YUS INTERNATIONAL GROUP Ltd - FORM 10-Q

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EXCEL - IDEA: XBRL DOCUMENT - YUS INTERNATIONAL GROUP Ltd	Financial_Report.xls
EX-31.1 - CERTIFICATION - YUS INTERNATIONAL GROUP Ltd	yusg_ex311.htm
EX-31.2 - CERTIFICATION - YUS INTERNATIONAL GROUP Ltd	yusg_ex312.htm
EX-32.1 - CERTIFICATION - YUS INTERNATIONAL GROUP Ltd	yusg_ex321.htm
EX-32.2 - CERTIFICATION - YUS INTERNATIONAL GROUP Ltd	yusg_ex322.htm

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: March 31, 2014

o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ____________ to _____________

Commission File No. 000-52020

YUS INTERNATIONAL GROUP LIMITED

(Exact name of small business issuer as specified in its charter)

NEVADA		90-0201309
(State or other jurisdiction of incorporation or organization)		(IRS Employer Identification No.)

Room A, Block B, 21/F Billion Centre, 1 Wang Kwong Road Kowloon Bay, Kowloon, Hong Kong		n/a
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: 852- 36986699

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 during the preceding 12 months (or for such shorter period that the issuer was required to file such reports), and (2)has been subject to such filing requirements for the past 90 days. Yes x No o

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). Yes o No o

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

Large accelerated filer	o	Non-accelerated filer	o
Accelerated filer	o	Smaller reporting company	x
(do not check if smaller reporting company)

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

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

As of March 31, 2014, the issuer’s classes of common stock are as follows:

Class of Securities		Shares Outstanding
Common Stock, $0.1 par value		6,819,120 shares

Transitional Small Business Disclosure Format (check one): Yes o No x

TABLE OF CONTENTS

PART I - FINANCIAL INFORMATION

Item 1.	Financial Statements.	3
	Unaudited Condensed Balance Sheets, March 31, 2014 and December 31, 2013	3
	Unaudited Condensed Statements of Operations and Comprehensive Income for the three months ended March 31, 2014 and 2013	4
	Unaudited Condensed Statements of Cash Flows for the three months ended March 31, 2014 and 2013	5
	Notes to the Unaudited Condensed Consolidated Financial Statements	6

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations.	9
Item 3.	Quantitative and Qualitative Disclosures About Market Risk.	10
Item 4.	Controls and Procedures.	10

PART II - OTHER INFORMATION

Item 1.	Legal Proceedings.	11
Item 1A.	Risk Factors	11
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds.	11
Item 3.	Defaults Upon Senior Securities.	11
Item 4.	Mine Safety Disclosures.	11
Item 5.	Other Information.	11
Item 6.	Exhibits.	12
SIGNATURES		13

PART I – FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS.

YUS INTERNATIONAL GROUP LIMITED

CONDENSED BALANCE SHEETS

	March 31, 2014			December 31, 2013
	(Unaudited)			(Audited)
Assets
Current assets
Cash and cash equivalents	$	-		$	-
Total current assets		-			-

Total assets	$	-		$	-

Liabilities and stockholders’ equity
Liabilities
Current liabilities
Accrued expenses	$	11,500		$	8,050
Advance from a shareholder		5,550			5,550
Total current liabilities		17,050			13,600

Total liabilities	$	17,050		$	13,600

Stockholders’ equity
Common stock, Par value $0.1, 225,000,000 shares authorized; $0.1 par value; 6,819,120 shares issued and outstanding as of March 31, 2014 and December 31, 2013		681,912			681,912
Additional paid in capital		420,021			420,021
Accumulated deficit		(1,118,983	)		(1,115,533	)

Total stockholders’ deficits		(17,050	)		(13,600	)

Total liabilities and stockholders’ equity	$	-		$	-

See accompanying notes to the condensed financial statements.

YUS INTERNATIONAL GROUP LIMITED
CONDENSED STATEMENTS OF OPERATIONS
AND COMPREHENSIVE INCOME (UNAUDITED)

	Three months ended , March 31, 2014			Three months ended , March 31, 2013

Revenue	$	-		$	-

Cost of sales		-			-

Gross profit		-			-

Expenses
General & administrative		3,450			3,749
Total operating expenses		3,450			3,749

Loss from operations		(3,450	)		(3,749	)

Other income		-			-

Loss before provision for income taxes		(3,450	)		(3,749	)

Provision for income taxes		-			-

Loss for the period		(3,450	)		(3,749	)

Other comprehensive income		-			-

Total comprehensive (loss)/profit for the period/year	$	(3,450	)	$	(3,749	)

Earnings per share, basic and diluted		(0.00	)		(0.00	)

Weighted average number of shares outstanding, basic and diluted		6,819,120			*6,819,120

*Retroactively restated to reflect the 100:1 reverse split

See accompanying notes to the condensed financial statements.

