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EX-32.1 - Crucial Innovations, Corp.crucial_ex32z1.htm
EX-31.1 - Crucial Innovations, Corp.crucial_ex31z1.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 September 30, 2020

 

[   ]  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. 333-229638

 

 

 

CRUCIAL INNOVATIONS, CORP.
(Exact name of registrant as specified in its charter)

 

Nevada

(State or Other Jurisdiction of Incorporation or Organization)

8200

(Primary Standard Industrial Classification Number)

EIN 98-1446012

(IRS Employer

Identification Number)

 

 

Xibahe Beili 25

Beijing, China 100096

+17024259229

 

(Address and telephone number of principal executive offices)

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 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] Emerging Growth Company [X]

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 7(a)(2)(B) 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 [ X ]

At September 30, 2020 the number of shares of the Registrant’s common stock outstanding was 2,417,002.


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PART 1   

FINANCIAL INFORMATION

 

Item 1

Financial Statements (Unaudited)

4

   

 Balance Sheets

4

      

  Statements of Operations

5

 

  Statements of Cash Flows

6

 

  Notes to the Financial Statements

7

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

14


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CRUCIAL INNOVATIONS, CORP.

BALANCE SHEET

 

 

 

September 30, 2020

 

 

December 31, 2019

 

ASSETS

 

 

 

 

 

 

Related Party Trust Account

1,950

1950

Total current assets

1,950

1,950

Developed website, net

  10,094 

     12,047 

Total Assets                                                         

 $ 12,044

 $ 13,997

 

LIABILITIES

 

 

 

 

 

 

Accounts Payable

 $ 14,000 

 $ 14,000 

Accounts Payable - Related party

35,000

23,750

Director loan

16,003

10,109

Accrued Expenses

-

2,000

Total current liabilities

  65,003  

  49,859  

 

Common stock, $0.0001 par value, 75,000,000 shares authorized;

 

             2,417,002 shares issued and outstanding;

241

241

Additional paid-in-capital

  24,919 

  24,919 

Accumulated deficit

  (78,119)

  (61,022)

Total Stockholders’ Equity

  (52,959) 

  (35,862) 

 

 

 

Total Liabilities and Stockholders’ Equity

 $ 12,044

 $ 13,997 

 

 

 

 

 

 

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


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CRUCIAL INNOVATIONS, CORP.

STATEMENT OF OPERATIONS

 

 

For the three

months ended

September 30, 2020

For the

three

months

ended

September

30, 2019

For the

nine

months

ended

September

30, 2020

For the

nine

months

ended

September

30, 2019

 

 

 

 

 

 

Revenue

                    -

                       -

                       -

                       -

 

 

 

 

 

General and administrative expenses

               5,916

5,923

17,097

20,269

 

 

 

 

 

Net income (loss) from operations

     (5,916)

(5,923)

   (17,097)

   20,269

Income (Loss) before taxes

 (5,916)

(5,923)

(17,097)

(20,269)

 

 

 

 

 

Provision for taxes

 

 

 

 

 

                      -

-

-

-

Net income (loss)

 (5,916)

(5,923)

(17,097)

(20,269)

 

 

 

 

 

Loss per common share:

Basic and Diluted

$ (0.00)

$ (0.00)

$ (0.01)

$ (0.01)

 

 

 

 

 

Weighted Average Number of Common Shares Outstanding:

Basic and Diluted

 1,872,113

 2,304,155

 1,872,113

 1,882,365

 

 

 

 

 

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


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CRUCIAL INNOVATIONS, CORP.

STATEMENT OF STOCKHOLDER EQUITY

 

 

 

 

Common Stock

 

 

 

 

 

 

 

 

 

Additional Paid-in

Deficit Accumulated during the Development

Total Stockholders’

 

Shares

Amount

Capital

Stage

Equity

 

 

 

 

 

 

Inception, February 28, 2018

-

$ -

$ -

$ -

$ -

 

 

 

 

 

 

Shares issued for compensation at $0.0001 per share

1,500,000

150

-

-

150

Shares issued at $0.005 per share

100,000

10

490

 

500

 

 

 

 

 

 

Net loss for the year ended December 31, 2018

-

-

-

(14,673)

(14,673)

 

 

 

 

 

 

Balance, December 31, 2018

1,600,000

$ 160

$ 490

$ (14,673)

$ (14,023)

 

 

 

 

 

 

Net loss for the quarter ended March 31, 2019

-

-

-

(7,610)

(7,610)

 

 

 

 

 

 

Balance, March 31, 2019

1,600,000

$ 160

$ 490

$ (22,283)

$ (21,633)

 

 

 

 

 

 

Shares issued at $0.03 per share

471,002

47

14,083

-

14,130

 

 

 

 

 

 

 

 

 

 

 

 

Net loss for the quarter ended June 30, 2019

-

-

-

$(6,736)

$(6,736)

Balance, June 30, 2019

2,071,002

$207

$14,573

$(29,019)

$(14,239)

 

Shares issued at $0.03 per share

346,000

34

10,346

-

10,380

 

 

 

 

 

 

 

 

 

 

 

