Ando (ADHG) 10-Q 20 Feb 19 2019 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Dec. 31, 2018	Feb. 19, 2019
Details
Registrant Name	Ando Holdings Ltd.
Registrant CIK	1,663,641
SEC Form	10-Q
Period End date	Dec. 31, 2018
Fiscal Year End	--09-30
Trading Symbol	adhg
Tax Identification Number (TIN)	474,933,278
Number of common stock shares outstanding		12,000,000
Filer Category	Non-accelerated Filer
Current with reporting	Yes
Small Business	true
Emerging Growth Company	false
Amendment Flag	false
Document Fiscal Year Focus	2,019
Document Fiscal Period Focus	Q1
Entity Incorporation, State Country Name	Nevada

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($)	Dec. 31, 2018	Sep. 30, 2018
Current Assets
Cash	$ 11,473	$ 0
Prepaid Expenses	6,000	9,000
Total Current Assets	17,473	9,000
TOTAL ASSETS	17,473	9,000
Current Liabilities
Accounts Payable & Accrued Expenses	5,225	35
Related Party Loans	77,951	48,958
Total Current Liabilities	83,176	48,993
TOTAL LIABILITIES	83,176	48,993
STOCKHOLDERS' DEFICIT
Common Stock, $0.001 Par Value Authorized Common Stock 75,000,000 shares at $0.001 Issued and Outstanding 12,000,000 Common Shares at December 31, 2018 and September 30, 2018	12,000	12,000
Additional Paid In Capital	58,840	58,840
Accumulated Deficit	(136,543)	(110,833)
TOTAL STOCKHOLDERS' DEFICIT	(65,703)	(39,993)
TOTAL LIABILITIES & STOCKHOLDERS' DEFICIT	$ 17,473	$ 9,000

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets - Parenthetical - $ / shares	Dec. 31, 2018	Sep. 30, 2018
Details
Common Stock, Shares Authorized	75,000,000	75,000,000
Common Stock, Par or Stated Value Per Share	$ 0.001	$ 0.001
Common Stock, Shares, Outstanding	12,000,000	12,000,000

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations - USD ($)	3 Months Ended
	Dec. 31, 2018	Dec. 31, 2017
REVENUE
Revenues	$ 0	$ 0
EXPENSES
General and Administrative	5,660	3,575
Professional Fees	20,050	6,035
Total Expenses	25,710	9,610
LOSS FROM OPERATIONS	(25,710)	(9,610)
Provision for Income Taxes	0	0
NET INCOME (LOSS)	$ (25,710)	$ (9,610)
BASIC AND DILUTED LOSS PER COMMON SHARE	$ 0	$ 0
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING	12,000,000	12,000,000

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Cash Flows - USD ($)	3 Months Ended
	Dec. 31, 2018	Dec. 31, 2017
OPERATING ACTIVITIES
Net Income (loss)	$ (25,710)	$ (9,610)
Adjustments to reconcile Net Loss to net cash provided by operations:
Decrease in Prepaid Expenses	3,000	2,735
Increase (decrease) in AP & Accrued Expenses	5,190	(1,700)
Net cash used in Operating Activities	(17,520)	(8,575)
FINANCING ACTIVITIES
Proceeds from Related Party Loan	28,993	8,575
Net cash provided by Financing Activities	28,993	8,575
Net decrease in Cash for period	11,473	0
Cash and Cash Equivalents, at Carrying Value, Beginning Balance	0	4,050
Cash and Cash Equivalents, at Carrying Value, Ending Balance	11,473	4,050
Supplemental Cash Flow Information and noncash Financing Activities:
Expenses paid by related party on behalf of the Company	$ 28,993	$ 8,575