YUS INTERNATIONAL GROUP LIMITED

CONDENSED STATEMENT OF CASH FLOWS (UNAUDITED)

	Three months ended
	March 31, 2014			March 31, 2013
Cash flows from operating activities
Net loss		(3,450	)		(3,749	)
Adjustments to reconcile net income to net cash flows used in operating activities for:
Changes in operating assets and liabilities:
Decrease in accounts receivables		-			249
Increase in accrued expenses and other payables		3,450			3,500
Net cash used in operating activities		-			-

Cash flows from financing activities
Advances from a shareholder		-			-
Net cash provided by financing activities		-			-

Net decrease in cash and cash equivalents		-			-

Cash and cash equivalents at beginning of period		-			-

Cash and cash equivalents at end of period	$	-			-

See accompanying notes to the condensed financial statements.

YUS INTERNATIONAL GROUP LIMITED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

NOTE 1 – ORGANIZATION AND PRINCIPAL ACTIVITIES

The Company was incorporated under the laws of the State of Delaware on July 15, 2002 with authorized common stock of 50,000,000 shares at $0.001 par value with the name “North America Marketing Corporation”. On March 29, 2004, the Company changed the domicile to the State of Nevada.

On December 30, 2008, the Company entered into and completed an agreement for share exchange to acquire 100% ownership of Asian Trends Broadcasting Inc. (“Asian Trends”) from its shareholders. Asian Trends operates liquid crystal display (“LCD”) flat-panel televisions and LCD billboards that advertise throughout Hong Kong and creates revenue by selling advertising airtime.

At the beginning of 2010, the Company was principally engaged in operating LCD flat-panel televisions and LCD billboards that advertise throughout Hong Kong and create revenue by selling advertising airtime. On August 31, 2010 the Company acquired 100% ownership of Global Mania Empire Management Limited (“GME”) from its shareholders with a consideration of 22,147,810 shares. GME is a Hong Kong company that specializes in project and artist management. On January 21, 2011, the Company sold GME back to the original shareholders by receiving 22,147,810 shares of the Company’s common stock.

The Company assigned the LCD flat-panel televisions and LCD billboards advertisement operations to Great China Media Limited (the “Assignee”), and in return the Assignee shall pay 5% of the gross proceeds from the business to the Company. Revenue is recognized in arrears on a quarterly basis and when collectability is reasonably assured.

On March 20, 2013, the Board approved the change of the Company’s name to YUS International Group Limited and a one hundred-for-one (100:1) reverse stock split applying to all shares of common stock in the Company.

On April 29, 2013, the majority shareholder of the Company entered into a series of stock purchase agreements wherein the majority shareholder of the Company agreed to sell a total of 6,624,789 shares of common stock in the Company to 4 third party entities. On April 30, 2013, after the receipt of consideration and completion of all conditions precedent, the stock purchase agreements were completed and closed.

On May 16, 2013, Zhi Jian Zeng resigned as the Chief Executive Officer and director of the Company and Huang Jian Nan resigned as the Chief Financial Officer and director of the Company.

On May 16, 2013, Mr. Ho Kam Hang was appointed as the Chief Executive Officer of the Company and Dr. Chong Cheuk Man Yuki was appointed as the Chief Financial Officer of the Company. On that same date, the company appointed Mr. Yu Cheung Fai Alex, Ms. Chan Fuk Yu, Mr. Yu Lok Man and Mr. Yu Ka Wai as Directors of the Company.

On April 9, 2014, Mr. Yu Lok Man resigned as director of the Company and Dr. Chong Cheuk Man Yuki resigned as Chief Financial Officer of the Company. On the same day, Ms. Chen Yongqi Dawn was appointed as Chief Financial Officer of the Company.

No business has been generated since January 1, 2013 up to the date of the change of control. Since then, the company became dormant and has remained so until the date of this report.

Our current business plan is to seek and identify appropriate business opportunity for development of our new line of business. We intend to seek opportunities demonstrating the potential of long-term growth as opposed to short-term earnings. However, at the present time, we have not identified any business opportunity that we plan to pursue, nor have we reached any agreement or definitive understanding with any person concerning an acquisition or merger.

