10-Q - AAQL - Equibles

UNITED

STATES

SECURITIES

AND EXCHANGE COMMISSION

Washington,

D.C. 20549

FORM

10-Q

☒

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)

OF

THE SECURITIES EXCHANGE ACT OF 1934

Forthe quarterly period ended September 30,2021

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)

OF

THE SECURITIES EXCHANGE ACT OF 1934

For

the transition period from ______ to ______

Commission

File Number 000-56157

AchisonInc

(Exact name of registrant as specified in its charter)

New York	47-2643986
(State<br> or Other Jurisdiction	(I.R.S.<br> Employer
of<br> Incorporation or Organization)	Identification<br> No.)

135-22Northern Blvd., 2nd Fl

Flushing,NY 11354

(Address of Principal Executive Offices) (Zip Code)

(917)470-5393

(Registrant’s telephone number, including area code)

(Former

name, former address and former fiscal year, if changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large<br> accelerated filer	☐	Accelerated<br> filer	☐
Non-accelerated<br> filer	☒	Smaller<br> reporting company	☒
		Emerging<br> growth company	☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Securities registered pursuant to Section 12(b) of the Act: None.

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As

of November 3, 2021, the registrant had 29,995,000 shares of class A common stock outstanding.

TABLE

OF CONTENTS

		PAGE
	Note about Forward-Looking Statements	3
	PART I - FINANCIAL INFORMATION
Item<br> 1	Financial Statements	4
	Condensed Unaudited Balance Sheets as of September 30, 2021 and March 31, 2021	5
	Condensed Statements of Operations (Unaudited) for the three and six months ended September 30, 2021 and 2020	6
	Condensed Statements of Changes in Stockholders’ Equity (Unaudited) for the three and six months ended September 30, 2021 and 2020	7
	Condensed Statements of Cash Flows (Unaudited) for the six months ended September 30, 2021 and 2020	8
	Notes to Condensed Unaudited Financial Statements	9
Item<br> 2	Management’s Discussion and Analysis of Financial Condition and Results of Operation	11
Item<br> 3	Quantitative and Qualitative Disclosures About Market Risk	13
Item<br> 4	Controls and Procedures	13
	PART II - OTHER INFORMATION
Item<br> 1	Legal Proceedings	14
Item<br> 1A	Risk Factors	14
Item<br> 2	Unregistered Sales of Equity Securities and Use of Proceeds	14
Item<br> 3	Defaults Upon Senior Securities	14
Item<br> 4	Mine Safety Disclosures	14
Item<br> 5	Other Information	14
Item<br> 6	Exhibits	15
SIGNATURES		16
EXHIBIT INDEX		17

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NOTE

ABOUT FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained in this Quarterly Report on Form 10-Q other than statements of historical fact, including statements regarding our future results of operations and financial position, our business strategy and plans, and our objectives for future operations, are forward-looking statements. The words “believe,” “may,” “will,” “estimate,” “continue,” “anticipate,” “intend,” “expect,” and similar expressions are intended to identify forward-looking statements. We have based these forward-looking statements largely on our current expectations and projections about future events and trends that we believe may affect our financial condition, results of operations, business strategy, short-term and long-term business operations and objectives, and financial needs. These forward-looking statements are subject to a number of risks, uncertainties and assumptions. Moreover, we operate in a very competitive and rapidly changing environment. New risks emerge from time to time. It is not possible for our management to predict all risks, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements we may make. In light of these risks, uncertainties and assumptions, the future events and trends discussed in this Quarterly Report on Form 10-Q may not occur and actual results could differ materially and adversely from those anticipated or implied in the forward-looking statements.

We undertake no obligation to revise or publicly release the results of any revision to these forward-looking statements, except as required by law. Given these risks and uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements.

Unless expressly indicated or the context requires otherwise, the terms “Achison,” “company,” “we,” “us,” and “our” in this document refer to Achison Inc, a New York corporation.

