UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A10-Q
Amendment No. 1
☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended January 31, 20232024
☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from __________ to__________
Commission File Number: 333-161240
Kashin, Inc.
(Exact name of registrant as specified in it'sits charter)
| Nevada | 26-4711535 | |
| (State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) | |
| 112 North Curry Street, Carson City, NV | 89703-4934 | |
| (Address of principal executive offices) | (Zip Code) |
(345) 938-5360
(Registrant'sRegistrant’s telephone number, including area code)
(Former name, former address and former fiscal year, if changed since last report)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ☐ Yes ☒ No
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). ☐ Yes ☒ No
Securities registered pursuant to Section 12(b) of the Exchange Act:
| Title of each class | Trading Symbol(s) | Name of Exchange where registered |
| Common Stock | N/A | N/A |
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act:
| Large accelerated filer | ☐ | Accelerated filer | ☐ |
| Non-accelerated filer | ☒ | Smaller reporting company | ☒ |
| Emerging growth company | ☐ | ||
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes ☒ No
As of June 17, 2023,January 31, 2024, the Company had common shares issued and outstanding.
EXPLANATORY NOTE
This Amendment No. 1 to the Quarterly Report on Form 10-Q is being filed due to the issuance of additional shares to Carl Maybin during the first quarter that were note forwarded to the accounting department for recordation thus having to amend all the reports to current.
TABLE OF CONTENTS
| PART I—FINANCIAL INFORMATION | 4 | ||||
| Item 1. | Financial Statements | 4 | |||
| Item 2. | 10 | ||||
| Item 3. | Quantitative and Qualitative Disclosures About Market Risk | 11 | |||
| Item 4. | Controls and Procedures | 11 | |||
| PART II—OTHER INFORMATION | 12 | ||||
| Item 1. | Legal Proceedings | 12 | |||
| Item 1A. | Risk Factors | 12 | |||
| Item 2. | Unregistered Sales of Securities and Use of Proceeds | 12 | |||
| Item 3. | Defaults Upon Senior Securities | 12 | |||
| Item 4. | Mine Safety Disclosures | 12 | |||
| Item 5. | Other Information | 12 | |||
| Item 6. | Exhibits | 12 | |||
| SIGNATURES | 13 | ||||
| 2 |
KASHIN, INC.
CONDENSED FINANCIAL STATEMENTS
January 31, 20232024
Unaudited
| 3 |
PART I—FINANCIAL INFORMATION
Item 1. Financial Statements.
KASHIN, INC.
fka ONE CLEAN PLANET, INC.
CONDENSED BALANCE SHEETS
Unaudited
| January 31, 2023 | April 30, 2022 | January 31, 2024 | April 30, 2023 | |||||||||||||
| ASSETS | ||||||||||||||||
| CURRENT ASSETS | ||||||||||||||||
| Cash | $ | – | $ | – | $ | 13 | $ | – | ||||||||
| TOTAL CURRENT ASSETS | $ | – | $ | – | $ | 13 | $ | – | ||||||||
| LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) | ||||||||||||||||
| LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT) | ||||||||||||||||
| CURRENT LIABILITIES | ||||||||||||||||
| Accounts payable and accrued liabilities | $ | 1,547 | $ | 4,876 | $ | 19,475 | $ | 1,904 | ||||||||
| Accounts payable - related party | – | – | ||||||||||||||
| Other payables | 76,493 | 41,493 | ||||||||||||||
| Notes Payable | 40,386 | 28,501 | – | – | ||||||||||||
| TOTAL CURRENT LIABILITIES | $ | 41,933 | $ | 33,377 | $ | 95,968 | $ | 43,398 | ||||||||
| STOCKHOLDERS' EQUITY (DEFICIT) | ||||||||||||||||
| STOCKHOLDERS’ EQUITY (DEFICIT) | ||||||||||||||||
| Capital stock - Authorized shares of common stock, $ par value, issued and outstanding | $ | 53,561 | $ | 28,561 | $ | 53,561 | $ | 53,561 | ||||||||
| Additional Paid in Capital | 494,019 | 494,019 | 494,303 | 494,019 | ||||||||||||
| Accumulated deficit | (589,513 | ) | (555,957 | ) | (643,819 | ) | (590,978 | ) | ||||||||
| TOTAL STOCKHOLDERS' EQUITY/(DEFICIT) | (41,933 | ) | (33,377 | ) | ||||||||||||
| TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY/(DEFICIT) | $ | – | $ | – | ||||||||||||
| TOTAL STOCKHOLDERS’ EQUITY/(DEFICIT) | (95,955 | ) | (43,398 | ) | ||||||||||||
| TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY/(DEFICIT) | $ | 13 | $ | – | ||||||||||||
The accompanying notes are an integral part of these financial statements
| 4 |
KASHIN, INC.
fka ONE CLEAN PLANET, INC.
