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

6

CHEE CORP.

STATEMENT OF CASH FLOWS

Six months ended July 31, 2020 and 2019

(UNAUDITED)

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

7

CHEE CORP.

NOTES TO THE UNAUDITED FINANCIAL STATEMENTS

July 31, 2020

(UNAUDITED)

Note 1 –ORGANIZATION AND NATURE OF BUSINESS

Chee Corp.  (“the Company”, “we”, “us” or “our”) was incorporated on October 26, 2016 under the laws of the State of Nevada United States of America. Chee Corp. is the representative of 3D industry that located in China, and offers the 3D modeling and print of different types of items and accessories. Our production starts with simple things as design figure, badges, table plates, magnets, and cups ets. Chee Corp. will work in two directions, first-with individual orders and second- will make the projects with other companies and businesses that require 3D service. Company’s address is Guo Fu Center, No. 18 Qin Ling Road, Laoshan District., Qingdao, 266000, China.

Note 2 –GOING CONCERN

The accompanyingCompany’s financial statements have been prepared in conformity with generally accepted accounting principles, which contemplate continuation ofpresented on the basis that the Company asis a going concern.concern, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. As reflected in the accompanying financial statements, the Company has suffered losses from operations and negative operating cash flows since inception. During the three months and nine months ended October 31, 2020, the Company incurred a net loss of $10,616 and $22,266, respectively. The Company currently has loses andfinanced its working capital requirements during this period primarily through borrowings from related parties. Accordingly, management has not completed its efforts to establish a stabilized source of revenues sufficient to cover operating costs over an extended period of time. Therefore, there isconcluded that these matters raise substantial doubt about the Company’sCompany’s ability to continue as a going concern. Management anticipates that

At October 31, 2020, the Company will be dependent, for the near future, on additional investment capitaldid not have any cash resources available to fund operating expenses The Company intends to position itself so that itits operations and will be abletherefore need to raise additional funds throughin the capital markets. In light of management’s efforts,short-term. However, there arecan be no assurances that the Company will be successful in this orregard.

As a result, management has concluded that there is substantial doubt about the Company’s ability to continue as a going concern within one year of the date that the accompanying financial statements are issued. In addition, the Company’s independent registered public accounting firm, in their report on the Company’s financial statements for the fiscal year ended January 31, 2020, has also expressed substantial doubt about the Company’s ability to continue as a going concern. The ability of the Company to continue as a going concern is dependent upon the Company’s ability to raise additional funds and implement its business plan, and to ultimately achieve sustainable operating revenues and profitability. The accompanying financial statements do not include any of its endeavors or become financially viable andadjustments that might be necessary if the Company is unable to continue as a going concern.

The results fordevelopment and expansion of the six months ended JulyCompany’s business subsequent to October 31, 2020 will be dependent on many factors, including the capital resources available to the Company. No assurances can be given that any future financing will be available or, if available, that they will be on terms that are not necessarily indicativesatisfactory to the Company or adequate to fund the development and expansion of the resultsCompany’s business operations to a level that is commercially viable and self-sustaining. There is also significant uncertainty as to the affect that the coronavirus pandemic may have on the availability, amount and type of operations for the full year. These financial statements and related footnotes should be read in conjunction with the consolidated financial statements and footnotes thereto includedfinancing in the Company’s Annual Report on Form 10K forfuture.

If cash resources are insufficient to satisfy the year ended January 31, 2020, filed withCompany’s ongoing cash requirements, the Securities and Exchange Commission.Company would be required to scale back or discontinue its operations, obtain funds, if available, although there can be no certainty, through strategic alliances that may require the Company to relinquish rights to any assets, or to discontinue its operations entirely.

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Preparation

The accompanying condensed financial statements have been prepared by 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 July 31, 2020 and for the related periods presented.

Note 3 –SUMMARY OF SIGNIFCANT ACCOUNTING POLICIES

Basis of presentation

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

’s yearend is January 31.

Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principlesGAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amountamounts of revenues and expenses during the reporting period.

Management bases its estimates on historical experience and on various assumptions that are believed to be reasonable in relation to the financial statements taken as a whole under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Management regularly evaluates the key factors and assumptions used to develop the estimates utilizing currently available information, changes in facts and circumstances, historical experience and reasonable assumptions. After such evaluations, if deemed appropriate, those estimates are adjusted accordingly. Actual results could differ from those estimates.

CashThe most significant estimates to be made by management in the preparation of the financial statements are expected to relate to valuing equity instruments issued; the realization of deferred tax assets; and accruals for contingent liabilities.

Cash Equivalents

The Company considers all highly liquid investmentsmaintains its cash balances with financial institutions with high credit ratings and in accounts insured by the original maturities of three months or less to be cash equivalents.Federal Deposit Insurance Corporation (the “FDIC”). The Company had $261may periodically have cash balances in banks in excess of cash as of July 31, 2020.

Accounts Receivable

Accounts receivable represents money due to a company in the short-term. Accounts receivables are created when a company lets a buyer purchase their goods on credit.FDIC insurance limits. The Company had $0 in accounts payable as of July 31, 2020.

Accounts Payable

Accounts Payable discloses a liabilityhas not experienced any losses to a creditor, carried on open account, usually for purchases of goods and services. The Company had deposit of $3 in accounts payable as of July 31, 2020.

8date resulting from this practice.

Concentration of Risk

CHEE CORP.

NOTES TO THE UNAUDITED FINANCIAL STATEMENTSThe Company may periodically contract with consultants and vendors to provide services related to the Company’s business activities. Agreements for these services may be for a specific time period or for a specific project or task.

July 31, 2020

(UNAUDITED)Income Taxes

Depreciation, Amortization,The Company accounts for income taxes under an asset and Capitalizationliability approach for financial accounting and reporting for income taxes. Accordingly, the Company recognizes deferred tax assets and liabilities for the expected impact of differences between the financial statements and the tax basis of assets and liabilities.

The Company records depreciationa valuation allowance to reduce its deferred tax assets to the amount that is more likely than not to be realized. In the event the Company was to determine that it would be able to realize its deferred tax assets in the future in excess of its recorded amount, an adjustment to the deferred tax assets would be credited to operations in the period such determination was made. Alternatively, should the Company determine that it would not be able to realize all or part of its deferred tax assets in the future, an adjustment to the deferred tax assets would be charged to operations in the period such determination was made.

As the Company’s net operating losses in the respective jurisdictions in which it operates have yet to be utilized, all previous tax years remain open to examination by the respective taxing authorities.

The Company had no unrecognized tax benefits as of October 31, 2020 and amortization when appropriate using straight-line balance methoddoes not anticipate any material amount of unrecognized tax benefits within the next 12 months.

The Company accounts for uncertainties in income tax law under a comprehensive model for the financial statement recognition, measurement, presentation, and disclosure of uncertain tax positions taken or expected to be taken in income tax returns as prescribed by GAAP. The tax effects of a position are recognized only if it is “more-likely-than-not” to be sustained by the taxing authority as of the reporting date. If the tax position is not considered “more-likely-than-not” to be sustained, then no benefits of the position are recognized. As of October 31, 2020, the Company had no uncertain tax positions, and will continue to evaluate for uncertain tax positions in subsequent periods. In future periods, any interest and penalties related to uncertain tax positions will be recognized as a component of income tax expense.

Stock-Based Compensation

The Company intends to periodically issue common stock and stock options to officers, directors, employees, contractors and consultants for services rendered. Options vest and expire according to terms established at the issuance date of each grant. Stock grants, which are generally time vested, will be measured at the grant date fair value and charged to operations ratably over the estimated usefulvesting period.

The Company will account for stock-based payments to officers, directors, employees, contractors and consultants by measuring the cost of services received in exchange for equity awards utilizing the grant date fair value of the awards, with the cost recognized as compensation expense over the period during which the individual is required to perform services in exchange for the award, which is generally over the vesting period of the award.

The fair value of stock options granted as stock-based compensation will be determined utilizing the Black-Scholes option-pricing model, and is affected by several variables, the most significant of which are the life of the assets. We estimate thatequity award, the useful lifeexercise price of equipment is 5 years. Expenditures for maintenance and repairs are chargedthe stock option as compared to expense as incurred. Additions, major renewals and replacements that increase the property's useful life are capitalized. Property sold or retired, together withfair market value of the related accumulated depreciation is removed fromcommon stock on the appropriated accountsgrant date, and the resultant gainestimated volatility of the common stock. Estimated volatility is based on the historical volatility of the Company’s common stock over an appropriate calculation period, or, lossif not available, by reference to the volatility of a representative sample of comparable public companies. The risk-free interest rate is includedbased on the U.S. Treasury yield curve in net income.  effect at the time of grant. The fair market value of the common stock is determined by reference to the quoted market price of the Company’s common stock on the grant date.

