UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

———————

FORM 10-K

———————

 

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

 

For the fiscal year ended February 28, 2021

  

or

 

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

  

ANVI GLOBAL HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

 

Nevada		333-188648		33-1226144
(State or Other Jurisdiction		(Commission		(I.R.S. Employer
of Incorporation or Organization)		File Number)		Identification No.)

 

Address of Principal Executive Office: 1135 Kildaire Farm Rd., Suite 319-4, Cary, NC 27511

 

Registrant’s telephone number, including area code: (408) 821-4491

 

Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. ¨ Yes  þ No
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. þ Yes  ¨ No

 

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. þ Yes  ¨ No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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 such files). þ Yes  ¨ No

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

 

Large accelerated filer   ¨	Accelerated filer   ¨
Non-accelerated filer     þ	Smaller reporting company  þ
	Emerging growth company  ¨

 

If an emerging growth company, indicate by checkmark 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 has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ¨
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). ¨ Yes  þ No
As of May 27, 2021, the registrant had 119,950,000 shares of common stock issued and outstanding. No market value has been computed based upon the fact that no active trading market has been established as of May 27, 2021.

 

INDEX

 

		PAGE
	PART I
Item 1.	Business.	1
Item 1A.	Risk Factors.	2
Item 1B.	Unresolved Staff Comments.	2
Item 2.	Properties.	2
Item 3.	Legal Proceedings.	3
Item 4.	Mine Safety Disclosures.	3
	PART II
Item 5.	Market for Registrant’s Common Equity and Related Shareholder Matters and Issuer Purchases of Equity Securities.	4
Item 6.	[Reserved]	4
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations.	5
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk.	6
Item 8.	Financial Statements and Supplementary Data.	7
Item 9.	Changes In and Disagreements With Accountants on Accounting and Financial Disclosure.	18
Item 9A.	Controls and Procedures.	18
Item 9B.	Other Information.	19
	PART III
Item 10.	Directors, Executive Officers and Corporate Governance.	20
Item 11.	Executive Compensation.	21
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.	21
Item 13.	Certain Relationships and Related Transactions, and Director Independence.	22
Item 14.	Principal Accountant Fees and Services.	22
	PART IV
Item 15.	Exhibits, Financial Statement Schedules.	23
Item 16.	Form 10-K Summary.	23

 

 

PART I

 

ITEM 1. BUSINESS

 

FORWARD-LOOKING STATEMENTS

 

This annual report contains forward-looking statements. These statements relate to future events or our future financial performance. These statements often can be identified by the use of terms such as "may," "will," "expect," "believe," "anticipate," "estimate," "approximate" or "continue," or the negative thereof. We intend that such forward-looking statements be subject to the safe harbors for such statements. We wish to caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made. Any forward-looking statements represent management's best judgment as to what may occur in the future. However, forward-looking statements are subject to risks, uncertainties and important factors beyond our control that could cause actual results and events to differ materially from historical results of operations and events and those presently anticipated or projected. We disclaim any obligation subsequently to revise any forward-looking statements to reflect events or circumstances after the date of such statement or to reflect the occurrence of anticipated or unanticipated events. Throughout this Report, references to “we,” “us” “the Company,” “the Registrant,” etc., all refer to Anvi Global Holdings, Inc.

 

GENERAL

 

Anvi Global Holdings, Inc. was incorporated in the State of Nevada on August 15, 2012 and established a fiscal year end of February 28. We formed the Company to commence operations in the business of selling crepes; however, we abandoned that business when control of the Company was sold by Tatiana Fumioka, on May 6, 2014. As a result, we are now controlled by Rama Mohan R. Busa, the principal shareholder and sole officer and director.

 

On May 24, 2018, as reported in a Form 8-K filed that same day, we entered into a Memorandum Of Business Association (“MOA”) with Team Universal Infratech Pvt. Ltd (“TUI”), pursuant to which TUI, a 12-year old Indian infrastructure development company based in Hyderabad, agreed to enter into a Joint Venture (the “JV”) with the Registrant, to execute the projects TUI is currently holding (as mentioned below), and also which may include TUI’s future projects which are in the pipeline. The Registrant and TUI have agreed and proposed to create a legally valid joint venture entity (JV), with the Registrant having majority control of the JV stock and control of all operations of the specified projects which are executed pursuant to the JV.

 

The basic terms of the MOA are as follows:

 

TUI was awarded and currently holds the contract by the Airport Authority of India, an Indian Government organization, to construct a 400 meter (approximately 440 yards) long and 120 meter (approximately 130 yards) wide apron for aircraft and related pavement, at the CCC International Airport in Lucknow, India (the “First Project”).

 

TUI was also awarded and currently holds the contract by the National Highway authority of India, an Indian Government organization to construct NH-24, a 4-lane bypass starting from km 479.500 of NH 24 and terminating at km 17.600 of MDR- 77C (bypass chainage from km 64.900/64.380 to km 79.516/79.000 total length 14.618 kilometers—approximately 9.14 miles) in the State of Uttar Pradesh, India under NHDP Phase-VII on EPC Mode.

 

The total cost of the proposed projects is estimated at $58 million, and the investment for the successful completion of the project(s) is estimated to be $12+ Million.

 

TUI and Registrant propose to jointly execute the specified projects under a legally constituted (JV). TUI, with its expertise and experience in the field, will be responsible for operations by providing technology, technical teams, deployment of equipment and skilled manpower. The Registrant is responsible to provide the capital expenditures and operating expenses required from now on, which is estimated to be approximately $6.00 Million for successful completion of the specified projects.

 

TUI has already invested its share, which is approximately $6+ millions, through various heads-like acquisitions of the project(s), including the open tender process by the respective government bodies, earnest money deposits, performance guarantees, bank guarantees, deployment of equipment, technical teams, preparation of camp office, etc.

 

The Registrant’s responsibility is to raise approximately $6 Million in two phases: $3 million within sixty days and the remaining $3 Million within 120 days from the date of this MOA. However, on February 14, 2019, the date by which the Registrant is required to raise these funds was extended by mutual agreement for nine months, to November 14, 2019. To date, the Registrant has not raised any of the funds required by the MOA.

