Attached files
| file | filename |
|---|---|
| EX-32 - CERTIFICATION - Doers Education Asean Ltd | f10q0320ex32_doerseducation.htm |
| EX-31 - CERTIFICATION - Doers Education Asean Ltd | f10q0320ex31_doerseducation.htm |
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2020
OR
☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission file number 000-55630
DOERS EDUCATION ASEAN LTD.
(Exact name of registrant as specified in its charter)
| Delaware | 81-2141471 | |
| (State or other jurisdiction of | (I.R.S. Employer | |
| incorporation or organization) | Identification No.) |
9454 Wilshire Boulevard, #612
Beverly Hills, California 90212
(Address of principal executive offices) (zip code)
310-888-1870
(Registrant’s telephone number, including area code)
COLLINS ISLAND ACQUISITION CORPORATION
(Former Name)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ 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 ☐ No ☒
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or, an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer”, “smaller reporting company”, and “emerging growth company”, in Rule 12b-2 of the Exchange Act.
| Large accelerated filer ☐ | Accelerated Filer ☐ |
| Non-accelerated filer ☐ | 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 check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☒ No ☐
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name
of each exchange on which registered | ||
Indicate the number of shares outstanding of each of the issuer’s classes of stock, as of the latest practicable date.
| Class | Outstanding at August 21, 2020 | |
| Common Stock, par value $0.0001 | 20,390,000 | |
| Documents incorporated by reference: | None |
FINANCIAL STATEMENTS
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BALANCE SHEETS
| March 31, 2020 | December 31, 2019 | |||||||
| (Unaudited) | ||||||||
| ASSETS | ||||||||
| Current Assets | ||||||||
| Cash | $ | 3,374 | $ | 3,374 | ||||
| Total Assets | $ | 3,374 | $ | 3,374 | ||||
| LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||||||
| Current Liabilities | ||||||||
| Accrued liabilities | $ | 10,725 | $ | 7,250 | ||||
| Due to a related party | 94,869 | 94,869 | ||||||
| Total Liabilities | 105,594 | 102,119 | ||||||
| Commitments and Contingencies | ||||||||
| Stockholders’ Equity | ||||||||
| Preferred stock, $0.0001 par value 20,000,000 shares authorized; none issued and outstanding at March 31, 2020 and December 31, 2019, respectively | - | - | ||||||
| Common stock, $0.0001 par value, 10,000,000,000 shares authorized; 20,390,000 and 20,390,000 shares issued and outstanding at March 31, 2020 and December 31, 2019, respectively | 2,039 | 2,039 | ||||||
| Discount on common stock | (2,000 | ) | (2,000 | ) | ||||
| Additional paid-in capital | 1,606 | 1,606 | ||||||
| Accumulated deficit | (103,865 | ) | (100,390 | ) | ||||
| Total stockholders’ deficit | (102,220 | ) | (98,745 | ) | ||||
| Total Liabilities and Stockholders’ Deficit | $ | 3,374 | $ | 3,374 | ||||
The accompanying notes are an integral part of these unaudited financial statements.
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STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 2020 AND 2019
(UNAUDITED)
| For the three months ended March 31, | ||||||||
| 2020 | 2019 | |||||||
| Revenue | $ | - | $ | - | ||||
| Cost of Revenues | - | - | ||||||
| Gross Profit | - | - | ||||||
| Operating expenses | 3,475 | 8,109 | ||||||
| Other Income | - | - | ||||||
| Loss before income taxes | (3,475 | ) | (8,109 | ) | ||||
| Income Tax Expense | - | - | ||||||
| Net loss | $ | (3,475 | ) | $ | (8,109 | ) | ||
| Loss per share - basic and diluted | $ | (0.00 | ) | $ | (0.00 | ) | ||
| Weighted average shares-basic and diluted | 20,390,000 | 20,390,000 | ||||||
The accompanying notes are an integral part of these unaudited financial statements.
