UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Form 10-Q

(Mark One)

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended October 31, 2013

or

[   ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ________ to ________

Commission File Number 333-176350

FUHUIYUAN INTERNATIONAL HOLDINGS LIMITED
(Exact name of registrant as specified in its charter)

780 756 1668
(Registrant’s telephone number, including area code)

N/A
(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.
[X] YES [   ] NO

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted 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 and post such files).
[X] YES [   ] NO

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a small reporting company. See the definitions of “large accelerated filer”, “accelerated filer” and “smaller reporting company” in Rule 12b-2 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 [X] NO

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Check whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Exchange Act after the distribution of securities under a plan confirmed by a court.
[   ] YES [   ] NO

APPLICABLE ONLY TO CORPORATE ISSUERS

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date. 22,500,000 common shares issued and outstanding as of December 16, 2013.

Table of Contents

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PART I – FINANCIAL INFORMATION

Item 1. Financial Statements

Our unaudited interim consolidated financial statements for the three and six months ended October 31, 2013 form part of this quarterly report. All currency references in this report are to Canadian dollars unless otherwise noted.

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Fuhuiyuan International Holdings Ltd.
INTERIM CONSOLIDATED BALANCE SHEETS
As at October 31, 2013 and April 30, 2013
Stated in Canadian Dollars
(Unaudited)

See Accompanying Notes

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Fuhuiyuan International Holdings Ltd.
INTERIM CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
For the three and six months ended October 31, 2013 and 2012
Stated in Canadian Dollars
(Unaudited)

See Accompanying Notes

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Fuhuiyuan International Holdings Ltd.
INTERIM CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
For the period ended May 1, 2012 and October 31, 2013
Stated in Canadian Dollars
(Unaudited)

See Accompanying Notes

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Fuhuiyuan International Holdings Ltd.
INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS
For the three and six months ended October 31, 2013 and 2012
Stated in Canadian Dollars
(Unaudited)

See Accompanying Notes

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NOTE 1 – NATURE AND CONTINUANCE OF OPERATIONS

Fuhuiyuan International Holdings Limited (“Fuhuiyuan” or the “Corporation”), formerly KWest Investment International Ltd., was incorporated in the state of Nevada, United States on December 8, 2009. On June 7, 2010, the Corproation acquired KWest Investments & Development Inc. (“KWest Alberta”) of Edmonton, Alberta, Canada as its wholly owned subsidiary. KWest Alberta. was incorporated on September 29, 2008 with its head office located in Edmonton, Alberta, Canada and is specialized in real estate syndication.

The Corporation issued 9,555,000 shares of common stock in exchange for 100% of the outstanding common shares of KWest Alberta. Although the Corporation was the legal acquirer, the transaction was accounted for as a recapitalization of KWest Alberta in the form of a reverse merger, whereby KWest Alberta becomes the accounting acquirer and was deemed to have retroactively adopted the capital structure of the Corporation. Accordingly, the accompanying consolidated financial statements reflect the historical consolidated financial statements of KWest Alberta for all periods presented, and do not include the historical financial statements of the Corporation. All costs associated with the reverse merger transaction were expensed as incurred.

Effective August 7, 2013, the Corporation changed its name to Fuhuiyuan International Holdings Limited from its former name, KWest Investment International Ltd.

On August 15, 2013, the Corporation entered into a share exchange agreement with Fuhuiyuan International Group (Holdings) Limited (“Fuhuiyuan International”). In exchange for all the outstanding shares of common stock of Fuhuiyuan International, the Corporation issued an aggregate of 7,500,000 shares of common stock of the Corporation.

Fuhuiyuan International is a newly formed trading company and it has recently entered into an agency agreement with Qingdao Fuhuiyuan Investment Co. Ltd. (“Qingdao Fuhuiyuan”) in which Qingdao Fuhuiyuan has appointed Fuhuiyuan International to act as its international agent to sell Qingdao Fuhuiyuan’s products, including cosmetics, jewelry, fashion clothing and accessories. Fuhuiyuan International collects payments made by overseas customers on behalf of Qingdao Fuhuiyuan and oversees all related activities and expenditures. In addition, Fuhuiyuan International handles all affairs relating to overseas transportation, customs declaration, customs clearance and payment of taxes.

