EvoAir Holdings Inc. 10-K

ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES MARKET INFORMATION As of August 31, 2020, the 2,970,000 issued and outstanding shares of common stock were held by a total of 28 shareholders of record. DIVIDENDS We have never paid or declared any dividends on our common stock and do not anticipate paying cash dividends in the foreseeable future. SECURITIES AUTHORIZED FOR ISSUANCE UNDER EQUITY COMPENSATION PLANS We currently do not have any equity compensation plans. 5 | Page ITEM 6. SELECTED FINANCIAL DATA Not Applicable. 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. Factors that could cause or contribute to such differences include but are not limited to those discussed below and elsewhere in this Annual Report. 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 Year ended August 31, 2020 compared to year ended August 31, 2019 Operating Expenses During year ended August 31, 2020, we incurred $14,364 general and administrative expenses compared to $15,703 during year ended August 31, 2019. The expenses decreased due to reduction in professional and banking fees for the year ended August 31, 2020 General and administrative expenses incurred generally related to corporate overhead, financial and administrative contracted services, such as legal and accounting and developmental costs. During year ended August 31, 2020, expenses are consisted of accounting fees of $10,750, legal fees of $949, transfer agent fees of $1,317, bank charges of $100, depreciation of $317 and other miscellaneous expenses of $931. Net Loss Our net loss for the year ended August 31, 2020 was $14,364 compared to net loss of $15,703 during year ended August 31, 2019. LIQUIDITY AND CAPITAL RESOURCES As of August 31, 2020 As of August 31, 2020 our total assets were $6,019 compared to $18,200 in total assets on August 31, 2019. As of August 31, 2020 our total current liabilities were $11,400 compared to $9,217 in total liabilities on August 31, 2019. Stockholders’ deficit was $5,381as of August 31, 2020 compared to Stockholders’ equity of $8,983 as of August 31, 2019. Cash Flows from Operating Activities For the year ended August 31, 2020, cash flows used by operating activities was $12,014 consisting of a net loss of $14,364, subscription receivable of $1,800, accounts payable of $233 and amortization of $317. Net cash flows provided by operating activities was $17,213 for year ended August 31, 2019 consisting of a net loss of $15,703, subscription receivable of $1,800 and amortization of $290. Cash flows from Investing Activities For the year ended August 31, 2019, cash flow used in investing activities was $950 compared to $0 for the year ended August 31, 2020. During the year ended August 31, 2019, the Company purchased computer equipment to make operations more efficient. Cash Flows from Financing Activities We have financed our operations primarily from either advancements or the issuance of equity instruments. For the year ended August 31, 2020 net cash provided by financing activities was $1,950 received from proceeds from issuance of Common stock compared to $21,000 for the year August 31, 2019. PLAN OF OPERATION AND FUNDING We expect that working capital requirements will continue to be funded through a combination of our existing funds and further issuances of securities. Our working capital requirements are expected to increase in line with the growth of our business. Existing working capital, further advances and debt instruments, and anticipated cash flow are expected to be adequate to fund our operations over the next twelve months. We have no lines of credit or other bank financing arrangements. Generally, we have financed operations to date through the proceeds of the private placement of equity and debt instruments. In connection with our business plan, management anticipates additional increases in operating expenses and capital expenditures relating to: (i) developmental expenses associated with a start-up business and (ii) marketing expenses. We intend to finance these expenses with further issuances of securities, and debt issuances. Thereafter, we expect we will need to raise additional capital and generate revenues to meet long-term operating requirements. 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. 6 | Page 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. 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 August 31, 2020 and August 31, 2019 financial statements contain 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 our assets and satisfy our liabilities and commitments in the ordinary course of business. These financial statements do not include any adjustments related to the recovery or classification of assets or the amounts and classifications of liabilities that might be necessary should the company be unable to continue as going concern. ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK Not applicable.