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Item 1. Financial Statements

2022-07-15 compared with 2022-01-14 · 578 added, 1211 removed, 244 unchanged (88% of the section changed)

FINANCIAL STATEMENTS

FINGERMOTION,

CONSOLIDATED INTERIM FINANCIAL STATEMENTS

For the nine months ended November 30, 2021

- Expressed in U.S.

FingerMotion,

Consolidated Balance Sheets

FINGERMOTION, INC.

CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

For the three months ended May 31, 2022

(Unaudited - Expressed in U.S.

FINGERMOTION, INC.

Condensed Consolidated Balance Sheets

Current Assets

12 unchanged sentences

Accrual and other payables

Stock subscription payables

Loan payable, current portion

Convertible notes payable

Lease liability, current portion

1 unchanged sentence

Non-current Liabilities

Loan payable, non-current portion

Lease liability, non-current portion

4 unchanged sentences

Authorized 1,000,000 shares;

issued and outstanding - 0 - shares.

outstanding - 0 - shares.

Common Stock, par value $ .0001 per share;

Authorized 200,000,000 shares;

issued and outstanding 42,482,260 shares and 38,903,494 issued and outstanding at November 30, 2021 and February 28, 2021 respectively

issued and outstanding 42,777,260 shares and 42,627,260 issued and outstanding at May 31, 2022 and February 28, 2022 respectively

Additional paid-in capital

Additional paid-in capital - stock options

Accumulated deficit

6 unchanged sentences

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY

FingerMotion,

Consolidated Statements of Operations

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

FINGERMOTION, INC.

Unaudited Condensed Consolidated Statements of Operations

Three Months Ended

Nine Months Ended

Cost of revenue

1 unchanged sentence

( 5,376,792 )

( 15,001,674 )

( 10,072,216 )

Amortization & depreciation

2 unchanged sentences

( 1,179,747 )

( 2,378,566 )

Marketing Cost

4 unchanged sentences

( 1,475,579 )

( 5,591,170 )

( 3,324,717 )

Net loss from operations

( 1,435,420 )

( 3,307,542 )

( 2,151,344 )

Other income (expense):

6 unchanged sentences

$ ( 909,506 )

$ ( 3,401,295 )

$ ( 2,244,413 )

Income tax expenses

1 unchanged sentence

$ ( 909,506 )

$ ( 3,401,295 )

$ ( 2,244,413 )

Net profit attributable to the non-controlling interest

2 unchanged sentences

$ ( 911,890 )

$ ( 3,404,273 )

$ ( 2,247,253 )

Other comprehensive income:

3 unchanged sentences

$ ( 851,706 )

$ ( 3,345,662 )

$ ( 2,140,807 )

comprehensive income (loss) attributable to non-controlling interest

2 unchanged sentences

$ ( 851,870 )

$ ( 3,345,830 )

$ ( 2,141,218 )

NET LOSS PER SHARE

6 unchanged sentences

Weighted Average Common Shares Outstanding - Diluted

FingerMotion,

Consolidated Statement of Shareholders Equity

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

FINGERMOTION, INC.

Unaudited Condensed Consolidated Statement of Shareholders’ Equity

Capital Paid in

Additional Paid-in

Comprehensive

4 unchanged sentences

Common stock issued for cash

Common stock issued for professional

Accumulated other comprehensive

at May 31, 2021

( 13,120,618 )

Common stock issued for cash

Common stock issued for professional

Execution of convertible notes

Accumulated other comprehensive

Common stock issued for professional service

Accumulated other comprehensive income

( 1,444,123 )

1 unchanged sentence

( 1,444,668 )

at August 31, 2021

Balance at May 31, 2022

( 18,596,295 )

Common stock issued for cash

Common stock issued for professional

Capital Paid in Excess of Par

Additional Paid-in capital stock

Accumulated Other Comprehensive

( 1,036,619 )

( 1,037,172 )

at November 30, 2021

( 15,613,001 )

Comprehensive

Stockholders’

2 unchanged sentences

( 12,208,728 )

Common stock issued for professional

Accumulated other comprehensive

at May 31, 2020

( 8,404,831 )

Stock subscribed / (cancelled)

Accumulated other comprehensive

at August 31, 2020

( 9,365,854 )

( 1,557,404 )

( 1,552,888 )

Common stock issued for cash

Common stock issued for professional

Accumulated other comprehensive

at November 30, 2020

Common stock issued for professional service

Accumulated other comprehensive income

Balance at May 31, 2021

( 13,120,618 )

FingerMotion,

Consolidated Statements of Cash Flows

Nine Months Ended

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

FINGERMOTION, INC.

Unaudited Condensed Consolidated Statements of Cash Flows

Three Months Ended

$ ( 1,444,668 )

3 unchanged sentences

Amortization and depreciation

Amortization of right of use assets

Change in operating assets and liabilities:

(Increase) decrease in accounts receivable

( 1,382,141 )

(Increase) decrease in prepayment and deposit

1 unchanged sentence

(Increase) decrease in others receivable

( 1,278,777 )

(Increase) decrease in inventories

Increase (decrease) in accounts payable

( 1,418,270 )

Increase (decrease) in accrual and other payables

Increase (decrease) in due to related parties

Increase (decrease) in due to lease liability

1 unchanged sentence

( 1,941,180 )

( 4,133,370 )

Cash flows from investing activities

Purchase of equipment

Purchase of intangible assets

Net cash provided by (used in) investing activities

Cash flows from financing activities

Proceed from convertible note

Proceed from loan payable

Advances from stock subscription payables

Advances from stock subscription payable

Common stock issued for cash

Cancellation of shares

Net cash provided by (used in) financing activities

7 unchanged sentences

Interest paid

FINGERMOTION,

months ended November 30, 2021 and 2020

to the Condensed Consolidated Financial Statements

1 – Nature of Business and basis of Presentation

FingerMotion,

fka Property Management Corporation of America (the Company) was incorporated on January 23, 2014 under the laws of

the State of Delaware.

The Company then offered management and consulting services to residential and commercial real estate property

owners who rent or lease their property to third party tenants.

Company changed its name to FingerMotion, Inc.

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

FINGERMOTION, INC.

Three months ended May 31, 2022 and 2021

Notes to the Condensed Consolidated Financial Statements

Note 1 – Nature of Business and basis of Presentation

FingerMotion, Inc.

fka Property Management Corporation

of America (the “Company”) was incorporated on January 23, 2014 under the laws of the State of Delaware.

The Company then

offered management and consulting services to residential and commercial real estate property owners who rent or lease their property

to third party tenants.

The Company changed its name to FingerMotion, Inc.

on July 13, 2017 after a change in control.

In July 2017 the Company acquired all of the

outstanding shares of Finger Motion Company Limited (FMCL), a Hong Kong corporation that is an information technology company

which specialize in operating and publishing mobile games.

to the Share Exchange Agreement with FMCL, effective July 13, 2017 (the Share Exchange Agreement, the Company agreed to exchange

the outstanding equity stock of FMCL held by the FMCL Shareholders for shares of common stock of the Company.

At the Closing Date, the

Company issued 12,000,000

shares of common stock to the FMCL shareholders.

In addition, the Company issued 600,000

shares to other consultants in connection with

the transactions contemplated by the Share Exchange Agreement.

transaction was accounted for as a reverse acquisition since, immediately following completion of the transaction, the

shareholders of FMCL effectuated control of the post-combination Company.

For accounting purposes, FMCL was deemed to be the accounting

acquirer in the transaction and, consequently, the transaction is treated as a recapitalization of FMCL (i.e., a capital transaction

involving the issuance of shares by the Company for the shares of FMCL).

Accordingly, the consolidated assets, liabilities and results

of operations of FMCL became the historical financial statements of FingerMotion, Inc.

and its subsidiaries, and the Companys

assets, liabilities and results of operations were consolidated with FMCL beginning on the acquisition date.

No step-up in basis or intangible

assets or goodwill were recorded in this transaction.

a result of the Share Exchange Agreement and the other transactions contemplated thereunder, FMCL became a wholly owned subsidiary of

FMCL, a Hong Kong corporation, was formed in April 6, 2016.

October 16, 2018, the Company through its indirect wholly-owned subsidiary, Shanghai JiuGe Business Management Co., Ltd.

Management), entered into a series of agreements known as variable interest agreements (the VIE Agreements) pursuant

to which Shanghai JiuGe Information Technology Co., Ltd.

(JiuGe Technology) became JiuGe Managements contractually

controlled affiliate.

The use of VIE agreements is a common structure used to acquire PRC corporations, particularly in certain industries

in which foreign investment is restricted or forbidden by the PRC government.

The VIE Agreements include a Consulting Services Agreement,

a Loan Agreement, a Power of Attorney Agreement, a Call Option Agreement, and a Share Pledge Agreement in order to secure the connection

and commitments of the JiuGe Technology.

March 7, 2019, JiuGe Technology also acquired 99% of equity interest of Beijing XunLian (BX), a subsidiary that provides

bulk distribution of SMS messages for JiuGe customers at discounted rates.

Motion Financial Company Limited was incorporated on January 24, 2020 and is 100% owned by FingerMotion, Inc.

The company has been activated

for the insurtech business during the last quarter of the fiscal year where the Big Data division secured its first contract and recorded

TengLian JiuJiu Information Communication Technology Co., Ltd.

was incorporated on December 23, 2020 for the purpose of venturing into

the mobile phone sales in China.

It is 99% owned by JiuGe Technology.

February 5, 2021, JiuGe Technology has disposed of its 99% owned subsidiary, Suzhou BuGuNiao Digital Technology Co., Ltd which was established

to venture into R&D projects.

FINGERMOTION,

months ended November 30, 2021 and 2020

to the Condensed Consolidated Financial Statements

2 – Summary of Principal Accounting Policies

of Consolidation and Presentation

condensed consolidated financial statements have been prepared in accordance with U.S.

In July 2017 the Company acquired all of the outstanding shares of Finger Motion Company Limited

(“FMCL”), a Hong Kong corporation that is an information technology company which specialize in operating and publishing mobile

Pursuant to the Share Exchange Agreement with FMCL,

effective July 13, 2017 (the “Share Exchange Agreement”, the Company agreed to exchange the outstanding equity stock of FMCL

held by the FMCL Shareholders for shares of common stock of the Company.

At the Closing Date, the Company issued 12,000,000 shares of

common stock to the FMCL shareholders.

In addition, the Company issued 600,000 shares to other consultants in connection with the transactions

contemplated by the Share Exchange Agreement.

The transaction was accounted for as a “reverse

acquisition” since, immediately following completion of the transaction, the shareholders of FMCL effectuated control of the post-combination

For accounting purposes, FMCL was deemed to be the accounting acquirer in the transaction and, consequently, the transaction

is treated as a recapitalization of FMCL (i.e., a capital transaction involving the issuance of shares by the Company for the shares of

Accordingly, the consolidated assets, liabilities and results of operations of FMCL became the historical financial statements

of FingerMotion, Inc.

and its subsidiaries, and the Company’s assets, liabilities and results of operations were consolidated with

FMCL beginning on the acquisition date.

No step-up in basis or intangible assets or goodwill were recorded in this transaction.

As a result of the Share Exchange Agreement and the

other transactions contemplated thereunder, FMCL became a wholly owned subsidiary of the Company.

FMCL, a Hong Kong corporation, was formed

in April 6, 2016.

On October 16, 2018, the Company through its indirect

wholly-owned subsidiary, Shanghai JiuGe Business Management Co., Ltd.

(“JiuGe Management”), entered into a series of agreements

known as variable interest agreements (the “VIE Agreements”) pursuant to which Shanghai JiuGe Information Technology Co.,

(“JiuGe Technology”) became JiuGe Management’s contractually controlled affiliate.

The use of VIE agreements is

a common structure used to acquire PRC corporations, particularly in certain industries in which foreign investment is restricted or forbidden

by the PRC government.

The VIE Agreements include a Consulting Services Agreement, a Loan Agreement, a Power of Attorney Agreement, a

Call Option Agreement, and a Share Pledge Agreement in order to secure the connection and commitments of the JiuGe Technology.

On March 7, 2019, JiuGe Technology also acquired 99%

of the equity interest of Beijing XunLian (“BX”), a subsidiary that provides bulk distribution of SMS messages for JiuGe customers

at discounted rates.

Finger Motion Financial Company Limited was incorporated

on January 24, 2020 and is 100% owned by FingerMotion, Inc.

The company has been activated for the insurtech business during the last

quarter of the fiscal year where the Big Data division secured its first contract and recorded revenue.

Shanghai TengLian JiuJiu Information Communication

Technology Co., Ltd.

was incorporated on December 23, 2020 for the purpose of venturing into the mobile phone sales in China.

owned by JiuGe Technology.