The Company will recognize the fair value of stock-based compensation awards in in the Company’s statements of operations. Through October 31, 2020, the Company has not incurred any stock-based compensation costs. The Company will issue new shares of common stock to satisfy any stock option exercises.

Fair Value of Financial Instruments

AS topic 820 "Fair Value Measurements and Disclosures" establishes

The authoritative guidance with respect to fair value established a three-tier fair value hierarchy whichthat prioritizes the inputs in measuringto valuation techniques used to measure fair value. The hierarchy prioritizes the inputsvalue 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.

Income Taxes

Income taxes are computed using the asset and liability method.  Under the asset and liability method, deferred income tax assets and liabilities are determined based oncarried at fair value be classified and disclosed in one of three categories, as presented below. Disclosure as to transfers in and out of Levels 1 and 2, and activity in Level 3 fair value measurements, is also required.

Level 1. Observable inputs such as quoted prices in active markets for an identical asset or liability that the differences betweenCompany has the financial reporting and tax basesability to access as of the measurement date. Financial assets and liabilities utilizing Level 1 inputs include active-exchange traded securities and exchange-based derivatives.

Level 2. Inputs, other than quoted prices included within Level 1, which are directly observable for the asset or liability or indirectly observable through corroboration with observable market data. Financial assets and liabilities utilizing Level 2 inputs include fixed income securities, non-exchange-based derivatives, mutual funds, and fair-value hedges.

Level 3. Unobservable inputs in which there is little or no market data for the asset or liability which requires the reporting entity to develop its own assumptions. Financial assets and liabilities utilizing Level 3 inputs include infrequently-traded non-exchange-based derivatives and commingled investment funds and are measured using the currently enacted tax rates and laws.  A valuation allowance is provided for the amount of deferred tax assets that, based on available evidence, are not expected to be realized.present value pricing models.

Basic Income (Loss) Per Share

The Company computes incomewill determine the level in the fair value hierarchy within which each fair value measurement falls in its entirety, based on the lowest level input that is significant to the fair value measurement in its entirety. In determining the appropriate levels, the Company will perform an analysis of the assets and liabilities at each reporting period end.

The Company’s financial instruments include or are expected to include prepaid expenses, advance to a related party, accounts payable, accrued expenses, and due to related parties. The estimated fair value of these instruments is expected to approximate their respective carrying amounts due to the short-term nature of these instruments.

Earnings (Loss) Per Share

The Company’s computation of earnings (loss) per share in accordance with FASB ASC 260 “Earnings(“EPS”) includes basic and diluted EPS. Basic EPS is measured as the income (loss) attributable to common stockholders divided by the weighted average common shares outstanding for the period. Diluted EPS is similar to basic EPS but presents the dilutive effect on a per Share”. Basicshare basis of potential common shares (e.g., convertible notes payable, convertible preferred stock and stock options and warrants) as if they had been converted at the beginning of the periods presented, or issuance date, if later. Potential common shares that have an anti-dilutive effect (i.e., those that increase income per share or decrease loss per share) are excluded from the calculation of diluted EPS.

Loss per common share is computed by dividing net income (loss) available to common shareholdersloss 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.  Dilutiverespective periods. Basic and diluted loss per common share excludes all potential common shares if their effect is anti-dilutive. As of July 31, 2020 there were no potentially dilutive debt or equity instruments issued or outstanding.

Revenue Recognition

The Company recognizes revenue in accordance with Accounting Standards Codification No. 605, “Revenue Recognition” ("ASC-605"), ASC-605 requires 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 judgments regarding the fixed nature 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. For the six months ended July 31, 2020 the Company has generated $0 revenue.

Comprehensive Income

Comprehensive income is defined 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 assets 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 July 31, 2020 were no differences between our comprehensive loss and net loss.

9periods presented.

Leases

CHEE CORP.

NOTES TO THE UNAUDITED FINANCIAL STATEMENTSAccounting Standards Update (“ASU”) 2016-02, Leases (Topic 842) (“ASU 2016-02”) requires a lessee to record a right-of-use asset and a corresponding lease liability at the inception of the lease initially measured at the present value of the lease payments. ASU 2016-02 requires recognition in the statement of operations of a single lease cost that is calculated as a total cost of the lease allocated over the lease term, generally on a straight-line basis. ASU 2016-02 excludes short-term operating leases with a lease term of 12 months or less at the commencement date, and that do not include an option to purchase the underlying asset that the lessee is reasonably certain to exercise. The Company did not have any leases within the scope of ASU 2016-02 at October 31, 2020.

July 31, 2020

(UNAUDITED)

Stock-Based Compensation

Stock-based compensation is accounted for at fair value in accordance with ASC Topic 718.  To date, the Company has not adopted a stock option plan and has not granted any stock options.

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.

In MarchJune 2016, the Financial Accounting Standards Board (“FASB”(the “FASB”) issued Accounting Standards Update (“ASU”) No. 2016-09, Compensation 2016-13, Financial Instruments – Stock Compensation Credit Losses (Topic 718)326): Improvements to Employee Share-Based Payment Accounting. This guidanceMeasurement of Credit Losses on Financial Instruments (“ASU 2016-13”). ASU 2016-13 significantly changes how companies accountentities measure credit losses for certain aspects of share-based payments to employees. Among other things,most financial assets, including accounts and notes receivables. ASU 2016-13 will replace the current “incurred loss” approach with an “expected loss” model, under the new guidance,which companies will no longer record excess tax benefits and certain tax deficiencies in additional paid-in-capital (“APIC”), but will instead record such items as income tax expense or benefit in the income statement, and APIC pools will be eliminated. Companiesrecognize allowances based on expected rather than incurred losses. Entities will apply this guidance prospectively. Another componentthe provisions of ASU 2016-13 as a cumulative-effect adjustment to retained earnings as of the new guidance allows companies to make an accounting policy election for the impact of forfeitures on the recognition of expense for share-based payment awards, whereby forfeitures can be estimated, as required today, or recognized when they occur. If elected, the change to recognize forfeitures when they occur needs to be adopted using a modified retrospective approach. Allbeginning of the guidancefirst reporting period in which ASU 2016-13 is effective. ASU 2016-13 will be effective for the Company for interim and annual reporting periods beginning after December 15, 2022. Management is currently in the fiscal year beginning February 1, 2017. Early adoption is permitted. The Company is currently evaluatingprocess of assessing the impact of this guidance, if any,the adoption of ASU-2016-13 on the Company’s financial statement presentation and disclosures subsequent to its financial statements and related disclosures.adoption.

In February 2016,December 2019, the FASB issued ASU 2016-02, Leases2019-12, Income Taxes (Topic 842), which740): Simplifying the Accounting for Income Taxes (“ASU 2019-12”). ASU 2019-12 simplifies the accounting for income taxes by removing certain exceptions and enhances and simplifies various aspects of the income tax accounting guidance in ASC 740. ASU 2019-12 is effective for interim and annual reporting periods beginning after December 15, 2020. The adoption of ASU 2019-12 is not expected to have any impact on the Company’s financial statement presentation or disclosures subsequent to its adoption.

In August 2020, the FASB issued new guidanceASU 2020-06, Debt — Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (“ASU 2020-06). ASU 2020-06 will simplify the accounting for convertible instruments by reducing the number of accounting models for convertible debt instruments and convertible preferred stock. Limiting the accounting models results in fewer embedded conversion features being separately recognized from the host contract as compared with current GAAP. Convertible instruments that continue to be subject to separation models are (1) those with embedded conversion features that are not clearly and closely related to leasesthe host contract, that outlines a comprehensive lease accounting model and supersedes the current lease guidance. The new guidance requires lessees to recognize lease liabilities and corresponding right-of-use assets for all leases with lease terms of greater than 12 months. It also changesmeet the definition of a leasederivative, and expandsthat do not qualify for a scope exception from derivative accounting and (2) convertible debt instruments issued with substantial premiums for which the disclosure requirements of lease arrangements. The newpremiums are recorded as paid-in capital. ASU 2020-06 also amends the guidance must be adopted usingfor the modified retrospective approach andderivatives scope exception for contracts in an entity’s own equity to reduce form-over-substance-based accounting conclusions. ASU 2020-06 will be effective for the Company in the fiscal year beginning February 1, 2019. Early adoption is permitted. The Company is currently evaluating the impact of this guidance, if any, on its financial statements and related disclosures. In July 2015, the FASB issued ASU No. 2015-11, Inventory (Topic 330): Simplifying the Measurement of Inventory.

