UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
10-Q
☒
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For
The Quarterly Period Ended August 31, 2023 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 333-223712
LEADER
HILL CORPORATION
(Exact
name of registrant issuer as specified in its charter)
Nevada |
|
37-
1867536 |
(State
or other jurisdiction of |
|
(I.R.S.
Employer |
incorporation
or organization) |
|
Identification
No.) |
1901,
Building 5, Dachong International Center, Tonggu Road, Nanshan District,
Shenzhen
City, Guangdong Province, 518000, China.
(Address
of principal executive offices, including zip code)
(+86)
0755 27608253
Registrant’s
phone number, including area code
N/A
(Former
name, former address and former fiscal year, if changed since last report)
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 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, 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 Rule12b-2 of the Exchange Act).
Yes
☐ No ☒
APPLICABLE
ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS:
Indicate
by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court.
N/A
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class |
|
Trading
Symbol(s) |
|
Name
on each exchange on which registered |
N/A |
|
N/A |
|
N/A |
APPLICABLE
ONLY TO CORPORATE ISSUERS:
Indicate
the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
Class |
|
Outstanding
at August 31, 2023 |
Common
Stock, $0.001 par value |
|
4,825,000 |
TABLE
OF CONTENTS
PART
I — FINANCIAL INFORMATION
Item
1. Financial statements
LEADER
HILL CORPORATION
CONDENSED
CONSOLIDATED BALANCE SHEETS
| |
As of | |
| |
August 31, 2023 | | |
November 30, 2022 | |
| |
(Unaudited) | | |
(Audited) | |
ASSETS | |
| | | |
| | |
Current assets: | |
| | | |
| | |
Cash and cash equivalents | |
$ | - | | |
$ | - | |
Prepayment | |
$ | - | | |
$ | - | |
Total current assets | |
$ | - | | |
$ | - | |
| |
| | | |
| | |
Non-current assets | |
| | | |
| | |
Plant and equipment, net | |
$ | 1,002 | | |
$ | 1,821 | |
Total non-current assets | |
$ | 1,002 | | |
$ | 1,821 | |
| |
| | | |
| | |
TOTAL ASSETS | |
$ | 1,002 | | |
$ | 1,821 | |
| |
| | | |
| | |
LIABILITIES AND STOCKHOLDERS’ EQUITY | |
| | | |
| | |
Current liabilities | |
| | | |
| | |
Amount due to a director | |
$ | 73,630 | | |
$ | 73,630 | |
Accrued expenses | |
$ | 11,411 | | |
$ | 10,520 | |
Total current liabilities | |
$ | 85,041 | | |
$ | 81,150 | |
| |
| | | |
| | |
TOTAL LIABILITIES | |
$ | 85,041 | | |
$ | 81,150 | |
| |
| | | |
| | |
STOCKHOLDERS’ DEFICIT | |
| | | |
| | |
Preferred stock, $0.001 par value; 0 shares authorized; None issued and outstanding | |
$ | - | | |
$ | - | |
Common stock, $ 0.001 par value; 75,000,000 shares authorized; 4,825,000 shares issued and outstanding as of August 31, 2023 and November 30, 2022, respectively | |
$ | 4,825 | | |
$ | 4,825 | |
Additional paid-in capital | |
$ | 106,177 | | |
$ | 106,177 | |
Accumulated other comprehensive loss | |
$ | (1,483 | ) | |
$ | (1,483 | ) |
Accumulated deficit | |
$ | (193,558 | ) | |
$ | (188,848 | ) |
| |
| | | |
| | |
TOTAL STOCKHOLDERS’ DEFICIT | |
$ | (84,039 | ) | |
$ | (79,329 | ) |
| |
| | | |
| | |
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT | |
$ | 1,002 | | |
$ | 1,821 | |
See
accompanying notes to the unaudited condensed consolidated financial statements.
