Landbay Inc 10-Q for FY2020 Q3
Landbay Inc (LNBY)
About this 10-Q
Landbay Inc filed this 10-Q on February 18, 2020, covering the quarter ended December 31, 2019 (FY2020 Q3).
Headline figures
Quarter ended December 31, 2019, as reported in this filing, compared with the same period a year earlier where the filing states it.
- Revenue
- $20.2K
- Net loss
- $4483
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
For the quarterly period ended December 31, 2019
or
☐ 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 333-210916
Landbay Inc
(Exact name of registrant as specified in its charter)
_________________
| New York | 81-1260549 | |
| (State or Other Jurisdiction | (I.R.S. Employer | |
| of Incorporation or Organization) | Identification No.) |
36-25 Main Street
Flushing, NY 11354
(Address of Principal Executive Offices) (Zip Code)
917-232-5799
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act: None.
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 accelerated filer | ☐ | Accelerated filer | ☐ |
| Non-accelerated filer | ☒ | Smaller reporting company | ☒ |
| Emerging 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. ☐
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 December 31, 2019, the registrant had 30,000,000 shares of Class A common stock outstanding.
TABLE OF CONTENTS
| PAGE | ||
| Note about Forward-Looking Statements | 2 | |
| PART I - FINANCIAL INFORMATION | 3 | |
| Item 1 | Financial Statements | 3 |
| Balance Sheets | 3 | |
| Comparative Statements of Revenues and Expenses | 4 | |
| Statements of Changes in Stockholders' Equity | 5 | |
| Statements of Cash Flows | 6 | |
| Notes to Financial Statements | 7 | |
| Item 2 | Management's Discussion and Analysis of Financial Condition and Results of Operation | 12 |
| Item 3 | Quantitative and Qualitative Disclosures About Market Risk | 14 |
| Item 4 | Controls and Procedures | 14 |
| PART II - OTHER INFORMATION | ||
| Item 1 | Legal Proceedings | |
| Item 1A | Risk Factors | 15 |
| Item 2 | Unregistered Sales of Equity Securities and Use of Proceeds | 15 |
| Item 3 | Defaults Upon Senior Securities | 15 |
| Item 4 | Mine Safety Disclosures | 15 |
| Item 5 | Other Information | 15 |
| Item 6 | Exhibits | 16 |
| SIGNATURES | ||
NOTE ABOUT FORWARD-LOOKING STATEMENTS
This Quarterly Report on Form 10-Q contains forward-looking statements. 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.
These forward-looking statements are subject to a number of risks, uncertainties and assumptions, including those described in Part II, Item 1A, "Risk Factors" in this Quarterly Report on Form 10-Q. 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.
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 "Landbay," "company," "we," "us," and "our" in this document refer to Landbay Inc., a New York corporation.
2
PART I: FINANCIAL INFORMATION
Item 1. Financial Statements
| LANDBAY INC. | ||||||||
| BALANCE SHEET (UNAUDITED) | ||||||||
| AS OF DECEMBER 31, 2019 AND MARCH 31, 2019 | ||||||||
| ASSETS | ||||||||
| Dec 31, 2019 | March 31, 2019 | |||||||
| Current Assets: | ||||||||
| Cash and cash equivalents | $ | 36,462 | $ | 9,085 | ||||
| Short Term Investments | 7,974 | 35,218 | ||||||
| Inventory | 126,977 | |||||||
| Deferred Tax Assets | 11,763 | 11,761 | ||||||
| Total current assets | 183,176 | 56,064 | ||||||
| Fixed Assets: | ||||||||
| Equipments | 33,250 | — | ||||||
| Less: Accumulated depreciation | — | — | ||||||
| Total Property and Equipment, net | 33,250 | — | ||||||
| Other Assets: | ||||||||
| Notes Receivable | 124,021 | 46,000 | ||||||
| Total Other Assets | 124,021 | |||||||
| TOTAL ASSETS | $ | 340,447 | $ | 102,064 | ||||
| LIABILITIES AND STOCKHOLDER'S EQUITY | ||||||||
| Current Liabilities: | ||||||||
| Accounts Payable | $ | — | $ | — | ||||
| Taxes Payable | — | 12,228 | ||||||