The guidance requires an entity to measure inventory at the lower of cost or net realizable value, which is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation, rather than the lower of cost or market in the previous guidance. This amendment applies to inventory that is measured using first-in, first-out (FIFO). This amendment is effective for public entitiescompanies for fiscal years beginning after December 15, 2016,2023, including interim periods within those fiscal years. A reporting entity should applyEarly adoption is permitted, but no earlier than fiscal years beginning after December 15, 2020, including interim periods within those fiscal years. Management has not yet evaluated the amendments prospectively with earlier application permitted aseffect that the adoption of ASU 2020-06 will have on the beginning of an interimCompany’s financial statement presentation or annual reporting period. The Company is currently evaluating the impact of thisdisclosures subsequent to its adoption.

Management does not believe that any other recently issued, but not yet effective, authoritative guidance, if any,currently adopted, would have a material impact on itsthe Company’s financial statements and relatedstatement presentation or disclosures.

In May 2014,3. ADVANCE TO KLUSMAN FAMILY HOLDINGS, LLC

On October 27, 2020, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”), which requiresCompany paid $50,000 to Klusman Family Holdings, LLC as an entity to recognizeadvance against the amountpurchase price under a binding letter of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. ASU 2014-09 will replace most existing revenue recognition guidance in U.S. generally accepted accounting principles when it becomes effective. In July 2015, the FASB deferred the effective date of the standard by an additional year; however, it provided companies the option to adopt one year earlier, commensurate with the original effective date. Accordingly, the standard will be effectiveintent for the Company to acquire 100% of the membership interest in Klusman Family Holdings, LLC, a company engaged in the fiscal year beginning February 1, 2018, with an option to adopt the standardcommercial real estate business in Arizona. The advance is non-interest bearing and non-refundable. Consideration for the fiscal year beginning February 1, 2017. The Company is currently evaluating this standard and has not yet selected a transition method or the effective date on which it plans to adopt the standard, nor has it determined the effectCompany’s acquisition of the standardmembership interest in Klusman Family Holdings, LLC will consist of payments totaling $1,500,000 and the issuance of 10,945,250 shares of common stock of the Company. There can be no assurances that the Company will be able to complete this transaction under the terms and conditions as outlined herein, or at all. The $50,000 advance has been accounted for as a non-current asset on its financial statementsthe Company’s balance sheet at October 31, 2020.

Information regarding the parties to this transaction is included in the description of the September 4, 2020 change in control transaction provided at Note 1.

4. PROMISSORY NOTE PAYABLE TO FARM HOUSE PARTNERS, LLC

On October 27, 2020, the Company borrowed $50,000 from Farm House Partners, LLC. The promissory note payable is unsecured, matures on October 27, 2021, and related disclosures.bears interest at a rate of 10% per annum. At October 31, 2020, accrued interest on the promissory note payable was $56.

Information regarding the parties to this transaction is included in the description of the September 4, 2020 change in control transaction provided at Note 4 –LOAN FROM DIRECTOR1.

For5. RELATED PARTY TRANSACTIONS

On June 16, 2020, the six months endedCompany’s former director loaned the Company $4,003. The loan was unsecured, non-interest bearing, and due on demand. As of July 31, 2020, ourall loans from the former director has loanedaggregating $33,753 had been cancelled and contributed to capital.

On October 13, 2020, the Company $4,003. Thisborrowed $4,770 from Mike Witherill pursuant to an unsecured promissory note payable. The note matured on November 13, 2020, was unsecured, and bore interest at a rate of 10% per annum. At October 31, 2020, accrued interest on the promissory note payable was $23. The promissory note, including related accrued interest, was paid in full in November and December 2020.

During September and October 2020, an entity affiliated with Michael Witherill, an officer and director of the Company, loaned the Company $678. The loan is unsecured, non-interest bearing, and due on demand. This loan was forgiven as contribution to APIC. The balance due to the director was $0 as of July 31, 2020.

10

Additional related party transactions are described at Notes 3 and 4.

CHEE CORP.

NOTES TO THE UNAUDITED FINANCIAL STATEMENTS6. STOCKHOLDERS’ EQUITY (DEFICIENCY)

July 31, 2020

(UNAUDITED)

Note 5 –COMMITMENTS AND CONTINGENCIES

Company has entered into one year rental agreement for a $300 monthly fee, starting on January 15, 2017 with the right of further prolongation. Since February 1, 2020 rental agreement was terminated.

Note 6 –COMMON STOCK

The Company hasis authorized to issue a total of 75,000,000 $0.001 par value shares of common stock, authorized. par value $0.001 per share, of which 5,707,250 shares were issued and outstanding at October 31, 2020.

7. INCOME TAXES

During the three months and nine months ended October 31, 2020 and 2019, the Company did not provide any provision for income taxes, as the Company incurred losses during such period. Deferred tax assets and liabilities reflect the net tax effect of temporary differences between the carrying amount of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The Company recorded a full valuation allowance against its deferred tax assets as the Company believes it is more likely than not that the deferred tax assets will not be realized.

8. COMMITMENTS AND CONTINGENCIES

Legal Matters

The Company may, from time to time, be involved in legal proceedings, regulatory actions, claims and litigation arising in the ordinary course of business, which are not expected to have a material adverse effect upon the Company’s financial statements. As of October 31, 2020, the Company was not a party to any pending or threatened legal proceedings.

Impact of COVID-19 on the Company

The global outbreak of COVID-19 has led to severe disruptions in general economic activities, as businesses and governments have taken broad actions to mitigate this public health crisis. Although the Company has not experienced any significant disruption to its business to date, these conditions could significantly negatively impact the Company’s business in the future.

The extent to which the COVID-19 outbreak ultimately impacts the Company’s business, future revenues, results of operations and financial condition will depend on future developments, which are highly uncertain and cannot be predicted, including, but not limited to, the duration and spread of the outbreak, its severity and longevity, the actions to curtail the virus and treat its impact (including an effective vaccine), and how quickly and to what extent normal economic and operating conditions can resume. Even after the COVID-19 outbreak has subsided, the Company may be at risk of experiencing a significant impact to its business as a result of the global economic impact, including any economic downturn or recession that has occurred or may occur in the future.

As a result of the impact of COVID-19 on capital markets, the availability, amount and type of financing available to the Company in the near future is uncertain and cannot be assured and is largely dependent upon evolving market conditions and other factors.

The Company intends to continue to monitor the situation and may adjust its current business plans as more information and guidance become available.

9. SUBSEQUENT EVENTS

The Company performed an evaluation of subsequent events through the date of filing of these condensed financial statements with the SEC. There were no material subsequent events which affected, or could affect, the amounts or disclosures in the condensed financial statements, other than as described below.

On December 21, 201615, 2020, the Company issued 4,500,000entered into a binding Letter of Intent with Klusman Family Holdings, LLC, and Aaron Klusman, pursuant to which the Company agreed to purchase 100% of the membership interest in Klusman Family Holdings, LLC from Mr. Klusman, who is also Chief Executive Officer, Chairman of the Board, and a Director of the Company, for consideration consisting of payments totaling $1,500,000 and the issuance of 10,945,250 shares of common stock of the Company. Klusman Family Holdings, LLC is engaged in the business of acquiring, leasing, and managing real property in Arizona. The acquisition is anticipated to a director for cash proceeds of $4,500 at $0.001 per share.

There were 5,707,250 shares of common stock issued and outstanding as of July 31, 2020.

Note 7 –SUBSEQUENT EVENTS

In accordance with SFAS 165 (ASC 855-10) the Company has analyzed its operations subsequent to Julyoccur on or about December 31, 2020, through the August 27, 2020, and has determined that it does not have any material subsequent events to disclose in these financial statements.although there is no assurance this will occur.

