NOTE 1 - NATURE OF OPERATIONS
Xiangtian (USA) Air Power Co., Ltd. (the Company) was incorporated in the State of Delaware on September 2, 2008 as Goa Sweet Tours Ltd. The Company was originally formed to provide personalized concierge tour packages to tourists who visit the State of Goa, India. On April 17, 2012, the Company entered into Share Purchase Agreements, by and among, Luck Sky International Investment Holdings Limited (Lucky Sky), an entity owned and controlled by Zhou Deng Rong, and certain of our former stockholders who owned, in the aggregate, 7,200,000 shares of the Companys common stock (90% of the at then outstanding shares). Luck Sky purchased all 7,200,000 shares for an aggregate of $235,000. The sale was completed on May 15, 2012.
On May 1, 2012, the Company sold its Indian subsidiary, Goa Excursion Private Limited (Goa Excursion), to Iqbal Boga for a total value of $10. Both the purchaser and the seller fully release, discharge, waive, and hold harmless the subsidiarys debts and liabilities, including related partys debts.
On May 25, 2012, the Company formed a corporation under the laws of the State of Delaware called Xiangtian (USA) Air Power Co., Ltd. ("Merger Sub") and on the same day, acquired one hundred shares of Merger Sub's common stock for cash. As such, Merger Sub became a wholly-owned subsidiary of the Company.
Effective as of May 29, 2012, Merger Sub was merged with and into the Company. As a result of the merger, the Companys name was changed to Xiangtian (USA) Air Power Co., Ltd.. Prior to the merger, Merger Sub had no liabilities and nominal assets and, as a result of the merger, the separate existence of the Merger Sub ceased. The Company was the surviving corporation in the merger and, except for the name change provided for in the Agreement and Plan of Merger, there was no change in the directors, officers, capital structure or business of the Company.
The Company is a development stage company as defined by ASC 915 and since inception the Company has not generated consistent revenues and has incurred a cumulative net loss as reflected in the consolidated financial statements. The Company has minimal assets and has incurred losses since inception. The Company's limited start-up operations have consisted of the formation of the Company business plan and identification of the Company's target market. The Company plans to produce air power engine for bus, air power tower, and air power generator sets in fiscal 2013.