 

Net loss for the quarter ended September 30, 2020

-

-

-

$(5,923)

$(5,923)

 

Balance, September 30, 2019

2,417,002

$241

$24,919

$(34,942)

$(9,782)

 

 

 

 

 

 

Net loss for the quarter ended December 31, 2019

-

-

-

$(46,349)

$(46,349)

 

Balance, December 31, 2019

2,417,002

$241

$24,919

$(61,022)

$(35,862)

 

 

 

 

 

 


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Net loss for the quarter ended March 31, 2020

-

-

-

$(5,255)

$(5,255)

 

Balance, March 31, 2020

2,417,002

$241

$24,919

$(66,276)

$(41,116)

 

 

 

 

 

 

Net loss for the quarter ended March 31, 2020

-

-

-

$(5,255)

$(5,255)

 

Balance, June 30, 2020

2,417,002

$241

$24,919

$(66,276)

$(41,116)

 

 

 

 

 

 

Net loss for the quarter ended March 31, 2020

-

-

-

$(5,926)

$(5,926)

 

Balance, June 30, 2020

2,417,002

$241

$24,919

$(72,202)

$(47,042)

 

 

 

 

 

 

Net loss for the quarter ended September 30, 2020

-

-

-

$(5,916)

$(5,916)

 

Balance, September 30, 2020

2,417,002

$241

$24,919

$(78,119)

$(52,959)

 

 

 

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

 

 

 

 

 

 

 

CRUCIAL INNOVATIONS, CORP.

STATEMENT OF CASH FLOWS

 

 

For the nine months ended

September 30, 2020

For the nine months ended

September 30, 2019

Operating Activities

 

 

Net income (loss)

$ (17,097)

$ (20,269)

Accrued Expenses

(2,000)

(5,000)

Accumulated Depreciation

1,953

1,302

 

Net cash provided operating activities

$(17,144)

$(23,969)

 

Financing Activities

 

 

Director loan

$5,894

$9,090

Accounts Payable – Related party

11,250

11,250

Capital Stock

-

24,510

 

Net cash provided by financing activities

$17,144

$44,850

 

 

 

 

Net increase in cash and equivalents

0

20,883

Cash and equivalents at beginning of the period

1,950

500

Cash and equivalents at end of the period

1,950

21,383


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

 

 

 

 

 

CRUCIAL INNOVATIONS, CORP.

NOTES TO THE UNAUDITED FINANCIAL STATEMENTS

FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2020

 

NOTE 1 – ORGANIZATION AND BASIS OF PRESENTATION

 

Crucial Innovations, Corp. (referred as the “Company”, “we”, “our”) was incorporated in the State of Nevada and established on February 28, 2018. We are a development-stage company formed to commence operations related to the teaching of English.  

 

Our office is located at Xibahe Beili 25, Beijing, China 100096

 

 

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 of $78,119 at September 30, 2020, a net loss of $(5,916) for the three months ended September 30, 2020. The company has total assets of $12,044 which includes cash balance and capitalized website development costs. 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.

 

 

NOTE 3 – SUMMARY OF SIGNIFCANT 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 December 31.

 

Development Stage Company

 

The Company is a development stage company as defined in ASC 915 “Development Stage Entities.”. The Company is devoting


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substantially all of its efforts on establishing the business and its planned principal operations have not commenced. All losses accumulated since inception have been considered as part of the Company's development stage activities.

 

The Company has elected to adopt application of Accounting Standards Update No. 2014-10, Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements. Upon adoption, the Company no longer presents or discloses inception-to-date information and other remaining disclosure requirements of Topic 915.

 

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 entered a Trust Agreement with the director and set up Related Party Trust Account for holding funds in relation to issuing shares for stock consideration of $1,950.  

 

The Company has $1,950 cash as of September 30, 2020.

 

Property, Plant and Equipment

 

The Company records depreciation and amortization when appropriate using straight-line balance method over the estimated useful life of the assets. The estimated useful lives as follows:

 

Capitalized software development 5 years 

 

Expenditures for maintenance and repairs are charged to expense as incurred. Additions, major renewals and replacements that increase the property's useful life are capitalized. Property sold or retired, together with the related accumulated depreciation is removed from the appropriated accounts and the resultant gain or loss is included in net income. We evaluate the recoverability of our long-lived assets whenever changes in circumstances or events may indicate that the carrying amounts may not be recoverable. An impairment loss is recognized in the event the carrying value of the assets exceeds the future undiscounted cash flows attributable to such assets.

 

 

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


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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.

 

 

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 September 30, 2020, 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.  To date, the Company has not adopted a stock option plan and has not granted any stock options.

 

Risks and Uncertainties

 

In December 2019, a novel strain of coronavirus (COVID-19) emerged in Wuhan, Hubei Province, China. While initially the outbreak was largely concentrated in China and caused significant disruptions to its economy, it has now spread to several other countries and infections have been reported globally.