 

Assuming that the Registrant secures the required funding within the above time frames, which it intends to do in a debt offering, TUI will transfer the specified projects pursuant to subcontracts with the JV, to be legally created by both parties at that time, and the Registrant will then own small majority of the JV.

 

Assuming that the Registrant raises the required funds within the specified time, the Registrant believes that it will realize revenues from Joint Venture to be legally created by both parties in which Registrant has majority stock and through which specified projects are executed and revenues are realized.

 

The MOA with TUI also includes future projects in the pipeline being awarded to TUI, for which the financial requirements are being estimated.

 

However, due to recent developments in economic conditions arisen by the Covid-19 pandemic, and the Indian Government being the main client for the mentioned projects, we are expecting considerable delay in projects getting awarded to our association partner, Team Universal. As a result we are indefinitely putting a hold on the Joint Venture association and proceedings until further notice and will re-establish with new association terms in future.

 

Notwithstanding the risks, as part of the mining operations in African region, Registrant had received a sales advance of $137,910 in two deposits of $102,170 on 04-18-2019 and $35,740 on 05-29-2019 towards the supply of chromium ore from the unaffiliated South African-based company. It is intended that the agreement with the unaffiliated South African company will be signed, and the proposed sale of chromium ore will be completed, only if and when the regulatory hurdles have been resolved.

 

We advanced $87,000 respectively as $50,000 on 04-3-2019, $10,000 on 06-03-2019, and $27,000 on 06-04-2019 to Anvi Private, towards the operating expenses involved in procurement and logistics of supplying the ore to the unaffiliated South African company from which we had received sales advance. Anvi Private through its associates has completed the procurement and supply of Chromium ore to an unaffiliated South African-based company, and fulfilled the sale. Additional advances of $16,700 made during the fiscal year ended 02-29-20 totaling $103,700.

 

To enable wider reach to different markets, to increase visibility and demonstrate good corporate governance and to enhance investment opportunities, AGH has initiated listing process at Dutch Caribbean Securities Exchange (DCSX). In the process, on January 28, 2020, we received notice that the Dutch Securities Exchange certified that Anvi Global Holding, Inc. was admitted as a technical listing on the exchange’s facility as per April 5, 2019. The Company will be listed under the DCXS symbol ANVGH-US.

 

Exploring the future business opportunities

 

The management of the company is actively involved in pursuing new business opportunities in the business of mining and infrastructure in the country of Brazil, Africa and India. It is working on alliances/JV’s with the local partners in the respective countries and expecting the process of required statutory audits in relation to equity acquisitions or partnerships or work contracts may commence soon. However, the related companies of the management are already active in the respective countries.

 

ITEM 1A. RISK FACTORS

 

Not applicable to smaller reporting companies.

 

ITEM 1B. UNRESOLVED STAFF COMMENTS

 

None.

 

ITEM 2. PROPERTIES

 

We do not own any real estate or other properties.

 

ITEM 3. LEGAL PROCEEDINGS

 

We are not currently involved in any legal proceedings and we are not aware of any pending or potential legal actions.

 

ITEM 4. MINE SAFETY DISCLOSURE

 

None.

 

PART II

 

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

 

Market Information

 

Our common shares are quoted on the OTC Markets website under the symbol “ANVI”. However, there has been no trading of our common shares.

 

Trading in stocks quoted on the OTC Markets website is often thin and is characterized by wide fluctuations in trading prices due to many factors that may be unrelated to a company’s operations or business prospects. We cannot assure you that there will be a market in the future for our common stock.

 

OTC Markets securities are not listed or traded on the floor of an organized national or regional stock exchange. OTC Markets issuers are predominantly smaller companies that do not meet the financial and other listing requirements of a regional or national stock exchange.

 

As of February 28, 2021, no shares of our common stock have traded.

 

Number of Holders

 

As of February 28, 2021, the 119,950,000 issued and outstanding shares of common stock were held by a total of 65 shareholders of record.

 

Dividends

 

We have not paid any cash dividends since our inception and do not foresee declaring any cash dividends on our common stock in the foreseeable future. 

 

Recent Sales of Unregistered Securities

 

None.

 

Purchase of our Equity Securities by Officers and Directors

 

None.

 

Other Stockholder Matters

 

None.

 

ITEM 6. [RESERVED]

 

 

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

 

The following discussion should be read in conjunction with our financial statements, including the notes thereto, appearing elsewhere in this annual report. The following discussion contains forward-looking statements that reflect our plans, estimates and beliefs. Our actual results could differ materially from those discussed in the forward-looking statements. Our audited financial statements are stated in United States Dollars and are prepared in accordance with United States Generally Accepted Accounting Principles.

 

Results of Operations

 

The Company has incurred losses since inception resulting in an accumulated deficit of $1,370,796 as of February 28, 2021. 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, if and when we acquire any assets or a business. We expect to raise additional capital through, among other things, the sale of equity or debt securities.

 

Fiscal year ended February 28, 2021 compared to the fiscal year ended February 29, 2020

 

Revenue and Cost of Revenue

 

Notwithstanding the risks, as part of the mining operations in African region, the Company had received a sales advance of $137,910 in two deposits of $102,170 on 04-18-2019 and $35,740 on 05-29-2019 towards the supply of chromium ore from the unaffiliated South African-based company, which had been accounted for as deferred revenue. As of February 29, 2020, the Company was able to fulfill that sale and recognize the $137,910 as revenue. There was no revenue recognized for the year ended February 28, 2021.

 

In connection with our revenue earned for the year ended February 29, 2020, we incurred $103,700 for cost of revenue. There was no cost of revenue in the current year.