NOTE 2 – INTERIM REPORTING

The interim condensed consolidated financial statements, which include the Corporation and its subsidiaries, KWest Investments & Development Inc. and Fuhuiyuan International Group (Holdings) Limited, are prepared under the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America. All significant inter-company accounts and transactions have been eliminated. These financial statements include 100% of the assets, liabilities, and net income or loss of its wholly-owned subsidiaries.

While the information presented in the accompanying interim condensed consolidated financial statements is unaudited, it includes all adjustments, which are, in the opinion of management, necessary to present fairly the financial position, results of operations and cash flows for the interim periods presented in accordance with accounting principles generally accepted in the United States of America. All adjustments are of a normal recurring nature. It is suggested that these interim condensed consolidated financial statements be read in conjunction with the Company’s April 30, 2013 annual consolidated financial statements. Operating results for the six month period ended October 31, 2013 are not necessarily indicative of the results that can be expected for the year ended April 30, 2014.

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NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

There have been no changes in accounting policies from those disclosed in the notes to the audited consolidated financial statements for the year ended April 30, 2013.

Functional currency

The Corporation’s functional currency is the Canadian dollar. All amounts shown on these statements are stated in Canadian dollars.

NOTE 4 – RECENT ACCOUNTING PRONOUNCEMENTS

The Corporation adopts new pronouncements relating to generally accepted accounting principles applicable to the Corporation as they are issued, which may be in advance of their effective date. Management does not believe that any recently issued, but not yet effective accounting standards, if currently adopted, would have a material effect on the accompanying financial statements.

NOTE 5 – EQUIPMENT

NOTE 6 – RELATED PARTY TRANSACTIONS AND BALANCES

The following are related transaction balances with related parties for the period ended October 31, 2013:

Current advances from related parties represent advances from a shareholder, advances from a Corporation with common management and advances from a party related to a shareholder. The advances are without interest and have no specified repayment terms.

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NOTE 7 - CAPITAL STOCK

On April 28, 2010, the Corporation issued 5,445,000 common shares of the Corporation for gross proceed of $92,817 by way of private placement.

On June 7, 2010, the Corporation issued 9,555,000 common shares of the Corporation in exchange for 100% of the outstanding common shares of KWest Investments & Development Inc. The transaction was accounted for as a reverse merger and a retroactive recapitalization.

On August 15, 2013, the Corporation issued 7,500,000 common shares of in exchange for all the outstanding shares of common stock of Fuhuiyuan International.

As at October 31, 2013, there were no warrants or options outstanding.

NOTE 8 – PREFERRED SHARES

On January 13, 2011, the Corporation’s subsidiary, KWest Investments and Development Inc., closed a private placement of 160,000 preferred shares at $0.125 per share for a gross proceed of $20,000.

During February, 2011, the Corporation’s subsidiary, KWest Investments and Development Inc., closed a private placement of 80,000 preferred shares at $0.125 per share for a gross proceed of $10,000.

During the quarter ended January 31, 2012, the Corporation’s subsidiary, KWest Investments and Development Inc., closed a private placement of 68,000 preferred shares at $0.125 per share for a gross proceed of $8,500.

These shares bear a cumulative dividend of 8% per annum and are redeemable at the option of the Corporation on or before the second year anniversary from the date of closing.

On March 15, 2013, $5,000 of preferred shares was redeemed. On July 25, 2013, $10,000 of preferred shares was redeemed. On October 18, 2013, $18,500 of preferred shares was redeemed.

NOTE 9 – COMMITMENT

The Corporation entered into an agreement to lease office space that expires September 1, 2014. The monthly commitment is $1,250.00 ($15,000 per year.)