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PART

I – FINANCIAL INFORMATION

ITEM

FINANCIAL STATEMENTS

ACHISON

INC

INDEX

TO FINANCIAL STATEMENTS

Condensed Unaudited Balance Sheets as of September 30, 2021 and March 31, 2021	5
Condensed Statements of Operations (Unaudited) for the three and six months ended September 30, 2021 and 2020	6
Condensed Statements of Changes in Stockholders’ Equity (Unaudited) for the three and six months ended September 30, 2021 and 2020	7
Condensed Statements of Cash Flows (Unaudited) for the six months ended September 30, 2021 and 2020	8
Notes to Condensed Unaudited Financial Statements	9<br> - 10

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ACHISON

INC

UNAUDITED

CONDENSED BALANCE SHEETS

			March 31, 2021
ASSETS
CURRENT ASSETS
Cash and cash equivalents	48,172		$	17,496
Notes receivable, net	-			50,863
Total Current Assets	48,172			68,359
Property and equipment, net	918			-
TOTAL ASSETS	49,090		$	68,359
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES:
Deferred revenue	4,600		$	3,400
Total Current Liability	4,600			3,400
Shareholder loans	71,000			71,000
Total NonCurrent Liabilities	71,000			71,000
Total liabilities	75,600		$	74,400
STOCKHOLDERS’ EQUITY(DEFICIT):
Class A Common stock (0.001 par value, 30,000,000 shares authorized, 29,995,000 shares issued and outstanding as of September 30, 2021 and March 31, 2021)	29,995			29,995
Additional Paid in Capital	160,230			160,230
Accumulated Deficit	(216,735	)		(196,266	)
Total Stockholders’ Equity(Deficit)	(26,510	)		(6,041	)
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	49,090		$	68,359

All values are in US Dollars.

The

accompanying notes are part of these unaudited condensed financial statements.

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ACHISON

INC

UNAUDITED

CONDENSED STATEMENTS OF OPERATIONS

	For the three months ended						For the six months ended
	September 30,<br> 2021			September 30,<br> 2020			September 30,<br> 2021			September 30,<br> 2020
Revenue-service	$	1,800		$	400		$	3,600		$	400
Cost of revenue		600			300			600			300
Gross Profit		1,200			100			3,000			100
Operating Expenses
General and Administrative expenses		8,832			21,049			25,043			52,619
Total Operating Expenses		8,832			21,049			25,043			52,619
Other income
Interest income		701			882			1,574			3,682
Other income		-			-			-			1,000
Total other income, net		701			882			1,574			4,682
Net loss	$	(6,931	)	$	(20,067	)	$	(20,469	)	$	(47,837	)
Loss per share, basic and diluted	$	(0.00	)	$	(0.00	)	$	(0.00	)	$	(0.00	)
Weighted average number of shares outstanding, basic and diluted		29,995,000			29,995,000			29,995,000			29,995,000

The

accompanying notes are part of these unaudited condensed financial statements.

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ACHISON

INC

UNAUDITED

CONDENSED STATEMENTS OF CHANGES IN STOCKHOLDER’S EQUITY

	Common<br> Shares		Common<br> Stock<br> Amount		Additional<br> Paid-in<br> Capital		Accumulated<br> Deficit			Total
Balances, March 31, 2020		29,995,000	$	29,995	$	160,230	$	(129,754	)	$	60,471
Net loss		-		-		-		(27,770	)		(27,770	)
Balances, June 30, 2020		29,995,000		29,995		160,230		(157,524	)		32,701
Net loss		-		-		-		(20,067	)		(20,067	)
Balances, September 30, 2020		29,995,000	$	29,995	$	160,230	$	(177,591	)	$	12,634
	Common<br> Shares		Common<br> Stock<br> Amount		Additional<br> Paid-in<br> Capital		Accumulated<br> Deficit			Total
---	---	---	---	---	---	---	---	---	---	---	---	---
Balances, March 31, 2021		29,995,000	$	29,995	$	160,230	$	(196,266	)		(6,041	)
Net loss		-		-		-		(13,538	)		(13,538	)
Balances, June 30, 2021		29,995,000	$	29,995	$	160,230	$	(209,804	)		(19,579	)
Beginning Balance		29,995,000	$	29,995	$	160,230	$	(209,804	)		(19,579	)
Net loss		-		-		-		(6,931	)		(6,931	)
Balances, September 30, 2021		29,995,000	$	29,995	$	160,230	$	(216,735	)	$	(26,510	)
Ending Balance		29,995,000	$	29,995	$	160,230	$	(216,735	)	$	(26,510	)

The

accompanying notes are part of these unaudited condensed financial statements.

