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EX-31.2 - EXHIBIT 31.2 - JOYMAIN INTERNATIONAL DEVELOPMENT GROUP INC.exhibit31-2.htm
EX-31.1 - EXHIBIT 31.1 - JOYMAIN INTERNATIONAL DEVELOPMENT GROUP INC.exhibit31-1.htm
EX-32.1 - EXHIBIT 32.1 - JOYMAIN INTERNATIONAL DEVELOPMENT GROUP INC.exhibit32-1.htm

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

FORM 10-Q

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

For the quarterly period ended January 31, 2016

[ ] 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 333-174607

JOYMAIN INTERNATIONAL DEVELOPMENT GROUP INC.
(Exact name of Registrant as specified in its charter)

Nevada 68-0681552
State or jurisdiction of IRS Employer
incorporation or organization Identification Number

2719 Hollywood Blvd, Hollywood, FL33020
Tel: 1-786-232-3083
(Address and telephone number of principal executive offices)

Indicate by check mark whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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 last 90 days.
Yes [X]        No [   ]

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§229.405 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 [   ]        No [   ]

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 [   ] Accelerated filer [   ]
Non-accelerated filer [   ] Smaller reporting company [X]

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

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

As of March 14, 2016, there were 1,120,343,373 shares of common stock, par value $0.001, outstanding.


TABLE OF CONTENTS

PART I FINANCIAL INFORMATION 3
     
Item 1. Financial Statements (Unaudited) 3
  Condensed Consolidated Balance Sheets as of January 31, 2016 (Unaudited) and April 30, 2015 3
Condensed Consolidated Statements of Operations for the Three and Nine Months Ended January 31, 2016 and 2015 (Unaudited) 4
Condensed Consolidated Statements of Cash Flows for the Nine Months Ended January 31, 2016 and 2015 (Unaudited) 5
  Notes to Unaudited Condensed Consolidated Financial Statements 6
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations 11
Item 3. Quantitative and Qualitative Disclosures About Market Risk 16
Item 4. Controls and Procedures 16
     
PART II OTHER INFORMATION 17
     
Item 6. Exhibits 17
Signatures   18


CAUTIONARY NOTE ON FORWARD LOOKING STATEMENTS

This Quarterly Report on Form 10-Q (this “Report”) contains “forward-looking statements” which discuss matters that are not historical facts. Because they discuss future events or conditions, forward-looking statements may include words such as “anticipate,” “believe,” “estimate,” “intend,” “could,” “should,” “would,” “may,” “seek,” “plan,” “might,” “will,” “expect,” “predict,” “project,” “forecast,” “potential,” “continue” and negatives thereof or similar expressions. Forward-looking statements speak only as of the date they are made, are based on various underlying assumptions and current expectations about the future and are not guarantees. Such statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, level of activity, performance or achievement to be materially different from the results of operations or plans expressed or implied by such forward-looking statements. We cannot predict all of the risks and uncertainties. Accordingly, such information should not be regarded as representations that the results or conditions described in such statements or that our objectives and plans will be achieved and we do not assume any responsibility for the accuracy or completeness of any of these forward-looking statements.

These forward-looking statements represent our intentions, plans, expectations, assumptions and beliefs about future events and are subject to risks, uncertainties and other factors. Many of those factors are outside of our control and could cause actual results to differ materially from the results expressed or implied by those forward-looking statements. Factors that could cause or contribute to such differences in results and outcomes include, without limitation, those specifically addressed under the headings “Risks Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our annual report on Form 10-K and its amendment filed with the Securities and Exchange Commission (the “SEC”); in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in this Report, and information contained in other reports that we file with the SEC. In light of these risks, uncertainties and assumptions, the events described in the forward-looking statements might not occur or might occur to a different extent or at a different time than we have described. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this Report. All subsequent written and oral forward-looking statements concerning other matters addressed in this Report and attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this Report.

There are important factors that could cause actual results to vary materially from those described in this report as anticipated, estimated or expected, including, but not limited to: competition in the industry in which we operate and the impact of such competition on pricing, revenues and margins, volatility in the securities market due to the general economic downturn; the SEC regulations which affect trading in the securities of “penny stocks,” and other risks and uncertainties. Except as required by law, we assume no obligation to update any forward-looking statements publicly, or to update the reasons actual results could differ materially from those anticipated in any forward- looking statements, even if new information becomes available in the future. Depending on the market for our stock and other conditional tests, a specific safe harbor under the Private Securities Litigation Reform Act of 1995 may be available. Notwithstanding the above, Section 27A of the Securities Act of 1933, as amended (the “Securities Act”) and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) expressly state that the safe harbor for forward-looking statements does not apply to companies that issue penny stock. Because we may from time to time be considered to be an issuer of penny stock, the safe harbor for forward-looking statements may not apply to us at certain times.


PART I - FINANCIAL INFORMATION

ITEM 1.        FINANCIAL STATEMENTS

JOYMAIN INTERNATIONAL DEVELOPMENT GROUP INC.
CONDENSED CONSOLIDATED BALANCE SHEETS

    January 31     April 30  
    2016     2015  
    (Unaudited)        
             
                                                                                   ASSETS            
             
CURRENT ASSETS:            
             
   Cash $  800,781   $  878,839  
             
   Advance to suppliers   62,736     1,293,030  
             
   Marketable securities   242,266     359,857  
             
           TOTAL CURRENT ASSETS   1,105,783     2,531,726  
             
PROPERTY AND EQUIPMENT - Net   1,255     1,555  
             
           TOTAL ASSETS $  1,107,038   $  2,533,281  
             
                                                 LIABILITIES AND STOCKHOLDERS' EQUITY            
             
CURRENT LIABILITIES:            
             
   Accounts payable $  7,092   $  24,726  
             
   Due to related parties   236     3,529  
             
   Advance from customer   67,881     1,423,031  
             
   Other payables   43,653     23,749  
             
           TOTAL CURRENT LIABILITIES   118,862     1,475,035  
             
STOCKHOLDERS' EQUITY :            
             
   Common stock,1,500,000,000 shares authorized, par value $0.001,
       1,120,343,373 shares issued and outstanding at January 31, 2016 and April 30, 2015
  1,120,343     1,120,343  
             
   Additional paid-in capital   14,436,858     14,436,858  
             
   Deficit accumulated   (14,569,025 )   (14,498,955 )
             
           TOTAL STOCKHOLDERS' EQUITY   988,176     1,058,246  
             
           TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $  1,107,038   $  2,533,281  

See accompanying notes to unaudited condensed consolidated financial statements
3


JOYMAIN INTERNATIONAL DEVELOPMENT GROUP INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)

    For the Three Months Ended     For the Nine Months Ended  
    January 31     January 31  
    2016     2015     2016     2015  
                         