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

Forward looking statement notice

Statements made in thisThis Quarterly Report on Form 10-Q that are not historical or current facts are "forward-looking statements" made pursuant toof Chee Corp. (the “Company”) contains certain forward-looking statements within the safe harbor provisionsmeaning of Section 27A of the Securities Act of 1933, (the "Act") and Section 21E of the Securities Exchange Act of 1934. These might include statements often can be identifiedregarding the Company’s financial position, business strategy and other plans and objectives for future operations, and assumptions and predictions related thereto. These statements are generally accompanied by the use of termswords such as "may," "will," "expect," "believe," "anticipate," "estimate," "approximate" or "continue,"“intend”, “anticipate”, “believe”, “estimate”, “potential(ly)”, “continue”, “forecast”, “predict”, “plan”, “may”, “will”, “could”, “would”, “should”, “expect” or the negative thereof. We intendof such terms or other comparable terminology. The Company believes that the assumptions and expectations reflected in such forward-looking statements be subjectare reasonable, based on information available to the safe harbors for such statements. We wish to caution readers not to place undue relianceit on any such forward-looking statements, which speak only as of the date made. Any forward-looking statements represent management's best judgment ashereof, but the Company cannot provide assurances that these assumptions and expectations will prove to whathave been correct or that the Company will take any action that the Company may occur in the future. However,presently be planning. These forward-looking statements are inherently subject to known and unknown risks uncertainties and important factors beyond our controluncertainties. Actual results or experience may differ materially from those expected, anticipated or implied in the forward-looking statements. Factors that could cause actual resultsor contribute to such differences include, but are not limited to, available cash reserves, competition from other similar businesses, and eventsmarket and general economic factors. This discussion should be read in conjunction with the condensed financial statements and notes thereto included in Item 1 of this Quarterly Report on Form 10-Q. The Company does not intend to differ materially from historical results of operations and events and those presently anticipatedupdate or projected. We disclaim any obligation subsequently to revise any forward-looking statements to reflect new information, future events or circumstances afterotherwise.

Business

The Company underwent a change in control transaction effective September 4, 2020, as a result of which new management of the dateCompany terminated the Company’s existing business operations and decided to reorient the Company’s business activities into commercial real estate.

On October 27, 2020, the Company paid $50,000 to Klusman Family Holdings, LLC as an advance against the purchase price under a binding letter of such statement orintent for the Company to reflectacquire 100% of the occurrence of anticipated or unanticipated events.

Financial information containedmembership interest 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.

IN GENERAL

We were incorporated on 26 of October 2016Klusman Family Holdings, LLC, a company engaged in the State of Nevada. We have never declared bankruptcy, have never beencommercial real estate business in receivership,Arizona. The advance is non-interest bearing and have never been involved in any legal action or proceedings. Since incorporation, we used to rent our office space in China.

From inception untilnon-refundable. Consideration for the date of this filing we have had limited operating activities, primarily consistingCompany’s acquisition of the incorporationmembership interest in Klusman Family Holdings, LLC will consist of our company,payments totaling $1,500,000 and the initial equity funding by our sole officer and director, renting our office space in China and entering into supply agreement and entering into sales agreements Gaoxie Trading Co., Ltd. and Danafixe Inc. We received our initial fundingissuance of $4,500 from our sole officer and director who purchased 4,500,00010,945,250 shares of common stock of the Company. There can be no assurances that the Company will be able to complete this transaction under the terms and conditions as outlined herein, or at $0,001 per share.

We are a company which is in the business of 3D products. The Company has the registration location with the following address Shandong Province, Haiyang City, Environmental Protection District 15, 265100, China and Chee Corp. rent an office space that is 42 sq. m. with the following address Guo Fu Center, No. 18 Qin Ling Road, Laoshan District. Qingdao, 266000,

11all.

As of October 31, 2020, the Company had not yet commenced any business activities in commercial real estate.

China from 15 January, 2017.

The lease contractCompany’s future business activities will be subject to significant risks and uncertainties, including the need for and availability of additional capital.

Discontinued Operations and Reclassifications

Prior to the change in control transaction, the Company was signed for the term of one year with the option of expansion. Since February 1, 2020 rental agreement was terminated.

INITIAL FOCUS OF OUR BUSINESS

We are in the early stages of developing ourand financing a business plan to distribute 3D goods and accessories in China in forms including but not limited to products such as design figure, vase, badges, case for phone, table plates, chess box, prototypes of future modelsChina. As a result of the goodschange in control transaction, the Company’s former business operations have been presented as discontinued operations as of October 31, 2020 and for the three months and nine months ended October 31, 2020. Comparative amounts for the three months and nine months ended October 31, 2019 have been reclassified to conform to the current year’s presentation. These changes did not impact the Company’s net loss, shareholders’ equity (deficiency) or operating cash flows for any structural details, but thisreported period.

Going Concern

The Company’s financial statements have been presented on the basis that the Company is not our main products line, we have just started with such product line. The above listed products will be needed for us to starta going concern, which contemplates the productionrealization of 3D goods, because our intention will be more significant. In the future this product line will be used as additional,assets and the main one will be presentedsatisfaction of liabilities in the formnormal course of plastic models creation, layouts, and parts for production for manufacturing companies that we are going to cooperate with. Based on the above mentioned if start of our business prosperous in China, we are planning to move from local production and cooperation to partnership with companies around the world. In the future we plan to contact the largest shipbuilding, machine-building and even the furniture companies and we are going to offer them our services, which will be presentedbusiness. As reflected in the formaccompanying financial statements, the Company has suffered losses from operations and negative operating cash flows since inception. During the three months and nine months ended October 31, 2020, the Company incurred a net loss of $10,616 and $22,266, respectively. The Company has financed its working capital requirements during this period primarily through borrowings from related parties. Accordingly, management has concluded that these matters raise substantial doubt about the creation of plastic models of various parts, layouts, parts for their production.Company’s ability to continue as a going concern.

We doAt October 31, 2020, the Company did not have any specific marketing channels in place at this pointcash resources available to be ablefund its operations and will therefore need to market our services to potential customers. But,raise additional funds in the next twelve months,short-term. However, there can be no assurances that the Company will be successful in this regard.

As a result, management has concluded that there is substantial doubt about the Company’s ability to advertise ourcontinue as a going concern within one year of the date that the accompanying financial statements are issued. In addition, the Company’s independent registered public accounting firm, in their report on the Company’s financial statements for the fiscal year ended January 31, 2020, has also expressed substantial doubt about the Company’s ability to continue as a going concern. The ability of the Company to continue as a going concern is dependent upon the Company’s ability to raise additional funds and implement its business we plan, and to contactultimately achieve sustainable operating revenues and profitability. The accompanying financial statements do not include any adjustments that might be necessary if the marketing companies thatCompany is unable to continue as a going concern.

The development and expansion of the Company’s business subsequent to October 31, 2020 will provide services to us to spread our namebe dependent on many factors, including the capital resources available to the masses. In addition, we will place our own ads on Internet open spaces and create accounts in social networks.

OUR PRODUCTS

Brief History of Our Products

3D printing is a tremendously exciting new technology that is changing the face of modern manufacturing. The transformative impact of this technology on the way we produce things is only likely to increase as it continues developing. The 3D printing has become considerably more visible in recent years, as 3D printing companies pop up in more communities, and 3D printed products become more popular. While it may seem like the 3D printing has only recently exploded onto the scene, the technology has actually been around for three decades. After the first 3D printing patent was awarded to Hideo Kodama in Japan, Kodama had invented a device which used a UV light to harden photo reactive polymers. The idea was that the technology would be useful for creating models and prototypes. Since then, additive manufacturing technologies have been used for rapid prototyping, where it has significantly improved the speed of the product development process.

A few years later, a team of French inventors applied in France for the first patents on the stereo lithography method, which is still widely used today. Stereo lithography is much like Kodama’s invention, relying on UV light to harden photopolymers. Remarkably, the French General Electric abandoned their patent application, and so neve resulted in a patent. While Kodama had actually invented this system some time before Hull came up with his machine and coined the term still used to describe it, he did make another important and unique contribution to the history of 3D printing. Hull would file his patent for a stereo lithography machine. Hull’s application was not to be abandoned, however. Hull named the process stereo lithography, which remains one of the most common 3D printing techniques today. Carl Deckard filed a patent for Selective Laser Sintering (SLS). The laser sintering process has developed to become the most popular 3D printing technologies, used across a wide range of industries, for models and for end-use parts.

Today, desktop 3D printers are cheaper and better than ever and continuing to improve. While there is a dedicated core group of enthusiasts who benefit from having a machine in their homes, most of the desktop units are actually used in schools and businesses.  Besides, the quality achievable by the commercial units is still far above what the more modest consumer-grade printers can produce. For most individuals, 3D printing services are the best way to take advantage of the ever-growing potential of additive manufacturing. Buyers can get access to top-of-the-line printers and materials for the projects they need, without having to invest in buying a machine themselves.