CONDENSED
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
(Unaudited)
| |
Three months ended August 31, | |
| |
2023 | | |
2022 | |
REVENUE | |
| | | |
$ | | $- |
| |
| | | |
| | |
COST OF REVENUE | |
$ | - | | |
$ | - | |
| |
| | | |
| | |
GROSS PROFIT | |
| | | |
$ | | $- |
| |
| | | |
| | |
OTHER INCOME | |
$ | - | | |
$ | - | |
| |
| | | |
| | |
GENERAL AND ADMINISTRATIVE EXPENSES | |
$ | (570 | ) | |
$ | (4,524 | ) |
| |
| | | |
| | |
GAIN/LOSS BEFORE INCOME TAX | |
$ | (570 | ) | |
$ | (4,524 | ) |
| |
| | | |
| | |
INCOME TAX PROVISION | |
$ | - | | |
$ | - | |
| |
| | | |
| | |
NET INCOME/LOSS | |
$ | (570 | ) | |
$ | (4,524 | ) |
| |
| | | |
| | |
Other comprehensive (loss)/income: | |
| | | |
| | |
- Foreign currency translation adjustment | |
$ | - | | |
$ | - | |
| |
| | | |
| | |
Comprehensive Income/loss | |
$ | (570 | ) | |
$ | (4,524 | ) |
| |
| | | |
| | |
Net income/loss per share- Basic and diluted | |
| 0.00 | | |
| (0.00 | ) |
| |
| | | |
| | |
Weighted average number of common shares outstanding – Basic and diluted | |
| 4,825,000 | | |
| 4,825,000 | |
See
accompanying notes to the unaudited condensed consolidated financial statements.
CONDENSED
STATEMENTS OF SHAREHOLDERS’
EQUITY
AS OF AUGUST 31, 2023
(Currency
expressed in United States Dollars (“US$”), except
for
number of shares)
| |
COMMON STOCK | | |
| | |
| | |
| | |
| |
| |
NUMBER OF SHARES | | |
AMOUNT | | |
ADDITIONAL PAID-IN CAPITAL | | |
ACCUMULATED (DEFICIT) /PROFIT | | |
ACCUMULATED COMPREHENSIVE LOSS | | |
TOTAL STOCKHOLDERS EQUITY | |
Balance as of November 30, 2021 | |
| 4,825,000 | | |
$ | 4,825 | | |
$ | 106,177 | | |
$ | (142,914 | ) | |
$ | (1,483 | ) | |
$ | (33,395 | ) |
Additional paid in capital as forgiven by ex shareholders | |
| - | | |
$ | - | | |
| | | |
$ | | $- | |
$ | - | | |
$ | - | |
Net loss for the period | |
| - | | |
$ | - | | |
$ | - | | |
$ | (48,934 | ) | |
$ | - | | |
$ | (48,934 | ) |
Foreign currency translation | |
| - | | |
$ | - | | |
$ | - | | |
$ | - | | |
$ | - | | |
$ | - | |
Balance as of November 30, 2022 | |
| 4,825,000 | | |
$ | 4,825 | | |
$ | 106,177 | | |
$ | (191,848 | ) | |
$ | (1,483 | ) | |
$ | (82,329 | ) |
Net loss for the period | |
| - | | |
$ | - | | |
$ | - | | |
$ | (1,710 | ) | |
$ | - | | |
$ | (1,710 | ) |
Foreign currency translation | |
| - | | |
$ | - | | |
$ | - | | |
$ | - | | |
$ | - | | |
$ | - | |
Balance as of August 31, 2023 | |
| 4,825,000 | | |
$ | 4,825 | | |
$ | 106,177 | | |
$ | (193,558 | ) | |
$ | (1,483 | ) | |
$ | (84,039 | ) |
See
accompanying notes to consolidated financial statements
CONDENSED
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
| |
Three
months ended | |
| |
August
31, 2023 | | |
August
31, 2022 | |
| |
| | |
| |
CASH
FLOWS FROM OPERATING ACTIVITIES: | |
| | | |
| | |
Net
income/loss | |
$ | (570 | ) | |
$ | (4,524 | ) |
Adjustments
to reconcile net loss to net cash used in operating activities: | |
| | | |
| | |
Depreciation | |
$ | 273 | | |
$ | 60 | |
Changes
in operating assets and liabilities: | |
| | | |
| | |
Accounts
receivables | |
$ | - | | |
$ | | |
Accrued
expenses | |
$ | 297 | | |
$ | | |
Amount
due to a director | |
$ | | | |
$ | 4,464 | |
| |
| | | |
| | |
Net
cash provided by operating activities | |
$ | | | |
$ | | |
| |
| | | |
| | |
Effect
of exchange rate changes on cash and cash equivalents | |
$ | - | | |
$ | - | |
| |
| | | |
| | |
Net
increase (decrease) in cash and cash equivalents | |
$ | - | | |
