Table of Contents
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q
Mark One
☒ QUARTERLY REPORT PURSUANT TO SECTION 13
OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended July 31, 2023
☐ TRANSITION REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ______ to _______
Commission File No. 333-263739
RAPID LINE INC.
(Exact name of registrant as specified in its charter)
Wyoming
(State or Other Jurisdiction of
Incorporation or Organization)
8200
(Primary Standard Industrial
Classification Number)
EIN 98-1646802
(IRS Employer
Identification Number)
RAPID LINE INC.
Gieldowa 4A , Warsaw 01-211 , Poland
Telephone: +48 - 222-196622
Email: info@kid-win.com
(Address and telephone number of principal executive
offices)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
N/A
NONE
N/A
Indicate by checkmark whether the issuer: (1)
has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period
that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically
every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the
preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐
Indicate by check mark whether the registrant is a large accelerated
filer, an accelerated filer, a non-accelerated filer, smaller reporting Company, or an emerging growth Company. See the definitions of
“large accelerated filer,” “accelerated filer”, “smaller reporting Company”, and “emerging growth
Company” in Rule 12b-2 of the Exchange:
Large accelerated filer
☐
Accelerated filer
☐
Non-accelerated filer
☒
Smaller reporting Company
☒
Emerging growth Company
☒
If an emerging growth Company, indicate by check
mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange Act. ☒
Indicate by checkmark whether the registrant is a shell Company (as
defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
Applicable Only to Corporate Registrants
Indicate the number of shares outstanding of each of the issuer’s
classes of common stock, as of the practicable date:
At July 31, 2023, the number of shares of the Registrant’s common
stock outstanding was 3,632,750 .
TABLE OF CONTENTS
PART I.
FINANCIAL INFORMATION
Item 1.
Financial Statements (Unaudited)
3
Balance Sheets
3
Statement of Operations
4
Statement of Stockholders’ Equity
5
Statement of Cash Flows
6
Notes to the Financial Statements
7
Item 2.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
11
Item 3.
Quantitative and Qualitative Disclosures About Market Risk
13
Item 4.
Controls and Procedures
13
PART II.
OTHER INFORMATION
Item 1.
Legal Proceedings
14
Item 2.
Unregistered Sales of Equity Securities and Use of Proceeds
14
Item 3.
Defaults Upon Senior Securities
14
Item 4.
Mine safety disclosures
14
Item 5.
Other Information
14
Item 6.
Exhibits
14
Signatures
15
2
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements (Unaudited)
RAPID LINE INC.
BALANCE SHEETS
July 31, 2023
(Unaudited)
January 31,
2023
(Audited)
ASSETS
Current Assets
Bank Account
$ 668
$ 23,069
Prepaid Expenses
524
1,687
Total Current Assets
1,192
24,756
Non- Current Intangible Assets
Mobile Application and Website Development
41,000
41,000
Accumulated Depreciation
( 12,646 )
( 8,548 )
Total Non-Current Intangible Assets
28,354
32,452
Total Assets
$ 29,546
$ 57,208
LIABILITIES
Current Liabilities
Interest Payable
$ 6,330
$ 4,280
Total Current Liabilities
6,330
4,280
Long term Liabilities
Director Loan
17,244
13,244
Promissory Note
41,000
41,000
Total Long term Liabilities
58,244
54,244
Total Liabilities
64,574
58,524
Stockholders’ Equity
Common stock, $ 0.0001
par value, 75,000,000
shares authorized; 3,632,750
and 3,567,750 shares issued and outstanding July 31, 2023 and January 31, 2023 respectively;
364
357
Additional paid-in-capital
22,542
21,248
Accumulated deficit
( 57,933 )
( 22,921 )
Total Stockholders’ Equity
( 35,028 )
( 1,316 )
Total Liabilities and Stockholders’ Equity
$ 29,546
$ 57,208
The accompanying notes are an integral part of
these financial statements.
3
RAPID LINE INC.
