REPORT OF INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM
To the Board of Directors and
Stockholders of Yijia Group Corp.
Opinion on the Financial Statements
We have audited the accompanying balance
sheet of Yijia Group Corp. (the “Company”) as of April 30, 2020 and 2019, and the related statement of operations,
changes in stockholders’ deficit, and cash flows for the years ended April 30, 2020 and 2019, and the related notes (collectively
referred to as the financial statements). In our opinion, the financial statements present fairly, in all material respects, the
financial position of the Company as of April 30, 2020 and 2019, and the results of its operations and its cash flows for the years
then ended, in conformity with accounting principles generally accepted in the United States of America.
Consideration of the Company’s
Ability to Continue as a Going Concern
The accompanying financial statements have
been prepared assuming that the Company will continue as a going concern. As discussed in Note 2 to the financial statements, the
Company has suffered recurring losses from operations and has a net capital deficiency that raise substantial doubt about its ability
to continue as a going concern. Management's plans in regard to these matters are also described in Note 2. The financial statements
do not include any adjustments that might result from the outcome of this uncertainty.
Basis for Opinion
These financial statements are the responsibility
of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based
on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB)
and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable
rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with
the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether
the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have,
nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required
to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the
effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.
Our audits included performing procedures
to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures
that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures
in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made
by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a
reasonable basis for our opinion.
/s/ Exelient PAC
Exelient PAC
We have served as the Company’s auditor
since 2019.
Singapore
August 5, 2020
YIJIA GROUP CORP.
BALANCE SHEETS
AS OF APRIL 30, 2020 AND APRIL 30, 2019
See accompanying notes, which are an integral
part of these financial statements
See accompanying notes, which are an integral
part of these financial statements
See accompanying notes, which are an integral
part of these financial statements
See accompanying notes, which are an integral
part of these financial statements
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEARS ENDED APRIL 30, 2020 AND
2019
Note 1 – ORGANIZATION AND NATURE
OF BUSINESS
Yijia Group Corp. (“the Company”,
“we”, “us” or “our”) was incorporated as Soldino Group Corp. on January 25, 2017 under the
laws of the State of Nevada, United States of America. The Company has ceased its operations as of October 2018. As such, the Company
accounted for all of its assets, liabilities and results of operations up to October 31, 2018 as discontinued operations. As of
November 1, 2018, the Company is a shell company. On November 15, 2018, the Company changed its name to Yijia Group Corp.
On October 31, 2018, Aurora Fiorin resigned
as the President, Treasurer, Secretary and Director of the Company. Ms. Fiorin’s resignation as President, Treasurer and
Secretary was effective immediately. Ms. Fiorin’s resignation as a Director was effective ten (10) days following the filing
by the Company of the Information Statement on Schedule 14f-1 with the United States Securities and Exchange Commission (the “SEC”).
Prior to Ms. Fiorin’s, resignation, she appointed Ms. Shaoyin Wu as the new President and Chief Executive Officer of the
Company and Mr. Kim Lee Poh as the Company’s new Chief Financial Officer and Secretary. Messrs. Wu and Poh were appointed
as new board members of the Company together with Mr. Jian Yang.
Note 2 – GOING CONCERN
The accompanying financial statements have
been prepared in conformity with generally accepted accounting principles, which contemplate continuation of the Company as a going
concern. The Company incurred net loss of $72,334 for the year ended April 30, 2020 and an accumulated deficit of $187,271.
Therefore, there is substantial doubt about
the Company’s ability to continue as a going concern without future profitability. Management anticipates that the Company
will be dependent, in the near future, on additional investment capital to fund operating expenses. The Company intends to position
itself so that it will be able to raise additional funds through the capital markets.
In light of management’s efforts,
there are no assurances that the Company will be successful in this or any of its endeavors or become financially viable and continue
as a going concern. The accompanying financial statements have been prepared on a going concern basis which contemplates the realization
of assets and satisfaction of liabilities in the normal course of business. The financial statements do not include any adjustments
relating to the recoverability and classification of assets or the amounts and classifications of liabilities that might be necessary
should the Company be unable to continue as a going concern.
Note 3 – SUMMARY OF SIGNIFICANT
ACCOUNTING POLICIES
Basis of presentation
The accompanying financial statements have
been prepared in accordance with generally accepted accounting principles in the United States of America. The Company’s
fiscal year is April 30.