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STATEMENTS OF STOCKHOLDERS’ DEFICIT
FOR THE THREE MONTHS ENDED MARCH 31, 2020 AND 2019
(UNAUDITED)
| Discount on | Additional | |||||||||||||||||||||||
| Common Stock | Common | Paid-in | Accumulated | Stockholders’ | ||||||||||||||||||||
| Shares | Amount | Stock | Capital | Deficit | Deficit | |||||||||||||||||||
| Balance December 31, 2019 | 20,390,000 | 2,039 | (2,000 | ) | 1,606 | (100,390 | ) | $ | (98,745 | ) | ||||||||||||||
| Net loss | - | - | - | - | (3,475 | ) | (3,475 | ) | ||||||||||||||||
| Balance March 31, 2020 | 20,390,000 | $ | 2,039 | $ | (2,000 | ) | $ | 1,606 | $ | (103,865 | ) | $ | (102,220 | ) | ||||||||||
| Discount on | Additional | |||||||||||||||||||||||
| Common Stock | Common | Paid-in | Accumulated | Stockholders’ | ||||||||||||||||||||
| Shares | Amount | Stock | Capital | Deficit | Deficit | |||||||||||||||||||
| Balance December 31, 2018 | 20,390,000 | 2,039 | (2,000 | ) | 1,606 | (78,730 | ) | $ | (77,085 | ) | ||||||||||||||
| Net loss | - | - | - | - | (8,109 | ) | (8,109 | ) | ||||||||||||||||
| Balance March 31, 2019 | 20,390,000 | $ | 2,039 | $ | (2,000 | ) | $ | 1,606 | $ | (86,839 | ) | $ | (85,194 | ) | ||||||||||
The accompanying notes are an integral part of these unaudited financial statements.
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STATEMENTS OF CASH FLOWS
FOR THE MONTHS ENDED MARCH 31, 2020 AND 2019
(UNAUDITED)
| For the three months ended March 31, | ||||||||
| 2020 | 2019 | |||||||
| OPERATING ACTIVITIES | ||||||||
| Net Loss | $ | (3,475 | ) | $ | (8,109 | ) | ||
| Changes in Operating Assets and Liabilities: | ||||||||
| Prepaid expense | - | (300 | ) | |||||
| Accrued liability | 3,475 | 4,179 | ||||||
| Net cash used in operating activities | - | (4,230 | ) | |||||
Net decrease in cash | - | (4,230 | ) | |||||
| Cash, beginning of period | 3,374 | 6,989 | ||||||
| Cash, end of period | $ | 3,374 | $ | 2,759 | ||||
| SUPPLEMENTAL DISCLOSURES: | ||||||||
| Cash paid during the period for: | ||||||||
| Income tax | $ | - | $ | - | ||||
| Interest | $ | - | $ | - | ||||
The accompanying notes are an integral part of these unaudited financial statements.
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Notes to Unaudited Financial Statements
NOTE 1 - NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
NATURE OF OPERATIONS
Doers Education Asean Ltd. (the “Company”) was incorporated on April 4, 2016 under the laws of the state of Delaware to engage in any lawful corporate undertaking, including, but not limited to, selected mergers and acquisitions. The Company has been in the developmental stage since inception and its operations to date have been limited to issuing shares to its original shareholders. The Company will attempt to locate and negotiate with a business entity for the combination of that target company with the Company. The combination will normally take the form of a merger, stock-for-stock exchange or stock-for-assets exchange. In most instances the target company will wish to structure the business combination to be within the definition of a tax-free reorganization under Section 351 or Section 368 of the Internal Revenue Code of 1986, as amended. No assurances can be given that the Company will be successful in locating or negotiating with any target company. The Company has been formed to provide a method for a foreign or domestic private company to become a reporting company with a class of securities registered under the Securities Exchange Act of 1934.
The outbreak of COVID19 coronavirus worldwide starting from the beginning of 2020. The Company has no operation, no sales, and no employees. The recent developments of COVID 19 are not expected to have any impact to our business. Other financial impact could occur though such potential impact is unknown at this time.
BASIS OF PRESENTATION
The summary of significant accounting policies presented below is designed to assist in understanding the Company’s unaudited financial statements. Such unaudited financial statements and accompanying notes are the representations of the Company’s management, who are responsible for their integrity and objectivity. These accounting policies conform to accounting principles generally accepted in the United States of America (“GAAP”) in all material respects, and have been consistently applied in preparing the accompanying unaudited financial statements. Certain information and footnote disclosures normally present in annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) were omitted pursuant to U.S. GAAP rules and regulations. The results for the three months ended March 31, 2020, are not necessarily indicative of the results to be expected for the year ending December 31, 2020.
These unaudited financial statements and notes thereto should be read in conjunction with the Company’s audited financial statements and notes thereto for the year ended December 31, 2019, which were included in the Company’s 2019 Annual Report on Form 10-K (“2019 Form 10-K”). The accompanying balance sheet as of December 31, 2019, has been derived from the Company’s audited financial statements as of that date.