$ | - | |
Cash
and cash equivalents, beginning of period | |
$ | - | | |
$ | - | |
| |
| | | |
| | |
CASH
AND CASH EQUIVALENTS, END OF PERIOD | |
$ | - | | |
$ | - | |
| |
| | | |
| | |
SUPPLEMENTAL
CASH FLOWS INFORMATION | |
| | | |
| | |
Cash
paid for income taxes | |
$ | - | | |
$ | - | |
Cash
paid for interest paid | |
$ | - | | |
$ | - | |
See
accompanying notes to the unaudited condensed consolidated financial statements.
LEADER
HILL CORPORATION AND SUBSIDIARIES
NOTES
TO FINANCIAL STATEMENTS
FOR
THE THREE MONTHS ENDED AUGUST 31, 2023 AND AUGUST 31, 2022 (UNAUDITED)
(Currency
expressed in United States Dollars (“US$”), except for number of shares)
1.
ORGANIZATION AND BUSINESS BACKGROUND
Leader
Hill Corporation, a Nevada corporation (“the Company”) was incorporated under the laws of the State of Nevada on August 21,
2017.
We,
Leader Hill Corporation (“the Company”), are an early stage business consulting company that intends to assist start-up to
midsize companies in the East Asia region, with a focus on mainland China and Hong Kong, to operate their businesses more cost effectively
through our multifaceted consulting services.
The
Company’s executive office is located at 1901, Building 5, Dachong International Center, Tonggu Road, Nanshan District, Shenzhen
City, Guangdong Province, 518000, China.
2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis
of presentation
The
financial statements for Leader Hill Corporation are prepared in accordance with accounting principles generally accepted in the United
States of America (“US GAAP”). The Company has adopted November 30 as its fiscal year end. In the opinion of management all
adjustments that are necessary in order to make the financial statements not misleading have been made.
Use
of estimates
Management
uses estimates and assumptions in preparing these financial statements in accordance with US GAAP. Those estimates and assumptions affect
the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities in the balance sheets, and the reported
revenue and expenses during the periods reported. Actual results may differ from these estimates.
Revenue
from services
The
Company adopted Accounting Standards Codification (“ASC”) 606. ASC 606, Revenue from Contracts with Customers, establishes
principles for reporting information about the nature, amount, timing and uncertainty of revenue and cash flows arising from the entity’s
contracts to provide goods or services to customers. The core principle requires an entity to recognize revenue to depict the transfer
of goods or services to customers in an amount that reflects the consideration that it expects to be entitled to receive in exchange
for those goods or services recognized as performance obligations are satisfied.
The
Company has assessed the impact of the guidance by performing the following five steps analysis:
Step
1: Identify the contract
Step
2: Identify the performance obligations
Step
3: Determine the transaction price
Step
4: Allocate the transaction price
Step
5: Recognize revenue
Based
on the assessment, the Company concluded that there was no change to the timing and pattern of revenue recognition for its current revenue
streams in scope of Topic 606 and therefore there were no material changes to the Company’s consolidated financial statements upon
adoption of ASC 606.
Revenue
is measured at the fair value of the consideration received or receivable, net of discounts and taxes applicable to the revenue.