CONDENSED STATEMENTS OF OPERATIONS
Unaudited
3 months Period ended | 3 months Period ended | 9 months Period ended | 9 months Period ended | |||||||||||||
| January 31, 2024 | January 31, 2023 | January 31, 2024 | January 31, 2023 | |||||||||||||
| REVENUE | ||||||||||||||||
| Revenues | $ | 7,000 | $ | – | $ | 7,000 | $ | – | ||||||||
| Total Revenues | 7,000 | – | 7,000 | – | ||||||||||||
| EXPENSES | ||||||||||||||||
| Business Licenses & Permits | – | – | – | – | ||||||||||||
| Office and general | 1,037 | 457 | 8,841 | 3,500 | ||||||||||||
| Professional Fees | 19,200 | – | 51,000 | 30,375 | ||||||||||||
| Payable Forgiveness | – | – | – | (319 | ) | |||||||||||
| Total Expenses, before provision of income taxes | 20,237 | 457 | 59,841 | 33,556 | ||||||||||||
| Provision for income taxes | – | – | – | – | ||||||||||||
| NET LOSS | $ | (13,237 | ) | $ | (457 | ) | $ | (52,841 | ) | $ | (33,556 | ) | ||||
| BASIC AND DILUTED LOSS PER COMMON SHARE | $ | $ | $ | $ | ||||||||||||
| WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING | ||||||||||||||||
3 months ended | 3 months ended | 9 months ended | 9 months ended | |||||||||||||
| January 31, 2023 | January 31, 2022 | January 31, 2023 | January 31, 2022 | |||||||||||||
| REVENUE | ||||||||||||||||
| Revenues | $ | – | $ | – | $ | – | $ | – | ||||||||
| Total Revenues | – | – | – | – | ||||||||||||
| EXPENSES | ||||||||||||||||
| Business Licenses & Permits | – | 3,641 | – | 3,641 | ||||||||||||
| Office and general | 457 | 357 | 3,500 | 1,071 | ||||||||||||
| Professional Fees | – | 960 | 30,375 | 12,960 | ||||||||||||
| Payable Forgiveness | – | (4,945 | ) | (319 | ) | (4,945 | ) | |||||||||
| Total Expenses, before provision of income taxes | 457 | 13 | 33,556 | 12,727 | ||||||||||||
| Provision for income taxes | – | – | – | – | ||||||||||||
| NET LOSS | $ | (457 | ) | $ | (13 | ) | $ | (33,556 | ) | $ | (12,727 | ) | ||||
| BASIC AND DILUTED LOSS PER COMMON SHARE | $ | $ | $ | $ | ||||||||||||
| WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING | ,560,745 | ,560,745 | ||||||||||||||
The accompanying notes are an integral part of these financial statements
All share and per share information has been retrospectively restated to reflect the 35:1 reverse split
| 5 |
KASHIN, INC.
fka ONE CLEAN PLANET, INC.