Current Market

The market share concentration in the global 3D manufacturing industry increased in recent years because of the demand in the market of manufacturing and services. 3D PrintingCompany. No assurances can be used in all spheres of human activity without exception. This versatile productiongiven that allows going beyond the capabilities of a single industry.

The structure of the whole production is divided into small steps that include: preparation of the necessary materials to create products, build up a model of certain goods using special programs, followed by a stage of the creation of the product and its handling after printing. Additionally, 3D printing is aany future of the whole industries, as companies that operate in developed economies outsource 3D products from emerging economies, such as China, to reduce costs. In the nearest future the demand on 3D printer machines and 3D goods will increase in the entire world.

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There are many well-established 3D companies in our industry. We hope to offer the latest 3D products to our customers, at the lowest price, so we can succeed in the business. We believe we can offer our customers the best possible prices for the similar or better quality products than other companies in same business area.

We have entered into a supply agreement with Yueqing Swai Electronic Co., Ltd. of China. Until such time as we accept deliver of 3D products, all risk of loss of the 3D equipment and materials shall be on the supplying seller.

MARKETING

Our sole officer and director, Zhang Shufang,financing will be responsible for marketing of our services. The marketing and advertising will be targeted to small businesses, building company, advertising agencies, home owners and various sectors which have need of 3D products and 3D models. To advertise our business, we plan to contact the marketing companiesavailable or, if available, that will provide services to us to spread our name to the masses. In addition, we will place our own ads on Internet open spaces and create accounts in social networks. We plan to develop a website to market, display and sell our products. Also we will ask our satisfied clients for referrals.

We believe that the best way to market our products is through magazines, banner advertising, Internet advertising on websites, and through our website (www.corpchee.com), and various social networking sites. We believe that we can establish relationships with 3D product distributors in China and in countries all over the world through these mediums of communication.

COMPETITION

There are many well-established 3D manufacturing companies in our industry like Qingdao Unique Products Develop Co., Ltd., Henan Speed Electric Technology Co., Ltd., Zhongshan Capstar Power Technology Co., Limited, and Dongguan Farwise Technology Co., Ltd. We expect to face medium to high level of resistance when we enter the market, where it will be upon terms that are satisfactory to our marketing effortsthe Company or adequate to fund the development and negotiation skillsexpansion of the Company’s business operations to acquire new customers. Mosta level that is commercially viable and self-sustaining. There is also significant uncertainty as to the affect that the coronavirus pandemic may have on the availability, amount and type of our competitors have greaterfinancing in the future.

If cash resources are insufficient to satisfy the Company’s ongoing cash requirements, the Company would be required to scale back or discontinue its operations, obtain funds, if available, although there can be no certainty, through strategic alliances that may require the Company to relinquish rights to any assets, or to discontinue its operations entirely.

Recent Accounting Pronouncements

Information with respect to recent accounting pronouncements is provided at Note 2 to the condensed financial resources than we dostatements for the three months and will be ablenine months ended October 31, 2020 and 2019 included elsewhere in this document.

Concentration of Risk

Information with respect to withstand sales or price decreases better than we are. We also expectconcentration of risk is provided at Note 2 to continue to face competition from new market entrants. We may be unable to continue to compete effectively with these existing or new competitors, which could have a material adverse effect on ourthe condensed financial statements for the three months and nine months ended October 31, 2020 and 2019 included elsewhere in this document.

Critical Accounting Policies and Estimates

The discussion and analysis of financial condition and results of operations.operations presented below is based on the Company’s condensed financial statements for the three months and nine months ended October 31, 2020 and 2019 presented elsewhere in this document, which have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”). Certain accounting policies and estimates are particularly important to the understanding of the Company’s financial position and results of operations and require the application of significant judgment by management or can be materially affected by changes from period to period in economic factors or conditions that are outside of the Company’s control. As a result, these issues are subject to an inherent degree of uncertainty. In applying these policies, management uses its judgment to determine the appropriate assumptions to be used in the determination of certain estimates. Those estimates are based on the Company’s historical operations, the future business plans and the projected financial results, the terms of existing contracts, trends in the industry, and information available from other outside sources. For a more complete description of the Company’s significant accounting policies, see Note 2 to the condensed financial statements included elsewhere in this document.

Results of Operations

EQUIPMENT

We believeAt October 31, 2020, the Company had no revenue-generating operations and is dependent on periodic infusions of debt and/or equity capital to fund its operating requirements. As described above, the Company is attempting to enter into the commercial real estate business, but has not yet acquired any interests in commercial real estate, and there can be no assurances that the 3D printer businessCompany will be successful in this regard.

Operating Expenses

The Company generally recognizes operating costs and expenses as they are incurred in the market,appropriate category in the Company’s statement of operations. The Company’s operating costs and expenses may also include non-cash components related to depreciation and amortization of property and equipment and stock-based compensation.

General and administrative costs and expenses consist of accounting fees, audit fees, legal fees, transfer agent fees, and other general corporate expenses. Management expects general and administrative costs and expenses to increase in future periods as the 3D-printer can print products for different spheres of consumers. We usedCompany develops its business operations and adds personnel, and incurs additional costs related to have two 3D printed machines Ultimaker two plus, one smoothing station, one computer, butits increased operation as of the day of this filing all the equipment was sold.

PRINTER

Name:Ultimaker 2+

Pros:

Precision- you can independently adjust the thickness of the layer, under the diameter of the nozzle. Well prints all the small details, perfectly drawing out the outlinea public company including higher legal, accounting, insurance, compliance, compensation and all the components of the figure.

Ease of use- software management is easy and understandable in operation.

Speed- you can independently regulate speed of the printing, depending on quality and throughput.

Software- with software allows you to start working with 3D printer in no time, and it optimized for an Ultimaker 2+.

Community- if you have some issue with printer, experts can give a hand in any time.

The most obvious cons of the printer are:

No dual extruder- this point reduces the production time frame.

Connectivity- the printer does not have WiFi connectivity, and the only way you can send files without WiFi -is via the SD Card.

13other costs.

The Company’s condensed statements of operations as discussed herein are presented below.

SMOOTHING STATION

Name:Fortus Finishing Touch Smoothing Station

Description:

The Finishing Touch Smoothing Station seals a part’s surfaces by exposing them to a vaporized smoothing agent inside a chamber. The Smoothing Station is very easy to use and preserves dimensional integrity. Its use is limited to applications with no higher than atmospheric pressure and temperatures at or below 212 °F (100 °C). The Smoothing Station is often selected when electroplating parts, using them as patterns for investment casting or producing functional prototypes of liquid-holding geometries such as bottles or cooling lines in molds.

COMPUTER

Name:MacBook Pro

Description:

15-inch MacBook Pro Touch Bar and Touch ID 2.9GHz Processor, 512GB Storage.


There are 3(three) kinds of materials that we are going to use:

ABS (acrylonitrile butadiene styrene) and PLA (polylactic acid) - are great starter materials: affordable, durable and widely available. They`re available in all colors, and well-suited for prototyping mechanical parts and designs that don`t have a lot of overhangs.

Printing with general purpose plastics come with some design restrictions. Models with an outward facing wall angle sharper than 45 degrees can`t be printed without extra support material and parts under 1 mm will most likely not print.

Ideal for:

-Low-cost prototyping  

-Mechanical parts

-Cases, holders, adapters

-Games, toys

-Scale models

Not recommended for:

-Intriate designs

SLS Nylon- it’s the perfect all-rounder: easy design rules, strong and slightly flexible. Nylon allows for functional end products and complex designs. Its surface is a bit grainy, but it can be polished for a smooth finish.

Nylon prints are laser sintered on industrial 3D printers. The technology gives you a high degree of form freedom and you can even print moving parts in one go.

Ideal for:

-Functional prototypes and end products

-Complex designs with intricate details

-Moving and assembled parts

-Cases, holders, adapters

Not recommended for:

-Cavities within design (unless making use of escape holes)

Our customers will be able to independently create a suitable model for 3D printing, which we will manufacture later on 3D machine, or else our company itself can provide or create models for individual orders. As a complement to our overall operations, we plan to use 3D pen and then buy a 3D scan to improve the quality and accuracy of finished products.

RESEARCH AND DEVELOPMENT EXPENDITURES

We have not incurred any research expenditures since our incorporation.