STATEMENT OF OPERATIONS (Unaudited)
Three
Months
Ended
July 31, 2023
Three
Months
Ended
July 31, 2022
Six
Months
Ended
July 31, 2023
Six
Months
Ended
July 31, 2022
REVENUES
$ –
$ –
$ –
$ –
OPERATING EXPENSES
General and Administrative Expenses
25,847
6,407
35,012
17,354
TOTAL OPERATING EXPENSES
25,847
6,407
35,012
17,354
NET INCOME (LOSS) FROM OPERATIONS
( 25,847 )
( 6,407 )
( 35,012 )
( 17,354 )
PROVISION FOR INCOME TAXES
–
–
–
–
NET INCOME (LOSS)
$ ( 25,847 )
$ ( 6,407 )
$ ( 35,012 )
$ ( 17,354 )
NET LOSS PER SHARE: BASIC AND DILUTED
$ ( 0.00 )
$ ( 0.00 )
$ ( 0.00 )
$ ( 0.00 )
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING: BASIC AND DILUTED
3,632,750
2,500,000
3,600,137
2,500,000
The accompanying notes are an integral part of
these financial statements.
4
RAPID LINE INC.
STATEMENT OF STOCKHOLDERS’ EQUITY (Unaudited)
Common
Stock
Additional
Paid-in
Deficit
Accumulated
during the
Development
Total
Stockholders’
Shares
Amount
Capital
Stage
Equity
Inception, January 10, 2022
–
$ –
$ –
$ –
$ –
Shares issued for cash at $0.0001 per share
on January 10, 2022
2,500,000
250
–
–
250
Net loss for the year ended January 31, 2022
–
–
–
( 732 )
( 732 )
Balance, January 31, 2022
2,500,000
$ 250
$ –
$ ( 732 )
$ ( 481 )
Net loss for the period ending April 30, 2022
–
$ –
$ –
$ ( 10,947 )
$ ( 10,947 )
Balance, April 30, 2022
2,500,000
$ 250
$ –
$ ( 11,678 )
$ ( 11,428 )
Shares issued for cash at $0.02 per share in July, 2022
167,500
167
3,333
–
3,350
Net loss for the period ending July 31, 2022
–
$ –
$ –
$ ( 6,407 )
$ ( 6,407 )
Balance, July 31, 2022
2,667,500
$ 267
$ 3,333
$ ( 18,085 )
$ ( 14,485 )
Shares issued for cash at $0.02 per share in October,
2022
625,250
625
15,776
–
12,505
Net loss for the period ending October 31, 2022
–
$ –
$ –
$ ( 5,575 )
$ ( 5,575 )
Balance, October 31, 2022
3,292,750
$ 329
15,776
( 23,659 )
( 7,554 )
Shares issued for cash at $0.02 per share in January,
2023
275,000
28
21,248
–
21,276
Net loss for the period ending January 31, 2023
–
$ –
$ –
$ ( 22,190 )
$ ( 22,190 )
Balance, January 31, 2023
3,567,750
$ 357
21,248
( 22,921 )
( 1,316 )
Shares issued for cash at $0.02 per share in April
30, 2023
65,000
7
22,542
–
22,549
Net loss for the period ending April 30, 2023
–
$ –
$ –
$ ( 9,165 )
$ ( 9,165 )
Balance, April 30, 2023
3,632,750
$ 364
$ 22,542
$ ( 32,087 )
$ ( 9,182 )
Net loss for the period ending July 31, 2023
–
$ –
$ –
$ ( 25,847 )
$ ( 25,847 )
Balance, July 31, 2023
3,632,750
$ 364
$ 22,542
$ ( 57,933 )
$ ( 35,028 )
The accompanying notes are an integral part of
these financial statements.
5
RAPID LINE INC.
STATEMENT OF CASH FLOWS (Unaudited)
Six Months
Ended
July 31, 2023
Six Months
Ended
July 31, 2022
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss)
$ ( 35,012 )
$ ( 17,354 )
Adjustment to reconcile net income (loss) to cash provided by operating activities
Accumulated amortization
4,098
4,098
Increase/Decrease related to
Prepaid Expenses
1,163
( 2,158 )
CASH FLOWS USED IN OPERATING ACTIVITIES
( 29,751 )
( 15,414 )
CASH FLOWS FROM FINANCING ACTIVITIES
Related Party Loans
4,000
13,244
Interest payable
2,050
2,050
Capital Stock
1,300
3,350
CASH FLOWS PROVIDED BY FINANCING ACTIVITIES
7,350
18,644
Net increase in cash and equivalents
( 22,401 )
3,230
Cash and equivalents at beginning of the period
23,069
51
Cash and equivalents at end of the period
$ 668
$ 3,281
Supplemental cash flow information:
Cash paid for:
Interest
$ –
$ –
Taxes
$ –
$ –
The accompanying notes are an integral part of
these financial statements.
6
RAPID LINE INC.