Revenue
from supplies of consulting services is recognized when title and risk of loss are transferred and there are no continuing obligations
to the customer. Title and the risks and rewards of ownership transfer to and accepted by the customer when the services are collected
by the customer at the Company’s office. Revenue is recorded net of sales discounts, returns, allowances, and other adjustments
that are based upon management’s best estimates and historical experience and are provided for in the same period as the related
revenues are recorded. Based on limited operating history, management estimates that there was no sales return for the period reported.
The
Company derives its revenue from direct sales to individuals and business companies. Generally, the Company recognizes revenue when services
are sold and accepted by the customers and there are no continuing obligations to the customer.
General
and administrative expenses
For
the three months ended August 31, 2023, the company has incurred general and administrative expenses of $570, which consist of mainly
financial statement review, filing and transfer agent fee.
For
the three months ended August 31, 2022, the company has incurred general and administrative expenses of $4,524, which consist of mainly
financial statement review, filing and transfer agent fee.
Cash
and cash equivalents
Cash
and cash equivalents are carried at cost and represent cash on hand, demand deposits placed with banks or other financial institutions
and all highly liquid investments with an original maturity of three months or less as of the purchase date of such investments.
The
company has a cash and cash equivalents of $Nil and $Nil as of August 31, 2023 and August 31, 2022 respectively. The cash generated from
operating activity is used to repay part of the loan from director.
Accounts
receivable
Accounts
receivable are recorded at the invoiced amount less an allowance for any uncollectible accounts and do not bear interest, which are due
on demand. Management reviews the adequacy of the allowance for doubtful accounts on an ongoing basis, using historical collection trends
and aging of receivables. Management also periodically evaluates individual customer’s financial condition, credit history, and
the current economic conditions to make adjustments in the allowance when it is considered necessary. Account balances are charged off
against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote.
Plant
and equipment
Plant
and equipment are stated at cost less accumulated depreciation and accumulated impairment losses, if any. Depreciation is calculated
on the straight-line basis over the following expected useful lives from the date on which they become fully operational:
Categories |
|
Estimated
useful life |
Office
equipment |
|
2
years |
From
September 1, 2022, the office equipment’s estimated useful life had been revised to 2 years.
Expenditures
for maintenance and repairs are expensed as incurred. The gain or loss on the disposal of plant and equipment is the difference between
the net sales proceeds and the carrying amount of the relevant assets and is recognized in the statement of operations.
The
company has incurred depreciation expenses of $273 for the three months ended August 31, 2023 respectively.
The
company has incurred depreciation expenses of $60 for the three months ended August 31, 2022 respectively.
Net
income/(loss) per share
The
Company calculates net income/(loss) per share in accordance with ASC Topic 260, “Earnings per Share.” Basic income/(loss)
per share is computed by dividing the net income/(loss) by the weighted-average number of common shares outstanding during the period.
Diluted income per share is computed similar to basic income/(loss) per share except that the denominator is increased to include the
number of additional common shares that would have been outstanding if the potential common stock equivalents had been issued and if
the additional common shares were dilutive.
Related
parties
Parties,
which can be a corporation or individual, are considered to be related if the Company has the ability, directly or indirectly, to control
the other party or exercise significant influence over the other party in making financial and operating decisions. Companies are also
considered to be related if they are subject to common control or common significant influence.
Fair
value of financial instruments:
The
carrying value of the Company’s financial instruments: receivables and amount due to a director approximate at their fair values
because of the short-term nature of these financial instruments.
The
Company also follows the guidance of the ASC Topic 820-10, “Fair Value Measurements and Disclosures” (“ASC 820-10”),
with respect to financial assets and liabilities that are measured at fair value. ASC 820-10 establishes a three-tier fair value hierarchy
that prioritizes the inputs used in measuring fair value as follows:
Level
1: Observable inputs such as quoted prices in active markets;
Level
2: Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and
Level
3: Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions.