NATURE OF OPERATIONS AND BASIS

NATURE OF OPERATIONS AND BASIS OF PRESENTATION	3 Months Ended
	Dec. 31, 2018
Notes
NATURE OF OPERATIONS AND BASIS OF PRESENTATION	NOTE 1 - NATURE OF OPERATIONS AND BASIS OF PRESENTATION Ando Holdings Ltd. (“Ando Holdings Ltd.” or the “Company”) was incorporated in the State of Nevada on August 22, 2015 and its fiscal year end is September 30. The Company is currently pursuing business opportunities in Hong Kong. The Company is contemplating purchasing two existing companies, one in financing and the other in the retail tea business. As of December 31, 2018, there has been no major progress regarding these acquisitions. On November 15, 2018, the Company created Ando Automobile Technology Limited, a Hong Kong company. The Company intends this fully-owned subsidiary to operate as an automobile trading company, trading in foreign-made automobiles to be shipped to Chinese buyers directly. As of December 31, 2018, this subsidiary has no operations.

GOING CONCERN DISCLOSURE

GOING CONCERN DISCLOSURE	3 Months Ended
	Dec. 31, 2018
Notes
GOING CONCERN DISCLOSURE	NOTE 2 - GOING CONCERN The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. For the period from inception on August 22, 2015 through December 31, 2018, the Company has had minimal operations, and has accumulated a deficit of $136,543. In view of this, the Company’s ability to continue as a going concern is dependent upon the Company’s ability to continue operations and to achieve a level of profitability large enough to cover the Company’s expenses. The Company intends on financing its future development activities and its working capital needs largely from the sale of public equity securities, with some additional funding from other traditional financing sources, until such time that funds provided by operations are sufficient to fund working capital requirements. The financial statements of the Company do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classifications of liabilities that might be necessary should the Company be unable to continue as a going concern. Management has evaluated these factors and has determined that they raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date that the financial statements are issued. The officers and directors have agreed to advance funds to the Company to meet its obligations.

BASIS OF PRESENTATION AND SIGNI

BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES	3 Months Ended
	Dec. 31, 2018
Notes
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES	NOTE 3 - BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The consolidated financial statements present the balance sheets, statements of operations and cash flows of the Company and its fully-owned subsidiary. These financial statements are presented in United States dollars and have been prepared in accordance with U.S. GAAP. 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 consolidated financial statements be read in conjunction with the financial statements and notes thereto included in the Company’s September 30, 2018 audited financial statements. The results of operations for the period ended December 31, 2018 are not necessarily indicative of the operating results for a full year. In the opinion of management, all adjustments consisting of normal recurring entries necessary for a fair statement of the periods presented for: (a) the financial position; (b) the result of operations; and (c) cash flows, have been made in order to make the financial statements presented not misleading. Advertising Advertising costs are expensed as incurred. As of December 31, 2018 and 2017, no advertising costs have been incurred. Property The Company does not own or rent any property. The office space is provided by the CEO at no charge. Use of Estimates and Assumptions Preparation of the financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results could differ from those estimates. Cash and Cash Equivalents For the purposes of the statement of cash flows, the Company considers highly liquid financial instruments purchased with a maturity of three months or less to be cash equivalent. At December 31, 2018 and September 30, 2018, the Company had $11,473 and $0 in cash, respectively. Net Loss per Share Basic loss per share includes no dilution and is computed by dividing loss available to common stockholders by the weighted average number of common shares outstanding for the period. Dilutive loss per share reflects the potential dilution of securities that could share in the losses of the Company. Because the Company does not have any potentially dilutive securities, the accompanying presentation is only of basic loss per share. Recent Accounting Pronouncements From time to time, new accounting pronouncements are issued that we adopt as of the specified effective date. We believe that the impact of recently issued standards that are not yet effective may have an impact on our results of operations and financial position. In August 2014, the FASB issued ASU No. 2014-15, Disclosure of Uncertainties About an Entity’s Ability to Continue as a Going Concern. The amendments require management to perform interim and annual assessments of an entity’s ability to continue as a going concern and provides guidance on determining when and how to disclose going concern uncertainties in the financial statements. The standard applies to all entities and is effective for annual and interim reporting periods ending after December 15, 2016, with early adoption permitted. The Company has adopted this standard and has included the appropriate disclosures in Note 2 to these financial statements. In June 2016, the FASB issued ASU 2016-15, “Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments.” ASU 2016-15 addresses diversity in how certain cash receipts and cash payments are presented and classified in the statement of cash flows. The amendments are effective for public business entities for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. For all other entities, the amendments are effective for fiscal years beginning after December 15, 2018, and interim periods within fiscal years beginning after December 15, 2019. Early adoption is permitted, including adoption in an interim period. The Company is evaluating the impact of this new requirement on the cash flows of the Company. Other than as noted above the Company has not implemented any pronouncements that had material impact on the financial statements, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