REVENUE $  -   $  1,373,884   $  2,765,801   $  1,373,884  
                         
COST OF REVENUE   -     1,248,715     2,548,038     1,248,715  
                         
GROSS PROFIT   -     125,169     217,763     125,169  
                         
OPERATING EXPENSES                        
                         
           General and administrative   63,229     104,099     274,234     331,157  
                         
           Business development expenses   -     13,118,270     -     13,118,270  
                         
                     Total Operating Expenses   63,229     13,222,369     274,234     13,449,427  
                         
LOSS FROM OPERATIONS   (63,229 )   (13,097,200 )   (56,471 )   (13,324,258 )
                         
OTHER (EXPENSE) INCOME                        
                         
     Interest income   258     263     712     1,234  
                         
     Other (expense) income   (10,590 )   62     (14,311 )   4,396  
                         
Total other (expense) income   (10,332 )   325     (13,599 )   5,630  
                         
LOSS BEFORE PROVISION FOR INCOME TAXES   (73,561 )   (13,096,875 )   (70,070 )   (13,318,628 )
                         
PROVISION FOR INCOME TAXES   -     -     -     -  
                         
NET LOSS $  (73,561 ) $  (13,096,875 ) $  (70,070 ) $  (13,318,628 )
                         
BASIC AND DILUTED:                        
                         
     Loss per common share   a     a     a     a  
                         
 WEIGHTED AVERAGE NUMBER OF COMMON SHARES   1,120,343,373     959,929,747     1,120,343,373     956,709,282  

a= Less than $0.01or ($0.01) per share

See accompanying notes to unaudited condensed consolidated financial statements
4


JOYMAIN INTERNATIONAL DEVELOPMENT GROUP, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASHFLOWS
(Unaudited)

    For the Nine Months Ended  
    January 31,  
    2016     2015  
OPERATING ACTIVITIES:            
   Net loss $  (70,070 ) $  (13,318,628 )
   Adjustments to reconcile net loss to net cash used in operating activities        
         Depreciation and amortization   300     300  
         Stock issued for consulting fees   -     71,700  
         Stock issued for business development expenses   -     13,118,270  
         Expenses paid directly by related parties   -     8,290  
         Unrealized loss (gain) on marketable securities, net of investment management fees   14,536     (2,775 )
     Changes in operating assets and liabilities            
         Prepaid expenses   -     (9,100 )
         Advance to suppliers   1,230,294     (129,169 )
         Accounts payable   (17,634 )   (5,988 )
         Advance from customers   (1,355,150 )   68,056  
         Other payable   19,904     15,604  
                       NET CASH USED IN OPERATING ACTIVITIES   (177,820 )   (183,440 )
             
INVESTING ACTIVITIES:            
   Purchase of marketable securities   -     (350,000 )
   Proceed from sell of marketable securities   103,056     -  
                       NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES   103,056     (350,000 )
             
FINANCING ACTIVITIES:            
   Proceeds from issuance of common stock   -     10,150  
   Repayments to related parties   (3,294 )   (44,676 )
   Proceeds from related parties   -     60  
             
                       NET CASH USED IN FINANCING ACTIVITIES   (3,294 )   (34,466 )
             
Net Decrease in Cash   (78,058 )   (567,906 )
Cash, Beginning of Period   878,839     1,301,748  
             
CASH, END OF PERIOD $  800,781   $  733,842  
             
SUPPLEMENTAL DISCLOSURES OF CASHFLOW INFORMATION        
Cash paid during the period for:            
             
   Interest $  -   $  -  
             
   Income Taxes $  -   $  -  
Non-cash investing and financing activities            
    Common stock issued for future services included in prepaid expenses $  -   $  35,850  

See accompanying notes to unaudited condensed consolidated financial statements
5


JOYMAIN INTERNATIONAL DEVELOPMENT GROUP INC.
Notes to Unaudited Condensed Consolidated Financial Statements
January 31, 2016

NOTE 1. ORGANIZATION AND BUSINESS OPERATIONS.

Joymain International Development Group Inc. (f/k/a Advento, Inc.) (“the Company”, “we”, “us” or “our”) was incorporated under the laws of the State of Nevada, U.S. on August 4, 2010 under the name Advento, Inc. The Company develops, sources, markets and distributes healthcare related consumer products in the global market.

On March 12, 2013, Mr. Xijian Zhou acquired an aggregate of 750,000,000 shares of the Company’s common stock, representing 82.92% of our issued and outstanding shares as of March 12, 2013. Effective March 12, 2013, (a) Mr. Liang Wei Wang resigned as the Company’s president, secretary, treasurer, and director of the Company; (b) Mr. Suqun Lin, was appointed as the Company’s sole director, president, secretary and treasurer. Effective March 28, 2013, the Nevada Secretary of State accepted for filing of a Certificate of Amendment to the Company’s Articles of Incorporation to change the Company’s name from Advento, Inc. to Joymain International Development Group Inc. and to increase its authorized capital from 75,000,000 to 1,500,000,000 shares of common stock, par value of $0.001. These amendments became effective on April 10, 2013 upon approval from the Financial Industry Regulatory Authority (“FINRA”). Also effective April 10, 2013, pursuant to a 300 new for one (1) old forward split, the Company’s issued and outstanding shares of common stock increased from 3,015,000 to 904,500,000 shares, par value of $0.001. Information regarding shares of common stock (except par value per share), discount on stock issued, and net (loss) income per common share for all periods presented reflects the three hundred-for-one forward split of the Company’s common stock.

In connection with the change of control, the Company changed its business operation plan to develop, source, market and distribute healthcare related consumer products in the global market and possibly acquire an existing target company or business in the related field which operates in the United States.

In May 2014, the Company acquired a HK trading company, Dao Sheng Trading Limited (“Dao Sheng”) for HK$10,000. Dao Sheng was incorporated in December 2013 and had no assets or liabilities at the time of the acquisition. The Company also set up Joymain International Intellectual Property Limited in Hong Kong in May 2014. The Company considers Hong Kong as an ideal location to connect to all Asian markets and it provides a comprehensive and advanced legal system for trading and intellectual property protection. The two subsidiaries have had minimal assets or liabilities and they did not have any business activities since the acquisition/inception.

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES.

Basis of Presentation.

The accompanying unaudited condensed consolidated financial statements have been prepared by the Company in accordance with the instructions to Form 10-Q of the SEC. The financial information has not been audited and should not be relied upon to the same extent as audited financial statements. Certain information and footnote disclosures normally included in audited financial statements prepared in accordance with generally accepted accounting principles (the “GAAP”) have been condensed or omitted. Accordingly, these unaudited condensed consolidated financial statements should be read in conjunction with the Company’s financial statements and related notes contained in the Form 10-K for the year ended April 30, 2015.

The Company’s unaudited condensed consolidated financial statements included the financial statements of its wholly-owned subsidiaries, Dao Sheng and Joymain International Intellectual Property Limited. All significant intercompany accounts and transactions have been eliminated in consolidation.