 

Operating Expenses

 

General and administrative expenses were $232,881 for the year ended February 28, 2021 compared to $252,622 for the year ended February 29, 2020, a decrease of $19,741 or 7.8%. In the current year, we incurred $144,000 of expense from our service agreement with Anvi Global Inc. (previously with Strategic-IT Group Inc) (Note 4), professional fees of $24,725, travel expense of $23,547 and other general expenses of $40,609. In the prior period, we incurred $144,000 of expense from our service agreement with Strategic-IT Group Inc., professional fees of $51,235 and other general expenses of $57,387. Our decrease in operating expense in the current year is primarily due to a decrease in legal fees.

 

Net Loss

Our net loss for the year ended February 28, 2021 was $232,881 compared to $218,412 for the year ended February 29, 2020.

 

Liquidity and Capital Resources

 

Cash Flows from Operating Activities

We have not generated positive cash flows from operating activities. For the year ended February 28, 2021, net cash flows used in operating activities was $96,323 compared to $31,860 in the prior year.

 

Cash Flows from Financing Activities

We have financed our operations primarily from advances from our CEO. For the year ended February 28, 2021, we received $99,893 from our CEO compared to $31,800 in the prior year.

 

PLAN OF OPERATION AND FUNDING

 

We are no longer a “shell,” as that term is defined in Rule 12b-2 under the Securities and Exchange Act of 1934. However, we expect that working capital requirements, except for our requirement to provide the financing for the MOA with TUI described in Item 1, will continue to be funded through a combination of related party loans and issuances of securities for cash.

 

We have no lines of credit or other bank financing arrangements capital and generate revenues to meet long-term operating requirements. If and when we commence any operations, additional issuances of equity or convertible debt securities will result in dilution to our current shareholders. Further, such securities might have rights, preferences or privileges senior to our common stock. Additional financing may not be available upon acceptable terms, or at all. If adequate funds are not available or are not available on acceptable terms, we may not be able to take advantage of prospective new business endeavors or opportunities, which could significantly and materially restrict our business operations.

 

We do not currently engage in enough business activities that provide cash flow. During the next twelve months we anticipate incurring costs related to:

 

	(i)	filing of Exchange Act reports, and
	(ii)	costs relating to developing our business plan

  

MATERIAL COMMITMENTS

 

As of the date of this Annual Report, we do not have any material commitments.

 

PURCHASE OF SIGNIFICANT EQUIPMENT

 

We do not intend to purchase any significant equipment during the next twelve months, unless it is in connection with the acquisition of assets or a company, as to which there is no assurance.

 

OFF-BALANCE SHEET ARRANGEMENTS

 

As of the date of this Annual 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.

 

GOING CONCERN

 

The independent auditors' report accompanying our February 28, 2021 and February 29, 2020 financial statements contains an explanatory paragraph expressing substantial doubt about our ability to continue as a going concern. The financial statements have been prepared "assuming that we will continue as a going concern," which contemplates that we will realize assets and satisfy liabilities and commitments in the ordinary course of business.

 

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

 

Not applicable to smaller reporting companies.

 

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.

 

ANVI GLOBAL HOLDINGS, INC.

 

INDEX TO FINANCIAL STATEMENTS

 

Report of Independent Registered Public Accounting Firm	8
Balance Sheets as of February 28, 2021 and February 29, 2020 (Restated)	9
Statements of Operations for the Years Ended February 28, 2021 and February 29, 2020 (Restated)	10
Statements of Stockholders’ Deficit for the years ended February 28, 2021 and February 29, 2020 (Restated)	11
Statements of Cash Flows for the Years Ended February 28, 2021 and February 29, 2020 (Restated)	12
Notes to the Financial Statements	13

 

 

 

 

MICHAEL GILLESPIE & ASSOCIATES, PLLC

CERTIFIED PUBLIC ACCOUNTANTS

10544 ALTON AVE NE

SEATTLE, WA 98125

206.353.5736

 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

 

To the Board of Directors & Stockholders’

Anvi Global Holdings, Inc.

 

Opinion on the Financial Statements

We have audited the accompanying balance sheets of Anvi Global Holdings, Inc. as of February 28, 2021 and February 29, 2020 (restated) and the related statements of operations, changes in stockholder’s deficit, cash flows, and the related notes (collectively referred to as “financial statements”) for the periods then ended. In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of February 28, 2021 and February 29, 2020 (restated) and the results of its operations and its cash flows for the periods then ended, in conformity with accounting principles generally accepted in the United States of America.

 

Critical Audit Matters

The critical audit matters communicated below are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

 

Going Concern

As described further in Note #3 to the financial statements, the Company has incurred losses year over year and expects to incur additional losses in the future.

 

We determined the Company’s ability to continue as a going concern is a critical audit matter due to the estimation and uncertainty regarding the Company’s future cash flows and the risk of bias in management’s judgments and assumptions in estimating these cash flows.

 

Our audit procedures related to the Company’s assertion on its ability to continue as a going concern included the following, among others:

 

We reviewed the Company’s working capital and liquidity ratios and forecasted revenue, operating expenses, and uses and sources of cash used in management’s assessment of whether the Company has sufficient liquidity to fund operations for at least one year from the financial statement issuance date. This testing included inquiries with management, comparison of prior period forecasts to actual results, consideration of positive and negative evidence impacting management’s forecasts, the Company’s financing arrangements in place as of the report date, market and industry factors and consideration of the Company’s relationships with its financing partners.

 

Going Concern

The accompanying financial statements have been prepared assuming the Company will continue as a going concern. As discussed in Note #3 to the financial statements, although the Company has limited operations it has yet to attain profitability. This raises substantial doubt about its ability to continue as a going concern. Management’s plan in regard to these matters is also described in Note #3. The 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 audit. 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 audit, 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 audit 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 audit 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 audit provides a reasonable basis for our opinion.

 

/S/ MICHAEL GILLESPIE & ASSOCIATES, PLLC

We have served as the Company’s auditor since 2017.

 

Seattle, Washington

June 5, 2021

 

 

ANVI GLOBAL HOLDINGS, INC.