YIJIA GROUP CORP.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEARS ENDED APRIL 30, 2020 AND
2019
Use of Estimates
The preparation of financial statements
in conformity with generally accepted accounting principles 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 amount of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Fair Value of Financial Instruments
Accounting Standards Codification (“ASC”)
topic 820 "Fair Value Measurements and Disclosures" establishes a three-tier fair value hierarchy, which prioritizes
the inputs in measuring fair value. The hierarchy organizes the inputs into three levels based on the extent to which inputs used
in measuring fair value are observable in the market.
These tiers include:
Level 1:
|
defined as observable inputs such as quoted prices in active markets;
|
Level 2:
|
defined as inputs other than quoted prices in active markets that are either directly or indirectly observable;
|
Level 3:
|
defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions.
|
The carrying value of cash and the Company’s
loan from shareholders 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 on
the differences between the financial reporting and tax bases of assets and liabilities 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.
Uncertain tax positions
The company did not take any uncertain
tax positions and had no adjustments to its income tax liabilities or benefits pursuant to the ASC 740 provisions of Section 740-10-25
for the years ended April 30, 2020 and 2019.
YIJIA GROUP CORP.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEARS ENDED APRIL 30, 2020 AND
2019
Revenue Recognition
The Company recognizes revenue in accordance
with “ASC” No. 605, “Revenue Recognition”. 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 years ended April 30, 2020 and 2019, no revenues were generated.
Net Income (Loss) Per Share
The Company computes net income (loss)
per share in accordance with FASB ASC 260 “Earnings per Share”. Basic loss per share is computed by dividing net income
(loss) available to common shareholders by the weighted average number of outstanding common shares during the period. Diluted
income (loss) per share gives effect to all dilutive potential common shares outstanding during the period. Dilutive loss per share
excludes all potential common shares if their effect is anti-dilutive. As of April 30, 2020 and 2019, there were no potentially
dilutive debt or equity instruments issued or outstanding.
Currencies
The Company’s reporting and functional
currencies are both the U.S. dollar. Foreign currency transaction gains and losses are included in other income (expense) but are
negligible.
Comprehensive Income
Comprehensive income is defined as all
changes in stockholders’ 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 April
30, 2020 and 2019, there were no differences between our comprehensive loss and net loss.
Stock-Based Compensation
Stock-based compensation is accounted for
at fair value in accordance with ASC Topic 718. The amendments in Update expand the scope of Topic 718 to include share based payment
transactions for acquiring goods and services from nonemployees. An entity should apply the requirements of Topic 718 to nonemployee
awards except for specific guidance on inputs to an option pricing model and the attribution of cost (that is, the period of time
over which share-based payment awards vest and the pattern of cost recognition over that period). The amendments specify that Topic
718 applies to all share-based payment transactions in which a grantor acquires goods or services to be used or consumed in a grantor’s
own operations by issuing share-based payment awards. The amendments also clarify that Topic 718 does not apply to share-based
payments used to effectively provide (1) financing to the issuer or (2) awards granted in conjunction with selling goods or services
to customers as part of a contract accounted for under Topic 606, Revenue from Contracts with Customers. To date, the Company has
not adopted a stock option plan and has not granted any stock options.
Related parties
Parties, which can be a corporation or
individual, are considered to be related if the Company has the ability, directly or indirectly, to control the other party or
exercise significant influence over the party in making financial and operational decisions. Companies are also considered to be
related if they are subject to common control or common significant influence.
YIJIA GROUP CORP.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEARS ENDED APRIL 30, 2020 AND
2019
Reclassification
Certain reclassifications have been made
to the financial statements for the prior year periods to present that information on a basis consistent with the current period.
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 August 2018,
the Financial Accounting Standards Board (“FASB”) issued ASU No. 2018-13 Fair Value Measurement (Topic 820) (“ASU
2018-13”) which modifies the disclosure requirement on fair value measurements. The new guidance is effective for fiscal
years beginning after December 15, 2019. The Company is evaluating the effect, if any, the update will have on its financial statements
when adopted in Fiscal 2021.