On February 5, 2021, JiuGe Technology has disposed

of its 99% owned subsidiary, Suzhou BuGuNiao Digital Technology Co., Ltd which was established to venture into R&D projects.

FINGERMOTION, INC.

Three months ended May 31, 2022 and 2021

Notes to the Condensed Consolidated Financial Statements

Note 2 - Summary of Principal Accounting Policies

Principles of Consolidation and Presentation

The condensed consolidated financial statements have

been prepared in accordance with U.S.

generally accepted accounting principles (“U.S.

The consolidated financial statements include the financial statements of the Company, and its wholly-owned subsidiaries.

All intercompany accounts, transactions, and profits have been eliminated upon consolidation.

interest entity

to Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) Section 810, Consolidation

(ASC 810), the Company is required to include in its consolidated financial statements, the financial statements of its

variable interest entities (VIEs).

ASC 810 requires a VIE to be consolidated if that company is subject to a majority of

the risk of loss for the VIE or is entitled to receive a majority of the VIEs residual returns.

VIEs are those entities in which

a company, through contractual arrangements, bears the risk of, and enjoys the rewards normally associated with ownership of the entity,

and therefore the company is the primary beneficiary of the entity.

ASC 810, a reporting entity has a controlling financial interest in a VIE, and must consolidate that VIE, if the reporting entity has

both of the following characteristics:

(a) the power to direct the activities of the VIE that most significantly affect the VIEs

economic performance;

and (b) the obligation to absorb losses, or the right to receive benefits, that could potentially be significant

The reporting entitys determination of whether it has this power is not affected by the existence of kick-out rights

or participating rights, unless a single enterprise, including its related parties and de - facto agents, have the unilateral ability

to exercise those rights.

JiuGe Technologys actual stockholders do not hold any kick-out rights that affect the consolidation

determination.

Through the VIE agreements disclosed in Note 1, the Company is deemed the primary beneficiary of JiuGe Technology.

Accordingly, the results

of JiuGe Technology have been included in the accompanying consolidated financial statements.

JiuGe Technology has no assets that are

collateral for or restricted solely to settle their obligations.

The creditors of JiuGe Technology do not have recourse to the Companys

general credit.

FINGERMOTION,

months ended November 30, 2021 and 2020

to the Condensed Consolidated Financial Statements

2 – Summary of Principal Accounting Policies (Continued)

following assets and liabilities of the VIE and VIEs subsidiaries are included in the accompanying condensed consolidated financial

statements of the Company as of November 30, 2021 and February 28, 2021:

Schedule of Variable Interest Entities

and liabilities of the VIE

November 30, 2021

February 28, 2021

The condensed consolidated financial

statements include the financial statements of the Company, and its wholly-owned subsidiaries.

All intercompany accounts, transactions,

and profits have been eliminated upon consolidation.

Variable interest entity

Pursuant to Financial Accounting Standards Board (“FASB”)

Accounting Standards Codification (“ASC”) Section 810, “Consolidation” (“ASC 810”), the Company is

required to include in its consolidated financial statements, the financial statements of its variable interest entities (“VIEs”).

ASC 810 requires a VIE to be consolidated if that company is subject to a majority of the risk of loss for the VIE or is entitled to receive

a majority of the VIE’s residual returns.

VIEs are those entities in which a company, through contractual arrangements, bears the

risk of, and enjoys the rewards normally associated with ownership of the entity, and therefore the company is the primary beneficiary

of the entity.

Under ASC 810, a reporting entity has a controlling

financial interest in a VIE, and must consolidate that VIE, if the reporting entity has both of the following characteristics:

power to direct the activities of the VIE that most significantly affect the VIE’s economic performance;

and (b) the obligation

to absorb losses, or the right to receive benefits, that could potentially be significant to the VIE.

The reporting entity’s determination

of whether it has this power is not affected by the existence of kick-out rights or participating rights, unless a single enterprise,

including its related parties and de - facto agents, have the unilateral ability to exercise those rights.

JiuGe Technology’s actual

stockholders do not hold any kick-out rights that affect the consolidation determination.

Through the VIE agreements disclosed in Note 1, the

Company is deemed the primary beneficiary of JiuGe Technology.

Accordingly, the results of JiuGe Technology have been included in the

accompanying consolidated financial statements.

JiuGe Technology has no assets that are collateral for or restricted solely to settle

their obligations.

The creditors of JiuGe Technology do not have recourse to the Company’s general credit.

FINGERMOTION, INC.

Three months ended May 31, 2022 and 2021

Notes to the Condensed Consolidated Financial Statements

Note 2 - Summary of Principal Accounting Policies (Continued)

The following assets and liabilities of the VIE and

VIE’s subsidiaries are included in the accompanying condensed consolidated financial statements of the Company as of May 31, 2022

and February 28, 2022:

Assets and liabilities of the VIE

Schedule of variable interest entity

Current assets

3 unchanged sentences

Total liabilities

and liabilities of the VIEs Subsidiaries

November 30, 2021

February 28, 2021

Assets and liabilities of the VIE Subsidiary

Current assets

3 unchanged sentences

Total liabilities

FINGERMOTION,

months ended November 30, 2021 and 2020

to the Condensed Consolidated Financial Statements

2 – Summary of Principal Accounting Policies (Continued)

FINGERMOTION, INC.

Three months ended May 31, 2022 and 2021

Notes to the Condensed Consolidated Financial Statements

Note 2 - Summary of Principal Accounting Policies (Continued)

Result of VIE

For the nine months ended

November 30, 2021

For the nine months ended

November 30, 2020

For the Three Months Ended

Cost of revenue

( 1,149,147 )

Gross profit (loss)

1 unchanged sentence

General and administrative expenses

( 2,024,130 )

( 1,393,511 )

Marketing cost

Research & development

10 unchanged sentences

$ ( 461,788 )

Result of VIEs Subsidiaries

For the nine months ended

November 30, 2021

For the nine months ended

November 30, 2020

Operating Result of VIE Subsidiary

For the Three Months Ended

Cost of revenue

4 unchanged sentences

General and administrative expenses

Marketing cost

Research & development

6 unchanged sentences

Net profit (loss)

FINGERMOTION,

months ended November 30, 2021 and 2020

to the Condensed Consolidated Financial Statements

2 – Summary of Principal Accounting Policies (Continued)

preparation of the Companys financial statements in conformity with generally accepted accounting principles of the United States

of America 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.

Management makes its best estimate of the ultimate outcome for these items based on historical trends and other

information available when the financial statements are prepared.

FINGERMOTION, INC.

Three months ended May 31, 2022 and 2021

Notes to the Condensed Consolidated Financial Statements

Note 2 - Summary of Principal Accounting Policies (Continued)

Use of Estimates

The preparation of the Company’s financial statements

in conformity with generally accepted accounting principles of the United States of America 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.

Management makes its best estimate

of the ultimate outcome for these items based on historical trends and other information available when the financial statements are prepared.

Actual results could differ from those estimates.

Risks and Uncertainties

Company relies on cloud-based hosting through a global accredited hosting provider.

Certain Risks and Uncertainties

The Company relies on cloud-based hosting through

a global accredited hosting provider.

Management believes that alternate sources are available;

however, disruption or termination of this relationship could adversely affect our operating results in the near-term.

Intangible Assets

intangible assets are recorded at cost and are amortized over 3 - 10 years.

Similar to tangible property and equipment, the Company periodically

evaluates identifiable intangible assets for impairment whenever events or changes in circumstances indicate that the carrying amount

may not be recoverable.

of Long-Lived Assets

Company classifies its long-lived assets into:

however, disruption or termination of

this relationship could adversely affect our operating results in the near-term.

Identifiable Intangible Assets

Identifiable intangible assets are recorded at cost

and are amortized over 3 - 10 years.

Similar to tangible property and equipment, the Company periodically evaluates identifiable intangible

assets for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable.

Impairment of Long-Lived Assets

The Company classifies its long-lived assets into:

(i) computer and office equipment;

(ii) furniture and fixtures, (iii) leasehold improvements,

and (iv) finite – lived intangible assets.

assets held and used by the Company are reviewed for impairment whenever events or changes in circumstances indicate that the carrying

value of such assets may not be fully recoverable.

It is possible that these assets could become impaired as a result of technology,

economy or other industry changes.

If circumstances require a long-lived asset or asset group to be tested for possible impairment, the

Company first compares undiscounted cash flows expected to be generated by that asset or asset group to its carrying value.

If the carrying

value of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment is recognized to the

extent that the carrying value exceeds its fair value.

Fair value is determined through various valuation techniques, including discounted

cash flow models, relief from royalty income approach, quoted market values and third-party independent appraisals, as considered necessary.

Company makes various assumptions and estimates regarding estimated future cash flows and other factors in determining the fair values

of the respective assets.

The assumptions and estimates used to determine future values and remaining useful lives of long-lived assets

are complex and subjective.

They can be affected by various factors, including external factors such as industry and economic trends,

and internal factors such as the Companys business strategy and its forecasts for specific market expansion.

Receivable and Concentration of Risk

receivable, net is stated at the amount the Company expects to collect, or the net realizable value.

The Company provides a provision

for allowances that includes returns, allowances and doubtful accounts equal to the estimated uncollectible amounts.

The Company estimates

its provision for allowances based on historical collection experience and a review of the current status of trade accounts receivable.

It is reasonably possible that the Companys estimate of the provision for allowances will change.

FINGERMOTION,

months ended November 30, 2021 and 2020

to the Condensed Consolidated Financial Statements

2 – Summary of Principal Accounting Policies (Continued)

and finance lease right-of-use assets and lease liabilities are recognized at the commencement date based on the present value of the

future lease payments over the lease term.

When the rate implicit to the lease cannot be readily determined, the Company utilizes its

incremental borrowing rate in determining the present value of the future lease payments.

The incremental borrowing rate is derived from

information available at the lease commencement date and represents the rate of interest that the Company would have to pay to borrow

on a collateralized basis over a similar term and amount equal to the lease payments in a similar economic environment.

The right-of-use

asset includes any lease payments made and lease incentives received prior to the commencement date.

Operating lease right-of-use assets

also include any cumulative prepaid or accrued rent when the lease payments are uneven throughout the lease term.

The right-of-use assets

and lease liabilities may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise

and Cash Equivalents

and cash equivalents represent cash on hand, demand deposits, and other short-term highly liquid investments placed with banks, which

have original maturities of three months or less and are readily convertible to known amounts of cash.

and Equipment

and equipment are stated at cost.

Depreciation of property and equipment is provided using the straight-line method for financial reporting

purposes at rates based on the estimated useful lives of the assets.

Estimated useful lives range from three to seven years.

classified as held for sale when management has the ability and intent to sell, in accordance with ASC Topic 360-45.

(loss) earnings per share is based on the weighted average number of common shares outstanding during the period while the effects of

potential common shares outstanding during the period are included in diluted earnings per share.

Accounting Standard Codification Topic 260 (ASC 260), Earnings Per Share, requires that employee equity share

options, non-vested shares and similar equity instruments granted to employees be treated as potential common shares in computing diluted

(ii) furniture and fixtures, (iii) leasehold improvements, and (iv) finite – lived intangible

Long-lived assets held and used by the Company are

reviewed for impairment whenever events or changes in circumstances indicate that the carrying value of such assets may not be fully recoverable.

It is possible that these assets could become impaired as a result of technology, economy or other industry changes.

If circumstances

require a long-lived asset or asset group to be tested for possible impairment, the Company first compares undiscounted cash flows expected

to be generated by that asset or asset group to its carrying value.

If the carrying value of the long-lived asset or asset group is not

recoverable on an undiscounted cash flow basis, an impairment is recognized to the extent that the carrying value exceeds its fair value.

Fair value is determined through various valuation techniques, including discounted cash flow models, relief from royalty income approach,

quoted market values and third-party independent appraisals, as considered necessary.

The Company makes various assumptions and estimates

regarding estimated future cash flows and other factors in determining the fair values of the respective assets.

The assumptions and estimates

used to determine future values and remaining useful lives of long-lived assets are complex and subjective.

They can be affected by various

factors, including external factors such as industry and economic trends, and internal factors such as the Company’s business strategy

and its forecasts for specific market expansion.

Accounts Receivable and Concentration of Risk

Accounts receivable, net is stated at the amount the

Company expects to collect, or the net realizable value.

The Company provides a provision for allowances that includes returns, allowances

and doubtful accounts equal to the estimated uncollectible amounts.

The Company estimates its provision for allowances based on historical

collection experience and a review of the current status of trade accounts receivable.

It is reasonably possible that the Company’s

estimate of the provision for allowances will change.

FINGERMOTION, INC.

Three months ended May 31, 2022 and 2021

Notes to the Condensed Consolidated Financial Statements

Note 2 - Summary of Principal Accounting Policies

Operating and finance lease right-of-use assets and

lease liabilities are recognized at the commencement date based on the present value of the future lease payments over the lease term.