 

The ultimate impact of the COVID-19 pandemic on the Company’s operations is unknown and will depend on future developments, which are highly uncertain and cannot be predicted with confidence, including the duration of the COVID-19 outbreak, new information which may emerge concerning the severity of the COVID-19 pandemic, and any additional preventative and protective actions that governments, or the Company, may direct, which may result in an extended period of continued business disruption, reduced customer traffic and reduced operations. Any resulting financial impact cannot be reasonably estimated at this time but is anticipated to have a material adverse impact on our business, financial condition and results of operations.

 

The measures taken to date will impact the Company’s business for the fiscal fourth quarter and potentially beyond. Management expects that all of its business segments, across all of its geographies, will be impacted to some degree, but the significance of the impact of the COVID-19 outbreak on the Company’s business and the duration for which it may have an impact cannot be determined at this time.

 

 

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 – PROPERTY, PLANT AND EQUIPMENT

 

Property, Plant and Equipment

 

 

September 30, 2020

December 31, 2019

Website Development

$14,000

$14,000

Amortization

(3,906)

(1,953)

Equipment and furniture, net

$10,094

$12,047

 

Our depreciation schedule is such that 14,000 over 5 years $ 217 monthly.


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Initial phases of design and development of the website have been completed and placed in service.

 

Note 5 – LOAN FROM DIRECTOR

 

As of September 30, 2020, the Company owed $16,003 to the Company’s sole director, Reinis Kosins for the Company’s working capital purposes.  The amount is outstanding and payable upon request.

 

Note 6- TRUST ACCOUNT

 

The Company is utilizing a trust account in RMB currency; it fluctuates immaterial amounts each day and is converted to USD for reporting currency on financial statements. The foreign currency exchange difference is immaterial to these financial statements.

 

Note 7 – COMMON STOCK

 

The Company has 75,000,000, $0.0001 par value shares of common stock authorized.

 

On September 20, 2018 the Company issued 100,000 shares of common stock to a shareholder for $500 at $0.005 per share through a private placement.

 

In May and June, 2019 the Company issued 471,002 shares of common stock to 20 shareholders for $14,130 at $0.03 per share through a subscription agreement.

 

 

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In September 20, 2019 the company issued 346,000 shares of common stock to a shareholders for $10,380 at 0.03 per share through a subscription agreement.

 

There were 2,417,002 shares of common stock issued and outstanding as of September 30, 2020.

 

 

 

Note 8 – COMMITMENTS AND CONTINGENCIES

 

Our sole officer and director, Reinis Kosins, 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 9 – 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, 2019. As a result of the reduction in the U.S. corporate income tax rate from 34% to 21% under the Tax Reform Act, the Company revalued its ending net deferred tax assets.

 

The reconciliation of income tax benefit (expenses) at the U.S. statutory rate at 21% for the period ended as follows:

 

 

 

September 30, 2020

 

 

 

 

 

Tax benefit (expenses) at U.S. statutory rate

 

$        (16,405)

 

Change in valuation allowance

 

16,405

 


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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:

 

 

June 30, 2020

 

 

 

 

Net operating loss

$         1,242

 

Valuation allowance

(1,242)

 

Deferred tax assets, net

$                 -

 

 

 

The Company has accumulated approximately $78,119 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 10 – SUBSEQUENT EVENTS

 

In accordance with ASC 855-10 the Company has analyzed its operations subsequent to September 30, 2020 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.

 

 

 

 

 

 

                                                          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.

 

 

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

 

 

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 may adopt such plans in the future.  There are presently no personal benefits available to any officers, directors or employees.

 

 

Results of Operation


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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.

 

 

Results of Operations for Three and nine Months Ended September 30, 2020

 

Revenue

 

We have not generated any revenues since our inception.

 

Operating Expenses

 

Our operating expenses for the nine months ended September 30, 2020 are summarized as follows:

 

 

 

Nine Months

Ended

September 30,

2020

 

Revenue

 

-

 

General and administrative

 

(17,097)

 

Total Operating Expenses

$

(17,097)

 

 

 

  

Liquidity and Financial Condition

 

Working Capital

 

 

 

 

At

September 30,

2020

 

 

 

At

December 31,

2019

Current assets

$

12,044

 

 

$

13,997

Current liabilities

 

65,003

 

 

 

(49,859)

Working capital (deficit)

$

(52,959)

 

 

$

(35,862)

 

Our total current assets as of September 30, 2020 and December 31, 2019 were $12,044 and $13,997.  Our total current liabilities as of September 30, 2020 were $65,003 as compared to total current liabilities of $49,859 as of December 31, 2019. The increase in current liabilities was attributed to accounts payable and director loan.

  

 

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


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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. 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 independent auditors' review report accompanying our December 31, 2019 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.

 

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 September 30, 2020. 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 during the nine-month period ended September 30, 2020 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

 

 

 

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


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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

 

Exhibits:

 

 

31.1 Certification of Chief Executive 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 Interactive data files pursuant to Rule 405 of Regulation S-T

 

 

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.

 

 

Crucial Innovations, Corp.

 

Dated: October 13, 2020

By: /s/ Reinis Kosins

Reinis Kosins, Chief Executive Officer and Chief Financial Officer (Principal Executive Officer and Principal Financial Officer)

 

 

 

 


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