| Shareholder Loans | 40,000 | — | ||||||
| Total Current Liabilities | 40,000 | 12,228 | ||||||
| Stockholder's equity | ||||||||
| Common Stock: 0.007 Par Value; 30,000,000 Shares Authorized; | ||||||||
| 30,000,000 shares issued; 30,000,000 outstanding | 213,604 | 9,990 | ||||||
| Additional paid-in capital | 94,990 | 89,018 | ||||||
| Retained Earnings (Deficit) | (8,147 | ) | (8,821 | ) | ||||
| Less: Treasury Stocks | — | (351 | ) | |||||
| Total Stockholder's equity | 300,447 | 89,836 | ||||||
| TOTAL LIABILITIES AND STOCKHOLDER'S EQUITY | $ | 340,447 | $ | 102,064 | ||||
3
| LANDBAY INC. | ||||||||
| STATEMENT OF REVENUES AND EXPENSES (UNAUDITED) | ||||||||
| FOR THE NINE MONTHS ENDED DECEMBER 31, 2019 AND 2018 | ||||||||
| April 1, 2019 - December 31, 2019 | April 1, 2018 - December 31, 2018 | |||||||
| Revenues: | ||||||||
| Furniture Sales | $ | 47,195 | $ | — | ||||
| Less: (Cost of Groods Sold) | (3,200 | ) | ||||||
| Gain (loss) from Investments | (2,664 | ) | $ | 70,200 | ||||
| Interest & Dividends | 1 | 2,522 | ||||||
| Trading Comissions | — | — | ||||||
| Unrealized Gain (loss) from Investments | — | 25,488 | ||||||
| Less: (Fees and commission expense) | (146 | ) | (740 | ) | ||||
| Net Profit (loss) | 41,186 | 97,470 | ||||||
| Expenses: | ||||||||
| Advertising | 88 | — | ||||||
| Bank Service Charges | 196 | 256 | ||||||
| Custodian Fees | 62 | 155 | ||||||
| Legal & Professional | 37,736 | 18,621 | ||||||
| Office Supplies | 58 | 340 | ||||||
| Taxes, Licenses and Fees | 2,372 | 577 | ||||||
| Total Expenses | 40,512 | 19,949 | ||||||
| Excess of Expenses over Revenues before Taxes | $ | 674 | $ | 77,521 | ||||
| Provision for Taxes | ||||||||
| Federal Taxes | — | 16,960 | ||||||
| NY State Tax | — | 5,240 | ||||||
| NYC Tax | — | 7,147 | ||||||
| Net Income (Loss) | $ | 674 | $ | 48,174 | ||||
4
| LANDBAY INC. | ||||||||
| STATEMENT OF REVENUES AND EXPENSES (UNAUDITED) | ||||||||
| FOR THE THREE MONTHS ENDED DECEMBER 31, 2019 | ||||||||
| Oct 1, 2019 - Dec 31, 2019 | ||||||||
| Revenues: | ||||||||
| Sales | 20,200 | |||||||
| Gain (loss) from Investments | $ | — | ||||||
| Interest & Dividends | — | |||||||
| Trading Comissions | — | |||||||
| Unrealized Gain (loss) from Investments | — | |||||||
| Less: (Fees and commission expense) | — | |||||||
| Net Profit (loss) | 20,200 | |||||||
| Expenses: | ||||||||
| Advertising | — | |||||||
| Bank Service Charges | — | |||||||
| Custodian Fees | — | |||||||
| Legal & Professional | 24,683 | |||||||
| Office Supplies | — | |||||||
| Taxes, Licenses and Fees | — | |||||||
| Total Expenses | 24,683 | |||||||
| Excess of Expenses over Revenues before Taxes | $ | (4,483 | ) | |||||
| Provision for Taxes | ||||||||
| Federal Taxes | — | |||||||
| NY State Tax | — | |||||||
| Net Income (Loss) | $ | (4,483 | ) | |||||
| LANDBAY INC. | ||||
| STATEMENT OF CHANGES IN STOCKHOLDER'S EQUITY (UNAUDITED) | ||||
| FOR THE PERIOD FROM APRIL 01, 2019 TO DECEMBER 31, 2019 | ||||
| Stockholder's Equity - April 01, 2019 | $ | 89,836 | ||
| Add: Net Income (Loss) from the period from April 01, 2019 to December 31, 2019 | 674 | |||
| Add: Common Stock for the period from April 01, 2018 to December 31, 2019 | 203,614 | |||
| Add: Additional paid-in capital from April 01, 2019 to December 31, 2019 | 5,972 | |||
| Add: Issuance of Treasury stocks | 351 | |||
| Stockholder's Equity - December 31, 2019 | $ | 300,447 | ||
5
| LANDBAY INC. | ||||||||
| STATEMENT OF CASH FLOWS (UNAUDITED) | ||||||||
| FOR THE NINE MONTHS ENDED DECEMBER 31, 2019 AND 2018 | ||||||||
| April 1, 2019 - December 31, 2019 | April 1, 2018 - December 31, 2018 | |||||||
| Cash Flows From Operating Activities: | ||||||||
| Net Income (Loss) | $ | 674 | $ | 7,483 | ||||
| Adjustments to reconcile excess of revenue over expenses to net cash provided by | ||||||||