NOTE 2 – BASIS OF PRESENTATION

The unaudited interim financial statements of the Company for the three months ended March 31, 2014 and 2013 have been prepared pursuant to the rules & regulations of the SEC. Certain information and disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the following disclosures are adequate to make the information presented not misleading. The functional currency for all of the Company’s operations is the Hong Kong dollar (“HKD”), while the reporting currency is the US Dollar.

The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses and the disclosure of contingent assets and liabilities. Actual results could differ from these estimates.

In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position as of March 31, 2014, results of operations for the three months ended March 31, 2014, and cash flows for the three months ended March 31, 2014 have been made. The results of operations for the three months ended March 31, 2014 are not necessarily indicative of the operating results for the full year.

NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

(a) Economic and Political Risk

The Company’s major operations are conducted in Hong Kong. Accordingly, the political, economic, and legal environments in Hong Kong, as well as the general state of Hong Kong’s economy may influence the Company’s business, financial condition, and results of operations.

The Company’s operations in Hong Kong are subject to special considerations and significant risks not typically associated with companies in North America and Western Europe. These include risks associated with, among others, the political, economic, and legal environment. The Company’s results may be adversely affected by changes in governmental policies with respect to laws and regulations, anti-inflationary measures, and rates and methods of taxation, among other things.

(b) Cash and Cash Equivalents

The Company considers all highly liquid investments purchased with original maturities of three months or less to be cash equivalents.

The carrying amounts of financial instruments such as cash and accounts payable approximate their fair value because of the short maturities of these instruments. The fair value of receivables from associated companies and payables to associated companies are not practical to estimate based upon the related party nature of the underlying transactions.

(d) Earnings Per Share

Basic earnings per share is computed by dividing income available to common shareholders by the weighted-average number of common shares outstanding during the period. Diluted earnings per share is computed similar to basic earnings per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive. As of the balance sheet dates, there were no dilutive securities outstanding.

(e) Foreign Currency Translation

The accompanying condensed financial statements are presented in United States dollars. The functional currency of the Company is Hong Kong Dollar (“HK$”). Capital accounts of the financial statements are translated into United States dollars (“US$”) from Hong Kong dollars (“HK$”) at their historical exchange rates when the capital transactions occurred. Assets and liabilities are translated at the exchange rates as of the balance sheet date. Income and expenditures are translated at the average exchange rate during the period. The translation rates are as follows:

	March 31, 2014		December 31, 2013		March 31, 2013
Period/year end HK$ : US$ exchange rate		0.1282		0.1282		0.1282
Average yearly HK$ : US$ exchange rate		0.1282		0.1282		0.1282

(g) Recent Accounting Pronouncements

The Company has adopted all recently issued accounting pronouncements. The adoption of these accounting pronouncements including those not yet in effect, is not anticipated to have a material effect on the financial statements of the Company.

NOTE 4 – RETROACTIVE RESTATEMENT OF EARNINGS PER SHARE DATA

On March 20, 2013, the shareholders of the Company authorized its Board of Directors to effect a reverse stock split of all outstanding shares of common stock. The Board of Directors approved the implementation of a reverse stock split at a ratio of one hundred to one shares, which became effective on the same date. All share and per share data in these financial statements and related notes hereto have been retroactively adjusted to account for the effect of the reverse stock split.

NOTE 5 – ACCRUED EXPENSES

Accrued expenses as of March 31, 2014 represent accrued fees payable to various professional parties.

NOTE 6 – ADVANCE FROM A SHAREHOLDER

The advance from a shareholder as of March 31, 2014 is unsecured, interest-free and has no fixed repayment terms.

NOTE 7 – GOING CONCERN

The accompanying condensed financial statements have been prepared assuming that the Company will continue as a going concern. As of March 31, 2014, the Company has deficits in both shareholders’ equity and working capital of $17,050.

As of March 31, 2014 the Company may need additional cash resources to operate during the upcoming 12 months, and the continuation of the Company may be dependent upon the continuing financial support of investors, directors and/or shareholders of the Company. The Company intends to attempt to acquire additional operating capital through private equity offerings to the public and existing investors to fund its business plan. However, there is no assurance that equity or debt offerings will be successful in raising sufficient funds to assure the eventual profitability of the Company. The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts of and classification of liabilities that might be necessary in the event the Company cannot continue in existence.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.