In the opinion of management, the unaudited condensed consolidated financial statements reflect all adjustments, including normal recurring adjustments, necessary for fair presentation of the interim periods presented. The results of operations for the three and nine months ended January 31, 2016 are not necessarily indicative of the results of operations to be expected for the full fiscal year ending April 30, 2016 and are presented in US dollars.

The condensed consolidated balance sheet as of April 30, 2015 contained herein has been derived from the audited consolidated financial statements, but do not include all disclosures required by GAAP.

Going Concern.

The unaudited condensed consolidated financial statements have been prepared on a going concern basis, which assumes that the Company will be able to realize its assets and discharge its liabilities in the normal course of business for the foreseeable future. The Company incurred losses since inception and an accumulated deficit of $14,569,025 as of January 31, 2016 and further losses are anticipated in the development of its business, which raise substantial doubt about the Company’s ability to continue as a going concern. The ability to continue as a going concern is dependent upon the Company generating profitable operations in the future and/or obtaining the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management intends to finance operating costs over the next twelve months with existing cash on hand and either loans from its major stockholder and or the sale of common stock.


The Company expects to depend on outside capital for its future business developments. Such outside capital will include proceeds from the issuance of equity securities and may include commercial borrowing. There can be no assurance that capital will be available as necessary to meet these development costs or, if the capital is available, that it will be on terms acceptable to the Company. The Company has a registration statement on Form S-1, effective on August 1, 2014, pursuant to which the Company planned to raise up to $12 million in equity. The registration statement expired on November 28, 2014 and the Company raised $10,150 in the offering.

The issuances of additional equity securities by the Company may result in a significant dilution in the equity interests of its current stockholders. Obtaining commercial loans, assuming those loans would be available, will increase the Company's liabilities and future cash commitments.

However, there can be no assurance that these arrangements will be sufficient to fund its ongoing capital expenditures, working capital, and other cash requirements. The outcome of these matters cannot be predicted at this time.

There can be no assurance that any additional financings will be available to the Company on satisfactory terms and conditions, if at all. In the event we are unable to continue as a going concern, we may elect or be required to seek protection from our creditors by filing a voluntary petition in bankruptcy or may be subject to an involuntary petition in bankruptcy. To date, management has not considered this alternative, nor does management view it as a likely occurrence.

The accompanying unaudited condensed consolidated financial statements do not include any adjustments related to the recoverability or classification of asset-carrying amounts or the amounts and classification of liabilities that may result should the Company be unable to continue as a going concern.

Cash and Cash Equivalents.

The Company considers all highly liquid instruments with a maturity of three months or less at the time of issuance to be cash equivalents. The Company maintains cash and cash equivalents with a financial institution in the U.S. Cash and cash equivalents consisted of cash and money market accounts at January 31, 2016. Financial instruments that potentially subject the Company to concentration of credit risk consist of cash accounts in a financial institution which, at times may exceed the Federal depository insurance coverage of $250,000. As of January 31, 2016 and April 30, 2015, the Company had approximately $551,000 and $629,000 in excess of the federally-insured limits, respectively. The Company has not experienced losses on these accounts as of the date of this report.

Use of Estimates and Assumptions.

The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the 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. In management’s opinion, all adjustments necessary for a fair statement of the results for the interim periods have been made, and all adjustments are of a normal recurring nature.

Inventories

Inventories, consisting of the Company’s Yoluxey products, are stated at the lower of cost or market (estimated net realizable value) utilizing the weighted average method. An allowance is established when management determines that certain inventories may not be saleable. If inventory costs exceed expected market value due to obsolescence or quantities in excess of expected demand, the Company will record reserves for the difference between the cost and the market value. These reserves are recorded based on estimates. The Company works with its vendor and customer to arrange the drop shipments for its inventories and the inventories are shipped directly to the ports designated by the Company’s customer from the manufacture factory without going through the Company’s warehouse to conserve shipping costs.

Advance to Suppliers

The Company periodically makes advances to vendors for purchases of products for resale, and records these purchases as advance to suppliers.

Marketable Securities.

Marketable securities consist of trading and available-for sale securities. Trading securities are bought and held principally for the purpose of selling them in the near term. Available-for-sale securities are not classified as either trading securities or as held-to-maturity securities. Unrealized holding gains and loss for trading securities are included in earnings. Unrealized holding gains and loss for available-for-sale securities are excluded from earnings and reported in other comprehensive income until realized. As of January 31, 2015, the Company classified all marketable securities as trading securities.


Fair Value of Financial Instruments.

The Company adopted ASC 820, Fair Value Measurements and Disclosure (“ASC 820”) for assets and liabilities measured at fair value on a recurring basis. ASC 820 establishes a common definition for fair value to be applied to existing GAAP that require the use of fair value measurements, establishes a framework for measuring fair value and expands disclosure about such fair value measurements. The adoption of ASC 820 did not have an impact on the Company’s financial position or operating results, but did expand certain disclosures.

ASC 820 defines fair value as the price that would be received upon sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Additionally, ASC 820 requires the use of valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs. These inputs are prioritized below:

  Level 1: Observable inputs such as quoted market prices in active markets for identical assets or liabilities
  Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data

Level 3:

Unobservable inputs for which there is little or no market data, which require the use of the reporting entity’s own assumptions.

The following table sets forth by level within the fair value hierarchy of the Company’s financial assets that were accounted for at fair value on a recurring basis as of January 31, 2016 and April 30, 2015:

    January 31, 2016     April 30, 2015  
    Level 1     Level 2     Level 3     Total     Level 1     Level 2     Level 3     Total  
                                                 
Marketable securities $  242,266   $  —   $      —   $  242,266   $  359,857   $  —   $     —   $  359,857  
Total assets at fair value $  242,266   $  —   $       —   $  242,266   $  359,857   $  —   $     —   $  359,857  

The carrying values of inventories, prepaid expenses, advance to suppliers, accounts payables, due to related parties, advance from customer and other payables approximate their fair values due to the short maturities of these instruments.

Stock-based Compensation.

Stock-based compensation is accounted for based on the requirements of the Share-Based Payment topic of ASC Topic 718 which requires recognition in the financial statements of the cost of employee and director services received in exchange for an award of equity instruments over the period the employee or director is required to perform the services in exchange for the award (presumptively, the vesting period). The Financial Accounting Standards Board (“FASB”) also requires measurement of the cost of employee and director services received in exchange for an award based on the grant-date fair value of the award.

Pursuant to ASC Topic 505-50, for share-based payments to consultants and other third-parties, compensation expense is determined at the “measurement date.” The expense is recognized over the vesting period of the award. Until the measurement date is reached, the total amount of compensation expense remains uncertain. The Company records compensation expense based on the fair value of the award at the reporting date. The awards to consultants and other third-parties are then revalued, or the total compensation is recalculated, based on the then current fair value, at each subsequent reporting date.