When the rate implicit to the lease cannot be readily determined, the Company utilizes its incremental borrowing rate in determining the

present value of the future lease payments.

The incremental borrowing rate is derived from information available at the lease commencement

date and represents the rate of interest that the Company would have to pay to borrow on a collateralized basis over a similar term and

amount equal to the lease payments in a similar economic environment.

The right-of-use asset includes any lease payments made and lease

incentives received prior to the commencement date.

Operating lease right-of-use assets also include any cumulative prepaid or accrued

rent when the lease payments are uneven throughout the lease term.

The right-of-use assets and lease liabilities may include options to

extend or terminate the lease when it is reasonably certain that the Company will exercise that option.

Cash and Cash Equivalents

Cash and cash equivalents represent cash on hand,

demand deposits, and other short-term highly liquid investments placed with banks, which have original maturities of three months or less

and are readily convertible to known amounts of cash.

Property and Equipment

Property and equipment are stated at cost.

Depreciation of property and equipment is provided using the straight-line method for financial reporting purposes at rates based on

the estimated useful lives of the assets.

Estimated useful lives range from three

Land is classified as held for sale when management has the ability and intent to sell, in accordance with ASC Topic

Earnings Per Share

Diluted earnings per share should be based on the actual number of options or shares granted and not yet forfeited,

unless doing so would be anti-dilutive.

The Company uses the treasury stock method for equity instruments granted in share-based

payment transactions provided in ASC 260 to determine diluted earnings per share.

Antidilutive securities represent potentially dilutive

securities which are excluded from the computation of diluted earnings or loss per share as their impact was antidilutive.

FINGERMOTION,

months ended November 30, 2021 and 2020

to the Condensed Consolidated Financial Statements

2 – Summary of Principal Accounting Policies (Continued)

Company adopted ASC 606, Revenue from Contracts with Customers (ASC 606) beginning on January 1, 2018 using the modified

retrospective approach.

ASC 606 establishes principles for reporting information about the nature, amount, timing and uncertainty of

revenue and cash flows arising from the entitys contracts to provide goods or services to customers.

The core principle requires

an entity to recognize revenue to depict the transfer of goods or services to customers in an amount that reflects the consideration

that it expects to be entitled to receive in exchange for those goods or services recognized as performance obligations are satisfied.

Company has assessed the impact of the guidance by reviewing its existing customer contracts and current accounting policies and practices

to identify differences that will result from applying the new requirements, including the evaluation of its performance obligations,

transaction price, customer payments, transfer of control and principal versus agent considerations.

Based on the assessment, the Company

concluded that there was no change to the timing and pattern of revenue recognition for its current revenue streams in scope of ASC 606

and therefore there was no material changes to the Companys consolidated financial statements upon adoption of ASC 606.

Company recognizes revenue from providing hosting and integration services and licensing the use of its technology platform to its customers.

The Company recognizes revenue when all of the following conditions are satisfied:

Basic (loss) earnings per share is based on the weighted

average number of common shares outstanding during the period while the effects of potential common shares outstanding during the period

are included in diluted earnings per share.

FASB Accounting Standard Codification Topic 260 (“ASC

260”), “Earnings Per Share,” requires that employee equity share options, non-vested shares and similar equity instruments

granted to employees be treated as potential common shares in computing diluted earnings per share.

Diluted earnings per share should

be based on the actual number of options or shares granted and not yet forfeited, unless doing so would be anti-dilutive.

uses the “treasury stock” method for equity instruments granted in share-based payment transactions provided in ASC 260 to

determine diluted earnings per share.

Antidilutive securities represent potentially dilutive securities which are excluded from the computation

of diluted earnings or loss per share as their impact was antidilutive.

FINGERMOTION, INC.

Three months ended May 31, 2022 and 2021

Notes to the Condensed Consolidated Financial Statements

Note 2 - Summary of Principal Accounting Policies (Continued)

Revenue Recognition

The Company adopted ASC 606, Revenue from Contracts

with Customers (“ASC 606”) beginning on January 1, 2018 using the modified retrospective approach.

ASC 606 establishes principles

for reporting information about the nature, amount, timing and uncertainty of revenue and cash flows arising from the entity’s contracts

to provide goods or services to customers.

The core principle requires an entity to recognize revenue to depict the transfer of goods

or services to customers in an amount that reflects the consideration that it expects to be entitled to receive in exchange for those

goods or services recognized as performance obligations are satisfied.

The Company has assessed the impact of the guidance

by reviewing its existing customer contracts and current accounting policies and practices to identify differences that will result from

applying the new requirements, including the evaluation of its performance obligations, transaction price, customer payments, transfer

of control and principal versus agent considerations.

Based on the assessment, the Company concluded that there was no change to the timing

and pattern of revenue recognition for its current revenue streams in scope of ASC 606 and therefore there was no material changes to

the Company’s consolidated financial statements upon adoption of ASC 606.

The Company recognizes revenue from providing hosting

and integration services and licensing the use of its technology platform to its customers.

The Company recognizes revenue when all of

the following conditions are satisfied:

(1) there is persuasive evidence of an arrangement;

(2) the service has been provided to the customer (for licensing, revenue is recognized when the Companys technology is used to

provide hosting and integration services);

(3) the amount of fees to be paid by the customer is fixed or determinable;

and (4) the collection

of fees is probable.

We account for our multi-element arrangements, such as instances where we design a custom website and separately

offer other services such as hosting, which are recognized over the period for when services are performed.

Company uses the asset and liability method of accounting for income taxes in accordance with Accounting Standards Codification (ASC)

740, Income Taxes (ASC 740).

(2) the service has been provided to the customer

(for licensing, revenue is recognized when the Company’s technology is used to provide hosting and integration services);

amount of fees to be paid by the customer is fixed or determinable;

and (4) the collection of fees is probable.

We account for our multi-element

arrangements, such as instances where we design a custom website and separately offer other services such as hosting, which are recognized

over the period for when services are performed.

The Company uses the asset and liability method of

accounting for income taxes in accordance with Accounting Standards Codification (“ASC”) 740, “Income Taxes” (“ASC

Under this method, income tax expense is recognized as the amount of:

payable or refundable for the current year and (ii) future tax consequences attributable to differences between financial statement carrying

amounts of existing assets and liabilities and their respective tax bases.

Deferred tax assets and liabilities are measured using enacted

tax rates expected to apply to taxable income in the years 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 the results of operations in the period that

includes the enactment date.

A valuation allowance is provided to reduce the deferred tax assets reported if based on the weight of available

evidence it is more likely than not that some portion or all of the deferred tax assets will not be realized.

Non-controlling

interests held 1% of the shares of two of our subsidiaries are recorded as a component of our equity, separate from the Companys

Purchase or sales of equity interests that do not result in a change of control are accounted for as equity transactions.

of operations attributable to the non-controlling interest are included in our consolidated results of operations and, upon loss of control,

the interest sold, as well as interest retained, if any, will be reported at fair value with any gain or loss recognized in earnings.

Issued Accounting Pronouncements

Company does not believe recently issued but not yet effective accounting standards, if currently adopted, would have a material effect

on the consolidated financial position, statements of operations and cash flows.

FINGERMOTION,

months ended November 30, 2021 and 2020

to the Condensed Consolidated Financial Statements

3 – Going Concern

accompanying condensed consolidated financial statements have been prepared assuming the Company will continue as a going concern, which

contemplates, among other things, the realization of assets and satisfaction of liabilities in the normal course of business.

had an accumulated deficit of $ 15,613,001 and $ 12,208,728 as at November 30, 2021 and February 28, 2021 respectively, and had a net loss

of $ 3,401,295 and $ 2,244,413 for the nine months ended November 30, 2021 and 2020, respectively.

Companys continuation as a going concern is dependent on its ability to obtain additional financing to fund operations, implement

its business model, and ultimately, attain profitable operations.

The Company will need to secure additional funds through various means,

including equity and debt financing or any similar financing.

There can be no assurance that the Company will be able to obtain additional

equity or debt financing, if and when needed, on terms acceptable to the Company, or at all.

Any additional equity or debt financing

may involve substantial dilution to the Companys stockholders, restrictive covenants or high interest costs.

The Companys

long-term liquidity also depends upon its ability to generate revenues and achieve profitability.

recorded $17,285,302 and $11,245,589 in revenue, respectively, for the nine months ended November 30, 2021 and 2020.

Schedule of Revenue

For the nine months ended

November 30, 2021

November 30, 2020

(i) taxes payable or refundable for the current year

and (ii) future tax consequences attributable to differences between financial statement carrying amounts of existing assets and liabilities

and their respective tax bases.

Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable

income in the years 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 the results of operations in the period that includes the enactment date.

A valuation allowance

is provided to reduce the deferred tax assets reported if based on the weight of available evidence it is more likely than not that some

portion or all of the deferred tax assets will not be realized.

Non-controlling interest

Non-controlling interests held 1% of the shares of

two of our subsidiaries are recorded as a component of our equity, separate from the Company’s equity.

Purchase or sales of equity

interests that do not result in a change of control are accounted for as equity transactions.

Results of operations attributable to the

non-controlling interest are included in our consolidated results of operations and, upon loss of control, the interest sold, as well

as interest retained, if any, will be reported at fair value with any gain or loss recognized in earnings.

Recently Issued Accounting Pronouncements

The Company does not believe recently issued but not

yet effective accounting standards, if currently adopted, would have a material effect on the consolidated financial position, statements

of operations and cash flows.

FINGERMOTION, INC.

Three months ended May 31, 2022 and 2021

Notes to the Condensed Consolidated Financial Statements

Note 3 - Going Concern

The accompanying condensed consolidated financial

statements have been prepared assuming the Company will continue as a going concern, which contemplates, among other things, the realization

of assets and satisfaction of liabilities in the normal course of business.

The Company had an accumulated deficit of $ 18,596,295 and

$ 17,152,172 as at May 31, 2022 and February 28, 2022 respectively, and had a net loss of $ 1,444,668 and $ 909,506 for the three months

ended May 31, 2022 and 2021, respectively.

The Company’s continuation as a going concern

is dependent on its ability to obtain additional financing to fund operations, implement its business model, and ultimately, attain profitable

The Company will need to secure additional funds through various means, including equity and debt financing or any similar

There can be no assurance that the Company will be able to obtain additional equity or debt financing, if and when needed,

on terms acceptable to the Company, or at all.

Any additional equity or debt financing may involve substantial dilution to the Company’s

stockholders, restrictive covenants or high interest costs.

The Company’s long-term liquidity also depends upon its ability to generate

revenues and achieve profitability.

Note 4 - Revenue

We recorded $4,855,123 and $5,996,489 in

revenue, respectively, for the three months ended May 31, 2022 and 2021.

For the three months ended

Telecommunication Products & Services

SMS & MMS Business

5 – Equipment

November 30, 2021 and February 28, 2021, the company has the following amounts related to tangible assets :

November 30, 2021

February 28, 2021

Note 5 – Equipment

At May 31, 2022 and February 28, 2022, the company

has the following amounts related to tangible assets:

Schedule of property, plant and equipment

accumulated depreciation

Net equipment

significant residual value is estimated for the equipment.

Depreciation expense for the nine months ended November 30, 2021 and 2020

totaled $ 10,618 and $ 7,524 , respectively.

FINGERMOTION,

months ended November 30, 2021 and 2020

to the Condensed Consolidated Financial Statements

6 – Intangible Assets

November 30, 2021 and February 28, 2021, the company has the following amounts related to intangible assets :

November 30, 2021

February 28, 2021

No significant residual value is estimated for the equipment.

expense for the three months ended May 31, 2022 and 2021 totaled $ 3,079 and $ 3,500 , respectively.

FINGERMOTION, INC.

Three months ended May 31, 2022 and 2021

Notes to the Condensed Consolidated Financial Statements

Note 6 – Intangible Assets

At May 31, 2022 and February 28, 2022, the company

has the following amounts related to intangible assets:

Schedule of intangible assets

Mobile applications

Gross Intangible Assets

accumulated amortization

1 unchanged sentence

Net intangible assets

significant residual value is estimated for these intangible assets.

Amortization expense for the nine months ended November 30, 2021

and 2020 totaled $32,926 and $45,827, respectively.

7 – Prepayment and Deposit

expenses consist of the deposit pledge to the vendor for stocks credits for resale.

Our current vendors are China Unicom and China Mobile

for our Telecommunication Products & Services business and our SMS & MMS business.

Deposits also includes payments placed into

the e-commerce platforms where we offer our products and services.

No significant residual value is estimated for these

intangible assets.

Amortization expense for the three months ended May 31, 2022 and 2021 totaled $ 11,093 and $ 10,921 , respectively.

Note 7 – Prepayment and Deposit

Prepaid expenses consist of the deposit pledge to

the vendor for stocks credits for resale.