| operating activities: | ||||||||
| Depreciation | — | — | ||||||
| (Increase) decrease in assets: | ||||||||
| Accounts receivables | — | — | ||||||
| Inventories | (126,977 | ) | ||||||
| Short-Term Investments | 27,244 | (19,319 | ) | |||||
| Deferred Tax | (2 | ) | ||||||
| Increase (decrease) in liabilities: | ||||||||
| Income Tax Payables | (12,228 | ) | 8,061 | |||||
| Net cash provided by operating activities | (111,289 | ) | (3,775 | ) | ||||
| Cash Flows From Investing Activities: | ||||||||
| Purchases of leasehold improvements | — | |||||||
| Fixed Asset Purchases | (33,250 | ) | ||||||
| — | ||||||||
| Net cash (used in) investing activities | (33,250 | ) | ||||||
| Cash Flows From Financing Activities: | ||||||||
| Loans | (78,021 | ) | (22,600 | ) | ||||
| Capital stock | 203,614 | 2,109 | ||||||
| Shareholder Loans | 40,000 | |||||||
| Additional paid-in (paid-out) capital | 5,972 | 23,920 | ||||||
| Treasury Stocks | 351 | — | ||||||
| Net cash (used by) financing activities | 171,916 | 3,429 | ||||||
| Net (decrease) in cash and cash equivalents | 27,377 | (346 | ) | |||||
| Cash and cash equivalents - April 01, 2019 & April 01, 2018 | 9,085 | 1,496 | ||||||
| Cash and cash equivalents - December 31, 2019 & December 31, 2018 | $ | 36,462 | $ | 1,150 | ||||
| SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: | ||||||||
| Cash paid during the period for: | ||||||||
| Interest expense | $ | — | $ | — | ||||
| Tax expense | — | — | ||||||
6
Landbay INC. (UNAUDITED)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
DECEMBER 31, 2019
|
NOTE 1.
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ORGANIZATION AND BUSINESS ACTIVITIES
Landbay Inc., the Company, incorporated in the State of New York on January 28, 2016, is engaged in the investment activities of the spot gold and silver trading.
During in its initial operations, the company opened a trading account in Bullion Vault which the brokerage firm registered in England to start trading activities. Currently, the Company has shifted it’s primary business operations and is engaged in selling furniture and plans to acquire vineyards to sell and distribute wines. |
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NOTE 2.
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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
a. Basis of Presentation
The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (GAAP).
The company was incorporated on January 28, 2016, and the Company started its operations to trade the spot gold and spot silver on March 26, 2016. Currently it is engaged in the business of selling furniture.
These accompanying financial statements of the Company is for the fiscal year from April 01, 2019, to DECEMBER 31, 2019.
b. 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 amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
c. Income Taxes
The Company is responsible for paying federal, state and local income tax and, accordingly, provisions are made for income taxes. |
7
Landbay INC. (UNAUDITED)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
DECEMBER 31, 2019
|
NOTE 2.
|
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
d. Fair Value of Financial Instruments
The Company adopted SFAS No. 157, which defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, and expands disclosures about investments that are measured and reported at fair value. SFAS No. 157 establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels explained below:
Level 1 Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. Valuation adjustments are not applied to Level 1 securities. Since valuations are based on quoted prices that are readily and regularly available in an active market, valuation of these securities does not entail a significant degree of judgment.
