ITEM 2
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MANAGEMENT’S
DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
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FORWARD
LOOKING STATEMENTS
This
Quarterly Report of Road Marshall, Inc. on Form 10-Q contains forward-looking statements, particularly those identified with the
words, “anticipates,” “believes,” “expects,” “plans,” “intends,” “objectives,”
and similar expressions. These statements reflect management's best judgment based on factors known at the time of such statements.
The reader may find discussions containing such forward-looking statements in the material set forth under “Management's
Discussion and Analysis of Financial Condition and Results of Operations,” generally, and specifically therein under the
captions “Liquidity and Capital Resources” as well as elsewhere in this Quarterly Report on Form 10-Q. Actual events
or results may differ materially from those discussed herein. The forward-looking statements specified in the following information
have been compiled by our management on the basis of assumptions made by management and considered by management to be reasonable.
Our future operating results, however, are impossible to predict and no representation, guarantee, or warranty is to be inferred
from those forward-looking statements.
The
assumptions used for purposes of the forward-looking statements specified in the following information represent estimates of
future events and are subject to uncertainty as to possible changes in economic, legislative, industry, and other circumstances.
As a result, the identification and interpretation of data and other information and their use in developing and selecting assumptions
from and among reasonable alternatives require the exercise of judgment. To the extent that the assumed events do not occur, the
outcome may vary substantially from anticipated or projected results, and, accordingly, no opinion is expressed on the achievability
of those forward-looking statements. No assurance can be given that any of the assumptions relating to the forward-looking statements
specified in the following information are accurate, and we assume no obligation to update any such forward-looking statements.
CRITICAL
ACCOUNTING POLICIES AND ESTIMATES
We
prepare our financial statements in conformity with GAAP, which requires management to make certain estimates and apply judgments.
We base our estimates and judgments on historical experience, current trends and other factors that management believes to be
important at the time the financial statements are prepared. Due to the need to make estimates about the effect of matters that
are inherently uncertain, materially different amounts could be reported under different conditions or using different assumptions.
On a regular basis, we review our critical accounting policies and how they are applied in the preparation of our financial statements.
While
we believe that the historical experience, current trends and other factors considered support the preparation of our financial
statements in conformity with GAAP, actual results could differ from our estimates and such differences could be material.
PLAN
OF OPERATION
Currently,
we are a company with the intent to become one of the, if not the primary, leading publicly traded iOS and Android application
development and promotion companies in the industry. Our proprietary application that is fully developed is called Road Marshall.
Road Marshall is an application which we believe will be invaluable to its users in the event of car trouble and we believe it
may revolutionize the way tow truck companies are found within the United States, and eventually around the world.
It
is worth noting that our application Road Marshall is currently free to download and use. The Company intends to monetize the
mobile application through third party advertisements. These advertisements could include, but not strictly be limited to, their
products, services, and or other mobile applications that are not in direct competition to our own (such as application games
for example). At this point in time there are no agreements in place with any specific advertisers, and our plan to monetize our
application through advertisements remains in the planning stages.
We
will only begin monetizing the application through advertisements when the application has gained a larger user base. We believe
that when a sufficient user base has been achieved then the addition of unobtrusive advertisements will not materially impact
the number of users who utilize Road Marshall. There is also the possibility that Road Marshall may insert “in app”
purchases whereby a user can purchase upgraded services or products within the app. However, this is speculative and is only mentioned
as a possibility down the line if we are not generating sufficient revenue from the use of advertisements alone. At present, no
definitive plans are in place for any “in app” purchases. At present we intend to further develop features of the
application, and we also plan to develop a strategy to attain a broad user base. The timeline of the aforementioned is undetermined.
While
we have plans to further develop our existing mobile application as mentioned above, from time to time we also intend to provide
services to third parties relating to the development of other mobile applications. Currently, the Company is providing services
to a third party Company to assist in the development of a similar mobile application to “Road Marshall,” specifically
targeted for the Malaysian market.
RESULTS
OF OPERATIONS
For the three months ended December 31, 2017 and 2016
We generated $0 and $0 in revenue for the three months ended
December 31, 2017 and 2016, respectively. Our operating expenses were $8,045 and $26,660 for the three months ended December 31,
2017 and 2016, respectively. Operating expenses were solely general and administrative in nature, consisting primarily of professional
and consulting fees. The decrease was mainly due to the fact that the Company incurred several one-time professional fees for
listing on OTC market during the same period in last year. Our net loss for the three-month period ended December 31, 2017 and
2016 were $8,045 and $26,660, respectively.
LIQUIDITY
AND CAPITAL RESOURCES
We
have no known demands or commitments and are not aware of any events or uncertainties as of December 31, 2017 that will result
in or that are reasonably likely to materially increase or decrease our current liquidity.
We
had no material commitments for capital expenditures as of December 31, 2017.
For future expenses we intend to be funded by our officers and directors until we can generate substantive revenues from our
application, Road Marshall or from technical services provided to clients. There is a possibility that our officers
and directors may not loan or provide us any such funds.
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Table
of Contents
OFF-BALANCE
SHEET ARRANGEMENTS
The
Company does not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect
on the Company’s financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity,
capital expenditures or capital resources that is material to investors.
ITEM
4
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CONTROLS
AND PROCEDURES
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Evaluation
of Disclosure Controls and Procedures
We
maintain disclosure controls and procedures (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that are designed
to ensure that information required to be disclosed in the reports we file or submit under the Exchange Act is recorded, processed,
summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated
and communicated to our management, including our chief executive officer and chief financial officer, as appropriate to allow
timely decisions regarding disclosure. In designing and evaluating the disclosure controls and procedures, management recognized
that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving
the desired control objectives, and management necessarily was required to apply its judgment in evaluating the cost-benefit relationship
of possible controls and procedures.
Our
Principal Executive Officer and Principal Financial Officer evaluated the effectiveness of our disclosure controls and
procedures as of December 31, 2017. Based on that evaluation, our Principal Executive Officer and Principal Financial Officer
concluded that our disclosure controls and procedures as of the end of the period covered by this report were
ineffective.
Changes
in Internal Controls over Financial Reporting
There
have been no significant changes to the Company’s internal controls over financial reporting that occurred during our
last fiscal quarter ended December 31, 2017 that materially affected, or were reasonably likely to materially affect, our
internal controls over financial reporting.