Recent
accounting pronouncements
In
June 2016, the FASB issued ASU 2016-13, Financial Instruments — Credit Losses (Topic 326), Measurement of Credit Losses on Financial
Statements. This ASU requires a financial asset (or group of financial assets) measured at amortized cost basis to be presented at the
net amount expected to be collected. The allowance for credit losses is a valuation account that is deducted from the amortized cost
basis of the financial asset(s) to present the net carrying value at the amount expected to be collected on the financial asset. This
Accounting Standards Update affects entities holding financial assets and net investment in leases that are not accounted for at fair
value through net income. The amendments affect loans, debt securities, trade receivables, net investments in leases, off balance sheet
credit exposures, reinsurance receivables, and any other financial assets not excluded from the scope that have the contractual rights
to receive cash. For smaller public business entities, the amendments in this Update are effective for fiscal years beginning after January
1, 2023, including interim periods within those fiscal years. All entities may adopt the amendments in this Update through a cumulative-effect
adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective (that is, a modified-retrospective
approach). The Company is in the process of evaluating the impact of the adoption of this pronouncement on its consolidated financial
statements.
The
Company reviews new accounting standards as issued. Management has not identified any other new standards that it believes will have
a significant impact on the Company’s financial statements.
3.
GOING CONCERN UNCERTAINTIES
The
accompanying financial statements have been prepared assuming that the Company will continue as a going concern. The company having accumulated
deficit of $180,558 and $188,848 as of August 31, 2023 and November 30, 2022 respectively. For the three months ended August 31, 2023,
the company has net income of $4,430. For the three months ended August 31, 2022, the company has net loss of $4,524.
While
the Company is attempting to generate revenues, the Company’s cash position may not be significant enough to support the Company’s
daily operations. While the Company believes in the viability of its strategy and in its ability to raise additional funds, there can
be no assurances to that effect. The Company’s ability to continue as a going concern is dependent upon its ability to achieve
profitable operations or obtain adequate financing.
These
and other factors raise substantial doubt about the Company’s ability to continue as a going concern within one year after the
date that financial statements are issued. These financial statements do not include any adjustments to reflect the possible future effects
on the recoverability and classification of assets or the amounts and classification of liabilities that may result in the Company not
being able to continue as a going concern.
4.
AMOUNT DUE TO A DIRECTOR
As
of August 31, 2023, the Company has an outstanding payable to director of $60,630, which is unsecured and non-interest bearing.
As
of August 31, 2022, the Company has an outstanding payable to director of $41,564, which is unsecured and non-interest bearing.
Currently,
our office is provided by our director, Mr Liu Muzhen, without charge.
Our
director, Mr. Liu Muzhen, has not been compensated for the services.
5.
PREPAYMENT
As
of August 31, 2023 and 2022, the company has a prepayment of $Nil.
6.
PROPERTY AND EQUIPMENT, NET
| |
As of | | |
As of | |
| |
August 31, 2023 | | |
November 30, 2022 | |
| |
(Unaudited) | | |
(Audited) | |
Office equipment | |
$ | 2,154 | | |
$ | 2,154 | |
| |
$ | 2,154 | | |
$ | 2,154 | |
Less: Loss on disposal of office equipment | |
$ | (1,152 | ) | |
$ | (333 | ) |
Less: Accumulated depreciation | |
$ | (1,002 | ) | |
$ | (1,821 | ) |
Total | |
$ | - | | |
$ | - | |
Depreciation,
classified as operating expenses, was $273 for the three months ended August 31, 2023
Depreciation,
classified as operating expenses, was $60 for the three months ended August 31, 2022.
7.
ACCRUED EXPENSES
As
of August 31, 2023 and November 30, 2022, the Company has an outstanding accrued expense as following:
| |
As of | | |
As of | |
| |
August 31, 2023 | | |
November 30, 2022 | |
| |
(Unaudited) | | |
(Audited) | |
Accrued audit fee | |
$ | 3,000 | | |
$ | 3,000 | |
Accrued administrative fee | |
$ | 8,411 | | |
$ | 7,520 | |
Total | |
$ | 11,411 | | |
$ | 10,520 | |
8.
