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EX-32.1 - Reliant Service Incex32-1.htm
EX-31.1 - Reliant Service Incex31-1.htm

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-K

 

(Mark One)

 

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

 

For the fiscal year ended July 31, 2018

 

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

 

For the transition period from ________________ to________________

 

Commission file number 333-208934

 

RELIANT SERVICE INC.
 
(Exact name of registrant as specified in its charter)

 

Nevada   36-4806481
(State or other jurisdiction
of incorporation or organization)
  (I.R.S. Employer
Identification No.)

 

Room 1202, No. 22-2625 Pingliang Road,

Yangpu District, Shanghai, China

(Address of registrant’s principal executive offices)

 

Registrant’s telephone number, including area code: +86-13166667122

 

Securities registered under Section 12(b) of the Act:

 

None   N/A
Title of each class   Name of each exchange on which registered

 

Securities registered under Section 12(g) of the Act:

 

Common Stock, $0.001 par value

(Title of class)

 

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

Yes [  ] No [X]

 

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.

Yes [  ] No [X]

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes [X] No [  ]

 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

Yes [X] No [  ]

 

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [  ]

 

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 [  ] (Do not check if a smaller reporting company) Smaller reporting company [X]
   
  Emerging growth company [X]

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

[  ]

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes [X] No [  ]

 

As of November 20, 2018, the registrant had 5,015,000 shares of common stock issued and outstanding. No market value has been computed based upon the fact that no active trading market had been established as of November 20, 2018.

 

 

 

   
 

 

TABLE OF CONTENTS

 

  PART I
ITEM 1 Business 3
ITEM 1A Risk Factors 7
ITEM 1B Unresolved Staff Comments 7
ITEM 2 Properties 7
ITEM 3 Legal Proceedings 7
ITEM 4 Mine Safety Disclosures 7
  PART II
ITEM 5 Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 8
ITEM 6 Selected Financial Data 9
ITEM 7 Management’s Discussion and Analysis of Financial Condition and Results of Operations 9
ITEM 7A Quantitative and Qualitative Disclosures about Market Risk 13
ITEM 8 Financial Statements and Supplementary Data 13
ITEM 9 Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 13
ITEM 9A Controls and Procedures 14
ITEM 9B Other Information 15
  PART III
ITEM 10 Directors, Executive Officers and Corporate Governance 16
ITEM 11 Executive Compensation 18
ITEM 12 Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 19
ITEM 13 Certain Relationships and Related Transactions, and Director Independence 19
ITEM 14 Principal Accounting Fees and Services 20
  PART IV
ITEM 15 Exhibits, Financial Statement Schedules 21
ITEM 16 Form 10-K Summary 21

 

   
 

 

FORWARD-LOOKING STATEMENTS

 

This Annual Report on Form 10-K contains forward-looking statements within the meaning of 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”). These forward-looking statements are not historical facts but rather are based on current expectations, estimates and projections. We may use words such as “anticipate,” “expect,” “intend,” “plan,” “believe,” “foresee,” “estimate” and variations of these words and similar expressions to identify forward-looking statements. These statements are not guarantees of future performance and are subject to certain risks, uncertainties and other factors, some of which are beyond our control, are difficult to predict and could cause actual results to differ materially from those expressed or forecasted. These risks and uncertainties include the following:

 

  The availability and adequacy of working capital to meet our requirements;
     
  Actions taken or omitted to be taken by legislative, regulatory, judicial and other governmental authorities;
     
  Changes in our business strategy or development plans;
     
  The availability of additional capital to support capital improvements and development;
     
  Other risks identified in this report and in our other filings with the Securities and Exchange Commission or the SEC; and
     
  The availability of new business opportunities.

 

This Annual Report on Form 10-K should be read completely and with the understanding that actual future results may be materially different from what we expect. The forward-looking statements included in this Annual Report on Form 10-K are made as of the date of this Annual Report on Form 10-K and should be evaluated with consideration of any changes occurring after the date of this Annual Report on Form 10-K. We will not update forward-looking statements even though our situation may change in the future and we assume no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise.

 

Use of Term

 

Except as otherwise indicated by the context hereof, references in this report to “Company,” “Reliant,” “we,” “us” and “our” are references to Reliant Service Inc. All references to “USD” or United States Dollars refer to the legal currency of the United States of America.

 

 2 
 

 

PART I

 

ITEM 1. BUSINESS

 

Our Company

 

Reliant was incorporated on March 20, 2015, under the laws of the State of Nevada. Its business was to provide file cabinet distribution services.

 

A change of control of Reliant took place on May 10, 2018. On that date, Stanislav Augustin sold 4,000,000 shares of common stock of the Company to Zhu Ming, Wang Ye, Ma Chao, Piao Guigen, Zu Tianliang, Zhang Yulong, Yao Hongtao, Zhu Yukun, Chen Wei, Wu Chao, Wang Qinyu, Gao Hang, Ge Shiyang, Li Shuang, Wang Mingyu, Cao Delong, Jin Tong, Wang Zhiqian, Yang Wanli, Zhang Ye and Zhu Haoyu (the “Change of Control”). In connection with the Change of Control, Stanislav Augustin released the Company from all debts owed to him.

 

Upon the Change of Control, Stanislav Augustin, the sole director and officer of the Company, resigned immediately. Accordingly, Stanislav Augustin ceased to be the Company’s President, Chief Executive Officer, Treasurer, Secretary and Director. Upon the Change of Control, Mr. Zhu Ming consented to act as the new President, Chief Executive Officer, Chief Financial Officer, Treasurer, Secretary and Chairman of the Board of Directors of the Company.

 

On June 19, 2018, the Company entered into a share exchange agreement (the “SEA”) with Coolpaul Holding Group Limited (“CPRC”) and five shareholders, Xin Liu, Positive Energy Limited, Newpoch Limited, Grow Up Limited and Every Limited (the “Five Shareholders”), who collectively hold 100% of the issued and outstanding capital stock of CPRC. Pursuant to the SEA, the Company agreed to issue 60,000,000 shares (the “New Shares”) of the Company’s common stock to the Shareholders, which collectively would represent 92.3% of the issued and outstanding common stock of the Company immediately after the closing of the SEA, in exchange for 400,000,000 ordinary shares of CPRC (the “CPRC Shares”), representing 100% of the issued share capital of CPRC.

 

On September 11, 2018, the Company, CPRC, and the Five Shareholders agreed to terminate the SEA dated June 19, 2018 and entered into a Termination and Release Agreement (the “Termination Agreement”). The SEA includes no penalties material to the Company which result from its termination.

 

Our Current Business

 

Through May 10, 2018, the Company’s primary business activity was to provide file cabinet distribution services. Going forward, the Company’s operations will be determined and structured by the new investor group as such, at May 10, 2018, the Company accounted for all of its assets, liabilities and results of operations up to May 10, 2018 as discontinued operations. Following the Change of Control, the Company became a shell company without any significant assets or operations. We plan to grow our revenue and operating income through acquisitions of additional operating companies and facilities.

