NOTES
TO CONDENSED FINANCIAL STATEMENTS
For
the nine months ended April 30, 2017
(Currency
expressed in United States Dollars (“US$”), except for number of shares)
(Unaudited)
1.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis
of preparation
The
reporting currency of the Company is United States Dollars (“US$”) and the accompanying financial statements have
been expressed in US$.
Basis
of presentation
The
accompanying condensed unaudited financial statements have been prepared in accordance with accounting principles generally accepted
in the United States of America and the rules and regulations of the Securities and Exchange Commission for interim financial
information. Accordingly, they do not include all the information necessary for a comprehensive presentation of financial position
and results of operations.
It
is management’s opinion however, that all material adjustments (consisting of normal recurring adjustments) have been made,
which are necessary for a fair financial statements presentation. The results for the interim period are not necessarily indicative
of the results to be expected for the year.
Nuts
and Bolts International, Inc. (the “Company”) was incorporated under the laws of the State of Nevada on August 21,
2013 to create and publish electronic non-fiction multimedia books for the hobby and do-it-yourself consumer markets (“eBooks”)
through the internet. It’s eBook publishing operations were conducted through it’s wholly-owned subsidiary, Nuts and
Bolts Publishing, LLC, which was organized under the laws of the State of North Carolina on August 22, 2013.
Effective
as of February 29, 2016, the Company had a change of control as a result of the sale of it’s previous controlling shareholder
of 5,000,000 shares of it’s common stock, representing approximately 76.5% of the Company’s issued and outstanding
common stock. Following the change of control, the Company has discontinued the eBook publishing operations previously carried
on through the previous company’s subsidiary.
Also,
following the change of control, the Company is now engaged in the business of providing management and consulting services to
Trendmaker Private Limited. Effective as of April 14, 2016, the Company amended it’s Articles of Incorporation to change
it’s name to Trendmaker, Inc., Limited.
Use
of estimates
In
preparing financial statements in conformity with generally accepted accounting principles, management is required to make estimates
and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities
at the date of the financial statements and revenues and expenses during the reported period. Significant estimates include valuation
of in kind contribution of services, valuation of deferred tax assets. Actual results could differ from those estimates.
Revenue
recognition
The
Company will recognize revenue on arrangements in accordance with FASB ASC No. 605, “Revenue Recognition”. In all
cases, revenue is recognized only when the price is fixed and determinable, persuasive evidence of an arrangement exists, the
service is performed and collectability of the resulting receivable is reasonably assured.
TRENDMAKER,
INC. LIMITED
NOTES
TO CONDENSED FINANCIAL STATEMENTS
For
the nine months ended April 30, 2017
(Currency
expressed in United States Dollars (“US$”), except for number of shares)
(Unaudited)
Cash
and cash equivalents
The
Company considers all highly liquid temporary cash investments with an original maturity of three months or less to be cash equivalents.
At April 30, 2017 and July 31, 2016, the Company had no cash and cash equivalents.
Income
taxes
The
Company accounts for income taxes under FASB Codification Topic 740-10-25 (“ASC 740-10-25”). Under ASC 740-10-25,
deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial
statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities
are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are
expected to be recovered or settled. Under ASC 740-10-25, the effect on deferred tax assets and liabilities of a change in tax
rates is recognized in income in the period that includes the enactment date.
Related
party
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 other party in making financial and operating decisions.
Companies are also considered to be related if they are subject to common control or common significant influence.
TRENDMAKER,
INC. LIMITED
NOTES
TO CONDENSED FINANCIAL STATEMENTS
For
the nine months ended April 30, 2017
(Currency
expressed in United States Dollars (“US$”), except for number of shares)
(Unaudited)
Fair
value of financial instruments
The
carrying value of the Company’s financial instruments: cash and cash equivalents, and accounts payable and approximate their
fair values because of the short-term nature of these financial instruments.