Our current vendors are China Unicom and China Mobile for our Telecommunication Products &

Services business and our SMS & MMS business.

Deposits also includes payments placed into the e-commerce platforms where we offer

our products and services.

The platforms are PinDuoDuo, Tmall and JD.com.

of Prepayment and Deposit

November 30, 2021

February 28, 2021

Schedule of prepaid expense

Telecommunication Products & Services

4 unchanged sentences

Prepayment and deposit

November 30, 2021

February 28, 2021

SMS & MMS Business

5 unchanged sentences

FINGERMOTION, INC.

Nine months ended November 30, 2021 and 2020

Three months ended May 31, 2022 and 2021

Notes to the Condensed Consolidated Financial Statements

8 – Right-of-use Asset and Lease Liability

Company has entered into lease agreements with various third parties.

Note 8 – Right-of-use Asset and Lease Liability

The Company has entered into lease agreements with

various third parties.

The terms of operating leases are one to two years.

These operating

leases are included in Right-of-use Asset on the Companys Consolidated Balance Sheet and represent the Companys

right to use the underlying asset for the lease term.

The Companys obligation to make lease payments are included in Lease

liability on the Companys Consolidated Balance Sheet.

Additionally, the Company has entered into various short-term operating

leases with an initial term of twelve months or less.

These leases are not recorded on the Companys balance sheet.

All operating

lease expense is recognized on a straight-line basis over the lease term in the nine months ended November 30, 2021.

related to the Companys right-of-use assets and related lease liabilities were as follows:

November 30, 2021

February 28, 2021

These operating leases are included in “Right-of-use

Asset” on the Company’s Condensed Consolidated Balance Sheet and represent the Company’s right to use the underlying

asset for the lease term.

The Company’s obligation to make lease payments are included in “Lease liability” on the Company’s

Condensed Consolidated Balance Sheet.

Additionally, the Company has entered into various short-term operating leases with an initial term

of twelve months or less.

These leases are not recorded on the Company’s Condensed Consolidated Balance Sheet.

All operating lease

expense is recognized on a straight-line basis over the lease term in the three months ended May 31, 2022.

Information related to the Company’s right-of-use

assets and related lease liabilities were as follows:

Schedule of Operating Leases assets and liabilities

Right-of-use asset

4 unchanged sentences

Total lease liability

February 28, 2021

Remaining lease term and discount rate

1 unchanged sentence

Weighted-average discount rate

following table summarizes the future minimum lease payments due under the Companys operating leases as of November 30, 2021:

The following table summarizes the future minimum

lease payments due under the Company’s operating leases as of May 31, 2022:

Schedule of future minimum lease payments due

imputed interest

1 unchanged sentence

FINGERMOTION, INC.

Nine months ended November 30, 2021 and 2020

Three months ended May 31, 2022 and 2021

Notes to the Condensed Consolidated Financial Statements

9 – Loan Payable

following table summarizes loan principal due by the Company as of November 30, 2021:

November 30, 2021

February 28, 2021

Liew Yow Ming

From April 8, 2020 to April 7, 2022

Liew Yow Ming

From April 16, 2020 to April 15, 2022

Liew Yow Ming

From July 29, 2020 to July 28, 2021

Liew Yow Ming

From August 1, 2021 to January 31, 2022

Due to Related Parties

Due to Related Parties, Current

Current portion

Due to Related Parties, Non-Current

Non-current portion

Yow Ming is a non-controlling stockholder of the Company.

Loans from Mr.

Liew Yow Ming were fixed at rate of 20% per annum.

expenses incurred on loans payable for nine months ended November 30, 2021 and 2020 was $ 172,813 and $ 153,577 , respectively.

July 28, 2021, the Company has received a conversion notice from Liew Yow Ming for the conversion of the note to convert all US$ 545,000

for shares of common stock of the Company, which was converted on August 16, 2021 into 218,000 shares of our common stock at a price

of $2.50 per share.

July 29, 2021, the Company has received a conversion notice from Liew Yow Ming for the conversion of the note to convert all US$ 350,000

for shares of common stock of the Company, which was converted on August 16, 2021 into 700,000 shares of our common stock at a price

of $0.50 per share.

August 27, 2021, the Company has received a conversion notice from Liew Yow Ming for the conversion of the note to convert all US$ 750,000

for shares of common stock of the Company, which was converted on August 27, 2021 into 1,500,000 shares of our common stock at a price

of $0.50 per share.

August 27, 2021, the Company has received a conversion notice from Liew Yow Ming for the conversion of the note to convert all US$ 296,000

for shares of common stock of the Company, which was converted on August 17, 2021 into 59,200 shares of our common stock at a price of

$5.00 per share.

10 – Common Stock

Company issued 798,200 shares of common stock for the year ended February 29, 2020 for consideration of $1,699,799, including 200,000

shares of common stock to consultants.

Company issued 242,000 shares of common stock at a deemed price of $1.00 per share during the fiscal year ended February 29, 2020 pursuant

to the conversion of promissory notes in the aggregate amount of $220,000 plus interest of $22,000.

Company issued an aggregate of 44,000 shares of common stock at a deemed price of $2.50 per share during the fiscal year ended February

29, 2020 pursuant to the conversion of promissory notes in the aggregate amount of $100,000 plus interest of $4,000.

Company issued approximately 8,045,000 shares of common stock to consultants for the three months ended May 31, 2020 for consideration

7,645,000 of 8,045,000 shares of common stock at a deemed price of $0.20 per share to 24 individuals and two entities pursuant

to consulting agreements, management agreements and to employees.

150,000 shares of common stock at a deemed price of $0.40 per share

to three individuals pursuant to a financial advisory services agreement and 250,000 shares of common stock at a deemed price of $0.25

per share to one entity pursuant to a management consulting agreement.

July 22, 2020, the Company cancelled 150,000 shares of our common stock which issued to three individuals pursuant to a financial advisory

services agreement.

Note 9 - Convertible Note Payable

A Note Payable having a Face Value of $ 730,000 at

May 1, 2022 and accruing interest at 20 % is due on April 30, 2023 .

The note is convertible anytime from the date of issuance into $ 0.0001

par value Common Stock at $ 4.00 per share.

Note 10 - Common Stock

The Company issued 12,705,541 shares of common stock

for the year ended February 28, 2021 for consideration of $ 5,665,533 , including 8,858,207 shares of common stock to consultants.

The Company issued 500,000 shares of common stock

at a deemed price of $ 2.00 per share during the fiscal year ended February 28, 2021 pursuant to the conversion of promissory notes in

the aggregate amount of $ 1,000,000 .

The Company cancelled 150,000 shares of common stock

during the fiscal year ended February 28, 2021 pursuant to a financial advisory service agreement.

On March 29, 2021, the Company issued 10,000 shares

of our common stock at $2.00 per share to one individual pursuant to the exercise of warrants.

On April 14, 2021, the Company issued 5,000 shares

of our common stock at price of $2.00 per share to one individual pursuant to a consulting agreement.

On May 7, 2021, the Company issued (i) 70,000 shares

of our common stock at $2.00 per share to 2 individuals and one entity pursuant to the exercise of warrants, and (ii) 6,666 shares of

our common stock at $3.00 to one entity pursuant to the exercise of warrants.

On June 1, 2021, the Company issued 25,000 shares

of our common stock at a deemed price of $5.00 per shares to one individual pursuant to a consulting agreement.

On July 13, 2021, the Company issued (i) 568,900 shares

of our common stock at price of $5.00 per share to 17 individuals and 2 entities (ii) 45,000 shares of our common stock at $2.00 per share

to 2 individuals pursuant to the exercise of warrants, (iii) 60,000 shares of our common stock at $3.00 per share to one individual pursuant

to the exercise of warrants, (iv) 5,000 shares of our common stock at deemed price of $2.00 per share to one individual pursuant to a

consulting agreement, and (v) 25,000 shares of our common stock at a deemed price of $5.00 per share to one individual pursuant to a consulting

On August 16, 2021, the Company issued 218,000 shares

of common stock at $2.50 per share and 700,000 shares of common stock at $0.50 per share to one individual pursuant to the conversion

of promissory notes.

On August 27, 2021, the Company issued 1,500,000 shares

of common stock at $0.50 per share and 59,200 shares of common stock at $5.00 per share to one individual pursuant to the conversion of

promissory notes.

On October 28, 2021, the Company issued 5,000 shares

of our common stock at deemed price of $2.00 per share to one individual pursuant to a consulting agreement.

On November 5, 2021, the Company issued 276,000 shares

of our common stock at price of $5.00 per share to 4 individuals.

On December 7, 2021, the Company issued 30,000 shares

of our common stock at price of $3.00 per share to 2 individuals pursuant to the exercise of warrants.

FINGERMOTION, INC.

Nine months ended November 30, 2021 and 2020

Three months ended May 31, 2022 and 2021

Notes to the Condensed Consolidated Financial Statements

10 – Common Stock (Continued)

September 14, 2020, the Company issued 40,000 shares of our common stock to a consultant for consideration of $34,000 pursuant to settlement

and release agreement.

34,103 shares of our common stock were issued to a consultant for consideration of $33,251 pursuant to marketing

services agreement on September 25, 2020.

October 2, 2020, the Company issued 700,000 shares of our common stock for consideration of $350,000 to four individuals and one entity

pursuant to consulting agreements and management agreements.

October 19, 2020, the Company issued (i) 830,000 shares of our common stock at a price of $0.50 per share to five individuals, (ii) 100,000

shares of our common stock at a price of $1.00 per share to one individual, (iii) 438,500 shares of our common stock at a price of $1.00

per share to twelve individuals and three entities, whereby each unit is comprised of one share of our common stock and one common stock

purchase warrant with each warrant entitling the holder to purchase one additional share of common stock at an exercise price of $2.00

per share and having an expiry date of two years from the date of issuance, (iv) 265,000 shares of our common stock at a price of $1.50

per share to four individuals and (v) 50,000 shares of our common stock at a price of $1.50 per share to one individual, whereby each

unit is comprised of one share of our common stock and one common stock purchase warrant with each warrant entitling the holder to purchase

one additional share of common stock at an exercise price of $3.00 per share and having an expiry date of two years from the date of

January 13, 2021, the Company issued (i) 1,604,334 shares of our common stock at price of $1.50 per share to 28 individuals and 4 entities,

whereby each unit is comprised of one share of our common stock and one common stock purchase warrant with each warrant entitling the

holder to purchase one additional share of common stock at an exercise price of $3.00 per share and having an expiry date of two years

from the date of issuance, (ii) 534,500 shares of our common stock at a price of $2.00 per share to 15 individuals, (iii) 500,000 shares

of our common stock at price of $2.00 to one individual pursuant to the conversion of promissory note, (iv) 34,103 shares of our common

stock at a deemed price of $3.90 per share to one entity pursuant to a marketing services agreement, and (v) 5,000 shares of our common

stock at price of $2.00 per share to one individual pursuant to a consulting agreement.

January 21, 2021, the Company issued 25,000 shares of our common stock at $2.00 per share to one individual pursuant to the exercise

March 29, 2021, the Company issued 10,000 shares of our common stock at $2.00 per share to one individual pursuant to the exercise of

April 14, 2021, the Company issued 5,000 shares of our common stock at price of $2.00 per share to one individual pursuant to a consulting

May 7, 2021, the Company issued (i) 70,000 shares of our common stock at $2.00 per share to 2 individuals and one entity pursuant to

the exercise of warrants, and (ii) 6,666 shares of our common stock at $3.00 to one entity pursuant to the exercise of warrants.

June 1, 2021, the Company issued 25,000 shares of our common stock at a deemed price of $5.00 per shares to one individual pursuant to

a consulting agreement.

July 13, 2021, the Company issued (i) 568,900 shares of our common stock at price of $5.00 per share to 17 individuals and 2 entities

(ii) 45,000 shares of our common stock at $2.00 per share to 2 individuals pursuant to the exercise of warrants, (iii) 60,000 shares

of our common stock at $3.00 per share to one individual pursuant to the exercise of warrants, (iv) 5,000 shares of our common stock

at deemed price of $2.00 per share to one individual pursuant to a consulting agreement, and (v) 25,000 shares of our common stock at

a deemed price of $5.00 per share to one individual pursuant to a consulting agreement.

August 16, 2021, the Company issued 218,000 shares of common stock at $2.50 per share and 700,000 shares of common stock at $0.50 per

share to one individual pursuant to the conversion of promissory notes.

August 27, 2021, the Company issued 1,500,000 shares of common stock at $0.50 per share and 59,200 shares of common stock at $5.00 per

share to one individual pursuant to the conversion of promissory notes.

Note 10 - Common Stock (Continued)

On January 7, 2022, the Company issued 55,000 shares

of our common stock at deemed price of $5.00 per share to two entities pursuant to a consulting agreement.

On January 12, 2022, the company cancelled 15,000

shares of our common stock issued to 1 individual pursuant to a consulting agreement.