BALANCE SHEETS

 

		February 28, 2021				February 29, 2020
							(Restated)
ASSETS
Current Assets:
Cash		$	4,063			$	493
Prepaids			11,667				10,000
Total Current Assets			15,730				10,493
Total Assets		$	15,730			$	10,493
LIABILITIES AND STOCKHOLDERS' DEFICIT
Current Liabilities:
Accounts payable		$	34,098			$	39,873
Accounts payable - related party			72,000				—
Accrued liabilities - related party			900,000				828,000
Due to an officer			321,458				221,565
Total current			1,327,556				1,089,438
Total Liabilities			1,327,556				1,089,438
Stockholders' Deficit:
Preferred stock, $0.001 par value; 50,000,000 shares authorized no shares issued and outstanding			—				—
Common stock, $0.001 par value; 500,000,000 shares authorized,119,950,000 shares issued and outstanding			119,950				119,950
Additional paid-in capital			(61,450	)			(61,450	)
Accumulated deficit			(1,370,326	)			(1,137,445	)
Total Stockholders’ Deficit			(1,311,826	)			(1,078,945	)
Total Liabilities and Stockholders' Deficit		$	15,730			$	10,493

 

The accompanying notes are an integral part of these financial statements.

 

ANVI GLOBAL HOLDINGS, INC.

STATEMENTS OF OPERATIONS

 

		For the Year Ended February 28, 2021				For the Year Ended February 29, 2020
							(Restated)
Revenue		$	—			$	137,910
Cost of revenue			—				103,700
Gross margin			—				34,210
Operating Expenses:
General & administrative expenses			232.881				252,622
Total operating expenses			232,881				252,622
Loss from operations			(232,881	)			(218,412	)
Loss before income taxes			(232,881	)			(218,412	)
Provision for income taxes							—
Net loss		$	(232,881	)		$	(218,412	)
Basic & diluted loss per share		$	(0.00	)		$	(0.00	)
Weighted average shares, basic & diluted			119,950,000				119,950,000

 

 

The accompanying notes are an integral part of these financial statements.

 

ANVI GLOBAL HOLDINGS, INC.

STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT)

 

										Additional
		Common Stock								Paid in				Accumulated
		Shares				Amount				Capital				Deficit				Total
Balance, February 28, 2019			119,950,000			$	119,950			$	(61,450	)		$	(919,033	)		$	(860,533	)
Net Loss (Restated)			—				—				—				(218,412	)			(218,412	)
Balance, February 29, 2020 (Restated)			119,950,000				119,950				(61,450	)			(1,137,445	)			(1,078,945	)
Net Loss			—				—				—				(232,881	)			(232,881	)
Balance, February 28, 2021			119,950,000			$	119,950			$	(61,450	)		$	(1,370,326	)		$	(1,311,826	)

 

 

 

The accompanying notes are an integral part of these financial statements.

 

ANVI GLOBAL HOLDINGS, INC.

STATEMENTS OF CASH FLOWS

 

		For the Year Ended February 28, 2021				For the Year Ended February 29, 2020
						(Restated)
Cash flows from operating activities:
Net loss		$	(232,881	)		$	(218,412	)
Adjustments to reconcile net loss to net cash used in operating activities:
Changes in assets and liabilities:
Prepaids			(1,667	)			12,500
Accounts payable			(5,775	)			30,052
Accounts payable - related party			72,000
Accrued liabilities - related party			72,000				144,000
Net cash used in operating activities			(96,323	)			(31,860	)
Cash flows from financing activities:
Advances from an officer			99,893				31,800
Net cash provided by financing activities			99,893				31,800
Net decrease in cash			3,570				(60	)
Cash, beginning of year			493				553
Cash, end of year		$	4,063			$	493
Supplemental Disclosures:
Interest paid		$	—			$	—
Income taxes paid		$	—			$	—

 

The accompanying notes are an integral part of these restated financial statements.

 

 

 

ANVI GLOBAL HOLDINGS, INC.

NOTES TO RESTATED FINANCIAL STATEMENTS

FEBRUARY 28, 2021

 

NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS

 

Anvi Global Holdings, Inc., (the “Company” “AGH”) was incorporated under the laws of the State of Nevada on August 15, 2012 and was initially intended to sell crepes in Czech Republic. That proposed business was abandoned when a change of control of the Company was effected May 6, 2014.

 

On April 30, 2014, Tatiana Fumioka (the “Seller”), entered into a Common Stock Purchase Agreement (the “Stock Purchase Agreement”) pursuant to which the Seller agreed to sell to Mr. Rama Mohan R. Busa (the “Purchaser”), with his principal place of business in Cary, NC, the 72,000,000 shares of common stock of the Company owned by Ms. Fumioka, constituting approximately 75.83% of the Company’s outstanding common stock at that time, to be transferred to the name of Mr. Rama Mohan R. Busa, for $375,000. The sale was consummated on May 6, 2014. As a result of the sale, there was a change of control of the Registrant. This was a private transaction between the Seller and Purchaser, and no new shares of the Company were sold or issued.

 

On September 27, 2017 the Company changed its name from Vetro Inc. to Anvi Global Holdings, Inc. On November 21, 2017, FINRA approved the new symbol ANVI, and a 9-for-1 forward split of the Company’s common shares. The Company’s corporate office is at 1135 Kildaire Farm Rd., Suite 319-4, Cary, NC 27511.

 

As reported in a Form 8-K filed with the SEC on May 24, 2018, the Company entered into a Memorandum of Business Association (“MOA”) with Team Universal Infratech Pvt. Ltd (“TUI”), pursuant to which TUI, a 12-year old Indian infrastructure development company based in Hyderabad, agreed to enter into a Joint Venture (the “JV”) with the Registrant, to execute certain projects TUI is currently holding, and also which may include TUI’s future projects which are in the pipeline. The Company and TUI have agreed and proposed to create a legally valid joint venture entity (JV), with the Company having majority control of the JV stock and control of all operations of the specified projects which are executed pursuant to the JV. Because of the signing of that MOA, the Company also announced that it was no longer a “shell,” as that term is defined in the SEC’s Rule 12b-2.