CONDENSED STATEMENTS OF STOCKHOLDERS’ EQUITY
Unaudited
| Common Stock | Additional Paid-in | Share Subscriptions | Accumulated | |||||||||||||||||||||
| Shares | Amount | Capital | Receivable | Deficit | Total | |||||||||||||||||||
| Balance, April 30, 2021 | 28,560,745 | $ | 28,561 | $ | 494,019 | $ | – | $ | (534,073 | ) | $ | (11,493 | ) | |||||||||||
| Net profit (loss) for the period ended July 31, 2021 | – | – | – | – | (357 | ) | (357 | ) | ||||||||||||||||
| Balance, July 31, 2021 | 28,560,745 | $ | 28,561 | $ | 494,019 | $ | – | $ | (534,430 | ) | $ | (11,850 | ) | |||||||||||
| Net profit (loss) for the period ended October 31, 2021 | – | – | – | – | (12,357 | ) | (12,357 | ) | ||||||||||||||||
| Balance, October 31, 2021 | 28,560,745 | $ | 28,561 | $ | 494,019 | $ | – | $ | (546,787 | ) | $ | (24,207 | ) | |||||||||||
| Net profit (loss) for the period ended January 31, 2022 | – | – | – | – | (13 | ) | (13 | ) | ||||||||||||||||
| Balance, January 31, 2022 | 28,560,745 | $ | 28,561 | $ | 494,019 | $ | – | $ | (546,800 | ) | $ | (24,207 | ) | |||||||||||
| Net profit for the year ended April 30, 2022 | – | – | – | – | (9,157 | ) | (9,157 | ) | ||||||||||||||||
| Balance, April 30, 2022 | 28,560,745 | $ | 28,561 | $ | 494,019 | $ | – | $ | (555,957 | ) | $ | (33,377 | ) | |||||||||||
| Stock issued new | 25,000,000 | 25,000 | – | – | – | 25,000 | ||||||||||||||||||
| Net profit for the year ended July 31, 2022 | – | – | – | – | (27,207 | ) | (27,207 | ) | ||||||||||||||||
| Balance, July 31, 2022 | 53,560,745 | $ | 53,561 | $ | 494,019 | $ | – | $ | (583,164 | ) | $ | (35,584 | ) | |||||||||||
| Net profit for the year ended October 31, 2022 | – | – | – | – | (5,892 | ) | (5,892 | ) | ||||||||||||||||
| Balance, October 31, 2022 | 53,560,745 | $ | 53,561 | $ | 494,019 | $ | – | $ | (589,056 | ) | $ | (41,476 | ) | |||||||||||
| Net profit for the period ended January 31, 2023 | – | – | – | – | (457 | ) | (457 | ) | ||||||||||||||||
| Balance, January 31, 2023 | 53,560,745 | $ | 53,561 | $ | 494,019 | $ | – | $ | (589,513 | ) | $ | (41,933 | ) | |||||||||||
| Common Stock | Additional Paid-in | Share Subscriptions | Accumulated | |||||||||||||||||||||
| Shares | Amount | Capital | Receivable | Deficit | Total | |||||||||||||||||||
| Balance, April 30, 2022 | 28,560,745 | $ | 28,561 | $ | 494,019 | $ | – | $ | (555,957 | ) | $ | (33,377 | ) | |||||||||||
| Net profit for the three months ended July 31, 2022 | – | – | – | – | (27,207 | ) | (27,207 | ) | ||||||||||||||||
| Stock issued new | 25,000,000 | 25,000 | – | – | – | 25,000 | ||||||||||||||||||
| Balance, July 31, 2022 | 53,560,745 | $ | 53,561 | $ | 494,019 | $ | – | $ | (583,164 | ) | $ | (35,584 | ) | |||||||||||
| Net profit for the three months ended October 31, 2022 | – | – | – | – | (5,892 | ) | (5,892 | ) | ||||||||||||||||
| Balance, October 31, 2022 | 53,560,745 | $ | 53,561 | $ | 494,019 | $ | – | $ | (589,056 | ) | $ | (41,476 | ) | |||||||||||
| Net profit for the three months ended January 31, 2023 | – | – | – | – | (457 | ) | (457 | ) | ||||||||||||||||
| Balance, January 31, 2023 | 53,560,745 | $ | 53,561 | $ | 494,019 | $ | – | $ | (589,513 | ) | $ | (41,933 | ) | |||||||||||
| Net profit for the three months ended April 30, 2023 | – | – | – | – | (1,465 | ) | (1,465 | ) | ||||||||||||||||
| Balance, April 30, 2023 | 53,560,745 | $ | 53,561 | $ | 494,019 | $ | – | $ | (590,978 | ) | $ | (43,398 | ) | |||||||||||
| Net profit for the three months ended July 31, 2023 | – | – | – | – | (31,030 | ) | (31,030 | ) | ||||||||||||||||
| Balance, July 31, 2023 | 53,560,745 | $ | 53,561 | $ | 494,019 | $ | – | $ | (622,008 | ) | $ | (74,428 | ) | |||||||||||
| Net profit for the three months ended October 31, 2023 | – | – | – | – | (8,574 | ) | (8,574 | ) | ||||||||||||||||
| Balance, October 31, 2023 | 53,560,745 | $ | 53,561 | $ | 494,019 | $ | – | $ | (630,582 | ) | $ | (83,002 | ) | |||||||||||
| Additional paid in capital | – | – | 284 | – | – | 284 | ||||||||||||||||||
| Net profit for the three months ended January 31, 2024 | – | – | – | – | (13,237 | ) | (13,237 | ) | ||||||||||||||||
| Balance, January 31, 2024 | 53,560,745 | $ | 53,561 | $ | 494,303 | $ | – | $ | (643,819 | ) | $ | (95,955 | ) | |||||||||||
The accompanying notes are an integral part of these financial statements
All share and per share information has been retrospectively restated to reflect the 35:1 reverse split
| 6 |
KASHIN, INC.