To date, the Company has not adopted a stock option plan and has not granted any stock options.


Income Taxes.

The Company has adopted Accounting Standards Codification subtopic 740-10, Income Taxes (“ASC 740-10”) which requires the recognition of deferred tax liabilities and assets for the expected future tax consequences of events that have been included in the financial statement or tax returns. Under this method, deferred tax liabilities and assets are determined based on the difference between financial statements and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Valuation allowances are recorded to reduce the deferred tax assets to an amount that it is more likely than not be realized.

We apply the provisions of ASC 740-10-50, “Accounting for Uncertainty in Income Taxes”, which provides clarification related to the process associated with accounting for uncertain tax positions recognized in our consolidated financial statements. Audit periods remain open for review until the statute of limitations has passed. The completion of review or the expiration of the statute of limitations for a given audit period could result in an adjustment to the Company’s liability for income taxes. Any such adjustment could be material to the Company’s results of operations for any given quarterly or annual period based, in part, upon the results of operations for the given period. As of January 31, 2016, the Company had no uncertain tax positions, and will continue to evaluate for uncertain positions in the future.

Basic and Diluted Loss Per Share.

The Company computes loss per share in accordance with ASC 260, Earnings per Share, which requires presentation of both basic and diluted earnings per share on the face of the statements of operations. Basic loss per share is computed by dividing net loss available to common shareholders by the weighted average number of outstanding common shares during the period. Diluted loss per share gives effect to all dilutive potential common shares outstanding during the period. Dilutive loss per share excludes all potential common shares if their effect is anti-dilutive. The Company has no potential dilutive instruments and, accordingly, basic loss and diluted loss per share are equal.

Fiscal Periods.

The Company's fiscal year end is April 30.

Revenue Recognition

Pursuant to the guidance of ASC Topic 605, the Company recognizes revenue from product sales to its customers when: (1) title and risk of loss are transferred (in general, these conditions occur at either point of shipment or point of destination, depending on the terms of sale); (2) persuasive evidence of an arrangement exists; (3) the Company has no continuing obligations to the customer; and (4) collection of the related accounts receivable is reasonably assured.

Related Parties.

Parties are considered to be related to the Company if the parties, directly or indirectly, through one or more intermediaries, control, are controlled by, or are under common control with the Company. Related parties also include principal owners of the Company, its management, members of the immediate families of the Company’s principal owners and management, and other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests. The Company discloses all related party transactions. All transactions shall be recorded at fair value of the goods or services exchanged. Property purchased from a related party is recorded at the cost to the related party and any payment to or on behalf of the related party in excess of the cost is reflected as a distribution to the related party.

Advance from Customer

The Company requires its customer to make payments prior to the products are shipped. Any payments received prior to the products are shipped to the customer’s point of destination and such advances received are recorded as advance from customer.

Foreign Currency Translation.

The reporting currency of the Company is the U.S. dollar. The functional currency of the parent company is the U.S. dollar and the functional currency of the Company’s subsidiaries is the Hong Kong Dollar. For the subsidiaries, whose functional currencies are the Hong Kong Dollar, results of operations and cash flows are translated at average exchange rates during the period, assets and liabilities are translated at the unified exchange rate at the end of the period, and equity is translated at historical exchange rates. As a result, amounts relating to assets and liabilities reported on the statements of cash flows may not necessarily agree with the changes in the corresponding balances on the balance sheets. Translation adjustments resulting from the process of translating the local currency financial statements into U.S. dollars are included in determining comprehensive income. Assets and liabilities denominated in foreign currencies are translated into the functional currency at the exchange rates prevailing at the balance sheet date with any transaction gains and losses that arise from exchange rate fluctuations on transactions denominated in a currency other than the functional currency are included in the results of operations as incurred. Transactions denominated in foreign currencies are translated into the functional currency at the exchange rates prevailing on the transaction dates. During the three months and nine months ended January 31, 2016, the Company’s subsidiaries have minimal assets or liabilities and they did not have any business activities (the only transaction was the annual corporate registration fee which was paid by the parent company in U.S. Dollar). There was no cumulative translation adjustment and no effect of exchange rate changes on cash as of January 31, 2016 and April 30, 2015 and for the three and nine months ended January 31, 2016 and 2015.


Concentration of Credit Risk

Financial instruments which potentially subject the Company to concentrations of credit risk consist principally of cash and marketable securities. We place our cash with high credit quality financial institutions in the United States. The Company has not experienced any losses in such accounts through January 31, 2016.

All of the Company’s sales are to one customer whose ability to pay is dependent upon the industry economics prevailing in these areas; however, the Company believes that the concentration of credit risk with respect to sales is limited due to the requirements for the customer to make payments prior to shipments. The Company also perform ongoing credit evaluations of its customer to help further reduce potential credit risk. However, if the Company is not able to increase the number of customers and loses its sole customer, there will be significant risks for the Company to continue to generate revenue.

Recent Accounting Pronouncements.

In May 2014, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2014-09, “Revenue from Contracts with Customers (Topic 606)” (“ASU 2014-09”). ASU 2014-09 requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. ASU 2014-09 will replace most existing revenue recognition guidance in U.S. Generally Accepted Accounting Principles when it becomes effective and permits the use of either the retrospective or cumulative effect transition method. The guidance also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts. In July 2015, the FASB issued guidance to defer the effective date for one year. For public entities, the standard will be effective for annual reporting periods beginning after December 15, 2017 (including interim reporting periods within those periods), which means it will be effective for our fiscal year beginning October 1, 2018. Early adoption is permitted to the original effective date of December 15, 2016 (including interim reporting periods within those periods). We have not yet selected a transition method and we are currently evaluating the impact that the updated standard will have on our consolidated financial statements.

In August 2014, the FASB issued Accounting Standards Update (“ASU”) 2014-15, Presentation of Financial Statements — Going Concern (Subtopic 205-40). The new guidance addresses management’s responsibility to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern and to provide related footnote disclosures. Management’s evaluation should be based on relevant conditions and events that are known and reasonably knowable at the date that the financial statements are issued. The standard will be effective for the first interim period within annual reporting periods beginning after December 15, 2016. Early adoption is permitted. The Company is evaluating the effect that this guidance will have on its financial statements and footnote disclosures.