 

Discontinued Operations

 

Until the Change of Control, we were in the business of providing file cabinet distribution services.

 

We signed supplier agreements with multiple suppliers to ensure the quality and consistency of our merchandise. All agreements have been filed as exhibits to our Registration Statement on Form S-1 and the details are set out in each agreement.

 

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We sourced our file cabinets from Chinese manufacturers. Our customers paid for the product and we paid the suppliers. Our customers could choose to have their orders delivered to their respective business locations or they could pick up their orders at the suppliers’ business locations.

 

Product Description

 

Filing cabinets are office equipment used for document storage purposes. The two most common types of filing cabinets are vertical cabinets and lateral cabinets. A vertical filing cabinet has drawers that extend from the short side (typically 15 inches) of the cabinet. A lateral filing cabinet has drawers that extend from the long side (various lengths) of the cabinet. In the United States, filing cabinets are usually built to accommodate 8.5 in × 11 in paper size.

 

Office filing cabinets are usually made of sheet metal or wood. The drawers use a drawer slide to facilitate smooth opening. The draw slides include an out stop to prevent the drawer from being pulled out completely. To open a drawer on most metal filing cabinets, a small sliding mechanism known as a thumb latch must be pressed to start releasing and opening the drawer. Drawers usually come with a handle for easier pulling movements. People can usually find a label holder on the front side of the drawer. This allows people to mark up and identify the contents of the drawer easily.

 

Most filing cabinets use locks to prevent unauthorized access. Typically, filing cabinets use two types of locks—cam locks and plunger locks. A cam lock can be opened and closed with a key that rotates the lock. A plunger lock can be opened with a key and can be closed by merely pressing the body of the lock. Thus, a plunger lock allows people to quickly close and lock several cabinets in a short amount of time. Some filing cabinets have a metal plate or wiring structure at the back of each drawer—this is known as a follower block. The follower block can be adjusted forward to reduce the length of the drawer so that the file folders contained within remain upright and at the front of the drawer for easier access.

 

Industry Overview

 

According to IBISWorld’s Online Office Furniture Sales market research report the Industry Statistics & Market Size (source: www.ibisworld.com):

 

Revenue $10bn

Annual Growth 09-14 13.8%

Employment 6,622

Businesses 3,178

 

Industry Analysis & Industry Trends: Revenue for the Online Office Furniture Sales industry has grown in the past five years as a post-recession recovery of corporate profit led more businesses to expand employment and office space. Additionally, the industry experienced growth in line with the e-commerce sector as a whole, as more brick-and-mortar retailers focus on their internet presence and an increasing share of consumers opt to purchase consumer goods online. These trends drove our revenue growth, albeit at a slower pace, prior to our Change in Control.

 

Industry Report - Industry SWOT Analysis: The Online Office Furniture Sales industry is in the growth stage of its life cycle, largely because of growth in e-commerce as a percentage of total retail sales. In the 10 years to 2007 the industry’s contribution to the overall economy, which is measured by industry value added (IVA), is expected to increase an average of 10.5% annually, compared with annualized GDP growth of 2.5% during the same period. This indicates that the industry is in the growth phase of its life cycle, because its contribution to GDP is rising over the 10-year period. Increasing industry participation and growing market penetration also indicate that the industry is in the growth phase of its life cycle.

 

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Employees

 

We currently have no employees. Our sole officer and director Zhu Ming handles the company’s day to day operations.

 

Insurance

 

We do not have any insurance policies. Thus, if we are made a defendant of a legal action, we may not be financially viable to defend ourselves and if a judgment were to be rendered against us, it would materially impact our business operations.

 

Employees; Identification of Certain Significant Employees

 

We are a development stage company and currently have no employees. Zhu Ming, our sole officer and director, is a non-employee officer and director of the Company. We intend to hire employees on an as needed basis as the business grows.

 

Offices

 

The Company’s principal offices are located at Room 1202, No. 22-2625 Pingliang Road, Yangpu District, Shanghai, China. Our telephone number is +86-13166667122.

 

Government Regulation

 

We are required to comply with all regulations, rules and directives of governmental authorities and agencies in any jurisdiction which we would conduct activities in the future. Following the Change of Control, the Company became a shell company without any significant assets or operations. There are therefore no required government approvals present that we need approval from or any existing government regulation on our business.

 

Copyrights, Patents, Trademarks

 

We currently have not obtained any copyrights, patents or trademarks. We do not anticipate filing any copyright or trademark applications related to any assets over the next 12 months.

 

Research and Development

 

We have not spent any money during each of the last two fiscal years on research and development activities.

 

Emerging Growth Company Status under the JOBS Act

 

Reliant qualifies as an “emerging growth company” as defined in the Jumpstart our Business Startups Act (the “JOBS Act”).

 

The JOBS Act creates a new category of issuers known as “emerging growth companies.” Emerging growth companies are those with annual gross revenues of less than $1.07 billion (as indexed for inflation) during their most recently completed fiscal year. The JOBS Act is intended to facilitate public offerings by emerging growth companies by exempting them from several provisions of the Securities Act of 1933 and its regulations. An emerging growth company will retain that status until the earliest of:

 

The first fiscal year after its annual revenues exceed $1.07 billion;

The first fiscal year after the fifth anniversary of its IPO;

The date on which the company has issued more than $1 billion in non-convertible debt during the previous three-year period; and

The first fiscal year in which the company has a public float of at least $700 million.

 

 5 
 

 

Financial and Audit Requirements

 

Under the JOBS Act, emerging growth companies are subject to scaled financial disclosure requirements. Pursuant to these scaled requirements, emerging growth companies may:

 

Provide only two rather than three years of audited financial statements in their IPO Registration Statement;

 

Provide selected financial data only for periods no earlier than those included in the IPO Registration Statement in all SEC filings, rather than the five years of selected financial data normally required;

 

Delay compliance with new or revised accounting standards until they are made applicable to private companies; and

 

Be exempted from compliance with Section 404(b) of the Sarbanes-Oxley Act, which requires companies to receive an outside auditor’s attestation regarding the issuer’s internal controls.

 

Offering Requirements

 

In addition, during the IPO offering process, emerging growth companies are exempt from:

 

Restrictions on analyst research prior to and immediately after the IPO, even from an investment bank that is underwriting the IPO;

Certain restrictions on communications to institutional investors before filing the IPO registration statement; and

 

The requirement initially to publicly file IPO Registration Statements. Emerging growth companies can confidentially file draft Registration Statements and any amendments with the SEC. Public filings of the draft documents must be made at least 21 days prior to commencement of the IPO “road show.”

 

Other Public Company Requirements

 

Emerging growth companies are also exempt from other ongoing obligations of most public companies, such as:

 

The requirements under Section 14(i) of the Exchange Act and Section 953(b)(1) of the Dodd-Frank Act to disclose executive compensation information on pay-for-performance and the ratio of CEO to median employee compensation;

 

Certain other executive compensation disclosure requirements, such as the compensation discussion and analysis, under Item 402 of Regulation S-K; and

 

The requirements under Sections 14A(a) and (b) of the Exchange Act to hold advisory votes on executive compensation and golden parachute payments.