fka ONE CLEAN PLANET, INC.
CONDENSED STATEMENTS OF CASH FLOWS
Unaudited
| 9 months | 9 months | 9 months period | 9 months period | |||||||||||||
| ended | ended | ended | ended | |||||||||||||
| January 31, 2023 | January 31, 2022 | January 31, 2024 | January 31, 2023 | |||||||||||||
| OPERATING ACTIVITIES | ||||||||||||||||
| Net loss | $ | (33,556 | ) | $ | (12,727 | ) | $ | (52,841 | ) | $ | (33,556 | ) | ||||
| Adjustment to reconcile net loss to net cash used in operating activities: | ||||||||||||||||
| Stock issued for consulting services | – | – | – | – | ||||||||||||
| Expenses paid on company's behalf by related party | 11,885 | 24,101 | ||||||||||||||
| Expenses paid on company’s behalf by related party | 34,999 | 11,885 | ||||||||||||||
| Increase (decrease) in accounts payable | (3,329 | ) | (11,374 | ) | 17,571 | (3,329 | ) | |||||||||
| NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES | (25,000 | ) | – | (271 | ) | (25,000 | ) | |||||||||
| FINANCING ACTIVITIES | ||||||||||||||||
| Proceeds from sale of common stock | 25,000 | – | – | 25,000 | ||||||||||||
| Notes Payable | – | – | – | – | ||||||||||||
| Loan from Related Party | – | – | ||||||||||||||
| Additional Paid in Capital | 284 | – | ||||||||||||||
| NET CASH PROVIDED BY FINANCING ACTIVITIES | 25,000 | – | 284 | 25,000 | ||||||||||||
| NET INCREASE (DECREASE) IN CASH | – | – | 13 | – | ||||||||||||
| CASH, BEGINNING OF PERIOD | – | – | – | – | ||||||||||||
| CASH, END OF PERIOD | $ | – | – | $ | 13 | $ | – | |||||||||
| Supplemental cash flow & noncash financing activities: | ||||||||||||||||
| Common stock issued in exchange of payable assignment/settlement | $ | – | $ | – | $ | – | $ | – | ||||||||
| Cash paid for: | ||||||||||||||||
| Interest | $ | – | $ | – | $ | – | $ | – | ||||||||
| Income taxes | $ | – | $ | – | $ | – | $ | – | ||||||||
The accompanying notes are an integral part of these financial statements
| 7 |
KASHIN, INC.
NOTES TO THE INTERIM FINANCIAL STATEMENTS
Unaudited
January 31, 20232024
NOTE 1 – CONDENSED FINANCIAL STATEMENTS
The accompanying 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 January 31, 2023,2024, and for all periods presented herein, have been made.
Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Company’s April 30, 20222023 audited financial statements. The results of operations for the periods ended January 31, 20232024 and the same period last year are not necessarily indicative of the operating results for the full years.
The Company changed its name on July 27, 2015 to Kashin, Inc. having received FINRA’s approval.
NOTE 2 – GOING CONCERN
The Company’s financial statements are prepared in accordance with generally accepted accounting principles applicable to a going concern. This contemplates the realization of assets and the liquidation of liabilities in the normal course of business. Currently, the Company has a working capital deficit of $41,933,95,955, an accumulated deficit of $589,513 643,819and net loss from operations since inception of $589,513.$643,819. The Company does not have a source of revenue sufficient to cover its operation costs giving substantial doubt for it to continue as a going concern. The Company will be dependent upon the raising of additional capital through placement of our common stock in order to implement its business plan, or merge with an operating company. There can be no assurance that the Company will be successful in either situation in order to continue as a going concern. The Company funded its initial operations by way of issuing Founder’s shares.