In January 2017,
the FASB issued ASU No. 2017-04, Intangibles – Goodwill and Other (Topic 350): Simplifying the Test for Goodwill
Impairment (“ASU 2017-04”), which simplifies how an entity is required to test goodwill for impairment by
eliminating Step 2 from the goodwill impairment test. Under ASU 2017-04 goodwill impairment will be tested by comparing the
fair value of a reporting unit with its carrying amount and recognizing an impairment charge for the amount by which the carrying
amount exceeds the reporting unit’s fair value. The new guidance must be applied on a prospective basis and is effective
for periods beginning after December 15, 2019, with early adoption permitted. The Company does not plan to adopt ASU 2017-04 early
and is in the process of determining the effect that ASU 2017-04 may have; however, the Company expects the new standard to have
an immaterial effect on its financial statements when adopted in Fiscal 2021.
In June 2016,
the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses
on Financial Instruments (“ASU 2016-13”) which replaces the incurred loss impairment methodology in current
generally accepted accounting principles U.S. GAAP with a methodology that reflects expected credit losses and requires consideration
of a broader range of reasonable and supportable information to inform credit loss estimates. The new guidance is effective for
fiscal years beginning after December 15, 2022. The Company is evaluating the effect, if any, the update will have on its financial
statements when adopted in Fiscal 2023.
YIJIA GROUP CORP.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEARS ENDED APRIL 30, 2020 AND
2019
Note 4 – DISCONTINUED OPERATION
In October 2018, the Company ceased and
discontinued the operations in the distribution and sewing of work wear. The Company’s operations through October 31, 2018
became discontinued operations. From November 1, 2018, the Company has become a shell company. As such, the Company accounted for
all of its assets, liabilities and results of operations up to October 31, 2018 as discontinued operations.
The following table presents the assets
and liabilities of the discontinued business, as Assets classified from discontinued operations and Liabilities classified
from discontinued operations in the Balance Sheets:
|
|
April 30, 2020
|
|
|
April 30, 2019
|
|
ASSETS
|
|
|
|
|
|
|
|
|
Current Assets
|
|
|
|
|
|
|
|
|
Prepaid expenses
|
|
$
|
–
|
|
|
$
|
–
|
|
Inventory
|
|
|
–
|
|
|
|
–
|
|
Total Current Assets
|
|
|
–
|
|
|
|
–
|
|
Fixed Assets – plant and equipment
|
|
|
|
|
|
|
|
|
Total Fixed Assets
|
|
|
–
|
|
|
|
–
|
|
Assets of Discontinued Operation
|
|
$
|
–
|
|
|
$
|
–
|
|
The following table presents the Discontinued
Operations in the Statement of Operations:
|
|
Year ended
April 30, 2020
|
|
|
Year ended
April 30, 2019
|
|
|
|
|
|
|
|
|
Revenues
|
|
$
|
–
|
|
|
$
|
11,210
|
|
|
|
|
|
|
|
|
|
|
Cost of goods
|
|
|
–
|
|
|
|
(320
|
)
|
GROSS PROFIT
|
|
|
–
|
|
|
|
10,890
|
|
|
|
|
|
|
|
|
|
|
OPERATING EXPENSES
|
|
|
|
|
|
|
|
|
General and Administrative Expenses
|
|
|
–
|
|
|
|
45,246
|
|
|
|
|
|
|
|
|
|
|
TOTAL OPERATING EXPENSES
|
|
|
–
|
|
|
|
(45,246
|
)
|
|
|
|
|
|
|
|
|
|
LOSS FROM DISCONTINUED OPERATIONS
|
|
$
|
–
|
|
|
$
|
(34,356
|
)
|
The following table presents the discontinued business in the
Statement of Cash Flows:
|
|
Year ended
April 30, 2020
|
|
|
Year ended
April 30, 2019
|
|
CASH FLOWS FROM OPERATING ACTIVITIES
|
|
|
|
|
|
|
|
|
Net loss for the year
|
|
$
|
–
|
|
|
$
|
–
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
|
|
|
|
|
Forgiveness of related party loan
|
|
|
–
|
|
|
|
13,720
|
|
Write-off of fixed assets
|
|
|
–
|
|
|
|
31,061
|
|
Write-off of inventories
|
|
|
–
|
|
|
|
6,833
|
|
Changes in operating assets and liabilities
|
|
|
|
|
|
|
|
|
Increase in prepaid expenses
|
|
|
–
|
|
|
|
5,440
|
|
Cash flows provided by operating activities – discontinued operations
|
|
$
|
–
|
|
|
$
|
57,054
|
|
YIJIA GROUP CORP.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEARS ENDED APRIL 30, 2020 AND
2019
Note 5 – COMMON STOCK
The Company has 75,000,000, $0.001 par
value shares of common stock authorized.