On February 4, 2022, the Company issued 5,000 shares

of our common stock at deemed price of $5.00 per share to one entity pursuant to a consulting agreement.

On February 7, 2022, the Company issued 70,000 shares

of our common stock at price of $5.00 per share to 4 individuals

On March 7, 2022 the Company issued 5,000 shares of

our common stock at deemed price of $5.00 per share to one entity pursuant to a consulting agreement.

On March 23, 2022, the Company issued 10,000 shares of our common stock

at a deemed price of $3.66 per share to one individual pursuant to a consulting agreement.

On March 23, 2022, the Company issued an aggregate of 25,000 shares of

our common stock at a deemed price of $2.85 per share to two individuals and one entity pursuant to consulting agreements.

On April 14, 2022, the Company issued 5,000 shares

of our common stock at a deemed price of $5.00 per share to one entity pursuant to a consulting agreement.

On April 28, 2022, the Company issued 50,000 shares

of our common stock at a deemed price of $2.61 per share to one entity pursuant to a consulting agreement.

On April 28, 2022, the Company issued 5,000 shares

of our common stock at a deemed price of $2.56 per share to one entity pursuant to a consulting agreement.

On April 28, 2022, the Company issued 20,000 shares

of our common stock at a deemed price of $2.51 per share to one individual pursuant to a consulting agreement.

On May 10, 2022, the Company issued 5,000 shares of

our common stock at a deemed price of $5.00 per share to one entity pursuant to a consulting agreement.

On May 10, 2022, the Company issued 5,000 shares of

our common stock at a deemed price of $3.66 per share to one individual pursuant to a consulting agreement.

On May 12, 2022, the Company issued 20,000 shares

of our common stock at a deemed price of $2.03 per share to one entity pursuant to a consulting agreement as amended.

FINGERMOTION, INC.

Nine months ended November 30, 2021 and 2020

Three months ended May 31, 2022 and 2021

Notes to the Condensed Consolidated Financial Statements

10 – Common Stock (Continued)

October 28, 2021, the Company issued 5,000 shares of our common stock at price of $2.00 per share to one individual pursuant to a consulting

November 5, 2021, the Company issued 276,000 shares of our common stock at price of $5.00 per share to 4 individuals.

the quarter ended November 30, 2021, the Company received $90,000 from exercise of warrants for the purchase of 30,000 shares of common

stock of the Company at a price of $3.00 per shares from 2 individuals, which securities have not been issued as of November 30, 2021.

In addition, during the quarter ended November 30, 2021, the Company received $300,000 from subscriptions for the purchase of 60,000

shares of common stock of the Company at a price of $5.00 per share from 3 individuals, which securities have not been issued as of November

11 – Earnings Per Share

following table sets forth the computation of basic and diluted earnings per common share :

For the nine months ended

November 30, 2021

November 30, 2020

Note 10 - Common Stock (Continued)

Share Purchase Warrants

A continuity schedule of

outstanding share purchase warrants as at May 31, 2022, and the changes during the periods, is as follows:

Schedule of outstanding share purchase warrants

Weighted Average

Exercise Price

Balance, February 28, 2020

Issued in Connection with October 2020 Offering

Issued in connection with January 2021 Offering

Balance, February 28, 2021

Balance, February 28, 2022

Balance, May 31, 2022

During Fiscal 2022 and Fiscal

2021, we received cash proceeds totaling $ 539,998 and $ 50,000 , respectively, from the exercise of share purchase warrants.

A summary of share purchase warrants outstanding

and exercisable as at May 31, 2022 is as follows:

Schedule of Summary of share purchase warrants outstanding and exercisable

Number of Warrants

Remaining Contractual

Exercise Price

Stock Options

December 28, 2021, we granted an aggregate of 4,545,500 stock options pursuant to our 2021 Stock Incentive Plan having an exercise

price of $8.00 per share and an expiry date of five years from the date of grant to 40 individuals who were directors, officers, employees

and consultants of the Company.

We relied upon the exemption from registration under the U.S.

Securities Act provided by Rule 903 of Regulation

S promulgated under the U.S.

Securities Act for the grant of stock options to the individuals who are non-U.S.

persons, and upon the exemption

from registration under Section 4(a)(2) of the U.S.

Securities Act for two individuals who are U.S.

The stock options are all

subject to vesting provisions of 20% on the date of grant and 20% on each of the first, second, third and fourth anniversary of the date

The fair value of these stock

options was estimated at the date of grant, using the Black-Scholes Option Valuation Model, with the following weighted average assumptions:

Schedule of valuation assumptions

Expected Risk Free Interest Rate

Expected Volatility

Expected Life in Years

Expected Dividend Yield

Weighted-Average Grant Date Fair Value

FINGERMOTION, INC.

Three months ended May 31, 2022 and 2021

Notes to the Condensed Consolidated Financial Statements

Note 10 - Common Stock (Continued)

A continuity schedule of

outstanding stock options as at May 31, 2022, and the changes during the three months periods, is as follows:

Schedule of stock option activity

Number of Stock Options

Exercise Price

Balance, February 28, 2022

Cancelled/Forfeited

Balance, May 31, 2022

The table below sets forth the number of issued

shares and cash received upon exercise of stock options:

Schedule of number of issued shares and cash received upon exercise of stock options

Number of Options Exercised on Forfeiture Basis

Number of Options Exercised on Cash Basis

Total Number of Options Exercised

Number of Shares Issued on Cash Exercise

Number of Shares Issued on Forfeiture Basis

Total Number of Shares Issued Upon Exercise of Options

Cash Received from Exercise of Stock Options

Total Intrinsic Value of Options Exercised

A continuity schedule of outstanding unvested

stock options at May 31, 2022, and the changes during the three months periods, is as follows:

Schedule of unvested restricted stock

Number of Unvested

Weighted Average

Grant Date Fair Value

Balance, February 28, 2021

Balance, February 28, 2022

Balance, May 31, 2022

FINGERMOTION, INC.

Three months ended May 31, 2022 and 2021

Notes to the Condensed Consolidated Financial Statements

Note 10 - Common Stock (Continued)

As at May 31, 2022, the aggregate

intrinsic value of all outstanding stock options granted was estimated at $ 0 as the current price is lower than the strike price.

A summary of stock options

outstanding and exercisable as at May 31, 2022 is as follows:

Schedule of Stock Options

Options Outstanding

Options Exercisable

Range of Exercise Prices

Outstanding at

Exercise Price

Weighted Average Remaining

Contractual Term

Exercisable at May 31, 2022

Exercise Price

Weighted Average Remaining

Contractual Term

$ 7.00 to $ 9.00

Note 11 - Earnings Per Share

The following table sets forth the computation of basic and diluted earnings

per common share:

Schedule of basic and diluted earnings per common share

For the three months ended

Numerator - basic and diluted

5 unchanged sentences

Loss per common share — diluted

12 – Income Taxes

Company and its subsidiaries file separate income tax returns.

United States of America

FingerMotion,

is incorporated in the State of Delaware in the U.S.

Note 12 - Income Taxes

The Company and its subsidiaries file separate income tax returns.

The United States of America

FingerMotion, Inc.

is incorporated in the State of

Delaware in the U.S.

and is subject to a U.S.

federal corporate income tax of 21 %.

The Company generated

a taxable loss for the nine months ended November 30, 2021 and 2020.

Motion Company Limited is incorporated in Hong Kong and Hong Kongs profits tax rate is 16.5 % .

Finger Motion Company Limited did

not earn any income that was derived in Hong Kong for the nine months ended November 30, 2021 and 2020.

Peoples Republic of China (PRC)

Management, JiuGe Technology, Beijing XunLian and Shanghai TengLian JiuJiu were incorporated in the Peoples Republic of China

and subject to PRC income tax at 25 % .

The Company generated a taxable loss for the three

months ended May 31, 2022 and 2021.

Finger Motion Company Limited is incorporated in Hong

Kong and Hong Kong’s profits tax rate is 16.5 %.

Finger Motion Company Limited did not earn any income that was derived in Hong Kong

for the three months ended May 31, 2022 and 2021.

FINGERMOTION, INC.

Nine months ended November 30, 2021 and 2020

Three months ended May 31, 2022 and 2021

Notes to the Condensed Consolidated Financial Statements

12 – Income Taxes (Continued)

tax mainly consists of foreign income tax at statutory rates and the effects of permanent and temporary differences.

The Companys

effective income tax rates for the nine months ended November 30, 2021 and 2020 are as follows:

For the nine months ended

November 30, 2021

November 30, 2020

Note 12 - Income Taxes (Continued)

The People’s Republic of China (PRC)

JiuGe Management, JiuGe Technology, Beijing XunLian

and Shanghai TengLian JiuJiu were incorporated in the People’s Republic of China and subject to PRC income tax at 25 %.

Income tax mainly consists of foreign income tax at

statutory rates and the effects of permanent and temporary differences.

The Company’s effective income tax rates for the three months

ended May 31, 2022 and 2021 are as follows:

Schedule of effective income tax rate reconciliation

For the three months ended

statutory tax rate

3 unchanged sentences

Effective tax rate

November 30, 2021 and February 28, 2021, the Company has a deferred tax asset of $851,068 and $1,095,494, resulting from certain net

operating losses in U.S., respectively.

The ultimate realization of deferred tax assets depends on the generation of future taxable income

during the periods in which those net operating losses are available.

The Company considers projected future taxable income and tax planning

strategies in making its assessment.

At present, the Company concludes that it is more-likely-than-not that the Company will be able

to realize all of its tax benefits in the near future and therefore a valuation allowance has been provided for the full value of the

deferred tax asset.

A valuation allowance will be maintained until sufficient positive evidence exists to support the reversal of any

portion or all of the valuation allowance.

At November 30, 2021 and February 28, 2021, the valuation allowance was $851,068 and $1,095,494,

respectively.

At May 31, 2022 and February 28, 2022, the Company

has a deferred tax asset of $ 361,031 and $ 1,235,861 , resulting from certain net operating losses in U.S., respectively.

The ultimate realization

of deferred tax assets depends on the generation of future taxable income during the periods in which those net operating losses are available.

The Company considers projected future taxable income and tax planning strategies in making its assessment.

At present, the Company concludes

that it is more-likely-than-not that the Company will be able to realize all of its tax benefits in the near future and therefore a valuation

allowance has been provided for the full value of the deferred tax asset.

A valuation allowance will be maintained until sufficient positive

evidence exists to support the reversal of any portion or all of the valuation allowance.

At May 31, 2022 and February 28, 2022, the valuation

allowance was $ 361,031 and $ 1,235,861 , respectively.

Schedule of deferred tax assets and liabilities

November 30, 2021

February 28, 2021

Deferred tax asset from operating losses carry-forwards

2 unchanged sentences

Deferred tax asset, net

13 – Disposal of a subsidiary

of Suzhou BuGuNiao

January 28, 2021, JiuGe Technology disposed its 99% owned subsidiary, Suzhou BuGuNiao Digital Technology Co., Ltd which was set up to

venture into R&D projects.

following table summarizes the gain on disposal for Suzhou BuGuNiao at the disposal date .

Consideration

Gain on Disposal

Note 13 - Commitments and Contingencies

Legal proceedings

The Company is not aware of any material outstanding

claim and litigation against them.

FINGERMOTION, INC.

Nine months ended November 30, 2021 and 2020

Three months ended May 31, 2022 and 2021

Notes to the Condensed Consolidated Financial Statements

14 – Related Parties Transaction

of related parties

with the Company

Liew Yow Ming

Non-controlling

Company had the following related party balances at November 30, 2021 and February 28, 2021:

amount due to related party is without interest and due on demand.

November 30, 2021

February 28, 2021

Loan payables

Liew Yow Ming

15 – Commitments and Contingencies

Company is not aware of any material outstanding claim and litigation against them.

16 – Subsequent Events

for the above and the following, the Company has determined that it does not have any other material subsequent events to disclose in

these unaudited condensed consolidated interim financial statements.

December 28, 2021, the Companys board of directors approved and granted in aggregate 4,545,500 stock options, of which 1,169,500

stock options were granted to certain directors and officers of the Company, having an exercise price of $8.00 per share and an expiry

date of five years from the date of grant.

The stock options have vesting provisions of 20% on the date of grant and 20% on each of the

first, second, third and fourth anniversary of the date of grant.

December 28, 2021, the Company shares of common stock were listed for trading on the Nasdaq Capital Market under the current trading

symbol of FNGR.

2 – MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

terms the Registrant, we, us, our, FingerMotion and the Company

mean FingerMotion, Inc.

or as the context requires, collectively with its consolidated subsidiaries and contractually controlled companies.

Note Regarding Forward-Looking Statements

following managements discussion and analysis of the Companys financial condition and results of operations (the MD&A)

contains forward-looking statements that involve risks, uncertainties and assumptions including, among others, statements regarding our

capital needs, business plans and expectations.