The officers and directors have committed to advancing certain operating costs of the Company, including Legal, Audit, Transfer Agency and Edgarizing costs.
NOTE 3 – CAPITAL STOCK
The Company’s capitalization was reduced to common shares with a par value of $ per share, on July 27, 2015. preferred shares have been authorized or issued.
As of January 31, 2023,2024, the Company has nott granted any stock options and has recorded 25,000,000 stock-based compensation.options.
On January 31, 2024, the Company had common shares issued and outstanding and on April 30, 2023 the Company had and on April 30, 2022 the Company had common shares issued and outstanding.
| 8 |
NOTE 4 – RELATED PARTY TRANSACTIONS
The Company does not have any related party transactions.
NOTE 5 – RECENT ACCOUNTING PRONOUNCEMENTS
The company has evaluated allreflected the recent accounting pronouncementsassets, income, liabilities and believesexpenses of Business With Friends that none of them will have a material effect on the company’s financial statement.merged with Kashin in February 2023.
NOTE 6 –SUBSEQUENT EVENTS
The Company has merged in Business With Friends in February 2023 and will now commence generating revenues.
On May 6th Carl Maybin resigned as Officer and Director of KUSA and appointed Caren Currier as President and Director. Along with his resignation, Carl Maybin acknowledged that he is no longer owed any past compensation and forever cancels any and all indebtedness in both principal and interest.None.
| 9 |
Item 2. Management'sManagement’s Discussion and Analysis of Financial Condition and Results of Operations.
This section of this report includes a number of forward-looking statements that reflect our current views with respect to future events and financial performance. Forward looking statements are often identified by words like: believe, expect, estimate, anticipate, intend, project and similar expressions or words which, by their nature, refer to future events. You should not place undue certainty on these forward-looking statements, which apply only as of the date of this report. These forward looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from historical results or our predictions.
Overview
On July 27, 2015, the Company approved and effected a name change to Kashin, Inc. Kashin, Inc. fka Singular Chef, Inc. ("(“the Company"Company”, "our"“our” or "we"“we”) was incorporated in the State of Nevada as a for-profit company on April 09, 2009. The Company is a development stage company that intends to provide specialized step-by-step cooking tutorials through the website we are currently developing for monthly subscribers and on pay-per-view basis.
Results of Operations
The Company has not yet generated any$7,000 in revenue from its operations and has generated no revenues unrelated to its operations. Expenses for the three months ended January 31, 2023,2024, were $457$20,237 resulting in a net loss of $457$13,237 as compared to expenses for the three months ended January 31, 20222023 of $13$457 resulting in a net loss of $13.$457. The net loss of $457$13,237 for the three months ended January 31, 20232024 is a result of Revenues of $Nil,$7,000, Office and general expenses of $457$20,237 consisting primarily of transfer agent fees, business and license expenses of $NIL and Professional Fees of $NIL along with a Debt Forgiveness of $NIL as compared to the net loss of $13$457 for the three months ended January 31, 2022.2023.
The Company has not yet generated any$7,000 in revenue from its operations and has generated no revenues unrelated to its operations. Expenses for the nine months ended January 31, 2023,2024, were $33,556$59,841 resulting in a net loss of $33,556$52,841 as compared to expenses for the nine months ended January 31, 20222023 of $12,727$33,556 resulting in a net loss of $12,727.$33,556. The net loss of $12,727$52,841 for the nine months ended January 31, 20222024 is a result of Revenues of $Nil,$7,000, Office and general expenses of $1,071$8,841 consisting primarily of transfer agent fees, business and license expenses of $3,641 and Professional Fees of $12,960; along with a Debt Forgiveness of $4,945$51,000; as compared to the net loss of $1,071$33,556 for the nine months ended January 31, 20212023 resulting from Office and general expenses of $1,071 and Professional Fees of $Nil.$33,556.
Capital Resources and Liquidity
Our auditors have issued a "going concern"“going concern” opinion, meaning that there is substantial doubt if we can continue as an on-going business for the next twelve months unless we obtain additional capital. No substantial revenues are anticipated until we have implemented our plan of operations. With the exception of cash advances from our sole Officer and Director, our only source for cash at this time is investments by others. We must raise cash to implement our strategy and stay in business.