BANKRUPTCY OR SIMILAR PROCEEDINGS

There has been no bankruptcy, receivership or similar proceeding.

Three Months Ended October 31, 2020 and 2019

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Revenues. The Company did not have any operating revenues for the three months ended October 31, 2020 and 2019.

REORGANIZATIONS, PURCHASE OR SALE OF ASSETS

There have been no material reclassifications, mergers, consolidations, or purchase or sale of a significant amount of assets not inGeneral and Administrative Costs. For the ordinary course of business.

COMPLIANCE WITH GOVERNMENT REGULATION

We will be required to comply with all regulations, rules and directives of governmental authorities and agencies applicable to the construction and operation of any facility in any jurisdiction which we would conduct activities.

We do not believe that any existing or probable government regulation on our business, including any applicable export or import regulation or control imposed by China will have a material impact on the way we conduct our business.

PATENTS, TRADEMARKS AND COPYRIGHTS

We do not own, either legally or beneficially, any patents or trademarks. We intend to protect our website (www.corpchee.com) with copyright laws. Beyond our trade name, we do not hold any other intellectual property.

FACILITIES

We used to rent an office space that is 42 square meters at Guo Fu Center, No. 18 Qin Ling Road, Laoshan District, 266000, China. Since February 1,three months ended October 31, 2020, rental agreement was terminated. As of the date of this filing we have our registration office that serves as our current location at Shandong Province, Haiyang City, Environmental Protection District 15, 265100, China. Our telephone number is (318) 217-4394.

EMPLOYEES AND EMPLOYMENT AGREEMENTS

We have no employees except our Director Zhang Shufang. Our sole officer and director, Zhang Shufang, currently devotes approximately 20 hours per week to company matters. After receiving funding, Zhang Shufang plans to devote as much time to the operation of the Company as he determines is necessary for him to manage the affairs of the Company. As our business and operations will be increase, we will assess the need for full time managementgeneral and administrative support personnel.

RESULTS OF OPERATIONS

We have incurred recurring losses to date. Our financial statements have been prepared assuming that we will continue as a going concerncosts were $10,537, which consisted of $6,773 of accounting, $2,000 of legal, and accordingly, do not include adjustments relating to the recoverability and realization$1,764 of assets and classification of liabilities that might be necessary should we be unable to continue in operation.

We expect we will require additional capital to meet our long term operating requirements. We expect to raise additional capital through, among other things, the sale of equity or debt securities.

Revenue and cost of goods soldcosts.

For the three months ended JulyOctober 31, 2019, general and administrative costs were $12,747, which consisted of $3,450 of accounting costs, $7,200 of legal costs and $2,097 of other costs.

General and administrative costs decreased by $2,210 or 17% in 2020, as compared to 2019, primarily as a result of lower legal fees, offset by higher accounting fees.

Loss from Operations. For the three months ended October 31, 2020, the Company generated total revenuehad a loss from operations of $0$10,537, as compared to a loss from selling products to its customer. The costoperations of goods sold$12,747 for the three months ended JulyOctober 31, 2020 was $0, which represents the cost of raw materials.2019.

Interest Expense. For the three months ended July 31, 2019, the Company generated total revenue of $0 from selling products to its customer.

For the six months ended JulyOctober 31, 2020, the Company generated total revenuehad interest expense of $0 from selling products$79 related to its customer.the unsecured promissory note payable to Farm House Partners, LLC, a related party, and Michael Witherill, a related party. The cost of goods sold for the six months ended July 31, 2020 was $0, which represents the cost of raw materials.

For the six months ended July 31, 2019, the Company generated total revenue of $3,400 from selling products to its customer. The cost of goods sold for the six months ended July 31, 2019 was $338, which represents the cost of raw materials.

Operating expenses

Total operating expenseshad no interest expense for the three months ended JulyOctober 31, 2019.

Loss from Continuing Operations. For the three months ended October 31, 2020, were $4,458. The operating expensesthe Company had a loss from continuing operations of $10,616, as compared to a loss from continuing operations of $12,747 for the three months ended JulyOctober 31, 2019.

Income (Loss) from Discontinued Operations. For the three months ended October 31, 2020, included bank chargesthe Company had no income or loss from discontinued operations. For the three months ended October 31, 2019, the Company had income from discontinued operations of $158; audit fees$3,384.

Net Loss. For the three months ended October 31, 2020, the Company had a net loss of $3,250; rent expense$10,616, as compared to a net loss of $1,050.

Total operating expenses$9,363 for the three months ended JulyOctober 31, 2019 were $5,657. Total operating expenses for the three months ended July 31, 2018 were $11,315. The operating expenses for the three months ended July 31, 2019 included bank charges of $126; depreciation expense of $1,041; audit fees of $3,450; professional fees of $140; rent expense of $900.

Total operating expenses for the six months ended July 31, 2020 were $11,650. The operating expenses for the six months ended July 31, 2020 included bank charges of $345; loss on asset sale of $505; audit fees of $8,750; professional fees of $1,000; rent expense of $1,050.

Total operating expenses for the six months ended July 31, 2019 were $14,498. Total operating expenses for the six months ended July 31, 2018 were $20,890. The operating expenses for the six months ended July 31, 2019 included bank charges of $325; depreciation expense of $2,083; audit fees of $9,700; professional fees of $590; rent expense of $1,800.

Net Loss2019.

The net loss for the three months ended JulyNine Months Ended October 31, 2020 and 2019 was $4,458 and 5,657 respectively.

Revenues. The net lossCompany did not have any operating revenues for the sixnine months ended JulyOctober 31, 2020 and 2019 was $11,6502019.

General and $11,436 respectively.

LIQUIDITY AND CAPITAL RESOURCESAdministrative Costs

As at July. For the nine months ended October 31, 2020, our total assetsgeneral and administrative costs were $261. Total assets were comprised$21,682, which consisted of $261 in current assets.$15,523 of accounting, $2,000 of legal and $4,159 of other costs.

As at July 31, 2020, our current liabilities were $(3) and Stockholders’ equity was $264.

CASH FLOWS FROM OPERATING ACTIVITIES

For the sixnine months ended JulyOctober 31, 2019, general and administrative costs were $27,246, which consisted of $13,150 of accounting costs, $7,790 of legal costs and $6,306 of other costs.

General and administrative costs decreased by $5,564 or 20% in 2020, as compared to 2019, primarily as a result of decreased legal and other costs.

Loss from Operations. For the nine months ended October 31, 2020, net cash flows used in operating activities was negative $5,848.

CASH FLOWS FROM INVESTING ACTIVITIES

For the sixCompany had a loss from operations of $21,682, as compared to a loss from operations of $27,246 for the nine months ended JulyOctober 31, 2020 we have sold equipment for $2,000.

CASH FLOWS FROM FINANCING ACTIVITIES

For the six months ended July 31, 2020 net cash flows used in financing activities was $4,003 due to loan forgiveness.

MANAGEMENT’S DISCUSSION AND ANALYSIS

You should read the following discussion and analysis of our financial condition and results of operations together with our consolidated financial statements and the related notes and other financial information. Some of the information contained in this discussion and analysis, including information with respect to our plans and strategy for our business and related financing.

We qualify as an “emerging growth company” under the JOBS Act. As a result, we are permitted 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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·         Provide an auditor attestation with respect to management’s report on the effectiveness of our internal controls over financial reporting;

·         Comply with any requirement that may be adopted 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);

·         Submit certain executive compensation 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 comparisons of the CEO’s compensation to median employee compensation.2019.

In addition, Section 107Interest Expense. For the nine months ended October 31, 2020, the Company had interest expense of $79 related to the JOBS Act also provides that an emerging growth company can take advantage ofunsecured promissory note payable to Farm House Partners, LLC, a related party, and Michael Witherill, a related party. The Company had no interest expense for 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.nine months ended October 31, 2019.

We will remain an “emerging growth company”Loss from Continuing Operations. For the nine months ended October 31, 2020, the Company had a loss from continuing operations of $21,761, as compared to a loss from continuing operations of $27,246 for upthe nine months ended October 31, 2019.

Income (Loss) from Discontinued Operations. For the nine months ended October 31, 2020, the Company had a loss from discontinued operations of $505. For the nine months ended October 31, 2019, the Company had income from discontinued operations of $6,446.

Net Loss. For the nine months ended October 31, 2020, the Company had a net loss of $22,266, as compared to five years, or untila net loss of $20,800 for the earliestnine months ended October 31, 2019.