 

The Company’s obligation under the MOA is to raise $6,000,000 within 60 days of the signing of the MOA; however, on February 14, 2019, the date by which the Registrant was required to raise these funds, the date was extended by mutual agreement for nine months, to November 14, 2019. To date, the Company has not raised any of the funds required by the MOA. However, due to recent developments in economic conditions arisen by the Covid-19 pandemic, we are expecting considerable delays and are planning to re-establish the proceedings with new association terms.

 

To enable wider reach to different markets, to increase visibility and demonstrate good corporate governance and to enhance investment opportunities, AGH has initiated a listing process at Dutch Caribbean Securities Exchange (DCSX).  On January 28, 2020, we received notice that the Dutch Securities Exchange certified that Anvi Global Holding, Inc. was admitted as a technical listing on the exchange’s facility as per April 5, 2019. The Company will be listed under the DCXS symbol ANVGH-US.

 

Notwithstanding the risks, the registrant, through its affiliates, is exploring new business opportunities in mining operations in the country of Brazil. As of the date of filing, discussions are underway, and no documents have been signed.

 

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

Basis of Presentation

The Company’s financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”).

 

Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and 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. Significant estimates include the estimated useful lives of property and equipment. Actual results could differ from those estimates.

 

Concentrations of Credit Risk

Financial instruments that potentially expose the Company to concentration of credit risk consist primarily of cash and accounts receivable. The Company’s cash is deposited with major financial institutions. At times, such deposits may be in excess of the Federal Deposit Insurance Corporation insurable amount.

 

Cash and Cash Equivalents

The Company considers all cash accounts, which are not subject to withdrawal restrictions or penalties, and all highly liquid debt instruments purchased with a maturity of three months or less as cash and cash equivalents. The carrying amount of financial instruments included in cash and cash equivalents approximates fair value because of the short maturities for the instruments held. There were no cash equivalents for the years ended February 28, 2021 and February 29, 2020.

 

Fair Value of Financial Instruments

Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC Topic No. 820 establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels, as described below:

 

Level 1:	Level 1 inputs are unadjusted quoted prices in active markets for identical assets or liabilities.
Level 2:	Level 2 inputs are inputs other than quoted prices included in Level 1 that are observable, either directly or indirectly. Level 2 inputs include quoted prices for similar assets, quoted prices in markets that are not considered to be active, and observable inputs other than quoted prices such as interest rates.
Level 3:	Level 3 inputs are unobservable inputs.

 

The following required disclosure of the estimated fair value of financial instruments has been determined by the Company using available market information and appropriate valuation methodologies. However, considerable judgment is required to interpret market data to develop the estimates of fair value. Accordingly, the use of different market assumptions and/or estimation methodologies may have a material effect on the estimated fair value amounts.

 

The methods and assumptions used to estimate the fair values of each class of financial instruments are as follows: Accounts Receivable, and Accounts Payable. The items are generally short-term in nature, and accordingly, the carrying amounts reported on the balance sheets are reasonable approximations of their fair values.

 

The carrying amounts of Notes Payable approximate the fair value as the notes bear interest rates that are consistent with current market rates.

 

Revenue recognition

The Company adopted ASU 2014-09, Revenue from Contracts with Customers, and its related amendments (collectively known as “ASC 606”), effective January 1, 2019. The Company recognizes revenue under ASC 606, “Revenue from Contracts with Customers” (“ASC 606”). The Company determines revenue recognition through the following steps:

 

	·	Identification of a contract with a customer;
	·	Identification of the performance obligations in the contract;
	·	Determination of the transaction price;
	·	Allocation of the transaction price to the performance obligations in the contract; and
	·	Recognition of revenue when or as the performance obligations are satisfied.

 

Revenue is recognized when control of the promised goods or services is transferred to customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. Shipping and handling activities associated with outbound freight after control over a product has transferred to a customer are accounted for as a fulfillment activity and recognized as revenue at the point in time at which control of the goods transfers to the customer. As a practical expedient, the Company does not adjust the transaction price for the effects of a significant financing component if, at contract inception, the period between customer payment and the transfer of goods or services is expected to be one year or less.

 

Income taxes

Income taxes are provided for the tax effects of the transactions reported in the financial statements and consist of taxes currently due plus deferred taxes related primarily to tax net operating loss carryforwards. The deferred tax assets and liabilities represent the future tax return consequences of these differences, which will either be taxable or deductible when assets and liabilities are recovered or settled, as well as operating loss carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. A valuation allowance is established against deferred tax assets when in the judgment of management, it is more likely than not that such deferred tax assets will not become available. Because the judgment about the level of future taxable income is dependent to a great extent on matters that may, at least in part, be beyond the Company’s control, it is at least reasonably possible that management’s judgment about the need for a valuation allowance for deferred taxes could change in the near term.

Tax benefits are recognized only for tax positions that are more likely than not to be sustained upon examination by tax authorities. The amount recognized is measured as the largest amount of benefit that is greater than 50 percent likely to be realized upon settlement. A liability for “unrecognized tax benefits” is recorded for any tax benefits claimed in the Company’s tax returns that do not meet these recognition and measurement standards. As of February 29, 2020 and February 28, 2019, no liability for unrecognized tax benefits was required to be reported.

 

Stock-based Compensation

In June 2018, the FASB issued ASU 2018-07, Compensation – Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting. ASU 2018-07 allows companies to account for nonemployee awards in the same manner as employee awards. The guidance is effective for fiscal years beginning after December 15, 2018, and interim periods within those annual periods. We adopted this ASU on January 1, 2019. The adoption of ASU 2018-07 did not have a material impact on our financial statements.

 

Net income (loss) per common share

Net income (loss) per common share is computed pursuant to section 260-10-45 of the FASB Accounting Standards Codification. Basic net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding during the period. Diluted net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock and potentially outstanding shares of common stock during the period. The weighted average number of common shares outstanding and potentially outstanding common shares assumes that the Company incorporated as of the beginning of the first period presented. There are no potentially dilutive shares as of February 28, 2021 and February 29, 2020.