 

Smaller Reporting Company

 

We have already taken advantage of these reduced reporting burdens in this annual report, which are also available to us as a smaller reporting company as defined under Rule 12b-2 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Further, we may continue to take advantage of these reduced reporting requirements applicable to smaller reporting companies even if we no longer qualify as an “emerging growth company.”

 

In addition, Section 107 of the JOBS Act also provides that an emerging growth company can take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act of 1933, as amended (the “Securities Act”) for complying with new or revised accounting standards. We have elected to use the extended transition period provided above and therefore our financial statements may not be comparable to companies that comply with public company effective dates.

 

 6 
 

 

WHERE YOU CAN FIND MORE INFORMATION

 

The registrant is subject to the requirements of the Exchange Act, and files reports, proxy statements and other information with the SEC. You may read and copy these reports, proxy statements and other information at the public reference room maintained by the SEC at its Public Reference Room, located at 100 F Street, N.E. Washington, D.C. 20549. You may obtain information on the operation of the public reference room by calling the SEC at (800) SEC-0330. In addition, we are required to file electronic versions of those materials with the SEC through the SEC’s EDGAR system. The SEC also maintains a website at http://www.sec.gov, which contains reports, proxy statements and other information regarding registrants that file electronically with the SEC.

 

ITEM 1A. RISK FACTORS

 

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

 

ITEM 1B. UNRESOLVED STAFF COMMENTS

 

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

 

ITEM 2. PROPERTIES.

 

The Company’s former principal offices were located at 3 Rabi, Rabi, Czech Republic, 34201. The property was purchased on July 30, 2015 for $11,900. The building was impaired and taken as a loss on May 14, 2018 as a result of the Change in Control, and was recorded under other expenses.

 

The Company’s new principal offices are leased in the People’s Republic of China, located at Room 1202, No. 22-2625 Pingliang Road, Yangpu District, Shanghai, China.

 

ITEM 3. LEGAL PROCEEDINGS.

 

From time to time, we may become involved in various lawsuits and legal proceedings which arise in the ordinary course of business. Litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise from time to time that may harm our business. To the knowledge of management, no federal, state or local governmental agency is presently contemplating any proceeding against the Company. No director, executive officer or affiliate of the Company or owner of record or beneficially of more than five percent of the Company’s common stock is a party adverse to the Company or has a material interest adverse to the Company in any proceeding.

 

ITEM 4. MINE SAFETY DISCLOSURES.

 

Not applicable.

 

 7 
 

 

PART II

 

ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES.

 

Market for Securities

 

Our common stock is quoted on the Over-the Counter Bulletin Board. To date there has been no active trading of our common stock.

 

Holders of our Common Stock

 

As of November 20, 2018, there were 30 registered stockholders, holding 5,015,000 shares of our issued and outstanding common stock.

 

Dividend Policy

 

There are no restrictions in our articles of incorporation or bylaws that prevent us from declaring dividends. The Nevada Revised Statutes, however, do prohibit us from declaring dividends where, after giving effect to the distribution of the dividend:

 

  1. We would not be able to pay our debts as they become due in the usual course of business; or
     
  2. Our total assets would be less than the sum of our total liabilities plus the amount that would be needed to satisfy the rights of shareholders who have preferential rights superior to those receiving the distribution.

 

We have not declared any dividends and we do not plan to declare any dividends in the foreseeable future.

 

Recent Sales of Unregistered Securities

 

On July 17, 2015, we issued 4,000,000 shares of common stock to our previous sole officer and director, Stanislav Augustin. Mr. Augustin purchased the 4,000,000 shares at a purchase price of $0.001 per share, for an aggregate purchase price of $4,000.

 

The company’s Registration Statement on Form S-1 was declared effective on October 6, 2016. In October 2016, the company sold 1,015,000 shares of common stock to 31 independent shareholders at a price of $0.04 per share for total proceeds of $40,600, pursuant to the Registration Statement.

 

As reported on the Form 8-K filed by the Company with the SEC on May 15, 2018, as a result of a private transaction, 4,000,000 shares of common stock of Reliant were transferred from Stanislav Augustin to Zhu Ming, Wang Ye, Ma Chao, Piao Guigen, Zu Tianliang, Zhang Yulong, Yao Hongtao, Zhu Yukun, Chen Wei, Wu Chao, Wang Qinyu, Gao Hang, Ge Shiyang, Li Shuang, Wang Mingyu, Cao Delong, Jin Tong, Wang Zhiqian, Yang Wanli, Zhang Ye, and Zhu Haoyu.

 

Our company had 5,015,000 shares of common stock issued and outstanding as of November 20, 2018.

 

Purchases of Equity Securities by the Issuer and Affiliated Purchasers

 

None.

 

Securities Authorized for Issuance Under Equity Compensation Plans

 

None.

 

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ITEM 6. SELECTED FINANCIAL DATA

 

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

 

ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

Overview

 

The following financial data was extracted from the audited financial statements of Reliant Service Inc. for the years ended July 31, 2018 and 2017.

 

This report contains forward-looking statements which relate to future events or our future financial performance. While these forward-looking statements, and any assumptions upon which they are based, are made in good faith and reflect our current judgment regarding the direction of our business, actual results may differ materially, from any estimates, predictions, projections, assumptions or other future performance suggested herein. Expect as required by applicable law, including the securities laws of the United States, we do not intend to update any of the forward-looking statements to conform these statements to actual results.

 

Results of Operation

 

Comparison of Years Ended July 31, 2018 and 2017

 

The following table sets forth key components of our results of operations during the year ended July 31, 2018 and 2017.

 

   Year ended
July 31, 2018
   Year ended
July 31, 2017
   Change 
Revenues  $93,550   $128,147   $(34,597)
Cost of sales   89,345    105,847    (16,502)
Gross profit   4,205    22,300    (18,095)
Operating expenses   17,121    60,957    (43,836)
Total expenses   17,121    60,957    (43,836)
Total other income/(expenses)   (15,251)   -    (15,251)
Loss before tax   (28,167)   (38,657)   10,490 
Income tax benefit(provision)   -    5,799    (5,799)
Net loss  $(28,167)  $(32,858)  $4,691 

 

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We generated $93,550 and $128,147 in revenues for the years ended July 31, 2018 and 2017 respectively. Our cost of sales was $89,345 and $105,847 resulting in a gross profit of $4,205 and $22,300 respectively.

 

The operating expenses for the years ended July 31, 2018 and 2017 were $17,121 and $60,957 respectively. These expenses mainly consisted of professional fees, depreciation and bank charges. The decrease of operating expenses in the year 2018 was mainly due to the decrease in professional fees.

 

Liquidity and Capital Resources

 

  July 31, 2018   July 31, 2017 
Working capital        
Total current assets  $-   $7,448 
Total current liabilities   8,524    100 
Working capital surplus/(deficiency)  $(8,524)  $7,348 

 

As of July 31, 2018, we had cash and cash equivalents of $nil. To date, we have financed our operations primarily through contributions by owners.