Liquidity and Capital Resources – October 31, 2020

At October 31, 2020, the Company had a working capital deficiency of (i)$60,352, as compared to working capital deficiency of $22,672 at January 31, 2020, reflecting a decrease in working capital of $37,680 for the last day of the first fiscal yearnine months ended October 31, 2020. The decrease 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 million 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 debtworking capital during the preceding three year period. However, even if we no longer qualify fornine months ended October 31, 2020 was the exemptions for an emerging growth company, we may still be, in certain circumstances, subjectresult of working capital being utilized to scaled disclosure requirements as a smaller reporting company. For example, smaller reporting companies, like emerging growth companies, arefund the Company’s ongoing operating expenses. At October 31, 2020, the Company did not requiredhave any cash available to provide a compensation discussion and analysis under Item 402(b) of Regulation S-K or the auditor attestation of internal controls over financial reporting.

We believe that we will be able to raise enough money through the offering to continue our proposedfund its operations but we cannot guarantee that once we continue operations we will stay in business after doing so. If we are unable to successfully find customers, we may quickly use up the proceeds from this offering and will need to find alternative sources.raise additional funds in the short-term. However, there can be no assurances that the Company will be successful in this regard.

OFF-BALANCE SHEET ARRANGEMENTSThe Company underwent a change in control transaction effective September 4, 2020, as a result of which new management of the Company terminated the Company’s existing business operations and decided to reorient the Company’s business activities into commercial real estate.

We have no off-balance sheet arrangements that have or are reasonably likelyAs of October 31, 2020, the Company had not yet commenced any business activities in commercial real estate.

The Company’s future business activities will be subject to have a current or future effect on oursignificant risks and uncertainties, including the need for and availability of additional capital, and the Company’s business, financial condition, changes in financial condition, revenues or expenses, results of operations liquidity, capital expenditures or capital resources.

LIMITED OPERATING HISTORY; NEED FOR ADDITIONAL CAPITALand cash flows may be impacted by a number of factors, many of which will be beyond the Company’s control.

There is no historical financial information about us upon which to base an evaluation of our performance. We are in start-up stage operations and have generated limited revenues. 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 assuranceNo assurances can be given that any future financing will be available or, if available, that it will be on terms that are satisfactory to usthe Company or adequate to fund the development and expansion of the Company’s business operations to a level that is commercially viable and self-sustaining. There is also significant uncertainty as to the affect that the coronavirus pandemic may have on the availability, amount and type of financing in the future.

If cash resources are insufficient to satisfy the Company’s ongoing cash requirements, the Company would be required to scale back or discontinue its operations, obtain funds, if available, although there can be no certainty, through strategic alliances that may require the Company to relinquish rights to any assets, or to discontinue its operations entirely.

Operating Activities. For the nine months ended October 31, 2020, operating activities utilized cash of $15,476, as compared to utilizing cash of $24,846 for the nine months ended October 31, 2019, to fund the Company’s ongoing operating expenses.

Investing Activities. For the nine months ended October 31, 2020, the Company’s investing activities consisted of providing an advance to a related party of $50,000 with respect to a pending transaction. For the nine months ended October 31, 2019, the Company had no investing activities.

Financing Activities. For the nine months ended October 31, 2020, financing activities consisted of the proceeds of loans from related parties of $54,770. For the nine months ended October 31, 2019, financing activities consisted of proceeds from a related party loan of $13,700.

Discontinued Operating Activities. For the nine months ended October 31, 2020, discontinued operating activities generated cash of $10,600, as compared to generating cash of $10,425 for the nine months ended October 31, 2019.

Off-Balance Sheet Arrangements

At October 31, 2020, the Company did not have any transactions, obligations or relationships that could be considered off-balance sheet arrangements.

Impact of COVID-19 on the Company

The global outbreak of COVID-19 has led to severe disruptions in general economic activities, as businesses and governments have taken broad actions to mitigate this public health crisis. Although the Company has not experienced any significant disruption to its business to date, these conditions could significantly negatively impact the Company’s business in the future.

The extent to which the COVID-19 outbreak ultimately impacts the Company’s business, future revenues, results of operations and financial condition will depend on future developments, which are highly uncertain and cannot be predicted, including, but not limited to, the duration and spread of the outbreak, its severity and longevity, the actions to curtail the virus and treat its impact (including an effective vaccine), and how quickly and to what extent normal economic and operating conditions can resume. Even after the COVID-19 outbreak has subsided, the Company may be at risk of experiencing a significant impact to its business as a result of the global economic impact, including any economic downturn or recession that has occurred or may occur in the future.

As a result of the impact of COVID-19 on capital markets, the availability, amount and type of financing available to the Company in the near future is uncertain and cannot be assured and is largely dependent upon evolving market conditions and other factors.

The Company intends to continue to monitor the situation and may adjust its current business plans as more information and guidance become available.

Trends, Events and Uncertainties

There can be no assurances that the Company will ever achieve sustainable revenues sufficient to support its operations. Even if the Company is able to generate revenues, there can be no assurances that the Company will be able to achieve profitability or positive operating cash flows. There can be no assurances that the Company will be able to secure additional financing on acceptable terms.terms or at all. If financingcash resources are insufficient to satisfy the Company’s ongoing cash requirements, the Company would be required to scale back or discontinue its operations, or obtain funds, if available (although there can be no certainty), through strategic alliances that may require the Company to relinquish rights to certain of its programs, or to curtail or discontinue its operations entirely.

Other than as discussed above and elsewhere in these condensed financial statements, the Company is not availablecurrently aware of any trends, events or uncertainties that are likely to have a material effect on satisfactory terms, wethe Company’s financial condition in the near term, although it is possible that new trends or events may be unable to continue, develop or expand our operations. Equity financingin the future that could result in additional dilution to existing shareholders.have a material effect on the Company’s financial condition.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURESDISCLOSURE ABOUT MARKET RISK

NoneNot applicable.

ITEM 4. CONTROLS AND PROCEDURES

OurEvaluation of Disclosure Controls and Procedures

The Company’s management is responsible for establishing and maintaining a systemadequate internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) using the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission in Internal Control Integrated Framework (2013).

The Company’s internal control over financial reporting is designed to ensure that material information regarding the Company’s operations is made available to management and the board of directors to provide them reasonable assurance that the published financial statements are fairly presented.

The Company is required to establish and maintain disclosure controls and procedures (as defined in Rule 13a-15(e)Rules 13a-14(e) and 15d-15(e) under the Exchange Act)Act that isare 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

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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 July 31, 2020. 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 submitthe Company files with the Securities and Exchange Commission (the “SEC”) under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in SECthe rules and forms.forms of the SEC, and that such information is accumulated and communicated to the Company’s management, consisting of its Chief Executive Officer and Chief Financial Officer, as appropriate, to allow for timely decisions regarding required disclosures.

As required by Rule 15d-15(b) of the SEC, the Company carried out an evaluation, under the supervision and with the participation of its management, consisting of the Company’s principal executive officer and principal financial officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures as of October 31, 2020, the end of the most recent period covered by this report.

Based upon that evaluation, the Company’s principal executive officer and principal financial officer concluded that, as of October 31, 2020, due to the identification of significant deficiencies and the existence of the material weaknesses in the Company’s internal control over financial reporting as described below, the design and operation of its disclosure controls and procedures were not effective to ensure that information required to be disclosed in reports filed under the Exchange Act is recorded, processed, summarized and reported within the required time periods and is accumulated and communicated to the Company’s management, consisting of the Company’s principal executive officer and principal financial officer, to allow timely decisions regarding required disclosures.

Management’s Report on Internal Control Over Financial Reporting

The Company’s internal control over financial reporting is designed to provide reasonable assurance concerning both the reliability of its financial reporting and the preparation of its financial statements in accordance with United States generally accepted accounting principles (“US GAAP”) and SEC reporting standards. The Company’s internal control over financial reporting includes policies and procedures that obligate the Company to maintain reasonably detailed records that accurately and fairly reflect the Company’s business transactions, provide reasonable assurance that the Company’s business transactions are properly and timely recorded, ensure that the Company’s receipts and disbursements are authorized by management, if applicable, by the Company’s board of directors, that revenues are properly and timely recorded, and that assets are properly identified, recorded and periodically evaluated for impairment.

Based on the Company’s assessment, management has concluded that the Company’s internal control over financial reporting was not effective as of October 31 2020 to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements in accordance with US GAAP and SEC reporting standards, for the reasons noted below.

