Cover
Cover - shares | 3 Months Ended | |
Nov. 30, 2022 | Jan. 18, 2023 | |
Cover [Abstract] | ||
Entity Registrant Name | FELLAZO CORP. | |
Entity Central Index Key | 0001659207 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Current Fiscal Year End Date | --08-31 | |
Entity Small Business | true | |
Entity Shell Company | false | |
Entity Emerging Growth Company | false | |
Entity Current Reporting Status | Yes | |
Document Period End Date | Nov. 30, 2022 | |
Entity Filer Category | Non-accelerated Filer | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2023 | |
Entity Common Stock Shares Outstanding | 86,264,000 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity File Number | 333-208237 | |
Entity Incorporation State Country Code | NV | |
Entity Tax Identification Number | 30-0840869 | |
Entity Interactive Data Current | Yes | |
Entity Address Address Line 1 | T2-L8-3, Level 8 | |
Entity Address Address Line 2 | IOI City Tower Two, Lebuh IRC | |
Entity Address Address Line 3 | IOI Resort City | |
Entity Address City Or Town | 62502 Putrajaya | |
City Area Code | 6017 | |
Local Phone Number | 998 9889 | |
Entity Address Country | MY | |
Entity Address Postal Zip Code | 43300 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Nov. 30, 2022 | Aug. 31, 2022 |
Current Assets | ||
Cash | $ 4,464 | $ 9,055 |
Inventory | 8,485 | 0 |
Deposit for purchases of inventory | 11,897 | 11,818 |
Total Current Assets | 24,846 | 20,873 |
Investment | 0 | 0 |
TOTAL ASSETS | 24,846 | 20,873 |
Current Liabilities | ||
Accounts payable and accrued liabilities | 18,285 | 18,317 |
Due to related party | 1,828,061 | 1,737,963 |
Total Current Liabilities | 1,846,346 | 1,756,280 |
TOTAL LIABILITIES | 1,846,346 | 1,756,280 |
Commitments and contingencies | 0 | 0 |
Stockholders' Deficit | ||
Common stock, $0.001 par value, 1,000,000,000 shares authorized; 86,264,000 shares issued and outstanding | 86,264 | 86,264 |
Additional paid-in capital | 36,122 | 36,122 |
Accumulated deficit | (1,731,980) | (1,666,632) |
Accumulated other comprehensive loss | 11,432 | 11,905 |
Total Fellazo Corp. Stockholders' Deficit | (1,598,162) | (1,532,341) |
Non-controlling interest | (223,338) | (203,066) |
Total Stockholders' Deficit | (1,821,500) | (1,735,407) |
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT | $ 24,846 | $ 20,873 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Nov. 30, 2022 | Aug. 31, 2022 |
Consolidated Balance Sheets | ||
Common stock, shares par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued | 86,264,000 | 86,264,000 |
Common stock, shares outstanding | 86,264,000 | 86,264,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) | 3 Months Ended | |
Nov. 30, 2022 | Nov. 30, 2021 | |
Consolidated Statements of Operations and Comprehensive Loss (Unaudited) | ||
Revenues | $ 10,249 | $ 3,357 |
Revenues from related parties | 0 | 8,669 |
Revenues total | 10,249 | 12,026 |
Cost of Goods Sold | 3,795 | 5,036 |
Cost of Goods Sold from related party | 1,946 | 2,638 |
Cost of Goods Sold total | 5,741 | 7,674 |
Gross profit | 4,508 | 4,352 |
Operating Expenses | ||
General and administrative expenses | 89,636 | 92,297 |
Total operating expenses | 89,636 | 92,297 |
Loss from operations | (85,128) | (87,945) |
Loss before taxes | (85,128) | (87,945) |
Provision for income tax | 0 | 0 |
Net loss | (85,128) | (87,945) |
Net loss attributable to the non-controlling interest | (19,780) | (22,159) |
Net Loss Attributable to The Shareholders of Fellazo Corp. | (65,348) | (65,786) |
Other comprehensive loss | ||
Foreign currency translation gain (loss) | (965) | 5,816 |
Total comprehensive loss | (86,093) | (82,129) |
Comprehensive Loss attributable to the non-controlling interest | (20,272) | (19,193) |
Comprehensive Loss Attributable to The Shareholders of Fellazo Corp. | $ (65,821) | $ (62,936) |
Basic and dilutive net loss per common share | $ 0 | $ 0 |
Weighted average number of common shares outstanding - basic and diluted | 86,264,000 | 86,264,000 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Deficit (Unaudited) - USD ($) | Total | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Accumulated other comprehensive loss | Noncontrolling Interest |
Balance, shares at Aug. 31, 2021 | 86,264,000 | |||||
Balance, amount at Aug. 31, 2021 | $ (1,415,589) | $ 86,264 | $ 36,122 | $ (1,403,624) | $ (981) | $ (133,370) |
Net loss for the year | (87,945) | 0 | 0 | (65,786) | 0 | (22,159) |
Foreign currency translation loss | 5,816 | $ 0 | 0 | 0 | 2,850 | 2,966 |
Balance, shares at Nov. 30, 2021 | 86,264,000 | |||||