In July 2015, The FASB has issued Accounting Standards Update (ASU) No. 2015-11, Inventory (Topic 330): Simplifying the Measurement of Inventory. Topic 330, Inventory, currently requires an entity to measure inventory at the lower of cost or market. Market could be replacement cost, net realizable value, or net realizable value less an approximately normal profit margin. The amendments do not apply to inventory that is measured using last-in, first-out (LIFO) or the retail inventory method. The amendments apply to all other inventory, which includes inventory that is measured using first-in, first-out (FIFO) or average cost. An entity should measure in scope inventory at the lower of cost and net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. Subsequent measurement is unchanged for inventory measured using LIFO or the retail inventory method. The amendments in this Update more closely align the measurement of inventory in GAAP with the measurement of inventory in International Financial Reporting Standards. For public business entities, the amendments are effective for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. For all other entities, the amendments are effective for fiscal years beginning after December 15, 2016, and interim periods within fiscal years beginning after December 15, 2017. The amendments should be applied prospectively with earlier application permitted as of the beginning of an interim or annual reporting period. The adoption of ASU 2015-11 is not expected to have a material impact on the Company’s consolidated financial statements.

There are various other updates recently issued, most of which represented technical corrections to the accounting literature or application to specific industries and are not expected to a have a material impact on the Company's financial position, results of operations or cash flows.


NOTE 3. MARKETABLE SECURITIES.

Marketable securities consist of certificate of deposits and mutual funds for which fair values were based on quoted prices in active markets and were therefore classified within Level 1 of the fair value hierarchy. The following table is a summary of marketable securities included in the Company’s Condensed Consolidated Balance Sheets:

    January 31, 2016     April 30, 2015  
Certificate of deposits $  -   $  100,409  
Mutual funds   242,266     259,448  
   Total $  242,266   $  359,857  

NOTE 4. ADVANCE TO SUPPLIERS AND ADVANCE FROM CUSTOMERS

The Company makes advance payments to suppliers for goods ordered but yet to be delivered to our customer as it has a drop ship arrangement between its suppliers and customer. The Company receives advance payments from customers for goods ordered but yet to be shipped and/or shipped to its customers’ point of destination. Advanced payments to suppliers and advanced payments from customers were $62,736 and $67,881 as of January 31, 2016, respectively. Advanced payments to suppliers and advanced payments from customers were $1,293,030 and $1,423,031 as of April 30, 2015, respectively.

On June 25, 2014, we entered into a distribution agreement with “Right Fortune to distribute Yolexury and Yolexury Travel Pack, a health juice product which increases energy and stamina, helps to maintain healthy cardio vascular function and promotes healthy digestive system. According to the distribution agreement, we are granted exclusive distribution rights in the Greater China (Mainland China, Hong Kong, Macao and Taiwan) for calendar year 2014. In addition, the term of exclusivity will be automatically renewed annually if we meet the annual Yolexury Minimum Order. The annual Minimum Order for the calendar year 2014 was 400,000 bottles of 750ml Yolexury, which we fulfilled as of October 31, 2015. Accordingly, our agreement has been extended for calendar year 2016.

NOTE 5. OTHER PAYABLES

Other payables consist of accrued salary and related accrued expenses. The amounts are expected to be repaid in the form of cash. At January 31, 2016 and April 30, 2015, the Company’s other payable amounted to $43,653 and $23,749, respectively.

NOTE 6. COMMON STOCK.

The Company has authorized 1,500,000,000 shares of common stock, par value $0.001 per share. On April 28, 2011, the Company issued 750,000,000 shares of common stock at a price of $0.000003 per share for total cash proceeds of $2,500. In March and April, 2012, the Company issued 154,500,000 shares of common stock at a price of $0.00016 per share for total cash proceeds of $25,750. On July 30, 2014, the Company issued a total of 2,390,000 shares of common stock to a consultant. The shares were valued at $0.03 per share, the fair market value on the date of issuance. In August 2014, the Company sold a total of 110,000 shares of common stock at a price of $0.07 per share to two investors. In September 2014, the Company sold a total of 35,000 shares of common stock at a price of $0.07 per share to an investor. In January, 2015, the Company issued a total of 163,978,373 shares of common stock to its 34 distribution and development partners. The shares were valued at $0.08 per share, the fair market value on the date of issuance.

NOTE 7. RELATED PARTY TRANSACTIONS.

Related party advances are non-interest bearing, due upon demand and unsecured. The Company’s due to related parties amounted to $236 and $3,529 at January 31, 2016 and April 30, 2015, respectively.


ITEM 2.        MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION

The following discussion provides information which management believes is relevant to an assessment and understanding of our results of operations and financial condition. The discussion should be read along with our unaudited condensed consolidated financial statements for the three and nine months ended January 31, 2016 and 2015 and notes thereto contained elsewhere in this Report , and our annual report on Form 10-K for the twelve months ended April 30, 2015 and 2014 including the consolidated financial statements and notes thereto. The following discussion and analysis contains forward-looking statements, which involve risks and uncertainties. Our actual results may differ significantly from the results, expectations and plans discussed in these forward-looking statements. See “Cautionary Note Concerning Forward-Looking Statements.”

As used in this Report, the terms “we”, “us”, “our”, and “our Company” and “the Company” refer to Joymain International Development Group Inc. (formerly known as Advento Inc.), unless otherwise indicated.

Introduction.

We were incorporated in the State of Nevada on August 4, 2010 under the name Advento, Inc. We plan to develop, source, market and distribute healthcare related consumer products in the global market and when practicable, acquire an existing company or business in the production or distribution of health consumer goods in the United States.

The analysis of new business opportunities will be undertaken by or under the supervision of our management. Our company has unrestricted flexibility in seeking, analyzing and participating in potential business opportunities. In its efforts to analyze business opportunities, we will consider the following factors:

  • Potential for growth, indicated by new technology, anticipated market expansion or new products;
  • Competitive position as compared to other firms of similar size and experience within the industry segment as well as within the industry as a whole;
  • Strength and diversity of management, either in place or scheduled for recruitment;
  • Capital requirements and anticipated availability of required funds, to be provided by the Company or from operations, through the sale of additional securities, through joint ventures or similar arrangements or from other sources;
  • The cost of participation by our company as compared to the perceived tangible and intangible values and potentials;
  • The extent to which the business opportunity can be advanced;
  • The accessibility of required management expertise, personnel, raw materials, services, professional assistance and other required items; and
  • Other relevant factors.

On June 25, 2014, we entered into a distribution agreement with “Right Fortune to distribute Yolexury and Yolexury Travel Pack, a health juice product which increases energy and stamina, helps to maintain healthy cardio vascular function and promotes healthy digestive system. According to the distribution agreement, we are granted exclusive distribution rights in the Greater China (Mainland China, Hong Kong, Macao and Taiwan) for calendar year 2014, which we fulfilled as of October 31, 2014. Accordingly, our agreement was automatically extended for calendar year 2015. During the year ended April 30, 2015, we generated approximately $1.5 million revenue through sale of the Yolexury products. We fulfilled the annual minimal order of 400,000 bottles of 750 ml Yolexury as of October 31, 2015. Accordingly, our agreement has been extended for calendar year 2016. We sell our Yolexury and Yolexury Travel Pack products on a wholesale basis and grant distribution rights to a trading company in Hong Kong. This trading company then sells the products and grants distribution rights via an import/export company to distributors in mainland China including Nanjing Joymain who sell products to end users in China. The products are shipped directly to ports designated by our sole customer, a Hong Kong trading company from Right Fortune manufacture factory without going through our warehouse to conserve shipping costs.