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ACHISON

INC

UNAUDITED

CONDENSED STATEMENTS OF CASH FLOWS

	For<br> the six<br> months ended<br> September 30,<br> 2021			For<br> the six<br> months ended<br> September 30,<br> 2020
CASH FLOWS FROM OPERATING<br> ACTIVITIES
Net<br> loss	$	(20,469	)	$	(47,837	)
Adjustments to reconcile net<br> loss to net cash used in operating activities:
Depreciation<br> expense		32			-
Changes in assets and liabilities
Accrued<br> interest income on note receivable		(1,574	)		(3,682	)
Prepaid<br> expense		-			(6,000	)
Deferred<br> revenue		1,200			4,400
Net cash used in operating<br> activities		(20,811	)		(53,119	)
CASH FLOWS FROM INVESTING<br> ACTIVITIES
Proceeds<br> from collection of notes receivables		52,437			20,000
Purchase<br> of property and equipment		(950	)		-
Net cash provided by investing<br> activities		51,487			20,000
Net cash provided by financing<br> activities		-			-
Net increase (decrease) in<br> Cash		30,676			(33,119	)
Cash<br> at beginning of period:		17,496			61,471
Cash<br> at end of period:	$	48,172		$	28,352
SUPPLEMENTAL DISCLOSURES OF<br> CASH FLOW INFORMATION
Interest<br> expense	$	—		$	—
Tax expense	$	—			—

The

accompanying notes are part of these unaudited condensed financial statements.

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ACHISON

INC

NOTES

TO THE FINANCIAL STATEMENTS

NOTE

1 - ORGANIZATION AND DESCRIPTION OF BUSINESS

Achison Inc., the Company, incorporated in the State of New York on December 29, 2014.

On

July 1, 2019 Lansdale Inc, the principal stockholder of the Company (“Seller”) and controlled by the Company’s prior President, Mr. Wanjun Xie, entered into a Stock Purchase Agreement (the “Agreement”) with Dazhong 368 Inc, (the “Buyer”), pursuant to which, a total of 9,000,000 shares of Common Stock of the Company were transferred to the Buyer, representing approximately 90% of the Company’s issued and outstanding shares of Common Stock, resulting in a change of the control of the Company. Mr. Dingshan Zhang was appointed as the President and CEO of the Company at the same date.

NOTE

2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basisof Preparation

In the opinion of management, the unaudited interim condensed financial statements reflect all adjustments of a normal recurring nature that are necessary for a fair presentation of the results for the interim periods presented. However, the results of operations included in such financial statements may not necessary be indicative of annual results.

The Company uses the same accounting policies in preparing quarterly and annual financial statements. Certain information and footnote disclosures normally included in the annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) have been condensed or omitted. These unaudited condensed financial statements should be read in conjunction with the Company’s audited financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended March 31, 2021 filed with the Securities and Exchange Commission (“SEC”) on May 25, 2021 (“2020 Form 10-K.”)

Useof Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make certain estimates and assumptions that affect the reported amounts and timing of revenues and expenses, the reported amounts and classification of assets and liabilities, and the disclosure of contingent assets and liabilities. Significant areas requiring the use of estimates are assessing the collectability of notes receivable. These estimates and assumptions are based on the Company’s historical results as well as management’s future expectations. The Company’s actual results may vary from those estimates and assumptions.

NOTE

3 – GOING CONCERN ASSESSMENT

The Company demonstrates adverse conditions that raise substantial doubt about the Company’s ability to continue as a going concern. These adverse conditions are negative financial trends, specifically cash outflow from operating activities, operating losses, accumulated deficit and other adverse key financial ratios.

Management’s plan to alleviate the substantial doubt about the Company’s ability to continue as a going concern include attempting to improve its business profitability, its ability to generate sufficient cash flow from its operations to meet its operating needs on a timely basis, obtain additional working capital funds from the majority shareholder and President of the Company to eliminate inefficiencies in order to meet its anticipated cash requirements. However, there can be no assurance that these plans and arrangements will be sufficient to fund the Company’s ongoing capital expenditures and other requirements.

The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classification of liabilities that might be necessary in the event that the Company cannot continue as a going concern.

NOTE

4 - RELATED PARTY TRANSACTIONS

The Company has been provided office space by its President at no cost. The management determined that such cost is immaterial and did not recognize the rent expense in its financial statements.

In August 2019, the Company borrowed $71,000 from the President of the Company, bearing no interest and due in December 2021.