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Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

Forward-Looking Statements

This report on Form 10-Q contains certain forward-looking statements. All statements other than statements of historical fact are “forward-looking statements” for purposes of these provisions, including any projections of earnings, revenues, or other financial items; any statements of the plans, strategies, and objectives of management for future operation; any statements concerning proposed new products, services, or developments; any statements regarding future economic conditions or performance; statements of belief; and any statement of assumptions underlying any of the foregoing. Such forward-looking statements are subject to inherent risks and uncertainties, and actual results could differ materially from those anticipated by the forward-looking statements.

These forward-looking statements involve significant risks and uncertainties, including, but not limited to, the following: competition, promotional costs and the risk of declining revenues. Our actual results could differ materially from those anticipated in such forward-looking statements as a result of a number of factors. These forward-looking statements are made as of the date of this filing, and we assume no obligation to update such forward-looking statements. The following discusses our financial condition and results of operations based upon our unaudited financial statements which have been prepared in conformity with accounting principles generally accepted in the United States. It should be read in conjunction with our financial statements and the notes thereto included elsewhere herein.

Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Except as required by applicable law, including the securities laws of the United States, we do not intend to update any of the forward-looking statements to conform these statements to actual results.

Our consolidated financial statements are stated in Canadian Dollars (CDN$) and are prepared in accordance with United States Generally Accepted Accounting Principles.

In this quarterly report, unless otherwise specified, all dollar amounts are expressed in Canadian Dollars (CDN$) and all references to “common shares” refer to the common shares in our capital stock.

As used in this quarterly report, the terms “we”, “us”, “our” and “our company” mean KWest Investment International Ltd. and our wholly-owned subsidiaries, Fuhuiyuan International Holdings Limited, an Alberta, Canada corporation and Fuhuiyuan International Group (Holdings) Limited, a British Virgin Island corporation, unless otherwise indicated.

General Overview

We were incorporated on December 8, 2009 under the laws of the State of Nevada. We have two wholly-owned subsidiaries, KWest Investments & Development Inc. (“KWest Alberta”),, incorporated under the laws of the Province of Alberta (Canada) and Fuhuiyuan International Group (Holdings) Limited (Fuhuiyuan BVI), a British Virgin Island corporation . Our principal executive offices are located at Suite 204, 15615 102 Avenue, Edmonton, Alberta, T5P 4X7. Our telephone number is 780.756.1668. Our fiscal year end is April 30.

On July 16, 2013, our board of directors and a majority of our stockholders approved a change of name of our company from Kwest Investment International Ltd. to Fuhuiyuan International Holdings Limited. A Certificate of Amendment was filed with the Nevada Secretary of State on July 29, 2013, with an effective date of August 7, 2013. The amendment was approved by Financial Industry Regulatory Authority (FINRA) with an effective date of August 7, 2013. Our trading symbol “KWIT”. Our CUSIP number is 359535 101.

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Our Current Business

On June 7, 2010 we entered into a share exchange agreement with KWest Alberta and all of its shareholders whereby we acquired KWest Alberta and its 10% ownership in the Sturgeon County Property in Alberta for 9,555,000 shares of our common stock.

KWest Alberta is a business specializing in land banking, real estate syndication and management. On June 10, 2009 KWest Alberta acquired a 75 acre parcel of land located in Sturgeon County, Alberta. The parcel is situated about 2 miles east of Redwater, Alberta and 3¾ miles north of the Alberta Industrial Heartland which is targeted to be the future site for oil sand upgraders (heavy oil processing facilities) in Alberta.

Concurrently with the purchase of the Sturgeon Country property, KWest Alberta sold a 90% ownership interest in the property, to Kimura Lake Estate Inc, Kwest Alberta maintains a 10% ownership interest in the 75 acre parcel of land for Kimura Lake Estate and maintains a 10% ownership interest. Our officers and directors, Stolfin Wong and Eric Lo are also directors and officers of Kimura Lake Estate Inc. and of the corporation from which we originally acquired the property.