Balance, amount at Nov. 30, 2021 | (1,497,718) | $ 86,264 | 36,122 | (1,469,410) | 1,869 | (152,563) |
Balance, shares at Aug. 31, 2022 | 86,264,000 | |||||
Balance, amount at Aug. 31, 2022 | (1,735,407) | $ 86,264 | 36,122 | (1,666,632) | 11,905 | (203,066) |
Net loss for the year | (85,128) | 0 | 0 | (65,348) | 0 | (19,780) |
Foreign currency translation loss | (965) | $ 0 | 0 | 0 | (473) | (492) |
Balance, shares at Nov. 30, 2022 | 86,264,000 | |||||
Balance, amount at Nov. 30, 2022 | $ (1,821,500) | $ 86,264 | $ 36,122 | $ (1,731,980) | $ 11,432 | $ (223,338) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | |
Nov. 30, 2022 | Nov. 30, 2021 | |
Cash Flows from Operating Activities: | ||
Net loss | $ (85,128) | $ (87,945) |
Adjustments to reconcile net loss to net cash used in operations: | ||
Expenses paid by related party | 89,714 | 89,941 |
Changes in operating assets and liabilities: | ||
Prepaid | (4) | 0 |
Inventory | (8,242) | 0 |
Other current asset | (78) | 0 |
Accounts payable and accrued liabilities | (40) | 2,264 |
Net Cash Provided by (Used in) Operating Activities | (3,778) | 4,260 |
Cash Flows from Financing Activities: | ||
Advances from related party | 0 | 40,732 |
Repayment to related party | (682) | (46,471) |
Net Cash Used in Financing Activities | (682) | (5,739) |
Effects on changes in foreign exchange rate | (131) | (29) |
Net change in cash | (4,591) | (1,508) |
Cash, beginning of period | 9,055 | 7,361 |
Cash, end of period | 4,464 | 5,853 |
Supplemental cash flow information | ||
Interest paid | 0 | 0 |
Income taxes paid | $ 0 | $ 0 |
ORGANIZATION, DESCRIPTION OF BU
ORGANIZATION, DESCRIPTION OF BUSINESS AND GOING CONCERN | 3 Months Ended |
Nov. 30, 2022 | |
ORGANIZATION, DESCRIPTION OF BUSINESS AND GOING CONCERN | |
ORGANIZATION, DESCRIPTION OF BUSINESS AND GOING CONCERN | NOTE 1 – ORGANIZATION, DESCRIPTION OF BUSINESS AND GOING CONCERN Fellazo Corp. (“the Company”, “we”, “us” or “our”) was incorporated in the State of Nevada on May 28, 2014. As of November 30, 2022, the Company had continued its transformation process into an IT based company specialized in Mobile Application Developments with worldwide clientele and a portfolio investment company in primary industries such as healthcare, energy, development and capital market. The Company had commenced to be engaged in the industry of “Healthcare and Personal Wellness” products and related products. Activities include but not limited to sourcing raw materials or partly or fully finished products, manufacturing, wholesale and trading of these products. Going Concern Uncertainties The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the realization of assets and the discharge of liabilities in the normal course of business for the foreseeable future. As of November 30, 2022, the Company had an accumulated deficit of $1,731,980, and net loss of $85,128 for the three months ended November 30, 2022. Losses have principally occurred as a result of the substantial resources required for general and administrative expenses associated with our operations. The continuation of the Company as a going concern is dependent upon the continued financial support from its stockholders or external financing. Management believes the existing stockholders will provide the additional cash to meet with the Company’s obligations as they become due. However, there is no assurance that the Company will be successful in securing sufficient funds to sustain the operations. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. These financial statements do not include any adjustments to reflect the possible future effect on the recoverability and classification of assets or the amounts and classifications of liabilities that may result from the outcome of these uncertainties. Management believes that the actions presently being taken to obtain additional funding and implement its strategic plan provides the opportunity for the Company to continue as a going concern. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Nov. 30, 2022 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation These accompanying consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) for interim financial statements and Article 8 of Regulation S-X of the United States Securities and Exchange Commission (“SEC”). Accordingly, they do not contain all information and footnotes required by U.S. GAAP for complete financial statements. However, except as disclosed herein, there has been no material change in the information disclosed in the Notes to Consolidated Financial Statements included in the Annual Report on Form 10-K for the year end August 31, 2022. Principles of Consolidation The accompanying consolidated financial statements include the financial statements of the Company and its 49% owned subsidiary Fellazo Berhad, an entity under common control. All significant inter-company balances and transactions within the Company have been eliminated upon consolidation. Variable Interest Entities The Company holds both the power to direct the most significant activities of FB, as well as an economic interest in FB and, as such, is deemed to be the primary beneficiary or consolidator of FB. The determination of the VIE’s primary beneficiary requires an evaluation of the contractual and implied rights and obligations associated with each party’s relationship with or involvement in the entity, an estimate of the entity’s expected losses and expected residual returns and the allocation of such estimates to each party involved in the entity. Inventory Inventory consists of products, such as bird nest. All inventory is valued at the lower of cost or net realizable value. Cost is determined using a first -in first out method. Revenue recognition The Company commenced its operation in mid-October 2019. At this initial stage revenue is earned from the trading of raw bird-nest only. During the year ended November 30, 2022, the Company began selling durian paste to its customers. The Company’s revenue recognition procedures consist of the following five steps in order to determine the appropriate amount of revenue to be recognized as it fulfills its obligations pursuant to each of its sales transactions: · identify the contract with a customer; · identify the performance obligations in the contract; · determine the transaction price; · allocate the transaction price to performance obligations in the contract; and · recognize revenue as the performance obligation is satisfied. The Company believes it is still in the initial stage of its operations which started with the trading of raw bird-nest and with the recent addition of the product, durian past, the management is using this initial stage as exposure of the management to the bird-nest business in order to learn and gain experience with our suppliers whom are bird-nest farmers or their agents, determination of quality of the raw materials, the process of raw bird-nest cleaning of the different class of the raw material and market for these clean bird-nest, and handling of durian paste as a food product. Thus at this initial stage we have not entered into any formal contract with our suppliers and purchasers, most of the suppliers and purchasers are known to our management or introduced to the management by closed business friends. The Company recognizes the revenue at a point in time when products are transferred to its customers which also typically corresponds with the issuance of invoices to those customers. The Company has a single performance obligation which is completed when goods are physically transferred to its customers. Cost of Goods Sold – Trading of Raw Bird-Nest At the current stage of business operations which the management considered as exposure, gaining of knowledge and experience of the overall bird-nest and durian paste business, our Cost of goods sold only include the actual cost of the raw bird-nest and durian paste purchased from suppliers. Foreign Currency Translation Transactions denominated in currencies other than the functional currency are translated into the functional currency at the exchange rates prevailing at the dates of the transaction. Monetary assets and liabilities denominated in currencies other than the functional currency are translated into the functional currency using the applicable exchange rates at the balance sheet dates. The resulting exchange differences are recorded in the statement of operations. Exchange Rates November 30, 2022 August 31, 2022 Spot rate RM : USD exchange rate 0.2233 0.2234 Average period RM : USD exchange rate 0.2169 0.2343 Concentrations During the three months ended November 30, 2022 and 2021, the Company had a concentration in demand for its products as one customer comprised 100% of the Company’s sales and two customers comprised 88% of the Company’s sales where for one customer was 64% and a second customer was 24%. During the three months ended November 30, 2022, the Company had a concentration in its products portfolio as one product comprised 100% of bird’s nest. During the three months ended November 30, 2022, the Company had a concentration in supply of its products as one supplier provided 13.9% and second supplier provided 76.2% of the Company’s purchases totaling 90.1%. |