NOTE

5 – NOTES RECEIVABLE

During the year ended March 31, 2020, the Company loaned to Northern Ifurniture Inc in the amount of $

70,000

bearing 7% interest rate and due on December 2, 2020. On June 26, 2020, Northern Ifurniture Inc. repaid note receivable to the Company in the amount of $20,000. On December 1, 2020, the Company approved to extend the maturity date to June 30, 2021, and then on June 29, 2021, the Company approved to extend the maturity date to September 30, 2021. As of September 30, 2021, the Company received the outstanding balance in full. For the six months ended September 30, 2021 and 2020, the interest income was in the amount of $1,574 and $3,680, respectively.

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NOTE

6 – DEFERRED REVENUE

SCHEDULE

OF DEFERRED REVENUE FROM CUSTOMER

Deferred revenue represented the payment received in advance from the customers for our service to be provided.

	2021			2020
	Six Months ended September 30,
	2021			2020
Beginning balance		3,400			-
Additions		4,800			4,800
Recognized revenue		(3,600	)		(400	)
Ending balance		4,600			4,400

NOTE

7 – RISKS AND UNCERTAINTIES

Concentration of Credit Risks

Financial

instruments that potentially subject the Company to significant concentration of credit risk primarily consist of notes receivable. As of September 30, 2021 and March 31, 2021, the Company’s notes receivable were $0 and $50,863 outstanding from Northern Ifurniture Inc.

NOTE

8 – SUBSEQUENT EVENT

On

October 11, 2021, the Company amended its article with New York State to increase the authorized class A common shares with a par value of $0.001 to 100,000,000 shares, and to add 20,000,000 shares of preferred stock with a par value of $0.001.

The Company has evaluated all other subsequent events through the date these consolidated financial statements were issued and determine that there were no other subsequent events or transactions that require recognition or disclosures in the consolidated financial statements.

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Item2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

ThisQuarterly Report 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 finddiscussions containing such forward-looking statements in the material set forth under “Management’s Discussion and Analysisof Financial Condition and Results of Operations,” generally, and specifically therein under the captions “Liquidity andCapital Resources” as well as elsewhere in this Quarterly Report on Form 10-Q. Actual events or results may differ materially fromthose discussed herein. The forward-looking statements specified in the following information have been compiled by our management onthe basis of assumptions made by management and considered by management to be reasonable. Our future operating results, however, areimpossible to predict and no representation, guarantee, or warranty is to be inferred from those forward-looking statements. The assumptionsused for purposes of the forward-looking statements specified in the following information represent estimates of future events and aresubject to uncertainty as to possible changes in economic, legislative, industry, and other circumstances. As a result, the identificationand interpretation of data and other information and their use in developing and selecting assumptions from and among reasonable alternativesrequire the exercise of judgment. To the extent that the assumed events do not occur, the outcome may vary substantially from anticipatedor projected results, and, accordingly, no opinion is expressed on the achievability of those forward-looking statements. No assurancecan 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.

Overview

Achison Inc. is a New York corporation formed on December 29, 2014.

On July 1, 2019 Lansdale Inc, the principal stockholder of the Company (“Seller”) and controlled by the Company’s prior President, Mr. Wanjun Xie, entered into a Stock Purchase Agreement (the “Agreement”) with Dazhong 368 Inc, (the “Buyer”), pursuant to which, among other things, Seller agreed to sell to the Buyer, and the Buyer agreed to purchase from Seller, a total of 9,000,000 shares of Common Stock of the Company of record and beneficially by Seller. The Purchased Shares represented approximately 90% of the Company’s issued and outstanding shares of Common Stock, resulting in a change of the control of the Company. Mr. Dingshan Zhang was appointed as the President and CEO of the Company at the same date.

The Company currently engages only in internet advertising through www.dazhong368.com (the “Website”) in the New York area.

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Resultsof Operation for the three months ended September 30, 2021 and 2020

The Company generated revenue in the amount of $1,800 and $400, respectively. During the three months ended September 30, 2021 and 2020, the Company incurred operating expenses of $8,832 and $21,049, respectively. The decrease was due to the decrease in professional fee for the three months ended September 30, 2021, compared with the same period of last year. For the three months ended September 30, 2021 and 2020, our net loss was $6,931 and $20,067, respectively. The decrease in net loss was mainly due to the increase in revenue and decrease in operating expenses for the three months ended September 30, 2021, compared to 2020.

Resultsof Operation for the six months ended September 30, 2021 and 2020

During the six months ended September 30, 2021 and 2020, the Company generated revenue in the amount of $3,600 and $400, respectively. During the six months ended September 30, 2021 and 2020, the Company incurred operating expenses of $25,043 and $52,619, respectively. The decrease was due to the decrease in professional fee for the six months ended September 30, 2021, compared with the same period of last year. For the six months ended September 30, 2021 and 2020, our net loss was $20,469and $47,837, respectively. The decrease in net loss was mainly due to the increase in revenue and decrease in operating expenses for the six months ended September 30, 2021, compared to 2020.