 

Recent Accounting Pronouncements

In November 2019, the FASB issued ASU 2019-10, Financial Instruments—Credit Losses (Topic 326), Derivative and Hedging (Topic 815, and Leases (Topic 841). This new guidance will be effective for annual reporting periods beginning after December 15, 2019, including interim periods within those annual reporting periods. While the Company is continuing to assess the potential impacts of ASU 2019-10, it does not expect ASU 2019-10 to have a material effect on its financial statements.

 

On January 1, 2020 the Company adopted ASU 2017-04, Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment. The ASU eliminates Step 2 of the goodwill impairment test and the qualitative assessment for any reporting unit with a zero or negative carrying amount. The ASU also requires an entity to disclose the amount of goodwill allocated to each reporting unit with a zero or negative carrying amount. The adoption did not have an impact on the Company’s financial statements.

 

NOTE 3 - GOING CONCERN

 

The accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has an accumulated a deficit of $1,370,326 as of February 28, 2021, had a net loss of $232,881 and used $96,323 of cash in operations. The Company requires capital for its contemplated operational and marketing activities. The Company’s ability to raise additional capital through the future issuances of common stock is unknown. The obtainment of additional financing, the successful development of the Company’s contemplated plan of operations, and its transition, ultimately, to the attainment of profitable operations are necessary for the Company to continue operations. These conditions and the ability to successfully resolve these factors raise substantial doubt about the Company’s ability to continue as a going concern. The restated financial statements of the Company do not include any adjustments that may result from the outcome of these uncertainties.

 

 

The Company has discussed ways in order to mitigate conditions or events that may raise substantial doubt about its ability to continue as a going concern, there are no assurances that any of these measures will successfully mitigate or be effective at all. (1) The Company shall pursue financing plans to raise funds to judiciously spend towards operational expenses, (2) The Company shall continue to employ low cost measures to operate its business and analyze any unnecessary cost or expense, (3) The Company will seek to avoid unnecessary expenditures, travel, and lodging costs that are not mission critical to its business.

 

NOTE 4 – PREPAID TRANSACTIONS

 

As of February 28, 2021, the Company has $11,667 of prepaid expenses which is being amortized over the next ten months for OTC Market’s annual fee.

 

As of February 29, 2020, the Company has $10,000 of prepaid expenses which is being amortized over the next ten months for OTC Market’s annual fee.

 

NOTE 5 - RELATED PARTY TRANSACTIONS

 

On May 28, 2014, the Company executed a service agreement with Strategic-IT Group Inc. Strategic-IT Group Inc. is owned and operated by Rama Mohan R. Busa, CEO. Services to be provided at $12,000 a month include, but are not limited to, providing office space, IT and related services, business consulting, and investor relations. On July 27, 2020, the service agreement was assigned to Anvi Global Inc (a company owned by the CEO). As of February 28, 2021, and February 29, 2020, the Company has an accrued, unpaid balance due of $900,000 and $828,000, respectively.

 

On July 27, 2020, Strategic-IT Group Inc., assigned their service agreement with the Company to Anvi Global, Inc. All terms under the original agreement remain the same. Anvi Global, Inc. is owned by the CEO. As of February 28, 2021, the Company has accounts payable due to Anvi Global, Inc. of $72,000.

 

Since 2018 Rama Mohan R. Busa, CEO, has advanced funds to the Company from his personal account and related companies. The advances are to pay for operating expenses, are unsecured, non-interest bearing and due on demand. As of February 28, 2021 and February 29, 2020, the balance due was $321,458 and $221,565, respectively.

 

NOTE 6 – INCOME TAXES

 

Deferred taxes are provided on a liability method whereby deferred tax assets are recognized for deductible temporary differences and operating loss, and tax credit carryforwards and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. The U.S. federal income tax rate of 21% is being used.

 

Net deferred tax assets consist of the following components as of:

 

		February 28, 2021				February 29, 2020
Federal income tax benefit attributable to:
Current Operations		$	49,000			$	45,900
Less: valuation allowance			(49,000	)			(45,900	)
Net provision for Federal income taxes		$	—			$	—

 

The income tax provision differs from the amount of income tax determined by applying the U.S. federal income tax rate to pretax income from continuing operations for the fiscal years ending, due to the following:

 

		February 28, 2021				February 29, 2020
Deferred tax asset attributable to:
Net operating loss carryover		$	(288,000	)		$	(239,000	)
Less: valuation allowance			288,000				239,000
Net deferred tax asset		$	—			$	—

 

 

At February 28, 2021, the Company had net operating loss carry forwards of approximately $288,000 that may be offset against future taxable income from the year 2021 to 2040. No tax benefit has been reported in the February 28, 2020 financial statements since the potential tax benefit is offset by a valuation allowance of the same amount.

 

Due to the change in ownership provisions of the Tax Reform Act of 1986, net operating loss carry forwards for Federal Income tax reporting purposes are subject to annual limitations. Should a change in ownership occur, net operating loss carry forwards may be limited as to use in future years. With few exceptions, the Company is no longer subject to U.S. federal, state and local income tax examinations by tax authorities for years before 2016.

 

NOTE 7 – RESTATEMENT

 

Per ASC 250-10 Accounting Changes and Error Corrections, the February 29, 2020 financial statements are being restated to account for an invoice that was not recorded into accounts payable as of February 29, 2020.

 

The following table summarizes changes made to the February 29, 2020 balance sheet.

		February 29, 2020
Balance Sheet:		As Reported				Adjustment				As Restated
Cash		$	493			$	—			$	493
Prepaids			10,000				—				10,000
Total assets		$	10,493			$	—			$	10,493
Accounts payable		$	21,733			$	18,140			$	39,873
Accrued liabilities, related party			828,000				—				828,000
Due to an officer			221,565				—				221,565
Total liabilities			1,071,298				18,140				1,089,438
Common stock			119,950				—				119,950
Additional paid-in capital			(61,450	)			—				(61,450	)
Accumulated deficit			(1,119,305	)			(18,140	)			(1,137,445	)
Total Stockholders’ Equity			(1,060,805	)			(18,140	)			(1,078,945	)
Total liabilities and stockholders’ equity		$	10,493			$	—			$	10,493

 

The following table summarizes changes made to the year ended February 29, 2020 Statement of Operations.