CAPITAL STOCK DISCLOSURE

CAPITAL STOCK DISCLOSURE	3 Months Ended
	Dec. 31, 2018
Notes
CAPITAL STOCK DISCLOSURE	NOTE 4 - CAPITAL STOCK The Company is authorized to issue an aggregate of 75,000,000 common shares with a par value of $0.001 per share. No preferred shares have been authorized or issued. At both December 31, 2018 and September 30, 2018, 12,000,000 common shares were issued and outstanding. On September 22, 2015, the Company issued 5,750,000 Founder’s shares at $0.001 per share (par value) for total cash of $5,750. On September 22, 2015, the Company issued 2,250,000 shares for services provided since inception. These shares were issued at $0.001 per share (par value) for services valued at $2,250. During the quarter ended June 30, 2016, the Company issued 4,000,000 shares to 27 shareholders at $0.01 per share for total cash of $40,000. On June 30, 2017, the former shareholder released the debt owed to him in the amount of $22,840, per the June 28, 2017 Assignment of Rights and Assumption of Liabilities Agreement. This amount is represented in the financial statements as Contributed Capital. At December 31, 2018, there are no warrants or options outstanding to acquire any additional shares of common stock of the Company.

RELATED PARTY TRANSACTIONS DISC

RELATED PARTY TRANSACTIONS DISCLOSURE	3 Months Ended
	Dec. 31, 2018
Notes
RELATED PARTY TRANSACTIONS DISCLOSURE	NOTE 5 - RELATED PARTY TRANSACTIONS At December 31, 2018 and September 30, 2018, an affiliate has paid expenses on behalf of the Company in the amount of $77,951 and $48,958, respectively. The loans are unsecured, payable on demand, and carry no interest. The Company does not own or rent any property. The office space is provided by the CEO at no charge.

PREPAID EXPENSES DISCLOSURE

PREPAID EXPENSES DISCLOSURE	3 Months Ended
	Dec. 31, 2018
Notes
PREPAID EXPENSES DISCLOSURE	NOTE 6 - PREPAID EXPENSES OTCQB fees are included as prepaid expenses at December 31, 2018 and September 30, 2018. These expenses are stated at cost and are charged to expense over the periods the Company expects to benefit from them. At December 31, 2018 and September 30, 2018, the Company has prepaid expenses of $6,000 and $9,000, respectively.