NOTES TO THE UNAUDITED FINANCIAL STATEMENTS
SINCE INCEPTION ON JANUARY 10, 2022 TO JULY
31, 2023
NOTE 1 – ORGANIZATION AND BASIS OF PRESENTATION
RAPID LINE INC. (referred as the “Company”,
“we”, “our”) is a development stage company formed to commence operations concerned with online education. We
were incorporated under the laws of the state of Wyoming on January 10, 2022. From our formation we were engaged in the business of namely
the development, marketing and business process analysis, problem solving and general business services by our CEO, sole Officer and Director
Mr. Moroz.
Our executive and business office is located at
Gieldowa 4A, Warsaw 01-211, Poland, and our telephone number is +48222196622.
NOTE 2 – GOING CONCERN
The Company’s financial statements have
been prepared assuming that it will continue as a going concern, which contemplates continuity of operations, realization of assets, and
liquidation of liabilities in the normal course of business.
As reflected in the financial statements, the
Company had an accumulated deficit from Inception of $ 57,933 at July 31, 2023. The Company had net loss of $ 25,847 for the three months
ended July 31, 2023. The Company has Promissory Notes on a balance sheet of $ 41,000 at July 31, 2023. These factors raise substantial
doubt about the Company’s ability to continue as a going concern.
The Company is attempting to commence operations
and generate sufficient revenue; however, the Company’s cash position may not be sufficient to support the Company’s daily
operations. Management intends to raise additional funds by way of a private or public offering. While the Company believes in the viability
of its strategy to commence operations and generate sufficient revenue and in its ability to raise additional funds, there can be no assurances
to that effect. The ability of the Company to continue as a going concern is dependent upon the Company’s ability to further implement
its business plan and generate sufficient revenue and its ability to raise additional funds by way of a public or private offering.
The financial statements do not include any adjustments
related to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might
be necessary should the Company be unable to continue as a going concern.
The extent of the impact of the coronavirus (“COVID-19”)
outbreak on the financial performance of the Company will depend on future developments, including the duration and spread of the outbreak
and related advisories and restrictions and the impact of COVID-19 on the overall economy, all of which are highly uncertain and cannot
be predicted. If the overall economy is impacted for an extended period, the Company’s future operating results may be materially
adversely affected.
NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES
Basis of Presentation
The accompanying financial statements have been
prepared in accordance with generally accepted accounting principles in the United States of America.
The Company’s year-end is January 31.
The accompanying unaudited consolidated financial
statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”)
and with the rules and regulations of the Securities and Exchange Commission. Accordingly, they do not include all of the information
and notes required by US GAAP for complete financial statements of the Company. In the opinion of management, these financial statements
reflect all adjustments of a normal recurring nature necessary for the fair presentation of the Company’s financial position, results
of operations and cash flows for the interim periods presented in conformity with US GAAP. These unaudited consolidated financial statements
should be read in conjunction with the consolidated financial statements and notes thereto for the year ended January 31, 2023. Interim
results are not necessarily indicative of the results that may be expected for a full year or any other interim period.
7
Use of Estimates
The preparation of financial statements in conformity
with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of
assets and liabilities and disclosure of contingent assets and liabilities at the date the financial statements and the reported amount
of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Cash and Cash Equivalents
The Company considers all highly liquid investments
with the original maturities of three months or less to be cash equivalents. The Company issued 2,500,000 common shares for $ 250 at par
value $0.0001 for the purpose of taking care of financial operations for the Company by the director Wiktor Moroz.
Mobile Application and Website development
- amortization
The Company is using straight - line amortization
for our mobile application and website since they are fully operational as of January 15, 2022.
Mobile Application and Website – $ 41,000
Term of amortization – 60 months ( 5 years)
Since Inception to July 31, 2023 the company’s
accumulated amortization was $ 12,646 .
Interest Payable Note
The Company holds Promissory note payable of $ 41,000 ,
as per contract the company has to pay interest of 10% annually. As of July 31, 2023 the Company’s Interest payable is $ 6,330 .
Fair Value of Financial Instruments
AS topic 820 “Fair Value Measurements and
Disclosures” establishes a three-tier fair value hierarchy, which prioritizes the inputs in measuring fair value. The hierarchy
prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market.
These tiers include:
Level 1:
defined as observable inputs such as quoted prices in active markets;
Level 2:
defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and
Level 3:
defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions.
The carrying value of cash and the Company’s
loan from shareholder approximates its fair value due to their short-term maturity.