In evaluating these statements, you should consider various factors, including the risks,

uncertainties and assumptions set forth in reports and other documents we have filed with or furnished to the SEC and, including, without

limitation, this Quarterly Report on Form 10-Q for the nine months ended November 30, 2021, and our Annual Report on Form 10-K for the

fiscal year ended February 28, 2021, including the consolidated financial statements and related notes contained therein.

These factors,

or any one of them, may cause our actual results or actions in the future to differ materially from any forward-looking statement made

in this document.

Refer to Cautionary Note Regarding Forward-looking Statements as disclosed in our Annual Report on Form

10-K for the fiscal year ended February 28, 2021, and Item 1A, Risk Factors, under Part II - Other Information of this Quarterly Report.

MD&A is focused on material changes in our financial condition from February 28, 2021, our most recently completed year end, to November

30, 2021, and our results of operations for the three months and nine months ended November 30, 2021, and should be read in conjunction

with Item 7, Managements Discussion and Analysis of Financial Condition and Results of Operations as contained in our Annual Report

on Form 10-K for the fiscal year ended February 28, 2021.

Company was initially incorporated as Property Management Corporation of America on January 23, 2014 in the State of Delaware.

June 21, 2017, the Company amended its certificate of incorporation to effect a 1-for-4 reverse stock split of the Companys outstanding

common stock, to increase the authorized shares of common stock to 200,000,000 shares and to change the name of the Company from Property

Management Corporation of America to FingerMotion, Inc. (the Corporate Actions ).

The Corporate

Actions and the amended certificate of incorporation became effective on June 21, 2017.

principal executive offices are located at 1460 Broadway, New York, New York 10036, and our telephone number at that address is (347)

Exchange Agreement

July 13, 2017, the Company entered into that certain Share Exchange Agreement (the Share Exchange Agreement ) by

and among the Company, Finger Motion Company Limited, a Hong Kong corporation ( FMCL ) and certain shareholders of

FMCL (the FMCL Shareholders ).

FMCL, a Hong Kong corporation, was formed on April 6, 2016 and is an information technology

company that specializes in operating and publishing mobile games.

Pursuant to the Share Exchange Agreement, the Company agreed to exchange

the outstanding equity stock of FMCL held by the FMCL Shareholders for shares of common stock of the Company.

On the closing date of

the Share Exchange Agreement, the Company issued 12,000,000 shares of common stock to the FMCL shareholders.

In addition, the Company

issued 600,000 shares to consultants in connection with the transactions contemplated by the Share Exchange Agreement, and 2,562,500

additional shares to accredited investors, which was a concurrent financing but not a condition of closing the Share Exchange Agreement.

a result of the Share Exchange Agreement and the other transactions contemplated thereunder, FMCL became a wholly owned subsidiary of

The Company operates its video game division through FMCL.

However, in June 2018, the Company decided to pause the operation

of the game division as it saw the opportunity in the telecommunication business and have since refocused into this business.

description of the Share Exchange Agreement does not purport to be complete and is qualified in its entirety by reference to the terms

of the Share Exchange Agreement, which was filed as an exhibit to our Current Report on Form 8-K filed with the SEC on July 20, 2017

and incorporated by reference herein.

October 16, 2018, the Company, through its indirect wholly owned subsidiary, Shanghai JiuGe Business Management Co., Ltd.

Management ), entered into a series of agreements known as variable interest agreements (the VIE Agreements )

pursuant to which Shanghai JiuGe Information Technology Co., Ltd.

( JiuGe Technology ) became our contractually controlled

The use of VIE agreements is a common structure used to acquire PRC corporations, particularly in certain industries in which

foreign investment is restricted or forbidden by the PRC government.

The VIE Agreements include a Consulting Services Agreement, a Loan

Agreement, a Power of Attorney Agreement, a Call Option Agreement, and a Share Pledge Agreement in order to secure the connection and

commitments of the JiuGe Technology.

We operate our mobile payment platform business through JiuGe Technology.

VIE Agreements included:

consulting services agreement through which JiuGe Management is mainly engaged in data marketing, technical services, technical consulting

and business consultancy to JiuGe Technology (the JiuGe Technology Consulting Services Agreement );

loan agreement through which JiuGe Management grants a loan to the Legal Representative of JiuGe Technology for the purpose of capital

contribution (the JiuGe Technology Loan Agreement );

power of attorney agreement under which the owner of JiuGe Technology has vested their collective voting control over JiuGe Technology

to JiuGe Management and will only transfer their equity interests in JiuGe Technology to JiuGe Management or its designee(s) (the

JiuGe Technology Power of Attorney Agreement );

call option agreement under which the owner of JiuGe Technology has granted to JiuGe Management the irrevocable and unconditional

right and option to acquire all of their equity interests in JiuGe Technology or transfer these rights to a third party (the JiuGe

Technology Call Option Agreement );

share pledge agreement under which the owner of JiuGe Technology has pledged all of their rights, titles and interests in JiuGe Technology

to JiuGe Management to guarantee JiuGe Technologys performance of its obligations under the JiuGe Technology Consulting Services

Agreement (the JiuGe Technology Share Pledge Agreement ).

the first half of 2018, JiuGe Technology secured contracts with China Unicom and China Mobile to distribute mobile data for businesses

and corporations in 9 provinces/municipalities, namely Chengdu, Jiangxi, Jiangsu, Chongqing, Shanghai, Zhuhai, Zhejiang, Shaanxi and

Inner Mongolia.

September 2018, JiuGe Technology launched and commercialized mobile payment and recharge services to businesses for China Unicom.

JiuGe Technology mobile payment and recharge platform enables the seamless delivery of real-time payment and recharge services to third-party

channels and businesses.

We earn a negotiated rebate amount from each of China Unicom and China Mobile for all monies paid by consumers

to China Unicom and China Mobile that we process.

To encourage consumers to utilize our portal instead of using our competitors

platforms or paying China Unicom or China Mobile directly, we offer mobile data and talk time at a rate discounted from these companies

stated rates, which are also the rates we must pay to them to purchase the mobile data and talk time provided to consumers through the

use of our platform.

Accordingly, we earn income on the rebates we receive from the telecommunications companies, reduced by the amounts

by which we discount the mobile data and talk time sold through our platform.

October 2018, China Unicom and China Mobile awarded JiuGe Technology with contracts that established partnerships for data analysis,

that could unlock potential value-added services.

description of the VIE Agreements discussed above do not purport to be complete and are qualified in their entirety by reference to the

terms of the VIE Agreements, which were filed as exhibits to our Current Report on Form 8-K filed with the SEC on December 27, 2018 and

are incorporated by reference herein.

of Beijing Technology

March 7, 2019, the Company through JiuGe Technology acquired Beijing XunLian TianXia Technology Co., Ltd.

( Beijing Technology ),

a company in the business of providing mass SMS text services to businesses looking to communicate with large numbers of their customers

and prospective customers.

Through Beijing Technology, the Company entered into the business of mass SMS text message service as a compliment

to its mobile payment and recharge business.

The mass SMS text message service offers bulk SMS services to end consumers with competitive

Currently, the Companys SMS integrated platform is processing more than 150 million SMS text messages per month.

Technology retains a license from the Ministry of Industry and Information Technology to operate SMS and MMS business in the PRC.

to the mobile recharge business, Beijing Technology is required to make a deposit or bulk purchase in advance and has secured business

customers that will utilize Beijing Technologys SMS integrated platform to send bulk SMS text messages monthly.

Beijing Technology

has the capability to manage and track the entire process, including to assist the Companys clients to fulfill the government

guidelines, until the SMS messages have been delivered successfully.

Unicom Cooperation Agreement

July 7, 2019, JiuGe Technology entered into that certain Yunnan Unicom Electronic Sales Platform Construction and Operation Cooperation

Agreement (the Cooperation Agreement ) with China United Network Communications Limited Yunnan Branch ( China

Unicom Yunnan ).

Under the Cooperation Agreement, JiuGe Technology is responsible for constructing and operating China Unicom

Yunnans electronic sales platform through which consumers can purchase various goods and services from China Unicom Yunnan, including

mobile telephones, mobile telephone service, broadband data services, terminals, smart devices and related financial insurance.

The Cooperation Agreement provides that JiuGe Technology is required to construct and operate the platforms webpage in accordance

with China Unicom Yunnans specifications and policies, and applicable law, and bear all expenses in connection therewith.

As consideration

for the services it provides under the Cooperation Agreement, JiuGe Technology receives a percentage of the revenue received from all

sales it processes for China Unicom Yunnan on the platform.

Cooperation Agreement expires three years from the date of its signature, but it may be terminated by (i) JiuGe Technology upon three

months written notice or (ii) by China Unicom Yunnan unilaterally.

The Cooperation Agreement contains customary representations

from each party regarding such partys authority to enter into and perform under the Cooperation Agreement, and provides customary

events of default, including for various types of failure to perform.

Any disputes arising between the parties under the Cooperation

Agreement will be adjudicated in Chinese courts.

description of the Cooperation Agreement does not purport to be complete and is qualified in its entirety by reference to the terms of

the Cooperation Agreement, which was filed as an exhibit to our Current Report on Form 8-K filed with the SEC on August 9, 2019 and is

incorporated by reference herein.

Mobile Cooperation Agreement

December 2020, JiuGe Technology entered into a strategic cooperation agreement (the China Mobile Cooperation Agreement )

with China Mobiles subsidiary, China Mobile Financial Technology Co., Ltd.

( China Mobile Financial ) to explore

and create a new forward-leaning business model that combines the traditional loyalty point redemption business with an e-commerce platform

designed to create a higher evolution of brand loyalty.

the beginning of 2020, JiuGe Technology began actively seeking cooperation with China Mobile Financial, given China Mobiles years

of experience in the financial services industry.

Currently, of China Mobiles estimated 900 million subscribers, only an estimated

600 million currently participate and accumulate points within the loyalty reward program, often referred to as Points Mall,

meaning there is still plenty of room for growth.

These estimated 600 million subscribers have accumulated an aggregate of points worth

an estimated 20 billion yuan (approximately US$2.86 billion) (Source:

China Securities Journal, China Mobile will open points

ecological stock, customer points worth over 20 billion yuan, Yang Jie, November 15, 2019).

Points Mall business is the US equivalent of a loyalty rewards program.

The program uses points as a form

of currency that allows users to exchange them for products and services.

The loyalty program strives to keep its content fresh and is

on the lookout for partnerships with other unique brands to expand the universe of redemption products and services offered.

Intercorporate

Relationships

following is a list of all of our subsidiaries and the corresponding date of jurisdiction of incorporation or organization and the ownership

interest of each entity.

All of our subsidiaries are directly or indirectly owned or controlled by us:

of Incorporation /

Motion Company Limited (1)

Motion (CN) Global Limited (2)

Motion (CN) Limited (3)

JiuGe Business Management Co., Ltd.

JiuGe Information Technology Co., Ltd.

Contractually

controlled (5)

XunLian TianXia Technology Co., Ltd.

Contractually

Motion Financial Group Limited (7)

Motion Financial Company Limited (8)

TengLian JiuJiu Information Communication Technology Co., Ltd.

Contractually

Motion Company Limited is a wholly-owned subsidiary of FingerMotion, Inc.

Motion (CN) Global Limited is a wholly-owned subsidiary of FingerMotion, Inc.

Motion (CN) Limited is a wholly-owned subsidiary of Finger Motion (CN) Global Limited.

JiuGe Business Management Co., Ltd.

is a wholly-owned subsidiary of Finger Motion (CN) Limited.

JiuGe Information Technology Co., Ltd.

is a variable interest entity that is contractually controlled by Shanghai JiuGe Business

Management Co., Ltd.

XunLian TianXia Technology Co., Ltd.

is a 99% owned subsidiary of Shanghai JiuGe Information Technology Co., Ltd.

Motion Financial Group Limited is a wholly-owned subsidiary of FingerMotion, Inc.

Motion Financial Company Limited is a wholly-owned subsidiary of Finger Motion Financial Group Limited.

TengLian JiuJiu Information Communication Technology Co., Ltd.

is a 99% owned subsidiary of Shanghai JiuGe Information Technology

Company operates the following lines of business:

(i) telecommunications products and services;

(ii) SMS and MMS service;

communication services (RCS) platform;

(iv) big data insights;

and (v) a video game division (inactive).

Telecommunications

Products and Services

Companys current product mix consisting of payment and recharge services, data plans, subscription plans, mobile phones, loyalty

points redemption and other products bundles (i.e.

mobile protection plans).

Chinese mobile phone consumers often utilize third-party

e-marketing websites to pay their phone bills.

If the consumer connected directly to the telecommunications provider to pay his or her

bill, the consumer would miss out on any benefits or marketing discounts that e-marketers provide.