 

The following table provides detailed information about our net cash flows for the year ended July 31, 2018 and 2017 in this report:

 

Cash Flow

 

   2018   2017 
Net cash provided by (used in) operating activities  $(2,744)  $(38,077)
Net cash provided by (used in) investing activities   -    - 
Net cash provided by (used in) financing activities   -    40,600 
Net increase (decrease) in cash and cash equivalents   (2,744)   2,523 
Cash and cash equivalents at beginning of period   2,744    221 
Cash and cash equivalents at end of period  $-   $2,744 

 

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Operating Activities

 

Net cash used in operating activities was $2,744 for the year ended July 31, 2018, as compared to that of $38,077 for the year ended July 31, 2017. The decrease in net cash used in operating activities was mainly due to loss of impairment of assets, decrease in income tax benefit and the increase in accounts payable and accrued liabilities.

 

Investing Activities

 

Net cash used in investing activities for the years ended July 31, 2018 and 2017 was both $nil.

 

Financing Activities

 

Net cash provided by financing for the year ended July 31, 2018 was $nil, as compared to $40,600 for the year ended July 31, 2017. The decrease of net cash provided by financing activities was because we did not have any financing activities.

 

Contractual Obligations and Commercial Commitments

 

Debt

 

On April 14, 2015, the former director and president of the Company, made the initial deposit to the Company bank account in the amount $100 and was carried as a loan payable. The loan was non-interest bearing, unsecured and due upon demand. The loan was assumed by the former shareholder on May 14, 2018 as result of change in control. The assumption is recorded as part of the impairment of assets.

 

On July 10, 2018, the current director and president of the Company paid on behalf of the company certain expenses during the transition period of changing control. The current director waived such payables due to him and the Company recorded such waiver as an addition to additional paid in capital.

 

Related party transactions

 

On April 14, 2015 the Director and President of the Company made the initial deposit to the Company bank account in the amount $100. The loan is non-interest bearing, unsecured and due upon demand. The loan was assumed by the former shareholder on May 14, 2018 as result of change in control. The assumption is taken as an addition to additional paid in capital.

 

On July 17, 2015, 4,000,000 shares of the Company’s common stock were issued to our sole director for $4,000. The Company’s sole officer and director is involved in other business activities and may in the future, become involved in other business opportunities as they become available.

 

On July 10, 2018, the current director and president of the Company paid on behalf of the company certain expenses during the transition period of changing control. The current director waived such payables due to him and the Company recorded such waiver as an addition to additional paid in capital.

 

We believe that our current cash and financing from our existing stockholders are adequate to support operations for at least the next 12 months. We may, however, in the future, require additional cash resources due to changing business conditions, implementation of our strategy to expand our business or other investments or acquisitions we may decide to pursue. If our own financial resources are insufficient to satisfy our capital requirements, we may seek to sell additional equity or debt securities or obtain additional credit facilities. The sale of additional equity securities could result in dilution to our stockholders. The incurrence of indebtedness would result in increased debt service obligations and could require us to agree to operating and financial covenants that would restrict our operations. Financing may not be available in amounts or on terms acceptable to us, if at all. Any failure by us to raise additional funds on terms favorable to us, or at all, could limit our ability to expand our business operations and could harm our overall business prospects.

 

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Capital Expenditures

 

Capital expenditures for the years ended July 31, 2018 and 2017 were both $nil. We do not anticipate any capital expenditures in the next financial year ended July 31, 2019.

 

Inflation

 

Inflation and changing prices have not had a material effect on our business and we do not expect that inflation or changing prices will materially affect our business in the foreseeable future. However, our management will closely monitor price changes in our industry and continually maintain effective cost control in operations.

 

Off Balance Sheet Arrangements

 

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 or capital expenditures or capital resources that is material to an investor in our securities.

 

Seasonality

 

Our operating results and operating cash flows historically have not been subject to significant seasonal variations. This pattern may change, however, as a result of new market opportunities or new product introductions.

 

Critical Accounting Policies

 

The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires our management to make assumptions, estimates and judgments that affect the amounts reported, including the notes thereto, and related disclosures of commitments and contingencies, if any. We have identified certain accounting policies that are significant to the preparation of our financial statements. These accounting policies are important for an understanding of our financial condition and results of operation. Critical accounting policies are those that are most important to the portrayal of our financial condition and results of operations and require management’s difficult, subjective, or complex judgment, often as a result of the need to make estimates about the effect of matters that are inherently uncertain and may change in subsequent periods. Certain accounting estimates are particularly sensitive because of their significance to financial statements and because of the possibility that future events affecting the estimate may differ significantly from management’s current judgments. We believe the following critical accounting policies involve the most significant estimates and judgments used in the preparation of our financial statements:

 

Method of accounting

 

Management has prepared the accompanying financial statements and these notes in accordance to generally accepted accounting principles in the United States of America; the Company maintains its general ledger and journals with the accrual method accounting.

 

 12 
 

 

 

Use of estimates

 

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results could differ from those estimates.

 

Revenue recognition

 

The Company recognizes revenues and the related costs when persuasive evidence of an arrangement exists, delivery and acceptance has occurred, the price is fixed or determinable, and collection of any resulting receivable is reasonably assured. Costs and expenses are recognized during the period in which they are incurred. Any revenues earned are from the sales of office equipment. The Company recognizes these sales once delivery time is confirmed by the customer.

 

All revenue generated by the Company to date has been generated from U.S. sales and deposited to our U.S. bank account.

 

Recent Accounting Pronouncements

 

Management has considered all recent accounting pronouncements issued since the last audit of our financial statements. The Company’s management believes that these recent pronouncements will not have a material effect on the Company’s financial statements.

 

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

 

Not applicable to a smaller reporting company.

 

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

 

The consolidated financial statements of the Company are included in this Annual Report on Form 10-K beginning on page F-1, which are incorporated herein by reference.

 

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

 

None.

 

 13 
 

 

ITEM 9A. CONTROLS AND PROCEDURES

 

Evaluation of disclosure controls and procedures

 

We are required to maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our reports filed under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms, and that such information is accumulated and communicated to our management, including our chief executive officer (also our principal executive officer) and our chief financial officer (also our principal financial and accounting officer) to allow for timely decisions regarding required disclosure.

 

Pursuant to Rule 13a-15(b) under the Securities Exchange Act of 1934 (“Exchange Act”), the Company’s management, including the Company’s Chief Executive Officer (“CEO”) (the Company’s principal executive officer) and Chief Financial Officer (“CFO”) (the Company’s principal financial and accounting officer), has evaluated the effectiveness of the Company’s disclosure controls and procedures (as defined under Rule 13a-15(e) under the Exchange Act) as of the end of the period covered by this report. Based upon that evaluation the Company’s CEO and CFO concluded that the Company’s disclosure controls and procedures were not effective as of July 31, 2018 to ensure that information required to be disclosed by the Company in the reports that the Company files or submits under the Exchange Act, is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to the Company’s management, including the Company’s CEO and CFO, as appropriate, to allow timely decisions regarding required disclosure. The principal basis for this conclusion is the lack of segregation of duties within our financial function and the lack of an operating Audit Committee.