DEPOSIT FOR PURCHASES OF INVENT
DEPOSIT FOR PURCHASES OF INVENTORY | 3 Months Ended |
Nov. 30, 2022 | |
DEPOSIT FOR PURCHASES OF INVENTORY | |
DEPOSIT FOR PURCHASES OF INVENTORY | NOTE 3 – DEPOSIT FOR PURCHASES OF INVENTORY As of November 30, 2022 and August 31, 2022, the Company had $11,897 and $11,818, respectively for purchase deposit on bird nests. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 3 Months Ended |
Nov. 30, 2022 | |
RELATED PARTY TRANSACTIONS | |
RELATED PARTY TRANSACTIONS | NOTE 4 – RELATED PARTY TRANSACTIONS Our Management Agent, Swipypay Berhad (a company established in Malaysia) is 80% owned by our director–Mr. Yap Kit Chuan. Total outstanding amount due to our Management Agent was $1,828,061 and $1,737,963 as of November 30, 2022 and August 31, 2022 respectively. The additional amount of $90,098 incurred in the three months ended November 30, 2022, consisted of operating expenses paid on behalf of the Company of $89,714 and repayment of $682. The difference of amount was a result of change of exchange rate. During the three months ended November 30, 2022 and 2021, we had purchased $1,946 and $2,638 worth of raw bird-nest from Swipypay Berhad (also an agent for bird-nest farmers), respectively. Our Company does not own or lease any real property, and our registered office in Malaysia is provided by our Management Agent. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Nov. 30, 2022 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Basis of Presentation | These accompanying consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) for interim financial statements and Article 8 of Regulation S-X of the United States Securities and Exchange Commission (“SEC”). Accordingly, they do not contain all information and footnotes required by U.S. GAAP for complete financial statements. However, except as disclosed herein, there has been no material change in the information disclosed in the Notes to Consolidated Financial Statements included in the Annual Report on Form 10-K for the year end August 31, 2022. |
Principles of Consolidation | The accompanying consolidated financial statements include the financial statements of the Company and its 49% owned subsidiary Fellazo Berhad, an entity under common control. All significant inter-company balances and transactions within the Company have been eliminated upon consolidation. |
Variable Interest Entities | The Company holds both the power to direct the most significant activities of FB, as well as an economic interest in FB and, as such, is deemed to be the primary beneficiary or consolidator of FB. The determination of the VIE’s primary beneficiary requires an evaluation of the contractual and implied rights and obligations associated with each party’s relationship with or involvement in the entity, an estimate of the entity’s expected losses and expected residual returns and the allocation of such estimates to each party involved in the entity. |
Inventory | Inventory consists of products, such as bird nest. All inventory is valued at the lower of cost or net realizable value. Cost is determined using a first -in first out method. |
Revenue recognition | The Company commenced its operation in mid-October 2019. At this initial stage revenue is earned from the trading of raw bird-nest only. During the year ended November 30, 2022, the Company began selling durian paste to its customers. The Company’s revenue recognition procedures consist of the following five steps in order to determine the appropriate amount of revenue to be recognized as it fulfills its obligations pursuant to each of its sales transactions: · identify the contract with a customer; · identify the performance obligations in the contract; · determine the transaction price; · allocate the transaction price to performance obligations in the contract; and · recognize revenue as the performance obligation is satisfied. The Company believes it is still in the initial stage of its operations which started with the trading of raw bird-nest and with the recent addition of the product, durian past, the management is using this initial stage as exposure of the management to the bird-nest business in order to learn and gain experience with our suppliers whom are bird-nest farmers or their agents, determination of quality of the raw materials, the process of raw bird-nest cleaning of the different class of the raw material and market for these clean bird-nest, and handling of durian paste as a food product. Thus at this initial stage we have not entered into any formal contract with our suppliers and purchasers, most of the suppliers and purchasers are known to our management or introduced to the management by closed business friends. The Company recognizes the revenue at a point in time when products are transferred to its customers which also typically corresponds with the issuance of invoices to those customers. The Company has a single performance obligation which is completed when goods are physically transferred to its customers. |