Level 2 Pricing inputs are other than used in Level 1 which include the closing bid price for unlisted marketable securities which are available in active or inactive markets for identical investments or liabilities, other direct or indirect observable inputs that can be corroborated by market data or the use of models or other valuation methodologies as of the reporting date. Investments which are generally included in this category include state and municipal obligations in an active or inactive market that are valued using observable inputs other than quoted prices.
Level 3 Pricing inputs are unobservable for the investment and include situations where there is little, if any, market activity for the investment. The inputs into the determination of fair value require significant management judgment or estimation. Investments that are included in this category generally include state and municipal obligations which are in an inactive market and valued utilizing risk assumptions based on unobservable inputs.
Unrealized gains and losses are included in earnings and are reported in the Statement of Income as a component of other income and losses. Generally, for all trading securities, fair value is determined by reference to quoted market prices and other relevant information generated by market transactions.
As at December 31, 2019, the Company holds short-term stock investments.
e. Basis of measurement
The financial statements have been prepared on the historical cost basis, except for the following material items in the statement of financial position: · All short-term investments including spot gold and spot silver and equity investments are considered Trading Securities · Short-term investments at fair value through gains or losses are measured at fair value
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8
Landbay INC. (UNAUDITED)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
DECEMBER 31, 2019
|
NOTE 2.
|
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
f. Cash and Cash Equivalents
The financial statements are presented in US dollar, which is the Company’s functional currency. Cash and cash equivalents include cash on hand; cash in banks and brokerage accounts and all highly liquid investments with maturity of three months or less at the time purchase.
The Company maintains its cash balance at a financial institution located in New York. Cash account at the New York institution are insured by the Federal Deposit Insurance Corporation up to $250,000. At times during the year, the cash balances may exceed the FDIC insurance limits. The following is a schedule of cash and cash equivalents at the year ended on December 31, 2019:
Cash in Bank and brokerage accounts $ 36,462
g. Revenue Recognition
The Company recognizes revenues when earned.
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NOTE 3.
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EARNINGS PER SHARE
Net income per common share is computed pursuant to section 260-10-45 of the FASB Accounting Standards Codification. Basic net income per share is computed by dividing net income by the weighted average number of shares of common stock outstanding during the period. Diluted net income per share is computed by dividing net income by the weighted average number of shares of common stock and potentially outstanding shares of common stock during each period. There were no potentially dilutive shares outstanding as of December 31, 2019.
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9
Landbay INC. (UNAUDITED)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
DECEMBER 31, 2019
|
NOTE 4.
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SHORT TERM INVESTMENTS
The Company considers all investment assets other than marketable securities that can and will be sold within one year to be short term investments. Landbay, Inc. operated a trading account in Bullion Vault to trade the spot gold and spot silver, since those investments in the account can be sold online and can be traded anytime in near future as the Company's primary activity source, the Company treats the Bullion Vault account as short term investments assets. Additionally, Landbay Inc. trades investment securities through it’s brokerage account with Alpine Securities, the intent is to also trade these securities within 1 year of it’s acquisition date and therefore classified as Short Term Investments. On January 30, 2018 the Company started to engage in Whisky Exchange. As of December 31, 2019, the Short-Term Investment holdings were as follows:
US Common Stock holdings of $7,794
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NOTE 5.
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STOCKHOLDER’S EQUITY
The Company has a total authorized 30,000,000 shares of common stocks with a par value of .007 per share. As of December 31, 2019 there are 30,000,000 shares of common stocks issued and 30,000,000 shares of common stocks outstanding. The Company did not issue any other stock types other than common stocks, options and warrants; the Company di not have any share-based compensation, related to employee share-based awards, tax benefit from share-based award activities. Northern Ifurniture Inc. currently holds 29,583,700 or approximately 99% of all outstanding shares of Landbay Inc. as of December 31, 2019. |
10
Landbay INC. (UNAUDITED)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
DECEMBER 31, 2019
|
NOTE 6.