There were 5,871,250 shares of common stock
issued and outstanding as of April 30, 2020 and 2019.
Note 6 – COMMITMENTS AND CONTINGENCIES
As of April 30, 2020 and 2019, the Company
has no material commitments or contingencies.
Note 7 – INCOME TAXES
The Company adopted the provisions of uncertain
tax positions as addressed in ASC 740-10-65-1. As a result of the implementation of ASC 740-10-65-1, the Company recognized no
increase in the liability for unrecognized tax benefits.
The Company has no tax position at April
30, 2020 for which the ultimate deductibility is highly certain but for which there is uncertainty about the timing of such deductibility.
The Company does not recognize interest accrued related to unrecognized tax benefits in interest expense and penalties in operating
expenses. No such interest or penalties were recognized during the period presented. The Company had no accruals for interest and
penalties at April 30, 2020 and 2019. The Company’s utilization of any net operating loss carry forward may be unlikely as
a result of its intended activities.
The valuation allowance at April 30, 2020
and 2019 was $39,327 and $24,136. The net change in valuation allowance during the years ended April 30, 2020 and 2019 was $15,191
and $22,294. In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that
some portion or all of the deferred income tax assets will not be realized. The ultimate realization of deferred income tax assets
is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management
considers the scheduled reversal of deferred income tax liabilities, projected future taxable income, and tax planning strategies
in making this assessment. Based on consideration of these items, management has determined that enough uncertainty exists
relative to the realization of the deferred income tax asset balances to warrant the application of a full valuation allowance
as of April 30, 2020 and 2019. All tax years since inception remains open for examination only by taxing authorities of US
Federal and state of Nevada.
The Company has a net operating loss carryforward
for tax purposes totaling $187,271 and $114,937 at April 30, 2020 and 2019, expiring through 2040. There is a limitation on the
amount of taxable income that can be offset by carryforwards after a change in control (generally greater than a 50% change in
ownership). Temporary differences, which give rise to a net deferred tax asset, are as follows:
|
|
As of
April 30, 2020
|
|
|
As of
April 30, 2019
|
|
Non-current deferred tax assets:
|
|
|
|
|
|
|
|
|
Net operating loss carryforward
|
|
$
|
(187,271
|
)
|
|
$
|
(114,937
|
)
|
|
|
|
|
|
|
|
|
|
Total deferred tax assets
|
|
|
(39,327
|
)
|
|
|
(24,136
|
)
|
Valuation allowance
|
|
|
39,327
|
|
|
|
24,136
|
|
Net deferred tax assets
|
|
$
|
–
|
|
|
$
|
–
|
|
YIJIA GROUP CORP.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEARS ENDED APRIL 30, 2020 AND
2019
The actual tax benefit at the expected
rate of 21% differs from the expected tax benefit for the year ended April 30, 2020 and 2019 as follows:
|
|
Year ended
April 30, 2020
|
|
|
Year ended
April 30, 2019
|
|
Computed "expected" tax benefit
|
|
$
|
(39,327
|
)
|
|
$
|
(24,136
|
)
|
Change in valuation allowance
|
|
|
39,327
|
|
|
|
24,136
|
|
Actual tax benefit
|
|
$
|
–
|
|
|
$
|
–
|
|
Note 8 – RELATED PARTY TRANSACTIONS
The Company has been provided free office
space by its stockholder. The management determined that such cost is nominal and did not recognize the rent expense in its financial
statements.
From time to time, the stockholder and
director of the Company advanced funds to the Company for working capital purpose. Those advances are unsecured, non-interest bearing
and due on demand.
Apart from the transactions and balances
detailed elsewhere in these accompanying financial statements, the Company has no other significant or material related party transactions
during the years presented.
Note 9 – SUBSEQUENT EVENTS
In accordance with ASC Topic 855, “Subsequent
Events” the Company has analyzed its operations subsequent to April 30, 2020 to the date these financial statements were
available to be issued, August 5, 2020, and has determined that it does not have any material subsequent events to disclose
in these financial statements.