Thus, consumers log on to these e-marketers

websites, click into their respective phone providers store, and top up, or pay, their telecommunications provider

for additional mobile data and talk time.

connect to the respective mobile telecommunications providers, these e-marketers must utilize a portal licensed by the applicable telecommunication

company that processes the payment.

We have been granted one of these licenses by China United Network Communications Group Co., Ltd.

( China Unicom ) and China Mobile Communications Corporation ( China Mobile ), each of which is

a major telecommunications provider in China.

We principally earn revenue by providing mobile payment and recharge services to customers

of China Unicom and China Mobile.

conduct our mobile payment business through Shanghai JiuGe Technology Co., Ltd.

( JiuGe Techology ), our contractually

controlled affiliate through the entry into a series of agreements known as variable interest agreements (the VIE Agreements )

in October 2018.

In the first half of 2018, JiuGe Technology secured contracts with China Unicom and China Mobile to distribute mobile

data for businesses and corporations in nine provinces/municipalities, namely Chengdu, Jiangxi, Jiangsu, Chongqing, Shanghai, Zhuhai,

Zhejiang, Shaanxi, Inner Mongolia, Henan and Fujian.

In September 2018, JiuGe Technology launched and commercialized mobile payment and

recharge services to businesses for China Unicom.

In May 2021, JiuGe Technology signed a volume-based agreement with China Mobile Fujian

to offer recharge services to the Fujian province which we have launched and commercialized in November 2021.

JiuGe Technology mobile payment and recharge platform enables the seamless delivery of real-time payment and recharge services to third-party

channels and businesses.

We earn a rebate from each telecommunications company on the funds paid by consumers to the telecommunications

companies we process.

To encourage consumers to utilize our portal instead of using our competitors platforms or paying China

Unicom or China Mobile directly, we offer mobile data and talk time at a rate discounted from these companies stated rates, which

are also the rates we must pay to them to purchase the mobile data and talk time provided to consumers through the use of our platform.

Accordingly, we earn income on the rebates we receive from China Unicom and China Mobile, reduced by the amounts by which we discount

the mobile data and talk time sold through our platform.

started and commercialized its Business to Business ( B2B ) model by integrating with various e-commerce

platforms to provide its mobile payment and recharge services to subscribers or end consumers.

In the first quarter of 2019 FingerMotion

expanded its business by commercializing its first Business to Consumer ( B2C ) model, offering the

telecommunication providers products and services, including data plans, subscription plans, mobile phones, and loyalty points

redemption, directly to subscribers or customers of the e-commerce companies, such as PinDuoDuo ( PDD ), TMall ( TMALL )

and JD.Com ( JD ).

The Company is planning to further expand its universal exchange platform by setting up B2C stores

on several other major e-commerce platforms in China.

In addition to that, we have been assigned as one of Chinas Mobiles

loyalty redemption partner where we will be providing the services for their customers via our platform.

Additionally,

as previously disclosed, on July 7, 2019, JiuGe Technology, our contractually controlled affiliate, entered into that certain Yunnan

Unicom Electronic Sales Platform Construction and Operation Cooperation Agreement (the Cooperation Agreement ) with

China Unicoms Yunnan subsidiary.

Under the Cooperation Agreement, JiuGe Technology is responsible for constructing and operating

China Unicoms electronic sales platform through which consumers can purchase various goods and services from China Unicom, including

mobile telephones, mobile telephone service, broadband data services, terminals, smart devices and related financial insurance.

The Cooperation Agreement provides that JiuGe Technology is required to construct and operate the platforms webpage in accordance

with China Unicoms specifications and policies, and applicable law, and bear all expenses in connection therewith.

As consideration

for the service it provides under the Cooperation Agreement, JiuGe Technology receives a percentage of the revenue received from all

sales it processes for China Unicom on the platform.

The Cooperation Agreement expires three years from the date of its signature, but

it may be terminated by (i) JiuGe Technology upon three months written notice or (ii) by China Unicom unilaterally.

the recent fiscal year, the Company expanded its offering under their telecommunication product and services by increasing their product

line revenue streams.

In March 2020, FingerMotion secure a contract with both China Mobile and China Unicom to acquire new users to take

up the respective subscription plans.

On December 2, 2020, our contractually controlled subsidiary, Shanghai JiuGe Information Technology

Co., Ltd., and China Mobile Financial Technology Co., Ltd., a subsidiary of China Mobile, signed a strategic cooperation agreement to

explore and create a new forward-leaning business model that combines the traditional loyalty point redemption business with an e-commerce

platform designed to create a higher evolution of brand loyalty.

Recently, in February 2021, we increased the mobile phones sales to

end users using all of our platforms.

This business will continue to contribute to the overall revenue for the group as part of our offering

to our customers.

and MMS Services

March 7, 2019, the Company through JiuGe Technology acquired Beijing XunLian TianXia Technology Co., Ltd.

( Beijing Technology ),

a company in the business of providing mass SMS text services to businesses looking to communicate with large numbers of their customers

and prospective customers.

With this acquisition, the Company expanded into a second partnership with the telecom companies by acquiring

bulk Short Message Service (SMS ) and Multimedia Messaging Service ( MMS ) bundles at reduced

prices and offering bulk SMS services to end consumers with competitive pricing.

FingerMotions subsidiary, Beijing Technology,

retains a license from the Ministry of Industry and Information Technology (MIIT) to operate the SMS and MMS business

Similar to the mobile payment and recharge business, Beijing Technology is required to make a deposit or bulk purchase in

advance and has secured business customers, including premium car manufacturers, hotel chains, airlines and e-commerce companies, that

utilize Beijing Technologys SMS integrated platform to send bulk SMS text messages monthly.

Beijing Technology has the capability

to manage and track the entire process, including guiding the Companys customer to meet MIITs guidelines on messages composed,

until the SMS messages have been delivered successfully.

Communication Services

March 2020, the Company began development of an RCS platform, also known as MaaP (Messaging as a Platform).

This RCS platform will be

a proprietary business messaging platform that enables businesses and brands to communicate and service their customers on the 5G infrastructure,

delivering a better and more efficient user experience at a lower cost.

For example, with the new 5G RCS message service, consumers will

have the ability to list available flights by sending a message regarding a holiday and will also be able to book and buy flights by

sending messages.

This will allow telecommunication providers like China Unicom and China Mobile to retain users on their systems, without

having to utilize third party apps or log onto the internet, which will increase their user retention.

We expect this to open up a new

marketing channel for the Companys current and prospective business partners.

Data Insights

July 2020, the Company launched its proprietary technology platform Sapientus as its big data insights arm to deliver data-driven

solutions and insights for businesses within the insurance, healthcare, and financial services industries.

The Company applies its vast

experience in the insurance and financial services industry and capabilities in technology and data analytics to develop revolutionary

solutions targeted towards insurance and financial consumers.

Integrating diverse publicly available information, insurance and financial

based data with technology and finally registering them into the FingerMotion telecommunications and insurance ecosystem, the Company

would be able to provide functional insights and facilitate the transformation of key components of the insurance value chain, including

driving more effective and efficient underwriting, enabling fraud evaluation and management, empowering channel expansion and market

penetration through novel product innovation, and more.

The ultimate objective is to promote, enhance and deliver better value to our

partners and customers.

Companys proprietary risk assessment engine offers standard and customized scoring and appraisal services based on multi-dimensional

The Company has the ability to provide potential customers and partners with insights-driven and technology-enabled solutions

and applications including preferred risk selection, precision marketing, product customization, and claims management (e.g., fraud detection).

The Companys mission is to deliver the next generation of data-driven solutions in the financial services, healthcare, and insurance

industries that result in more accurate risk assessments, more efficient processes, and a more delightful user experience.

or around January 25, 2021, the Companys wholly owned subsidiary, Finger Motion Financial Company Limiteds, big data analytic

arm branded Sapientus, entered into a services agreement with Pacific Life Re, a global life reinsurer serving the insurance

industry with a comprehensive suite of products and services.

Video Game Division

video game industry covers multiple sectors and is currently experiencing a move away from physical games towards digital software.

in technology and streaming now allow users to download games rather than visiting retailers.

Video game publishers are expanding their

direct-to-consumer channels with mobile gaming, the current growth leader, and eSports and virtual reality gaining momentum as the next

June 2018, we temporarily paused its publishing and operating plans for existing games, and the Companys board of directors decided

to re-focus the companys resources into new business opportunities in China, particularly the mobile phone payment and data business.

of Operations

Months Ended November 30, 2021 Compared to Three Months Ended November 30, 2020

following table sets forth our results of operations for the periods indicated:

For the three months ended

November 30, 2021

November 30, 2020

Cost of revenue

$ (4,934,824 )

$ (4,261,058 )

Total operating expenses

$ (2,031,080 )

$ (1,301,974 )

Total other income (expenses)

Net Loss attributable to the Companys shareholders

$ (1,036,619 )

Foreign currency translation adjustment

Comprehensive loss attributable to the Company

Basic Loss Per Share attributable to the Company

Diluted Loss Per Share attributable to the Company

following table sets forth the Companys revenue from its three lines of business for the periods indicated:

For the three months ended

November 30, 2021

November 30, 2020

Telecommunication Products & Services

SMS & MMS Business

Total Revenue

recorded $5,901,899 in revenue for the three months ended November 30, 2021, an increase of $1,020,298 or 21%, compared to the three

months ended November 30, 2020.

This increase resulted from an increase in revenue of $2,799,158 from our Telecommunication Products

& Services, offset in part by a decrease of $1,778,860 from our SMS & MMS business.

We principally earn revenue by providing

mobile payment and recharge services to customers of telecommunications companies in China.

Specifically, we earn a negotiated rebate

amount from the telecommunications companies for all monies paid by consumers to those companies that we process.

As we continue to develop

our mobile recharge business, we expect that revenues will continue to grow especially on the new collaboration with China Mobile on

Fujian province.

Our SMS texting service saw a drop in the comparative quarter last year as we are redistributing our resources to expand

the Telecommunication Products & Services as opportunity arises.

This trend will continue to better manage our resources to enable

a healthier overall profit margin.

We also earned revenue during the most recently completed fiscal year from our new venture on subscription

plan acquisition and mobile phone sales.

The Company expects and hopes that these new product offerings will continue to provide additional

revenue for the Company in the future.

During the last quarter of the fiscal year, our Big Data division secured a contract with Pacific

Life Re, a global life reinsurance serving the insurance industry with comprehensive suite of products and services, to develop a holistic

multi-faceted risk rating concept, leveraging the Companys proprietary approach to analytics by drawing data from novel sources

and filtering them through advance algorithms with the ultimate goal to apply new insights generated from our FingerMotions predictive

model to the traditional insurance industry.

This division has since recorded revenue and we expect additional revenue from this division

in the future.

following table sets forth the Companys cost of revenue for the periods indicated:

For the three months ended

November 30, 2021

November 30, 2020

Telecommunication Products & Services

SMS & MMS Business

Total Cost of Revenue

recorded $4,934,824 in costs of revenue for the three months ended November 30, 2021, an increase of $673,766 or 16%, compared to the

three months ended November 30, 2020.

As previously mentioned, we principally earn revenue by providing mobile payment and recharge services

to customers of telecommunications companies, subscription plans and mobile phone sales in China.

To earn this revenue, we incur cost

of the product, certain customer acquisition costs, including discounts to our customers and promotional expenses, which is reflected

in our cost of revenue.

gross profit for the three months ended November 30, 2021 was $967,075, an increase of $346,532 or 56%, compared to the three months

ended November 30, 2020.

This increase in gross profit resulted from higher revenue for the period.

& Depreciation

recorded depreciation of $14,721 for fixed assets for the three months ended November 30, 2021, a decrease of $31,013 or 68%, compared

to the three months ended November 30, 2020.

This decrease resulted as a portion of our intangible assets have been fully amortized.

& Administrative Expenses

following table sets forth the Companys general and administrative expenses for the periods indicated:

For the three months ended

November 30, 2021

November 30, 2020

Entertainment

Salaries & Wages

Technical Fee

Total G&A Expenses

recorded $1,521,114 in general and administrative expenses for the three months ended November 30, 2021, an increase of $727,564 or 92%,

compared to the three months ended November 30, 2020.

The increased consulting and staff salaries are principally the result of the building

of our three lines of businesses.

following table sets forth the Companys marketing cost for the periods indicated:

For the three months ended

November 30, 2021

November 30, 2020

Marketing Cost

recorded $240,299 in marketing cost for the three months ended November 30, 2021 for our telecommunication products and services business.

Marketing costs represent the costs of promoting our product offerings through all our platforms including other digital marketing expenses.

& Development

following table sets forth the Companys research & development for the periods indicated:

For the three months ended

November 30, 2021

November 30, 2020

Research & Development

incurred fees of $158,055 in research & development for the three months ended November 30, 2021 as compared to $124,723 for the

three months ended November 30, 2020.