Results of Operation – Three Months Ended March 31, 2014

The following table summarizes the result of our operation during the three months ended March 31, 2014

	Three months ended March 31,						Increase
	2014			2013			(decrease)			% Change
Revenue	$	-			-			-			-
Gross profit		-			-			-			-
Other Revenue		-			-			-			-
General & administrative		(3,450	)		(3,749	)		(299	)		8	%
Loss from operations		(3,450	)		(3,749	)		(299	)		8	%
Income tax expenses		-			-			-			-
Loss for the period	$	(3,450	)		(3,749	)		(299	)		8	%

General and administrative expenses

General and administrative expenses decreased from $3,749 in the three months ended March 31, 2013 to $3,450 for the same period of 2014, representing a decrease of $299 or 8%. The decrease was mainly attributable to decrease in professional fees offered by the new professional teams introduced by the new management.

Net loss

Net loss was $3,450 for the three months ended March 31, 2014 as compared to net loss of $3,749 for the same period 2013. The decrease of net loss was attributable to the decrease in professional fees.

Liquidity and Capital Resources from Operations

Cash

There was no cash balance at March 31, 2014.

Cash flow

Net cash used in operating activities during the three months ended March 31, 2014 amounted to zero, compared to net cash used in operating activities of zero in the same period of 2013.

Working capital

Our net current liabilities increased by $3,450 to $17,050 at March 31, 2014 from $13,600 at December 31, 2013. The increase in net current liabilities was mainly due to an increase in accrued professional expenses.

Going Concern

The accompanying condensed financial statements have been prepared assuming that the Company will continue as a going concern. As of March 31, 2014, the Company had deficits in both shareholders’ equity and working capital of $17,050.

As of March 31, 2014, the Company may need additional cash resources to operate during the upcoming 12 months, and the continuation of the Company may be dependent upon the continuing financial support of investors, directors and/or stockholders of the Company. The Company intends to attempt to acquire additional operating capital through private equity offerings to the public and existing investors to fund its business plan. However, there is no assurance that equity or debt offerings will be successful in raising sufficient funds to assure the eventual profitability of the Company. The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts of and classification of liabilities that might be necessary in the event the Company cannot continue in existence.

Inflation

Inflation does not materially affect our business or the results of our operations.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

There have been no material changes in market risk since the filing of the Company’s Annual Report on Form 10-K for the year ended December 31, 2013.

ITEM 4. CONTROLS AND PROCEDURES.

Evaluation of disclosure controls and procedures

Our management, including our Chief Executive Officer and Chief Financial Officer, has concluded that our disclosure controls and procedures are appropriate and effective. They have evaluated these controls and procedures as of the date of this report on Form 10-Q. There were no significant changes in our internal controls or in other factors that could significantly affect these controls subsequent to the date of their evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

Our management believes that our disclosure controls and procedures and internal control over financial reporting are designed to provide reasonable assurance of achieving their objectives and are effective at the reasonable assurance level. However, our management does not expect that our disclosure controls and procedures or our internal control over financial reporting will prevent all errors and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, have been detected. These inherent limitations include the realities that judgments in decision making can be faulty, and that breakdowns can occur because of a simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people or by management override of the controls. The design of any system of controls also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions; over time, controls may become inadequate because of changes in conditions, or the degree of compliance with policies or procedures may deteriorate. Because of the inherent limitations in a cost effective control system, misstatements due to error or fraud may occur and not be detected.

The Company’s management confirms that there was no change in the Company’s internal control over financial reporting during the quarter ended March 31, 2014 that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

PART II – OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS.

There is no pending litigation by or against us.

ITEM 1A. RISK FACTORS

Not required for smaller reporting companies.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

There have been no unregistered sales of equity securities since last reported on the Company’s Form 10-K or 10-Q filed with the SEC.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

None

ITEM 4. MINE SAFETY DISCLOSURE.

Not applicable.

ITEM 5. OTHER INFORMATION.

None.

ITEM 6. EXHIBITS.

Exhibits

Exhibit Number		Description

31.1		Certification of Chief Executive Officer filed pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

31.2		Certification of Chief Financial Officer filed pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1		Certification of Chief Executive Officer furnished pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

32.2		Certification of Chief Financial Officer furnished pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

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

** XBRL (Extensible Business Reporting Language) information is furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections.

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.

	YUS INTERNATIONAL GROUP LIMITED

Dated: May 20, 2014	By:	/s/ Ho Kam Hang
		Ho Kam Hang
		Chief Executive Officer

Dated: May 20, 2014	By:	/s/ Chen Yongqi Dawn
		Chen Yongqi Dawn
		Chief Financial Officer

YUS INTERNATIONAL GROUP Ltd - FORM 10-Q - May 20, 2014

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YUS INTERNATIONAL GROUP Ltd Reports