The
Company also follows the guidance of the ASC Topic 820-10, “
Fair Value Measurements and Disclosures
”
(“ASC 820-10”), with respect to financial assets and liabilities that are measured at fair value. ASC 820-10
establishes a three-tier fair value hierarchy that prioritizes the inputs used in measuring fair value as follows:
|
Level
1
: Observable inputs such as quoted prices in active markets;
|
|
|
|
Level
2
: Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and
|
|
|
|
Level
3
: Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own
assumptions.
|
Recent
accounting pronouncements
FASB
issues various Accounting Standards Updates relating to the treatment and recording of certain accounting transactions. On June
10, 2014, the Financial Accounting Standards Board issued Accounting Standards Update (ASU) No. 2014-10,
Development Stage
Entities
(Topic 915) - Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest
Entities Guidance in Topic 810,
Consolidation
, which eliminates the concept of a development stage entity (DSE) entirely
from current accounting guidance. The Company has elected adoption of this standard, which eliminates the designation of DSEs
and the requirement to disclose results of operations and cash flows since inception.
In
May 2014, the FASB issued Accounting Standards Update No. 2014-09, “
Revenue from Contracts with
Customers
” (“ASU 2014-09”). ASU 2014-09 supersedes the revenue recognition requirements in
“Revenue Recognition (Topic 605)”, and requires entities to recognize revenue when it transfers promised goods or
services to customers in an amount that reflects the consideration to which the entity expects to be entitled to in exchange
for those goods or services. ASU 2014-09 is effective for annual reporting periods beginning after December 15, 2016,
including interim periods within that reporting period. Early adoption is not permitted. In August 2015, the FASB issued an
Accounting Standards Update to defer by one year the effective dates of its new revenue recognition standard until annual
reporting periods beginning after December 15, 2017 (2018 for calendar-year public entities) and interim periods therein.
Management is currently assessing the impact of the adoption of ASU 2014-09 and has not determined the effect of the standard
on our ongoing financial reporting.
TRENDMAKER,
INC. LIMITED
NOTES
TO CONDENSED FINANCIAL STATEMENTS
For
the nine months ended April 30, 2017
(Currency
expressed in United States Dollars (“US$”), except for number of shares)
(Unaudited)
2.
SHAREHOLDERS’ EQUITY
(A)
Preferred Stock
The
Company was incorporated on August 21, 2013. The Company is authorized to issue 10,000,000 shares of preferred stock with a par
value of $0.0001 per share. Preferred stock may be issued in one or more series with rights and preferences are to be determined
by the board of directors. As of April 30, 2017, no shares of preferred stock have been issued.
(B)
Common Stock
The
Company is authorized to issue 100,000,000 shares of common stock with a par value of $0.0001 per share.
For
the period of three months ended April 30, 2017, the Company issued 65,000 shares of common stock for $54,600 ($0.84/share).
(C)
Stock Split
On
June 10, 2016, the Company declared a two for one stock forward stock split. All share and per share data has been retroactively
restated.
3.
COMMITMENTS AND CONTINGENCIES
As
of April 30, 2017, the Company has no commitment or contingency involved.
4.
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES
|
|
April 30, 2017
|
|
|
July 31, 2016
|
|
|
|
(Unaudited)
|
|
|
(Audited)
|
|
|
|
$
|
|
|
$
|
|
Accounts payable and accrued liabilities generated from:
|
|
|
|
|
|
|
|
|
Other creditors
|
|
|
3,267
|
|
|
|
11,002
|
|
Accrued expenses
|
|
|
2,095
|
|
|
|
3,244
|
|
Other creditor – Bayswater Consulting Ltd
|
|
|
5,916
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
11,278
|
|
|
|
14,246
|
|
Accounts
payable and accrued liabilities at April 30, 2017 were a total US$11,278 consisting of US$3,267 from other creditor, US$2,095
from accrued expenses and US$5,916 from other creditor, Bayswater Consulting Ltd for their consulting services.