The Company underwent a change in control transaction effective September 4, 2020, as a result of which the business, operations, accounting, board of directors and executive management of the Company changed. In conjunction with the preparation of the unaudited condensed financial statements as of and for the period ended October 31, 2020, the Company identified certain accounting issues that indicated certain deficiencies in the Company’s internal ability to prepare financial statements in accordance with US GAAP and SEC reporting standards.

Current executive management has not yet retained the financial and accounting staff necessary to conform to the checks and balances needed for proper internal controls, as well as with the technical competence and accounting experience to address accounting and reporting issues under US GAAP and SEC reporting standards. Current management has retained the services of qualified outside consultants with expertise to perform specific accounting and finance functions, and to assist in the design of accounting and internal control systems. Accordingly, the Company has not yet completed the process to establish adequate internal controls over financial reporting, and it expects that this process will take some time to accomplish and will require the availability of additional operating capital. However, there can be no assurances that these efforts will be sufficient to fully develop and implement adequate disclosure controls and procedures and internal controls over financial reporting.

The Company’s management, consisting of its principal executive officer and principal financial officer, does not expect that its disclosure controls and procedures or its internal controls over financial reporting will prevent all error or fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Furthermore, the design of a control system must reflect the fact that there are resource constraints and the benefits of controls must be considered relative to their costs. Due to the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and any instances of malfeasance or fraud have been detected.

Management believes that the condensed financial statements included in this report fairly present, in all material respects, the Company’s financial condition, results of operations and cash flows as of and for the three months and nine months ended October 31, 2020.

Changes in Internal Controls over Financial Reporting

There wasThe Company’s management, consisting of its principal executive officer and principal financial officer, has determined that no change in the Company’sCompany’s internal control over financial reporting (as that term is defined in Rules 13(a)-15(f) and 15(d)-15(f) of the Securities Exchange Act of 1934) occurred during or subsequent to the quarterly period covered by this reportquarter ended October 31, 2020 that has materially affected, or is reasonably likely to materially affect, the Company’sCompany’s internal control over financial reporting.reporting, other than the matters noted above.

PART II.II - OTHER INFORMATION

There are no pending legal proceedings to which theITEM 1. LEGAL PROCEEDINGS

The Company is a partynot currently subject to any pending or in which any director, officerthreatened legal actions or affiliate of Chee Corp., any owner of record or beneficially of more than 5% of any class of voting securities of the Company, or security holder is a party adverse to the Company or has a material interest adverse to Chee Corp.claims.

NoneITEM 1A. RISK FACTORS

Change in Business

The Company underwent a change in control transaction effective September 4, 2020, as a result of which new management of the Company terminated the Company’s existing business operations and decided to reorient the Company’s business activities into commercial real estate. As of October 31, 2020, the Company had not yet commenced any business activities in commercial real estate, and there can be no assurances that this new business focus will ultimately be achieved and be successful. The Company’s future business activities will be subject to significant risks and uncertainties, including the need for additional capital, and the Company’s business, financial condition, results of operations and cash flows may be impacted by a number of factors, many of which will be beyond the Company’s control.

Impact of COVID-19 on the Company

The global outbreak of COVID-19 has led to severe disruptions in general economic activities, as businesses and governments have taken broad actions to mitigate this public health crisis. Although the Company has not experienced any significant disruption to its business to date, these conditions could significantly negatively impact the Company’s business in the future.

The extent to which the COVID-19 outbreak ultimately impacts the Company’s business, future revenues, results of operations and financial condition will depend on future developments, which are highly uncertain and cannot be predicted, including, but not limited to, the duration and spread of the outbreak, its severity and longevity, the actions to curtail the virus and treat its impact (including an effective vaccine), and how quickly and to what extent normal economic and operating conditions can resume. Even after the COVID-19 outbreak has subsided, the Company may be at risk of experiencing a significant impact to its business as a result of the global economic impact, including any economic downturn or recession that has occurred or may occur in the future.

As a result of the impact of COVID-19 on capital markets, the availability, amount and type of financing available to the Company in the near future is uncertain and cannot be assured and is largely dependent upon evolving market conditions and other factors.

The Company intends to continue to monitor the situation and may adjust its current business plans as more information and guidance become available.

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

None.

NoneITEM 3. DEFAULTS UPON SENIOR SECURITIES

NoneNot applicable.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.

ITEM 5. OTHER INFORMATION

None

Item 1.01 Entry into a Material Definitive Agreement

On December 15, 2020, the Company entered into a binding Letter of Intent (the “LOI”) with Klusman Family Holdings, LLC, and Aaron Klusman, pursuant to which the Company agreed to purchase 100% of the membership interest in Klusman Family Holdings, LLC from Mr. Klusman, who is also Chief Executive Officer, Chairman of the Board, and a Director of the Company, for consideration consisting of payments totaling $1,500,000 and the issuance of 10,945,250 shares of common stock of the Company. Klusman Family Holdings, LLC is engaged in the business of acquiring, leasing, and managing real property in Arizona. The acquisition is anticipated to occur on or about December 31, 2020, although there is no assurance this will occur.

The foregoing summary of the LOI does not purport to be complete and is qualified in its entirety by reference to the full text of the LOI. A copy of the LOI is attached hereto as Exhibit 10.2 and is incorporated herein by reference.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements or Certain Officers.

Effective December 17, 2020, the Board of Directors of the Company appointed Michael Witherill as Chief Financial Officer, to hold office until the next annual meeting of stockholders and until his successor has been duly elected and qualified.

Mike Witherill, age 58, currently serves as Secretary, Treasurer, director, and Vice-Chairman of the Board of the Company. He also serves as President, Chief Financial Officer, director, and Vice-Chairman of the Board of Rivulet Media, Inc. Mr. Witherill is CEO of MJW Media, Inc., MJW Music, Inc. and MJW Television, Inc., and served as founder of MJW Films, LLC. He has produced six movies in the last five years, including Drinking Buddies (staring Ana Kendrick, Olivia Wild and Jake Johnson), Frontera (staring Ed Harris, Eva Longoria, Amy Madigan and Michael Pena), Cardboard Boxer (staring Thomas Hayden Church, Terrence Howard and Boyd Holbrook), John Wick (starring Keanu Reeves), and Stuck (staring Ashanti, Giancarlo Esposito, Amy Madigan, Arden Cho, Omar Chaparro and Gerard Canonico), which has won multiple film festival awards. Mr. Witherill founded Rise Entertainment, a motion picture production company, in 2012, for which he was the manager and CEO until he sold his interest in 2013. He was the manager of Frontera Productions, LLC, an entity wholly owned by Rise Entertainment and the entity in which the movie Frontera was produced. Mr. Witherill was manager of H & W Movie Partners, LLC since 2009, an entity involved with the production of the movie A Little Bit of Heaven. Mr. Witherill co-founded MJW Films, LLC in 2013. He was a co-manager of MJW Films, LLC until July 2014, and continues to serve as its CEO. MJW Films, LLC created the special purpose movie production entities Stuck Productions, LLC and its related entity Stuck Movie, Inc., J Wick Productions, LLC, Planet Productions, LLC, and Cardboard Productions, LLC. Mr. Witherill is the CEO of each of these entities. Mr. Witherill co-founded MJW Media, LLC in 2013, and served as its CEO until its merger with MJW Media, Inc. in 2016. MJW Media, LLC was a producer loan out and movie production/development company. Mr. Witherill co-founded MJW Music, LLC in 2013, and was its CEO until its merger with MJW Music, Inc. in 2016. MJW Music, LLC was a film music and talent music production company. Mr. Witherill received a football scholarship to Arizona State University where he played and graduated in 1985 with a BA in Business. Mr. Witherill is the Co-Founder of the largest Dunkin Donuts franchisee in the western United States with over 50 current locations.

On October 13, 2020, the Company borrowed $4,770 from Mr. Witherill pursuant to an unsecured promissory note payable. The note matured on November 13, 2020, was unsecured, and bore interest at a rate of 10% per annum. The promissory note was paid in full in November and December 2020. Mr. Witherill was not appointed pursuant to any arrangement or understanding between him and any other person.

ITEM 6. EXHIBITS

Except as otherwise indicated (a) all exhibits were previously filed, (b) all omitted exhibits are intentionally omitted, and (c) all Reports referenced below were filed under SEC file number 333-216868.

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

SIGNATURES

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SIGNATURES

Pursuant toIn accordance with the requirements of the Securities and Exchange Act of 1933,1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized in China on August 27, 2020.authorized.