF-BALANCE SHEET ARRANGEMENTSOff-Balance Sheet Arrangements

We haveThere were no off-balance sheet arrangements during the three month period ended September 30, 2022 that have, or are reasonably likely to have, a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.resources that are material to our interests

LIMITED OPERATING HISTORY; NEED FOR ADDITIONAL CAPITAL

There is no historical financial information about us upon which to base an evaluation of our performance. Our business is subject to risks inherent in the establishment of a new business enterprise, including limited capital resources and possible cost overruns due to price and cost increases in services and products.

We have no assurance that future financing will be available to us on acceptable terms. If financing is not available on satisfactory terms, we may be unable to continue, develop or expand our operations. Equity financing could result in additional dilution to existing shareholders.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

None

ITEM 4. CONTROLS AND PROCEDURES

Our management is responsible for establishing and maintaining a system of disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Exchange Act) that is designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Commission’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Exchange Act is accumulated and communicated to the issuer’s management, including its principal executive officer or officers and principal financial officer or officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

An evaluation was conducted under the supervision and with the participation of our management of the effectiveness of the design and operation of our disclosure controls and procedures as of December 31, 2019.September 30, 2022. Based on that evaluation, our management concluded that our disclosure controls and procedures were not effective as of such date to ensure that information required to be disclosed in the reports that we file or submit under the Exchange Act, is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms.

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Changes in Internal Controls over Financial Reporting

There was no change in the Company’s internal control over financial reporting during the quarterly period covered by this report that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

We are not involved in any pending legal proceeding nor are we aware of any pending or threatened litigation against us.

ITEM 1A. RISK FACTORS

None

Not Applicable

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

None

ITEM 3. DEFAULTS UPON SENIOR SECURITES

None

ITEM 4. MINE SAFETY DISCLOSURES.

None

ITEM 5. OTHER INFORMATION

None

Changes in Control of Registrant

As stated above, on September 22, 2022, as a result of a private transaction 10,000,000 Preferred Shares of the Company were transferred from CV to Yuan Xiaoyan. As a result, Ms. Xiaoyan became the holder of 90% of the voting rights of the issued and outstanding share capital of the Company.

On September 22, 2022, the existing director and officer resigned immediately. Accordingly, David Lazar, serving as a director and an officer, ceased to be the Company’s Chief Executive Officer, Chief Financial Officer, President, Treasurer, Secretary and a Director. At the effective date of the transfer, Yuan Xiaoyan consented to act as the new Chief Executive Officer, President, Chief Financial Officer, and a Director of the Company.

ITEM 6. EXHIBITS

The following exhibits are included as part of this report by reference:

SIGNATURES

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SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized in the City Bangkok, Thailand,of Beijing, CHINA on February 14, 2020.January 27, 2023.

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