In May 2014, we acquired a HK trading company, Dao Sheng Trading Limited (“Dao Sheng”) for HK$10,000. Dao Sheng was incorporated in December 2013 and had no assets or liabilities at the time of the acquisition. We also set up Joymain International Intellectual Property Limited in Hong Kong in May 2014. We consider Hong Kong as an ideal location to connect to all Asian markets and it provides a comprehensive and advanced legal system for trading and intellectual property protection.

Fiscal year 2015 was the first year that we started selling Yolexury products and we are currently in the process of developing other customers and products. However, we still continue to incur substantial operating loss. These conditions raise substantial doubt about our ability to continue as a going concern. We are currently devoting our efforts to locating new products and acquisition candidates. Our ability to continue as a going concern is dependent upon our ability to develop additional sources of capital, to locate and complete a merger with another company, and ultimately, to achieve profitable operations.

We anticipate that the process of developing healthcare related consumer products and the selection of a business acquisition will be complex and extremely risky. Because of the worldwide stringent economic conditions, rapid technological advances being made in some industries and general shortages of available capital in the market, our management believes that there are numerous firms seeking even the limited additional capital currently available in the market which we would like to have and consider the benefits of becoming a publicly traded corporation. Such perceived benefits of becoming a publicly traded corporation include, among other things, facilitating or improving the terms on which additional equity financing may be obtained, providing liquidity for the principals of and investors in a business, creating a means for providing incentive stock options or similar benefits to key employees, and offering greater flexibility in structuring acquisitions, joint ventures and the like through the issuance of stock. If we are unable to overcome the difficulties of obtaining additional financing and capital from the market, it may be extremely difficult for us to secure business acquisitions that could fuel the organic growth of our business.


COMPEITION

Currently, we rely on a sole supplier and sole customer for supply and sale of Yolexury and Yolexury Travel Pack. Meanwhile, we are devoting our efforts to locating new healthcare products or consumer goods with high quality and good reputation and seeking acquisition candidates in the U.S. or other developed countries. Once we develop new products, we plan to expand our distribution networks to recruit distributors in China instead of depending on our current sole customer, a Hong Kong trading company.

Though we currently do not directly distribute healthcare products in the greater China area, we indirectly compete with many other distributors in healthcare and consumer goods industry. Our competitors may have better resources, more varieties of products and much stronger distribution networks. Changes in economic conditions affecting our end customers’ purchasing power can occur unpredictably which may have significant effects on the sales of our products as our products are considered high end. We compete directly and indirectly with various other consumer producers that provides different health benefits. However, we believe we provide high quality and consistently reliable products that are made in the U.S. to meet our end customers’ increasing demand for safe, high quality, innovative and foreign made products. We are also taking steps to develop and diversify product lines and expand our distribution channel.

GOVERNMENT REGULATIONS

Regarding distribution of consumer goods, the Chinese government and PRC laws do not require any special and/or additional approvals, permissions or any other qualifications except for the relevant business license.

However, for some of our product offerings, the Chinese government may impose certain regulations on the production, distribution and sales. As such, we will only select suppliers and distributors who are in compliance with all laws and regulations as required by the Chinese government, and who possess all required licenses, permits and approvals as is necessary and required to do business in China.

The products we sold are required to meet the food safety requirements of our end customers’ country. Compliance with the food safety laws did not have a material effect on the capital expenditures, earnings or our competitive position in the fiscal 2015. Because these requirements are subject to change, there can be no guarantee against the possibility of additional costs of compliance. However, we do not expect that the future compliance with the government regulations will have a material effect on our capital expenditures, earnings, or competitive positions in fiscal 2016.

As we currently operates in the U.S. and does not have any PRC subsidiary, we are not subject to China regulations of foreign investment in PRC operating company, foreign currency exchange, or other regulations applicable to an foreign invested entity. However, if we choose to commence our operation in China, we may become subject to those China laws and regulations applicable to a foreign invested entity.

Results of Operations.

We have just started generating revenue recently and incurred recurring losses to date. Our financial statements have been prepared assuming that we will continue as a going concern and, accordingly, do not include adjustments relating to the recoverability and realization of assets and classification of liabilities that might be necessary should we be unable to continue in operation. We expect we will require additional capital to meet our long term operating requirements. We expect to raise additional capital through, among other things, the sale of equity or debt securities in funding our planned business, although no such sales can be guaranteed to occur on terms favorable to us, if at all. The accompanying condensed consolidated financial statements do not include any adjustments related to the recoverability or classification of asset-carrying amounts or amounts and classifications of liabilities that may result should the Company be unable to continue as a going concern.

Three Months Ended January 31, 2016 Compared to the Three Months Ended January 31, 2015.

We have limited operational history. Our ability to generate any revenues in the next 12 months continues to be uncertain.

Revenue. During the three months ended January 31, 2016, we did not generate any revenue as we have fulfilled all orders received from our customer prior to October 31, 2015 and we did not receive new order from our customer in the third quarter. We generated $1,373,884 in revenue for the three months ended January 31, 2015 through sale of the Yolexury products to our sole customer in Hong Kong.

Gross Profit. We did not have any gross profit for the three months ended January 31, 2016 as compared to $125,169 for the three months ended January 31, 2015.


Net Loss. Our net loss for the three months ended January 31, 2016 was $73,561 compared to a net loss of $13,096,875 for the three months ended January 31, 2015, a decrease of $13,023,314 or approximately 99.4% . The decrease in net loss was primarily because we did not incur business development expenses for the three months ended January 31, 2016 as compared to approximately $13.1 million business development expenses incurred for the three months ended January 31, 2015.

Professional Fees. Professional fees totaled $27,718 for the three months ended January 31, 2016, as compared to $70,762 for the three months ended January 31, 2015, a decrease of $43,044 or approximately 60.8%, the decrease was primarily due to the approximately $42,000 decrease in investor relation and business advisory fee. During the three months ended January 31, 2016, we incurred $27,718 of professional fees consisting of auditing, accounting, business advisory, legal and filing fees associated with the filings with the SEC. During the three months ended January 31, 2015, we incurred $70,762 of professional fees consisting of auditing, accounting, business advisory, legal and filing fees associated with the filing of periodic reports and registration statements S-1 with the SEC.