USE OF ESTIMATES
The preparation of unaudited financial statements in conformity with 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 periods. Actual results could differ from those estimates.
CASH AND CASH EQUIVALENTS
Cash and cash equivalents include cash on hand and on deposit at banking institutions as well as all highly liquid short-term investments with original maturities of 90 days or less. As of March 31, 2020 and December 31, 2019, the Company had cash in bank of $3,374 and $3,374, respectively.
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CONCENTRATION OF RISK
Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents. The Company maintains its cash in bank in Taiwan where the standard deposit insurance coverage limit is approximately $100,627 (NT$3 million). The Company’s bank balance did not exceed the insured amounts as of March 31, 2020 and December 31, 2019, respectively.
INCOME TAXES
Under ASC 740, “Income Taxes,” deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between the 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 in which those temporary differences are expected to be recovered or settled. Valuation allowances are established when it is more likely than not that some or all of the deferred tax assets will not be realized. As of March 31, 2020 and December 31, 2019, there were no deferred taxes due to the uncertainty of the realization of net operating loss or carry forward prior to expiration.
LOSS PER COMMON SHARE
Basic loss per common share excludes dilution and is computed by dividing net loss with the weighted average number of common shares outstanding during the period. Diluted loss per common share reflect the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the loss of the entity. As of March 31, 2019 and December 31, 2019, there are no outstanding dilutive securities.
FAIR VALUE OF FINANCIAL INSTRUMENTS
The Company follows guidance for accounting for fair value measurements of financial assets and financial liabilities and for fair value measurements of nonfinancial items that are recognized or disclosed at fair value in the financial statements on a recurring basis. Additionally, the Company adopted guidance for fair value measurement related to nonfinancial items that are recognized and disclosed at fair value in the financial statements on a nonrecurring basis. The guidance establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value.
The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to measurements involving significant unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are as follows:
Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date.
Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.
Level 3 unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets and liabilities. This includes certain pricing models, discounted cash flow methodologies and similar techniques that use significant unobservable inputs.
The Company considers the recorded value of its financial assets and liabilities, which consist primarily of cash, accrued expenses and due to a related party to approximate the fair value of the respective assets and liabilities at March 31, 2020 and December 31, 2019 based upon the short-term nature of the assets and liabilities.
RECENT ACCOUNTING PRONOUNCEMENTS
The management believe the recently issued but not yet adopted accounting pronouncements will not have a material impact on its financial position results of operations or cash flows.
NOTE 2 - GOING CONCERN
The Company has not yet generated any revenue since inception to date and has sustained operating loss of $3,475 and $8,109 during the three months ended March 31, 2020 and 2019, respectively. The Company had a working capital deficit of $102,220 and an accumulated deficit of $103,865 as of March 31, 2020 and a working capital deficit of $98,745 and an accumulated deficit of $100,390 as of December 31, 2019. The Company’s continuation as a going concern is dependent on its ability to generate sufficient cash flows from operations to meet its obligations and/or obtaining additional financing from its members or other sources, as may be required.
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The accompanying financial statements have been prepared assuming that the Company will continue as a going concern; however, the above condition raises substantial doubt about the Company’s ability to do so. The financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classifications of liabilities that may result should the Company be unable to continue as a going concern.
In order to maintain its current level of operations, the Company will require additional working capital from either cash flow from operations or from the sale of its equity. However, the Company currently has no commitments from any third parties for the purchase of its equity. If the Company is unable to acquire additional working capital, it will be required to significantly reduce its current level of operations.
NOTE 3 - ACCRUED LIABILITIES
As of March 31, 2020 and December 31, 2019, the Company had accrued professional fees of $10,725 and $7,250, respectively.
NOTE 4 - DUE TO A RELATED PARTY
Due to a related party amounted to $94,869 and $94,869 as of March 31, 2020 and December 31, 2019 was due to Lin Wei-Hsien, the director and major shareholder of the Company. The amount due to related party is interest free, with no collateral, and due on demand.
NOTE 5 - STOCKHOLDERS’ DEFICIT
The Company is authorized to issue 10,000,000,000 shares of common stock and 20,000,000 shares of preferred stock. On March 21, 2017, the Company increased its authorized shares of common stock from 100,000,000 shares to 10,000,000,000.
As of March 31, 2020, 20,390,000 shares of common stock and no preferred stock were issued and outstanding.
NOTE 6 - COMMITMENTS AND CONTINGENCIES
The Company has no commitments and contingencies as of March 31, 2020 and December 31, 2019.
NOTE 7 - SUBSEQUENT EVENT
Management has evaluated subsequent events through August 21, 2020, the date which the financial statements were issued. All subsequent events requiring recognition as of March 31, 2020 have been incorporated into these financial statements and there are no subsequent events that require disclosure in accordance with FASB ASC Topic 855, “Subsequent Events.”
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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Overview
Doers Education Asean Ltd. was incorporated on April 4, 2016 under the laws of the State of Delaware to engage in any lawful corporate undertaking, including, but not limited to, selected mergers and acquisitions. Doers Education Asean Ltd. (“Doers” or the “Company”) is a blank check company and qualifies as an “emerging growth company” as defined in the Jumpstart Our Business Startups Act which became law in April 2012.
The outbreak of COVID19 coronavirus worldwide starting from the beginning of 2020. The Company has no operation, no sales, and no employees. The recent developments of COVID 19 are not expected to have any impact to our business. Other financial impact could occur though such potential impact is unknown at this time.
Results of Operations
As of March 31, 2019, Doers had not generated revenues and had no income or cash flows from operations since inception. Doers had sustained net loss of $3,475 and $8,109 for the three months ended March 31, 2020 and 2019, respectively. The Company has an accumulated deficit of $103,865 and $100,390 as of March 31, 2020 and December 31, 2019, respectively.
Operating expenses totaled $3,405 for the three months ended March 31, 2020, compared to $8,109 for the three months ended March 31, 2019, a decrease of $4,634 or approximately 57.15%. The decrease is mainly attributed to the decrease in professional expenses.
Liquidity and Capital Resources
At March 31, 2020, cash and cash equivalents were $3,374, compared to $3,374 at December 31, 2019. Our working capital deficit increased by $3,476 to a deficit of $102,221 at March 31, 2020 from $98,745 at December 31, 2019.
The Company used $0 and $4,230 from operating activities for the three months ended March 31, 2020 and 2019, respectively. The decrease is due to decreased net loss and decreased accrued liabilities.
At present, the Company has no operations and the continuation of the Company as a going concern is dependent upon financial support from its stockholders, its ability to obtain necessary equity financing to continue operations and/or to successfully locate and negotiate with a business entity for the combination of that target company with the Company.
Off Balance Sheet Arrangements
None
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ITEM 3. Quantitative and Qualitative Disclosures About Market Risk.
Information not required to be filed by Smaller reporting companies.
ITEM 4. Controls and Procedures.
Disclosures and Procedures
Pursuant to Rules adopted by the Securities and Exchange Commission, the Company carried out an evaluation of the effectiveness of the design and operation of its disclosure controls and procedures pursuant to Exchange Act Rules. This evaluation was done as of the end of the period covered by this report under the supervision and with the participation of the Company’s principal executive officer (who is also the principal financial officer).
Based upon that evaluation, he believes that the Company’s disclosure controls and procedures are effective in gathering, analyzing and disclosing information needed to ensure that the information required to be disclosed by the Company in its periodic reports 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 Act is accumulated and communicated to the issuer’s management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.
This Quarterly Report does not include an attestation report of the Company’s registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by the Company’s registered public accounting firm pursuant to temporary rules of the Securities and Exchange Commission that permit the Company to provide only management’s report in this Quarterly Report.
Changes in Internal Controls
There was no change in the Company’s internal control over financial reporting that was identified in connection with such evaluation that occurred during the period covered by this report that has materially affected, or is 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
There are no legal proceedings against the Company and the Company is unaware of such proceedings contemplated against it.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
None
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
Not applicable.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
Not applicable.
ITEM 5. OTHER INFORMATION
| (a) | Not applicable. |
| (b) | Item 407(c)(3) of Regulation S-K: |
During the quarter covered by this Report, there have not been any material changes to the procedures by which security holders may recommend nominees to the Board of Directors.
ITEM 6. EXHIBITS
(a) Exhibits
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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.
| DOERS EDUCATION ASEAN LIMITED | ||
| Date: August 21, 2020 | By: | /s/ Lin Wei-Hsien |
| Lin Wei-Hsien | ||
| President and Chief Financial Officer | ||
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