Income Taxes
Income taxes are computed using the asset and
liability method. Under the asset and liability method, deferred income tax assets and liabilities are determined based on the differences
between the financial reporting and tax bases of assets and liabilities and are measured using the currently enacted tax rates and laws.
A valuation allowance is provided for the amount of deferred tax assets that, based on available evidence, are not expected to be realized.
8
Basic Income (Loss) Per Share
The Company computes income (loss) per share in
accordance with FASB ASC 260 “Earnings per Share”. Basic loss per share is computed by dividing net income (loss) available
to common shareholders by the weighted average number of outstanding common shares during the period. Diluted income (loss) per share
gives effect to all dilutive potential common shares outstanding during the period. Dilutive loss per share excludes all potential common
shares if their effect is anti-dilutive.
As of July 31, 2023, there were no potentially
dilutive debt or equity instruments issued or outstanding.
Stock-Based Compensation
Stock-based compensation is accounted for at fair
value in accordance with ASC Topic 718. To date, the Company has not adopted a stock option plan and has not granted any stock options.
Recent Accounting Pronouncements
Management does not believe that any recently
issued, but not yet effective accounting pronouncements, when adopted, will have a material effect on the accompanying financial statements.
NOTE 4 – LOAN FROM DIRECTOR
As of July 31, 2023, the Company owed $ 17,244
to the Company’s sole director, Wiktor Moroz for the Company’s working capital purposes. The amount is outstanding and payable
upon request. The company compensated the director by issuing common shares 2,500,000 at par value $ 250 towards incurred company’s
expenses as of January 10, 2022.
NOTE 5 – COMMON STOCK
The Company has 75,000,000 , $ 0.0001 par value
shares of common stock authorized.
On January 10, 2022 the Company issued 2,500,000
shares of common stock to a director for services rendered estimated to be $ 250 at $0.0001 per share.
In July of 2022, the Company issued 167,500
common shares to few individuals at $0.02 per share in consideration of $ 3,350 .
There were 2,667,500 shares of common stock issued
and outstanding as of July 31, 2022.
In October of 2022, the Company issued 625,250
common shares to few individuals at $0.02 per share in consideration of $ 12,505 .
There were 3,292,750 shares of common stock issued
and outstanding as of October 31, 2022.
In January, the Company issued 275,000 common
shares to few individuals at $0.02 per share in consideration of $ 5,500 .
There were 3,567,750 shares of common stock issued
and outstanding as of January 31, 2023.
In April, the Company issued 65,000 common shares
to few individuals at $0.02 per share in consideration of $ 1,300 .
There were 3,632,750 shares of common stock issued
and outstanding as of July 31, 2023.
9
NOTE 6 – COMMITMENTS AND CONTINGENCIES
Our sole officer and director, Wiktor Moroz, has
agreed to provide his own premise under office needs. He will not take any fee for these premises, it is for free use.
NOTE 7 – INCOME TAXES
On December 22, 2017, the President of the United
States signed into law the Tax Cuts and Jobs Act (“Tax Reform Act”). The legislation significantly changes U.S. tax law by,
among other things, lowering corporate income tax rates, implementing a territorial tax system and imposing a transition tax on deemed
repatriated earnings of foreign subsidiaries. The Tax Reform Act permanently reduces the U.S. corporate income tax rate from a maximum
of 35% to a flat 21% rate, effective January 1, 2018.
The reconciliation of income tax benefit (expenses)
at the U.S. statutory rate at 21% for the period ended as follows:
Schedule of income tax benefit (expense)
July 31, 2023
Tax benefit (expenses) at U.S. statutory rate
$ ( 5,428 )
Change in valuation allowance
5,428
Tax benefit (expenses), net
$ –
The tax effects of temporary differences that give rise to significant
portions of the net deferred tax assets are as follows:
Schedule of deferred taxes
July 31, 2023
Net operating loss
$ 12,166
Valuation allowance
( 12,166 )
Deferred tax assets, net
$ –
The Company has accumulated approximately $ 57,933
of net operating losses (“NOL”) carried forward to offset future taxable income up to 20 years, if any, in future years which
begin to expire in year 2038. In assessing the realization of deferred tax assets, management considers whether it is more likely than
not that some portion or all of the deferred tax assets will be realized. The ultimate realization of deferred tax assets is dependent
upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers
the scheduled reversal of deferred tax liabilities, projected future taxable income and tax planning strategies in making this assessment.