COMMITMENTS AND CONTINGENCIES D

COMMITMENTS AND CONTINGENCIES DISCLOSURE	3 Months Ended
	Dec. 31, 2018
Notes
COMMITMENTS AND CONTINGENCIES DISCLOSURE	NOTE 7 - COMMITMENTS AND CONTINGENCIES On March 18, 2017, Ando Capital Investment Limited engaged Acorn Assets & Equity Limited to identify and precipitate the purchase of a public company through a Consulting Agreement. On August 29, 2017, a supplement to the Consulting Agreement was signed to clarify certain terms of the agreement. The supplementary document states that the transfer agent fees incurred in the purchase, such as cancelation or issuance of share certificates, new CUSIP application, and printing of new share certificate templates, will be paid by Acorn Assets & Equity Limited until the completion of the initial Consulting Agreement. At December 31, 2018 and September 30, 2018, Acorn Assets & Equity Limited has paid transfer agent fees in the amounts of $3,830 and $1,215, respectively, on behalf of Ando Holdings Ltd. On November 7, 2018, the Company entered into a Consulting Agreement with Greenpro Financial Consulting Ltd. (Greenpro) to advise on the required procedures for the issuance of bond. Greenpro’s responsibilities include the drafting and preparation of the Bond Subscription Agreement and Bond Form 8-K, along with the legal fees relevant to the Bond 8-K The Company agreed to pay Greenpro a fee of $10,000, $7,000 to be paid within seven (7) days of execution of the agreement, and $3,000 to be paid within seven (7) days of the submission of the Form 8-K related to the issuance of bond. At December 31, 2018 and September 30, 2018, the Company has paid Greenpro $7,000 and $0, respectively. From time to time the Company may be a party to litigation matters involving claims against the Company. Management believes that there are no current matters that would have a material effect on the Company’s financial position or results of operations.

Subsequent Events, Disclosure

Subsequent Events, Disclosure	3 Months Ended
	Dec. 31, 2018
Notes
Subsequent Events, Disclosure	NOTE 8 - SUBSEQUENT EVENTS On February 5, 2019, the Company filed a Form 8-K after entering into a Note Purchase Agreement with investors Lin Su Hu. Pursuant to this agreement, the Company issued a promissory note to Lin Su Hu for $50,000, at 10% interest per annum, with a maturity date of February 1, 2020.

BASIS OF PRESENTATION AND SIG_2

BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES: Basis of Presentation (Policies)	3 Months Ended
	Dec. 31, 2018
Policies
Basis of Presentation	Basis of Presentation The consolidated financial statements present the balance sheets, statements of operations and cash flows of the Company and its fully-owned subsidiary. These financial statements are presented in United States dollars and have been prepared in accordance with U.S. GAAP. 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 consolidated financial statements be read in conjunction with the financial statements and notes thereto included in the Company’s September 30, 2018 audited financial statements. The results of operations for the period ended December 31, 2018 are not necessarily indicative of the operating results for a full year. In the opinion of management, all adjustments consisting of normal recurring entries necessary for a fair statement of the periods presented for: (a) the financial position; (b) the result of operations; and (c) cash flows, have been made in order to make the financial statements presented not misleading.

BASIS OF PRESENTATION AND SIG_3

BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES: Advertising Costs Policy (Policies)	3 Months Ended
	Dec. 31, 2018
Policies
Advertising Costs Policy	Advertising Advertising costs are expensed as incurred. As of December 31, 2018 and 2017, no advertising costs have been incurred.

BASIS OF PRESENTATION AND SIG_4

BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES: Property, Policy (Policies)	3 Months Ended
	Dec. 31, 2018
Policies
Property, Policy	Property The Company does not own or rent any property. The office space is provided by the CEO at no charge.

BASIS OF PRESENTATION AND SIG_5

BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES: Use of Estimates and Assumptions (Policies)	3 Months Ended
	Dec. 31, 2018
Policies
Use of Estimates and Assumptions	Use of Estimates and Assumptions Preparation of the financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results could differ from those estimates.

BASIS OF PRESENTATION AND SIG_6

BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES: Cash and Cash Equivalents Policy (Policies)	3 Months Ended
	Dec. 31, 2018
Policies
Cash and Cash Equivalents Policy	Cash and Cash Equivalents For the purposes of the statement of cash flows, the Company considers highly liquid financial instruments purchased with a maturity of three months or less to be cash equivalent. At December 31, 2018 and September 30, 2018, the Company had $11,473 and $0 in cash, respectively.