CONCENTRATIONS OF RISK
The
Company has generated revenue of $5,000, not incurring any cost of sales for the three months ended August 31, 2023.
The
Company has not generated revenue nor incurring any cost of sales for the three month August 31, 2022.
The
Company has no concentration of risk on customer or supplier.
9.
COMMON STOCK
On
December 17, 2020, as a result of a private transaction, 4,000,000 shares of common stock, $0.001 par value per share (the “Shares”)
of Leader Hill Corporation, a Nevada corporation (the “Company”), were transferred from Chia Yee Seah to certain purchasers
(collectively, the “Purchasers”). As a result, the Purchasers became the holders of approximately 82.9% of the issued and
outstanding share capital of the Company and our new CEO, Mr. Liu Muzhen held 2,700,000 common shares or 55.96% shareholding of the Company.
The consideration paid for the Shares was $287,000. The source of the cash consideration for the Shares was personal funds of the Purchasers.
In connection with the transaction, Chia Yee Seah released the Company from all debts owed to him.
As
of August 31, 2023, we have authorized capital stock consisting of 75,000,000 shares of common stock, $0.001 par value per share of which
4,825,000 shares of common stock were issued and outstanding.
10.
SUBSEQUENT EVENTS
In
accordance with ASC Topic 855, “Subsequent Events”, which establishes general standards of accounting for and disclosure
of events that occur after the balance sheet date but before financial statements are issued, the Company has evaluated all events or
transactions that occurred after August 31, 2023 up through the date the Company issued the financial statements.
ITEM
2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The
information contained in this Form 10-Q is intended to update the information contained in our Annual Report on Form 10-K for the year
ended November 30, 2022 and presumes that readers have access to, and will have read, the “Management’s Discussion and Analysis
of Financial Condition and Results of Operations” and other information contained in such Form 10-K. The following discussion and
analysis also should be read together with our financial statements and the notes to the financial statements included elsewhere in this
Form 10-Q.
The
following discussion contains certain statements that may be deemed “forward-looking statements” within the meaning of the
Private Securities Litigation Reform Act of 1995. Such statements appear in a number of places in this Report, including, without limitation,
“Management’s Discussion and Analysis of Financial Condition and Results of Operations. “These statements are not guarantees
of future performance and involve risks, uncertainties and requirements that are difficult to predict or are beyond our control. Forward-looking
statements speak only as of the date of this quarterly report. You should not put undue reliance on any forward-looking statements. We
strongly encourage investors to carefully read the factors described in our Form S-1 Amendment No.2, dated June 15, 2018, in the section
entitled “Risk Factors” for a description of certain risks that could, among other things, cause actual results to differ
from these forward- looking statements. We assume no responsibility to update the forward-looking statements contained in this transition
report on Form 10-Q. The following should also be read in conjunction with the unaudited Condensed Consolidated Financial Statements
and notes thereto that appear elsewhere in this report.
Company
Overview
We,
Leader Hill Corporation, a Nevada corporation (“the Company”) was incorporated under the laws of the State of Nevada on August
21, 2017.
The
Company’s executive office is located at 1901, Building 5, Dachong International Center, Tonggu Road, Nanshan District, Shenzhen
City, Guangdong Province, 518000, China.
We,
Leader Hill Corporation (“the Company”), are an early stage business consulting company that intends to assist start-up to
midsize companies in the East Asia region, with a focus on mainland China and Hong Kong, to operate their businesses more cost effectively
through our multifaceted consulting services. Additionally, it should be noted that the Company currently operates at a net loss.
On
December 17, 2020, the existing director and officer resigned immediately. Accordingly, Chia Yee Seah, serving as a director and an officer,
ceased to be the Company’s Chief Executive Officer, Chief Financial Officer, President, Treasurer, Secretary and a Director. At
the effective date of the transfer, Liu Muzhen consented to act as the new Chief Executive Officer, Chief Financial Officer, President,
Treasurer, Secretary and Chairman of the Board of Directors of the Company.
Mr.
