Attached files
| file | filename |
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| EX-23 - CONSENT OF THE INDEPENDENT AUDIT FIRM - Landbay Inc | landbay20160906auditConsent.htm |
| S-1/A - FORM S-1A OF LANDBAY INC - Landbay Inc | landbay20160906forms1a.htm |
| EX-10 - AMENDED MANAGING AGREEMENT - Landbay Inc | landbaymanaging20160906.htm |
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Form S-1/A Appendix
To the Board of Directors and Stockholders
I have audited the accompanying balance sheet of Landbay , Inc. as of March 31, 2016 and the related statements of income, shareholders' equity, and cash flows for the period from January 28, 2016 (inception) through March 31, 2016. These financial statements are the responsibility of the Company's management. My responsibility is to express an opinion on these financial statements based on my audit. I conducted my audit in accordance with the standards of the Public Company Accounting Oversight Board (United States).Those standards require that I plan and perform an audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. My audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, I express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that our audit provides a reasonable basis for our opinion. In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Landbay, Inc. as of March 31, 2016 and the results of operations and cash flows for the period from January 28, 2016(inception) through March 31, 2016, in conformity with accounting principles generally accepted in the United States of America. /s/JIA ROGER QIAN WANG
Jackson HTS, NY
Balance Sheets (As of March 31, 2016)
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| March 31, 2016 | |
| Assets | |
| Current assets: | |
| Cash & cash equivalents | $40 |
| Short Term Investment | $1950 |
| Prepaid expenses and other current assets | - |
| Total current assets | $1,990 |
| Property and equipment, net | - |
| Other assets | - |
| Total assets | $1,990 |
| Liabilities and stockholder's equity | |
| Liabilities | - |
| Account payable | - |
| Tax payable | - |
| Total current liabilities | - |
| Stockholder's equity: | |
| Common Stock: 0.0000001 Par Value; 99,900,000,000 Shares authorized; 0 share issued and outstanding | - |
| Additional paid-in (paid-out) capital | $2,195 |
| Retained earnings | ($205) |
| Total stockholder's equity | $1,990 |
| Total liabilities and stockholder's equity | $1,990 |
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Statement of Income For the Period from January 28, 2016 (Inception) to March 31, 2016
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| Ended March 31, 2016 | |
| Revenues: | |
| Gain(loss) from Investment | - |
| Other gain(lose) | - |
| Net profit(lose) | - |
| Costs and expenses: | |
| Organization expenses | $195 |
| Bank Fees | $10 |
| Total costs and expenses | $205 |
| Income (loss) from operations | ($205) |
| Income (loss) before provision for income taxes | ($205) |
| Corporation income taxes | - |
| Net income (loss) | ($205) |
| Net income(lose) per common share-basic and diluted | - |
| Weighted average common shares outstanding-basic and diluted | 0 shares |
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Statement of Changes in Shareholders' Equity For the Period from January 28, 2016(Inception) to March 31, 2016
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| Shareholders' Equity-beginning balance | - |
| Issuance of Stocks (0 share) | - |
| Additional Paid in (paid out) Capital | $2,195 |
| Net Income(lose) | ($205) |
| Shareholders' Equity-Ending Balance | $1,990 |
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Statements of Cash Flows For the Period from January 28, 2016(Inception) to March 31, 2016)
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| Ended March 31, 2016 | |
| Cash flows from operating activities: | |
| Net income(loss) | ($205) |
| Adjustments to reconcile net income to net cash provided by operations activities: | |
| Depreciation and amortization | - |
| Changes in assets and liabilities: | |
| Account receivable | - |
| Short term investments | ($1,950) |
| Prepaid expenses and other current assets | - |
| Account payable | - |
| Current liabilities | - |
| Net cash provided by (used in) operating activities | ($2,155) |
| Cash flows from investing activities: | |
| Long term investments | - |
| Net cash provided by (used in) investing activities | - |
| Cash flows from financing activities: | |
| Capital stock | - |
| Additional paid-in (paid-out) capital | $2,195 |
| Net cash provided by (used in) financing activities | $2,195 |
| Net increase (decrease) in cash | $40 |
| Cash:Beginning of Quarter | - |
| Cash:End of Quarter | $40 |