Based on the assessment, management has established a full valuation allowance against all of the deferred tax asset relating to NOLs
for every period because it is more likely than not that all of the deferred tax asset will not be realized.
NOTE 8 – SUBSEQUENT EVENTS
In accordance with ASC 855-10 the Company has
analyzed its operations subsequent to July 31, 2023 to the date these financial statements were issued, and has determined that it does
not have any material subsequent events to disclose in these financial statements.
The extent of the impact of the coronavirus ("COVID-19")
outbreak on the financial performance of the Company will depend on future developments, including the duration and spread of the outbreak
and related advisories and restrictions and the impact of COVID-19 on the overall economy, all of which are highly uncertain and cannot
be predicted. If the overall economy is impacted for an extended period, the Company’s future operating results may be materially
adversely affected.
10
Item 2. Management’s Discussion and Analysis of Financial
Condition and Results of Operations
FORWARD LOOKING STATEMENTS
Statements made in this Form 10-Q that are not
historical or current facts are "forward-looking statements" made pursuant to the safe harbor provisions of Section 27A of the
Securities Act of 1933 (the "Act") and Section 21E of the Securities Exchange Act of 1934. These statements often can be identified
by the use of terms such as "August," "will," "expect," "believe," "anticipate," "estimate,"
"approximate" or "continue," or the negative thereof. We intend that such forward-looking statements be subject to
the safe harbors for such statements. We wish to caution readers not to place undue reliance on any such forward-looking statements, which
speak only as of the date made. Any forward-looking statements represent management's best judgment as to what April occurs in the future.
However, forward-looking statements are subject to risks, uncertainties and important factors beyond our control that could cause actual
results and events to differ materially from historical results of operations and events and those presently anticipated or projected.
We disclaim any obligation subsequently to revise any forward-looking statements to reflect events or circumstances after the date of
such statement or to reflect the occurrence of anticipated or unanticipated events.
Employees
and Employment Agreements
At present, we have no employees other than our
officer and director. We presently do not have pension, health, annuity, insurance, stock options, profit sharing or similar benefit plans;
however, we August adopt such plans in the future. There are presently no personal benefits available to any officers, directors or employees.
Results of Operation
Our financial statements have been prepared assuming
that we will continue as a going concern and, accordingly, do not include adjustments relating to the recoverability and realization of
assets and classification of liabilities that might be necessary should we be unable to continue in operation.
We expect we will require additional capital to
meet our long term operating requirements. We expect to raise additional capital through, among other things, the sale of equity or debt
securities.
Three Months Ended July 31, 2023:
During the three and six months ended July 31,
2023, we have not generated any revenues.
Our net loss for the three and six months ended
July 31, 2023 was $25,847 and $35,012. Operating expenses consist of mainly professional fees, consulting expenses and depreciation expenses.
During the three and six months ended July 31,
2022, we have not generated any revenues.
Our net loss for the three and six months ended
July 31, 2022 was $6,407 and $17,354. Operating expenses consist of mainly professional fees, consulting expenses and depreciation expenses.
11
Liquidity and Capital Resources
As of July 31, 2023, our total assets were $29,546
consisting of Mobile Application and Website Development and Accumulated amortization and Prepaid Expenses and Issuances of Common Shares.
Current Liabilities
Interest Payable
$ 6,330
Total Current Liabilities
6,330
Long term Liabilities
Director Loan
17,244
Promissory Note
41,000
Total Long term Liabilities
58,244
Total Liabilities
$ 64,574
Cash Flows from Operating Activities
We have not generated positive cash flows from
operating activities. For six months ended July 31, 2023, net cash flows used in operating activities was $29,751 consisting of:
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss)
$ (35,012 )
Accumulated amortization
4,098
Prepaid Expenses
1,163
CASH FLOWS USED IN OPERATING ACTIVITIES
$ (29,751 )
Cash Flows from Investing Activities
We have not generated any cash flows from investing
activities as of July 31, 2023.
Cash Flows from Financing Activities
We have generated positive cash flows from financing
activities. For six months ended July 31, 2023, we generated $7,350 consisting of:
CASH FLOWS FROM FINANCING ACTIVITIES
Related Party Loans
$ 4,000
Interest payable
2,050
Capital Stock
1,300
CASH FLOWS PROVIDED BY FINANCING ACTIVITIES
$ 7,350
12
Plan of Operation and Funding
We expect that working capital requirements will
continue to be funded through a combination of our existing funds and further issuances of securities. Our working capital requirements
are expected to increase in line with the growth of our business.