Liu Muzhen (“Mr. Liu”), age 36, is currently studying a Master of Business Administration in the University of New Buckingham,
while his bachelor’s degree was obtained in Capital Normal University, with major in software engineering.
From
August 2012 to December 2016, Mr. Liu was a general manager of Shanghai Guangya Network Technology Company Limited (“Guangya”).
Guangya had two major business steams, first one was business of network technology research and development, with its in-house Software-as-a-service
as solution to its clients. The second one was sales and distribution of electronic appliances, communication tools and Audio-visual
equipment. Mr. Liu was responsible to be the oversight of the whole company, business development, reporting of financial result to shareholders.
From
January 2017 to the present, Mr. Liu has been a general manager of Big Player (Shenzhen) Media Company Limited (“Big Player”).
Big Player is engaging in not only cultural campaign planning, corporate branding, and advertisement, but also website, online game and
application development. Mr. Liu is responsible for the online game and application development, strategic development of the Company
and review of the strategy implementation.
Liu
Muzhen has been appointed as a Chief Executive Officer, Chief Financial Officer, President, Treasurer, Secretary and Chairman of Board
of Directors of the Company since December 17, 2020.
Results
of Operation
For
the three months period ended August 31, 2023 and 2022
Our
cash and cash equivalents balance were $Nil and $Nil as of August 31, 2023 and 2022 respectively.
Revenues
and cost of revenue
The
company has generated revenue of $5,000, not incurring any cost of sales for the three months ended August 31, 2023.
The
company has not generated any revenue nor incurring and cost of sale for the three months period ended August 31, 2022.
General
and administrative expenses
For
the three months ended August 31, 2023, the company has incurred general and administrative expenses of $570, which consist of mainly
financial statement review, filing and transfer agent fee.
For
the three months ended August 31, 2022, the company has incurred general and administrative expenses of $4,524, which consist of mainly
financial statement review, filing and transfer agent fee.
Net
income/loss
Our
net income for the three months ended August 31, 2023 were $4,430.
Our
net loss for the three months ended August 31, 2022 were $4,524.
Liquidity
and Capital Resources
Cash
Used in Operating Activities
For
the three months period ended August 31, 2023, the company has generated $5,000 in operating activity, and is used to repay part of the
loan from director.
For
the three months period ended August 31, 2022, the company has consumed $Nil in operating activity, of which mainly consist of incurring
an operating net loss and decrease in accrued expenses contra by loan from director.
Cash
Used in Investing Activities
The
company has not consumed nor generated any cash from investing activity for the three months period ended August 31, 2023 and 2022.
Cash
Provided by Financing Activities
The
company has not consumed nor generated any cash from financing activity for the three months period ended August 31, 2023 and 2022.
Off-balance
Sheet Arrangements
We
have no significant off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial
condition, changes in our financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital
resources that are material to our stockholders as of August 31, 2023.
Contractual
Obligations
As
of August 31, 2023, the Company has no contractual obligations involved.
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
Evaluation
of Disclosure Controls and Procedures:
We
carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Exchange
Act Rules 13a- 15(e) and 15d-15(e)) as of August 31, 2023. This evaluation was carried out under the supervision and with the participation
of our Chief Executive Officer and our Chief Financial Officer. Based upon that evaluation, our Chief Executive Officer and Chief Financial
Officer concluded that, as of August 31, 2023, our disclosure controls and procedures were not effective due to the presence of material
weaknesses in internal control over financial reporting.
A
material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is
a reasonable possibility that a material misstatement of the company’s annual or interim financial statements will not be prevented
or detected on a timely basis. Management has identified the following material weaknesses which have caused management to conclude that,
as of August 31, 2023, our disclosure controls and procedures were not effective: (i) inadequate segregation of duties and effective
risk assessment; and (ii) insufficient written policies and procedures for accounting and financial reporting with respect to the requirements
and application of both US GAAP and SEC guidelines.
Changes
in Internal Control Over Financial Reporting:
There
were no changes in our internal control over financial reporting during the quarter ending August 31, 2023, that have materially affected,
or are reasonably likely to materially affect, our internal control over financial reporting.