		For the year ended February 29, 2020
		As Reported				Adjustment				As Restated
Revenue		$	137,910			$	—			$	137,910
Cost of revenue			103,700				—				103,700
Gross margin			34,210				—				34,210
Operating expenses			234,482				18,410				252,622
Net Loss		$	(200,272	)		$	18,410			$	(218,412	)

 

NOTE 8 – SUBSEQUENT EVENTS

 

In accordance with SFAS 165 (ASC 855-10) management has performed an evaluation of subsequent events through the date that the restated financial statements were available to be issued and has determined that it does not have any material subsequent events to disclose in these financial statements other than the following:

 

Subsequent to February 28, 2021, Mr. Busa loaned the Company $14,000 for general operating expenses.

 

 

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

 

None.

 

ITEM 9A. CONTROLS AND PROCEDURES.

 

Evaluation of Disclosure Controls and Procedures

 

Under the supervision and with the participation of our management, including the Chief Executive Officer who also acts as our Chief Financial Officer, we have evaluated the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e) and Rule 15d-15(e) of the Exchange Act) as of the end of the period covered by this report. The disclosure controls and procedures ensure that all information required to be disclosed by us in the reports that we file or submit under the Exchange Act is: (i) recorded, processed, summarized and reported, within the time periods specified in the SEC’s rule and forms; and (ii) accumulated and communicated to our management, including our Chief Executive Officer as appropriate to allow timely decisions regarding required disclosure. Based on that evaluation, the Chief Executive Officer concluded that, as of February 28, 2021, these disclosure controls and procedures were not effective.

 

Management’s Annual Report on Internal Control over Financial Reporting

 

The term “disclosure controls and procedures” (defined in SEC Rule 13a-15(e)) refers to the controls and other procedures of a company that are designed to ensure that information required to be disclosed by a company in the reports that it files under the Securities Exchange Act of 1934 (the “Exchange Act”) is recorded, processed, summarized and reported within required time periods. “Disclosure controls and procedures” include, without limitation, controls and procedures designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is accumulated and communicated to the Company’s management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

 

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 its CEO & CFO, company conducted its evaluation of the effectiveness of the Company’s internal control over financial reporting as of February 28, 2021, using the criteria established in the 2013 “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. The Company has yet to assess and establish effective internal control over financial reporting as of February 28, 2021, and as such, there might exist control deficiencies that in turn might have constituted and lead to material weaknesses, as described below, which list is not exhaustive but is intended to be illustrative to indicate such weaknesses. Our management identified the following material weaknesses in our internal control over financial reporting, which are indicative of many small companies with small staff: (i) inadequate segregation of duties and effective risk assessment; and (ii) insufficient written policies and procedures for accounting and financial reporting with respect to the requirements and application of both US GAAP and SEC guidelines.

 

Changes in Internal Controls over Financial Reporting

 

Our management has determined that there were no changes made in the implementation of our internal controls over financial reporting during the fourth quarter of the year ended February 28, 2021.

 

Attestation Report of Independent Public Accounting Firm

 

This annual report does not include an attestation report of our registered public accounting firm regarding internal control over financial reporting because as a smaller reporting company we are not subject to attestation by our independent registered public accounting firm pursuant to rules of the Securities and Exchange Commission that permit us to provide only management’s report in this annual report.

 

ITEM 9B. OTHER INFORMATION.

 

None.

 

 

 

PART III

 

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE.

 

DIRECTORS AND EXECUTIVE OFFICERS

 

The name, address and position of our present officer and director is set forth below:

 

Name and Address of Executive Officer and/or Director		Age		Position
Rama Mohan R. Busa 1135 Kildaire Farm Rd. Suite 319-4, Cary NC 27511		56		CEO, CFO and sole Director

 

RAMA MOHAN R BUSA has been the Company’s CEO, CFO and sole Director since May 5, 2014. Mr. Busa graduated in Sciences from SV University, India in 1989. Thereafter he obtained an International Diploma in Computer Programming & Applications from NCC, UK (Indian affiliate) in 1990. He is a deeply accomplished and results-driven delivery entrepreneur. Since the year 1992, Rama Mohan R. Busa has been in the business of Information Technology and its related businesses. His industry experience includes global risk assessment, identifying sectors & opportunities within, creating networks, establishing relationships and international trade development & retailing. Mr. Busa is experienced in combining both his theoretical and practical acumen to solve business problems. In 2012, he ventured into the mining business and all associated activities linked to mining, such as extraction, excavation, processing, refining, grading, and carrying global trading of mined ores or metals, or other products or bi-products. He is currently the principal shareholder and controlling officer of ANVI Private. As the Registrant’s sole officer and director, Mr. Busa intends to devote such time as is required for the Registrant’s business and its operations as needed.

 

During the past ten years, Mr. Busa has not been the subject to any of the following events:

 

	1.	Any bankruptcy petition filed by or against any business of which Mr. Busa was a general partner or executive officer either at the time of the bankruptcy or within two years prior to that time.
	2.	Any conviction in a criminal proceeding or being subject to a pending criminal proceeding.
	3.	An order, judgment, or decree, not subsequently reversed, suspended or vacated, or any court of competent jurisdiction, permanently or temporarily enjoining, barring, suspending or otherwise limiting Mr. Busa’s involvement in any type of business, securities or banking activities.
	4.	Any finding by a court of competent jurisdiction (in a civil action), the Securities and Exchange Commission or the Commodity Future Trading Commission to have violated a federal or state securities or commodities law, and the judgment has not been reversed, suspended or vacated.
	5.	Any order, judgment or decree, not subsequently reversed, suspended or vacated, of any Federal or State authority barring, suspending or otherwise limiting for more than 60 days the right to engage in any securities activity, or to be associated with persons engaged in any such activity;
	6.	Any finding by a court of competent jurisdiction in a civil action or by the Commission to have violated any Federal or State securities law, and the judgment in such civil action or finding by the Commission has not been subsequently reversed, suspended, or vacated;
	7.	Any subject of, or a party to, any Federal or State judicial or administrative order, judgment, decree, or finding, not subsequently reversed, suspended or vacated, relating to an alleged violation of:

 

i.