Other General and Administrative Expenses. Other general and administrative expenses totaled $35,511 for the three months ended January 31, 2016, as compared to $33,337 for the three months ended January 31, 2015, an increase of $2,174 or approximately 6.5%. Other general and administrative expenses for the three months ended January 31, 2016 and 2015 consisted of the following:

    Three Months Ended     Three Months Ended  
    January 31, 2016     January 31, 2015  
             
Travel and entertainment $  6,841   $  3,538  
             
Payroll and related benefits   25,744     27,637  
Others   2,926     2,162  
Total $  35,511   $  33,337  
  • Travel and entertainment expense for the three months ended January 31, 2016 increased by $3,303 or 93.4%, as compared to the three months ended January 31, 2015. The increase was primarily because we had more corporate travel activities during the three months ended January 31, 2016.

  • Payroll and related benefits for the three months ended January 31, 2016 decreased by $1,893 or 6.8%, as compared to the three months ended January 31, 2015. The decrease was due to reduced work hours of one of our employees in the three months ended January 31, 2016.

  • Other general and administrative expenses for the three months ended January 31, 2016 increased by $764, or 35.3% as compared to the three months ended January 31, 2015. The increase was primarily due to increased banking services charges and telephone conference fees.


Other (Expense) Income. Other (expense) income totaled $(10,332) for the three months ended January 31, 2016, as compared to $325 for the three months ended January 31, 2015, a decrease of $10,657 or approximately 3279.1%. Other expense totaled $(10,332) for the three months ended January 31, 2016 primarily consisted of interest income of $258 and unrealized loss on marketable securities of $10,590. For the three months ended January 31, 2015, other income totaled $325 primarily consisted of interest income of $263 and unrealized gain on marketable securities of $62.

Nine Months Ended January 31, 2016 Compared to the Nine Months Ended January 31, 2015.

We have limited operational history. Our ability to generate any revenues in the next 12 months continues to be uncertain.

Revenue. During the nine months ended January 31, 2016, we generated $2,765,801 revenue through sale of the Yolexury products to our sole customer in Hong Kong as compared to $1,373,884 for the nine months ended January 31, 2015, an increase of $1,391,917 or 101.3%. We had a nine months sales in the nine months ended January 31, 2016 as compared to the three months ended January 31, 2015 which was the first quarter we started generating revenue.

Gross Profit. Gross profit amounted to $217,763 for the nine months ended January 31, 2016 as compared to $125,169 for the nine months ended January 31, 2015.

Net Loss. Our net loss for the nine months ended January 31, 2016 was $70,070 compared to a net loss of $13,318,628 for the nine months ended January 31, 2015, a decrease of $13,248,558 or approximately 99.5% . The decrease in net loss was primarily because we did not incur business development expenses for the nine months ended January 31, 2016 as compared to approximately the $13.1 million business development expenses incurred for the nine months ended January 31, 2015.

Professional Fees. Professional fees totaled $177,661 for the nine months ended January 31, 2016, as compared to $227,736 for the nine months ended January 31, 2015, a decrease of $50,075 or approximately 22.0%. During the nine months ended January 31, 2016, we incurred $177,661 of professional fees consisting of auditing, accounting, business advisory, legal and filing fees associated with the filings with the SEC and internal investigation legal fees. During the nine months ended January 31, 2015, we incurred $227,736 of professional fees consisting of auditing, accounting, business advisory, legal and filing fees associated with the filing of periodic reports and registration statements S-1 with SEC.

Other General and Administrative Expenses. Other general and administrative expenses totaled $96,573 for the nine months ended January 31, 2016, as compared to $103,421 for the nine months ended January 31, 2015, a decrease of $6,848 or approximately 6.6%. Other general and administrative expenses for the nine months ended January 31, 2016 and 2015 consisted of the following:

    Nine Months Ended     Nine Months Ended  
    January 31, 2016     January 31, 2015  
Travel and entertainment $  9,894   $  12,840  
Payroll and related benefits   76,428     82,886  
Others   10,251     7,695  
Total $  96,573   $  103,421  
  • Travel and entertainment expense for the nine months ended January 31, 2016 decreased by $2,946, or 22.9%, as compared to the nine months ended January, 2015. The decrease was primarily because we had less corporate travel activities incurred for developing new product during the nine months ended January 31, 2016.

  • Payroll and related benefits for the nine months ended January 31, 2016 decreased by $6,458, or 7.8%, as compared to the nine months ended January 31, 2015. The decrease was due to reduced work hours of one of our employees in the nine months ended January 31, 2016.

  • Other general and administrative expenses for the nine months ended January 31, 2016 increased by $2,556, or 33.2%, as compared to the nine months ended January 31, 2015. The increase was primarily due to increased banking services charges, rent expenses and telephone conference fees.

Other (Expense) Income. Other (expense) income totaled $(13,599) for the nine months ended January 31, 2016, as compared to $5,630 for the nine months ended January 31, 2015, a decrease of $19,229 or approximately 341.5%. Other expense totaled $13,599 for the nine months ended January 31, 2016 primarily consisted of interest income of $712 and unrealized loss on marketable securities of $14,311. For the nine months ended January 31, 2015, other income totaled $5,630 primarily consisted of interest income of $1,234 and unrealized gain on marketable securities of $4,396.


Liquidity and Capital Resources.

The following table sets forth a summary of our approximate cash flows for the periods indicated:

    For the Nine Months Ended  
    January 31,  
    2016     2015  
Net cash used in operating activities $  (177,820 ) $  (183,440 )
Net cash provided by (used in) investing activities   103,056     (350,000 )
Net cash used in financing activities   (3,294 )   (34,466 )

As of January 31, 2016, our current assets were $1,105,783, compared to $2,531,726 in current assets as of April 30, 2015. Current assets were comprised of $800,781 in cash, $62,736 in advance to suppliers and $242,266 in marketable securities which consist of mutual funds. As of January 31, 2016, our current liabilities were $118,862 as compared to $1,475,035 at April 30, 2015. Current liabilities at January 31, 2016 were comprised of $236 in due to related parties, $7,092 in accounts payable, $67,881 in advance from customer and $43,653 in other payables.

Stockholders’ equity was $988,176 as of January 31, 2016 compared to $1,058,246 as of April 30, 2015.

Cash Flow from Operating Activities.

During the nine months ended January 31, 2016, net cash flow used in operating activities was $177,820, which primarily reflected a net loss of $70,070, and the add-back of non-cash items of depreciation and amortization of $300, unrealized loss on marketable securities, net of investment management fees of $14,536 and changes in operating assets and liabilities primarily consisting of a decrease in advance to suppliers of $1,230,294, a decrease in accounts payable of $17,634, a decrease in advance from customer of $1,355,150 and an increase of other payable of $19,904. During the nine months ended January 31, 2015, net cash flow used in operating activities was $183,440 primarily reflected a net loss of $13,318,628, and the add-back of non-cash items of depreciation and amortization of $300, stock issued for consulting fees of $71,700, stock issued for business development expenses of $13,118,270, expenses paid by related parties of $8,290 and unrealized gain on marketable securities, net of investment management fees, of $2,775 and changes in operating assets and liabilities primarily consisting of an increase in prepaid expenses of $9,100, an increase in advance to suppliers of $129,169, a decrease in accounts payable of $5,988, an increase in advance from customers of $68,056, and an increase in other payables of $15,604.