Cost of Goods Sold - Traiding of Raw Bird-Nest | At the current stage of business operations which the management considered as exposure, gaining of knowledge and experience of the overall bird-nest and durian paste business, our Cost of goods sold only include the actual cost of the raw bird-nest and durian paste purchased from suppliers. |
Foreign Currency Translation | Transactions denominated in currencies other than the functional currency are translated into the functional currency at the exchange rates prevailing at the dates of the transaction. Monetary assets and liabilities denominated in currencies other than the functional currency are translated into the functional currency using the applicable exchange rates at the balance sheet dates. The resulting exchange differences are recorded in the statement of operations. Exchange Rates November 30, 2022 August 31, 2022 Spot rate RM : USD exchange rate 0.2233 0.2234 Average period RM : USD exchange rate 0.2169 0.2343 |
Concentrations | During the three months ended November 30, 2022 and 2021, the Company had a concentration in demand for its products as one customer comprised 100% of the Company’s sales and two customers comprised 88% of the Company’s sales where for one customer was 64% and a second customer was 24%. During the three months ended November 30, 2022, the Company had a concentration in its products portfolio as one product comprised 100% of bird’s nest. During the three months ended November 30, 2022, the Company had a concentration in supply of its products as one supplier provided 13.9% and second supplier provided 76.2% of the Company’s purchases totaling 90.1%. |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 3 Months Ended |
Nov. 30, 2022 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Schedule of foreign currency translation | Exchange Rates November 30, 2022 August 31, 2022 Spot rate RM : USD exchange rate 0.2233 0.2234 Average period RM : USD exchange rate 0.2169 0.2343 |
ORGANIZATION, DESCRIPTION OF _2
ORGANIZATION, DESCRIPTION OF BUSINESS AND GOING CONCERN (Details Narrative) - USD ($) | 3 Months Ended | ||
Nov. 30, 2022 | Nov. 30, 2021 | Aug. 31, 2022 | |
ORGANIZATION, DESCRIPTION OF BUSINESS AND GOING CONCERN | |||
Net loss | $ (85,128) | $ (87,945) | |
Accumulated deficit | $ (1,731,980) | $ (1,666,632) |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) | Nov. 30, 2022 | Aug. 31, 2022 |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||
Spot rate RM : USD exchange rate | 0.2233 | 0.2234 |
Average period RM : USD exchange rate | 0.2169 | 0.2343 |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) | 3 Months Ended | 12 Months Ended |
Nov. 30, 2022 | Aug. 31, 2021 | |
Ownership percentage | 49% | |
Purchase [Member] | ||
Concentration credit risk percentage | 90.10% | |
One Supplier [Member] | Purchase [Member] | ||
Concentration credit risk percentage | 13.90% | |
Two Supplier [Member] | Purchase [Member] | ||
Concentration credit risk percentage | 76.20% | |
Sales [Member] | Two customer [Member] | ||
Concentration credit risk percentage | 88% | 24% |
One customer [Member] | Sales [Member] | ||
Concentration credit risk percentage | 100% | 64% |
DEPOSIT FOR PURCHASES OF INVE_2
DEPOSIT FOR PURCHASES OF INVENTORY (Details Narrative) - USD ($) | Nov. 30, 2022 | Aug. 31, 2022 |
DEPOSIT FOR PURCHASES OF INVENTORY | ||
Purchase deposits on bird nests | $ 11,897 | $ 11,818 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($) | 3 Months Ended | ||
Nov. 30, 2022 | Nov. 30, 2021 | Aug. 31, 2022 | |
Ownership percentage hold by yap | 49% | ||
Due to related party | $ 1,828,061 | $ 1,737,963 | |
Repayment to related party | 682 | $ 46,471 | |
Swipypay Berhad [Member] | |||
Purchased raw bird nest | $ 1,946 | $ 2,638 | |
Mr Yap Kit Chuan [Member] | |||
Ownership percentage hold by yap | 80% | ||
Additional amount incurred | $ 90,098 | ||
Due to related party | 1,828,061 | $ 1,737,963 | |
Operating expenses paid by related party | 89,714 | ||
Repayment to related party | $ 682 |