BASIS OF PRESENTATION AND SIG_7

BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES: Net Loss Per Share Policy (Policies)	3 Months Ended
	Dec. 31, 2018
Policies
Net Loss Per Share Policy	Net Loss per Share Basic loss per share includes no dilution and is computed by dividing loss available to common stockholders by the weighted average number of common shares outstanding for the period. Dilutive loss per share reflects the potential dilution of securities that could share in the losses of the Company. Because the Company does not have any potentially dilutive securities, the accompanying presentation is only of basic loss per share.

BASIS OF PRESENTATION AND SIG_8

BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES: Recent Accounting Pronouncements (Policies)	3 Months Ended
	Dec. 31, 2018
Policies
Recent Accounting Pronouncements	Recent Accounting Pronouncements From time to time, new accounting pronouncements are issued that we adopt as of the specified effective date. We believe that the impact of recently issued standards that are not yet effective may have an impact on our results of operations and financial position. In August 2014, the FASB issued ASU No. 2014-15, Disclosure of Uncertainties About an Entity’s Ability to Continue as a Going Concern. The amendments require management to perform interim and annual assessments of an entity’s ability to continue as a going concern and provides guidance on determining when and how to disclose going concern uncertainties in the financial statements. The standard applies to all entities and is effective for annual and interim reporting periods ending after December 15, 2016, with early adoption permitted. The Company has adopted this standard and has included the appropriate disclosures in Note 2 to these financial statements. In June 2016, the FASB issued ASU 2016-15, “Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments.” ASU 2016-15 addresses diversity in how certain cash receipts and cash payments are presented and classified in the statement of cash flows. The amendments are effective for public business entities for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. For all other entities, the amendments are effective for fiscal years beginning after December 15, 2018, and interim periods within fiscal years beginning after December 15, 2019. Early adoption is permitted, including adoption in an interim period. The Company is evaluating the impact of this new requirement on the cash flows of the Company.

GOING CONCERN DISCLOSURE (Detai

GOING CONCERN DISCLOSURE (Details) - USD ($)	Dec. 31, 2018	Sep. 30, 2018
Details
Accumulated Deficit	$ 136,543	$ 110,833

BASIS OF PRESENTATION AND SIG_9

BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES: Cash and Cash Equivalents Policy (Details) - USD ($)	Dec. 31, 2018	Sep. 30, 2018
Details
Cash	$ 11,473	$ 0

CAPITAL STOCK DISCLOSURE (Detai

CAPITAL STOCK DISCLOSURE (Details) - USD ($)	12 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2015	Dec. 31, 2018	Sep. 30, 2018
Details
Common shares authorized				75,000,000	75,000,000
Par value of common shares				$ 0.001	$ 0.001
Common shares were issued and outstanding				12,000,000
Common stock issued for cash		4,000,000	5,750,000
Value of common stock issued for cash	$ 40,000		$ 5,750
Common stock issued for services			2,250,000
Value of common stock issued for services			$ 2,250
Debt released by former shareholder, represented as Contributed Capital	$ 22,840

RELATED PARTY TRANSACTIONS DI_2

RELATED PARTY TRANSACTIONS DISCLOSURE (Details) - USD ($)	Dec. 31, 2018	Sep. 30, 2018
Details
Related Party Loans	$ 77,951	$ 48,958

PREPAID EXPENSES DISCLOSURE (De

PREPAID EXPENSES DISCLOSURE (Details) - USD ($)	Dec. 31, 2018	Sep. 30, 2018
Details
Prepaid Expenses	$ 6,000	$ 9,000

COMMITMENTS AND CONTINGENCIES_2

COMMITMENTS AND CONTINGENCIES DISCLOSURE (Details) - USD ($)	3 Months Ended
	Dec. 31, 2018	Dec. 31, 2017
Details
Decrease in amounts due to service providers	$ 3,830	$ 1,215
Consulting Agreement expenses paid	$ 7,000

Subsequent Events, Disclosure (

Subsequent Events, Disclosure (Details)	1 Months Ended
	Feb. 05, 2019USD ($)
Details
Proceeds from promissory note	$ 50,000