The increase of $33,332 or 27% was due to higher data access and usage fees charged by telecommunications

Insurtech division of FingerMotion focuses on consumer behavioral insights extraction for the purpose of risk assessment.

mined from a multitude of data sources, harmonized with the objectives of our various business partners.

The initial phase of business

application is to focus on insurance industry particularly in the area of underwriting risk rating, complementary claims adjudication

and assessment, and risk segmentation & market penetration.

division comprises of experienced actuaries, data scientists and computer programmers.

expenses for research & development include associated wages and salaries, data access fees and IT infrastructure.

1 st stage of prototyping on Phase 1 - analytical framework and business applications have been completed and target to commercialize

by the middle of calendar 2022.

Compensation Expenses

following table sets forth the Companys share compensation expenses for the periods indicated:

For the three months ended

November 30, 2021

November 30, 2020

Share compensation expenses

incurred fees of $96,891 in share issuance for consultants in consideration of the services which have been provided to the company for

the three months ended November 30, 2021, a decrease of $104,116 or 52% as compared to $201,007 for the three months ended November 30,

The decrease was due to some of the expired advisory and consultation services.

recorded $2,031,080 in operating expenses for the three months ended November 30, 2021, as compared to $1,301,974 in operating expenses

for the three months ended November 30, 2020.

The increase of $729,106 or 56% for the three months ended November 30, 2021 is as set

Loss attributable to the Companys shareholders

net loss attributable to the Companys shareholders was $1,036,619 for the three months ended November 30, 2021 and $708,153 for

the three months ended November 30, 2020.

The increase in net loss attributable to the Companys shareholders of $328,466 or 46%

resulted primarily from the increase in total operating expenses as discussed above.

Months Ended November 30, 2021 Compared to Nine Months Ended November 30, 2020

following table sets forth our results of operations for the periods indicated:

For the nine months ended

November 30, 2021

November 30, 2020

Cost of revenue

$ (15,001,674 )

$ (10,072,216 )

Total operating expenses

$ (5,591,170 )

$ (3,324,717 )

Total other income (expenses)

Net Loss attributable to the Companys shareholders

$ (3,404,273 )

$ (2,247,253 )

Foreign currency translation adjustment

Comprehensive loss attributable to the Company

$ (3,345,830 )

$ (2,141,218 )

Basic Loss Per Share attributable to the Company

Diluted Loss Per Share attributable to the Company

following table sets forth the Companys revenue from its three lines of business for the periods indicated:

For the nine months ended

November 30, 2021

November 30 2020

Telecommunication Products & Services

SMS & MMS Business

Total Revenue

recorded $17,285,302 in revenue for the nine months ended November 30, 2021, an increase of $6,039,713 or 54%, compared to the nine months

ended November 30, 2020.

This increase resulted from an increase in revenue of $5,146,647, $761,648 and $131,418 from our Telecommunication

Products & Services, SMS & MMS business and Big Data business, respectively.

We principally earn revenue by providing mobile

payment and recharge services to customers of telecommunications companies in China.

Specifically, we earn a negotiated rebate amount

from the telecommunications companies for all monies paid by consumers to those companies that we process.

As we continue to develop

our mobile recharge business, we expect that revenues will continue to grow.

Our SMS texting service has experienced a small growth only

compared to last year.

We are redistributing our resources to our other products when the opportunity arises to secure a better overall

gross margin mix for the Company.

We also earned revenue during the most recently completed fiscal year from our new venture on subscription

plan acquisition and mobile phone sales.

The Company expects and hopes that these new product offerings will continue to provide additional

revenue for the Company in the future.

During the last quarter of the fiscal year, our Big Data division secured a contract with Pacific

Life Re, a global life reinsurance serving the insurance industry with comprehensive suite of products and services, to develop a holistic

multi-faceted risk rating concept, leveraging the Companys proprietary approach to analytics by drawing data from novel sources

and filtering them through advance algorithms with the ultimate goal to apply new insights generated from our FingerMotions predictive

model to the traditional insurance industry.

This division has since recorded revenue and we expect additional revenue from this division

in the future.

following table sets forth the Companys cost of revenue for the periods indicated:

For the nine months ended

November 30, 2021

November 30, 2020

Telecommunication Products & Services

SMS & MMS Business

Total Cost of Revenue

recorded $15,001,674 in costs of revenue for the nine months ended November 30, 2021, an increase of $4,929,458 or 49%, compared to the

nine months ended November 30, 2020.

As previously mentioned, we principally earn revenue by providing mobile payment and recharge services

to customers of telecommunications companies, subscription plans and mobile phone sales in China.

To earn this revenue, we incur cost

of the product, certain customer acquisition costs, including discounts to our customers and promotional expenses, which is reflected

in our cost of revenue.

gross profit for the nine months ended November 30, 2021 was $2,283,628, an increase of $1,110,255 or 95%, compared to the nine months

ended November 30, 2020.

This increase in gross profit resulted from higher revenue for the period.

& Depreciation

recorded depreciation of $43,544 for fixed assets for the nine months ended November 30, 2021, a decrease of $9,807 or 18%, compared

to the nine months ended November 30, 2020.

The decrease was due to some fully depreciated assets.

& Administrative Expenses

following table sets forth the Companys general and administrative expenses for the periods indicated:

For the nine months ended

November 30, 2021

November 30, 2020

Entertainment

Salaries & Wages

Technical Fee

Total G&A Expenses

recorded $4,145,775 in general and administrative expenses for the nine months ended November 30, 2021, an increase of $1,767,209 or

74%, compared to the nine months ended November 30, 2020.

The increased consulting and staff salaries are principally the result of the

building of our three lines of businesses.

following table sets forth the Companys marketing cost for the periods indicated:

For the nine months ended

November 30, 2021

November 30, 2020

Marketing Cost

recorded $384,381 in marketing cost for the nine months ended November 30, 2021 for our telecommunication products and services business.

Marketing costs represent the costs of promoting our product offerings through all our platforms including other digital marketing expenses.

& Development

following table sets forth the Companys research & development for the periods indicated:

For the nine months ended

November 30, 2021

November 30, 2020

Research & Development

incurred fees of $438,033 in research & development for the nine months ended November 30, 2021 as compared to $351,867 for the nine

months ended November 30, 2020.

The increase of $86,166 or 24% was due to higher data access and usage fees charged by telecommunications

Insurtech division of FingerMotion focuses on consumer behavioral insights extraction for the purpose of risk assessment.

mined from a multitude of data sources, harmonized with the objectives of our various business partners.

The initial phase of business

application is to focus on insurance industry particularly in the area of underwriting risk rating, complementary claims adjudication

and assessment, and risk segmentation & market penetration.

division comprises of experienced actuaries, data scientists and computer programmers.

expenses for research & development include associated wages and salaries, data access fees and IT infrastructure.

1 st stage of prototyping on Phase 1 - analytical framework and business applications have been completed and target to commercialize

by the middle of calendar 2022.

Compensation Expenses

following table sets forth the Companys share compensation expenses for the periods indicated:

For the nine months ended

November 30, 2021

November 30, 2020

Share compensation expenses

incurred fees of $579,437 in share issuance for consultants in consideration of the services which have been provided to the company

for the nine months ended November 30, 2021 as compared to $272,717 for the nine months ended November 30, 2020.

The increase of $306,720

or 112% was due to more consultants being compensated with shares of the Company.

recorded $5,591,170 in operating expenses for the nine months ended November 30, 2021, as compared to $3,324,717 in operating expenses

for the nine months ended November 30, 2020.

The increase of $2,266,453 or 68%, for the nine months ended November 30, 2021 is as set

Loss attributable to the Companys shareholders

net loss attributable to the Companys shareholders was $3,404,273 for the nine months ended November 30, 2021 and $2,247,253 for

the nine months ended November 30, 2020.

The increase in net loss attributable to the Companys shareholders of $1,157,020 or 51%

resulted primarily from the increase in total operating expenses as discussed above.

and Capital Resources

following table sets out our cash and working capital as of November 30, 2021 and February 28, 2021:

As at November 30, 2021

As at February 28, 2021

Cash reserves

Working capital (deficiency)

November 30, 2021, we had cash and cash equivalents of $1,116,448 as compared to cash and cash equivalents of $850,717 at February 28,

In order for us to continue to operate our mobile payment business, we must deposit funds with our telecommunication companies

from time to time in order to obtain access to the mobile data and talk-time we make available to consumers on our portal.

the amount of cash we have on hand fluctuates significantly from period to period.

The Company otherwise does not have any planned capital

expenditures and has historically funded its operations from revenues and sales of securities, including convertible debt securities.

We believe that our cash on hand, cash equivalents and short-term investments, along with our revenues from operations, will fund our

projected operating requirements, fund our current operations and repay our outstanding indebtedness, in each case, for at least the

next 12 months.

However, to grow our business substantially, we will need to increase the amount of funds we have deposited with the

telecommunications companies for which we process mobile recharge payments.

Accordingly, we expect to seek additional capital through

public or private sales of our equity or debt securities, or both.

We might also enter into financing arrangements with commercial banks

or non-traditional lenders.

We cannot provide investors with any assurance that we will be able to raise additional funding from the

sale of our equity or debt securities, or both, in order to increase our deposits with our telecommunications company clients, or if

available, that such funding will be on terms acceptable to us.

did, however, raise $4,674,498 through the sale of shares of our common stock in private placement transactions exempt from the registration

requirements of the United States Securities Act of 1933, as amended, during the nine months ended November 30, 2021.

following table provides a summary of cash flows for the periods presented:

For the nine months ended

November 30, 2021

November 30, 2020

Net cash used in operating activities

$ (5,122,691 )

$ (4,133,370 )

Net cash used in investing activities

Net cash provided by financing activities

Effect of exchange rates on cash & cash equivalents

Net increase (decrease) in cash and cash equivalents

Flow used in Operating Activities

cash used in operating activities increased by $989,321 in the nine months ended November 30, 2021 compared to the nine months ended

November 30, 2020, primarily due to an increase in prepayment and deposit of ($2,798,735) (November 30, 2020:

$814,310), increase in

other receivable of ($646,529) (November 30, 2020:

($1,278,777)), increase in inventories of ($14,508) (November 30, 2020:

decrease in accounts payable of ($798,171) (November 30, 2020:

$386,507), decrease in lease liability of ($3,191) (November 30, 2020:

offset by a decrease in account receivable of $760,120 (November 30, 2020:

($1,382,141)), and an increase in accrual and

other payable of $1,156,637 (November 30, 2020:

Flow used in Investing Activities

the nine months period ended November 30, 2021, investing activities decreased by $306,853 compared to nine months period ended November

Flow provided by Financing Activities

the nine months period ended November 30, 2021, financing activities increased by $137,986 compared to the nine months period ended November

30, 2020, which was primarily due to the proceeds from issuance of shares of our common stock.

Sheet Arrangements

are no 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

is material to investors.

December 28, 2021, the Companys board of directors approved and granted in aggregate 4,545,500 stock options, of which 1,169,500

stock options were granted to certain directors and officers of the Company, having an exercise price of $8.00 per share and an expiry

date of five years from the date of grant.

The stock options have vesting provisions of 20% on the date of grant and 20% on each of the

first, second, third and fourth anniversary of the date of grant.

December 28, 2021, the Company shares of common stock were listed for trading on the Nasdaq Capital Market under the current trading

symbol of FNGR.

January 7, 2022, the Company issued an aggregate of 55,000 shares of our common stock to two entities pursuant to consulting agreements.

Accounting Policies

a complete summary of all of our significant accounting policies refer to Note 2:

Summary of Principal Accounting Policies of the Notes

to the Condensed Consolidated Financial Statements as presented under Item 8, Financial Statements and Supplementary Data in our Annual

Report on Form 10-K for our fiscal year ended February 28, 2021.

to Critical Accounting Policies under Item 7, Managements Discussion and Analysis of Financial Condition and Results

of Operations in our Annual Report on Form 10-K for our fiscal year ended February 28, 2021.

Issued Accounting Pronouncements

Company does not believe recently issued but not yet effective accounting standards, if currently adopted, would have a material effect

on the consolidated financial position, statements of operations and cash flows.

3 – QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

a smaller reporting company as defined in Rule 12b-2 under the United States Securities Exchange Act of 1934, as amended (the Exchange

Act ), the Company is not required to provide the information required by this item.

Note 14 - Subsequent Events

On July 5, 2022, the Company issued 5,000 shares of

our common stock at a deemed price of $ 5.00 per share to one entity pursuant to a consulting agreement.

On July 5, 2022, the Company issued 25,000 shares

of our common stock at a deemed price of $ 2.70 per share to two individuals and one entity pursuant to consulting agreements.

Except for the above, the Company has determined that

it does not have any material subsequent events to disclose in these consolidated financial statements.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements