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EX-32.1 - Slinger Bag Inc.lazex32.htm
EX-31.1 - Slinger Bag Inc.lazex311.htm



 

U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q


Mark One

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


For the quarterly period ended January 31, 2018


[   ] 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. 333-214463


LAZEX INC.

 (Exact name of registrant as specified in its charter)



Nevada

(State or Other Jurisdiction of Incorporation or Organization)


61-1789640

IRS Employer Identification Number


8748

Primary Standard Industrial Classification Code Number

68/29 Husitska st.,

Zizkov, Prague, Czech Republic 13000

Tel. 775-800-4477


(Address and telephone number of registrant's executive office)     





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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 [X]   No [  ]


Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes [X]   No [  ]

Indicate by check mark whether the registrant is a large accelerated filed, an accelerated filer, a non-accelerated filer, or a smaller reporting company.

Large accelerated filer [  ]

Accelerated filer [   ]

Non-accelerated filer [   ]

Smaller reporting company [X]

(Do not check if a 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. YES [ ] NO [X]


Indicate by checkmark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [   ] No [ X ]

Applicable Only to Issuer Involved in Bankruptcy Proceedings During the Preceding Five Years. N/A

Indicate by checkmark whether the issuer has filed all documents and reports required to be filed by Section 12, 13 and 15(d) of the Securities Exchange Act of 1934 after the distribution of securities under a plan confirmed by a court.  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 most practicable date:


 

 

Class

Outstanding as of March 19, 2018

Common Stock, $0.001

6,155,000




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LAZEX INC.

 

Part I   

FINANCIAL INFORMATION

 

Item 1

FINANCIAL STATEMENTS (UNAUDITED)

4

Item 2   

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

10

Item 3  

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

12

Item 4

CONTROLS AND PROCEDURES

12


PART II


OTHER INFORMATION

 

Item 1   

LEGAL PROCEEDINGS

13

Item 2 

UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

13

Item 3   

DEFAULTS UPON SENIOR SECURITIES

13

Item 4      

MINE SAFETY DISCLOSURES

13

Item 5  

OTHER INFORMATION

13

Item 6

EXHIBITS

13

 

SIGNATURES

13




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LAZEX INC.

BALANCE SHEETS

 

 JANUARY 31, 2018

(Unaudited)

APRIL 30, 2017

ASSETS

 

 

Current Assets

 

 

 

Cash

   $        21,780

$        15,970

 

Prepaid expenses

645

645

 

Total Current assets

22,425

16,615

Fixed assets, net of accumulated depreciation

2,000

2,750

Intangible assets, net of accumulated depreciation

3,734

-

Total Assets                                                         

$       28,159

$       19,365

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

Current  Liabilities

 

Accrued expenses

$               -   

$               5,873

 

 Loan from related parties

          1,114

          1,114

Total Current Liabilities

1,114

6,987

 

Commitment and Contingencies

-

-

 

Stockholders’ Equity

  

Common stock, $0.001 par value, 75,000,000 shares authorized;

 

 

6,155,000 and 5,220,000 shares issued and outstanding as of January 31, 2018 and April 30, 2017, respectively

6,155

5,220

 

Additional paid-in-capital

21,945

4,180

 

Accumulated Deficit

(1,055)

2,978

Total Stockholders’ Equity

27,045

12,378

 

 

 

Total Liabilities and Stockholders’ Equity

$     28,159

$        19,365        


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



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LAZEX INC.

STATEMENTS OF OPERATIONS

(Unaudited)

 

Three months ended January 31, 2018

Three months ended January 31, 2017

Nine months ended January 31, 2018

Nine months ended January 31, 2017


Revenue

$                  -

$               -

$                    13,240

$                  4,800

Operating expenses

 

 

 

 

General and administrative expenses

793

25

3,193

45

Accounting and legal

1,500

2,100

7,080

5,600

Consulting services

-

-

4,000

-

Videography service

-

-

3,000

-

Total Operating expenses

2,293

2,125

17,273

5,645

Net income (loss) from operations

(2,293)

(2,125)

(4,033)

(845)

Income (Loss) before taxes

(2,293)

(2,125)

(4,033)

(845)

Provision for taxes

-

-

-

-

Net income (loss)

$                 (2,293)

$              (2,125)

$                   (4,033)

$                ( 845)

Income (Loss) per common share:

Basic and Diluted

$                  0.00

$                   0.00

$                        0.00

$                   0.00

Weighted Average Number of Common Shares  Outstanding:

Basic and Diluted

6,081,521

5,000,000

5,701,793

5,000,000


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



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LAZEX INC.

STATEMENTS OF CASH FLOWS

(Unaudited)

 

Nine months ended January 31, 2018

Nine months ended January 31, 2017

 

Operating Activities

 

 

 

 

Net income (loss)

$                     (4,033)

$                   (845)

 

 

Adjustments to reconcile net loss to net cash used in operating activities:

 

 

 

 

Depreciation and amortization expense

1,816

-

 

 

Changes in operating assets and liabilities

 

 

 

 

Accrued expenses

(5,873)

1,500

 

 

Net cash provided by (used in) operating activities

(8,090)

655

 

 

 

 

 

Investing Activities

 

 

 

        Acquisition of intangible assets

(4,800)

-

 

        Acquisition of fixed assets

-

(3,000)

 

        Net Cash used in investing activities

(4,800)

(3,000)

 


Financing Activities

 

 

 

 

Proceeds from sale of common stock

18,700

-

 

 

Net cash provided by financing activities

18,700

-

 

 

 

 

 

 

Net increase (decrease) in cash and equivalents

5,810

(2,345)

 

Cash and equivalents at beginning of the period

15,970

5,100

 

Cash and equivalents at end of the period

$                      21,780

$                     2,755

 

 

Supplemental cash flow information:

 

 

 

 

Cash paid for:

 

 

 

 

Interest                                                                                               

$                                -

$                             -

 

 

Taxes                                                                                           

$                             34

$                             -

 


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





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LAZEX INC.

NOTES TO THE UNAUDITED FINANCIAL STATEMENTS

FOR THE THREE AND NINE MONTH PERIODS ENDED JANUARY 31, 2018 AND 2017


NOTE 1 – ORGANIZATION AND BASIS OF PRESENTATION

 

Organization and Description of Business

LAZEX INC. (“the Company”) was incorporated under the laws of the State of Nevada, U.S. on July 12, 2015.  The Company operates in the travel agency and tours consulting business.


GOING CONCERN

The financial statements have been prepared on a going concern basis which assumes the Company will be able to realize its assets and discharge its liabilities in the normal course of business for the foreseeable future.  The Company has accumulated deficit since Inception (July 12, 2015) of $1,055 as of January 31, 2018 and more losses are anticipated in the development of its business.  Accordingly, there is substantial doubt about the Company’s ability to continue as a going concern.  

The ability to continue as a going concern is dependent upon the Company generating profitable operations in the future and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management intends to finance operating costs over the next twelve months with existing cash on hand and loans from directors and/or private placement of common stock.  

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES


Basis of Presentation


The financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America and are presented in US dollars. In the opinion of management, the accompanying unaudited interim financial statements contain all adjustments considered necessary to present fairly in all material respects the financial position as of January 31, 2018.


Interim Financial Statements


The accompanying unaudited financial statements of Lazex Inc.(the “Company”) have been prepared in accordance with generally accepted accounting principles generally accepted in the United States of America and rules of the Securities and Exchange Commission, and should be read  in conjunction with the audited financial statements and notes thereto contained in the Company’s Form 10-K filed with the SEC. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and results of operations for the interim period presented have been reflected herein.


Use of estimates


The preparation of financial statements in conformity with U.S. GAAP 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. Accordingly, actual results could differ from those estimates.


Cash and Cash Equivalents

For purposes of the statement of cash flows, the Company considers all highly liquid instruments purchased with an original maturity of three months or less to be cash equivalents.



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Property and Equipment Depreciation Policy

Property and equipment are stated at cost and depreciated on the straight-line method over the estimated life of the asset, which is 3 years.


Intangible assets

Computer Software is stated at cost and amortized on the straight-line method over the estimated life of 3 years.


Net (Loss) Per Share

The Company computes loss per share in accordance with “ASC-260”, “Earnings per Share” which requires presentation of both basic and diluted earnings per share on the face of the statement of operations. Basic loss per share is computed by dividing net loss available to common shareholders by the weighted average number of outstanding common shares during the period. Diluted 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.


Income Taxes

The Company follows the liability method of accounting for income taxes.  Under this method, deferred income tax assets and liabilities are recognized for the estimated tax consequences attributable to differences between the financial statement carrying values and their respective income tax basis (temporary differences).  The effect on deferred income tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.


Revenue Recognition

The Company recognizes revenue after tours have been completed, travel consulting services have been provided and collection has been reasonably assured in accordance with the recognition criteria of SAB 104. We record revenue when persuasive evidence of an arrangement exists, the services have been provided, the price to the customer is fixed or determinable and collectability of the revenue is reasonably assured. As of three months ended January 31, 2017 and 2018 , the Company did not generated any revenue. As of nine months ended January 31, 2018 we generated $13,240  in revenues for tours and travel consulting services.  As of nine months ended January 31, 2017  we generated $4,800  in revenues for tours and travel consulting services. None of these services were provided to related parties.  


Recent Accounting Pronouncements

The Company has reviewed all the recent accounting pronouncements issued to date of the issuance of these financial statements, and does not believe any of these pronouncements will have a material impact on the company.


NOTE 3 – CAPTIAL STOCK


The Company has 75,000,000 shares of common stock authorized with a par value of $0.001 per share.  As of January 31, 2018, the Company had 6,155,000 shares issued and outstanding.


For the nine months ended January 31, 2018, the Company issued 935,000 shares of its common stock at $0.02 per share for total proceeds of $18,700.


NOTE 4 – RELATED PARTY TRANSACTIONS

 

In support of the Company’s efforts and cash requirements, it may rely on advances from related parties until such time that the Company can support its operations or attains adequate financing through sales of its equity or traditional debt financing. There is no formal written commitment for continued support by officers, directors, or shareholders. Amounts represent advances or amounts paid in satisfaction of liabilities. The advances are considered temporary in nature and have not been formalized by a promissory note.  


Since July 12, 2015 (Inception) through January 31, 2018, the Company’s sole officer and director loaned the Company $1,114 to pay for incorporation costs and operating expenses.  As of January 31, 2018, the amount outstanding was $1,114. The loan is non-interest bearing, due upon demand and unsecured.


The Company’s sole officer and director provided services and office space. The Company does not pay any rent to or compensation for services rendered by its sole officer and director, and there is no agreement to pay any rent or compensation in the future.




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NOTE 5 - MAJOR CUSTOMERS



During nine months ended January 31, 2018 and January 31, 2017, the following customers represented more than 10% of the Company’s sales:


 

 

 

 

 

 

 

 

 

 

Customer

 

Nine months ended January 31, 2018

 

Nine months ended January 31, 2017

 

 

$

 

%

 

$

 

%

Customer A

 

2,490

 

18.81

 

3,000

 

62.50

Customer B

 

2,950

 

22.28

 

1,800

 

37.50

Customer C

 

2,500

 

18.88

 

-

 

-

Customer D

 

5,300

 

40.03

 

-

 

-

 

 

 

 

 

 

 

 

 

Total concentration

 

13,240

 

100.00

 

4,800

 

100.00


NOTE 6 – SUBSEQUENT EVENTS

 

In accordance with ASC 855-10 management has performed an evaluation of subsequent events from January 31, 2018 through the date the financial statements were issued and has determined that it does not have any material subsequent events to disclose in these financial statements.