 

Management’s Report on Internal Control over Financial Reporting

 

Management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Exchange Act Rule 13a-15(f)). The Company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the United States of America. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. Under the supervision and with the participation of management, including the Chief Executive Officer and Chief Financial Officer, the Company conducted an evaluation of the effectiveness of the Company’s internal control over financial reporting as of July 31, 2018 using the criteria established in “Internal Control - Integrated Framework” issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”).

 

A material weakness is a deficiency, or combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the Company’s annual or interim financial statements will not be prevented or detected on a timely basis. In its assessment of the effectiveness of internal control over financial reporting as of July 31, 2018, the Company determined that there were control deficiencies that constituted material weaknesses, as described below.

 

We do not have an Audit Committee – While not being legally obligated to have an audit committee, it is the management’s view that such a committee, including a financial expert member, is an utmost important entity level control over the Company’s financial statement. Currently the Board of Directors acts in the capacity of the Audit Committee, and does not include a member that is considered to be independent of management to provide the necessary oversight over management’s activities.

 

 14 
 

 

We did not implement appropriate information technology controls – As of July 31, 2018, the Company retains copies of all financial data and material agreements; however there is no formal procedure or evidence of normal backup of the Company’s data or off-site storage of data in the event of theft, misplacement, or loss due to unmitigated factors.

 

Accordingly, the Company concluded that these control deficiencies resulted in a reasonable possibility that a material misstatement of the annual or interim financial statements will not be prevented or detected on a timely basis by the company’s internal controls.

 

As a result of the material weaknesses described above, management has concluded that the Company did not maintain effective internal control over financial reporting as of July 31, 2018 based on criteria established in Internal Control- Integrated Framework issued by COSO.

 

Changes in Internal Control over Financial Reporting

 

Pursuant to a Change of Control on May 10, 2018, the Company’s internal controls over its financial reporting were transferred to new management. However, such control rested with the principal officer prior to the change of control and with the change of control it continues to rest with the new principal officer, the Company’s sole officer. Thus such change has not materially affected, or is not reasonably likely to materially affect, the Company’s internal control over financial reporting.

 

Attestation Report of Registered Public Accounting Firm

 

This annual report on Form 10-K does not include an attestation report of our independent registered public accounting firm, regarding internal controls over financial reporting. Our internal control over financial reporting was not subject to such attestation as we are a smaller reporting company.

 

Changes in internal controls

 

As reported on the Form 8-K filed by the Company with the SEC on May 15, 2018, as a result of a private transaction, 4,000,000 shares of common stock (the “Shares”) of Reliant were transferred from Stanislav Augustin to Zhu Ming, Wang Ye, Ma Chao, Piao Guigen, Zu Tianliang, Zhang Yulong, Yao Hongtao, Zhu Yukun, Chen Wei, Wu Chao, Wang Qinyu, Gao Hang, Ge Shiyang, Li Shuang, Wang Mingyu, Cao Delong, Jin Tong, Wang Zhiqian, Yang Wanli, Zhang Ye, Zhu Haoyu (the “Purchasers”). In connection with the transaction, Stanislav Augustin released the Company from all debts owed to him.

 

As reported on the Form 8-K filed by the Company with the SEC on May 15, 2018, upon the change of control of the Company and the filing of the quarterly report for the period ending April 30, 2018, which occurred on May 10, 2018, Stanislav Augustin, the then sole director and officer, resigned. Accordingly, Stanislav Augustin, serving as the sole director and as the only officer, ceased to be the Company’s President, Chief Executive Officer, Treasurer, Secretary and Director. At the effective date of the change of control, following the filing of the aforementioned Form 10-Q, Mr. Zhu Ming consented to act as the new President, CEO, CFO, Treasurer, Secretary and Chairman of the Board of Directors of the Company.

 

Other than the foregoing, there was no change in our internal controls over financial reporting that occurred during the period covered by this report, which has materially affected or is reasonably likely to materially affect, our internal controls over financial reporting.

 

 

ITEM 9B. OTHER INFORMATION

 

None.

 

 15 
 

 

PART III

 

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

 

The name, age and titles of our executive officer and director is as follows:

 

NAME  AGE   POSITION(S)  POSITION SINCE
           
Stanislav Augustin (1)     36   President, Chief Executive Officer, Secretary, Treasurer and Director  Appointed 03/20/2015 Resigned 05/10/2018
Zhu Ming (2)     37   President, Chief Executive Officer, Chief Financial Officer, Secretary, Treasurer and Chairman of the Board of Directors  Appointed 05/10/2018

 

(1) Mr. Augustin resigned from his positions as President, Chief Executive Officer, Secretary, Treasurer and Director on May 10, 2018 as a result of the private transaction entered into on May 10, 2018.
   
(2) Mr. Zhu Ming took office on May 10, 2018.

 

Mr. Zhu Ming, age 37, has been working as a chief editor at Shanghai Dongwen Culture Media Co., Ltd. since February 2010. He was responsible for the magazine interview planning and management with company leaders. Between March 2015 and April 2017, Mr. Zhu provided service to Shanghai Yiqu Co., Ltd as a vice president. He was responsible for the management and strategic planning of the company, in order to develop the business further with his network. Since April 2017, Mr. Zhu has acted as a general manager in Shanghai Transcy Technology Co., Ltd., who was responsible for the overall operation of the company, the management policy and the strategic deployment. Mr. Zhu obtained his bachelor degree in International Trades from Shenyang University in China.

 

Mr. Augustin, age 36, has served as our President, Chief Executive Officer, Secretary, Treasurer and a Director from our inception on March 20, 2015 to the Change of Control on May 10, 2018. Mr. Augustin has been serving as a marketing director at a Czech Republic private home furniture company “Bytový nábytek s.r.o.” for the past ten years.

 

 16 
 

 

Director Independence

 

We are not currently subject to listing requirements of any national securities exchange or inter-dealer quotation system which has requirements that a majority of the board of directors be “independent” and, as a result, we are not at this time required to have our Board of Directors comprised of a majority of “independent directors.” Our sole director is not an independent director under the applicable standards.

 

Family Relationships

 

There are no family relationships among our directors or executive officers.

 

Involvement in Certain Legal Proceedings

 

Our sole director and executive officer has not been involved in any of the following events during the past ten years:

 

  any bankruptcy petition filed by or against any business of which such person was a general partner or executive officer either at the time of the bankruptcy or within two years prior to that time;
     
  any conviction in a criminal proceeding or being subject to a pending criminal proceeding (excluding traffic violations and other minor offenses);
     
  being subject to any order, judgment, or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction, permanently or temporarily enjoining, barring, suspending or otherwise limiting his or her involvement in any type of business, securities or banking activities; or
     
  being found by a court of competent jurisdiction (in a civil action), the Commission or the Commodity Futures Trading Commission to have violated a federal or state securities or commodities law, and the judgment has not been reversed, suspended, or vacated.