Any Federal or State securities or commodities law or regulation; or

 

 

 

		ii.	Any law or regulation respecting financial institutions or insurance companies including, but not limited to, a temporary or permanent injunction, order of disgorgement or restitution, civil money penalty or temporary or permanent cease-and-desist order, or removal or prohibition order; or
		iii.	Any law or regulation prohibiting mail or wire fraud or fraud in connection with any business entity; or

 

8.

Any subject of, or a party to, any sanction or order, not subsequently reversed, suspended or vacated, of any self-regulatory organization (as defined in Section 3(a)(26) of the Exchange Act (15 U.S.C. 78c(a)(26))), any registered entity (as defined in Section 1(a)(29) of the Commodity Exchange Act (7 U.S.C. 1(a)(29))), or any equivalent exchange, association, entity or organization that has disciplinary authority over its members or persons associated with a member.

 

ITEM 11. EXECUTIVE COMPENSATION.

 

The table below summarizes all compensation awarded to, earned by, or paid to our executive officers by any person for all services rendered in all capacities to us for the fiscal period in the fiscal years ended February 28, 2021 and February 29, 2020:

 

Summary Compensation Table

 

Name and Principal Position		Year			Salary ($)				Bonus ($)				Stock Awards ($)				Option Awards ($)				Non-Equity Incentive Plan Compensation ($)				Nonqualified Deferred Compensation ($)				All Other Compensation ($)				Total ($)
Rama Mohan R. Busa		2021				-0-				-0-				-0-				-0-				-0-				-0-				-0-				-0-
		2020				-0-				-0-				-0-				-0-				-0-				-0-				-0-				-0-

 

There are no current employment agreements between the Company and its sole officer. The compensation discussed herein addresses all compensation awarded to, earned by, or paid to our named executive officer. There are no other stock option plans, retirement, pension, or profit sharing plans for the benefit of our officers and directors other than as described herein.

 

As of February 28, 2021, we had no pension plans or compensatory plans or other arrangements which provide compensation in the event of a termination of employment or a change in our control.

 

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

 

The following table provides certain information regarding the ownership of our common stock, as of February 28, 2021 and as of the date of the filing of this annual report by:

 

	·		each of our executive officers;
	·		each director;
	·		each person known to us to own more than 5% of our outstanding common stock; and
	·		all of our executive officers and directors and as a group.

 

Title of Class		Name and Address of Beneficial Owner		Amount and Nature of  Beneficial Ownership		Percentage
		Directors and named Executive Officers
Common Stock		Rama Mohan R. Busa 1135 Kildaire Farm Rd, Suite 319-4 Cary, NC 27511		83,478,042 shares of common stock (1)			69.60%
		All officers and directors (1 person)		83,478,042 shares of common stock (1)			69.60%
		Beneficial Owners of 5% or more
Common Stock		Dushyant Reddy Chavva Plot 242/B Rd #76, Jubilee Hills, Telangana, Hyderabad, India		12,810,000 shares of common stock			10.68%

———————

(1)

Includes 11,478,042 shares owned by Anvi Global, Inc., a privately-owned company of which Rama Mohan R. Busa is the majority shareholder and CEO.

 

The percent of class is based on 119,950,000 shares of common stock issued and outstanding as of the date of this annual report.

 

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE.

 

On May 28, 2014, the Company executed a service agreement with Strategic-IT Group Inc. Strategic-IT Group Inc. is owned and operated by Rama Mohan R. Busa, CEO. Services to be provided at $12,000 a month include, but are not limited to, providing office space, IT and related services, business consulting, and investor relations. On July 27, 2020, the service agreement was assigned to Anvi Global Inc (a company owned by the CEO). As of February 28, 2021, and February 29, 2020, the Company has an accrued, unpaid balance due of $900,000 and $828,000, respectively.

 

On July 27, 2020, Strategic-IT Group Inc., assigned their service agreement with the Company to Anvi Global, Inc. All terms under the original agreement remain the same. Anvi Global, Inc. is owned by the CEO. As of February 28, 2021, the Company has accounts payable due to Anvi Global, Inc. of $72,000.

 

Since 2018 Rama Mohan R. Busa, CEO, has advanced funds to the Company from his personal account and related companies. The advances are to pay for operating expenses, are unsecured, non-interest bearing and due on demand. As of February 28, 2021and February 29, 2020, the balance due was $321,458 and $221,565, respectively.

 

ITEM 14. PRINCIPAL ACCOUNTANTS FEES AND SERVICES.

 

During fiscal years ended February 28, 2021 and February 29, 2020, we incurred $13,100 and $12,250 in fees, respectively, from our principal independent accountants for professional services rendered in connection with the audit of our financial statements and for the quarterly reviews of our financial statements.

 

 

 

PART IV

 

ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES.

 

The following exhibits are filed as part of this Annual Report.

 

Exhibits:

 

Exhibit	Exhibit Description	Filed herewith	Form	Period ending	Exhibit	Filing  date
31.1	Certification of the Chief Executive Officer and Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002	X
32.1	Certification of the Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002	X
101.INS	XBRL Instance Document	X
101.SCH	XBRL Taxonomy Extension Schema Document	X
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document	X
101.LAB	XBRL Taxonomy Extension Label Linkbase Document	X
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document	X
101.DEF	XBRL Taxonomy Extension Definition Linkbase Definition	X

 

ITEM 16. FORM 10-K SUMMARY.

 

None.

 

SIGNATURES

 

In accordance with Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

Date: June 8, 2021

 

	ANVI GLOBAL HOLDINGS, INC.
	By:	/s/ Rama Mohan R. Busa
		Rama Mohan R. Busa Chief Executive Officer and Chief Financial Officer

 

 

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