Cash Flow Used in Investing Activities.

Net cash flow provided by investing activities consisted of proceeds from sale of marketable securities of $103,056 for the nine months ended January 31, 2016. Net cash flow used in investing activities consisted of purchases of marketable securities of $350,000 for the nine months ended January 31, 2015.

Cash Flow from Financing Activities.

We have financed our operations primarily from either advancements or the issuance of equity and debt instruments. During the nine months ended January 31, 2016, we had repayments to a related party of $3,294. During the nine months ended January 31, 2015, we had proceeds from issuance of common stock of $10,150, received proceeds from related parties of $60 and made repayments to related parties of $44,676.

Critical Accounting Policies

Our financial statements and accompanying notes have been prepared in accordance with United States generally accepted accounting principles applied on a consistent basis. The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods.

We regularly evaluate the accounting policies and estimates that we use to prepare our financial statements. A complete summary of these policies is included in the notes to our financial statements. In general, management's estimates are based on historical experience, on information from third party professionals, and on various other assumptions that are believed to be reasonable under the facts and circumstances. Actual results could differ from those estimates made by management.

Our significant accounting policies are more fully described in Note 2 to our unaudited condensed consolidated financial statements.


Recent Accounting Pronouncements.

In May 2014, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2014-09, “Revenue from Contracts with Customers (Topic 606)” (“ASU 2014-09”). ASU 2014-09 requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. ASU 2014-09 will replace most existing revenue recognition guidance in U.S. Generally Accepted Accounting Principles when it becomes effective and permits the use of either the retrospective or cumulative effect transition method. The guidance also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts. In July 2015, the FASB issued guidance to defer the effective date for one year. For public entities, the standard will be effective for annual reporting periods beginning after December 15, 2017 (including interim reporting periods within those periods), which means it will be effective for our fiscal year beginning October 1, 2018. Early adoption is permitted to the original effective date of December 15, 2016 (including interim reporting periods within those periods). We have not yet selected a transition method and we are currently evaluating the impact that the updated standard will have on our consolidated financial statements.

In August 2014, the FASB issued Accounting Standards Update (“ASU”) 2014-15, Presentation of Financial Statements — Going Concern (Subtopic 205-40). The new guidance addresses management’s responsibility to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern and to provide related footnote disclosures. Management’s evaluation should be based on relevant conditions and events that are known and reasonably knowable at the date that the financial statements are issued. The standard will be effective for the first interim period within annual reporting periods beginning after December 15, 2016. Early adoption is permitted. The Company is evaluating the effect that this guidance will have on its financial statements and footnote disclosures.

In July 2015, The FASB has issued Accounting Standards Update (ASU) No. 2015-11, Inventory (Topic 330): Simplifying the Measurement of Inventory. Topic 330, Inventory, currently requires an entity to measure inventory at the lower of cost or market. Market could be replacement cost, net realizable value, or net realizable value less an approximately normal profit margin. The amendments do not apply to inventory that is measured using last-in, first-out (LIFO) or the retail inventory method. The amendments apply to all other inventory, which includes inventory that is measured using first-in, first-out (FIFO) or average cost. An entity should measure in scope inventory at the lower of cost and net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. Subsequent measurement is unchanged for inventory measured using LIFO or the retail inventory method. The amendments in this Update more closely align the measurement of inventory in GAAP with the measurement of inventory in International Financial Reporting Standards. For public business entities, the amendments are effective for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. For all other entities, the amendments are effective for fiscal years beginning after December 15, 2016, and interim periods within fiscal years beginning after December 15, 2017. The amendments should be applied prospectively with earlier application permitted as of the beginning of an interim or annual reporting period. The adoption of ASU 2015-11 is not expected to have a material impact on the Company’s consolidated financial statements.

There are various other updates recently issued, most of which represented technical corrections to the accounting literature or application to specific industries and are not expected to a have a material impact on the Company's financial position, results of operations or cash flows.

Material Commitments.

As of January 31, 2016, we had no material commitments.

Purchase of Significant Equipment.

We do not intend to purchase any significant equipment during the next twelve months.

Off-Balance Sheet Arrangements.

As of the date of this Report, we do not have any 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 are material to investors.

Inflation

We do not believe that inflation has had a material effect on our Company’s results of operations.

ITEM 3.      QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

Smaller reporting companies are not required to provide the information required by this item.


ITEM 4.      CONTROLS AND PROCEDURES.

Evaluation of Disclosure Controls and Procedures

Our management maintains disclosure controls and procedures designed to provide reasonable assurance that material information required to be disclosed by us in the reports we file or submit under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that the information is accumulated and communicated to our management, including our current chief executive officer and chief financial officer (our “Certifying Officers”), as appropriate to allow timely decisions regarding required disclosure. We performed an evaluation, under the supervision and with the participation of our management, including our Certifying Officers, of the effectiveness of the design and operation of our disclosure controls and procedures as of the end of the period covered by this Report. Based on this evaluation, our Certifying Officers have concluded that our disclosure controls and procedures were ineffective in ensuring that information required to be disclosed in reports filed under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified by the Securities and Exchange Commission, and were ineffective in providing reasonable assurance that information required to be disclosed by the Company in such reports is accumulated and communicated to the Company’s management, including its Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.

We do not expect that our disclosure controls and procedures will prevent all errors and all instances of fraud. Disclosure controls and procedures, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the disclosure controls and procedures are met. Further, the design of disclosure controls and procedures must reflect the fact that there are resource constraints, and the benefits must be considered relative to their costs. Because of the inherent limitations in all disclosure controls and procedures, no evaluation of disclosure controls and procedures can provide absolute assurance that we have detected all our control deficiencies and instances of fraud, if any. The design of disclosure controls and procedures also is based partly on 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.

Changes in Internal Control over Financial Reporting

There were no changes in the Company’s internal control over financial reporting during the quarter ended January 31, 2016 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II. - OTHER INFORMATION

ITEM 6.       EXHIBITS.

Exhibit
Document
Number
 
31.1*

Certification of the Principal Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2*

Certification of the Principal Financial Officer and Principal Accounting Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1*

Certification of the Principal Executive Officer and Principal Financial Officer 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

* Filed with this Report.


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.

Joymain International Development Group Inc.

Dated: March 15, 2016 By: /s/ Suqun Lin
  Suqun Lin
  President, Chief Executive Officer, Secretary and
  Director
   
Dated: March 15, 2016 By: /s/ Chengjie He
  Chengjie He
  Chief Financial Officer and Treasurer
  (Principal Accounting Officer)