For the period ended January 31, 2023,2024, and January 31, 2022,2023, the Company had cash of Nil.$13 and NIL respectively. Accounts payable and accrued liabilities for the period ended January 31, 2023,2024, were $1,547.$19,475. The funds available to the Company will not be sufficient to fund the planned operations of the Company and maintain a reporting status.
| 10 |
Off-balance sheet arrangements
Other than the situation described in the section titled Capital Recourses and Liquidity, the company has no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect or change on the company'scompany’s financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to investors. The term "off-balance“off-balance sheet arrangement"arrangement” generally means any transaction, agreement or other contractual arrangement to which an entity unconsolidated with the company is a party, under which the company has (i) any obligation arising under a guarantee contract, derivative instrument or variable interest; or (ii) a retained or contingent interest in assets transferred to such entity or similar arrangement that serves as credit, liquidity or market risk support for such assets.
Item 3. Quantitative and Qualitative Disclosures About Market Risk.
The Company is a smaller reporting Company as defined by Rule 12b-2 of the Securities Act of 1934 and we are not required to provide the information under this item.
Item 4. Controls and Procedures.
Disclosure Controls and Procedures
Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in our reports filed or submitted under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported, within the time period specified in the SEC'sSEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in our reports filed or submitted under the Securities Exchange Act of 1934 is accumulated and communicated to management including our principal executive officer and principal financial officer as appropriate, to allow timely decisions regarding required disclosure.
In connection with this quarterly report, as required by Rule 15d-15 under the Securities Exchange Act of 1934, we have carried out an evaluation of the effectiveness of the design and operation of our company'scompany’s disclosure controls and procedures. This evaluation was carried out under the supervision and with the participation of our company'scompany’s management, including our company'scompany’s principal executive officer and principal financial officer. Based upon that evaluation, our company'scompany’s principal executive officer and principal financial officer concluded that subject to the inherent limitations noted in this Part II, Item 9A(T) as of October 31, 2021, our disclosure controls and procedures were not effective due to the existence of material weaknesses in our internal controls over financial reporting.
Changes in Internal Control Over Financial Reporting
There were no changes in our internal control over financial reporting (as defined in Rule 13a-15(f) or 15d-15(f)) during the quarter ended January 31, 2023,2024, that have materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting.
| 11 |
PART II—OTHER INFORMATION
Item 1. Legal Proceedings.
The Company is not a party to any pending legal proceedings, and no such proceedings are known to be contemplated.
No director, officer, or affiliate of the Company and no owner of record or beneficial owner of more than 5.0% of the securities of the Company, or any associate of any such director, officer or security holder is a party adverse to the Company or has a material interest adverse to the Company in reference to pending litigation.
Item 1A. Risk Factors.
We are a smaller reporting company as defined by Rule 12b-2 of the Securities Act of 1934 and are not required to provide the information under this item.
Item 2. Unregistered Sales of Securities and Use of Proceeds.
NoneNone.
Item 3. Defaults Upon Senior Securities.
NoneNone.
Item 4. Mine Safety Disclosures.
NoneNone.
Item 5. Other Information.
(a) NoneThe company has reflected the assets, income, liabilities and expenses of Business With Friends that merged with Kashin in February 2023.
During the quarter ended January 31, 2024, no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.
Item 6. Exhibits.
| 31.1 | Rule 13(a)-14(a)/15(d)-14(a) Certification of Chief Executive Officer | |
| 31.2 | Rule 13(a)-14(a)/15(d)-14(a) Certification of Chief Financial Officer* | |
| 32.1 | Section 1350 Certification of Chief Executive Officer | |
| 32.2 | Section 1350 Certification of Chief Financial Officer | |
| 101 | Inline XBRL Interactive Data Files | |
| 104 | Cover Page Interactive Data File (formatted in IXBRL, and included in exhibit 101). |
__________
* Included in Exhibit 31.1
**
| * | Included in Exhibit 31.1 |
| ** | Included in Exhibit 32.1 |
| 12 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Kashin, Inc. (Registrant) | |||
| Date: | By: | /s/ Caren Currier | |
| Caren Currier | |||
President and Director Principal and Executive Officer Principal Financial Officer Principal Accounting Officer | |||
| 13 |