 

Board Committees

 

The Company currently has not established any committees of the Board of Directors. Our Board of Directors may designate from among its members an executive committee and one or more other committees in the future. We do not have a nominating committee or a nominating committee charter. Further, we do not have a policy with regard to the consideration of any director candidates recommended by security holders. To date, other than as described above, no security holders have made any such recommendations. The entire Board of Directors performs all functions that would otherwise be performed by committees. Given the present size of our board, it is not practical for us to have committees. If we are able to grow our business and increase our operations, we intend to expand the size of our board and allocate responsibilities accordingly.

 

 17 
 

 

Audit Committee Financial Expert

 

We have no separate audit committee at this time. The entire Board of Directors oversees our audits and auditing procedures. Our director is not an “audit committee financial expert” within the meaning of Item 407(d)(5) of SEC Regulation S-K.

 

Compensation Committee

 

We have no separate compensation committee at this time. The entire Board of Directors oversees the functions which would be performed by a compensation committee.

 

Code of Ethics

 

Due to our size, a limited number of employees, the fact that we presently only have one director and one officer and are still in the development stage of our operations, the Company has not yet adopted a Code of Ethics which applies to our directors, officers, employees and representatives. We intend to adopt a code of ethics when we increase either the number of our directors and officers or the number of our employees.

 

ITEM 11. EXECUTIVE COMPENSATION

 

No current or prior officer or director has received any remuneration or compensation from the Company in the past year, nor has any member of the Company’s management been granted any option or stock appreciation right. Accordingly, no tables relating to such items have been included within this Item. None of our officers have received a cash salary since our founding. The Company has no agreement or understanding, express or implied, with any director, officer or principal stockholder, or their affiliates or associates, regarding compensation in the form of salary, bonuses, stocks, options, warrants or any other form of remuneration, for services performed on behalf of the Company. Nor are there compensatory plans or arrangements, including payments to any officer in relation to resignation, retirement, or other termination of employment, or any change in control of the Company, or a change in the officer’s responsibilities following a change in control of the Company.

 

 18 
 

 

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

 

The following table lists, as of the date of this annual report on Form 10-K, the number of shares of common stock of our Company that are beneficially owned by (i) each person or entity known to our Company to be the beneficial owner of more than 5% of the outstanding common stock; (ii) each officer and director of our Company; and (iii) all officers and directors as a group. Information relating to beneficial ownership of common stock by our principal shareholders and management is based upon information furnished by each person using “beneficial ownership” concepts under the rules of the Securities and Exchange Commission. Under these rules, a person is deemed to be a beneficial owner of a security if that person has or shares voting power, which includes the power to vote or direct the voting of the security, or investment power, which includes the power to vote or direct the voting of the security. The person is also deemed to be a beneficial owner of any security of which that person has a right to acquire beneficial ownership within 60 days. Under the Securities and Exchange Commission rules, more than one person may be deemed to be a beneficial owner of the same securities, and a person may be deemed to be a beneficial owner of securities as to which he or she may not have any pecuniary beneficial interest. Except as noted below, each person has sole voting and investment power.

 

The percentages below are calculated based on 5,015,000 shares of our common stock issued and outstanding as of the date of this report. We do not have any outstanding warrant, options or other securities exercisable for or convertible into shares of our common stock.

 

   Name and Address  Number of Shares   Percent of Class 
Title of Class  of Beneficial Owner(1)    Owned Beneficially   Owned 
Common Stock:  Zhu Ming, President, Chief Executive Officer, Secretary, Treasurer and Director  2,600,000    51.8%
All executive officers and directors as a group      2,600,000    51.8%

 

A beneficial owner of a security includes any person who, directly or indirectly, through any contract, arrangement, understanding, relationship, or otherwise has or shares: (i) voting power, which includes the power to vote, or to direct the voting of shares; and (ii) investment power, which includes the power to dispose or direct the disposition of shares. Certain shares may be deemed to be beneficially owned by more than one person (if, for example, persons share the power to vote or the power to dispose of the shares). In addition, shares are deemed to be beneficially owned by a person if the person has the right to acquire the shares (for example, upon exercise of an option) within 60 days of the date as of which the information is provided. In computing the percentage ownership of any person, the amount of shares outstanding is deemed to include the amount of shares beneficially owned by such person (and only such person) by reason of these acquisition rights.

 

ITEM 13. CERTAIN RELATIONSHIPS, RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE

 

As of July 31, 2018, there were advances of $1,939 from the CEO, Zhu Ming for the purpose of operating the Company; however, such balances were waived and were accounted for as an addition to additional paid in capital.

 

 19 
 

 

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES

 

The following table shows the fees that were billed for the audit and other services for 2018 and 2017.

 

   2018   2017 
Audit Fees  $8,000   $3,250 
Audit-Related Fees   -    - 
Tax Fees   -    - 
All Other Fees   -    - 
Total  $8,000   $3,250 

 

Audit Fees consist of the aggregate fees billed for professional services rendered for the audit of our annual financial statements and the reviews of the financial statements included in our Forms 10-Q and for any other services that were normally provided by our independent auditor, respectively, in connection with our statutory and regulatory filings or engagements.

 

Audit Related Fees consist of the aggregate fees billed for professional services rendered for assurance and related services that were reasonably related to the performance of the audit or review of our financial statements and were not otherwise included in Audit Fees.

 

Tax Fees consist of the aggregate fees billed for professional services rendered for tax compliance, tax advice and tax planning. Included in such Tax Fees were fees for preparation of our tax returns and consultancy and advice on other tax planning matters.

 

All Other Fees consist of the aggregate fees billed for products and services provided by our independent and not otherwise included in Audit Fees, Audit Related Fees or Tax Fees. Included in such Other Fees were fees for services rendered by our independent auditor in connection with our private and public offerings conducted during such periods.

 

 

 20 
 

 

PART IV

 

ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES

 

(1) All financial statements

 

The following documents are filed as part of this report:

 

(a) Financial Statements and Report of Independent Registered Public Accounting Firm, which are set forth in the index to Financial Statements on pages F-1 through F-10 of this report.

 

(2) Financial Statement Schedules

 

All financial statement schedules have been omitted, since the required information is not applicable or is not present in amounts sufficient to require submission of the schedule, or because the information required is included in the consolidated financial statements and notes thereto included in this Annual Report on Form 10-K.

 

(3) Exhibits

 

Number   Description
     
3.1*   Articles of Incorporation (Incorporated by reference from the Company’s Registration Statement on Form S-1, as amended; filed with the SEC on January 11, 2016)
     
3.2*   Bylaws (Incorporated by reference from the Company’s Registration Statement on Form S-1, as amended; filed with the SEC on January 11, 2016)
     
31.1**   Certification of Chief Executive Officer and Principal Financial Officer, pursuant to SEC Rules 13a-14(a) and 15d-14(a), adopted pursuant Section 302 of the Sarbanes Oxley Act of 2002
     
32.1***   Certification by Chief Executive Officer and Chief Financial Officer, pursuant to 18 U.S.C. Section 1350

 

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 XBRL **
101.PRE XBRL**   Taxonomy Extension Presentation Linkbase Document **

 

* Previously filed
** Filed herewith
*** Furnished herewith

 

ITEM 16. FORM 10–K SUMMARY

 

None.