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RELATED PARTY TRANSACTIONS
|
| The Company has been provided office space by its president at no cost. The management determined that such cost is nominal and did not recognize the rent expense in its financial statements. Northern Ifurniture Inc. holds approximately 99% of all common stocks of Landbay Inc. Northern Ifurniture Inc. also sells furniture to Landbay Inc. for Landbay to sell to outside customers, such related party transactions between Landbay Inc. and Northern Ifurniture Inc. are eliminated on the books of Northern Ifurniture Inc. Xiaowei Jin is 100% owner of Northern Ifurniture Inc. and is also the director and officer of Landbay Inc. |
11
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
The following discussion and analysis should be read in conjunction with the financial statements of Landbay Inc., and the related notes included elsewhere in this statement. The historical financial data discussed below reflects the historical results and financial position of Landbay Inc. In addition, this discussion and analysis contains forward looking statements and involves numerous risks and uncertainties, including those described under "Cautionary Note Regarding Forward-Looking Statement" and "Risk Factors". Actual results may differ materially from those contained in any forward looking statements.
The businesses of the Corporation:
(1). Engaging in selling furniture.
(2). Engaging in running vineyard, sell and store wines.
Engaging in selling furniture:
(1). Now, the retail of furniture is our primary business.
(2). Our showing room of furniture: 36-25 Main Street, Flushing, NY11354.
(3). The storage of our furniture: 36-25 Main Street, Flushing, NY11354.
(4). We are selling the residential furniture.
(5). In the future, we plan that the wholesales of furniture or/and the producing of furniture will be our primary business.
Engaging in running vineyard, sell and store wines:
(1). We will be looking for one or more good vineyards to purchase.
(2). We will make a contract with a management service company, entrust them to manage our vineyards. Now, we don’t confirm which management service company we will choice to manage our vineyards.
(3). We will arrange wineries which will make wines for us. Now, we don’t confirm which factories we will choice to make wines for us.
(4). We will own our wines’ storages in our vineyards, to store our wines for long time.
(5). After we will get some license or permit which federal government or local governments request, then we will sell our wines in US market.
Describe the industry in which we are participating:
(1). The competition of the furniture market is very intense, the price of furniture is going down.
(2). A lot of grapes can be planted in some vineyards. Grapes are agricultural products. Grapes can be used to make wines. Wines can be sold in markets or be stored in its storages. If the wines won’t be damaged or go bad, almost its value can be increased year after year. Wines can be sold in the US market or the international market. Many factors can affect the price of wines.
The Corporation is engaging in selling wines in US market. the competitions are the price's competition of wines. The follow factors will impact the price of wines in US market:
(1). The type and age will impact the price of wines;
(2). The demand and supply relationship will impact the price of the wines;
(3). The expenses for custody and insured will impact the price of the wines.
The trends within industry which we are participating:
The supply-demand relationships, the aged, the quality and the markets will affect the price of wines. The price trends of wines are going up.
Set forth the timing and size of results of our efforts which will be necessary in order for us to be profitable:
In order for the Corporation to be profitable, we will study the supply-demand relationships, the products quality, the US market’s environment and the internationals market’s environment.
We anticipate that we can be profitable within 12 months after we will purchase our first vineyard.
12
How the Corporation plans to reduce risk:
(1). We will need more time to study the vineyard markets, compare the vineyard’s quality and the purchasing price, then we can choice the best opportunities to purchase the vineyards, then we can reduce the risk when we will purchase the vineyards.
(2). We will try to find a better management service company to manage our vineyard, to reduce any planting, producing and managing risk of our vineyards.
(3). We will try to find a better winery to make wines for us, to reduce any producing and managing risk of our wines’ making.
(4). We will try to reduce the damage and the go bad while we will store our wines for long time.
(5). We will build the famous brands for our wines in market in the future, then we can reduce our market risk.
Primary Sources of Revenues
The primary sources of revenues of the Corporation were the selling furniture’s income, and the designing income and other incomes.
Primary Expenses
The primary expenses are the managing expenditure, the professional expenditure and the bank fees.
Components of Results of Operations
Revenue
Primary incoming: The primary incomes of the Corporation were selling furniture and design.
Cost of Revenue and Operating Expenses
Cost of revenue: The cost of revenue was the operation expenditure.
Professional expenditure: The professional expenses include the auditing fees, accounting fees and the reporting service fees.
Results of Operations
Our statements of income data can be found in the financial statement.