PART
II — OTHER INFORMATION
Item
1. Legal Proceedings
From
time to time, we may become party to litigation or other legal proceedings that we consider to be a part of the ordinary course of our
business. We are not currently involved in legal proceedings that could reasonably be expected to have a material adverse effect on our
business, prospects, financial condition, or results of operations. We may become involved in material legal proceedings in the future.
Item
2. Unregistered Sales of Equity Securities and Use of Proceeds
None.
Item
3. Defaults Upon Senior Securities
None.
Item
4. Mine Safety Disclosures
Not
applicable.
Item
5. Other Information
None.
ITEM
6. Exhibits
101.INS |
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Inline
XBRL Instance Document |
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101.SCH |
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Inline
XBRL Taxonomy Extension Schema Document |
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101.CAL |
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Inline
XBRL Taxonomy Extension Calculation Linkbase Document |
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101.DEF |
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Inline
XBRL Taxonomy Extension Definition Linkbase Document |
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101.LAB |
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Inline
XBRL Taxonomy Extension Label Linkbase Document |
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101.PRE |
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Inline
XBRL Taxonomy Extension Presentation Linkbase Document |
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104 |
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Cover
Page Interactive Data File (embedded within the Inline XBRL document) |
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.
|
LEADER
HILL CORPORATION |
|
(Name
of Registrant) |
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Date:
April 18, 2023 |
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By: |
/s/
Liu Muzhen |
|
Name: |
Liu
Muzhen |
|
Title: |
Chief
Executive Officer, President, Director
(Principal
Executive Officer, Principal Financial Officer, Principal Accounting Officer) |
EXHIBIT
31.1
CERTIFICATION
I,
Liu Muzhen, certify that:
1.
I have reviewed this quarterly report on Form 10-Q of LEADER HILL CORP (the “Company”) for the quarter ended August 31, 2023;
2.
Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact
necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect
to the period covered by this report;
3.
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material
respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this
report;
4.
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures
(as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act
Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a. |
Designed
such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision,
to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others
within those entities, particularly during the period in which this report is being prepared; |
|
|
|
|
b. |
Designed
such internal control over financial reporting, or caused such internal control to be designed under our supervision, to provide
reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes
in accordance with generally accepted accounting principles. |
|
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|
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c. |
Evaluated
the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about
the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation;
and |
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|
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d. |
Disclosed
in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s
most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected,
or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and |
5.
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial
reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing
the equivalent functions):
|
a. |
All
significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are
reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information;
and |
|
|
|
|
b. |
Any
fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s
internal control over financial reporting. |
Date:
April 18, 2023 |
By: |
/s/
Liu Muzhen |
|
|
Liu
Muzhen |
|
|
Chief
Executive Officer, President, Treasurer Director |
|
|
(Principal
Executive Officer, Principal Financial Officer, Principal Accounting Officer) |
EXHIBIT
32.1
CERTIFICATION
PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO
SECTION
906 OF THE SARBANES-OXLEY ACT OF 2002
In
connection with the Quarterly Report of LEADER HILL CORP (the “Company”) on Form 10-Q for the period ended August 31, 2023
as filed with the Securities and Exchange Commission on the date hereof (the “Report”), The undersigned hereby certifies,
pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that, to the best of my knowledge
and belief:
|
(1) |
The
Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and |
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|
|
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(2) |
The
information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of
the Company. |
Date:April
18, 2023 |
By: |
/s/
Liu Muzhen |
|
|
Liu
Muzhen |
|
|
Chief
Executive Officer, President, Treasurer Director |
|
|
(Principal
Executive Officer, Principal Financial Officer, Principal Accounting Officer) |
A
signed original of this written statement required by Section 906, or other document authenticating, acknowledging, or otherwise adopting
the signature that appears in typed form within the electronic version of this written statement has been provided to the Company and
will be retained by the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff
upon request.
Leader Hill (CE) (USOTC:LHIL)
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