As a management company, through KWest Alberta, we assist Kimura Lake Estate in syndicating the land through our sales team by splitting the full parcel into separate half acre (1 unit) and one acre (2 units) units of undivided interest with individual land titles issued by the Alberta Government Land Title Office and sold off to land investors. Our 10% interest provides us with 15 units of undivided interest not for syndication and Kimura Lake Estate has 135 units (90%) of undivided interest to syndicate. Once the land is syndicated, we intend to work with engineers, planners and architects to get all the approvals and plans required, thereby increasing the value of the land. We endeavour to generate revenue in the form of management fees derived from managing syndicated land as well as the sale of subdivided land parcels.

During the six months ended October 31, 2013, we did not generate any revenues from our management of the Sturgeon Property.

On August 22, 2013 we entered into a share exchange agreement dated August 15, 2013 with Fuhuiyuan International Group (Holdings) Limited, a British Virgin Island corporation and the sole shareholder of Fuhuiyuan BVI, pursuant to which we agreed to purchase 100% of the issued and outstanding securities of Fuhuiyuan BVI in consideration of the issuance of 7,500,000 shares of our common stock (being 33.33% of our issued and outstanding voting securities). On October 31, 2013 we completed the acquisition and Fuhuiyuan BVI began operating as our wholly owned subsidiary. Upon closing, Ms. Jinglan Dong and Mr. Bowen Dong were appointed to our board of directors. .

Fuhuiyuan BVI is a newly formed trading company which holds certain sales agency rights pursuant to an agency agreement dated June 30, 2013 to act as international sales agent for Qingdao Fuhuiyuan Investment Co. Ltd., a China based purveyor of cosmetics, footwear, clothing and fashion accessories. Pursuant to the agency agreement, Fuhuiyuan BVI will be responsible for collecting payments made by overseas customers on behalf of Qingdao Fuhuiyuan as well as overseeing all sales related activities and expenditures, including overseas transportation, customs declaration, customs clearance and payment of taxes. In consideration of the agency services provided by Fuhuiyuan BVI, Qindao Fuhuiyuan will pay to Fuhuiyuan BVI 20% of gross value of sales under the agency agreement. The agency agreement is for a perpetual term and may be terminated by either party with 2 months notice.

The products currently distributed by Fuhuiyuan BVI under the agency agreement with Qindao Fuhuiyuan include the following:

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• Ying Cui Cao Ben brand skin care products, which have received ISO 9001:2008 certifications and comply with the highest manufacturing standards regulated by the Cosmetics Good Manufacturing Practices (GMP) of both the United States and European Union;
• Dancing brand leather footwear, bags and accessories;
• Fuyuan brand jewelry , a line of crystal inlay silver jewelry

Results of Operations

The following summary of our results of operations should be read in conjunction with our consolidated financial statements for the quarter ended October 31, 2013, which are included herein.

Our operating results for the three months ended October 31, 2013 and 2012 are summarized as follows:

For the three months ended October 31, 2013, our net loss decreased by $5,631 as compared to the three months ended October 31, 2012. For the six months ended October 31, 2013, our net loss increased by $28,577 as compared to the six months ended October 31, 2012. Our expenses increased primarily due to additional expenses related to the acquisition of Fuhuiyuan International Group (Holdings) Limited.

Liquidity and Financial Condition

Working Capital

Our total current assets as of October 31, 2013 were $80,397 as compared to total current assets of $76,293 as of April 30, 2013. The increase was primarily due to higher cash balance. Our total current liabilities as of October 31, 2013 were $641,478 as compared to total current liabilities of $608,456 as of April 30, 2013. The increase in current liabilities was attributed to accounts payable.

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Cash Flows

Operating Activities

Cash used in operating activities during the six months ended October 31, 2013 increased from $658 used in operating activities for the six months ended October 31,2012 to $19,534 which was primarily due to higher accounts payable and advance from related parties.

Investing Activities

Cash provided by investing activities during the six months ended October 31, 2013 increase from $Nil for the six months ended October 31, 2012 to $51,700 which was primarily due to cash acquired from the acquisition of Fuhuiyuan International Group (Holdings) Limited.

Financing Activities

The increase in cash used by financing activities during the six month period ended October 31, 2013 is primarily a result of redemption of preferred shares by shareholders.