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Full Quarter We discuss the financial condition, changes in financial condition and results of operations of the Corporation since April 1, 2019 to December 31, 2019. |
13
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Liquidity and Capital Resources Our capital resources were the investment from the capital stock sold and the loan of owner and affiliates, and income from its operations. Our Capital Resources sources were our cash and cash equivalents. Cash and cash equivalents were $36,462 as of December 31, 2019. Cash Provided by Operating Activities $(111,289) cash was provided by operation activities as of December 31, 2019. Off-Balance Sheet Arrangements We did not have any off-balance sheet arrangements as of December 31, 2019. Contractual Obligations The Corporation didn't have any contractual obligations as of December 31, 2019. Obligations or Liabilities The total obligations or liabilities (including contingent obligations or liabilities) of the Corporation was $40,000 as of December 31, 2019. Contingencies The Corporation didn't have any contingencies as of December 31, 2019. Material Favorable Impact on Net Revenues or Income The Corporation didn't have any material favorable impact on net revenues or income as of December 31, 2019. Inflation and Other Changes in Prices The inflation and other changes in prices didn't impact the Corporation's net revenues and income from continuing operations. Item 3.Quantitative and Qualitative Disclosures About Market Risk We have disclosured all market risks, including changes to foreign currency exchange rates, interest rates, and inflation. Item 4.Controls and Procedures It isn't applicable. 14
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PART II: OTHER INFORMATION
Item 1. Legal Proceedings
The Corporation didn't have any legal proceedings as of December 31, 2019.
Item 1A. Risk Factors
We have made the disclosure for all risk factors.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
None
Item 3. Defaults Upon Senior Securities
None
Item 4. Mine Safety Disclosures
It isn't applicable.
Item 5. Other Information
None
15
Item 6. Exhibits
| Exhibit Number | Description | |
|
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Certification of Chief Executive Officer pursuant to the Securities Exchange Act Rules 13a-14(a) and 15d-14(a) | |
|
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| |
| 32.1 | Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350 | |
| 32.2 | Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350 | |
| 101.INS | XBRL Instance Document. | |
| 101.SCH | XBRL Taxonomy Extension Schema Document. | |
| 101.CAL | XBRL Taxonomy Extension Calculation Linkbase Document. | |
| 101.DEF | XBRL Taxonomy Extension Definition Linkbase Document. | |
| 101.LAB | XBRL Taxonomy Extension Label Linkbase Document. | |
| 101.PRE | XBRL Taxonomy Extension Presentation Linkbase Document. |
* Amended!
** Filed previously
16
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.
| Registrant: | Landbay Inc. |
|
By: /s/ Xiaowei Jin | |
| President, On behalf of Landbay Inc (Chief Executive Officer) | |
| Date: February 15, 2020 |
17
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Exhibits 31.1 of Form 10-Q of Landbay Inc
Rule 13a-14(a)/15d-14(a) Certifications of Chief Executive Officer
I, Xiaowei Jin, certify that: 1. I have reviewed this Form 10-Q of Landbay Inc; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; 4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: (a). Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; (b). Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; (c). Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and (d). Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and 5. The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions): (a). All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and (b). Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
Date: February 15, 2020 Signature: Xiaowei Jin President, on behalf of Landbay Inc (Chief Executive Officer) |
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Exhibits 31.2 of Form 10-Q of Landbay Inc
Rule 13a-14(a)/15d-14(a) Certifications of Chief Financial Officer
I, Xiaowei Jin, certify that: 1. I have reviewed this Form 10-Q of Landbay Inc; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; 4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: (a). Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; (b). Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; (c). Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and (d). Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and 5. The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions): (a). All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and (b). Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
Date: February 15, 2020 Signature: Xiaowei Jin President, on behalf of Landbay Inc (Chief Financial Officer) |
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Exhibits 32.1 of Form 10-Q of Landbay Inc
18 U.S.C. Section 1350 Certificte of Chief Executive Officer
I, Xiaowei Jin, Chief Financial Officer of Landbay Inc, do hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge: (1). The Quarterly Report on Form 10-Q of the Company for the quarter ended December 31, 2019 fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and (2). The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company for the periods presented therein.
Date: February 15, 2020 Signature:Xiaowei Jin
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Exhibits 32.2 of Form 10-Q of Landbay Inc
18 U.S.C. Section 1350 Certificte of Chief Financial Officer
I, Xiaowei Jin, Chief Financial Officer of Landbay Inc, do hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge: (1). The Quarterly Report on Form 10-Q of the Company for the quarter ended December 31, 2018 fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and (2). The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company for the periods presented therein.
Date: February 15, 2020 Signature:Xiaowei Jin
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