Existing working capital, further advances and
debt instruments, and anticipated cash flow are expected to be adequate to fund our operations over the next three months. We have no
lines of credit or other bank financing arrangements. Generally, we have financed operations to date through the proceeds of the private
placement of equity and debt instruments. In connection with our business plan, management anticipates additional increases in operating
expenses and capital expenditures relating to: (i) acquisition of inventory; (ii) developmental expenses associated with a start-up business;
and (iii) marketing expenses. We intend to finance these expenses with further issuances of securities, and debt issuances. Thereafter,
we expect we will need to raise additional capital and generate revenues to meet long-term operating requirements. Additional issuances
of equity or convertible debt securities will result in dilution to our current shareholders. Further, such securities might have rights,
preferences or privileges senior to our common stock. Additional financing August not be available upon acceptable terms, or at all. If
adequate funds are not available or are not available on acceptable terms, we August not be able to take advantage of prospective new
business endeavors or opportunities, which could significantly and materially restrict our business operations. We will have to raise
additional funds in the next twelve months in order to sustain and expand our operations. We currently do not have a specific plan of
how we will obtain such funding; however, we anticipate that additional funding will be in the form of equity financing from the sale
of our common stock. We have and will continue to seek to obtain short-term loans from our directors, although no future arrangement for
additional loans has been made. We do not have any agreements with our directors concerning these loans. We do not have any arrangements
in place for any future equity financing.
Off-Balance Sheet Arrangements
As of the date of this Quarterly Report, we do
not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition,
changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that
are material to investors.
Going Concern
The financial statements have been prepared "assuming
that we will continue as a going concern," which contemplates that we will realize our assets and satisfy our liabilities and commitments
in the ordinary course of business.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
No report required.
Item 4. Controls and Procedures
Our management is responsible for establishing
and maintaining a system of disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Exchange Act) that
is designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is
recorded, processed, summarized and reported, within the time periods specified in the Commission’s rules and forms. Disclosure
controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed
by an issuer in the reports that it files or submits under the Exchange Act is accumulated and communicated to the issuer’s management,
including its principal executive officer or officers and principal financial officer or officers, or persons performing similar functions,
as appropriate to allow timely decisions regarding required disclosure.
An evaluation was conducted under the supervision
and with the participation of our management of the effectiveness of the design and operation of our disclosure controls and procedures
as of July 31, 2023. Based on that evaluation, our management concluded that our disclosure controls and procedures were not effective
as of such date to ensure that information required to be disclosed in the reports that we file or submit under the Exchange Act, is recorded,
processed, summarized and reported within the time periods specified in SEC rules and forms. Such officer also confirmed that there was
no change in our internal control over financial reporting since Inception on January 10, 2022 ended July 31, 2023 that has materially
affected, or is reasonably likely to materially affect, our internal control over financial reporting.
13
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
Management is not aware of any legal proceedings
contemplated by any governmental authority or any other party involving us or our properties. As of the date of this Quarterly Report,
no director, officer or affiliate is (i) a party adverse to us in any legal proceeding, or (ii) has an adverse interest to us in any legal
proceedings. Management is not aware of any other legal proceedings pending or that have been threatened against us or our properties.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF
PROCEEDS
No report required.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
No report required.
ITEM 4. MINE SAFETY DISCLOSURES
Not applicable.
ITEM 5. OTHER INFORMATION
No report required.
ITEM 6. EXHIBITS
Exhibit
Description
31.1
Certification of the Company’s Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 *
32.1
Certification of the Company’s Principal Executive Officer and Principal Financial pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 **
101.INS
Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document)*
101.SCH
Inline XBRL Taxonomy Extension Schema Document*
101.CAL
Inline XBRL Taxonomy Extension Calculation Linkbase Document*
101.DEF
Inline XBRL Taxonomy Extension Definition Linkbase Document*
101.LAB
Inline XBRL Taxonomy Extension Label Linkbase Document*
101.PRE
Inline XBRL Taxonomy Extension Presentation Linkbase Document*
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)*
_____________
*
Filed herewith.
**
Furnished and not filed
14
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
August 18, 2023
Rapid Line Inc.
By:
/s/ Wiktor Moroz
Wiktor Moroz, President, Secretary,
Treasurer, Principal Executive Officer,
Principal Financial Officer and
Principal Accounting Officer and
Sole Director
15
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.