Equityand Capital Resources

As of September 30, 2021, we had an accumulated deficit of $216,735. As of September 30, 2021, we had cash of $48,172 and working capital of $43,572.

GoingConcern Assessment

Management’s plan to alleviate the substantial doubt about the Company’s ability to continue as a going concern include attempting to improve its business profitability, its ability to generate sufficient cash flow from its operations to meet its operating needs on a timely basis, obtain additional working capital funds from the majority shareholder and the President of the Company to eliminate inefficiencies in order to meet its anticipated cash requirements. However, there can be no assurance that these plans and arrangements will be sufficient to fund the Company’s ongoing capital expenditures and other requirements.

The unaudited condensed financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classification of liabilities that might be necessary in the event that the Company cannot continue as a going concern.

Off-BalanceSheet Arrangements

We have no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to stockholders.

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CriticalAccounting Policies

The financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States. The preparation of these financial statements requires making estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. The estimates are based on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis of making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.

For a detailed discussion about the Company’s significant accounting policies, refer to note 1. Nature of business and summary of significant accounting policies in the Company’s financial statements included in Company’s March 31, 2021 Form 10-K. Management believes that the application of these policies on a consistent basis enables us to provide useful and reliable financial information about our operating results and financial condition

Item3. Quantitative and Qualitative Disclosures About Market Risk

As a “smaller reporting company” we are not required to provide this information under this item pursuant to Regulation S-K.

Item4. Controls and Procedures.

Evaluationof Disclosure Controls and Procedures

Disclosure controls and procedures are designed with an objective of ensuring that information required to be disclosed in our periodic reports filed with the Securities and Exchange Commission, such as this Quarterly Report on Form 10-Q, is recorded, processed, summarized and reported within the time periods specified by the Securities and Exchange Commission. Disclosure controls are also designed with an objective of ensuring that such information is accumulated and communicated to our management, including our chief executive officer, in order to allow timely consideration regarding required disclosures.

The evaluation of our disclosure controls by our principal executive officer included a review of the controls’ objectives and design, the operation of the controls, and the effect of the controls on the information presented in this Annual Report. Our management, including our Chief Executive Officer, does not expect that disclosure controls can or will prevent or detect all errors and all fraud, if any. A control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Also, projections of any evaluation of the disclosure controls and procedures to future periods are subject to the risk that the disclosure controls and procedures may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

As of the end of the period covered by this report, we carried out an evaluation, under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934 as of the end of the period covered by this report. Based on that evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that there were material weakness in our internal controls over Financial reporting as of September 30, 2021 and they were therefore not as effective as they could be to ensure that information required to be disclosed by us in reports that we file or submit under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms. The material weakness in our controls and procedure were lack of US GAAP knowledge and segregation of duties. Management does not believe that any of these material weaknesses materially affected the results and accuracy of its financial statements. However, in view of this discovery of such weaknesses, management has begun a review to improve them.

Changesin Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting identified in connection with the evaluation required by paragraph (d) of Rule 13a-15 or Rule 15d-15 under the Exchange Act that occurred during the quarter ended September 30, 2021 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

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PART

II – OTHERINFORMATION

Item1. Legal Proceedings.

None

Item1A. Risk Factors.

As a “smaller reporting company”, we are not required to provide this information under this item pursuant to Regulation S-K.

Item2. Unregistered Sales of Equity Securities and Use of Proceeds

None

Item3. Defaults Upon Senior Securities

None

Item4. Mine Safety Disclosures

Not applicable

Item5. Other Information

None

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Item6. Exhibits

Exhibit<br><br> <br>Number	Description of Exhibit
31.1*	Certification of Chief Executive Officer pursuant to the Securities Exchange Act Rules 13a-14(a) and 15d-14(a)
31.2*	Certification of Chief Financial Officer pursuant to the Securities Exchange Act Rules 13a-14(a) and 15d-14(a)
32.1*	Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350
101.INS	Inline XBRL<br> Instance Document
101.SCH	Inline XBRL<br> Taxonomy Extension Schema Document
101.CAL	Inline XBRL<br> Taxonomy Extension Calculation Linkbase Document
101.DEF	Inline XBRL<br> Taxonomy Extension Definition Linkbase Document
101.LAB	Inline XBRL<br> Taxonomy Extension Label Linkbase Document
101.PRE	Inline XBRL<br> Taxonomy Extension Presentation Linkbase Document
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