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Notes to Financial Statements March 31, 2016 (Revised 09/2016) Note 1 - Description of the Company's Business Nature of Operations Landbay Inc, the Company, incorporated in the State of New York on January 28,2016, is engaged in the investment activities of the spot gold trading and the spot silver trading. During the first quarter in 2016, the company opened a trading account in Bullion Vault which the brokerage firm registered in England to start trading activities. The Company's activities are subject to significant risks and uncertainties, including failing to secure additional funding to continue the investment activities. Note 2 - Summary of Significant Accounting Policies (a) Basis of Presentation The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America(GAAP). The Company was set up on January 28, 2016, and the Company started to trade the spot gold and the spot silver since March 26, 2016. This is the financial statements of the Company, the period is from January 28, 2016 to March 31, 2016. It is the whole period since the Company was set up. (b) Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect certain reported amounts of assets and liabilities, and disclosures at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Accordingly, actual results could differ from those estimates. Due to the limited level of operations, the Company has not had to make material assumptions or estimates other than the assumption that the Company is a going concern. (c) Revenue Recognition The Company recognizes capital gain and loss from the spot gold trading and the spot silver trading at the time we sell gold and silver from the trading accounts in brokerage firms. (d) Income Taxes: The company file income tax return in the U.S. federal jurisdiction and in the state of New York, The Company is subject to Federal, New York State and New York City corporation income taxes. Note 3 - Earnings per Share Net loss per common share is computed pursuant to section 260-10-45 of the FASB Accounting Standards Codification. Basic net loss per share is computed by dividing net loss by the weighted average number of shares of common stock outstanding during the period. Diluted net loss per share is computed by dividing net loss by the weighted average number of shares of common stock and potentially outstanding shares of common stock during each period. There were no potentially dilutive shares outstanding as of March 31,2016. Note 4 - Cash, Cash equivalents and Marketable Securities The Company considers all highly liquid investments with maturities of three months or less at the time of purchase to be cash equivalents. The Company didn't have any marketable securities as of March 31,2016. Note 5 - Short Term Investments The Company considers all investment assets other than marketable securities that can and will be sold within one year to be short term investments. Landbay, Inc. operated a trading account in Bullion Vault to trade the spot gold and spot silver, since those investments in the account can be sold online and can be trade anytime in near future as the company's profit source, the company treat the Bullion Vault account as short term investments assets. Note 6 - Stockholders' Equity The company has authorized 99,900,000,000 shares of common stocks with a par value of 0.0000001 per share. There are no shares of common stocks outstanding as of March 31,2016. In the period from January 28, 2016 to March 31, 2016, the Company didn't issue any type stocks, options and warrants; the Company didn't have any share-based compensation, related to employee share-based awards, Tax benefit from share-based award activities. Note 7 - Related Party Transaction The Company has been provided office space by its sole owner at no cost. The management determined that such cost is nominal and did not recognize the rent expense in its financial statements. As of March 31,2016, the company received $2,000 from its sole shareholder (owner) to use for the initial investment, the company treat it as additional paid in capital. During the first quarter of 2016, the company opened a trading account in Bullion Vault which the brokerage firm registered in England, the company used $1,950 for trading the spot gold and the spot silver as the initial investment activity as of March 31,2016. On February 18, 2016, the company's management decided to hire Blueville, Inc. as its managing company. In the their managing agreement, Blueville, Inc. will pay all management expenditure and service expenses for Landbay, Inc. and Landbay Inc. will pay 10% of its income before tax quarterly to Blueville Inc. The agreement can be revoked and amended by both companies. The company's sole owner which is Mr. Wanjun Xie is also the president and owner of Blueville, Inc., Blueville ,Inc. was incorporated in state of New York on February 18,2016. On August 18,2016, the company received a promising letter from Larison Inc. which is also owned by the company's president Mr. Wanjun Xie. In the promising letter, Larison Inc. will continue to support Landbay, Inc. by grant funds or making loans without interest. While the share's price of the company will be less than $20/per shares, Larison Inc will have an obligation to support the company. After the share's price of the company will be more than $20/per shares, Larison Inc. won't have an obligation to support the company. Larison Inc. was incorporated in state of New York on December 16,2014 and it is also owned by Mr. Wanjun Xie.
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