We will require additional funds to fund our budgeted expenses over the next 12 months. These funds may be raised through equity financing, debt financing, or other sources, which may result in further dilution in the equity ownership of our shares. There is still no assurance that we will be able to maintain operations at a level sufficient for an investor to obtain a return on his investment in our common stock. Further, we may continue to be unprofitable. We need to raise additional funds in the immediate future in order to proceed with our budgeted expenses.

Specifically, we estimate our operating expenses and working capital requirements for the next 12 months to be as follows:

We plan to use a portion of the above funds for expenses related to our subsidiary, Fuhuiyuan BVI.

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We intend to meet our cash requirements for the next 12 months through a combination of cash flow from operations and either debt financing or equity financing by way of private placements. We currently do not have any arrangements in place to complete any private placement financings and there is no assurance that we will be successful in completing any such financings on terms that will be acceptable to us.

If we are not able to generate or raise the full $275,000 to implement our business plan as anticipated, we will scale our business development in line with available capital. Our primary priority will be to retain our reporting status with the SEC which means that we will first ensure that we have sufficient capital to cover our legal and accounting expenses. Once these costs are accounted for, in accordance with how much financing we are able to secure, we will focus on expanding our operations, particularly with our subsidiary, Fuhuiyuan BVI.

Off-Balance Sheet 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.

Critical Accounting Policies

The summary of significant accounting policies is presented to assist in understanding the financial statements. The financial statements and notes are the representations of our company’s management, who is responsible for their integrity and objectivity. The consolidated financial statements have been prepared in accordance with the instructions to form 10-Q, and therefore, do not included all the information necessary for a fair presentation of financial position, results of operations and cash flows in conformity with generally accepted accounting principles. Our company's significant accounting policies are more fully described in Note 2 to the audited consolidated financial statements contained in our company's Annual Report on Form 10-K for the year ended April 30, 2013. There were no material changes to our company's significant accounting policies or the estimates made pursuant to those policies during the most recent quarter.

Recent Accounting Pronouncements

Our company adopts new pronouncements relating to generally accepted accounting principles applicable to our company as they are issued, which may be in advance of their effective date. Management does not believe that any recently issued, but not yet effective accounting standards, if currently adopted, would have a material effect on the accompanying financial statements.

Item 3. Quantitative and Qualitative Disclosure About Market Risk

As a “smaller reporting company”, we are not required to provide the information required by this Item.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

We maintain disclosure controls and procedures, as defined in Rule 13a-15(e) promulgated under the Securities Exchange Act of 1934 (the "Exchange Act"), that are designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms and that such information is accumulated and communicated to our management, including our president (our principal executive officer, principal financial officer and principal accounting officer), as appropriate to allow timely decisions regarding required disclosure.

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We carried out an evaluation, under the supervision and with the participation of our management, including our president (our principal executive officer, principal financial officer and principal accounting officer), of the effectiveness of the design and operation of our disclosure controls and procedures as of quarter covered by this report. Based on the evaluation of these disclosure controls and procedures the president (our principal executive officer, principal financial officer and principal accounting officer) concluded that our disclosure controls and procedures were effective.

Changes in Internal Controls

During the quarter covered by this report there were no changes in our internal control over financial reporting that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II – OTHER INFORMATION

Item 1. Legal Proceedings

We know of no material, existing or pending legal proceedings against us, nor are we involved as a plaintiff in any material proceeding or pending litigation. There are no proceedings in which any of our directors, officers or affiliates, or any registered or beneficial shareholder, is an adverse party or has a material interest adverse to our company.

Item 1A. Risk Factors

As a “small reporting company”, we are not required to provide the information required by this Item.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

On October 31, 2013, we issued 7,500,000 shares of our common stock pursuant to the terms of the share exchange agreement dated August 15, 2013. These shares were issued to one purchaser in reliance upon the exemption from registration contained in Rule 903of Regulation S of the Securities Act of 1933 based on the fact that the sales were completed in an "offshore transaction", as defined in Rule 902(h) of Regulation S and that the investor was not a “U.S. person(s)”, as that term is defined in Rule 902(k) of Regulation S.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

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Item 6. Exhibits

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SIGNATURES

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

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