Accounts
payable and accrued liabilities at July 31, 2016 were a total US$14,246 consisting of US$11,002 from other creditors and
US$3,244 from accrued expenses.
5.
RELATED PARTY TRANSACTIONS
As
of April 30, 2017, the Company has no related party transactions.
TRENDMAKER,
INC. LIMITED
NOTES
TO CONDENSED FINANCIAL STATEMENTS
For
the nine months ended April 30, 2017
(Currency
expressed in United States Dollars (“US$”), except for number of shares)
(Unaudited)
6.
RELATED PARTY BALANCES
|
|
April 30, 2017
|
|
|
July 31, 2016
|
|
|
|
(Unaudited)
|
|
|
(Audited)
|
|
|
|
$
|
|
|
$
|
|
Due from related party:
|
|
|
|
|
|
|
|
|
Related Party A
|
|
|
441,955
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
Due to related party:
|
|
|
|
|
|
|
|
|
Related Party B
|
|
|
199,517
|
|
|
|
-
|
|
As
of April 30, 2017, the balance
US$441,955
represented an outstanding amount due from
Related Party A. Related Party A
is having common director with the Company. The amount
due is unsecured, interest-free with no fixed repayment term.
As
of April 30, 2017, the balance
US$199,517
represented an outstanding amount payable
to Related Party B. Related party B
is a Company set up in Singapore, having common director
with the Company and has paid company operation expenses such as consultancy fee, professional fee and audit fee on behalf of
the Company
. The amount due to related party is unsecured, interest-free with no fixed repayment term, for working capital
purpose.
7.
PRIOR YEAR ADJUSTMENTS
|
|
For the year ended July 31, 2016
|
|
|
|
As previously reported
|
|
|
Adjustments
|
|
|
Notes
|
|
|
As Restated
|
|
|
|
|
$
|
|
|
|
$
|
|
|
|
|
|
|
|
$
|
|
Number of common stocks
|
|
|
13,075,000
|
|
|
|
(200,000
|
)
|
|
|
A
|
|
|
|
12,875,000
|
|
Amount of shares
|
|
$
|
1,308
|
|
|
$
|
(20
|
)
|
|
|
A
|
|
|
$
|
1,288
|
|
Additional paid-in capital
|
|
$
|
269,132
|
|
|
$
|
20
|
|
|
|
A
|
|
|
$
|
269,152
|
|
Accumulated deficit
|
|
$
|
324,590
|
|
|
$
|
1
|
|
|
|
B
|
|
|
$
|
324,591
|
|
Total equity
|
|
$
|
54,150
|
|
|
$
|
1
|
|
|
|
B
|
|
|
$
|
54,151
|
|
(A)
On September 17, 2015, the Company issued 100,000 shares of common stock with a par of $0.0001 for $10,000 ($0.10/share) and it
subjected to a 2:1 forward split at June 10, 2016. As a result of the forward split, the number of this issuance shares of common
stock was increased form 100,000 shares to 200,000 shares. Such issuance of shares has been cancelled.
(B)
Rounding adjustment.
8.
GOING CONCERN
As
of April 30, 2017, the Company has an accumulated deficit of $595,360 and a stockholders’ equity of $231,160, for the three
months ended April 30, 2017, had a net loss of $42,232. This raises substantial doubt about its ability to continue as a going
concern. The ability of the Company to continue as a going concern is dependent on the Company’s ability to raise additional
capital and implement its business plan. The financial statements do not include any adjustments that might be necessary if the
Company is unable to continue as a going concern. Management is taking various steps to provide the Company with the opportunity
to continue as a going concern.
9.
SUBSEQUENT EVENTS
The
Company has evaluated subsequent events from the balance sheet date through April 30, 2017 the date the Company issued unaudited
consolidated financial statements in accordance with ASC Topic 855, “Subsequent Events”, which establishes general
standards of accounting for and disclosure of events that occur after the balance sheet date but before financial statements are
issued. During this period, there was no subsequent event that required recognition or disclosure.