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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION


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 "may," "will," "expect," "believe," "anticipate," "estimate," "approximate" or "continue," or the negative thereof. We intend that such forward-looking statements be subject to the safe harbors for such statements. We wish to caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made. Any forward-looking statements represent management's best judgment as to what may occur in the future. However, forward-looking statements are subject to risks, uncertainties and important factors beyond our control that could cause actual results and events to differ materially from historical results of operations and events and those presently anticipated or projected. We disclaim any obligation subsequently to revise any forward-looking statements to reflect events or circumstances after the date of such statement or to reflect the occurrence of anticipated or unanticipated events.


DESCRIPTION OF BUSINESS

We are an operating company which provides travel consulting and tour guide services. Our main function can be described as to consult customers and help them to arrange the itinerary, by building a route, which includes breweries in the region of their choice. We provide customers with information concerning transportation, the cost of it and how it operates. Whenever needed, we provide additional services on orientation, for instance, provide information concerning medical facilities, food stores, car repairs or additional entertainments, transportation and ways of using it in the cases mentioned above. We also provide tour guide services specializing in arranging brewery tours for tourists visiting the Czech Republic. The highest rate of the beer consumption per capita in the world is in the Czech Republic. There are many breweries and beer museums in the Czech Republic. Our president and director has agreements with majority of them regarding our service delivery. We provide information on accommodations suitable for our customers in terms of prices and location. We also alter the route of the itinerary depending on the longevity of the desired tour and the money our customers expect to spend. Expecting our customers to face difficulties in negotiating with locals, we may offer to provide assistance in either negotiating or provide the service of an interpreter. For instance, if clients accept it, we negotiate booking of apartments, details of car rental on behalf of our customers and in their interest, or we expect to be at service in any other case when customers might need assistance in negotiating. We generate a route based on the following criteria listed in an application form: 1) regions the customers would like to visit 2) period of their stay in the country 3) amount of money they expect to spend on a tour. We pay attention to local craft breweries, bars and pubs. We expect to continue working with worldwide famous craft breweries.

RESULTS OF OPERATIONS


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 January 31, 2018 compared to three months January 31, 2017.


During three months ended January 31, 2018 and 2017, we have not generated any revenue.



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During the three months ended January 31, 2018, we incurred expenses of $2,293 compared to $2,125 incurred during the three month period ended January 31, 2017.


Our net loss for the three months ended January 31, 2018 was $2,293 compared to a net income of $2,125 during the three month period ended January 31, 2017.


Nine months ended January 31, 2018 compared to nine months January 31, 2017.


Revenue increased from $4,800 during the nine months ended January 31, 2017 to $13,240 during the nine months ended January 31, 2018 due to an increase in the number of tours conducted during the first and second quarter of the fiscal 2018.


During the nine months ended January 31, 2018, we incurred expenses of $17,273 compared to $5,645 incurred during the nine month period ended January 31, 2017. The incurred consulting expense of $4,000 for assistance in applying for DTC eligibility related to broker/dealer sales of its common stock. Videography expenses of $3,000 were incurred to create the Company tours' video portfolio. The Company had an increase of $3,148 in other administrative expenses due to depreciation of a computer and computer software purchased at the end of the prior fiscal year, additional bank fees incurred from sales of the company stock, and annual payments for registered agent services and business license.  The increase in professional fees was due to expenses incurred to auditor for reviews of the quarters ended July 31, 2017 and October 31, 2017, and for the tax return preparation for the year ended April 30, 2017.


Our net loss for the nine months ended January 31, 2018 was $4,033 compared to a net income of $845 during the nine month period ended January 31, 2017.


LIQUIDITY AND CAPITAL RESOURCES


As of January 31, 2018 our total assets were $28,159 compared to $19,365 in total assets at April 30, 2017. As of January 31, 2018, our total liabilities were $1,114 compared to $6,987 in total liabilities at April 30, 2017. The increase in total assets was due to proceeds received from issuance of common stock.


Stockholders’ equity increased from $12,378 as of April 30, 2017 to $27,045 as of January 31, 2018 due to issuance of common stock during the nine months period ended January 31, 2018.


Cash Flows used by Operating Activities


For the nine month period ended January 31, 2018, net cash flows used in operating activities was $8,090. Net cash flows used in operating activities was $655 for the nine month period ended January 31, 2017. Net cash flow used in operating activities increased due to increases in operating expenses and payment of accrued expenses.


Cash Flows used by Investing Activities


We used $4,800 in investing activities for the nine month period ended January 31, 2018 compared to $3,000 for the nine month period ended January 31, 2017. During the nine month period ended January 31, 2018 the Company purchased a computer software to make operations more efficient.


Cash Flows from Financing Activities


For the nine month period ended January 31, 2018, net cash flows from financing activities was $18,700 received from proceeds from issuance of common stock compared to $0 for the nine month period ended January 31, 2017.




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PLAN OF OPERATION AND FUNDING


We expect that working capital requirements will continue to be funded through a combination of our existing funds and further issuances of securities. Our working capital requirements are expected to increase in line with the growth of our business.


Existing working capital, further advances and debt instruments, and anticipated cash flow are expected to be adequate to fund our operations over the next twelve months. We have no lines of credit or other bank financing arrangements. Generally, we have financed operations to date through the proceeds of the private placement of equity and debt instruments. In connection with our business plan, management anticipates additional increases in operating expenses and capital expenditures relating to: (i) 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 may not be available upon acceptable terms, or at all. If adequate funds are not available or are not available on acceptable terms, we may not be able to take advantage of prospective new business endeavors or opportunities, which could significantly and materially restrict our business operations.


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 independent registered public accounting firm auditors' report accompanying our April 30, 2017 financial statements contained an explanatory paragraph expressing substantial doubt about our ability to continue as a going concern. The financial statements have been prepared "assuming that we will continue as a going concern," which contemplates that we will realize our assets and satisfy our liabilities and commitments in the ordinary course of business.


ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.


As a "smaller  reporting  company" as defined by Item 10 of Regulation  S-K, the Company is not required to provide information required by this Item.


ITEM 4. CONTROLS AND PROCEDURES


Disclosure Controls and Procedures


Our disclosure controls and procedures are designed to ensure that information required to be disclosed in reports that we file or submit under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the Securities and Exchange Commission. Our principal executive officer and principal financial and accounting officer have reviewed the effectiveness of our “disclosure controls and procedures” (as defined in the Securities Exchange Act of 1934 Rules 13(a)-15(e) and 15(d)-15(e)) within the end of the period covered by this Quarterly Report on Form 10-Q and have concluded that the disclosure controls and procedures were not effective to ensure that material information relating to the Company is recorded, processed, summarized, and reported in a timely manner.


Changes in Internal Controls over Financial Reporting


There have been no changes in the Company's internal control over financial reporting during the last quarterly period covered by this report that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting.



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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


For the nine months ended January 31, 2018, the Company issued 935,000 shares of its common stock at $0.02 per share for total proceeds of $18,700.




ITEM 3. DEFAULTS UPON SENIOR SECURITIES


No senior securities were issued and outstanding during the three-month period ended January 31, 2018.


ITEM 4. MINE SAFETY DISCLOSURES


Not applicable to our Company.


ITEM 5. OTHER INFORMATION


None.

ITEM 6. EXHIBITS


Exhibits:


31.1 Certification of Chief Executive Officer and Chief Financial Officer pursuant to Securities Exchange Act of 1934 Rule 13a-14(a) or 15d-14(a)

32.1 Certifications pursuant to Securities Exchange Act of 1934 Rule 13a-14(b) or 15d-14(b) and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes- Oxley Act of 2002

101.INS  XBRL Instance Document

101.SCH XBRL Taxonomy Extension Schema Document

101.CAL XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF XBRL Taxonomy Extension Definition Document

101.LAB XBRL Taxonomy Extension Label Linkbase Document

101.PRE XBRL Taxonomy Extension Presentation Linkbase Document


SIGNATURES


In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


 

 

 

LAZEX INC.

Dated: March 19, 2018

By: /s/ Iuliia Gitelman

 

Iuliia Gitelman, President and Chief Executive Officer and Chief Financial Officer







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