* Filed herewith.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	ACHISON INC
Date:<br> November 4, 2021	/s/ Dingshan Zhang
	Dingshan<br> Zhang, President
	(Principal<br> Executive Officer)
Date:<br> November 4, 2021	/s/ Dingshan Zhang
	Dingshan<br> Zhang, Chief Financial Officer
	(Principal<br> Financial and Accounting Officer)

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EXHIBIT

INDEX

Exhibit<br><br> <br>Number	Description of Exhibit
31.1*	Certification of Chief Executive Officer pursuant to the Securities Exchange Act Rules 13a-14(a) and 15d-14(a)
31.2*	Certification of Chief Financial Officer pursuant to the Securities Exchange Act Rules 13a-14(a) and 15d-14(a)
32.1*	Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350
101.INS	Inline<br> XBRL Instance Document
101.SCH	Inline XBRL<br> Taxonomy Extension Schema Document
101.CAL	Inline XBRL<br> Taxonomy Extension Calculation Linkbase Document
101.DEF	Inline XBRL<br> Taxonomy Extension Definition Linkbase Document
101.LAB	Inline XBRL<br> Taxonomy Extension Label Linkbase Document
101.PRE	Inline XBRL<br> Taxonomy Extension Presentation Linkbase Document
104	Cover Page Interactive Data File (embedded within the<br> Inline XBRL document)

* Filed herewith.

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EXHIBIT31.1

CERTIFICATION

I, Dingshan Zhang, certify that:

1.	I<br> have reviewed this report on Form 10-Q of Achison Inc;
2.	Based<br> on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary<br> to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to<br> the period covered by this report;
3.	Based<br> on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material<br> respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in<br> this report;
4.	The<br> registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures<br> (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have:
a.	designed<br> such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision,<br> to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others<br> within those entities, particularly during the period in which this report is being prepared;
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b.	designed<br> such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our<br> supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements<br> for external purposes in accordance with generally accepted accounting principles;
c.	evaluated<br> the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about<br> the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation;<br> and
d.	disclosed<br> in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s<br> most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected,<br> or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.
5.	The<br> registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial<br> reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing<br> the equivalent functions):
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a.	all<br> significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are<br> reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information;<br> and
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b.	any<br> fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s<br> internal control over financial reporting.
/s/ Dingshan Zhang
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Dingshan<br> Zhang
President<br> (Principal Executive Officer)
November<br> 4, 2021

EXHIBIT31.2

CERTIFICATION

I, Dingshan Zhang, certify that:

1.	I<br> have reviewed this report on Form 10-Q of Achison Inc;
2.	Based<br> on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary<br> to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to<br> the period covered by this report;
3.	Based<br> on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material<br> respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in<br> this report;
4.	The<br> registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures<br> (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have:
a.	designed<br> such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision,<br> to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others<br> within those entities, particularly during the period in which this report is being prepared;
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b.	designed<br> such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our<br> supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements<br> for external purposes in accordance with generally accepted accounting principles;
c.	evaluated<br> the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about<br> the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation;<br> and
d.	disclosed<br> in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s<br> most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected,<br> or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.
5.	The<br> registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial<br> reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing<br> the equivalent functions):
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a.	all<br> significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are<br> reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information;<br> and
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b.	any<br> fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s<br> internal control over financial reporting.
/s/ Dingshan Zhang
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Dingshan<br> Zhang
Chief<br> Financial Officer
November<br> 4, 2021

EXHIBIT32.1

CERTIFICATIONPURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED

PURSUANTTO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the report of Achison Inc (the “Company”) on Form 10-Q for the period ending September 30, 2021 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), each of the undersigned, in the capacities and on the dates indicated below, hereby certifies, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to his knowledge:

(1)	The<br> Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
(2)	The<br> information contained in the Report fairly presents, in all material respects, the financial condition and results of operations<br> of the Company.
/s/ Dingshan Zhang
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Dingshan<br> Zhang
President<br> (Principal Executive Officer)
November<br> 4, 2021
/s/ Dingshan Zhang
Dingshan<br> Zhang
Chief<br> Financial Officer
November<br> 4, 2021