 

 21 
 

 

SIGNATURES

 

Pursuant to the requirements of Section 13 or 15(d) 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.

 

Date: November 20, 2018 RELIANT SERVICE INC.
     
  By: /s/ Zhu Ming
  Name:  Zhu Ming
  Title: Chief Executive Officer

 

 22 
 

 

RELIANT SERVICE INC.

 

Contents:   Page
     
Report of Independent Registered Public Accounting Firm   F-1
     
Audited Balance Sheets   F-2
     
Audited Statements of Operations and Comprehensive Loss   F-3
     
Audited Statements of Stockholders’ Deficiency   F-4
     
Audited Statements of Cash Flows   F-5
     
Notes to Audited Financial Statements   F-6 - F-10

 

 23 
 

 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To the Board of Directors and

Stockholders of Reliant Service Inc.

 

Opinion on the Financial Statements

 

We have audited the accompanying balance sheets of Reliant Service Inc. (the Company) as of July 31, 2018, and the related statements of operations, stockholders’ equity, and cash flows for the year ended July 31, 2018, and the related notes (collectively referred to as the financial statements). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of July 31, 2018, and the results of its operations and its cash flows for the year ended July 31, 2018, in conformity with accounting principles generally accepted in the United States of America.

 

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 3 to the financial statements, the Company had incurred substantial losses in previous years and has a working capital deficit, which raises substantial doubt about its ability to continue as a going concern. Management’s plans in regards to these matters are also described in Note 3. These financial statements do not include any adjustments that might result from the outcome of this uncertainty.

 

Basis for Opinion

 

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

 

WWC, P.C.  
Certified Public Accountants  
   
We have served as the Company’s auditor since 2018.  
   
San Mateo, California  
November 20, 2018  

 

 F-1 
 

 

RELIANT SERVICE INC

AUDITED BALANCE SHEETS

AS OF JULY 31, 2018 AND 2017

 

   2018    2017 
         
ASSETS          
           
Current Assets          
Cash and cash equivalents  $-   $2,744 
Income tax benefit   -    4,704 
           
Total Current Assets   -    7,448 
           
Fixed Assets          
Czech Office Building   -    11,900 
Less Accumulated Depreciation   -    (1,305)
           
Total Fixed Assets   -    10,595 
           
Total Assets  $-   $18,043 
           
Current Liabilities          
Accounts Payable  $524   $- 
Advances from Related Party   -    100 
Accrued Liabilities   8,000    - 
           
Total Current Liabilities   8,524    100 
           
Stockholders’ (Deficiency)/Equity          
Common stock, $0.001 par value, 75,000,000 shares authorized;
5,015,000 shares issued and outstanding as of July 31, 2018 and 2017
  $5,015   $5,015 
Additional Paid-In Capital   41,285    39,585 
Accumulated Deficit   (54,824)   (26,657)
           
Total Stockholders’ (Deficiency)/Equity   (8,524)   17,943 
           
Total Liabilities & Stockholders’ (Deficiency)/Equity  $-   $18,043 

 

The notes are an integral part of these audited financial statements

 

 F-2 
 

 

RELIANT SERVICE INC

AUDITED STATEMENT OF OPERATIONS

FOR THE YEARS ENDED JULY 31, 2018 AND 2017

 

   2018   2017 
         
REVENUES          
Merchandise Sales  $93,550   $128,147 
           
COST OF SALES          
Cost of Goods Sold   89,345    105,847 
           
Gross Profit   4,205    22,300 
           
Operating Expenses   17,121    60,957 
           
Total Expenses   17,121    60,957 
           
Other income/(expense):          
Other Income   100    - 
Other Expense   (15,351)   - 
Total other income/(expense):   (15,251)   - 
           
Loss Before Income Taxes   (28,167)   (38,657)
           
Income Tax Benefit (Provision)   -    5,799 
           
Net Loss  $(28,167)  $(32,858)
           
Net Loss Per Basic and Diluted share   (0.00)   (0.00)
           
Weighted average number of Common Shares outstanding   5,015,000    5,015,000 

 

The notes are an integral part of these audited financial statements

 

 F-3 
 

 

RELIANT SERVICE INC

AUDITED STATEMENT OF CHANGES OF STOCKHOLDERS’ DEFICIENCY

FOR THE YEARS ENDED JULY 31, 2018 AND 2017

 

   Common Stock       Retained   Total 
   Number of       Additional   Earnings/   Stockholders’ 
   Shares       Paid-in   (Accumulated   Equity/ 
   Outstanding   Par Value   Capital   Deficit)   (Deficiency) 
Balance August 1, 2016   4,000,000   $4,000   $-   $6,201   $10,201 
                          
Issuance of shares for cash   1,015,000    1,015    39,585    -    40,600 
                          
Net loss   -    -    -    (32,858)   (32,858)
                          
Balance July 31, 2017   5,015,000   $5,015   $39,585   $(26,657)  $17,943 
                          
Balance August 1, 2017   5,015,000   $5,015   $39,585   $(26,657)  $17,943 
                          
Current shareholder waiver of liabilities   -    -    1,700    -    1,700 
                          
Net loss   -    -    -    (28,167)   (28,167)
                          
Balance July 31, 2018   5,015,000   $5,015   $41,285   $(54,824)  $(8,524)

 

The notes are an integral part of these audited financial statements

 

 F-4 
 

 

RELIANT SERVICE INC

AUDITED STATEMENT OF CASH FLOWS

FOR THE YEARS ENDED JULY 31, 2018 AND 2017

 

   2018   2017 
         
CASH FLOWS FROM OPERATING ACTIVITIES          
           
Net loss  $(28,167)  $(32,858)
Adjustments to reconcile net income to net cash provided by (used in) operating activities:          
Impairment of assets   10,160    - 
Gain on waiver of liabilities from former shareholder   1,600    - 
Depreciation   435    580 
           
Changes in operating assets and liabilities:          
Decrease/(increase) in income tax benefit   4,704    (4,704)
Decrease in income tax payable   -    (1,095)
Increase in accounts payable and accrued liabilities   8,524    - 
Net cash used in operating activities   (2,744)   (38,077)
           
CASH FLOWS FROM INVESTING ACTIVITIES          
           
Assumption of cash from former shareholder   -    - 
Net cash used in investing activities   -    - 
           
CASH FLOWS FROM FINANCING ACTIVITIES          
           
Issuance of common stock   -    40,600 
Net cash provided by financing activities   -    40,600 
           
Net increase (decrease) in cash   (2,744)   2,523 
           
Cash at beginning of year   2,744    221 
           
Cash at end of year  $-   $2,744 
           
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION          
           
Cash paid during year for:          
Interest Expense  $-   $- 
Income Taxes  $-   $- 
           
NONCASH FINANCING ACTIVITIES:          
Waiver of liabilities from former director  $100   $- 
Waiver of liabilities from current director  $1,700   $- 

 

The notes are an integral part of these audited financial statements

 

 F-5 
 

 

NOTE 1 - ORGANIZATION AND NATURE OF BUSINESS

 

Reliant Service Inc. (the “Company”) was incorporated in the state of Nevada on March 20, 2015. The company develops marketing channels to distribute office equipment to the wholesale market in the United States. Our functional currency is the US Dollar and all the references to currency in the financial statements are in US Dollars.

 

Basis of Presentation

 

The Company prepares its financial statements on the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America (GAAP).

 

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

This summary of significant accounting policies is presented to assist in understanding these financial statements. The financial statements and notes are representations of management, who is responsible for their integrity and objectivity.

 

Use of Estimates

 

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results could differ from those estimates.

 

Cash

 

The Company considers all cash balances on deposit with financial institutions and highly liquid investments with a maturity of three months or less to be cash equivalents.

 

Property and Equipment

 

Property and equipment is stated at cost less accumulated depreciation. Depreciation is computed using the straight-line method over estimated useful lives listed below:

 

    Estimated Useful Life
Building   15 years

 

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Income Taxes

 

We account for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, we determine deferred tax assets and liabilities on the basis of the differences between the financial statement and tax bases of the asset and liabilities by using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date.

 

We recognize deferred tax assets to the extent that we believe that these assets are more likely than not to be realized. In making such a determination, we consider all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies and results of recent operations. If we determine that we would be able to realize our deferred tax assets in the future in excess of their net recorded amount, we would make an adjustment to the deferred tax asset valuation allowance, which would reduce the provision for income taxes. We provided 100% allowance to the deferred tax asset and was directly written-off to other expenses.

 

We record uncertain tax positions in accordance with ASC 740 on the basis of a two-step process in which (1) we determine whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions that meet the more-likely-than-not recognition threshold. We recognize the largest amount of tax benefit that is more than 50 percent likely to be realized upon ultimate settlement with the related tax authority.

 

Revenue Recognition

 

The Company recognizes revenues and the related costs when persuasive evidence of an arrangement exists, delivery and acceptance has occurred, the price is fixed or determinable, and collection of any resulting receivable is reasonably assured. Costs and expenses are recognized during the period in which they are incurred. Any revenues earned are from the sales of office equipment. The Company recognizes these sales once delivery time is confirmed by the customer.

 

All revenue generated by the Company to date has been generated from U.S. sales and deposited to our U.S. bank account.

 

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Recent Accounting Pronouncements

 

Management has considered all recent accounting pronouncements issued since the last audit of our financial statements. The Company’s management believes that these recent pronouncements will not have a material effect on the Company’s financial statements.

 

NOTE 3 - GOING CONCERN

 

The accompanying financial statements and notes have been prepared assuming that the Company will continue as a going concern.

 

For the year ended July 31, 2018, the Company had a net loss of $28,167 and an accumulated deficit of $54,824. The Company’s ability to continue as a going concern is dependent upon the Company’s ability to generate sufficient revenues to operate profitably or raise additional capital through debt financing and/or through sales of common stock.

 

Management plans to fund operations of the Company through the proceeds from an offering pursuant to a Registration Statement on Form S-1 or private placements of restricted securities or the issuance of stock in lieu of cash for payment of services until such a time as profitable operations are achieved.

 

There are no written agreements in place for such funding or issuance of securities and there can be no assurance that such will be available in the future. Management believes that this plan provides an opportunity for the Company to continue as a going concern.

 

The failure to achieve the necessary levels of profitability or obtain the additional funding would be detrimental to the Company.

 

NOTE 4 - PROPERTY AND EQUIPMENT

 

Property and equipment consist of the following:

 

   2018   2017 
         
Building  $-   $11,900 
           
Less accumulated depreciation   -    (1,305)
           
   $-   $10,595 

 

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The Company’s former principal offices were located at 3 Rabi, Rabi, Czech Republic, 34201. The property was purchased on July 30, 2015 for $11,900. The building was impaired and taken as a loss on May 14, 2018 as result of change in control.

 

Depreciation expense for the years ended July 31, 2018 and 2017 was $435 and $580, respectively.

 

NOTE 5 - COMMON STOCK AND ISSUANCE

 

On July 17, 2015, 4,000,000 shares were issued to our sole director for $4,000.

 

On October 28, 2016, pursuant to the company’s Registration Statement on Form S-1, 1,015,000 shares were issued to 31 independent shareholders. The shares were issued at a per share price of $0.04 for total proceeds of $40,600.

 

The Company has authorized 75,000,000 common shares at $0.001 par value, of which 5,015,000 shares were issued and outstanding as of July 31, 2018.

 

NOTE 6 - DEBT

 

On April 14, 2015, the former director and president of the Company, made the initial deposit to the Company bank account in the amount $100 and was carried as a loan payable. The loan was non-interest bearing, unsecured and due upon demand. The loan was assumed by the former shareholder on May 14, 2018 as result of change in control. The assumption is recorded as other income.

 

On July 10, 2018, the current director and president of the Company paid on behalf of the company certain expenses during the transition period of changing control. The current director waived such payables due to him and the Company recorded such waiver as an addition to additional paid in capital.

 

NOTE 7 - RELATED PARTY TRANSACTIONS

 

On April 14, 2015 the Director and President of the Company made the initial deposit to the Company bank account in the amount $100. The loan is non-interest bearing, unsecured and due upon demand. The loan was assumed by the former shareholder on May 14, 2018 as result of change in control. The assumption is taken as an addition to additional paid in capital.

 

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On July 17, 2015, 4,000,000 shares of the Company’s common stock were issued to our sole director for $4,000. The Company’s sole officer and director is involved in other business activities and may in the future, become involved in other business opportunities as they become available.

 

On July 10, 2018, the current director and president of the Company paid on behalf of the company certain expenses during the transition period of changing control. The current director waived such payables due to him and the Company recorded such waiver as an addition to additional paid in capital.

 

NOTE 8 - FAIR VALUE MEASUREMENTS AND DISCLOSURE

 

FASB ASC 820 defines fair value, establishes a framework for measuring fair value, and establishes a hierarchy of fair value inputs. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. A fair value liability occurs in the principal market for the asset or liability or, in the absence of a principal market, the most advantageous market. Valuation techniques that are consistent with the market, income or cost approach, as specified by FASB ASC 820, are used to measure fair value.

 

The fair value hierarchy prioritized the inputs to valuation techniques used to measure fair value into three broad levels:

 

Level I inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities the Company has the ability to access.

 

Level II inputs are inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.

 

Level III are unobservable inputs for the asset or liability and rely on management’s own assumptions that market participants would use in pricing the asset or liability. The unobservable inputs should be developed based on the best information available in the circumstances and may include the Company’s own data.

 

As of July 31, 2018 and 2017, there were no level I, II, or III assets or liabilities.

 

NOTE 9 - SUBSEQUENT EVENTS

 

In preparing these financial statements, the company has evaluated events and transactions for potential recognition or disclosure through November 20, 2018, the date the financial statements were issued. There are no subsequent events to be reported.

 

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